Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2018 | Nov. 19, 2018 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | NUTRA PHARMA CORP. | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 4,020,246,110 | |
Amendment Flag | false | |
Entity Central Index Key | 1,119,643 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Period End Date | Sep. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Ex Transition Period | false |
Consolidated Condensed Balance
Consolidated Condensed Balance Sheets - USD ($) | Sep. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash | $ 14,159 | |
Accounts receivable | 16,906 | $ 15,143 |
Inventory | 41,786 | 20,142 |
Prepaid expenses and other current assets | 151,757 | 52,500 |
Total current assets | 224,608 | 87,785 |
Due from officer | 269,772 | |
Property and equipment, net | 11,605 | 16,463 |
Other assets | 15,550 | 15,550 |
Total assets | 251,763 | 389,570 |
Current liabilities: | ||
Accounts payable | 1,533,023 | 1,301,988 |
Accrued expenses | 869,417 | 1,002,980 |
Deferred revenue | 22,490 | |
Due to officer | 200,437 | |
Derivative warrant liability | 1,975 | 5,903 |
Other debt, net of discount | 2,944,217 | 3,466,403 |
Total current liabilities | 5,549,069 | 5,799,764 |
Promissory note | 64,617 | |
Total liabilities | 5,613,686 | 5,799,764 |
Commitments and Contingencies (See Note 8) | ||
Preferred stock, $0.001 par value, 20,000,000 shares authorized: 3,000,000 Series A Preferred shares issued and outstanding at September 30, 2018 and December 31, 2017 | 3,000 | 3,000 |
Common stock, $0.001 par value, 8,000,000,000 shares and 2,000,000,000 shares authorized: 4,014,246,110 and 2,032,233,701 shares issued and outstanding at September 30, 2018 and December 31, 2017 | 4,014,246 | 2,032,234 |
Additional paid-in capital | 54,415,239 | 49,942,719 |
Accumulated deficit | (63,794,408) | (57,388,147) |
Total stockholders' deficit | (5,361,923) | (5,410,194) |
Total liabilities and stockholders' deficit | $ 251,763 | $ 389,570 |
Consolidated Condensed Balanc_2
Consolidated Condensed Balance Sheets (Parentheticals) - $ / shares | Sep. 30, 2018 | Dec. 31, 2017 |
Preferred stock par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock shares authorized | 20,000,000 | 20,000,000 |
Common stock par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Common stock shares authorized | 8,000,000,000 | 2,000,000,000 |
Common stock shares issued | 4,014,246,110 | 2,032,233,701 |
Common stock shares outstanding | 4,014,246,110 | 2,032,233,701 |
Series A Preferred Stock [Member] | ||
Series A Preferred shares issued | 3,000,000 | 3,000,000 |
Series A Preferred shares outstanding | 3,000,000 | 3,000,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Net sales | $ 43,966 | $ 38,049 | $ 104,323 | $ 88,207 |
Cost of sales | 37,409 | 4,340 | 58,338 | 23,122 |
Gross profit | 6,557 | 33,709 | 45,985 | 65,085 |
Operating expenses: | ||||
Selling, general and administrative - including stock based compensation of $30,000 and $4,985 for the three months ended September 30, 2018 and 2017, and $40,000 and $67,020 for the nine months ended September 30, 2018 and 2017, respectively | 860,808 | 307,232 | 1,573,541 | 1,172,086 |
Total operating expenses | 860,808 | 307,232 | 1,573,541 | 1,172,086 |
Loss from operations | (854,251) | (273,523) | (1,527,556) | (1,107,001) |
Other Income (Expenses): | ||||
Rental Income | 525 | 525 | ||
Interest expense | (266,889) | (95,063) | (707,372) | (265,915) |
Change in fair value of derivatives | 192,800 | (612,863) | (4,151,435) | (1,649,719) |
Loss on settlement of debt, net | (40,100) | (20,423) | (14,189) | |
Total other expenses | (113,664) | (707,926) | (4,878,705) | (1,929,823) |
Loss before income taxes | (967,915) | (981,449) | (6,406,261) | (3,036,824) |
Provision for income taxes | ||||
Net loss | $ (967,915) | $ (981,449) | $ (6,406,261) | $ (3,036,824) |
Net loss per share - basic and diluted (in Dollars per share) | $ 0 | $ 0 | $ 0 | $ 0 |
Weighted average number of shares outstanding during the period - basic and diluted (in Shares) | 3,709,263,480 | 1,429,770,513 | 2,880,009,357 | 1,282,194,310 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Operations (Parentheticals) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Stock based compensation | $ 30,000 | $ 4,985 | $ 40,000 | $ 67,020 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Cash flows from operating activities: | ||
Net loss | $ (6,406,261) | $ (3,036,824) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Bad debt expense | 498,470 | |
Loss on settlement of debt and accounts payable | 20,423 | 14,189 |
Depreciation | 4,858 | 4,421 |
Stock-based compensation | 40,000 | 67,020 |
Stock issued for loan modification | 198,865 | 4,440 |
Change in fair value of derivative | 4,151,435 | 1,649,719 |
Amortization of loan discount | 314,219 | 74,392 |
Changes in operating assets and liabilities: | ||
Increase in accounts receivables | (1,763) | (14,050) |
Decrease (Increase) in inventory | (21,644) | 5,420 |
Decrease (Increase) in prepaid expenses and other assets | (19,257) | 3,216 |
Increase in accounts payable | 235,236 | 294,388 |
Increase in accrued expenses | 144,007 | 21,709 |
Decrease in deferred revenue | (22,490) | |
Net cash used in operating activities | (863,902) | (911,960) |
Cash flows from financing activities: | ||
Loans from officers | 107,100 | 302,350 |
Repayment of officers loans | (141,070) | (174,400) |
Repayments of notes payable-related party | (15,209) | |
Proceeds from convertible notes, net of debt discount and loan issuance cost of $40,450 and $0, respectively | 941,800 | 550,500 |
Repayment of convertible notes | (3,000) | (40,000) |
Proceeds from other notes payable | 405,500 | |
Repayment of notes | (26,769) | (148,024) |
Net cash provided by financing activities | 878,061 | 880,717 |
Net (decrease) increase in cash | 14,159 | (31,243) |
Cash - beginning of period | 31,243 | |
Cash - end of period | 14,159 | |
Supplemental Cash Flow Information: | ||
Cash paid for interest | (5,425) | (75,207) |
Non cash Financing and Investing: | ||
Note and stock issued in settlement of notes and accounts payable | 348,050 | |
Debt discount for beneficial conversion features | 246,913 | 5,241 |
Satisfy debt - related party [Member] | ||
Non cash Financing and Investing: | ||
Stock issued | 5,518,338 | 2,410,115 |
Additional consideration of convertible notes payable [Member] | ||
Non cash Financing and Investing: | ||
Stock issued | $ 22,365 | $ 13,815 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Parentheticals) - USD ($) | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Debt discount | $ 40,450 | $ 0 |
Convertible Notes [Member] | ||
Loan issuance cost | $ 40,450 | $ 0 |
BASIS OF PRESENTATION AND SUMMA
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2018 | |
Disclosure Text Block [Abstract] | |
Basis of Presentation and Significant Accounting Policies [Text Block] | 1. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Organization Nutra Pharma Corp. (“Nutra Pharma”), is a holding company that owns intellectual property and operates in the biotechnology industry. Nutra Pharma was incorporated under the laws of the state of California on February 1, 2000, under the original name of Exotic-Bird.com. Through its wholly-owned subsidiary, ReceptoPharm, Inc. (“ReceptoPharm”), Nutra Pharma conducts drug discovery research and development activities. In October 2009, Nutra Pharma launched its first consumer product called Cobroxin ® ® ® Basis of Presentation and Consolidation The Unaudited Condensed Consolidated Financial statements and notes are presented in accordance with the rules and regulations of the Securities and Exchange Commission and do not contain certain information included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017. In the opinion of management, all adjustments considered necessary for a fair presentation have been included and are of a normal, recurring nature. Interim results are not necessarily indicative of results for a full year. Therefore, the interim Unaudited Condensed Consolidated Financial statements should be read in conjunction with the Condensed Consolidated Financial Statements and notes thereto contained in the Company’s Annual Report on Form 10-K. The accompanying Unaudited Condensed Consolidated Financial Statements include the results of Nutra Pharma and its wholly-owned subsidiaries Designer Diagnostics Inc. and ReceptoPharm (collectively “the Company”, “us”, “we” or “our”). We operate as one reportable segment. All intercompany transactions and balances have been eliminated in consolidation. Liquidity and Going Concern Our Unaudited Condensed Consolidated Financial Statements are presented on a going concern basis, which contemplate the realization of assets and satisfaction of liabilities in the normal course of business. We have experienced recurring, significant losses from operations, and have an accumulated deficit of $63,794,408 at September 30, 2018. In addition, we have a significant amount of indebtedness in default, a working capital deficit of $5,324,461 and a stockholders’ deficit of $5,361,923 at September 30, 2018. There is substantial doubt regarding our ability to continue as a going concern which is contingent upon our ability to secure additional financing, increase ownership equity and attain profitable operations. In addition, our ability to continue as a going concern must be considered in light of the problems, expenses and complications frequently encountered in established markets and the competitive environment in which we operate. At September 30, 2018, we do not have sufficient cash to sustain our operations for the next year and will require additional financing in order to execute our operating plan and continue as a going concern. Since our sales are not currently adequate to fund our operations, we continue to rely principally on debt and equity funding; however proceeds from such funding have not been sufficient to execute our business plan. Our plan is to attempt to secure adequate funding until sales of our pain products are adequate to fund our operations. We cannot predict whether additional financing will be available, and/or whether any such funding will be in the form of equity, debt, or another form. In the event that these financing sources do not materialize, or if we are unsuccessful in increasing our revenues and profits, we will be unable to implement our current plans for expansion, repay our obligations as they become due and continue as a going concern. On September 28, 2018, the United States Securities and Exchange Commission filed a lawsuit in the United States District Court for the Eastern District of New York against the Company and its CEO and Chairman Rik J. Deitsch, and a consultant to the Company, Sean McManus, alleging violations of the Securities Act, the Exchange Act and rules promulgated thereunder. The Company believes that the SEC complaint contains serious factual inaccuracies. The Company believes that the charges are without merit and intend to defend themselves vigorously.The Company does not believe the SEC investigation could impact Company’s ability to continue as a going concern (See Note 8). The accompanying Unaudited Condensed Consolidated Financial Statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should we be unable to continue as a going concern. Use of Estimates The accompanying Unaudited Condensed Consolidated Financial Statements are prepared in accordance with accounting principles generally accepted in the United States of America which require management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expense. Significant estimates include our ability to continue as going concern, the recoverability of inventories and long-lived assets, and the valuation of stock-based compensation and certain debt and warrant liabilities. Actual results could differ from those estimates. Changes in facts and circumstances may result in revised estimates, which would be recorded in the period in which they become known. Revenue Recognition In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Codification (“ASC׆) 606, Revenue From Contracts With Customers, originally effective for public business entities with annual reporting periods beginning after December 15, 2016. On August 12, 2015, the FASB issued an Accounting Standards Update (“ASU”), Revenue From Contracts With Customers (Topic 606): Deferral of the Effective Date, which deferred the effective date of ASC 606 for one year. ASC 606 provides accounting guidance related to revenue from contracts with customers. For public business entities, ASC 606 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. This new revenue recognition standard (new guidance) has a five-step process: a) Determine whether a contract exists; b) Identify the performance obligations; c) Determine the transaction price; d) Allocate the transaction price; and e) Recognize revenue when (or as) performance obligations are satisfied. The Company has evaluated the impact of ASC 606 and determined that there is no change to the Company’s accounting policies, except for the recording of certain product sales to a distributor, in which a portion of the cash proceeds received is remitted back to the distributor. Under ASC 606, the Company determined that these sales should be recorded on a gross basis. Adoption of ASC 606, Revenue from Contracts with Customers On January 1, 2018, we adopted ASC 606 using the modified retrospective method applied to those contracts which were not completed as of January 1, 2018. Results for reporting periods beginning January 1, 2018 are presented under ASC 606, while prior period amounts are not adjusted and continue to be reported in accordance with our historic revenue recognition methodology under ASC 605, Revenue Recognition. The cumulative impact of adopting ASC 606 resulted in no changes to retained earnings at January 1, 2018. The impact to revenue for the nine months ended September 30, 2018 was an increase of $3,740 as a result of applying ASC 606 to certain revenues generated through online distributors which are now presented gross as we have control over providing the products related to such revenues. For the nine months ended September 30, 2018, the revenue recognized from contracts with customers was $104,323. The impact of adoption of ASC 606 on our unaudited condensed consolidated statement of operations was as follows: With Implementation of ASC 606 Before Implementation of ASC 606 Effect of Implementation Revenue $ 104,323 $ 100,583 $ 3,740 Costs (58,338) (54,598) 3,740 Net effect of ASC 606 implementation $ - There was no balance sheet impact. Accounting for Shipping and Handling Costs We record shipping and handling costs incurred in cost of sales. Accounts Receivable and Allowance for Doubtful Accounts We grant credit without collateral to our customers based on our evaluation of a particular customer’s credit worthiness. In addition, allowances for doubtful accounts are maintained for potential credit losses based on the age of the accounts receivable and the results of periodic credit evaluations of our customers’ financial condition. Accounts receivable are written off after collection efforts have been deemed to be unsuccessful. Accounts written off as uncollectible are deducted from the allowance for doubtful accounts, while subsequent recoveries are netted against the provision for doubtful accounts expense. We generally do not charge interest on accounts receivable. Accounts receivable are stated at estimated net realizable value. Accounts receivable are comprised of balances due from customers net of estimated allowances for uncollectible accounts. Inventories Inventories, which are stated at the lower of average cost or net realizable value, and consist of packaging materials, finished products, and raw venom that is utilized to make the API (active pharmaceutical ingredient). The raw unprocessed venom has an indefinite life for use. The Company regularly reviews inventory quantities on hand. If necessary it records a provision for excess and obsolete inventory based primarily on its estimates of component obsolescence, product demand and production requirements. Write-downs are charged to cost of goods sold. Our inventory is carried net of a valuation allowance of $30,885 at September 30, 2018 and December 31, 2017. Financial Instruments and Concentration of Credit Risk Our financial instruments include cash, accounts receivable, accounts payable, accrued expenses, loans payable, due to officers and derivative financial instruments. Other than certain warrant and convertible instruments (derivative financial instruments) and liabilities to related parties (for which it was impracticable to estimate fair value due to uncertainty as to when they will be satisfied and a lack of similar type transactions in the marketplace), we believe the carrying values of our financial instruments approximate their fair values because they are short term in nature or payable on demand. Our derivative financial instruments are carried at a measured fair value. Balances in various cash accounts may at times exceed federally insured limits. We have not experienced any losses in such accounts. We do not hold or issue financial instruments for trading purposes. In addition, for the nine months ended September 30, 2018, there was one customer that accounted for 27% of the total revenues. Derivative Financial Instruments Management evaluates all of its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported as charges or credits to income. For option-based simple derivative financial instruments, the Company uses the Black-Scholes option-pricing model to value the derivative instruments at inception and subsequent valuation dates. 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. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date. We do not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. Convertible Debt For convertible debt that does not contain an embedded derivative that requires bifurcation, the conversion feature is evaluated to determine if the rate of conversion is below market value and should be categorized as a beneficial conversion feature (“BCF”). A BCF related to debt is recorded by the Company as a debt discount and with the offset recorded to equity. The related convertible debt is recorded net of the discount for the BCF. The discount is amortized as additional interest expense over the term of the debt with the resulting debt discount being accreted over the term of the note. The Fair Value Measurement Option We have elected the fair value measurement option for convertible debt with embedded derivatives that require bifurcation, and record the entire hybrid financing instrument at fair value under the guidance of FASB ASC Topic 815, Derivatives and Hedging Property and Equipment and Long-Lived Assets Property and equipment is recorded at cost. Expenditures for major improvements and additions are added to property and equipment, while replacements, maintenance and repairs which do not extend the useful lives are expensed. Depreciation is computed using the straight-line method over the estimated useful lives of the assets of 3 – 7 years. Property and equipment consists of the following at September 30, 2018 and December 31, 2017: September 30, 2018 December 31, 2017 Computer equipment $ 25,120 $ 25,120 Furniture and fixtures 34,757 34,757 Lab equipment 53,711 53,711 Telephone equipment 12,421 12,421 Office equipment – other 16,856 16,856 Leasehold improvements 73,168 73,168 Total 216,033 216,033 Less: Accumulated depreciation (204,428) (199,570) Property and equipment, net $ 11,605 $ 16,463 We review our long-lived assets for recoverability if events or changes in circumstances indicate the assets may be impaired. At September 30, 2018, we believe the carrying values of our long-lived assets are recoverable. Depreciation expense for the nine-months ended September 30, 2018 and 2017 was $4,858 and $4,421, respectively, and $1,105 and $1,168 for the three-months ended September 30, 2018 and 2017, respectively. Income Taxes We compute income taxes in accordance with Financial Accounting Standard Board (“FASB”) Accounting Standard Codification (“ASC”) Topic 740, Income Taxes On an annual basis, we evaluate tax positions that have been taken or are expected to be taken in our tax returns to determine if they are more than likely to be sustained if the taxing authority examines the respective position. At September 30, 2018, we do not believe we have a need to record any liabilities for uncertain tax positions or provisions for interest or penalties related to such positions. Since inception, we have been subject to tax by both federal and state taxing authorities. Until the respective statutes of limitations expire (which may be as much as 20 years while we have unused net operation losses), we are subject to income tax audits in the jurisdictions in which we operate. The Company’s 2015 to 2017 tax returns are subject to examination by Internal Revenue Services and State Taxing Agencies. Stock-Based Compensation We account for stock-based compensation in accordance with FASB ASC Topic 718, Stock Compensation Net Loss Per Share Net loss per share is calculated in accordance with ASC Topic 260, Earnings per Share September 30, 2018 September 30, 2017 Options and warrants 12,600,000 13,540,000 Convertible notes payable 3,260,602,785 1,762,604,798 Total 3,273,202,785 1,776,144,798 Recent Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases In June 2018, the FASB issued ASU 2018-07, “Compensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting” (“ASU 2018-07”). ASU No 2018-07 expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees. The guidance also specifies that Topic 718 applies to all share-based payment transactions in which a grantor acquires goods or services to be used or consumed in a grantor’s own operations by issuing share-based payment awards. This guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years (quarter ending March 31, 2019 for the Company). Early adoption is permitted, but no earlier than an entity’s adoption date of Topic 606. The Company will evaluate the effects of adopting ASU 2018-07 if and when it is deemed to be applicable. All other newly issued accounting pronouncements but not yet effective have been deemed either immaterial or not applicable. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 9 Months Ended |
Sep. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures [Text Block] | 2. FAIR VALUE MEASUREMENTS Certain assets and liabilities that are measured at fair value on a recurring basis at September 30, 2018 are measured in accordance with FASB ASC Topic 820-10-05, Fair Value Measurements The statement requires fair value measurement be classified and disclosed in one of the following three categories: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical unrestricted assets or liabilities; Level 2: Quoted prices in markets that are not active or inputs which are observable either directly or indirectly for substantially the full term of the asset or liability; and Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e. supported by little or no market activity). The following table summarizes our financial instruments measured at fair value at September 30, 2018 and December 31, 2017: Fair Value Measurements at September 30, 2018 Liabilities: Total Level 1 Level 2 Level 3 Warrant liability $ 1,975 $ - $ - $ 1,975 Convertible notes at fair value $ 1,058,968 $ - $ - $ 1,058,968 Fair Value Measurements at December 31, 2017 Liabilities: Total Level 1 Level 2 Level 3 Warrant liability $ 5,903 $ - $ - $ 5,903 Convertible notes at fair value $ 1,925,959 $ - $ - $ 1,925,959 The following table shows the changes in fair value measurements for the warrant liability using significant unobservable inputs (Level 3) during the nine months ended September 30, 2018 and the year ended December 31, 2017: Description September 30, 2018 December 31, 2017 Beginning balance $ 5,903 $ 48,504 Purchases, issuances, and settlements - 24,017 Day one loss on value of hybrid instrument - - Total (gain) loss included in earnings (1) (3,928) (66,618) Ending balance $ 1,975 $ 5,903 (1) The gain related to the revaluation of our warrant liability is included in “Change in fair value of derivatives” in the accompanying consolidated unaudited statement of operations. We valued our warrants using a Dilution-Adjusted Black-Scholes Model. Assumptions used include (1) 1.76% to 2.81% risk-free rate, (2) warrant life is the remaining contractual life of the warrants, (3) expected volatility of 229%-245% (4) zero expected dividends (5) exercise price set forth in the agreements (6) common stock price of the underlying share on the valuation date, and (7) number of shares to be issued if the instrument is converted. The following table summarizes the significant terms of each of the convertible notes for which the entire hybrid instrument is recorded at fair value at September 30, 2018 and December 31, 2017: Conversion Price – Lower of Fixed Price or Percentage of VWAP for Look–back Period Debenture Issuance Year Face Amount Interest Rate Default Interest Rate Anti–Dilution Adjusted Price % of Stock Price for Look-Back Period Look–Back Period 2018 $657,700 8% 24% $0.0002–$0.20 40%–60% 3 to 25 Days 2017 $682,099 8%-12% 18% $0.0002-$0.20 40%-60% 3 to 25 Days The following table shows the changes in fair value measurements using significant unobservable inputs (Level 3) during the nine months ended September 30, 2018 and the year ended December 31, 2017 for the Convertible Notes: September 30, 2018 December 31, 2017 Description Beginning balance $ 1,925,959 $ 1,672,728 Purchases, issuances, and settlements 498,980 580,143 Day one loss on value of hybrid instrument 2,021,041 999,228 Loss from change in fair value 2,134,326 1,314,325 Conversion to common stock (5,518,338) (2,594,100) Repayment in cash (3,000) (46,365) Ending balance $ 1,058,968 $ 1,925,959 |
INVENTORIES
INVENTORIES | 9 Months Ended |
Sep. 30, 2018 | |
Inventory Disclosure [Abstract] | |
Inventory Disclosure [Text Block] | 3. INVENTORIES Inventories are valued at the lower of average cost or net realizable value. At September 30, 2018 and December 31, 2017, inventories were as follows: September 30, 2018 December 31, 2017 Raw Materials $ 55,380 $ 35,653 Finished Goods 17,291 15,374 Inventory Reserve (30,885) (30,885) Total Inventories $ 41,786 $ 20,142 |
DUE FROM_TO OFFICER
DUE FROM/TO OFFICER | 9 Months Ended |
Sep. 30, 2018 | |
Due to Officers [Abstract] | |
Due to Officers [Text Block] | 4. DUE TO/FROM OFFICER At September 30, 2018, the balance due to our officer is $200,437. During the nine months ended September 30, 2018, we advanced $141,070 to and collected $107,100 from Mr. Deitsch and the Companies owned by him. As of September 30, 2018, we recorded a bad debt expense of $498,470 which represents a full valuation allowance for amounts owed by these Companies. |
OTHER INDEBTEDNESS
OTHER INDEBTEDNESS | 9 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | 5. OTHER INDEBTEDNESS Other indebtedness consists of the following at September 30, 2018 and December 31, 2017: September 30, 2018 December 31, 2017 Note payable– Related Party (Net of discount of $0 and $2,000, respectively) (1) $ 12,000 $ 202,974 Notes payable – Unrelated third parties (Net of discount of $0 and $28,723, respectively) (2) 1,484,290 1,337,470 Convertible notes payable (Net of discount of $61,300 and $0, respectively) (3) 1,512,544 1,925,959 Ending balances 3,008,834 3,466,403 Less: Current portion (2,944,217) (3,466,403) Long-term portion $ 64,617 $ - (1) During 2010 we borrowed $200,000 from one of our directors. Under the terms of the loan agreement, this loan was expected to be repaid in nine months to a year from the date of the loan along with interest calculated at 10% for the first month plus 12% after 30 days from funding. We are in default regarding this loan. The loan is under personal guarantee by Mr. Deitsch. We repaid principal balance in full as of December 31, 2016. At September 30, 2018, we owed this director accrued interest of $137,645, which is included in accrued expenses in the condensed consolidated balance sheets. In August 2016, we issued two Promissory Notes for a total of $200,000 ($100,000 each) to a company owned by one of our directors. The notes carry interest at 12% annually and were due on the date that was nine-months from the execution and funding of the note. Upon default in February 2017, the Notes became convertible at $0.008 per share. During March 2017, we repaid principal balance of $6,365. During April 2017, the Notes with accrued interest were restated. The restated principal balance of $201,818 bears interest at 12% annually and was due October 12, 2017. During June 2017, we repaid principal balance of $8,844. The loan is in default and negotiation for settlement. The loan was reclassified to notes payable – unrelated third parties after the director resigned in March 2018. At September 30, 2018, we owed principal balance of $192,974 and accrued interest of $34,196. In December 2017, we issued a promissory note to a related party in the amount of $12,000 with original issuance discount of $2,000. The note is due in twelve months from the execution and funding of the note. At September 30, 2018, the principal balance of the loan is $12,000. (2) At September 30, 2018, the balance of $1,484,290, consisted of the following loans: · On August 2, 2011 under a settlement agreement with Liquid Packaging Resources, Inc. (“LPR”), we agreed to pay LPR a total of $350,000 in monthly installments of $50,000 beginning August 15, 2011 and ending on February 15, 2012. This settlement amount was recorded as general and administrative expenses on the date of the settlement. We did not make the December 2011 or January 2012 payments and on January 26, 2012, we signed the first amendment to the settlement agreement where we agreed to pay $175,000, which was the balance outstanding at December 31, 2011(this includes a $25,000 penalty for non-payment). We repaid $25,000 during the three months ended March 31, 2012. We did not make all of the payments under such amendment and as a result pursuant to the original settlement agreement, LPR had the right to sell 142,858 shares of our free trading stock held in escrow by their attorney and receive cash settlements for a total amount of $450,000 (the initial $350,000 plus total default penalties of $100,000). The $100,000 penalty was expensed during 2012. LPR sold the note to Southridge Partners, LLP (“Southridge”) for consideration of $281,772 in June 2012. In August 2013 the debt of $281,772 reverted back to LPR. · At December 31, 2012, we owed University Centre West Ltd. approximately $55,410 for rent, which was assigned and sold to Southridge and is currently outstanding and carries no interest. · In April 2016, we issued a promissory note to an unrelated third party in the amount of $10,000 bearing interest at 10% annually. The note was due in one year from the execution and funding of the note. The note is in default and negotiation of settlement. At September 30, 2018, the accrued interest is $2,483. · In May 2016, the Company issued a promissory note to an unrelated third party in the amount of $75,000 bearing monthly interest at a rate of 2%. The note was due in six months from the execution and funding of the note. During April 2017, we accepted the offer of a settlement to issue 5,000,000 common shares as a repayment of $25,000. The note is in default and in negotiation of settlement. At September 30, 2018, the accrued interest is $34,734. · In June 2016, the Company issued a promissory note to an unrelated third party in the amount of $50,000 bearing monthly interest at a rate of 2%. The note was due in six months from the execution and funding of the note. The note is in default and negotiation of settlement. At September 30, 2018, the accrued interest is $27,933. In August 2016, we issued a promissory note to an unrelated third party in the amount of $150,000 bearing monthly interest at a rate of 2.5%. The note was due in six months from the execution and funding of the note. During April 2017, the note with accrued interest were restated. The restated principal balance of $180,250 bears monthly interest at a rate of 2.5% and was due October 20, 2017. During January 2018, the note with accrued interest were restated. The restated principal balance of $220,506 bears monthly interest at a rate of 2.5% and was due July 12, 2018. In connection with this restated note, we issued 2,000,000 shares of our restricted common stock (See Note 6). We recorded a debt discount in the amount of $2,765 to reflect the value of the common stock as a reduction to the carrying amount of the debt and a corresponding increase to common stock and additional paid-in capital. Amortization for the debt discount for the nine months ended September 30, 2018 was $2,765. The note is in default and negotiation of settlement. During July 2018, we issued 5,000,000 restricted shares due to the default on repayment of the promissory note of $220,506 restated in January 2018 (See Note 6). The shares were valued at fair value of $5,500. At September 30, 2018, the accrued interest is $48,145. On September 26, 2016, we issued a promissory note to an unrelated third party in the amount of $75,000 bearing interest at 10% annually. The note was due in one year from the execution and funding of the note. The note is in default and in negotiation of settlement. At September 30, 2018, the accrued interest is $15,354. In October 2016, we issued a promissory note to an unrelated third party in the amount of $50,000 bearing monthly interest at a rate of 2%. The note was due in six months from the execution and funding of the note. The note is in default and in negotiation of settlement. At September 30, 2018, the accrued interest is $24,233. · In June 2017, we issued a promissory note to an unrelated third party in the amount of $12,500 bearing interest at 10% annually. The note was due in one year from the execution and funding of the note. The note is in default and in negotiation of settlement. At September 30, 2018, the accrued interest is $1,625. During July 2017, we received a loan for a total of $200,000 from an unrelated third party. The loan was partially repaid through scheduled payments through August 2017 along with interest on average 15% annum. We have recorded loan costs in the amount of $5,500 for the loan origination fees paid at inception date. The debt discount was fully amortized as of September 30, 2018. At December 31, 2017, the principal balance of the loan was $191,329 and in negotiation of settlement. During June 2018, the loan was settled for $170,402 with scheduled repayments of approximately $7,000 per month through July 2020. We recorded a gain on settlement of debt in other income for $20,927. The Company repaid $21,769 during the third quarter of 2018. At September 30, 2018, the principal balance is $148,633. · In July 2017, we issued a promissory note to an unrelated third party in the amount of $50,000 with original issue discount of $10,000. The note was due in six months from the execution and funding of the note. The original issuance discount was fully amortized as of September 30, 2018. The note is in default and in negotiation of settlement. At September 30, 2018, the principal balance of the note is $50,000. · In September 2017, we issued a promissory note to an unrelated third party in the amount of $51,000 with original issue discount of $8,500. The note was due in six months from the execution and funding of the note. The original issuance discount was fully amortized as of September 30, 2018. The Company repaid $8,500 in cash in November 2017. In May 2018, the Noteholder received a total of 187,500,000 shares of our restricted common stock with a fair value of $243,750 in satisfaction of the remaining balance of $42,500. We recorded a loss on settlement of debt in other expense for $201,250 (See Note 6). · In September 2017, we issued a promissory note to an unrelated third party in the amount of $36,000 with original issue discount of $6,000. The note is due in one year from the execution and funding of the note. The original issue discount is amortized over the term of the loan. Amortization for the original issuance discount have been fully amortized as of September 30, 2018. Repayments of $1,500 and $5,000 have been made in 2017 and nine months ended September 30, 2018, respectively. The note is in default and in negotiation of settlement. During September 2018, we issued 5,000,000 restricted shares due to the default on repayment of the promissory note with a fair value of $3,000. At September 30, 2018, the principal balance of the note is $29,500. In October 2017, we issued a promissory note to an unrelated third party in the amount of $50,000 with original issuance discount of $10,000. The note was due in six months from the execution and funding of the note. In connection with the issuance of this promissory note, we issued 5,000,000 shares of our restricted common stock. We recorded a debt discount in the amount of $3,200 to reflect the value of the common stock as a reduction to the carrying amount of the debt and a corresponding increase to common stock and additional paid-in capital. Amortization for the debt discount and original issuance discount were fully amortized as of September 30, 2018. During April 2018, we issued a total of 1,000,000 restricted shares to a Note holder due to the default on repayment (See Note 6). The shares were valued at fair value of $1,700. Later in April 2018, the Note was restated with principal balance of $60,000 including the original issuance discount of $10,000 due October 2018. In connection with this restated note, we issued 5,000,000 shares of our restricted common stock. We recorded a debt discount in the amount of $8,678 to reflect the value of the common stock as a reduction to the carrying amount of the debt and a corresponding increase to common stock and additional paid-in capital. The debt discount and original issuance discount have been fully amortized as of September 30, 2018. As of September 30, 2018, the principal balance of the note is $60,000. · In October 2017, we issued a promissory note to an unrelated third party in the amount of $60,000 with original issuance discount of $10,000. The note was due in six months from the execution and funding of the note. In connection with the issuance of this promissory note, we issued 5,000,000 shares of our restricted common stock. We recorded a debt discount in the amount of $3,300 to reflect the value of the common stock as a reduction to the carrying amount of the debt and a corresponding increase to common stock and additional paid-in capital. The debt discounts were fully amortized as of September 30, 2018. The loan is in default and in negotiation of settlement. 1,000,000 shares of common stock were issued due to the default of repayments with a fair value of $1,500 (See Note 6). At September 30, 2018, the principal balance of the note is $60,000. · In November 2017, we issued a promissory note to an unrelated third party in the amount of $120,000 with original issuance discount of $20,000. The note was due in six months from the execution and funding of the note. In connection with the issuance of this promissory note, we issued 10,000,000 shares of our restricted common stock. We recorded a debt discount in the amount of $5,600 to reflect the value of the common stock as a reduction to the carrying amount of the debt and a corresponding increase to common stock and additional paid-in capital. The debt discounts were fully amortized as of September 30, 2018. The loan is in default and in negotiation of settlement. 1,500,000 shares of common stock were issued due to the default of repayments with a fair value of $2,250 (See Note 6). At September 30, 2018, the principal balance of the note is $120,000. · In November 2017, we issued a promissory note to an unrelated third party in the amount of $18,000 with original issuance discount of $3,000. The note was due in six months from the execution and funding of the note. In connection with the issuance of this promissory note, we issued 5,000,000 shares of our restricted common stock (See Note 6). We recorded a debt discount in the amount of $2,900 to reflect the value of the common stock as a reduction to the carrying amount of the debt and a corresponding increase to common stock and additional paid-in capital. The debt discounts were fully amortized as of September 30, 2018. The note is in default and in negotiation of settlement. 7,000,000 shares of common stock were issued due to the default of repayments with a fair value of $5,600 (See Note 6). At September 30, 2018, the principal balance of the note is $18,000. · In December 2017, we issued a promissory note to an unrelated third party in the amount of $60,000 with original issuance discount of $10,000. The note was due in one year from the execution and funding of the note. During August 2018, the Note holder sold the debt of $60,000 to a non-related party. The subsequent note holder received a total of 145,000,000 shares of our restricted common stock with a fair value of $101,500 in satisfaction of the Note of $60,000 in full. We recorded a loss on settlement of debt in other expense for $41,500 (See Note 6). As a result of the conversion of the note, the debt discount has been fully amortized as of September 30, 2018. (3) At September 30, 2018, the balance of $1,512,544 net of discount of $61,300, consisted of the following convertible loans: · On March 19, 2014, we issued two Convertible Debentures in the amount of up to $500,000 each (total $1,000,000) to two non-related parties. The first tranche of $15,000 each (total $30,000) of the funds was received during the first quarter of 2014. The notes carry interest at 8% and were due on March 19, 2018. The note holders have the right to convert the notes into shares of Common Stock at a price of $0.20. The notes are in default and in negotiation of settlement. During the three months ended September 30, 2018, repayment of $3,000 was made. At September 30, 2018, these convertible notes payable with principal balance of $27,000 and accrued interest of $11,024, at fair value, was recorded at $77. · During December 2015, Mr. Deitsch, assigned $80,000 of his outstanding loan to an unrelated third party in the form of a Convertible Redeemable Note. The note carries interest at 4% and was due on December 7, 2016. The Note reverted back as the promissory note upon maturity date. On June 27, 2017, the Company owed principal balance of $80,000 plus accrued interest of $4,971. The total of $84,971 was assigned and sold to an unrelated third party in the form of a Convertible Redeemable Note (See Note 6(2)). The note carries interest at 8% and was due on June 27, 2018, unless previously converted into shares of restricted common stock. The Noteholder has the right to convert the note into shares of Common Stock at fifty-five percent (55%) of lowest closing bid prices of our restricted common stock for the twenty trading days preceding the conversion date including the date of receipt of conversion notice. During July and August 2017, the Note holder made conversions of a total of 164,935,000 shares of our restricted common stock satisfying the principal balance of $55,325 with a fair value of $225,143. During February 2018, the Note holder made conversions of a total of 109,876,500 shares of our restricted common stock with a fair value of $156,625 in satisfaction of the remaining principal balance of $29,646 in full. · On March 31, 2017, we issued a convertible denture in the amount of $80,000 to Coventry Enterprises, LLC (“Coventry”). The note carries interest at 8% and was due on March 30, 2018, unless previously converted into shares of restricted common stock. Coventry has the right to convert the note into shares of Common Stock at a fifty-five percent (55%) of the of the lowest closing bid price of our restricted common stock for the twenty trading days preceding the conversion date including the date of receipt of conversion notice. During February 2018, the Noteholder made a conversion of 70,123,500 shares of our restricted common stock with a fair value of $294,885 in satisfaction of a portion of the Note in the amount of $30,854 (See Note 6). The noteholder sold and assigned the remaining balance of $49,146 with accrued interest of $3,276 to an unrelated third party in the form of a Convertible Redeemable Note. The note carries interest at 8% and is due on February 13, 2019, unless previously converted into shares of restricted common stock. The noteholder has the right to convert the note into shares of our restricted common stock at sixty percent of the lowest trading price of our restricted common stock for the twenty-five prior trading days including the conversion date. During April and May 2018, the Note holder made conversions of a total of 65,885,713 shares of our restricted common stock with a fair value of $156,590 in satisfaction of the remaining principal balance of $49,146 and accrued interest in full (See Note 6). On July 18, 2017, we issued a convertible denture in the amount of $150,000 to Coventry. The note carries interest at 8% and was due on July 18, 2018, unless previously converted into shares of restricted common stock. Coventry has the right to convert the note into shares of Common Stock at a fifty-five percent (55%) of the of the lowest closing bid price of our restricted common stock for the twenty trading days preceding the conversion date including the date of receipt of conversion notice. During February 2018, the noteholder sold and assigned the balance of $150,000 with accrued interest of $6,000 to an unrelated third party in the form of a Convertible Redeemable Note. The note carries interest at 8% and is due on February 13, 2019, unless previously converted into shares of restricted common stock. The noteholder has the right to convert the note into shares of our restricted common stock at sixty percent of the lowest trading price of our restricted common stock for the twenty-five prior trading days including the conversion date. During May and June 2018, the Noteholder made conversions of a total of 120,891,284 shares of our restricted common stock with a fair value of $202,292 in partial satisfaction of the note in the amount of $70,000 (See Note 6). During July through September 2018, the Note holder made conversions of a total of 206,988,570 shares of our restricted common stock with a fair value of $182,553 in satisfaction of the remaining principal balance $86,000 and accrued interest in full (See Note 6). · On March 28, 2016, we signed an expansion agreement with Brewer and Associates Consulting, LLC (“B+A”) to the original consulting agreement dated on October 15, 2015 for consulting services for twelve months for a monthly fee of $7,000. To relieve our cash obligation of $36,000 per original agreement, we issued three convertible notes for a total of $120,000 which includes the fees due under the original agreement and the new monthly fees due under the expansion agreement. $40,000 and $60,000 of the notes were paid in full as of December 31, 2016 and December 31, 2017, respectively. The remaining balance of $20,000 Notes is in default and negotiation of settlement. The conversion price is equal to 55% of the average of the three lowest volume weighted average prices for the three consecutive trading days immediately prior to but not including the conversion date. At September 30, 2018, the convertible notes payable with principal balance of $20,000, at fair value, were recorded at $32,316. During June 2016, we issued a Convertible Debenture in the amount of $72,000 to an unrelated third party as a result of debt sale. The Note carries interest at 8% and was due on June 20, 2017, unless previously converted into shares of restricted common stock. The convertible note holder has the right to convert the note into shares of Common Stock at fifty-five percent (55%) of the average of the three lowest volume weighted average prices (the VWAP) of our restricted common stock for the fifteen trading days preceding the conversion date. During August 2018, a Note holder received a total of 300,000,000 shares of our restricted common stock in satisfaction of the principal balance of $72,000 with accrued interest in full (See Note 9). During June 2016, the notes payable of $50,000 originating in January 2016 with accrued interest of $4,800 was assigned and sold to an unrelated third party in the form of a Convertible Redeemable Note (See Note 5(2)). The note carries interest at 8% and was due on June 16, 2017, unless previously converted into shares of restricted common stock. The Noteholder has the right to convert the note into shares of Common Stock at fifty-five percent (55%) of the average of the three lowest VWAP prices of our restricted common stock for the fifteen trading days preceding the conversion date. During May 2018, the Note holder made a conversion of 228,000,000 shares of our restricted common stock with a fair value of $319,200 in satisfaction of the principal balance of $54,800 and accrued interest in full (See Note 6). During July 2016, we issued a convertible note to an unrelated third party in the amount of $50,000 bearing monthly interest at a rate of 2.0% and convertible at $0.05 per share. During January 2017, the Note was restated with principal amount of $56,567 bearing monthly interest rate of 2.5%. The New Note of $56,567 was due on July 26, 2017 and convertible at $0.05 per share. During February 2018, the note with accrued interest of $65,600 was restated. The restated principal balance of $65,600 bears monthly interest at a rate of 2.5% and was due August 14, 2018. In connection with this restated note, we issued 1,000,000 shares of our restricted common stock (See Note 6). We recorded a debt discount in the amount of $4,035 to reflect the value of the common stock as a reduction to the carrying amount of the debt and a corresponding increase to common stock and additional paid-in capital. The debt discount was fully amortized as of September 30, 2018. During August 2018, the Notes with accrued interest of $10,476 were restated. The restated principal balance of $76,076 bears monthly interest at a rate of 2.5% and is due February 2019. In connection with this restated note, we issued 5,000,000 shares of our restricted common stock (See Note 6). We recorded a debt discount in the amount of $3,800 to reflect the value of the common stock as a reduction to the carrying amount of the debt and a corresponding increase to common stock and additional paid-in capital. Amortization of debt discount of $950 has been recorded as of September 30, 2018. The note is under personal guarantee by Mr. Deitsch. At September 30, 2018, the convertible note payable was recorded at $76,076. The accrued interest as of September 30, 2018 is $2,345. In April 2017, we issued a Convertible Promissory Note for $33,000 to an unrelated third party. The note carries interest at 12% annually and was due on January 30, 2018. The Holder has the right to convert the loan, beginning on the date which is one hundred eighty (180) days following the date of the Note, into common stock at a price of sixty percent (60%) of the average of the three lowest trading prices of our restricted common stock for the fifteen trading days preceding the conversion date. During October 2017, the Noteholder made the conversions of a total of 50,125,000 of our restricted common stock satisfying the principal balance of $16,040 with a fair value of $35,596. During June 2018, the Note holder made a conversion of 150,000,000 shares of our restricted common stock with a fair value of $180,000 in satisfaction of the remaining principal balance of $16,960 with accrued interest in full (See Note 6). · During May and October 2017, we issued two Convertible Debentures for a total of $90,000 ($45,000 each) to Labrys. The notes carry interest at 12% and were due on July 19, 2017 and November 3, 2017, respectively, unless previously converted into shares of restricted common stock. Labrys has the right to convert the notes into shares of Common Stock at sixty percent (60%) of the lowest trading price of our restricted common stock for the twenty-five trading days preceding the conversion date. During November 2017, the Note holder made a conversion of 62,059,253 shares of stock satisfying the principal balance of $11,057 and accrued interest for a fair value of $51,732. During February 2018, we issued 45,000,000 shares of our restricted common stock with a fair value of $3,618,244 to Labrys in settlement of the remaining balance of $78,943 and accrued interest in full (See Note 6). During December 2016, we issued a Convertible Debenture to an unrelated third party in the amount of $110,000. The note carries interest at 12% and matured on September 8, 2017. Unless previously converted into shares of restricted common stock, the Note holder has the right to convert the note into shares of Common Stock at a sixty percent (60%) of the lowest trading prices of our restricted common stock for the twenty-five trading days preceding the conversion date. During June and July 2017, the Note holder made conversions of a total of 179,800,000 shares of stock satisfying the principal balance of $63,001 and accrued interest for a fair value of $298,575. During February 2018, the remaining balance of $46,999 with accrued interest of $2,820 was assigned and sold to an unrelated third party in the form of a Convertible Redeemable Note. During February and July, 2018, in connection with the settlement of a default penalty of the original debt, we issued a total of 105,157,409 shares of our restricted common stock to the original Note holder with a fair value of $173,350. The new note of $49,819 carries interest at 8% and is due on February 13, 2019, unless previously converted into shares of restricted common stock. The Noteholder has the right to convert the note into shares of our restricted common stock at sixty percent of the lowest trading price of our restricted common stock for the twenty-five prior trading days including the conversion date. During September 2018, the Noteholder made a conversions of 52,244,433 shares of our restricted common stock with a fair value of $37,011 in satisfaction of principal balance of $15,000 and accrued interest in full (See Note 6). At September 30, 2018, the convertible note payable with principal balance of $34,819, at fair value, was recorded at $58,979. During May 2017, we issued a Convertible Debenture in the amount of $64,000 to an unrelated third party. The note carries interest at 8% and was due on May 4, 2018, unless previously converted into shares of restricted common stock. The Note holder has the right to convert the note into shares of Common Stock at a sixty percent (60%) of the lowest trading price of our restricted common stock for the twenty trading days preceding the conversion date. During November 2017, the Note holder made a conversion of our restricted common stocks satisfying the principal balance of $856 and penalty of $6,400 for a fair value of $21,399. During February 2018, the remaining balance of $63,144 with accrued interest and penalty of $12,442 was assigned and sold to three unrelated third parties. During June 2018, a Note holder made a conversion of 50,670,000 shares of our restricted common stock with a fair value of $70,938 in satisfaction of the balance of $34,060 plus accrued interest of $6,476 (See Note 6). At September 30, 2018, the remaining principal of $29,381 plus accrued interest of $7,138, at fair value, was recorded at $60,876. During January through September 2018, we issued convertible notes payable to the 14 unrelated third parties for a total of $435,750 with original issue discount of $40,450. The notes are due in six months from the execution and funding of each note. The notes are convertible into shares of Company’s common stock at a conversion price ranging from $0.0003 to $0.001 per share. The difference between the conversion price and the fair value of the Company’s common stock on the date of issuance of the convertible notes, resulted in a beneficial conversion feature in the amount of $246,913. In addition, upon the issuance of convertible notes, the Company issued 1,250,000 shares of common stock (See Note 6). The Company has recorded a debt discount in the amount of $3,087 to reflect the value of the common stock as a reduction to the carrying amount of the convertible debt and a corresponding increase to common stock and additional paid-in capital. The total discount of $250,000 and original issuance discount of $40,450 was amortized over the term of the debt. Amortization for the nine months ended September 30, 2018 was $232,000. At September 30, 2018, the principal balance of the notes, net of discount of $58, 450 is $377,300. $99,150 of the above mentioned convertible notes payable to seven of the unrelated third parties with original issue discount of $10,150 are in default and in negotiation of settlement. During February 2018, we issued a convertible denture in the amount of $200,000 to an unrelated third party. The note carries interest at 8% and is due in February 2019, unless previously converted into shares of restricted common stock. The Note holder has the right to convert the note into shares of Common Stock at sixty percent of the lowest trading price of our restricted common stock for the twenty-five trading days including the date of receipt of conversion notice. In connection with the issuance of the convertible note payable, we recorded a day-one derivative loss of $1,646,242. At September 30, 2018, the convertible note payable with principal balance of $200,000 and accrued interest of $10,037, at fair value, was recorded at $338,837. The note carries additional $200,000 “Back-end Note” ($100,000 each) with the same terms as the original note. During April 2018, $65,000 of one of the $100,000 Back-end Note was funded. The note carries interest at 8% and is due in February 2019, unless previously converted into shares of restricted common stock. The Note holder has the right to convert the note into shares of Common Stock at sixty percent of the lowest trading price of our restricted common stock for the twenty-five trading days including the date of receipt of conversion notice. In connection with the issuance of the convertible note payable, we recorded a day-one derivative loss of $100,700. At September 30, 2018, the convertible note payable, at fair value, was recorded at $110,122. During March 2018, we issued a convertible denture in the amount of $60,000 to an unrelated third party. The note carries interest at 8% and is due in March 2019, unless previously converted into shares of restricted common stock. The Note holder has the right to convert the note into shares of Common Stock at sixty percent of the lowest trading price of our restricted common stock for the twenty-five trading days including the date of receipt of conversion notice. In connection with the issuance of the convertible note payable, we recorded a day-one derivative loss of $48,418. At September 30, 2018, the convertible note payable, at fair value, was recorded at $101,958. The note carries an additional “Back-end Note” with the same terms as the original note that enables the lender to lend to us |
STOCKHOLDERS' DEFICIT
STOCKHOLDERS' DEFICIT | 9 Months Ended |
Sep. 30, 2018 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | 6. STOCKHOLDERS' DEFICIT Authorized Shares On March 7, 2018, we obtained written consents from stockholders holding a majority of our outstanding voting stock to approve an amendment of the Company’s articles of incorporation, as amended, to increase the number of authorized shares of common stock from 2,000,000,000 to 8,000,000,000. Common Stock Issued with Indebtedness In January and February 2018, in connection with four notes payable, we issued a total of 4,250,000 shares of our restricted common stock with a fair value of $9,887 (See Note 5). In April 2018, in connection with a note payable, we issued a total of 5,000,000 shares of our restricted common stock with a fair value of $8,678 (See Note 5). In August 2018, in connection with a note payable, we issued a total of 5,000,000 shares of our restricted common stock with a fair value of $3,800 (See Note 5). Common Stock Issued for Conversion of Convertible Debt During February 2018, a Note holder made conversions of a total of 70,123,500 shares of our restricted common stock with a fair value of $294,885 in satisfaction of the principal balance of $30,854 of an $80,000 Note originated in March 2017 (See Note 5). During February 2018, a Note holder received 109,876,500 shares of our restricted common stock with a fair value of $156,625 upon conversion of $29,646 of an $84,971 Note originated in June 2017 (See Note 5). During February 2018, a Note holder received 45,000,000 of our restricted common stock with a fair value of $3,618,244 upon conversion of the remaining balance of $78,943 of $90,000 Notes originated in May and October 2017 (See Note 5). During April and May 2018, a Note holder made conversions of a total of 65,885,713 shares of our restricted common stock with a fair value of $156,590 in satisfaction of the remaining principal balance of $49,146 assigned and purchased from a Note originated in March 2017 (See Note 5). During May and June 2018, a Note holder made conversions of a total of 120,891,284 shares of our restricted common stock with a fair value of $202,292 in satisfaction of the balance of $70,000 of a $156,000 Note assigned and purchased from a Note originated in July 2017 (See Note 5). During May 2018, a Note holder received a total of 228,000,000 shares of our restricted common stock with a fair value of $319,200 in satisfaction of the remaining principal balance of $54,800 assigned and purchased from a Note originated in June 2016 (See Note 5). During June 2018, a Note holder made a conversion of 150,000,000 shares of our restricted common stock with a fair value of $180,000 in satisfaction of the remaining principal balance of $16,960 of $33,000 Notes originated in May 2017 (See Note 5). During June 2018, a Note holder made a conversion of 50,670,000 shares of our restricted common stock with a fair value of $70,938 in satisfaction of the principal balance of $34,060 and accrued interest of $6,476 assigned and purchased from a Note originated in May 2017 (See Note 5). During July through September 2018, a Note holder made conversions of a total of 206,988,570 shares of our restricted common stock with a fair value of $182,553 in satisfaction of the remaining principal balance $86,000 and accrued interest in full from a Note originated in February 2018(See Note 5). During September 2018, a Note holder made a conversion of 52,244,433 shares of our restricted common stock with a fair value of $37,011 in satisfaction of principal balance of $15,000 and accrued interest in full from a Note originated in February 2018 (See Note 5). During August 2018, a Note holder received a total of 300,000,000 shares of our restricted common stock in satisfaction of the principal balance of $72,000 with accrued interest in full for a Note originated in July 2016 (See Note 5). Common Stock Issued for Conversion of Promissory Note During May 2018, a Note holder received a total of 187,500,000 shares of our restricted common stock with a fair value of 243,750 in satisfaction of the remaining balance of $42,500 from a Note originated in September 2017 (See Note 5). During August 2018, a Note holder received a total of 145,000,000 shares of our restricted common stock with a fair value of $101,500 in satisfaction of the Note of $60,000 originated in December 2017 in full. We recorded a loss on settlement of debt in other expense for $41,500 (See Note 5). Common Stock Issued for Account Payable During August 2018, the Company issued a total of 2,800,000 shares of the company’s restricted common stock to settle the outstanding fees of $4,200 with a fair value of $2,800. We recorded a gain on settlement of accounts payable in other expense for $1,400. Common Stock Issued for Settlement of Default Penalty During February and July, 2018, in connection with the settlement of a default penalty of debt, we issued a total of 105,157,409 shares of our restricted common stock with a fair value of $173,350 to the Note holder (See Note 5). Common Stock Issued for Default Payments During April 2018, we issued a total of 1,000,000 restricted shares to a Note holder due to the default on repayment of the promissory note of $50,000 originated in October 2017 (See Note 5). The shares were valued at fair value of $1,700. During April through September, 2018, we issued a total of 26,625,000 restricted shares to 14 Note holders due to the default on repayment of the promissory notes. The shares were valued at fair value of $23,815 (See Note 5). Common Stock Issued for Services During June 2018, the Company signed an agreement with a consultant for investor relation services for twelve months. In connection with the agreement, 100,000,000 shares of the Company’s restricted common stocks were issued. The share was valued at $0.0012 per share. The Company recorded an equity compensation charge of $40,000 during the nine months ended September 30, 2018. The remaining unrecognized compensation cost of $80,000 related to non-vested equity-based compensation will be recognized by the Company over the remaining vesting period. Beneficial Conversion Features During January through September 2018, the Company has recorded beneficial conversion features in the amount of $246,913 as additional paid-in capital due to the difference between the conversion price and the fair value of the Company’s common stock on the date of issuance of the convertible notes (See Note 5). |
STOCK WARRANTS
STOCK WARRANTS | 9 Months Ended |
Sep. 30, 2018 | |
Stock Options and Warrants [Abstract] | |
Stock Options and Warrants [Text Block] | 7. STOCK WARRANTS Common Stock Warrants A summary of warrants outstanding in conjunction with private placements of common stock were as follows during the nine months ended September 30, 2018: Number Of shares Weighted average exercise price Balance December 31, 2017 13,540,000 $ 0.023 Exercised (-) - Issued - $ - Forfeited (940,000) 0.015 Balance September 30, 2018 12,600,000 $ 0.026 The following table summarizes information about fixed-price warrants outstanding as of September 30, 2018 : Exercise Price Weighted Average Number Outstanding Weighted Average Contractual Life Weighted Average Exercise Price 2018 $ 0.005-1.00 12,600,000 1.01 years $ 0.026 At September 30, 2018, the aggregate intrinsic value of all warrants outstanding and expected to vest was $0. The intrinsic value of warrant share is the difference between the fair value of our restricted common stock and the exercise price of such warrant share to the extent it is “in-the-money”. Aggregate intrinsic value represents the value that would have been received by the holders of in-the-money warrants had they exercised their warrants on the last trading day of the period and sold the underlying shares at the closing stock price on such day. The intrinsic value calculation is based on the $0.0004, closing stock price of our restricted common stock on September 28, 2018. There were no in-the-money warrants at September 30, 2018. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | 8. COMMITMENTS AND CONTINGENCIES Operating Leases In February 2013, we entered into a three-year operating lease for monthly payments of approximately $3,500 which expired in January 2016. In February 2016, we entered into a new three-year operating lease for monthly payments of approximately $3,200 which expires in February 2019. ReceptoPharm leases a lab and renewed its operating lease agreement for five years in July of 2012. The lease requires monthly payments of approximately $6,400 from August 1, 2012 through August 1, 2017. The lease was renewed in February 2016 for another five years beginning August 1, 2017. Future minimum payments under these lease agreements are as follows: Total 2018 (nine months) $ 31,623 2019 91,913 2020 87,991 2021 91,379 2022 54,490 $ 357,396 Rent expense for the three-months ended September 30, 2018 and 2017 $25,166 and $31,867, respectively. Rent expense for the nine-months ended September 30, 2018 and 2017 approximated $92,968 and $92,552, respectively. Consulting Agreements During July 2015, we signed an agreement with a company to provide for consulting services for five years. In connection with the agreement, 500,000 shares of our restricted common stock and a one year 8% note of $50,000 were granted. The shares were valued at $0.18 per share. The shares and note payable have not been issued as of September 30, 2018. We have accrued the $142,500 in accrued expense and equity compensation. Litigation Patricia Meding, et. al. v. ReceptoPharm, Inc. f/k/a Receptogen, Inc. On June 1, 2015, ReceptoPharm entered into a settlement agreement with Patricia Meding, a former officer and shareholder of ReceptoPharm. The settlement relates to a lawsuit filed by Ms. Meding against ReceptoPharm (Patricia Meding, et. al. v. ReceptoPharm, Inc. f/k/a Receptogen, Inc., Index No.: 18247/06, New York Supreme Court, Queens County) in which she claimed to own certain shares of ReceptoPharm stock and claimed to be owed amounts on a series of promissory notes allegedly executed in 2001 and 2002. The settlement agreement executed on June 1, 2015 provides that ReceptoPharm will pay Ms. Meding a total of $360,000 over 35 months. The first payment of $20,000 was made on July 1, 2015. A second payment of $20,000 was made on August 17, 2015 with 32 subsequent monthly $10,000 payments due on the 15th of every month thereafter. To date, ReceptoPharm has made all monthly payments due under the agreement. In the event of default on any of the payments due under the settlement agreement, the settlement amount would increase by an additional $200,000. As of September 30, 2018, all payments were made and the settlement is concluded. We have recorded $200,000 in loss on settlement of debt, net for the over accrual of default upon payments in full in April 2018. Liquid Packaging Resources, Inc. v. Nutra Pharma Corp. and Erik “Rik” Deitsch On April 21, 2011, Nutra Pharma Corp. and its CEO, Erik Deitsch, were named as defendants in Liquid Packaging Resources, Inc. v. Nutra Pharma Corp. and Erik “Rik” Deitsch, Superior Court of Fulton County, Georgia, Civil Action No. 2011–CV–199562. Liquid Packaging Resources, Inc. (“LPR”) claimed that Nutra Pharma Corp. and Mr. Deitsch, directly or through other companies, placed orders with LPR that required LPR to purchase components from third parties. LPR sought reimbursement for those third party expenses in the amount of not less than $359,826.85 plus interest. LPR also sought punitive damages in the amount of not less than $500,000 and attorney's fees. Mr. Deitsch and Nutra Pharma Corp. then removed the action to the United States District Court, Northern District of Georgia, Civil Action No. 11–CV–01663–ODE. After removal, LPR amended the Complaint to assert that Nutra Pharma Corp. and Mr. Deitsch were the alter egos of the alleged other companies through whom the subject orders were placed and therefore should be considered one and the same. At LPR's request, the parties mediated the dispute. At the mediation, the parties worked out an agreement whereby Nutra Pharma Corp. would purchase from LPR the components LPR purchased from third parties at an amount slightly less than the principal amount of the suit and on terms acceptable to us. The agreed price was $350,000 payable over 7 months in equal $50,000 amounts. The litigation was dismissed in August of 2011. Following several payments under the parties’ agreement, the parties entered into two amended payment schedules as accommodations to Nutra Pharma Corp. to allow it to make payments that had been missed. Nutra Pharma Corp. did not make a payment in March 2012 and LPR subsequently called Nutra Pharma Corp. in default of the parties’ agreement. On June 11, 2012, LPR sold its debt to Southridge Partners, LLP in an agreement to be paid out over time. In August 2013, LPR cancelled their agreement with Southridge Partners, LLP. LPR filed a notice of intent to administratively dissolve in May 2015 (with the dissolution becoming effective in December 2015) and has not pursued its claimed default against Nutra Pharma Corp. in any court or other formal proceeding since that date. Paul Reid et al. v. Nutra Pharma Corp. et al. On August 26, 2016, certain of former ReceptoPharm employees and a former ReceptoPharm consultant filed a lawsuit in the 17th Judicial Circuit in and for Broward County, Florida (Case No. CACE16–015834) against Nutra Pharma and Receptopharm to recover $315,000 allegedly owing to them under a settlement agreement reached in an involuntary bankruptcy action that was brought by the same individuals in 2012 and for payment of unpaid wages/breach of written debt confirms. On September 28, 2016, Nutra Pharma and Receptopharm filed a motion to dismiss the lawsuit. Nutra Pharma and Receptopharm believe that the lawsuit is without merit and also intend to file a counterclaim against these former employees/consultants for misconduct that Nutra Pharma discovered after execution of the aforementioned settlement agreement. We intend to vigorously contest this matter. On October 26, 2017, the Court dismissed the claims for unpaid wages/breach of written debt confirms but allowed the claim for alleged breach of the settlement agreement to go forward. Since the Petitioners can only reinforce the settlement amount due to passing of statute of limitation, we have accrued the settlement for $315,000 and recorded the gain on settlement of $770,968 in other income for the year ended December 31, 2015. The accrued balance for the settlement has not changed as of September 30, 2018. Get Credit Healthy, Inc. v. Nutra Pharma Corp. and Rik Deitsch, Case No. CACE 18-017055 On August 1, 2018, Get Credit Healthy, Inc. filed a lawsuit against Nutra Pharma Corp. and Rik Deitsch (collectively the “Defendants”) in the 17th Judicial Circuit Court in and for Broward County, Florida (Case No. CACE 18-017055) to recover $100,000 allegedly owed under an amended promissory note dated April 12, 2017. On September 10, 2018, the Defendants filed their Answer and Affirmative Defenses to the Complaint. The Defendants believe that the lawsuit is without merit and that they have a number of valid defenses to this claim. Among other things, the majority owner of Get Credit Healthy, Inc. violated the terms of a Binding Memorandum of Understanding by failing to invest in Nutra Pharma Corp. and fraudulently inducing Defendants to enter into the subject amended promissory note. Defendants plan on filed a third-party complaint against the majority owner of Get Credit Healthy, Inc. for his misrepresentations and to vigorously contest this matter. Counsel for Get Credit Healthy, Inc. has requested an early mediation conference in an attempt to resolve our dispute. We agreed to this request (in large part because we will be required to mediate the lawsuit prior to trial under the applicable local rules), but as of yet, no mediation date has been set. At September 30, 2018, we owed principal balance of $101,818 and accrued interest of $17,944 (See Note 5). CSA 8411, LLC v. Nutra Pharma Corp., Case No. CACE 18-023150 On October 12, 2018, CSA 8411, LLC filed a lawsuit against Nutra Pharma Corp. (“Defendant”) in the 17th Judicial Circuit Court in and for Broward County, Florida (Case No. CACE 18-023150) to recover $100,000.00 allegedly owed under an amended promissory note dated April 12, 2017. On November 1, 2018, the Defendants filed their Answer and Affirmative Defenses to the Complaint. Notably, CSA 8411, LLC is owned by the same individual that is the majority owner of Get Credit Healthy, Inc. Defendant believes that this lawsuit, just like the lawsuit filed by Get Credit Healthy, Inc., is without merit. Moreover, Defendant believes that it has a number of valid defenses to this claim. Among other things, the owner of CSA 8411, LLC violated the terms of a Binding Memorandum of Understanding by failing to invest in Nutra Pharma Corp. and fraudulently inducing Defendant to enter into the subject amended promissory note. Defendant intends to file a third-party complaint against the owner of CSA 8411, LLC for his misrepresentations and to vigorously contest this matter. As of yet, counsel for CSA 8411, LLC has not reached out to us to set mediation. However, given the fact that the claims at issue involve the same underlying facts as the claims at issue in the lawsuit filed by Get Credit Healthy, Inc., we anticipate that both matters will be set for mediation at the same time. At September 30, 2018, we owed principal balance of $91,156 and accrued interest of $16,253 (See Note 5). Securities and Exchange Commission v. Nutra Pharma Corporation, Erik Deitsch, and Sean Peter McManus On September 28, 2018, the United States Securities and Exchange Commission (the “SEC”) filed a lawsuit in the United States District Court for the Eastern District of New York (Case No. 2:18-cv-05459) against Nutra Pharma, Mr. Deitsch, and Mr. McManus. The lawsuit alleges that, from July 2013 through June 2018, Nutra Pharma and the other defendants defrauded investors by making materially false and misleading statements about Nutra Pharma and violated anti-fraud and other securities laws. The violations alleged against Nutra Pharma by the SEC include: (a) raising over $920,000 in at least two private placement offerings for which Nutra Pharma failed to file required registration statements with the SEC; (b) issuing a series of materially false or misleading press releases; (c) making false statements in at least one Form 10-Q; and (d) failing to make required public filings with the SEC to disclose Nutra Pharma’s issuance of millions of shares of stock. The lawsuit makes additional allegations against Mr. McManus and Mr. Deitsch, including that Mr. McManus acted as a broker without SEC registration and defrauded at least one investor by making false statements about Nutra Pharma, that Mr. Deitsch engaged in manipulative trades of Nutra Pharma’s stock by offering to pay more for shares he was purchasing than the amount the seller was willing to take, and that Mr. Deitsch failed to make required public filings with the SEC. The lawsuit seeks both injunctive and monetary relief. Nutra Pharma disputes the allegations and intends to vigorously defend the lawsuit. Nutra Pharma is informed by Mr. Deitsch and Mr. McManus that they also intend to do the same. Nutra Pharma does not believe that it engaged in any fraudulent activity or made any material misrepresentations concerning Nutra Pharma and/or its products. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | 9. SUBSEQUENT EVENTS Convertible Notes Payable and Common Stock issued with Debt During October 2018, we issued convertible notes to an unrelated third parties for $40,000 with original issuance discount of $8,000. The note is due in six months from the execution and funding of the note. In connection with the issuance of the note, we issued a total 6,000,000 shares of our restricted common stock. The Noteholder has the right to convert the note into shares of Common Stock at $0.0005 per share. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Business Description and Accounting Policies [Text Block] | Organization Nutra Pharma Corp. (“Nutra Pharma”), is a holding company that owns intellectual property and operates in the biotechnology industry. Nutra Pharma was incorporated under the laws of the state of California on February 1, 2000, under the original name of Exotic-Bird.com. Through its wholly-owned subsidiary, ReceptoPharm, Inc. (“ReceptoPharm”), Nutra Pharma conducts drug discovery research and development activities. In October 2009, Nutra Pharma launched its first consumer product called Cobroxin ® ® ® |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | Basis of Presentation and Consolidation The Unaudited Condensed Consolidated Financial statements and notes are presented in accordance with the rules and regulations of the Securities and Exchange Commission and do not contain certain information included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017. In the opinion of management, all adjustments considered necessary for a fair presentation have been included and are of a normal, recurring nature. Interim results are not necessarily indicative of results for a full year. Therefore, the interim Unaudited Condensed Consolidated Financial statements should be read in conjunction with the Condensed Consolidated Financial Statements and notes thereto contained in the Company’s Annual Report on Form 10-K. The accompanying Unaudited Condensed Consolidated Financial Statements include the results of Nutra Pharma and its wholly-owned subsidiaries Designer Diagnostics Inc. and ReceptoPharm (collectively “the Company”, “us”, “we” or “our”). We operate as one reportable segment. All intercompany transactions and balances have been eliminated in consolidation. |
Liquidity and Going Concern [Policy Text Block] | Liquidity and Going Concern Our Unaudited Condensed Consolidated Financial Statements are presented on a going concern basis, which contemplate the realization of assets and satisfaction of liabilities in the normal course of business. We have experienced recurring, significant losses from operations, and have an accumulated deficit of $63,794,408 at September 30, 2018. In addition, we have a significant amount of indebtedness in default, a working capital deficit of $5,324,461 and a stockholders’ deficit of $5,361,923 at September 30, 2018. There is substantial doubt regarding our ability to continue as a going concern which is contingent upon our ability to secure additional financing, increase ownership equity and attain profitable operations. In addition, our ability to continue as a going concern must be considered in light of the problems, expenses and complications frequently encountered in established markets and the competitive environment in which we operate. At September 30, 2018, we do not have sufficient cash to sustain our operations for the next year and will require additional financing in order to execute our operating plan and continue as a going concern. Since our sales are not currently adequate to fund our operations, we continue to rely principally on debt and equity funding; however proceeds from such funding have not been sufficient to execute our business plan. Our plan is to attempt to secure adequate funding until sales of our pain products are adequate to fund our operations. We cannot predict whether additional financing will be available, and/or whether any such funding will be in the form of equity, debt, or another form. In the event that these financing sources do not materialize, or if we are unsuccessful in increasing our revenues and profits, we will be unable to implement our current plans for expansion, repay our obligations as they become due and continue as a going concern. On September 28, 2018, the United States Securities and Exchange Commission filed a lawsuit in the United States District Court for the Eastern District of New York against the Company and its CEO and Chairman Rik J. Deitsch, and a consultant to the Company, Sean McManus, alleging violations of the Securities Act, the Exchange Act and rules promulgated thereunder. The Company believes that the SEC complaint contains serious factual inaccuracies. The Company believes that the charges are without merit and intend to defend themselves vigorously.The Company does not believe the SEC investigation could impact Company’s ability to continue as a going concern (See Note 8). The accompanying Unaudited Condensed Consolidated Financial Statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should we be unable to continue as a going concern. |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The accompanying Unaudited Condensed Consolidated Financial Statements are prepared in accordance with accounting principles generally accepted in the United States of America which require management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expense. Significant estimates include our ability to continue as going concern, the recoverability of inventories and long-lived assets, and the valuation of stock-based compensation and certain debt and warrant liabilities. Actual results could differ from those estimates. Changes in facts and circumstances may result in revised estimates, which would be recorded in the period in which they become known. |
Revenue Recognition, Dividends [Policy Text Block] | Revenue Recognition In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Codification (“ASC׆) 606, Revenue From Contracts With Customers, originally effective for public business entities with annual reporting periods beginning after December 15, 2016. On August 12, 2015, the FASB issued an Accounting Standards Update (“ASU”), Revenue From Contracts With Customers (Topic 606): Deferral of the Effective Date, which deferred the effective date of ASC 606 for one year. ASC 606 provides accounting guidance related to revenue from contracts with customers. For public business entities, ASC 606 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. This new revenue recognition standard (new guidance) has a five-step process: a) Determine whether a contract exists; b) Identify the performance obligations; c) Determine the transaction price; d) Allocate the transaction price; and e) Recognize revenue when (or as) performance obligations are satisfied. The Company has evaluated the impact of ASC 606 and determined that there is no change to the Company’s accounting policies, except for the recording of certain product sales to a distributor, in which a portion of the cash proceeds received is remitted back to the distributor. Under ASC 606, the Company determined that these sales should be recorded on a gross basis. |
Revenue Recognition, Long-term Contracts [Policy Text Block] | Adoption of ASC 606, Revenue from Contracts with Customers On January 1, 2018, we adopted ASC 606 using the modified retrospective method applied to those contracts which were not completed as of January 1, 2018. Results for reporting periods beginning January 1, 2018 are presented under ASC 606, while prior period amounts are not adjusted and continue to be reported in accordance with our historic revenue recognition methodology under ASC 605, Revenue Recognition. The cumulative impact of adopting ASC 606 resulted in no changes to retained earnings at January 1, 2018. The impact to revenue for the nine months ended September 30, 2018 was an increase of $3,740 as a result of applying ASC 606 to certain revenues generated through online distributors which are now presented gross as we have control over providing the products related to such revenues. For the nine months ended September 30, 2018, the revenue recognized from contracts with customers was $104,323. The impact of adoption of ASC 606 on our unaudited condensed consolidated statement of operations was as follows: With Implementation of ASC 606 Before Implementation of ASC 606 Effect of Implementation Revenue $ 104,323 $ 100,583 $ 3,740 Costs (58,338) (54,598) 3,740 Net effect of ASC 606 implementation $ - There was no balance sheet impact |
Shipping and Handling Cost, Policy [Policy Text Block] | Accounting for Shipping and Handling Costs We record shipping and handling costs incurred in cost of sales. |
Receivables, Trade and Other Accounts Receivable, Allowance for Doubtful Accounts, Policy [Policy Text Block] | Accounts Receivable and Allowance for Doubtful Accounts We grant credit without collateral to our customers based on our evaluation of a particular customer’s credit worthiness. In addition, allowances for doubtful accounts are maintained for potential credit losses based on the age of the accounts receivable and the results of periodic credit evaluations of our customers’ financial condition. Accounts receivable are written off after collection efforts have been deemed to be unsuccessful. Accounts written off as uncollectible are deducted from the allowance for doubtful accounts, while subsequent recoveries are netted against the provision for doubtful accounts expense. We generally do not charge interest on accounts receivable. Accounts receivable are stated at estimated net realizable value. Accounts receivable are comprised of balances due from customers net of estimated allowances for uncollectible accounts. |
Inventory, Policy [Policy Text Block] | Inventories Inventories, which are stated at the lower of average cost or net realizable value, and consist of packaging materials, finished products, and raw venom that is utilized to make the API (active pharmaceutical ingredient). The raw unprocessed venom has an indefinite life for use. The Company regularly reviews inventory quantities on hand. If necessary it records a provision for excess and obsolete inventory based primarily on its estimates of component obsolescence, product demand and production requirements. Write-downs are charged to cost of goods sold. Our inventory is carried net of a valuation allowance of $30,885 at September 30, 2018 and December 31, 2017. |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Financial Instruments and Concentration of Credit Risk Our financial instruments include cash, accounts receivable, accounts payable, accrued expenses, loans payable, due to officers and derivative financial instruments. Other than certain warrant and convertible instruments (derivative financial instruments) and liabilities to related parties (for which it was impracticable to estimate fair value due to uncertainty as to when they will be satisfied and a lack of similar type transactions in the marketplace), we believe the carrying values of our financial instruments approximate their fair values because they are short term in nature or payable on demand. Our derivative financial instruments are carried at a measured fair value. Balances in various cash accounts may at times exceed federally insured limits. We have not experienced any losses in such accounts. We do not hold or issue financial instruments for trading purposes. In addition, for the nine months ended September 30, 2018, there was one customer that accounted for 27% of the total revenues. |
Derivatives, Reporting of Derivative Activity [Policy Text Block] | Derivative Financial Instruments Management evaluates all of its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported as charges or credits to income. For option-based simple derivative financial instruments, the Company uses the Black-Scholes option-pricing model to value the derivative instruments at inception and subsequent valuation dates. 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. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date. We do not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. |
Debt, Policy [Policy Text Block] | Convertible Debt For convertible debt that does not contain an embedded derivative that requires bifurcation, the conversion feature is evaluated to determine if the rate of conversion is below market value and should be categorized as a beneficial conversion feature (“BCF”). A BCF related to debt is recorded by the Company as a debt discount and with the offset recorded to equity. The related convertible debt is recorded net of the discount for the BCF. The discount is amortized as additional interest expense over the term of the debt with the resulting debt discount being accreted over the term of the note. |
Fair Value Measurement, Policy [Policy Text Block] | The Fair Value Measurement Option We have elected the fair value measurement option for convertible debt with embedded derivatives that require bifurcation, and record the entire hybrid financing instrument at fair value under the guidance of FASB ASC Topic 815, Derivatives and Hedging |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment and Long-Lived Assets Property and equipment is recorded at cost. Expenditures for major improvements and additions are added to property and equipment, while replacements, maintenance and repairs which do not extend the useful lives are expensed. Depreciation is computed using the straight-line method over the estimated useful lives of the assets of 3 – 7 years. Property and equipment consists of the following at September 30, 2018 and December 31, 2017: September 30, 2018 December 31, 2017 Computer equipment $ 25,120 $ 25,120 Furniture and fixtures 34,757 34,757 Lab equipment 53,711 53,711 Telephone equipment 12,421 12,421 Office equipment – other 16,856 16,856 Leasehold improvements 73,168 73,168 Total 216,033 216,033 Less: Accumulated depreciation (204,428) (199,570) Property and equipment, net $ 11,605 $ 16,463 We review our long-lived assets for recoverability if events or changes in circumstances indicate the assets may be impaired. At September 30, 2018, we believe the carrying values of our long-lived assets are recoverable. Depreciation expense for the nine-months ended September 30, 2018 and 2017 was $4,858 and $4,421, respectively, and $1,105 and $1,168 for the three-months ended September 30, 2018 and 2017, respectively. |
Income Tax, Policy [Policy Text Block] | Income Taxes We compute income taxes in accordance with Financial Accounting Standard Board (“FASB”) Accounting Standard Codification (“ASC”) Topic 740, Income Taxes On an annual basis, we evaluate tax positions that have been taken or are expected to be taken in our tax returns to determine if they are more than likely to be sustained if the taxing authority examines the respective position. At September 30, 2018, we do not believe we have a need to record any liabilities for uncertain tax positions or provisions for interest or penalties related to such positions. Since inception, we have been subject to tax by both federal and state taxing authorities. Until the respective statutes of limitations expire (which may be as much as 20 years while we have unused net operation losses), we are subject to income tax audits in the jurisdictions in which we operate. The Company’s 2015 to 2017 tax returns are subject to examination by Internal Revenue Services and State Taxing Agencies. |
Stockholders' Equity, Policy [Policy Text Block] | Stock-Based Compensation We account for stock-based compensation in accordance with FASB ASC Topic 718, Stock Compensation |
Earnings Per Share, Policy [Policy Text Block] | Net Loss Per Share Net loss per share is calculated in accordance with ASC Topic 260, Earnings per Share September 30, 2018 September 30, 2017 Options and warrants 12,600,000 13,540,000 Convertible notes payable 3,260,602,785 1,762,604,798 Total 3,273,202,785 1,776,144,798 |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases In June 2018, the FASB issued ASU 2018-07, “Compensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting” (“ASU 2018-07”). ASU No 2018-07 expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees. The guidance also specifies that Topic 718 applies to all share-based payment transactions in which a grantor acquires goods or services to be used or consumed in a grantor’s own operations by issuing share-based payment awards. This guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years (quarter ending March 31, 2019 for the Company). Early adoption is permitted, but no earlier than an entity’s adoption date of Topic 606. The Company will evaluate the effects of adopting ASU 2018-07 if and when it is deemed to be applicable. All other newly issued accounting pronouncements but not yet effective have been deemed either immaterial or not applicable. |
BASIS OF PRESENTATION AND SUM_2
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Disclosure Text Block [Abstract] | |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles [Table Text Block] | The impact of adoption of ASC 606 on our unaudited condensed consolidated statement of operations was as follows: With Implementation of ASC 606 Before Implementation of ASC 606 Effect of Implementation Revenue $ 104,323 $ 100,583 $ 3,740 Costs (58,338) (54,598) 3,740 Net effect of ASC 606 implementation $ - |
Property, Plant and Equipment [Table Text Block] | Property and equipment consists of the following at September 30, 2018 and December 31, 2017: September 30, 2018 December 31, 2017 Computer equipment $ 25,120 $ 25,120 Furniture and fixtures 34,757 34,757 Lab equipment 53,711 53,711 Telephone equipment 12,421 12,421 Office equipment – other 16,856 16,856 Leasehold improvements 73,168 73,168 Total 216,033 216,033 Less: Accumulated depreciation (204,428) (199,570) Property and equipment, net $ 11,605 $ 16,463 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | As of September 30, 2018 and 2017, the following items were not included in dilutive loss as the effect is anti-dilutive: September 30, 2018 September 30, 2017 Options and warrants 12,600,000 13,540,000 Convertible notes payable 3,260,602,785 1,762,604,798 Total 3,273,202,785 1,776,144,798 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value, Liabilities Measured on Recurring Basis [Table Text Block] | The following table summarizes our financial instruments measured at fair value at September 30, 2018 and December 31, 2017: Fair Value Measurements at September 30, 2018 Liabilities: Total Level 1 Level 2 Level 3 Warrant liability $ 1,975 $ - $ - $ 1,975 Convertible notes at fair value $ 1,058,968 $ - $ - $ 1,058,968 Fair Value Measurements at December 31, 2017 Liabilities: Total Level 1 Level 2 Level 3 Warrant liability $ 5,903 $ - $ - $ 5,903 Convertible notes at fair value $ 1,925,959 $ - $ - $ 1,925,959 |
Fair Value Measurements, Nonrecurring [Table Text Block] | The following table shows the changes in fair value measurements for the warrant liability using significant unobservable inputs (Level 3) during the nine months ended September 30, 2018 and the year ended December 31, 2017: Description September 30, 2018 December 31, 2017 Beginning balance $ 5,903 $ 48,504 Purchases, issuances, and settlements - 24,017 Day one loss on value of hybrid instrument - - Total (gain) loss included in earnings (1) (3,928) (66,618) Ending balance $ 1,975 $ 5,903 |
Debentures [Table Text Block] | The following table summarizes the significant terms of each of the convertible notes for which the entire hybrid instrument is recorded at fair value at September 30, 2018 and December 31, 2017: Conversion Price – Lower of Fixed Price or Percentage of VWAP for Look–back Period Debenture Issuance Year Face Amount Interest Rate Default Interest Rate Anti–Dilution Adjusted Price % of Stock Price for Look-Back Period Look–Back Period 2018 $657,700 8% 24% $0.0002–$0.20 40%–60% 3 to 25 Days 2017 $682,099 8%-12% 18% $0.0002-$0.20 40%-60% 3 to 25 Days |
Convertible Debt [Table Text Block] | The following table shows the changes in fair value measurements using significant unobservable inputs (Level 3) during the nine months ended September 30, 2018 and the year ended December 31, 2017 for the Convertible Notes: September 30, 2018 December 31, 2017 Description Beginning balance $ 1,925,959 $ 1,672,728 Purchases, issuances, and settlements 498,980 580,143 Day one loss on value of hybrid instrument 2,021,041 999,228 Loss from change in fair value 2,134,326 1,314,325 Conversion to common stock (5,518,338) (2,594,100) Repayment in cash (3,000) (46,365) Ending balance $ 1,058,968 $ 1,925,959 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current [Table Text Block] | Inventories are valued at the lower of average cost or net realizable value. At September 30, 2018 and December 31, 2017, inventories were as follows: September 30, 2018 December 31, 2017 Raw Materials $ 55,380 $ 35,653 Finished Goods 17,291 15,374 Inventory Reserve (30,885) (30,885) Total Inventories $ 41,786 $ 20,142 |
OTHER INDEBTEDNESS (Tables)
OTHER INDEBTEDNESS (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Debt [Table Text Block] | Other indebtedness consists of the following at September 30, 2018 and December 31, 2017: September 30, 2018 December 31, 2017 Note payable– Related Party (Net of discount of $0 and $2,000, respectively) (1) $ 12,000 $ 202,974 Notes payable – Unrelated third parties (Net of discount of $0 and $28,723, respectively) (2) 1,484,290 1,337,470 Convertible notes payable (Net of discount of $61,300 and $0, respectively) (3) 1,512,544 1,925,959 Ending balances 3,008,834 3,466,403 Less: Current portion (2,944,217) (3,466,403) Long-term portion $ 64,617 $ - |
STOCK WARRANTS (Tables)
STOCK WARRANTS (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Stock Options and Warrants [Abstract] | |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | A summary of warrants outstanding in conjunction with private placements of common stock were as follows during the nine months ended September 30, 2018: Number Of shares Weighted average exercise price Balance December 31, 2017 13,540,000 $ 0.023 Exercised (-) - Issued - $ - Forfeited (940,000) 0.015 Balance September 30, 2018 12,600,000 $ 0.026 |
Summary of fixed-price warrants outstanding [Table Text Block] | The following table summarizes information about fixed-price warrants outstanding as of September 30, 2018: Exercise Price Weighted Average Number Outstanding Weighted Average Contractual Life Weighted Average Exercise Price 2018 $ 0.005-1.00 12,600,000 1.01 years $ 0.026 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Future minimum payments under these lease agreements are as follows: Total 2018 (nine months) $ 31,623 2019 91,913 2020 87,991 2021 91,379 2022 54,490 $ 357,396 |
BASIS OF PRESENTATION AND SUM_3
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Dec. 31, 2017USD ($) | |
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) [Line Items] | |||||
Number of Reportable Segments | 1 | ||||
Retained Earnings (Accumulated Deficit) | $ (63,794,408) | $ (63,794,408) | $ (57,388,147) | ||
Cumulative Earnings (Deficit) | (5,324,461) | (5,324,461) | |||
Stockholders' Equity Attributable to Parent | (5,361,923) | (5,361,923) | $ (5,410,194) | ||
Inventory, Raw Materials and Finished Goods | $ 30,885 | $ 30,885 | |||
Concentration Risk, Customer | In addition, for the nine months ended September 30, 2018, there was one customer that accounted for 27% of the total revenues. | ||||
Concentration Risk, Percentage | 27.00% | ||||
Depreciation | $ 1,105 | $ 1,168 | $ 4,421 | ||
Minimum [Member] | |||||
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) [Line Items] | |||||
Property, Plant and Equipment, Useful Life | 3 years | ||||
Maximum [Member] | |||||
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) [Line Items] | |||||
Property, Plant and Equipment, Useful Life | 7 years | ||||
With ASC 606 [Member] | |||||
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) [Line Items] | |||||
Deferred Revenue, Period Increase (Decrease) | $ 3,740 | ||||
Recognition of Deferred Revenue | $ 104,323 | ||||
Accounting Standards Update 2016-02 [Member] | |||||
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) [Line Items] | |||||
New Accounting Pronouncement or Change in Accounting Principle, Description | In February 2016, the FASB issued ASU 2016-02, Leases, which will amend current lease accounting to require lessees to recognize (i) a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis, and (ii) a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. ASU 2016-02 does not significantly change lease accounting requirements applicable to lessors; however, certain changes were made to align, where necessary, lessor accounting with the lessee accounting model. This standard will be effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. We expect the impact of this ASU will result in the recognition of right-of-use assets and related obligations. | ||||
Accounting Standards Update 2018-07 [Member] | |||||
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) [Line Items] | |||||
New Accounting Pronouncement or Change in Accounting Principle, Description | In June 2018, the FASB issued ASU 2018-07, “Compensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting” (“ASU 2018-07”). ASU No 2018-07 expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees. The guidance also specifies that Topic 718 applies to all share-based payment transactions in which a grantor acquires goods or services to be used or consumed in a grantor’s own operationsby issuing share-based payment awards. This guidance is effective for fiscal years beginning after December 15, 2018, includinginterim periods within those fiscal years (quarter ending March 31, 2019 for the Company). Early adoption is permitted, but no earlierthan an entity’s adoption date of Topic 606. The Company will evaluate the effects of adopting ASU 2018-07 if and when it is deemedto be applicable |
BASIS OF PRESENTATION AND SUM_4
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - Schedule of Adoption of ASC 606, Revenue from Contracts with Customers | 9 Months Ended |
Sep. 30, 2018USD ($) | |
With ASC 606 [Member] | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Revenue | $ 104,323 |
Costs | (58,338) |
Without ASC 606 [Member] | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Revenue | 100,583 |
Costs | (54,598) |
Effect of ASC 606 [Member] | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Revenue | 3,740 |
Costs | $ 3,740 |
BASIS OF PRESENTATION AND SUM_5
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - Schedule of Property and Equipment - USD ($) | Sep. 30, 2018 | Dec. 31, 2017 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 216,033 | $ 216,033 |
Less: Accumulated depreciation | (204,428) | (199,570) |
Property and equipment, net | 11,605 | 16,463 |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 25,120 | 25,120 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 34,757 | 34,757 |
Lab equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 53,711 | 53,711 |
Telephone equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 12,421 | 12,421 |
Office Equipment, Other [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 16,856 | 16,856 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 73,168 | $ 73,168 |
BASIS OF PRESENTATION AND SUM_6
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - Schedule of Antidilutive Securities excluded from computation of Earnings Per Share - shares | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities | 3,273,202,785 | 1,776,144,798 |
Warrant [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities | 12,600,000 | 13,540,000 |
Convertible Debt Securities [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities | 3,260,602,785 | 1,762,604,798 |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details) | 9 Months Ended |
Sep. 30, 2018 | |
FAIR VALUE MEASUREMENTS (Details) [Line Items] | |
Share-based Goods and Nonemployee Services Transaction, Valuation Method, Expected Dividend Rate | 0.00% |
Minimum [Member] | |
FAIR VALUE MEASUREMENTS (Details) [Line Items] | |
Share-based Goods and Nonemployee Services Transaction, Valuation Method, Risk Free Interest Rate | 1.76% |
Share-based Goods and Nonemployee Services Transaction, Valuation Method, Expected Volatility Rate | 229.00% |
Maximum [Member] | |
FAIR VALUE MEASUREMENTS (Details) [Line Items] | |
Share-based Goods and Nonemployee Services Transaction, Valuation Method, Risk Free Interest Rate | 2.81% |
Share-based Goods and Nonemployee Services Transaction, Valuation Method, Expected Volatility Rate | 245.00% |
FAIR VALUE MEASUREMENTS (Deta_2
FAIR VALUE MEASUREMENTS (Details) - Schedule of financial instruments measured at fair value - USD ($) | Sep. 30, 2018 | Dec. 31, 2017 |
FAIR VALUE MEASUREMENTS (Details) - Schedule of financial instruments measured at fair value [Line Items] | ||
Warrant liability | $ 1,975 | $ 5,903 |
Convertible notes at fair value | 1,058,968 | 1,925,959 |
Fair Value, Inputs, Level 1 [Member] | ||
FAIR VALUE MEASUREMENTS (Details) - Schedule of financial instruments measured at fair value [Line Items] | ||
Warrant liability | ||
Convertible notes at fair value | ||
Fair Value, Inputs, Level 2 [Member] | ||
FAIR VALUE MEASUREMENTS (Details) - Schedule of financial instruments measured at fair value [Line Items] | ||
Warrant liability | ||
Convertible notes at fair value | ||
Fair Value, Inputs, Level 3 [Member] | ||
FAIR VALUE MEASUREMENTS (Details) - Schedule of financial instruments measured at fair value [Line Items] | ||
Warrant liability | 1,975 | 5,903 |
Convertible notes at fair value | $ 1,058,968 | $ 1,925,959 |
FAIR VALUE MEASUREMENTS (Deta_3
FAIR VALUE MEASUREMENTS (Details) - Schedule of changes in fair value measurements using significant unobservable inputs - USD ($) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2018 | Dec. 31, 2017 | ||
Schedule of changes in fair value measurements using significant unobservable inputs [Abstract] | |||
Beginning balance | $ 5,903 | $ 48,504 | |
Purchases, issuances, and settlements | 24,017 | ||
Total (gain) loss included in earnings | [1] | (3,928) | (66,618) |
Ending balance | $ 1,975 | $ 5,903 | |
[1] | The gain related to the revaluation of our warrant liability is included in "Change in fair value of derivatives" in the accompanying consolidated unaudited statement of operations. |
FAIR VALUE MEASUREMENTS (Deta_4
FAIR VALUE MEASUREMENTS (Details) - Schedule of significant terms of each of the debentures - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Dec. 31, 2017 | |
FAIR VALUE MEASUREMENTS (Details) - Schedule of significant terms of each of the debentures [Line Items] | ||
Face Amount (in Dollars) | $ 657,700 | $ 682,099 |
Interest Rate | 8.00% | |
Default Interest Rate | 24.00% | 18.00% |
Minimum [Member] | ||
FAIR VALUE MEASUREMENTS (Details) - Schedule of significant terms of each of the debentures [Line Items] | ||
Interest Rate | 8.00% | |
Anti–Dilution Adjusted Price (in Dollars per share) | $ 0.0002 | $ 0.0002 |
% of Stock Price for Look-Back Period | 40.00% | 40.00% |
Look–back Period | 3 days | 3 days |
Maximum [Member] | ||
FAIR VALUE MEASUREMENTS (Details) - Schedule of significant terms of each of the debentures [Line Items] | ||
Interest Rate | 12.00% | |
Anti–Dilution Adjusted Price (in Dollars per share) | $ 0.20 | $ 0.20 |
% of Stock Price for Look-Back Period | 60.00% | 60.00% |
Look–back Period | 25 days | 25 days |
FAIR VALUE MEASUREMENTS (Deta_5
FAIR VALUE MEASUREMENTS (Details) - Schedule of changes in fair value measurements using significant unobservable inputs for the Convertible Notes - Convertible Notes [Member] - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Dec. 31, 2017 | |
Description | ||
Beginning balance | $ 1,925,959 | $ 1,672,728 |
Purchases, issuances, and settlements | 498,980 | 580,143 |
Day one loss on value of hybrid instrument | 2,021,041 | 999,228 |
Loss from change in fair value | 2,134,326 | 1,314,325 |
Conversion to common stock | (5,518,338) | (2,594,100) |
Repayment in cash | (3,000) | (46,365) |
Ending balance | $ 1,058,968 | $ 1,925,959 |
INVENTORIES (Details) - Schedul
INVENTORIES (Details) - Schedule of inventories - USD ($) | Sep. 30, 2018 | Dec. 31, 2017 |
Inventory Disclosure [Abstract] | ||
Raw Materials | $ 55,380 | $ 35,653 |
Finished Goods | 17,291 | 15,374 |
Inventory Reserve | (30,885) | (30,885) |
Total Inventories | $ 41,786 | $ 20,142 |
DUE FROM_TO OFFICER (Details)
DUE FROM/TO OFFICER (Details) - Deitsch [Member] | 9 Months Ended |
Sep. 30, 2018USD ($) | |
DUE FROM/TO OFFICER (Details) [Line Items] | |
Due from Related Parties | $ 200,437 |
Repayments of Short-term Debt | 141,070 |
Proceeds from Short-term Debt | 107,100 |
Provision for Doubtful Accounts | $ 498,470 |
OTHER INDEBTEDNESS (Details) -
OTHER INDEBTEDNESS (Details) - (1) - USD ($) | 1 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
Jun. 30, 2017 | Mar. 31, 2017 | Aug. 31, 2016 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2010 | Dec. 31, 2017 | Apr. 30, 2017 | Feb. 28, 2017 | |
OTHER INDEBTEDNESS (Details) - (1) [Line Items] | |||||||||
Notes Payable | $ 3,008,834 | $ 3,466,403 | |||||||
Line of Credit Facility, Increase, Accrued Interest | 137,645 | ||||||||
Repayments of Notes Payable | $ (3,000) | $ (40,000) | |||||||
Debt Instrument, Interest Rate, Effective Percentage | 8.00% | ||||||||
Debt Instrument, Unamortized Discount | $ 0 | 2,000 | |||||||
Director [Member] | |||||||||
OTHER INDEBTEDNESS (Details) - (1) [Line Items] | |||||||||
Notes Payable | $ 200,000 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | ||||||||
Short-term Debt, Interest Rate Increase | 12.00% | ||||||||
Debt Instrument, Term | 30 days | ||||||||
Director Company[Member] | |||||||||
OTHER INDEBTEDNESS (Details) - (1) [Line Items] | |||||||||
Notes Payable | $ 200,000 | 192,974 | $ 201,818 | ||||||
Debt Conversion, Converted Instrument, Rate | 12.00% | ||||||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $ 0.008 | ||||||||
Repayments of Notes Payable | $ 8,844 | $ 6,365 | |||||||
Debt Instrument, Interest Rate, Effective Percentage | 12.00% | ||||||||
Debt Instrument, Increase, Accrued Interest | 34,196 | ||||||||
Related Party [Member] | |||||||||
OTHER INDEBTEDNESS (Details) - (1) [Line Items] | |||||||||
Notes Payable | 12,000 | ||||||||
Debt Instrument, Unamortized Discount | $ 2,000 | ||||||||
Investment Owned, Balance, Principal Amount | $ 12,000 |
OTHER INDEBTEDNESS (Details) _2
OTHER INDEBTEDNESS (Details) - (2) - USD ($) | Sep. 30, 2018 | Jun. 27, 2017 | Sep. 30, 2018 | Aug. 31, 2018 | Jul. 31, 2018 | Jun. 30, 2018 | May 30, 2018 | Feb. 28, 2018 | Nov. 30, 2017 | Apr. 30, 2017 | Sep. 30, 2018 | Mar. 31, 2012 | Mar. 31, 2012 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | Dec. 31, 2011 | Jul. 31, 2020 | Sep. 30, 2019 | Apr. 30, 2018 | Apr. 01, 2018 | Mar. 31, 2018 | Oct. 31, 2017 | Jul. 31, 2017 | Jun. 30, 2017 | May 30, 2017 | Jan. 31, 2017 | Dec. 31, 2016 | Oct. 31, 2016 | Sep. 30, 2016 | Aug. 31, 2016 | Jul. 31, 2016 | Jun. 30, 2016 | May 31, 2016 | Apr. 30, 2016 | Dec. 31, 2015 | Aug. 31, 2013 | Dec. 31, 2012 | Jun. 30, 2012 | Feb. 15, 2012 | Aug. 02, 2011 |
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Notes Payable, Non-related Parties | $ 1,484,290 | $ 1,484,290 | $ 1,484,290 | $ 1,484,290 | |||||||||||||||||||||||||||||||||||||
Notes Payable | $ 3,008,834 | $ 3,008,834 | $ 3,008,834 | $ 3,008,834 | $ 3,466,403 | ||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 8.00% | 8.00% | 8.00% | 8.00% | |||||||||||||||||||||||||||||||||||||
Common Stock, Shares, Issued (in Shares) | 4,014,246,110 | 4,014,246,110 | 4,014,246,110 | 4,014,246,110 | 2,032,233,701 | ||||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount | $ 0 | $ 0 | $ 0 | $ 0 | $ 2,000 | ||||||||||||||||||||||||||||||||||||
Amortization of Debt Discount (Premium) | 314,219 | $ 74,392 | |||||||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | 40,450 | 40,450 | 40,450 | 40,450 | 0 | ||||||||||||||||||||||||||||||||||||
Preferred Stock, Value, Issued | 3,000 | 3,000 | 3,000 | 3,000 | 3,000 | $ 1,000,000 | |||||||||||||||||||||||||||||||||||
Debt Instrument, Fair Value Disclosure | $ 1,700 | ||||||||||||||||||||||||||||||||||||||||
Common Stock, Value, Issued | 4,014,246 | 4,014,246 | 4,014,246 | 4,014,246 | 2,032,234 | ||||||||||||||||||||||||||||||||||||
Liquid Packaging Resources [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Notes Payable | $ 281,772 | $ 350,000 | |||||||||||||||||||||||||||||||||||||||
Investment Owned, Balance, Principal Amount | $ 175,000 | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Fee | $ 25,000 | ||||||||||||||||||||||||||||||||||||||||
Early Repayment of Subordinated Debt | $ 25,000 | ||||||||||||||||||||||||||||||||||||||||
Sale of Stock, Number of Shares Issued in Transaction (in Shares) | 142,858 | ||||||||||||||||||||||||||||||||||||||||
Cash Settlement | 450,000 | $ 450,000 | |||||||||||||||||||||||||||||||||||||||
Debt Instrument, Debt Default, Amount | $ 100,000 | ||||||||||||||||||||||||||||||||||||||||
Southridge Partners [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Notes Payable | $ 281,772 | ||||||||||||||||||||||||||||||||||||||||
Non-Related Party 1 [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Notes Payable | $ 10,000 | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 10.00% | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Increase, Accrued Interest | 2,483 | ||||||||||||||||||||||||||||||||||||||||
Non-Related Party 2 [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Notes Payable | $ 75,000 | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 2.00% | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Increase, Accrued Interest | 34,734 | ||||||||||||||||||||||||||||||||||||||||
Common Stock, Shares, Issued (in Shares) | 5,000,000 | ||||||||||||||||||||||||||||||||||||||||
Repayments of Debt | $ 25,000 | ||||||||||||||||||||||||||||||||||||||||
Non-Related Party 3 [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Notes Payable | $ 50,000 | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 2.00% | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Increase, Accrued Interest | 27,933 | ||||||||||||||||||||||||||||||||||||||||
Non-Related Party 4 [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Notes Payable | $ 150,000 | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 2.50% | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount | $ 180,250 | ||||||||||||||||||||||||||||||||||||||||
Line of Credit Facility, Interest Rate at Period End | 2.50% | ||||||||||||||||||||||||||||||||||||||||
Non-Related Party 5 [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Notes Payable | $ 220,506 | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 2.50% | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Increase, Accrued Interest | 48,145 | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount | $ 2,765 | ||||||||||||||||||||||||||||||||||||||||
Amortization of Debt Discount (Premium) | 2,765 | ||||||||||||||||||||||||||||||||||||||||
Restricted Stock, Shares Issued Net of Shares for Tax Withholdings (in Shares) | 5,000,000 | ||||||||||||||||||||||||||||||||||||||||
Long-term Debt, Maturities, Repayments of Principal in Rolling after Year Five | $ 220,506 | ||||||||||||||||||||||||||||||||||||||||
Conversion of Stock, Amount Issued | $ 5,500 | ||||||||||||||||||||||||||||||||||||||||
Non-Related Party 20 [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Notes Payable | $ 75,000 | ||||||||||||||||||||||||||||||||||||||||
Investment Owned, Balance, Principal Amount | 377,300 | 377,300 | 377,300 | 377,300 | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 10.00% | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Increase, Accrued Interest | 15,354 | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount | 3,087 | 3,087 | 3,087 | 3,087 | |||||||||||||||||||||||||||||||||||||
Amortization of Debt Discount (Premium) | 232,000 | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | 40,450 | 40,450 | 40,450 | $ 40,450 | |||||||||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | 1,250,000 | ||||||||||||||||||||||||||||||||||||||||
Non-Related Party 6 [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Notes Payable | $ 50,000 | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 2.00% | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Increase, Accrued Interest | $ 24,233 | ||||||||||||||||||||||||||||||||||||||||
Non-Related Party 10 [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Notes Payable | $ 12,500 | ||||||||||||||||||||||||||||||||||||||||
Investment Owned, Balance, Principal Amount | 27,000 | 27,000 | 27,000 | 27,000 | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 10.00% | 8.00% | |||||||||||||||||||||||||||||||||||||||
Debt Instrument, Increase, Accrued Interest | 11,024 | ||||||||||||||||||||||||||||||||||||||||
Repayments of Debt | 3,000 | ||||||||||||||||||||||||||||||||||||||||
Deposit Liabilities, Accrued Interest | 1,625 | 1,625 | 1,625 | 1,625 | |||||||||||||||||||||||||||||||||||||
Non-Related Party 11 [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Notes Payable | $ 170,402 | $ 200,000 | |||||||||||||||||||||||||||||||||||||||
Investment Owned, Balance, Principal Amount | $ 80,000 | 191,329 | |||||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 8.00% | 8.00% | |||||||||||||||||||||||||||||||||||||||
Debt Instrument, Increase, Accrued Interest | $ 4,971 | ||||||||||||||||||||||||||||||||||||||||
Repayments of Debt | 21,769 | ||||||||||||||||||||||||||||||||||||||||
Long-term Debt, Maturities, Repayments of Principal in Rolling after Year Five | 148,633 | 148,633 | 148,633 | 148,633 | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 15.00% | ||||||||||||||||||||||||||||||||||||||||
Debt Issuance Costs, Gross | $ 5,500 | ||||||||||||||||||||||||||||||||||||||||
Repayments of Convertible Debt | $ 7,000 | ||||||||||||||||||||||||||||||||||||||||
Gains (Losses) on Restructuring of Debt | 20,927 | ||||||||||||||||||||||||||||||||||||||||
Non-Related Party 12 [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Notes Payable | 50,000 | ||||||||||||||||||||||||||||||||||||||||
Investment Owned, Balance, Principal Amount | 50,000 | 50,000 | 50,000 | 50,000 | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 8.00% | 8.00% | |||||||||||||||||||||||||||||||||||||||
Debt Instrument, Increase, Accrued Interest | $ 3,276 | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | 10,000 | ||||||||||||||||||||||||||||||||||||||||
Non-Related Party 13 [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Increase, Accrued Interest | $ 6,000 | ||||||||||||||||||||||||||||||||||||||||
Non-Related Party 13 [Member] | Promissory [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Notes Payable | 51,000 | ||||||||||||||||||||||||||||||||||||||||
Amortization of Debt Discount (Premium) | $ 8,500 | ||||||||||||||||||||||||||||||||||||||||
Gains (Losses) on Restructuring of Debt | $ 201,250 | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | 8,500 | ||||||||||||||||||||||||||||||||||||||||
Restricted Stock, Value, Shares Issued Net of Tax Withholdings | 243,750 | ||||||||||||||||||||||||||||||||||||||||
Line of Credit Facility, Fair Value of Amount Outstanding | $ 42,500 | ||||||||||||||||||||||||||||||||||||||||
Non-Related Party 14 [Member] | Promissory [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Notes Payable | 36,000 | ||||||||||||||||||||||||||||||||||||||||
Investment Owned, Balance, Principal Amount | 29,500 | 29,500 | 29,500 | 29,500 | |||||||||||||||||||||||||||||||||||||
Repayments of Debt | 5,000 | $ 1,500 | |||||||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount | 3,000 | 3,000 | 3,000 | 3,000 | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | $ 6,000 | ||||||||||||||||||||||||||||||||||||||||
Restricted Stock, Value, Shares Issued Net of Tax Withholdings | 5,000,000 | ||||||||||||||||||||||||||||||||||||||||
Non-Related Party 15 [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 8.00% | ||||||||||||||||||||||||||||||||||||||||
Non-Related Party 15 [Member] | Promissory [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Notes Payable | $ 50,000 | ||||||||||||||||||||||||||||||||||||||||
Investment Owned, Balance, Principal Amount | 60,000 | 60,000 | 60,000 | 60,000 | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount | $ 8,678 | 3,200 | |||||||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | 10,000 | ||||||||||||||||||||||||||||||||||||||||
Non-Related Party 16 [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Notes Payable | $ 76,076 | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 2.50% | 2.50% | 2.00% | ||||||||||||||||||||||||||||||||||||||
Debt Instrument, Increase, Accrued Interest | $ 65,600 | 2,345 | |||||||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount | $ 3,800 | 4,035 | |||||||||||||||||||||||||||||||||||||||
Line of Credit Facility, Interest Rate at Period End | 2.50% | ||||||||||||||||||||||||||||||||||||||||
Amortization of Debt Discount (Premium) | 950 | ||||||||||||||||||||||||||||||||||||||||
Deposit Liabilities, Accrued Interest | $ 10,476 | ||||||||||||||||||||||||||||||||||||||||
Non-Related Party 16 [Member] | Promissory [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Notes Payable | 60,000 | ||||||||||||||||||||||||||||||||||||||||
Investment Owned, Balance, Principal Amount | $ 60,000 | $ 60,000 | $ 60,000 | $ 60,000 | |||||||||||||||||||||||||||||||||||||
Common Stock, Shares, Issued (in Shares) | 1,000,000 | 1,000,000 | 1,000,000 | 1,000,000 | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount | 3,300 | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | $ 10,000 | ||||||||||||||||||||||||||||||||||||||||
Common Stock, Value, Issued | $ 1,500 | $ 1,500 | $ 1,500 | $ 1,500 | |||||||||||||||||||||||||||||||||||||
Non-Related Party 17 [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 12.00% | ||||||||||||||||||||||||||||||||||||||||
Non-Related Party 17 [Member] | Promissory [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Notes Payable | 120,000 | ||||||||||||||||||||||||||||||||||||||||
Investment Owned, Balance, Principal Amount | 120,000 | 120,000 | 120,000 | 120,000 | |||||||||||||||||||||||||||||||||||||
Common Stock, Shares, Issued (in Shares) | 1,500,000 | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount | 5,600 | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | 20,000 | ||||||||||||||||||||||||||||||||||||||||
Common Stock, Value, Issued | $ 2,250 | ||||||||||||||||||||||||||||||||||||||||
Non-Related Party 18 [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Investment Owned, Balance, Principal Amount | $ 46,999 | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 8.00% | 12.00% | |||||||||||||||||||||||||||||||||||||||
Debt Instrument, Increase, Accrued Interest | $ 2,820 | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Fair Value Disclosure | $ 173,350 | $ 298,575 | |||||||||||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | 105,157,409 | ||||||||||||||||||||||||||||||||||||||||
Non-Related Party 18 [Member] | Promissory [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Notes Payable | 18,000 | ||||||||||||||||||||||||||||||||||||||||
Investment Owned, Balance, Principal Amount | $ 18,000 | $ 18,000 | $ 18,000 | $ 18,000 | |||||||||||||||||||||||||||||||||||||
Common Stock, Shares, Issued (in Shares) | 7,000,000 | 7,000,000 | 7,000,000 | 7,000,000 | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount | 2,900 | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | $ 3,000 | ||||||||||||||||||||||||||||||||||||||||
Common Stock, Value, Issued | $ 5,600 | $ 5,600 | $ 5,600 | $ 5,600 | |||||||||||||||||||||||||||||||||||||
Non-Related Party 19 [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Fee | $ 6,400 | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 8.00% | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Increase, Accrued Interest | $ 6,476 | 7,138 | |||||||||||||||||||||||||||||||||||||||
Debt Instrument, Fair Value Disclosure | 60,876 | 60,876 | $ 21,399 | 60,876 | 60,876 | ||||||||||||||||||||||||||||||||||||
Non-Related Party 19 [Member] | Promissory [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Notes Payable | 60,000 | 60,000 | 60,000 | 60,000 | |||||||||||||||||||||||||||||||||||||
Gains (Losses) on Restructuring of Debt | 41,500 | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | $ 10,000 | $ 10,000 | $ 10,000 | $ 10,000 | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Repurchased Face Amount | $ 101,500 | ||||||||||||||||||||||||||||||||||||||||
Restricted Stock [Member] | Non-Related Party 5 [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Common Stock, Shares, Issued (in Shares) | 2,000,000 | ||||||||||||||||||||||||||||||||||||||||
Restricted Stock [Member] | Non-Related Party 13 [Member] | Promissory [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Restricted Stock, Shares Issued Net of Shares for Tax Withholdings (in Shares) | 187,500,000 | ||||||||||||||||||||||||||||||||||||||||
Restricted Stock [Member] | Non-Related Party 15 [Member] | Promissory [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Common Stock, Shares, Issued (in Shares) | 5,000,000 | 5,000,000 | |||||||||||||||||||||||||||||||||||||||
Restricted Stock [Member] | Non-Related Party 16 [Member] | Promissory [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Common Stock, Shares, Issued (in Shares) | 5,000,000 | ||||||||||||||||||||||||||||||||||||||||
Restricted Stock [Member] | Non-Related Party 17 [Member] | Promissory [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Common Stock, Shares, Issued (in Shares) | 10,000,000 | ||||||||||||||||||||||||||||||||||||||||
Restricted Stock [Member] | Non-Related Party 18 [Member] | Promissory [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Common Stock, Shares, Issued (in Shares) | 5,000,000 | ||||||||||||||||||||||||||||||||||||||||
Restricted Stock [Member] | Non-Related Party 19 [Member] | Promissory [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | 145,000,000 | ||||||||||||||||||||||||||||||||||||||||
Monthly [Member] | Liquid Packaging Resources [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Notes Payable | $ 50,000 | ||||||||||||||||||||||||||||||||||||||||
Initial Investment [Member] | Liquid Packaging Resources [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Cash Settlement | 350,000 | 350,000 | |||||||||||||||||||||||||||||||||||||||
Default Penalties [Member] | Liquid Packaging Resources [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Cash Settlement | $ 100,000 | $ 100,000 | |||||||||||||||||||||||||||||||||||||||
University Centre West Ltd [Member] | |||||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (2) [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Debt, Approximate | $ 55,410 |
OTHER INDEBTEDNESS (Details) _3
OTHER INDEBTEDNESS (Details) - (3) - USD ($) | Jun. 27, 2017 | Sep. 30, 2018 | Aug. 31, 2018 | Aug. 30, 2018 | Jul. 31, 2018 | Jun. 30, 2018 | May 30, 2018 | Apr. 30, 2018 | Mar. 31, 2018 | Feb. 28, 2018 | Nov. 30, 2017 | Oct. 31, 2017 | Jun. 30, 2016 | Jun. 30, 2018 | May 30, 2018 | Aug. 31, 2017 | Jul. 31, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Jul. 31, 2020 | Dec. 31, 2017 | Jul. 26, 2017 | Jul. 18, 2017 | Jun. 30, 2017 | May 30, 2017 | Apr. 30, 2017 | Mar. 31, 2017 | Jan. 31, 2017 | Dec. 31, 2016 | Oct. 31, 2016 | Sep. 30, 2016 | Jul. 31, 2016 | Mar. 28, 2016 | Dec. 31, 2015 | Mar. 19, 2014 | |
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Debt | $ 1,512,544 | $ 1,512,544 | $ 1,512,544 | |||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount, Current | 61,300 | 61,300 | 61,300 | |||||||||||||||||||||||||||||||||||
Convertible Notes Payable | [1] | $ 1,512,544 | $ 1,512,544 | $ 1,512,544 | $ 1,925,959 | |||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 8.00% | 8.00% | 8.00% | |||||||||||||||||||||||||||||||||||
Debt Instrument, Fair Value Disclosure | $ 1,700 | |||||||||||||||||||||||||||||||||||||
Convertible Debt, Fair Value Disclosures | $ 1,058,968 | $ 1,058,968 | $ 1,058,968 | 1,925,959 | ||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount | 0 | 0 | 0 | 2,000 | ||||||||||||||||||||||||||||||||||
Notes Payable | 3,008,834 | 3,008,834 | 3,008,834 | 3,466,403 | ||||||||||||||||||||||||||||||||||
Amortization of Debt Discount (Premium) | 314,219 | $ 74,392 | ||||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | 40,450 | 40,450 | $ 0 | 40,450 | 0 | |||||||||||||||||||||||||||||||||
Debt Instrument, Convertible, Beneficial Conversion Feature | 246,913 | 5,241 | ||||||||||||||||||||||||||||||||||||
Derivative, Loss on Derivative | (192,800) | $ 612,863 | 4,151,435 | $ 1,649,719 | ||||||||||||||||||||||||||||||||||
Non-Related Party 10 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | 77 | 77 | 77 | $ 1,000,000 | ||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 10.00% | 8.00% | ||||||||||||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $ 0.20 | |||||||||||||||||||||||||||||||||||||
Repayments of Debt | 3,000 | |||||||||||||||||||||||||||||||||||||
Investment Owned, Balance, Principal Amount | 27,000 | 27,000 | 27,000 | |||||||||||||||||||||||||||||||||||
Debt Instrument, Increase, Accrued Interest | 11,024 | |||||||||||||||||||||||||||||||||||||
Deposit Liabilities, Accrued Interest | 1,625 | 1,625 | 1,625 | |||||||||||||||||||||||||||||||||||
Notes Payable | $ 12,500 | |||||||||||||||||||||||||||||||||||||
Non-Related Party 11 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 72,000 | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 8.00% | 8.00% | ||||||||||||||||||||||||||||||||||||
Repayments of Debt | 21,769 | |||||||||||||||||||||||||||||||||||||
Investment Owned, Balance, Principal Amount | $ 80,000 | 191,329 | ||||||||||||||||||||||||||||||||||||
Debt Instrument, Increase, Accrued Interest | $ 4,971 | |||||||||||||||||||||||||||||||||||||
Convertible Debt, Fair Value Disclosures | $ 156,625 | |||||||||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Amount | 29,646 | |||||||||||||||||||||||||||||||||||||
Notes Payable | $ 170,402 | $ 170,402 | $ 200,000 | |||||||||||||||||||||||||||||||||||
Repayments of Convertible Debt | $ 7,000 | |||||||||||||||||||||||||||||||||||||
Coventry [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 150,000 | $ 80,000 | ||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 8.00% | 8.00% | ||||||||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Amount | 30,854 | |||||||||||||||||||||||||||||||||||||
Notes Payable, Fair Value Disclosure | 294,885 | |||||||||||||||||||||||||||||||||||||
Non-Related Party 12 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 60,000 | $ 49,146 | ||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 8.00% | 8.00% | ||||||||||||||||||||||||||||||||||||
Investment Owned, Balance, Principal Amount | 50,000 | 50,000 | 50,000 | |||||||||||||||||||||||||||||||||||
Debt Instrument, Increase, Accrued Interest | $ 3,276 | |||||||||||||||||||||||||||||||||||||
Convertible Debt, Fair Value Disclosures | 101,958 | 101,958 | 101,958 | |||||||||||||||||||||||||||||||||||
Notes Payable | 50,000 | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | $ 10,000 | |||||||||||||||||||||||||||||||||||||
Derivative, Loss on Derivative | $ 48,418 | |||||||||||||||||||||||||||||||||||||
Non-Related Party 13 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | 150,000 | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Increase, Accrued Interest | 6,000 | |||||||||||||||||||||||||||||||||||||
Non-Related Party 15 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 50,000 | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 8.00% | |||||||||||||||||||||||||||||||||||||
Non-Related Party 16 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 65,600 | $ 56,567 | $ 56,567 | $ 50,000 | ||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 2.50% | 2.50% | 2.00% | |||||||||||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $ 0.05 | $ 0.05 | ||||||||||||||||||||||||||||||||||||
Debt Instrument, Increase, Accrued Interest | $ 65,600 | 2,345 | ||||||||||||||||||||||||||||||||||||
Convertible Debt, Fair Value Disclosures | 76,076 | 76,076 | 76,076 | |||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount | $ 3,800 | 4,035 | ||||||||||||||||||||||||||||||||||||
Deposit Liabilities, Accrued Interest | 10,476 | |||||||||||||||||||||||||||||||||||||
Notes Payable | $ 76,076 | |||||||||||||||||||||||||||||||||||||
Line of Credit Facility, Interest Rate at Period End | 2.50% | |||||||||||||||||||||||||||||||||||||
Amortization of Debt Discount (Premium) | 950 | |||||||||||||||||||||||||||||||||||||
Non-Related Party 17 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 33,000 | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 12.00% | |||||||||||||||||||||||||||||||||||||
Labrys [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 90,000 | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 12.00% | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Fair Value Disclosure | 3,618,244 | |||||||||||||||||||||||||||||||||||||
Repayments of Convertible Debt | 78,943 | |||||||||||||||||||||||||||||||||||||
Non-Related Party 18 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | 34,819 | $ 49,819 | 34,819 | 34,819 | $ 110,000 | |||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 8.00% | 12.00% | ||||||||||||||||||||||||||||||||||||
Investment Owned, Balance, Principal Amount | $ 46,999 | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Increase, Accrued Interest | 2,820 | |||||||||||||||||||||||||||||||||||||
Conversion of Stock, Shares Converted (in Shares) | 179,800,000 | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Fair Value Disclosure | $ 173,350 | $ 298,575 | ||||||||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | 105,157,409 | |||||||||||||||||||||||||||||||||||||
Convertible Debt, Fair Value Disclosures | 58,979 | 58,979 | 58,979 | |||||||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Amount | $ 63,001 | |||||||||||||||||||||||||||||||||||||
Non-Related Party 19 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | 29,381 | 29,381 | 29,381 | $ 64,000 | ||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 8.00% | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Increase, Accrued Interest | 6,476 | 7,138 | ||||||||||||||||||||||||||||||||||||
Debt Instrument, Fair Value Disclosure | 60,876 | $ 21,399 | 60,876 | 60,876 | ||||||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Amount | $ 856 | |||||||||||||||||||||||||||||||||||||
Convertible Notes Payable, Current | 63,144 | 63,144 | 63,144 | |||||||||||||||||||||||||||||||||||
Debt Instrument, Fee | $ 6,400 | |||||||||||||||||||||||||||||||||||||
Income Tax Examination, Penalties and Interest Accrued | 12,442 | 12,442 | 12,442 | |||||||||||||||||||||||||||||||||||
Non-Related Party 20 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | 435,750 | 435,750 | 435,750 | |||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 10.00% | |||||||||||||||||||||||||||||||||||||
Investment Owned, Balance, Principal Amount | 377,300 | 377,300 | 377,300 | |||||||||||||||||||||||||||||||||||
Debt Instrument, Increase, Accrued Interest | $ 15,354 | |||||||||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | 1,250,000 | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount | 3,087 | 3,087 | $ 3,087 | |||||||||||||||||||||||||||||||||||
Notes Payable | $ 75,000 | |||||||||||||||||||||||||||||||||||||
Amortization of Debt Discount (Premium) | 232,000 | |||||||||||||||||||||||||||||||||||||
Convertible Notes Payable, Current | 99,150 | 99,150 | 99,150 | |||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | 40,450 | 40,450 | 40,450 | |||||||||||||||||||||||||||||||||||
Debt Instrument, Convertible, Beneficial Conversion Feature | 246,913 | |||||||||||||||||||||||||||||||||||||
Common Stock, Discount on Shares | 250,000 | 250,000 | 250,000 | |||||||||||||||||||||||||||||||||||
Amortization of Debt Issuance Costs | 40,450 | |||||||||||||||||||||||||||||||||||||
Unamortized Loan Commitment and Origination Fees and Unamortized Discounts or Premiums | 58,450 | 58,450 | 58,450 | |||||||||||||||||||||||||||||||||||
Convertible Notes Payable, Noncurrent | 10,150 | 10,150 | 10,150 | |||||||||||||||||||||||||||||||||||
Non-Related Party 21 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | 200,000 | $ 200,000 | 200,000 | 200,000 | ||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 8.00% | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Increase, Accrued Interest | 10,037 | |||||||||||||||||||||||||||||||||||||
Convertible Debt, Fair Value Disclosures | 338,837 | 338,837 | 338,837 | |||||||||||||||||||||||||||||||||||
Derivative, Loss on Derivative | $ 1,646,242 | |||||||||||||||||||||||||||||||||||||
Non-Related Party 22[Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 8.00% | |||||||||||||||||||||||||||||||||||||
Notes Payable | $ 100,000 | |||||||||||||||||||||||||||||||||||||
Convertible Notes Payable, Current | 110,122 | 110,122 | 110,122 | |||||||||||||||||||||||||||||||||||
Derivative, Loss on Derivative | 100,700 | |||||||||||||||||||||||||||||||||||||
Notes Payable, Current | $ 65,000 | |||||||||||||||||||||||||||||||||||||
Non-Related Party 23[Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 60,000 | $ 60,000 | $ 60,000 | |||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 8.00% | 8.00% | 8.00% | |||||||||||||||||||||||||||||||||||
Convertible Debt, Fair Value Disclosures | 101,958 | 101,958 | ||||||||||||||||||||||||||||||||||||
Derivative, Loss on Derivative | 68,067 | |||||||||||||||||||||||||||||||||||||
Non-related Party 24 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 60,000 | $ 60,000 | ||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 8.00% | 8.00% | ||||||||||||||||||||||||||||||||||||
Convertible Debt, Fair Value Disclosures | $ 102,612 | $ 102,612 | $ 102,612 | |||||||||||||||||||||||||||||||||||
Derivative, Loss on Derivative | $ 59,257 | |||||||||||||||||||||||||||||||||||||
Non-Related Party 26 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 31,500 | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 8.00% | |||||||||||||||||||||||||||||||||||||
Convertible Debt, Fair Value Disclosures | 54,365 | 54,365 | 54,365 | |||||||||||||||||||||||||||||||||||
Derivative, Loss on Derivative | $ 23,794 | |||||||||||||||||||||||||||||||||||||
Non-Related Party 27 | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 50,000 | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 8.00% | |||||||||||||||||||||||||||||||||||||
Convertible Debt, Fair Value Disclosures | 71,298 | 71,298 | 71,298 | |||||||||||||||||||||||||||||||||||
Derivative, Loss on Derivative | $ 46,734 | |||||||||||||||||||||||||||||||||||||
Non-Related Party 28 | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 20,000 | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 8.00% | |||||||||||||||||||||||||||||||||||||
Convertible Notes Payable, Current | $ 28,627 | |||||||||||||||||||||||||||||||||||||
Derivative, Loss on Derivative | $ 17,829 | |||||||||||||||||||||||||||||||||||||
Restricted Stock [Member] | Labrys [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | 45,000,000 | |||||||||||||||||||||||||||||||||||||
Convertible Loans [Member] | Brewer And Associates Consulting LLC [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Debt | $ 120,000 | |||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | 20,000 | 20,000 | 20,000 | |||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 55.00% | |||||||||||||||||||||||||||||||||||||
Convertible Debt, Fair Value Disclosures | 32,316 | 32,316 | 32,316 | |||||||||||||||||||||||||||||||||||
Monthly Consulting Fee | 7,000 | |||||||||||||||||||||||||||||||||||||
Short-term Debt | 36,000 | |||||||||||||||||||||||||||||||||||||
Satisfying the notes in the amount | $ 20,000 | $ 20,000 | $ 20,000 | $ 60,000 | $ 40,000 | |||||||||||||||||||||||||||||||||
Convertible Loans [Member] | Non-Related Party 21 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Rate | 200000.00% | |||||||||||||||||||||||||||||||||||||
Minimum [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 8.00% | |||||||||||||||||||||||||||||||||||||
Minimum [Member] | Non-Related Party 20 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $ 0.0003 | $ 0.0003 | $ 0.0003 | |||||||||||||||||||||||||||||||||||
Maximum [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 12.00% | |||||||||||||||||||||||||||||||||||||
Maximum [Member] | Non-Related Party 20 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||||||||||||||||||||||||
Portion [Member] | Non-Related Party 10 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 500,000 | |||||||||||||||||||||||||||||||||||||
Tranche [Member] | Non-Related Party 10 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 15,000 | |||||||||||||||||||||||||||||||||||||
Total Tranche [Member] | Non-Related Party 10 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Debt | 30,000 | |||||||||||||||||||||||||||||||||||||
Authorized Back-end Note [Member] | Coventry [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | 70,123,500 | |||||||||||||||||||||||||||||||||||||
Back End Note[Member] | Non-Related Party 12 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 60,000 | $ 60,000 | $ 60,000 | |||||||||||||||||||||||||||||||||||
Deitsch [Member] | Non-Related Party 11 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 80,000 | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 4.00% | |||||||||||||||||||||||||||||||||||||
Tranche [Member] | Non-Related Party 15 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Debt Instrument, Increase, Accrued Interest | $ 4,800 | |||||||||||||||||||||||||||||||||||||
Restricted Stock [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Conversion of Stock, Shares Issued (in Shares) | 5,000,000 | |||||||||||||||||||||||||||||||||||||
Restricted Stock [Member] | Non-Related Party 11 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 55,325 | |||||||||||||||||||||||||||||||||||||
Conversion of Stock, Shares Converted (in Shares) | 164,935,000 | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Fair Value Disclosure | $ 225,143 | |||||||||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | 109,876,500 | |||||||||||||||||||||||||||||||||||||
Restricted Stock [Member] | Non-Related Party 12 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | 65,885,713 | |||||||||||||||||||||||||||||||||||||
Convertible Debt, Fair Value Disclosures | 156,590 | $ 156,590 | ||||||||||||||||||||||||||||||||||||
Conversion of Stock, Amount Converted | 49,146 | |||||||||||||||||||||||||||||||||||||
Restricted Stock [Member] | Non-Related Party 13 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | 70,000 | $ 70,000 | ||||||||||||||||||||||||||||||||||||
Conversion of Stock, Shares Converted (in Shares) | 206,988,570 | |||||||||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | 120,891,284 | |||||||||||||||||||||||||||||||||||||
Convertible Debt, Fair Value Disclosures | $ 202,292 | $ 202,292 | ||||||||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Amount | $ 86,000 | |||||||||||||||||||||||||||||||||||||
Conversion of Stock, Amount Converted | 182,553 | |||||||||||||||||||||||||||||||||||||
Restricted Stock [Member] | Non-Related Party 14 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | 300,000,000 | |||||||||||||||||||||||||||||||||||||
Conversion of Stock, Amount Issued | $ 72,000 | |||||||||||||||||||||||||||||||||||||
Restricted Stock [Member] | Non-Related Party 15 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Debt, Fair Value Disclosures | 319,200 | $ 319,200 | ||||||||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Amount | 228,000,000 | |||||||||||||||||||||||||||||||||||||
Conversion of Stock, Amount Converted | $ 54,800 | |||||||||||||||||||||||||||||||||||||
Restricted Stock [Member] | Non-Related Party 16 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Conversion of Stock, Shares Issued (in Shares) | 1,000,000 | |||||||||||||||||||||||||||||||||||||
Restricted Stock [Member] | Non-Related Party 17 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Conversion of Stock, Shares Converted (in Shares) | 50,125,000 | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Fair Value Disclosure | $ 35,596 | |||||||||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | 150,000,000 | |||||||||||||||||||||||||||||||||||||
Convertible Debt, Fair Value Disclosures | $ 180,000 | 180,000 | ||||||||||||||||||||||||||||||||||||
Conversion of Stock, Amount Converted | $ 16,040 | |||||||||||||||||||||||||||||||||||||
Convertible Notes Payable, Current | 16,960 | 16,960 | ||||||||||||||||||||||||||||||||||||
Restricted Stock [Member] | Labrys [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Conversion of Stock, Shares Converted (in Shares) | 62,059,253 | |||||||||||||||||||||||||||||||||||||
Debt Instrument, Fair Value Disclosure | $ 51,732 | |||||||||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Amount | $ 11,057 | |||||||||||||||||||||||||||||||||||||
Restricted Stock [Member] | Non-Related Party 18 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Debt Instrument, Fair Value Disclosure | $ 37,011 | $ 37,011 | $ 37,011 | |||||||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | 52,244,433 | |||||||||||||||||||||||||||||||||||||
Fair Value, Debt Instrument, Valuation Techniques, Change in Technique, Quantification of Effect | $ 15,000 | |||||||||||||||||||||||||||||||||||||
Restricted Stock [Member] | Non-Related Party 19 [Member] | ||||||||||||||||||||||||||||||||||||||
OTHER INDEBTEDNESS (Details) - (3) [Line Items] | ||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 34,060 | 34,060 | ||||||||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | 50,670,000 | |||||||||||||||||||||||||||||||||||||
Convertible Debt, Fair Value Disclosures | $ 70,938 | $ 70,938 | ||||||||||||||||||||||||||||||||||||
[1] | At September 30, 2018, the balance of $1,512,544 net of discount of $61,300, consisted of the following convertible loans:On March 19, 2014, we issued two Convertible Debentures in the amount of up to $500,000 each (total $1,000,000) to two non-related parties. The first tranche of $15,000 each (total $30,000) of the funds was received during the first quarter of 2014. The notes carry interest at 8% and were due on March 19, 2018. The note holders have the right to convert the notes into shares of Common Stock at a price of $0.20. The notes are in default and in negotiation of settlement. During the three months ended September 30, 2018, repayment of $3,000 was made. At September 30, 2018, these convertible notes payable with principal balance of $27,000 and accrued interest of $11,024, at fair value, was recorded at $77.During December 2015, Mr. Deitsch, assigned $80,000 of his outstanding loan to an unrelated third party in the form of a Convertible Redeemable Note. The note carries interest at 4% and was due on December 7, 2016. The Note reverted back as the promissory note upon maturity date. On June 27, 2017, the Company owed principal balance of $80,000 plus accrued interest of $4,971. The total of $84,971 was assigned and sold to an unrelated third party in the form of a Convertible Redeemable Note (See Note 6(2)). The note carries interest at 8% and was due on June 27, 2018, unless previously converted into shares of restricted common stock. The Noteholder has the right to convert the note into shares of Common Stock at fifty-five percent (55%) of lowest closing bid prices of our restricted common stock for the twenty trading days preceding the conversion date including the date of receipt of conversion notice. During July and August 2017, the Note holder made conversions of a total of 164,935,000 shares of our restricted common stock satisfying the principal balance of $55,325 with a fair value of $225,143. During February 2018, the Note holder made conversions of a total of 109,876,500 shares of our restricted common stock with a fair value of $156,625 in satisfaction of the remaining principal balance of $29,646 in full.On March 31, 2017, we issued a convertible denture in the amount of $80,000 to Coventry Enterprises, LLC ("Coventry"). The note carries interest at 8% and was due on March 30, 2018, unless previously converted into shares of restricted common stock. Coventry has the right to convert the note into shares of Common Stock at a fifty-five percent (55%) of the of the lowest closing bid price of our restricted common stock for the twenty trading days preceding the conversion date including the date of receipt of conversion notice. During February 2018, the Noteholder made a conversion of 70,123,500 shares of our restricted common stock with a fair value of $294,885 in satisfaction of a portion of the Note in the amount of $30,854 (See Note 6).The noteholder sold and assigned the remaining balance of $49,146 with accrued interest of $3,276 to an unrelated third party in the form of a Convertible Redeemable Note. The note carries interest at 8% and is due on February 13, 2019, unless previously converted into shares of restricted common stock. The noteholder has the right to convert the note into shares of our restricted common stock at sixty percent of the lowest trading price of our restricted common stock for the twenty-five prior trading days including the conversion date. During April and May 2018, the Note holder made conversions of a total of 65,885,713 shares of our restricted common stock with a fair value of $156,590 in satisfaction of the remaining principal balance of $49,146 and accrued interest in full (See Note 6).On July 18, 2017, we issued a convertible denture in the amount of $150,000 to Coventry. The note carries interest at 8% and was due on July 18, 2018, unless previously converted into shares of restricted common stock. Coventry has the right to convert the note into shares of Common Stock at a fifty-five percent (55%) of the of the lowest closing bid price of our restricted common stock for the twenty trading days preceding the conversion date including the date of receipt of conversion notice. During February 2018, the noteholder sold and assigned the balance of $150,000 with accrued interest of $6,000 to an unrelated third party in the form of a Convertible Redeemable Note. The note carries interest at 8% and is due on February 13, 2019, unless previously converted into shares of restricted common stock. The noteholder has the right to convert the note into shares of our restricted common stock at sixty percent of the lowest trading price of our restricted common stock for the twenty-five prior trading days including the conversion date. During May and June 2018, the Noteholder made conversions of a total of 120,891,284 shares of our restricted common stock with a fair value of $202,292 in partial satisfaction of the note in the amount of $70,000 (See Note 6). During July through September 2018, the Note holder made conversions of a total of 206,988,570 shares of our restricted common stock with a fair value of $182,553 in satisfaction of the remaining principal balance $86,000 and accrued interest in full (See Note 6).On March 28, 2016, we signed an expansion agreement with Brewer and Associates Consulting, LLC ("B+A") to the original consulting agreement dated on October 15, 2015 for consulting services for twelve months for a monthly fee of $7,000. To relieve our cash obligation of $36,000 per original agreement, we issued three convertible notes for a total of $120,000 which includes the fees due under the original agreement and the new monthly fees due under the expansion agreement. $40,000 and $60,000 of the notes were paid in full as of December 31, 2016 and December 31, 2017, respectively. The remaining balance of $20,000 Notes is in default and negotiation of settlement. The conversion price is equal to 55% of the average of the three lowest volume weighted average prices for the three consecutive trading days immediately prior to but not including the conversion date. At September 30, 2018, the convertible notes payable with principal balance of $20,000, at fair value, were recorded at $32,316.During June 2016, we issued a Convertible Debenture in the amount of $72,000 to an unrelated third party as a result of debt sale. The Note carries interest at 8% and was due on June 20, 2017, unless previously converted into shares of restricted common stock. The convertible note holder has the right to convert the note into shares of Common Stock at fifty-five percent (55%) of the average of the three lowest volume weighted average prices (the VWAP) of our restricted common stock for the fifteen trading days preceding the conversion date. During August 2018, a Note holder received a total of 300,000,000 shares of our restricted common stock in satisfaction of the principal balance of $72,000 with accrued interest in full (See Note 9).During June 2016, the notes payable of $50,000 originating in January 2016 with accrued interest of $4,800 was assigned and sold to an unrelated third party in the form of a Convertible Redeemable Note (See Note 5(2)). The note carries interest at 8% and was due on June 16, 2017, unless previously converted into shares of restricted common stock. The Noteholder has the right to convert the note into shares of Common Stock at fifty-five percent (55%) of the average of the three lowest VWAP prices of our restricted common stock for the fifteen trading days preceding the conversion date. During May 2018, the Note holder made a conversion of 228,000,000 shares of our restricted common stock with a fair value of $319,200 in satisfaction of the principal balance of $54,800 and accrued interest in full (See Note 6).During July 2016, we issued a convertible note to an unrelated third party in the amount of $50,000 bearing monthly interest at a rate of 2.0% and convertible at $0.05 per share. During January 2017, the Note was restated with principal amount of $56,567 bearing monthly interest rate of 2.5%. The New Note of $56,567 was due on July 26, 2017 and convertible at $0.05 per share. During February 2018, the note with accrued interest of $65,600 was restated. The restated principal balance of $65,600 bears monthly interest at a rate of 2.5% and was due August 14, 2018. In connection with this restated note, we issued 1,000,000 shares of our restricted common stock (See Note 6). We recorded a debt discount in the amount of $4,035 to reflect the value of the common stock as a reduction to the carrying amount of the debt and a corresponding increase to common stock and additional paid-in capital. The debt discount was fully amortized as of September 30, 2018. During August 2018, the Notes with accrued interest of $10,476 were restated. The restated principal balance of $76,076 bears monthly interest at a rate of 2.5% and is due February 2019. In connection with this restated note, we issued 5,000,000 shares of our restricted common stock (See Note 6). We recorded a debt discount in the amount of $3,800 to reflect the value of the common stock as a reduction to the carrying amount of the debt and a corresponding increase to common stock and additional paid-in capital. Amortization of debt discount of $950 has been recorded as of September 30, 2018. The note is under personal guarantee by Mr. Deitsch. At September 30, 2018, the convertible note payable was recorded at $76,076. The accrued interest as of September 30, 2018 is $2,345.In April 2017, we issued a Convertible Promissory Note for $33,000 to an unrelated third party. The note carries interest at 12% annually and was due on January 30, 2018. The Holder has the right to convert the loan, beginning on the date which is one hundred eighty (180) days following the date of the Note, into common stock at a price of sixty percent (60%) of the average of the three lowest trading prices of our restricted common stock for the fifteen trading days preceding the conversion date. During October 2017, the Noteholder made the conversions of a total of 50,125,000 of our restricted common stock satisfying the principal balance of $16,040 with a fair value of $35,596. During June 2018, the Note holder made a conversion of 150,000,000 shares of our restricted common stock with a fair value of $180,000 in satisfaction of the remaining principal balance of $16,960 with accrued interest in full (See Note 6).During May and October 2017, we issued two Convertible Debentures for a total of $90,000 ($45,000 each) to Labrys. The notes carry interest at 12% and were due on July 19, 2017 and November 3, 2017, respectively, unless previously converted into shares of restricted common stock. Labrys has the right to convert the notes into shares of Common Stock at sixty percent (60%) of the lowest trading price of our restricted common stock for the twenty-five trading days preceding the conversion date. During November 2017, the Note holder made a conversion of 62,059,253 shares of stock satisfying the principal balance of $11,057 and accrued interest for a fair value of $51,732. During February 2018, we issued 45,000,000 shares of our restricted common stock with a fair value of $3,618,244 to Labrys in settlement of the remaining balance of $78,943 and accrued interest in full (See Note 6).During December 2016, we issued a Convertible Debenture to an unrelated third party in the amount of $110,000. The note carries interest at 12% and matured on September 8, 2017. Unless previously converted into shares of restricted common stock, the Note holder has the right to convert the note into shares of Common Stock at a sixty percent (60%) of the lowest trading prices of our restricted common stock for the twenty-five trading days preceding the conversion date. During June and July 2017, the Note holder made conversions of a total of 179,800,000 shares of stock satisfying the principal balance of $63,001 and accrued interest for a fair value of $298,575. During February 2018, the remaining balance of $46,999 with accrued interest of $2,820 was assigned and sold to an unrelated third party in the form of a Convertible Redeemable Note. During February and July, 2018, in connection with the settlement of a default penalty of the original debt, we issued a total of 105,157,409 shares of our restricted common stock to the original Note holder with a fair value of $173,350.The new note of $49,819 carries interest at 8% and is due on February 13, 2019, unless previously converted into shares of restricted common stock. The Noteholder has the right to convert the note into shares of our restricted common stock at sixty percent of the lowest trading price of our restricted common stock for the twenty-five prior trading days including the conversion date. During September 2018, the Noteholder made a conversions of 52,244,433 shares of our restricted common stock with a fair value of $37,011 in satisfaction of principal balance of $15,000 and accrued interest in full (See Note 6). At September 30, 2018, the convertible note payable with principal balance of $34,819, at fair value, was recorded at $58,979.During May 2017, we issued a Convertible Debenture in the amount of $64,000 to an unrelated third party. The note carries interest at 8% and was due on May 4, 2018, unless previously converted into shares of restricted common stock. The Note holder has the right to convert the note into shares of Common Stock at a sixty percent (60%) of the lowest trading price of our restricted common stock for the twenty trading days preceding the conversion date. During November 2017, the Note holder made a conversion of our restricted common stocks satisfying the principal balance of $856 and penalty of $6,400 for a fair value of $21,399. During February 2018, the remaining balance of $63,144 with accrued interest and penalty of $12,442 was assigned and sold to three unrelated third parties. During June 2018, a Note holder made a conversion of 50,670,000 shares of our restricted common stock with a fair value of $70,938 in satisfaction of the balance of $34,060 plus accrued interest of $6,476 (See Note 6). At September 30, 2018, the remaining principal of $29,381 plus accrued interest of $7,138, at fair value, was recorded at $60,876.During January through September 2018, we issued convertible notes payable to the 14 unrelated third parties for a total of $435,750 with original issue discount of $40,450. The notes are due in six months from the execution and funding of each note. The notes are convertible into shares of Company's common stock at a conversion price ranging from $0.0003 to $0.001 per share. The difference between the conversion price and the fair value of the Company's common stock on the date of issuance of the convertible notes, resulted in a beneficial conversion feature in the amount of $246,913. In addition, upon the issuance of convertible notes, the Company issued 1,250,000 shares of common stock (See Note 6). The Company has recorded a debt discount in the amount of $3,087 to reflect the value of the common stock as a reduction to the carrying amount of the convertible debt and a corresponding increase to common stock and additional paid-in capital. The total discount of $250,000 and original issuance discount of $40,450 was amortized over the term of the debt. Amortization for the nine months ended September 30, 2018 was $232,000. At September 30, 2018, the principal balance of the notes, net of discount of $58, 450 is $377,300.$99,150 of the above mentioned convertible notes payable to seven of the unrelated third parties with original issue discount of $10,150 are in default and in negotiation of settlement.During February 2018, we issued a convertible denture in the amount of $200,000 to an unrelated third party. The note carries interest at 8% and is due in February 2019, unless previously converted into shares of restricted common stock. The Note holder has the right to convert the note into shares of Common Stock at sixty percent of the lowest trading price of our restricted common stock for the twenty-five trading days including the date of receipt of conversion notice. In connection with the issuance of the convertible note payable, we recorded a day-one derivative loss of $1,646,242. At September 30, 2018, the convertible note payable with principal balance of $200,000 and accrued interest of $10,037, at fair value, was recorded at $338,837. The note carries additional $200,000 "Back-end Note" ($100,000 each) with the same terms as the original note.During April 2018, $65,000 of one of the $100,000 Back-end Note was funded. The note carries interest at 8% and is due in February 2019, unless previously converted into shares of restricted common stock. The Note holder has the right to convert the note into shares of Common Stock at sixty percent of the lowest trading price of our restricted common stock for the twenty-five trading days including the date of receipt of conversion notice. In connection with the issuance of the convertible note payable, we recorded a day-one derivative loss of $100,700. At September 30, 2018, the convertible note payable, at fair value, was recorded at $110,122.During March 2018, we issued a convertible denture in the amount of $60,000 to an unrelated third party. The note carries interest at 8% and is due in March 2019, unless previously converted into shares of restricted common stock. The Note holder has the right to convert the note into shares of Common Stock at sixty percent of the lowest trading price of our restricted common stock for the twenty-five trading days including the date of receipt of conversion notice. In connection with the issuance of the convertible note payable, we recorded a day-one derivative loss of $48,418. At September 30, 2018, the convertible note payable, at fair value, was recorded at $101,958. The note carries an additional "Back-end Note" with the same terms as the original note that enables the lender to lend to us another $60,000.During June 2018, the $60,000 Back-end Note was funded. The note carries interest at 8% and is due in March 2019, unless previously converted into shares of restricted common stock. The Note holder has the right to convert the note into shares of Common Stock at sixty percent of the lowest trading price of our restricted common stock for the twenty-five trading days including the date of receipt of conversion notice. In connection with the issuance of the convertible note payable, we recorded a day-one derivative loss of $68,067. At September 30, 2018, the convertible note payable, at fair value, was recorded at $101,958.During May 2018, we issued a convertible denture in the amount of $60,000 to an unrelated third party. The note carries interest at 8% and is due in May 2019, unless previously converted into shares of restricted common stock. The Note holder has the right to convert the note into shares of Common Stock at sixty percent of the lowest trading price of our restricted common stock for the twenty-five trading days including the date of receipt of conversion notice. In connection with the issuance of the convertible note payable, we recorded a day-one derivative loss of $59,257. At September 30, 2018, the convertible note payable, at fair value, was recorded at $102,612.During August 2018, we issued a convertible denture in the amount of $31,500 to an unrelated third party. The note carries interest at 8% and is due in August 2019, unless previously converted into shares of restricted common stock. The Note holder has the right to convert the note into shares of Common Stock at sixty percent of the lowest trading price of our restricted common stock for the twenty-five trading days including the date of receipt of conversion notice. In connection with the issuance of the convertible note payable, we recorded a day-one derivative loss of $23,794. At September 30, 2018, the convertible note payable, at fair value, was recorded at $54,365.During July 2018, we issued a convertible denture in the amount of $50,000 to an unrelated third party. The note carries interest at 8% and is due in July 2019, unless previously converted into shares of restricted common stock. The Note holder has the right to convert the note into shares of Common Stock at fifty five percent of the average three lowest trading price of our restricted common stock for the fifteen trading days including the date of receipt of conversion notice. In connection with the issuance of the convertible note payable, we recorded a day-one derivative loss of $46,734. At September 30, 2018, the convertible note payable, at fair value, was recorded at $71,298.During August 2018, we issued a convertible denture in the amount of $20,000 to an unrelated third party. The note carries interest at 8% and is due in August 2019, unless previously converted into shares of restricted common stock. The Note holder has the right to convert the note into shares of Common Stock at fifty five percent of the average three lowest trading price of our restricted common stock for the fifteen trading days including the date of receipt of conversion notice. In connection with the issuance of the convertible note payable, we recorded a day-one derivative loss of $17,829. At September 30, 2018, the convertible note payable, at fair value, was recorded at $28,627.The Company has concluded that the embedded conversion option and several other features embedded in the hybrid debt agreement requires bifurcation and classification as liabilities, at fair value. As an alternative to this accounting, the Company elected to record the entire hybrid financing instrument as a single financial liability and measured at fair value under the guidance of ASC Topic 815. |
OTHER INDEBTEDNESS (Details) _4
OTHER INDEBTEDNESS (Details) - Schedule of other debt - USD ($) | Sep. 30, 2018 | Dec. 31, 2017 | |
Schedule of other debt [Abstract] | |||
Note payable– Related Party (Net of discount of $0 and $2,000, respectively) | [1] | $ 12,000 | $ 202,974 |
Notes payable – Unrelated third parties (Net of discount of $0 and $28,723, respectively) | [2] | 1,484,290 | 1,337,470 |
Convertible notes payable, at fair value (Net of discount of $61,300 and $0, respectively) | [3] | 1,512,544 | 1,925,959 |
Ending balances | 3,008,834 | 3,466,403 | |
Less: Current portion | (2,944,217) | $ (3,466,403) | |
Long-term portion | $ 64,617 | ||
[1] | During 2010 we borrowed $200,000 from one of our directors. Under the terms of the loan agreement, this loan was expected to be repaid in nine months to a year from the date of the loan along with interest calculated at 10% for the first month plus 12% after 30 days from funding. We are in default regarding this loan. The loan is under personal guarantee by Mr. Deitsch. We repaid principal balance in full as of December 31, 2016. At September 30, 2018, we owed this director accrued interest of $137,645, which is included in accrued expenses in the condensed consolidated balance sheets.In August 2016, we issued two Promissory Notes for a total of $200,000 ($100,000 each) to a company owned by one of our directors. The notes carry interest at 12% annually and were due on the date that was nine-months from the execution and funding of the note. Upon default in February 2017, the Notes became convertible at $0.008 per share. During March 2017, we repaid principal balance of $6,365. During April 2017, the Notes with accrued interest were restated. The restated principal balance of $201,818 bears interest at 12% annually and was due October 12, 2017. During June 2017, we repaid principal balance of $8,844. The loan is in default and negotiation for settlement. The loan was reclassified to notes payable - unrelated third parties after the director resigned in March 2018. At September 30, 2018, we owed principal balance of $192,974 and accrued interest of $34,196.In December 2017, we issued a promissory note to a related party in the amount of $12,000 with original issuance discount of $2,000. The note is due in twelve months from the execution and funding of the note. At September 30, 2018, the principal balance of the loan is $12,000. | ||
[2] | At September 30, 2018, the balance of $1,484,290, consisted of the following loans:On August 2, 2011 under a settlement agreement with Liquid Packaging Resources, Inc. ("LPR"), we agreed to pay LPR a total of $350,000 in monthly installments of $50,000 beginning August 15, 2011 and ending on February 15, 2012. This settlement amount was recorded as general and administrative expenses on the date of the settlement. We did not make the December 2011 or January 2012 payments and on January 26, 2012, we signed the first amendment to the settlement agreement where we agreed to pay $175,000, which was the balance outstanding at December 31, 2011(this includes a $25,000 penalty for non-payment). We repaid $25,000 during the three months ended March 31, 2012. We did not make all of the payments under such amendment and as a result pursuant to the original settlement agreement, LPR had the right to sell 142,858 shares of our free trading stock held in escrow by their attorney and receive cash settlements for a total amount of $450,000 (the initial $350,000 plus total default penalties of $100,000). The $100,000 penalty was expensed during 2012. LPR sold the note to Southridge Partners, LLP ("Southridge") for consideration of $281,772 in June 2012. In August 2013 the debt of $281,772 reverted back to LPR.At December 31, 2012, we owed University Centre West Ltd. approximately $55,410 for rent, which was assigned and sold to Southridge and is currently outstanding and carries no interest.In April 2016, we issued a promissory note to an unrelated third party in the amount of $10,000 bearing interest at 10% annually. The note was due in one year from the execution and funding of the note. The note is in default and negotiation of settlement. At September 30, 2018, the accrued interest is $2,483.In May 2016, the Company issued a promissory note to an unrelated third party in the amount of $75,000 bearing monthly interest at a rate of 2%. The note was due in six months from the execution and funding of the note. During April 2017, we accepted the offer of a settlement to issue 5,000,000 common shares as a repayment of $25,000. The note is in default and in negotiation of settlement. At September 30, 2018, the accrued interest is $34,734.In June 2016, the Company issued a promissory note to an unrelated third party in the amount of $50,000 bearing monthly interest at a rate of 2%. The note was due in six months from the execution and funding of the note. The note is in default and negotiation of settlement. At September 30, 2018, the accrued interest is $27,933.In August 2016, we issued a promissory note to an unrelated third party in the amount of $150,000 bearing monthly interest at a rate of 2.5%. The note was due in six months from the execution and funding of the note. During April 2017, the note with accrued interest were restated. The restated principal balance of $180,250 bears monthly interest at a rate of 2.5% and was due October 20, 2017. During January 2018, the note with accrued interest were restated. The restated principal balance of $220,506 bears monthly interest at a rate of 2.5% and was due July 12, 2018. In connection with this restated note, we issued 2,000,000 shares of our restricted common stock (See Note 6). We recorded a debt discount in the amount of $2,765 to reflect the value of the common stock as a reduction to the carrying amount of the debt and a corresponding increase to common stock and additional paid-in capital. Amortization for the debt discount for the nine months ended September 30, 2018 was $2,765. The note is in default and negotiation of settlement. During July 2018, we issued 5,000,000 restricted shares due to the default on repayment of the promissory note of $220,506 restated in January 2018 (See Note 6). The shares were valued at fair value of $5,500. At September 30, 2018, the accrued interest is $48,145.On September 26, 2016, we issued a promissory note to an unrelated third party in the amount of $75,000 bearing interest at 10% annually. The note was due in one year from the execution and funding of the note. The note is in default and in negotiation of settlement. At September 30, 2018, the accrued interest is $15,354.In October 2016, we issued a promissory note to an unrelated third party in the amount of $50,000 bearing monthly interest at a rate of 2%. The note was due in six months from the execution and funding of the note. The note is in default and in negotiation of settlement. At September 30, 2018, the accrued interest is $24,233.In June 2017, we issued a promissory note to an unrelated third party in the amount of $12,500 bearing interest at 10% annually. The note was due in one year from the execution and funding of the note. The note is in default and in negotiation of settlement. At September 30, 2018, the accrued interest is $1,625.During July 2017, we received a loan for a total of $200,000 from an unrelated third party. The loan was partially repaid through scheduled payments through August 2017 along with interest on average 15% annum. We have recorded loan costs in the amount of $5,500 for the loan origination fees paid at inception date. The debt discount was fully amortized as of September 30, 2018. At December 31, 2017, the principal balance of the loan was $191,329 and in negotiation of settlement. During June 2018, the loan was settled for $170,402 with scheduled repayments of approximately $7,000 per month through July 2020. We recorded a gain on settlement of debt in other income for $20,927. The Company repaid $21,769 during the third quarter of 2018. At September 30, 2018, the principal balance is $148,633.In July 2017, we issued a promissory note to an unrelated third party in the amount of $50,000 with original issue discount of $10,000. The note was due in six months from the execution and funding of the note. The original issuance discount was fully amortized as of September 30, 2018. The note is in default and in negotiation of settlement. At September 30, 2018, the principal balance of the note is $50,000.In September 2017, we issued a promissory note to an unrelated third party in the amount of $51,000 with original issue discount of $8,500. The note was due in six months from the execution and funding of the note. The original issuance discount was fully amortized as of September 30, 2018. The Company repaid $8,500 in cash in November 2017. In May 2018, the Noteholder received a total of 187,500,000 shares of our restricted common stock with a fair value of $243,750 in satisfaction of the remaining balance of $42,500. We recorded a loss on settlement of debt in other expense for $201,250 (See Note 6).In September 2017, we issued a promissory note to an unrelated third party in the amount of $36,000 with original issue discount of $6,000. The note is due in one year from the execution and funding of the note. The original issue discount is amortized over the term of the loan. Amortization for the original issuance discount have been fully amortized as of September 30, 2018. Repayments of $1,500 and $5,000 have been made in 2017 and nine months ended September 30, 2018, respectively. The note is in default and in negotiation of settlement. During September 2018, we issued 5,000,000 restricted shares due to the default on repayment of the promissory note with a fair value of $3,000. At September 30, 2018, the principal balance of the note is $29,500.In October 2017, we issued a promissory note to an unrelated third party in the amount of $50,000 with original issuance discount of $10,000. The note was due in six months from the execution and funding of the note. In connection with the issuance of this promissory note, we issued 5,000,000 shares of our restricted common stock. We recorded a debt discount in the amount of $3,200 to reflect the value of the common stock as a reduction to the carrying amount of the debt and a corresponding increase to common stock and additional paid-in capital. Amortization for the debt discount and original issuance discount were fully amortized as of September 30, 2018. During April 2018, we issued a total of 1,000,000 restricted shares to a Note holder due to the default on repayment (See Note 6). The shares were valued at fair value of $1,700. Later in April 2018, the Note was restated with principal balance of $60,000 including the original issuance discount of $10,000 due October 2018. In connection with this restated note, we issued 5,000,000 shares of our restricted common stock. We recorded a debt discount in the amount of $8,678 to reflect the value of the common stock as a reduction to the carrying amount of the debt and a corresponding increase to common stock and additional paid-in capital. The debt discount and original issuance discount have been fully amortized as of September 30, 2018. As of September 30, 2018, the principal balance of the note is $60,000.In October 2017, we issued a promissory note to an unrelated third party in the amount of $60,000 with original issuance discount of $10,000. The note was due in six months from the execution and funding of the note. In connection with the issuance of this promissory note, we issued 5,000,000 shares of our restricted common stock. We recorded a debt discount in the amount of $3,300 to reflect the value of the common stock as a reduction to the carrying amount of the debt and a corresponding increase to common stock and additional paid-in capital. The debt discounts were fully amortized as of September 30, 2018. The loan is in default and in negotiation of settlement. 1,000,000 shares of common stock were issued due to the default of repayments with a fair value of $1,500 (See Note 6). At September 30, 2018, the principal balance of the note is $60,000.In November 2017, we issued a promissory note to an unrelated third party in the amount of $120,000 with original issuance discount of $20,000. The note was due in six months from the execution and funding of the note. In connection with the issuance of this promissory note, we issued 10,000,000 shares of our restricted common stock. We recorded a debt discount in the amount of $5,600 to reflect the value of the common stock as a reduction to the carrying amount of the debt and a corresponding increase to common stock and additional paid-in capital. The debt discounts were fully amortized as of September 30, 2018. The loan is in default and in negotiation of settlement. 1,500,000 shares of common stock were issued due to the default of repayments with a fair value of $2,250 (See Note 6). At September 30, 2018, the principal balance of the note is $120,000.In November 2017, we issued a promissory note to an unrelated third party in the amount of $18,000 with original issuance discount of $3,000. The note was due in six months from the execution and funding of the note. In connection with the issuance of this promissory note, we issued 5,000,000 shares of our restricted common stock (See Note 6). We recorded a debt discount in the amount of $2,900 to reflect the value of the common stock as a reduction to the carrying amount of the debt and a corresponding increase to common stock and additional paid-in capital. The debt discounts were fully amortized as of September 30, 2018. The note is in default and in negotiation of settlement. 7,000,000 shares of common stock were issued due to the default of repayments with a fair value of $5,600 (See Note 6). At September 30, 2018, the principal balance of the note is $18,000.In December 2017, we issued a promissory note to an unrelated third party in the amount of $60,000 with original issuance discount of $10,000. The note was due in one year from the execution and funding of the note. During August 2018, the Note holder sold the debt of $60,000 to a non-related party. The subsequent note holder received a total of 145,000,000 shares of our restricted common stock with a fair value of $101,500 in satisfaction of the Note of $60,000 in full. We recorded a loss on settlement of debt in other expense for $41,500 (See Note 6). As a result of the conversion of the note, the debt discount has been fully amortized as of September 30, 2018. | ||
[3] | At September 30, 2018, the balance of $1,512,544 net of discount of $61,300, consisted of the following convertible loans:On March 19, 2014, we issued two Convertible Debentures in the amount of up to $500,000 each (total $1,000,000) to two non-related parties. The first tranche of $15,000 each (total $30,000) of the funds was received during the first quarter of 2014. The notes carry interest at 8% and were due on March 19, 2018. The note holders have the right to convert the notes into shares of Common Stock at a price of $0.20. The notes are in default and in negotiation of settlement. During the three months ended September 30, 2018, repayment of $3,000 was made. At September 30, 2018, these convertible notes payable with principal balance of $27,000 and accrued interest of $11,024, at fair value, was recorded at $77.During December 2015, Mr. Deitsch, assigned $80,000 of his outstanding loan to an unrelated third party in the form of a Convertible Redeemable Note. The note carries interest at 4% and was due on December 7, 2016. The Note reverted back as the promissory note upon maturity date. On June 27, 2017, the Company owed principal balance of $80,000 plus accrued interest of $4,971. The total of $84,971 was assigned and sold to an unrelated third party in the form of a Convertible Redeemable Note (See Note 6(2)). The note carries interest at 8% and was due on June 27, 2018, unless previously converted into shares of restricted common stock. The Noteholder has the right to convert the note into shares of Common Stock at fifty-five percent (55%) of lowest closing bid prices of our restricted common stock for the twenty trading days preceding the conversion date including the date of receipt of conversion notice. During July and August 2017, the Note holder made conversions of a total of 164,935,000 shares of our restricted common stock satisfying the principal balance of $55,325 with a fair value of $225,143. During February 2018, the Note holder made conversions of a total of 109,876,500 shares of our restricted common stock with a fair value of $156,625 in satisfaction of the remaining principal balance of $29,646 in full.On March 31, 2017, we issued a convertible denture in the amount of $80,000 to Coventry Enterprises, LLC ("Coventry"). The note carries interest at 8% and was due on March 30, 2018, unless previously converted into shares of restricted common stock. Coventry has the right to convert the note into shares of Common Stock at a fifty-five percent (55%) of the of the lowest closing bid price of our restricted common stock for the twenty trading days preceding the conversion date including the date of receipt of conversion notice. During February 2018, the Noteholder made a conversion of 70,123,500 shares of our restricted common stock with a fair value of $294,885 in satisfaction of a portion of the Note in the amount of $30,854 (See Note 6).The noteholder sold and assigned the remaining balance of $49,146 with accrued interest of $3,276 to an unrelated third party in the form of a Convertible Redeemable Note. The note carries interest at 8% and is due on February 13, 2019, unless previously converted into shares of restricted common stock. The noteholder has the right to convert the note into shares of our restricted common stock at sixty percent of the lowest trading price of our restricted common stock for the twenty-five prior trading days including the conversion date. During April and May 2018, the Note holder made conversions of a total of 65,885,713 shares of our restricted common stock with a fair value of $156,590 in satisfaction of the remaining principal balance of $49,146 and accrued interest in full (See Note 6).On July 18, 2017, we issued a convertible denture in the amount of $150,000 to Coventry. The note carries interest at 8% and was due on July 18, 2018, unless previously converted into shares of restricted common stock. Coventry has the right to convert the note into shares of Common Stock at a fifty-five percent (55%) of the of the lowest closing bid price of our restricted common stock for the twenty trading days preceding the conversion date including the date of receipt of conversion notice. During February 2018, the noteholder sold and assigned the balance of $150,000 with accrued interest of $6,000 to an unrelated third party in the form of a Convertible Redeemable Note. The note carries interest at 8% and is due on February 13, 2019, unless previously converted into shares of restricted common stock. The noteholder has the right to convert the note into shares of our restricted common stock at sixty percent of the lowest trading price of our restricted common stock for the twenty-five prior trading days including the conversion date. During May and June 2018, the Noteholder made conversions of a total of 120,891,284 shares of our restricted common stock with a fair value of $202,292 in partial satisfaction of the note in the amount of $70,000 (See Note 6). During July through September 2018, the Note holder made conversions of a total of 206,988,570 shares of our restricted common stock with a fair value of $182,553 in satisfaction of the remaining principal balance $86,000 and accrued interest in full (See Note 6).On March 28, 2016, we signed an expansion agreement with Brewer and Associates Consulting, LLC ("B+A") to the original consulting agreement dated on October 15, 2015 for consulting services for twelve months for a monthly fee of $7,000. To relieve our cash obligation of $36,000 per original agreement, we issued three convertible notes for a total of $120,000 which includes the fees due under the original agreement and the new monthly fees due under the expansion agreement. $40,000 and $60,000 of the notes were paid in full as of December 31, 2016 and December 31, 2017, respectively. The remaining balance of $20,000 Notes is in default and negotiation of settlement. The conversion price is equal to 55% of the average of the three lowest volume weighted average prices for the three consecutive trading days immediately prior to but not including the conversion date. At September 30, 2018, the convertible notes payable with principal balance of $20,000, at fair value, were recorded at $32,316.During June 2016, we issued a Convertible Debenture in the amount of $72,000 to an unrelated third party as a result of debt sale. The Note carries interest at 8% and was due on June 20, 2017, unless previously converted into shares of restricted common stock. The convertible note holder has the right to convert the note into shares of Common Stock at fifty-five percent (55%) of the average of the three lowest volume weighted average prices (the VWAP) of our restricted common stock for the fifteen trading days preceding the conversion date. During August 2018, a Note holder received a total of 300,000,000 shares of our restricted common stock in satisfaction of the principal balance of $72,000 with accrued interest in full (See Note 9).During June 2016, the notes payable of $50,000 originating in January 2016 with accrued interest of $4,800 was assigned and sold to an unrelated third party in the form of a Convertible Redeemable Note (See Note 5(2)). The note carries interest at 8% and was due on June 16, 2017, unless previously converted into shares of restricted common stock. The Noteholder has the right to convert the note into shares of Common Stock at fifty-five percent (55%) of the average of the three lowest VWAP prices of our restricted common stock for the fifteen trading days preceding the conversion date. During May 2018, the Note holder made a conversion of 228,000,000 shares of our restricted common stock with a fair value of $319,200 in satisfaction of the principal balance of $54,800 and accrued interest in full (See Note 6).During July 2016, we issued a convertible note to an unrelated third party in the amount of $50,000 bearing monthly interest at a rate of 2.0% and convertible at $0.05 per share. During January 2017, the Note was restated with principal amount of $56,567 bearing monthly interest rate of 2.5%. The New Note of $56,567 was due on July 26, 2017 and convertible at $0.05 per share. During February 2018, the note with accrued interest of $65,600 was restated. The restated principal balance of $65,600 bears monthly interest at a rate of 2.5% and was due August 14, 2018. In connection with this restated note, we issued 1,000,000 shares of our restricted common stock (See Note 6). We recorded a debt discount in the amount of $4,035 to reflect the value of the common stock as a reduction to the carrying amount of the debt and a corresponding increase to common stock and additional paid-in capital. The debt discount was fully amortized as of September 30, 2018. During August 2018, the Notes with accrued interest of $10,476 were restated. The restated principal balance of $76,076 bears monthly interest at a rate of 2.5% and is due February 2019. In connection with this restated note, we issued 5,000,000 shares of our restricted common stock (See Note 6). We recorded a debt discount in the amount of $3,800 to reflect the value of the common stock as a reduction to the carrying amount of the debt and a corresponding increase to common stock and additional paid-in capital. Amortization of debt discount of $950 has been recorded as of September 30, 2018. The note is under personal guarantee by Mr. Deitsch. At September 30, 2018, the convertible note payable was recorded at $76,076. The accrued interest as of September 30, 2018 is $2,345.In April 2017, we issued a Convertible Promissory Note for $33,000 to an unrelated third party. The note carries interest at 12% annually and was due on January 30, 2018. The Holder has the right to convert the loan, beginning on the date which is one hundred eighty (180) days following the date of the Note, into common stock at a price of sixty percent (60%) of the average of the three lowest trading prices of our restricted common stock for the fifteen trading days preceding the conversion date. During October 2017, the Noteholder made the conversions of a total of 50,125,000 of our restricted common stock satisfying the principal balance of $16,040 with a fair value of $35,596. During June 2018, the Note holder made a conversion of 150,000,000 shares of our restricted common stock with a fair value of $180,000 in satisfaction of the remaining principal balance of $16,960 with accrued interest in full (See Note 6).During May and October 2017, we issued two Convertible Debentures for a total of $90,000 ($45,000 each) to Labrys. The notes carry interest at 12% and were due on July 19, 2017 and November 3, 2017, respectively, unless previously converted into shares of restricted common stock. Labrys has the right to convert the notes into shares of Common Stock at sixty percent (60%) of the lowest trading price of our restricted common stock for the twenty-five trading days preceding the conversion date. During November 2017, the Note holder made a conversion of 62,059,253 shares of stock satisfying the principal balance of $11,057 and accrued interest for a fair value of $51,732. During February 2018, we issued 45,000,000 shares of our restricted common stock with a fair value of $3,618,244 to Labrys in settlement of the remaining balance of $78,943 and accrued interest in full (See Note 6).During December 2016, we issued a Convertible Debenture to an unrelated third party in the amount of $110,000. The note carries interest at 12% and matured on September 8, 2017. Unless previously converted into shares of restricted common stock, the Note holder has the right to convert the note into shares of Common Stock at a sixty percent (60%) of the lowest trading prices of our restricted common stock for the twenty-five trading days preceding the conversion date. During June and July 2017, the Note holder made conversions of a total of 179,800,000 shares of stock satisfying the principal balance of $63,001 and accrued interest for a fair value of $298,575. During February 2018, the remaining balance of $46,999 with accrued interest of $2,820 was assigned and sold to an unrelated third party in the form of a Convertible Redeemable Note. During February and July, 2018, in connection with the settlement of a default penalty of the original debt, we issued a total of 105,157,409 shares of our restricted common stock to the original Note holder with a fair value of $173,350.The new note of $49,819 carries interest at 8% and is due on February 13, 2019, unless previously converted into shares of restricted common stock. The Noteholder has the right to convert the note into shares of our restricted common stock at sixty percent of the lowest trading price of our restricted common stock for the twenty-five prior trading days including the conversion date. During September 2018, the Noteholder made a conversions of 52,244,433 shares of our restricted common stock with a fair value of $37,011 in satisfaction of principal balance of $15,000 and accrued interest in full (See Note 6). At September 30, 2018, the convertible note payable with principal balance of $34,819, at fair value, was recorded at $58,979.During May 2017, we issued a Convertible Debenture in the amount of $64,000 to an unrelated third party. The note carries interest at 8% and was due on May 4, 2018, unless previously converted into shares of restricted common stock. The Note holder has the right to convert the note into shares of Common Stock at a sixty percent (60%) of the lowest trading price of our restricted common stock for the twenty trading days preceding the conversion date. During November 2017, the Note holder made a conversion of our restricted common stocks satisfying the principal balance of $856 and penalty of $6,400 for a fair value of $21,399. During February 2018, the remaining balance of $63,144 with accrued interest and penalty of $12,442 was assigned and sold to three unrelated third parties. During June 2018, a Note holder made a conversion of 50,670,000 shares of our restricted common stock with a fair value of $70,938 in satisfaction of the balance of $34,060 plus accrued interest of $6,476 (See Note 6). At September 30, 2018, the remaining principal of $29,381 plus accrued interest of $7,138, at fair value, was recorded at $60,876.During January through September 2018, we issued convertible notes payable to the 14 unrelated third parties for a total of $435,750 with original issue discount of $40,450. The notes are due in six months from the execution and funding of each note. The notes are convertible into shares of Company's common stock at a conversion price ranging from $0.0003 to $0.001 per share. The difference between the conversion price and the fair value of the Company's common stock on the date of issuance of the convertible notes, resulted in a beneficial conversion feature in the amount of $246,913. In addition, upon the issuance of convertible notes, the Company issued 1,250,000 shares of common stock (See Note 6). The Company has recorded a debt discount in the amount of $3,087 to reflect the value of the common stock as a reduction to the carrying amount of the convertible debt and a corresponding increase to common stock and additional paid-in capital. The total discount of $250,000 and original issuance discount of $40,450 was amortized over the term of the debt. Amortization for the nine months ended September 30, 2018 was $232,000. At September 30, 2018, the principal balance of the notes, net of discount of $58, 450 is $377,300.$99,150 of the above mentioned convertible notes payable to seven of the unrelated third parties with original issue discount of $10,150 are in default and in negotiation of settlement.During February 2018, we issued a convertible denture in the amount of $200,000 to an unrelated third party. The note carries interest at 8% and is due in February 2019, unless previously converted into shares of restricted common stock. The Note holder has the right to convert the note into shares of Common Stock at sixty percent of the lowest trading price of our restricted common stock for the twenty-five trading days including the date of receipt of conversion notice. In connection with the issuance of the convertible note payable, we recorded a day-one derivative loss of $1,646,242. At September 30, 2018, the convertible note payable with principal balance of $200,000 and accrued interest of $10,037, at fair value, was recorded at $338,837. The note carries additional $200,000 "Back-end Note" ($100,000 each) with the same terms as the original note.During April 2018, $65,000 of one of the $100,000 Back-end Note was funded. The note carries interest at 8% and is due in February 2019, unless previously converted into shares of restricted common stock. The Note holder has the right to convert the note into shares of Common Stock at sixty percent of the lowest trading price of our restricted common stock for the twenty-five trading days including the date of receipt of conversion notice. In connection with the issuance of the convertible note payable, we recorded a day-one derivative loss of $100,700. At September 30, 2018, the convertible note payable, at fair value, was recorded at $110,122.During March 2018, we issued a convertible denture in the amount of $60,000 to an unrelated third party. The note carries interest at 8% and is due in March 2019, unless previously converted into shares of restricted common stock. The Note holder has the right to convert the note into shares of Common Stock at sixty percent of the lowest trading price of our restricted common stock for the twenty-five trading days including the date of receipt of conversion notice. In connection with the issuance of the convertible note payable, we recorded a day-one derivative loss of $48,418. At September 30, 2018, the convertible note payable, at fair value, was recorded at $101,958. The note carries an additional "Back-end Note" with the same terms as the original note that enables the lender to lend to us another $60,000.During June 2018, the $60,000 Back-end Note was funded. The note carries interest at 8% and is due in March 2019, unless previously converted into shares of restricted common stock. The Note holder has the right to convert the note into shares of Common Stock at sixty percent of the lowest trading price of our restricted common stock for the twenty-five trading days including the date of receipt of conversion notice. In connection with the issuance of the convertible note payable, we recorded a day-one derivative loss of $68,067. At September 30, 2018, the convertible note payable, at fair value, was recorded at $101,958.During May 2018, we issued a convertible denture in the amount of $60,000 to an unrelated third party. The note carries interest at 8% and is due in May 2019, unless previously converted into shares of restricted common stock. The Note holder has the right to convert the note into shares of Common Stock at sixty percent of the lowest trading price of our restricted common stock for the twenty-five trading days including the date of receipt of conversion notice. In connection with the issuance of the convertible note payable, we recorded a day-one derivative loss of $59,257. At September 30, 2018, the convertible note payable, at fair value, was recorded at $102,612.During August 2018, we issued a convertible denture in the amount of $31,500 to an unrelated third party. The note carries interest at 8% and is due in August 2019, unless previously converted into shares of restricted common stock. The Note holder has the right to convert the note into shares of Common Stock at sixty percent of the lowest trading price of our restricted common stock for the twenty-five trading days including the date of receipt of conversion notice. In connection with the issuance of the convertible note payable, we recorded a day-one derivative loss of $23,794. At September 30, 2018, the convertible note payable, at fair value, was recorded at $54,365.During July 2018, we issued a convertible denture in the amount of $50,000 to an unrelated third party. The note carries interest at 8% and is due in July 2019, unless previously converted into shares of restricted common stock. The Note holder has the right to convert the note into shares of Common Stock at fifty five percent of the average three lowest trading price of our restricted common stock for the fifteen trading days including the date of receipt of conversion notice. In connection with the issuance of the convertible note payable, we recorded a day-one derivative loss of $46,734. At September 30, 2018, the convertible note payable, at fair value, was recorded at $71,298.During August 2018, we issued a convertible denture in the amount of $20,000 to an unrelated third party. The note carries interest at 8% and is due in August 2019, unless previously converted into shares of restricted common stock. The Note holder has the right to convert the note into shares of Common Stock at fifty five percent of the average three lowest trading price of our restricted common stock for the fifteen trading days including the date of receipt of conversion notice. In connection with the issuance of the convertible note payable, we recorded a day-one derivative loss of $17,829. At September 30, 2018, the convertible note payable, at fair value, was recorded at $28,627.The Company has concluded that the embedded conversion option and several other features embedded in the hybrid debt agreement requires bifurcation and classification as liabilities, at fair value. As an alternative to this accounting, the Company elected to record the entire hybrid financing instrument as a single financial liability and measured at fair value under the guidance of ASC Topic 815. |
OTHER INDEBTEDNESS (Details) _5
OTHER INDEBTEDNESS (Details) - Schedule of other debt (Parentheticals) - USD ($) | Sep. 30, 2018 | Dec. 31, 2017 |
OTHER INDEBTEDNESS (Details) - Schedule of other debt (Parentheticals) [Line Items] | ||
$ 0 | $ 2,000 | |
Non-Related Party [Member] | ||
OTHER INDEBTEDNESS (Details) - Schedule of other debt (Parentheticals) [Line Items] | ||
0 | 28,723 | |
Convertible Notes Payable [Member] | ||
OTHER INDEBTEDNESS (Details) - Schedule of other debt (Parentheticals) [Line Items] | ||
$ 61,300 | $ 0 |
STOCKHOLDERS' DEFICIT (Details)
STOCKHOLDERS' DEFICIT (Details) - Authorized Shares | Mar. 07, 2018shares |
STOCKHOLDERS' DEFICIT (Details) - Authorized Shares [Line Items] | |
Stock Repurchase Program, Remaining Number of Shares Authorized to be Repurchased (in Shares) | 8,000,000,000 |
Previous [Member] | |
STOCKHOLDERS' DEFICIT (Details) - Authorized Shares [Line Items] | |
Stock Repurchase Program, Remaining Number of Shares Authorized to be Repurchased (in Shares) | 2,000,000,000 |
STOCKHOLDERS' DEFICIT (Detail_2
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued with Indebtedness - Restricted Stock [Member] - USD ($) | 1 Months Ended | 2 Months Ended | |
Aug. 31, 2018 | Apr. 30, 2018 | Feb. 28, 2018 | |
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued with Indebtedness [Line Items] | |||
Stock Issued During Period, Shares, Other (in Shares) | 5,000,000 | 5,000,000 | 4,250,000 |
Stock Issued During Period, Value, Other | $ 3,800 | $ 8,678 | $ 9,887 |
STOCKHOLDERS' DEFICIT (Detail_3
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Conversion of Convertible Debt - USD ($) | 1 Months Ended | 2 Months Ended | 3 Months Ended | |||||
Sep. 30, 2018 | Aug. 31, 2018 | Jun. 30, 2018 | May 30, 2018 | Feb. 28, 2018 | Jun. 30, 2018 | May 30, 2018 | Sep. 30, 2018 | |
Note Holder 3 [Member] | ||||||||
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Conversion of Convertible Debt [Line Items] | ||||||||
Conversion of Stock, Amount Converted | $ 30,854 | |||||||
Debt Instrument, Face Amount | 80,000 | |||||||
Note Holder 1 [Member] | ||||||||
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Conversion of Convertible Debt [Line Items] | ||||||||
Debt Instrument, Face Amount | 29,646 | |||||||
Debt Conversion, Original Debt, Amount | 84,971 | |||||||
Note Holder 11 [Member] | ||||||||
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Conversion of Convertible Debt [Line Items] | ||||||||
Debt Instrument, Face Amount | 78,943 | |||||||
Debt Conversion, Original Debt, Amount | $ 90,000 | |||||||
Note Holder 2 [Member] | ||||||||
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Conversion of Convertible Debt [Line Items] | ||||||||
Conversion of Stock, Amount Converted | $ 49,146 | |||||||
Note Holder 4 [Member] | ||||||||
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Conversion of Convertible Debt [Line Items] | ||||||||
Repayments of Convertible Debt | $ 70,000 | |||||||
Notes Payable | $ 156,000 | 156,000 | ||||||
Note Holder 6 [Member] | ||||||||
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Conversion of Convertible Debt [Line Items] | ||||||||
Repayments of Convertible Debt | $ 54,800 | |||||||
Note Holder 7 [Member] | ||||||||
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Conversion of Convertible Debt [Line Items] | ||||||||
Debt Instrument, Face Amount | 16,960 | $ 16,960 | ||||||
Debt Conversion, Original Debt, Amount | $ 33,000 | |||||||
Note Holder 8 [Member] | ||||||||
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Conversion of Convertible Debt [Line Items] | ||||||||
Repayments of Convertible Debt | 34,060 | |||||||
Deposit Liabilities, Accrued Interest | $ 6,476 | $ 6,476 | ||||||
Note Holder 9 [Member] | ||||||||
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Conversion of Convertible Debt [Line Items] | ||||||||
Repayments of Convertible Debt | $ 86,000 | |||||||
Note Holder 10 [Member] | ||||||||
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Conversion of Convertible Debt [Line Items] | ||||||||
Repayments of Convertible Debt | $ 15,000 | |||||||
Restricted Stock [Member] | Note Holder 1 [Member] | ||||||||
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Conversion of Convertible Debt [Line Items] | ||||||||
Conversion of Stock, Shares Converted (in Shares) | 109,876,500 | |||||||
Conversion of Stock, Amount Converted | $ 156,625 | |||||||
Restricted Stock [Member] | Note Holder 11 [Member] | ||||||||
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Conversion of Convertible Debt [Line Items] | ||||||||
Conversion of Stock, Shares Converted (in Shares) | 300,000,000 | 45,000,000 | ||||||
Conversion of Stock, Amount Converted | $ 3,618,244 | |||||||
Debt Conversion, Original Debt, Amount | $ 72,000 | |||||||
Restricted Stock [Member] | Note Holder 6 [Member] | ||||||||
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Conversion of Convertible Debt [Line Items] | ||||||||
Conversion of Stock, Shares Converted (in Shares) | 228,000,000 | |||||||
Conversion of Stock, Amount Converted | $ 319,200 | |||||||
Restricted Stock [Member] | Note Holder 3 [Member] | ||||||||
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Conversion of Convertible Debt [Line Items] | ||||||||
Conversion of Stock, Shares Converted (in Shares) | 70,123,500 | |||||||
Treasury Stock Acquired, Purchase Price Significantly in Excess of Current Fair Value, Description | $ 294,885 | |||||||
Restricted Stock [Member] | Note Holder 2 [Member] | ||||||||
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Conversion of Convertible Debt [Line Items] | ||||||||
Conversion of Stock, Shares Converted (in Shares) | 65,885,713 | |||||||
Treasury Stock Acquired, Purchase Price Significantly in Excess of Current Fair Value, Description | $ 156,590 | |||||||
Restricted Stock [Member] | Note Holder 4 [Member] | ||||||||
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Conversion of Convertible Debt [Line Items] | ||||||||
Conversion of Stock, Shares Converted (in Shares) | 120,891,284 | |||||||
Conversion of Stock, Amount Converted | $ 202,292 | |||||||
Restricted Stock [Member] | Note Holder 7 [Member] | ||||||||
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Conversion of Convertible Debt [Line Items] | ||||||||
Conversion of Stock, Shares Converted (in Shares) | 150,000,000 | |||||||
Conversion of Stock, Amount Converted | $ 180,000 | |||||||
Restricted Stock [Member] | Note Holder 8 [Member] | ||||||||
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Conversion of Convertible Debt [Line Items] | ||||||||
Conversion of Stock, Shares Converted (in Shares) | 50,670,000 | |||||||
Conversion of Stock, Amount Converted | $ 70,938 | |||||||
Restricted Stock [Member] | Note Holder 9 [Member] | ||||||||
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Conversion of Convertible Debt [Line Items] | ||||||||
Conversion of Stock, Shares Converted (in Shares) | 206,988,570 | |||||||
Conversion of Stock, Amount Converted | $ 182,553 | |||||||
Restricted Stock [Member] | Note Holder 10 [Member] | ||||||||
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Conversion of Convertible Debt [Line Items] | ||||||||
Conversion of Stock, Shares Converted (in Shares) | 52,244,433 | |||||||
Conversion of Stock, Amount Converted | $ 37,011 |
STOCKHOLDERS' DEFICIT (Detail_4
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Conversion of Promissory Note - USD ($) | 1 Months Ended | |
Aug. 31, 2018 | May 30, 2018 | |
Note Holder 12 [Member] | ||
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Conversion of Promissory Note [Line Items] | ||
Repayments of Convertible Debt | $ 42,500 | |
Note holder 13 [Member] | ||
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Conversion of Promissory Note [Line Items] | ||
Repayments of Convertible Debt | $ 60,000 | |
Debt Securities, Gain (Loss) | $ 41,500 | |
Restricted Stock [Member] | Note Holder 12 [Member] | ||
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Conversion of Promissory Note [Line Items] | ||
Conversion of Stock, Shares Converted (in Shares) | 187,500,000 | |
Conversion of Stock, Amount Converted | $ 243,750 | |
Restricted Stock [Member] | Note holder 13 [Member] | ||
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Conversion of Promissory Note [Line Items] | ||
Conversion of Stock, Shares Converted (in Shares) | 145,000,000 | |
Conversion of Stock, Amount Converted | $ 101,500 |
STOCKHOLDERS' DEFICIT (Detail_5
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Account Payable - Note holder 14 [Member] | 1 Months Ended |
Aug. 31, 2018USD ($)shares | |
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Account Payable [Line Items] | |
Repayments of Long-term Loans from Vendors | $ 4,200 |
Debt Securities, Gain (Loss) | $ 1,400 |
Restricted Stock [Member] | |
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Account Payable [Line Items] | |
Conversion of Stock, Shares Issued (in Shares) | shares | 2,800,000 |
Conversion of Stock, Amount Issued | $ 2,800 |
STOCKHOLDERS' DEFICIT (Detail_6
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Settlement of Default Penalty - Restricted Stock [Member] - Note holder 16 [Member] | Jul. 31, 2018USD ($)shares |
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Settlement of Default Penalty [Line Items] | |
Common Stock, Shares, Issued (in Shares) | shares | 105,157,409 |
Common Stock, Value, Issued | $ | $ 173,350 |
STOCKHOLDERS' DEFICIT (Detail_7
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Default Payments - Restricted Stock [Member] - USD ($) | 1 Months Ended | 6 Months Ended |
Apr. 30, 2018 | Sep. 30, 2018 | |
Note Holder 12 [Member] | ||
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Default Payments [Line Items] | ||
Restricted Stock, Shares Issued Net of Shares for Tax Withholdings (in Shares) | 1,000,000 | |
Debt Instrument, Debt Default, Amount | $ 50,000 | |
Debt Instrument, Fair Value Disclosure | $ 1,700 | |
Note holder 13 [Member] | ||
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Default Payments [Line Items] | ||
Restricted Stock, Shares Issued Net of Shares for Tax Withholdings (in Shares) | 26,625,000 | |
Restricted Stock, Value, Shares Issued Net of Tax Withholdings | $ 23,815 |
STOCKHOLDERS' DEFICIT (Detail_8
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Services - Note Holder 11 [Member] - USD ($) | 9 Months Ended | |
Sep. 30, 2018 | Jun. 30, 2018 | |
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Services [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost | $ 40,000 | |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $ 80,000 | |
Restricted Stock [Member] | ||
STOCKHOLDERS' DEFICIT (Details) - Common Stock Issued for Services [Line Items] | ||
Common Stock, Shares, Issued (in Shares) | 100,000,000 | |
Common Stock, Par or Stated Value Per Share (in Dollars per share) | $ 0.0012 |
STOCKHOLDERS' DEFICIT (Detail_9
STOCKHOLDERS' DEFICIT (Details) - Beneficial Conversion Features | 9 Months Ended |
Sep. 30, 2018USD ($) | |
Note Holder 6 [Member] | |
STOCKHOLDERS' DEFICIT (Details) - Beneficial Conversion Features [Line Items] | |
Debt Instrument, Convertible, Beneficial Conversion Feature | $ 246,913 |
STOCK WARRANTS (Details)
STOCK WARRANTS (Details) | Sep. 30, 2018USD ($)$ / shares |
Stock Options and Warrants [Abstract] | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value, Nonvested | $ | $ 0 |
Share Price | $ / shares | $ 0.0004 |
STOCK WARRANTS (Details) - Sche
STOCK WARRANTS (Details) - Schedule of warrants outstanding | 9 Months Ended |
Sep. 30, 2018$ / sharesshares | |
Schedule of warrants outstanding [Abstract] | |
Number of shares, Balance | 13,540,000 |
Weighted average exercise price, Balance (in Dollars per share) | $ / shares | $ 0.023 |
Number of shares, Exercised | |
Weighted average exercise price, Exercised (in Dollars per share) | $ / shares | |
Number of shares, Issued | |
Weighted average exercise price, Issued | |
Number of shares, Forfeited | (940,000) |
Weighted average exercise price, Forfeited (in Dollars per share) | $ / shares | $ 0.015 |
Number of shares, Balance | 12,600,000 |
Weighted average exercise price, Balance (in Dollars per share) | $ / shares | $ 0.026 |
STOCK WARRANTS (Details) - Sc_2
STOCK WARRANTS (Details) - Schedule of fixed-price warrants outstanding | 9 Months Ended |
Sep. 30, 2018$ / sharesshares | |
STOCK WARRANTS (Details) - Schedule of fixed-price warrants outstanding [Line Items] | |
2018 (in Shares) | shares | 12,600,000 |
2,018 | 1 year 3 days |
2,018 | $ 0.026 |
Minimum [Member] | |
STOCK WARRANTS (Details) - Schedule of fixed-price warrants outstanding [Line Items] | |
2,018 | 0.005 |
Maximum [Member] | |
STOCK WARRANTS (Details) - Schedule of fixed-price warrants outstanding [Line Items] | |
2,018 | $ 1 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Details) - Operating Leases - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 60 Months Ended | ||||
Feb. 29, 2016 | Feb. 28, 2013 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Aug. 01, 2017 | Jul. 31, 2012 | |
COMMITMENTS AND CONTINGENCIES (Details) - Operating Leases [Line Items] | ||||||||
Lessor, Operating Lease, Term of Contract | 3 years | 3 years | ||||||
Operating Leases, Rent Expense, Monthly | $ 3,200 | $ 3,500 | ||||||
Operating Leases, Rent Expense | $ 25,166 | $ 31,867 | $ 92,968 | $ 92,552 | ||||
Recepto Pharm [Member] | ||||||||
COMMITMENTS AND CONTINGENCIES (Details) - Operating Leases [Line Items] | ||||||||
Operating Leases, Rent Expense, Monthly | $ 6,400 | |||||||
Lessor, Operating Lease, Renewal Term | 5 years | 5 years | ||||||
Lease Expiration Date | Aug. 1, 2017 |
COMMITMENTS AND CONTINGENCIES_3
COMMITMENTS AND CONTINGENCIES (Details) - Consulting Agreements - Consultant Agreement 1 [Member] - USD ($) | 1 Months Ended | 9 Months Ended |
Jul. 31, 2015 | Sep. 30, 2018 | |
COMMITMENTS AND CONTINGENCIES (Details) - Consulting Agreements [Line Items] | ||
Lessor, Operating Lease, Term of Contract | 5 years | |
Common Stock, Shares, Issued (in Shares) | 500,000 | |
Debt Instrument, Term | 1 year | |
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | |
Debt Instrument, Face Amount | $ 50,000 | |
Common Stock, Par or Stated Value Per Share (in Dollars per share) | $ 0.18 | |
Accrued expense | $ 142,500 |
COMMITMENTS AND CONTINGENCIES_4
COMMITMENTS AND CONTINGENCIES (Details) - Litigation - USD ($) | Oct. 12, 2018 | Sep. 28, 2018 | Aug. 01, 2018 | Aug. 17, 2015 | Jul. 01, 2015 | Sep. 30, 2011 | Apr. 21, 2011 | Sep. 30, 2018 | Dec. 31, 2015 | Oct. 26, 2017 |
Patricia Meding, et. al. v. ReceptoPharm, Inc. [Member] | ||||||||||
COMMITMENTS AND CONTINGENCIES (Details) - Litigation [Line Items] | ||||||||||
Loss Contingency, Settlement Agreement, Terms | The settlement agreement executed on June 1, 2015 provides that ReceptoPharm will pay Ms. Meding a total of $360,000 over 35 months. The first payment of $20,000 was made on July 1, 2015. A second payment of $20,000 was made on August 17, 2015 with 32 subsequent monthly $10,000 payments due on the 15th of every month thereafter. | |||||||||
Litigation Settlement, Amount Awarded to Other Party | $ 360,000 | |||||||||
Litigation Settlement, Term Of Payments | 35 months | |||||||||
Payments for Legal Settlements | $ 20,000 | $ 20,000 | ||||||||
Payment increase in event of default | $ 200,000 | |||||||||
Loss Contingency Accrual, Provision | 200,000 | |||||||||
Liquid Packaging Resources, Inc. v. Nutra Pharma Corp. and Erik “Rik” Deitsch [Member] | ||||||||||
COMMITMENTS AND CONTINGENCIES (Details) - Litigation [Line Items] | ||||||||||
Litigation Settlement, Amount Awarded to Other Party | $ 350,000 | |||||||||
Litigation Settlement, Term Of Payments | 7 months | |||||||||
Payments for Legal Settlements | $ 50,000 | |||||||||
Paul Reid et al. v. Nutra Pharma Corp. et al. [Member] | ||||||||||
COMMITMENTS AND CONTINGENCIES (Details) - Litigation [Line Items] | ||||||||||
Estimated Litigation Liability | $ 315,000 | |||||||||
Gain (Loss) Related to Litigation Settlement | $ 770,968 | |||||||||
Get Credit Healthy, Inc. v. Nutra Pharma Corp. and Rik Deitsch | ||||||||||
COMMITMENTS AND CONTINGENCIES (Details) - Litigation [Line Items] | ||||||||||
Loss Contingency, Settlement Agreement, Terms | We agreed to this request (in large part because we will be required to mediate the lawsuit prior to trial under the applicable local rules), but as of yet, no mediation date has been set. At September 30, 2018, we owed principal balance of $101,818 and accrued interest of $17,944 (See Note 5). | |||||||||
Loss Contingency, Damages Sought, Value | $ 100,000 | |||||||||
Long-term Debt | 101,818 | |||||||||
Debt Instrument, Increase, Accrued Interest | 17,944 | |||||||||
CSA 8411, LLC v. Nutra Pharma Corp | ||||||||||
COMMITMENTS AND CONTINGENCIES (Details) - Litigation [Line Items] | ||||||||||
Loss Contingency, Settlement Agreement, Terms | As of yet, counsel for CSA 8411, LLC has not reached out to us to set mediation. However, given the fact that the claims at issue involve the same underlying facts as the claims at issue in the lawsuit filed by Get Credit Healthy, Inc., we anticipate that both matters will be set for mediation at the same time. At September 30, 2018, we owed principal balance of $91,156 and accrued interest of $16,253 (See Note 5). | |||||||||
Loss Contingency, Damages Sought, Value | $ 100,000 | |||||||||
Long-term Debt | 91,156 | |||||||||
Debt Instrument, Increase, Accrued Interest | $ 16,253 | |||||||||
Securities and Exchange Commission v. Nutra Pharma Corporation, Erik Deitsch, and Sean Peter McManus | ||||||||||
COMMITMENTS AND CONTINGENCIES (Details) - Litigation [Line Items] | ||||||||||
Private Placement Offerings, Amount Raised | $ 920,000 | |||||||||
Reimbursement for third party expenses [Member] | Liquid Packaging Resources, Inc. v. Nutra Pharma Corp. and Erik “Rik” Deitsch [Member] | ||||||||||
COMMITMENTS AND CONTINGENCIES (Details) - Litigation [Line Items] | ||||||||||
Loss Contingency, Damages Sought, Value | $ 359,826.85 | |||||||||
Punitive Damages [Member] | Liquid Packaging Resources, Inc. v. Nutra Pharma Corp. and Erik “Rik” Deitsch [Member] | ||||||||||
COMMITMENTS AND CONTINGENCIES (Details) - Litigation [Line Items] | ||||||||||
Loss Contingency, Damages Sought, Value | $ 500,000 |
COMMITMENTS AND CONTINGENCIES_5
COMMITMENTS AND CONTINGENCIES (Details) - Operating Leases | Sep. 30, 2018USD ($) |
Operating Leases [Abstract] | |
2018 (nine months) | $ 31,623 |
2,019 | 91,913 |
2,020 | 87,991 |
2,021 | 91,379 |
2,022 | 54,490 |
$ 357,396 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - Non-Related Party [Member] | 1 Months Ended |
Oct. 31, 2018USD ($)$ / sharesshares | |
SUBSEQUENT EVENTS (Details) [Line Items] | |
Conversion of Stock, Amount Issued | $ 40,000 |
Debt Instrument, Unamortized Discount | $ 8,000 |
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $ / shares | $ 0.0005 |
Restricted Stock [Member] | |
SUBSEQUENT EVENTS (Details) [Line Items] | |
Common Stock, Shares, Issued (in Shares) | shares | 6,000,000 |