IIOT-OXYS (ITOX) S-1/A 27 Aug 18 2018 Q2 IPO registration (amended) Financial data

Document and Entity Information

Document and Entity Information - USD ($)	6 Months Ended
	Jun. 30, 2018	Aug. 14, 2018	Jun. 30, 2017
Document And Entity Information
Entity Registrant Name	IIOT-OXYS, Inc.
Entity Central Index Key	1,290,658
Document Type	S-1/A
Document Period End Date	Jun. 30, 2018
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Smaller Reporting Company
Entity Public Float			$ 0
Entity Common Stock, Shares Outstanding		40,636,328
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2,018

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Jun. 30, 2018	Dec. 31, 2017	Dec. 31, 2016
CURRENT ASSETS:
Cash and cash equivalents	$ 251,453	$ 60,863	$ 481,841
Cash - Escrow	0	1,782	52,659
Accounts Receivable	6,080	39,800	0
Prepaid Insurance	4,540	14,778	0
Inventory	11,580	0	10,035
TOTAL CURRENT ASSETS	273,653	117,223	544,535
Other Assets
Other Asset - Licensing Agreement	0	1,000	0
Total Other Assets	0	1,000	0
TOTAL ASSETS	273,653	118,223	544,535
CURRENT LIABILITIES
Accounts payable	55,029	38,357	0
Credit Card Payable	5,790	203	0
Accrued Liabilities	210,812
Income Tax Payable	3,332
Due to stockholder	1,000	1,000	1,000
TOTAL CURRENT LIABILITIES	275,963	39,560	1,000
Note Payable, net	108,904	0
Total Long-Term Liabilities	108,904	0
TOTAL LIABILITIES	384,867	39,560	1,000
STOCKHOLDERS' EQUITY
Preferred stock	0	0	0
Common stock	40,633	38,983	9,957
Additional paid in capital	2,077,538	1,579,401	542,204
Accumulated deficit	(2,229,385)	(1,539,721)	(8,626)
TOTAL STOCKHOLDERS' EQUITY	(111,214)	78,663	543,535
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$ 273,653	$ 118,223	$ 544,535

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Jun. 30, 2018	Dec. 31, 2017	Dec. 31, 2016
Statement of Financial Position [Abstract]
Preferred stock, par value	$ 0.001	$ 0.001	$ 0.001
Preferred stock, shares authorized	10,000,000	10,000,000	10,000,000
Preferred stock, shares issued	0	0	0
Preferred stock, shares outstanding	0	0	0
Common stock, par value	$ 0.001	$ .001	$ .001
Common stock, shares authorized	190,000,000	190,000,000	190,000,000
Common stock, shares issued	40,633,327	38,983,327	33,197,769
Common stock, shares outstanding	40,633,327	38,983,327	33,197,769

Statements of Operations

Statements of Operations - USD ($)	3 Months Ended		5 Months Ended	6 Months Ended		12 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2016	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2017
Revenues
Sales	$ 50,522	$ 0	$ 0	$ 64,172	$ 0	$ 39,800
Cost of sales	23,035	0	0	31,785	0	47,887
Gross profit	27,487	0	0	32,387	0	(8,087)
Expenses
Demo Parts	707	0	0	936	0	34,393
Bank service charges	93	110	82	359	190	648
Office expenses	8,184	1,361	100	15,643	2,189	17,090
Organization costs	4,367	1,460	1,000	12,587	3,735	23,808
Insurance	5,772	0	0	11,480		8,372
Professional	357,919	113,999	7,162	500,913	140,819	1,416,527
Travel	1,674	6,326	282	4,016	8,055	22,158
Patent License Fee	0	0		41,076	0
Total Expenses	378,716	123,256	8,626	587,010	154,988	1,522,996
Other Income (Expenses):
Interest expense	(78,603)	(12)	0	(135,041)	(12)	(12)
Total Other Income (Expense)	(78,603)	(12)	0	(135,041)	(12)	(12)
Net (loss) Before Income Taxes	(429,832)	(123,268)	(8,626)	(689,664)	(155,000)	(1,531,095)
Income Tax Benefit (Expense)	0	0	0	0	0	0
Net (Loss)	$ (429,832)	$ (123,268)	$ (8,626)	$ (689,664)	$ (155,000)	$ (1,531,095)
Loss per common share	$ (0.0106)	$ (0.0036)	$ (.0003)	$ (0.0170)	$ (0.0045)	$ (.0422)
Weighted average number of shares outstanding - Basic and Diluted	40,633,327	34,687,243	31,768,822	40,569,515	34,451,477	36,241,821

Statements of Changes in Stockh

Statements of Changes in Stockholders Equity - USD ($)	Common Stock	Additional Paid-In Capital	Accumulated Deficit	Total
Beginning balance, shares at Aug. 03, 2016	0
Beginning balance, value at Aug. 03, 2016	$ 0	$ 0	$ 0	$ 0
Issuance of common stock, shares	5,715,789
Issuance of common stock, value	$ 1,724	550,437		552,161
Stock split, shares	27,472,819
Stock split, value	$ 8,233	(8,233)	0	0
Net loss			(8,626)	(8,626)
Ending balance, shares at Dec. 31, 2016	33,197,769
Ending balance, value at Dec. 31, 2016	$ 9,957	542,204	(8,626)	543,535
Issuance of common stock, shares	2,019,474
Issuance of common stock, value	$ 977	1,136,022		1,136,999
To reflect effect of acquisition (reverse merger/recapitalization), shares	3,766,084
To reflect effect of acquisition (reverse merger/recapitalization), value	$ 28,049	(98,825)		(70,776)
Net loss			(1,531,721)	(1,531,095)
Ending balance, shares at Dec. 31, 2017	38,983,327
Ending balance, value at Dec. 31, 2017	$ 38,963	$ 1,579,401	$ (1,539,721)	78,663
Net loss				(689,664)
Ending balance, value at Jun. 30, 2018				$ (111,214)

Statements of Cash Flows

Statements of Cash Flows - USD ($)	5 Months Ended	6 Months Ended		12 Months Ended
	Dec. 31, 2016	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2017
Cash Flows from Operating Activities
Net (Loss)	$ (8,626)	$ (689,664)	$ (155,000)	$ (1,531,095)
Adjustments to reconcile net loss to net cash (used) by operating activities:
Non-Cash Stock Compensation	0			995,500
Non-Cash Acquisition of Net Assets		(332)	0
Non-Cash Amortization of Disount on Note Payable		108,904	0
Changes in operating assets and liabilities:
(Increase) Decrease in Accounts Receivable	0	33,720	0	(39,800)
(Increase) decrease in Inventory	(10,035)	(11,580)	(13,625)	10,035
(Increase) decrease in Prepaid Insurance	0	10,238	0	(14,778)
(Increase) decrease in Escrow	(52,659)	1,782	13,300	50,877
Licensing Agreement		1,000	0
Increase (Decrease) in Accounts Payable	0	16,672	70,079	38,357
Increase (Decrease) in Credit Card Payable	0	5,587	2,702	203
Accrued Liabilities		210,812	0
Income Tax Payable		3,332	0
Other Liability		0	1,000
Due to Stockholder	1,000			0
Net cash (used) by operating activities	(70,320)	(309,529)	(81,544)	(490,701)
Cash Flows from Investing Activities:
Subsidiary Cash Obtained in Acquisition		119	0
Cash Paid in Conjunction with Licensing Agreement	0	0	(1,000)	(1,000)
Net Cash (Used) by Investing Activities	0	119	(1,000)	(1,000)
Cash Flows from Financing Activities:
Cash Paid Related to Securities Exchange Agreement		0	(38,180)
Change in Owner's Investment, net		0	0
Cash Received from Convertible Note Payable		500,000	0
Issuance of Common Stock, Net of Costs	552,161	0	141,499	70,723
Net Cash Provided by Financing Activities	552,161	500,000	103,319	70,723
Net (Decrease) Increase in Cash and Cash Equivalents	481,841	190,590	20,775	(420,978)
Cash and Cash Equivalents at beginning of period	0	60,863	481,841	481,841
Cash and Cash Equivalents att end of period	481,841	251,453	502,616	60,863
Supplemental Information:
Interest paid during the period	0	135,041	0	12
Taxes paid during the period	$ 0	$ 0	$ 0	$ 0

1. Nature of Operations

1. Nature of Operations	6 Months Ended	12 Months Ended
	Jun. 30, 2018	Dec. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of Operations	1. NATURE OF OPERATIONS On July 28, 2017, IIOT-OXYS, Inc., a Nevada corporation (the “ Company OXYS On December 14, 2017, the Company entered into a Securities Exchange Agreement dated December 14, 2017, between the Company, OXYS, and HereLab, Inc., a Delaware corporation (“ HereLab OXYS Corporation was incorporated on August 4, 2016 in Nevada. It maintains its principal office in Massachusetts at 705 Cambridge St., Cambridge, MA 02142. The Company was only recently formed and is currently devoting substantially all its efforts in identifying, developing and marketing engineered products, software and services for applications in the Industrial Internet which involves collecting and processing data collected from a wide variety of industrial systems and machines.	On July 28, 2017, IIOT-OXYS, Inc., a Nevada corporation (the “ Company OXYS OXYS Corporation was incorporated on August 4, 2016 in Nevada. It maintains its principal office in Massachusetts at 705 Cambridge St., Cambridge, MA 02142. The Company was only recently formed and is currently devoting substantially all its efforts in identifying, developing and marketing engineered products, software and services for applications in the Industrial Internet which involves collecting and processing data collected from a wide variety of industrial systems and machines.

2. Summary of Significant Accou

2. Summary of Significant Accounting Policies	6 Months Ended	12 Months Ended
	Jun. 30, 2018	Dec. 31, 2017
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The Company's financial statements are prepared on the accrual method of accounting. The accounting and reporting policies of the Company conform with generally accepted accounting principles (GAAP). Interim Financial Statements The accompanying unaudited condensed interim financial statements and related notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“ U.S. GAAP Principles of Consolidation The consolidated financial statements for June 30, 2018 include the accounts of IIOT-OXYS, Inc., OXYS Corporation, and HereLab, Inc. All significant intercompany balances and transactions have been eliminated. The consolidated financial statements for fiscal year 2017 include the accounts of IIOT-OXYS, Inc., and OXYS Corporation. All significant intercompany balances and transactions have been eliminated. Accounts Receivable and Allowance for Doubtful Accounts Trade accounts receivable are carried at original invoice amount less an estimate made for doubtful accounts. The Company determines the allowance for doubtful accounts by identifying potential troubled accounts and by using historical experience and future expectations applied to an aging of accounts. Trade accounts receivable are written off when deemed uncollectible. Recoveries of trade accounts receivable previously written off are recorded as income when received. The allowance for doubtful accounts at June 30, 2018 and December 31, 2017 was $0, respectively. Revenue Recognition The Company’s revenue is derived primarily from providing services under contractual agreements. The Company recognizes revenue in accordance with ASC Topic No. 606 based on the following criteria: · Identification of a contract or contracts, with a customer. · Identification of the performance obligations in the contract. · Determination of contract price. · Allocation of transaction price to the performance obligation. · Recognition of revenue when, or as, performance obligation is satisfied. Reclassification Certain amounts in prior-period financial statements have been reclassified for comparative purposes to conform to presentation in the current-period financial statements. Use of Estimates Management uses estimates and assumptions in preparing these financial statements in accordance with generally accepted accounting principles. These estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported revenues and expenses during the reporting period. Actual results could vary from the estimates that were used. Fair Value of Financial Instruments Fair Value of Financial Instruments - The Company accounts for fair value measurements in accordance with accounting standard ASC 820-10-50, Fair Value Measurements. This guidance defines fair value, establishes a three-level valuation hierarchy for disclosures of fair value measurement and enhances disclosure requirements for fair value measures. The three levels are defined as follows: Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. Level 3 inputs to valuation methodology are unobservable and significant to the fair measurement. The fair value of certain of our financial instruments including cash and cash equivalents, cash escrow and due to stockholder approximate their carrying amounts because of the short-term maturity of these instruments. Income Taxes The Company accounts for income taxes in accordance with FASB ASC 740, Income Taxes, which requires the recognition of deferred income taxes for differences between the basis of assets and liabilities for financial statement and income tax purposes. Deferred taxes are recognized for operating losses that are available to offset future taxable income. Valuation allowances are established to reduce deferred tax assets to the amount expected to be realized. The Company adopted the provisions of FASB ASC 740-10-25, which prescribes a recognition threshold and measurement attribute for the recognition and measurement of tax positions taken or expected to be taken in income tax returns. FASB ASC 740-10-25 also provides guidance on de-recognition of income tax assets and liabilities, classification of current and deferred income tax assets and liabilities, and accounting for interest and penalties associated with tax positions. The Company's tax returns are subject to tax examinations by U.S. federal and state authorities until respective statute of limitation. Currently, the 2016 tax year is open and subject to examination by taxing authorities. However, the Company is not currently under audit nor has the Company been contacted by any of the taxing authorities. The Company does not have any accruals for uncertain tax positions at June 30, 2018 and December 31, 2017. It is not anticipated that unrecognized tax benefits would significantly increase or decrease within 12 months of the reporting date. Cash and Cash Equivalents For purposes of the statement of cash flows, the Company considers all unrestricted highly liquid investments with an original maturity of three months or less to be cash equivalents. Concentration of Risk Financial instruments that potentially expose the Company to concentrations of risk consist primarily of cash and cash equivalents and cash-escrow, which are generally not collateralized. The Company’s policy is to place its cash and cash equivalents with high quality financial institutions, in order to limit the amount of credit exposure. Accounts at each institution are insured by the Federal Deposit Insurance Corporation (FDIC), up to $250,000. At June 30, 2018 and December 31, 2017, the Company had approximately $0 and $0 in excess of the FDIC insurance limit, respectively. Inventory Inventory consists primarily of demo equipment and is recorded at the lower of cost (first-in, first out method) or market. Convertible Debt Convertible debt is accounted for under FASB ASC 470, Debt – Debt with Conversion and Other Options. The registrant records a beneficial conversion feature (“ BCF Under these guidelines, the registrant allocates the value of the proceeds received from a convertible debt transaction between the conversion feature and any other detachable instruments (such as warrants) on a relative fair value basis. The allocated fair value of the BCF and warrants are recorded as a debt discount and is accreted over the expected term of the convertible debt as interest expense. The registrant accounts for modifications of its embedded conversion features in accordance with the ASC which requires the modification of a convertible debt instrument that changes the fair value of an embedded conversion feature and the subsequent recognition of interest expense or the associated debt instrument when the modification does not result in a debt extinguishment. Earnings (Loss) Per Share The Company computes net earnings (loss) per share under ASC 260-10, Earnings Per Share, which requires a dual presentation of basic and diluted earnings or loss per share. Basic earnings or loss per share (" EPS Going Concern The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As shown in the accompanying financial statements, the Company was only recently formed, has incurred continuing operating losses and has an accumulated deficit of $2,229,385 and $1,539,721 at June 30, 2018 and December 31, 2017, respectively. These factors raise substantial doubt about the ability of the Company to continue as a going concern. Management believes that it will be able to achieve a satisfactory level of liquidity to meet the Company’s obligations for the next twelve months by generating revenues and through additional borrowings as needed. However, there can be no assurance that the Company will be able to generate sufficient liquidity to maintain its operations. The financial statements do not include any adjustments that might result from the outcome of these uncertainties.	Basis of Presentation The Company's financial statements are prepared on the accrual method of accounting. The accounting and reporting policies of the Company conform with generally accepted accounting principles (GAAP). As a result of the change in control resulting from the closing of the Securities Exchange Agreement transaction, OXYS has assumed the public reporting obligations of the public company. Accordingly, the 2016 comparative financial statements are those of OXYS. Principles of Consolidation The consolidated financial statements for December 31, 2017 include the accounts of IIOT-OXYS, Inc., and OXYS Corporation. All significant intercompany balances and transactions have been eliminated. Accounts Receivable and Allowance for Doubtful Accounts Trade accounts receivable are carried at original invoice amount less an estimate made for doubtful accounts. The Company determines the allowance for doubtful accounts by identifying potential troubled accounts and by using historical experience and future expectations applied to an aging of accounts. Trade accounts receivable are written off when deemed uncollectible. Recoveries of trade accounts receivable previously written off are recorded as income when received. The allowance for doubtful accounts at December 31, 2017 and 2016 was $0. Revenue Recognition The Company’s revenue is derived primarily from providing services under contractual agreements. The Company recognizes revenue in accordance with ASC Topic No. 605 based on the following criteria: Persuasive evidence of an arrangement exists, services have been rendered, the price is fixed or determinable, and collectability is reasonably assured. Reclassification Certain amounts in prior-period financial statements have been reclassified for comparative purposes to conform to presentation in the current-period financial statements. Use of Estimates Management uses estimates and assumptions in preparing these financial statements in accordance with generally accepted accounting principles. These estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported revenues and expenses during the reporting period. Actual results could vary from the estimates that were used. Fair Value of Financial Instruments Fair Value of Financial Instruments - The Company accounts for fair value measurements in accordance with accounting standard ASC 820-10-50, “Fair Value Measurements.” This guidance defines fair value, establishes a three-level valuation hierarchy for disclosures of fair value measurement and enhances disclosure requirements for fair value measures. The three levels are defined as follows: Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. Level 3 inputs to valuation methodology are unobservable and significant to the fair measurement. The fair value of certain of our financial instruments including cash and cash equivalents, cash escrow and due to stockholder approximate their carrying amounts because of the short-term maturity of these instruments. Income Taxes The Company accounts for income taxes in accordance with FASB ASC 740, Income Taxes, which requires the recognition of deferred income taxes for differences between the basis of assets and liabilities for financial statement and income tax purposes. Deferred taxes are recognized for operating losses that are available to offset future taxable income. Valuation allowances are established to reduce deferred tax assets to the amount expected to be realized. The Company adopted the provisions of FASB ASC 740-10-25, which prescribes a recognition threshold and measurement attribute for the recognition and measurement of tax positions taken or expected to be taken in income tax returns. FASB ASC 740-10-25 also provides guidance on de-recognition of income tax assets and liabilities, classification of current and deferred income tax assets and liabilities, and accounting for interest and penalties associated with tax positions. The Company's tax returns are subject to tax examinations by U.S. federal and state authorities until respective statute of limitation. Currently, the 2016 tax year is open and subject to examination by taxing authorities. However, the Company is not currently under audit nor has the Company been contacted by any of the taxing authorities. The Company does not have any accruals for uncertain tax positions at December 31, 2017 and 2016. It is not anticipated that unrecognized tax benefits would significantly increase or decrease within 12 months of the reporting date. Cash and Cash Equivalents For purposes of the statement of cash flows, the Company considers all unrestricted highly liquid investments with an original maturity of three months or less to be cash equivalents. Concentration of Risk Financial instruments that potentially expose the Company to concentrations of risk consist primarily of cash and cash equivalents and cash-escrow, which are generally not collateralized. The Company’s policy is to place its cash and cash equivalents with high quality financial institutions, in order to limit the amount of credit exposure. Accounts at each institution are insured by the Federal Deposit Insurance Corporation (FDIC), up to $250,000. At December 31, 2017 and 2016, the Company had $0 and $231,841 in excess of the FDIC insurance limit, respectively. Inventory Inventory consists primarily of demo equipment and is recorded at the lower of cost (first-in, first out method) or market. Earnings (Loss) Per Share The Company computes net earnings (loss) per share under Accounting Standards Codification subtopic 260-10, "Earnings Per Share" ("ASC 260-1 O"). Basic earnings or loss per share ("EPS") is computed by dividing net income (loss) available to common stockholders by the weighted average number of common shares outstanding for the period. Going Concern The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As shown in the accompanying financial statements, the Company was only recently formed, has incurred continuing operating losses and has an accumulated deficit of $1,539,721 and $8,626 at December 31, 2017 and 2016, respectively. These factors raise substantial doubt about the ability of the Company to continue as a going concern. Management believes that it will be able to achieve a satisfactory level of liquidity to meet the Company’s obligations through December 31, 2018 by generating revenues and through additional borrowings as needed. However, there can be no assurance that the Company will be able to generate sufficient liquidity to maintain its operations. The financial statements do not include any adjustments that might result from the outcome of these uncertainties.

3. Recent Accounting Pronouncem

3. Recent Accounting Pronouncements	6 Months Ended	12 Months Ended
	Jun. 30, 2018	Dec. 31, 2017
Accounting Changes and Error Corrections [Abstract]
Recent Accounting Pronouncements	3. RECENT ACCOUNTING PRONOUNCEMENTS ASU 2016-02 In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). The new standard establishes a right-of-use (" ROU ASU 2017-11 In July 2017, the FASB issued ASU No. 2017-11, Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480), Derivatives and Hedging (Topic 815). The amendments in Part I of this Update change the classification analysis of certain equity-linked financial instruments (or embedded features) with down round features. When determining whether certain financial instruments should be classified as liabilities or equity instruments, a down round feature no longer precludes equity classification when assessing whether the instrument is indexed to an entity’s own stock. The amendments also clarify existing disclosure requirements for equity-classified instruments. As a result, a freestanding equity-linked financial instrument (or embedded conversion option) no longer would be accounted for as a derivative liability at fair value. For freestanding equity classified financial instruments, the amendments require entities that present earnings per share (EPS) in accordance with Topic 260 to recognize the effect of the down round feature when it is triggered. That effect is treated as a dividend and as a reduction of income available to common shareholders in basic EPS. For public business entities, the amendments in Part I of this Update are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. Early adoption is permitted including adoption in an interim period. On January 1, 2018, the Company early adopted ASU 2017-11. See Note 7 for the effect early implementation had on 384,615 warrants issued in conjunction with the $500,000 convertible note issuance. Since the Company did not have any of these type instruments in prior periods there is no effect of early implementation on prior periods. Other Accounting standards that have been issued or proposed by FASB that do not require adoption until a future date are not expected to have a material impact on the consolidated financial statements upon adoption. The Company does not discuss recent pronouncements that are not anticipated to have an impact on or are unrelated to its financial condition, results of operations, cash flows or disclosures.	In May 2016, accounting guidance was issued to clarify the not yet effective revenue recognition guidance issued in May 2014. This additional guidance does not change the core principle of the revenue recognition guidance issued in May 2014, rather, it provides clarification of accounting for collections of sales taxes as well as recognition of revenue (i) associated with contract modifications, (ii) for noncash consideration, and (iii) based on the collectability of the consideration from the customer. The guidance also specifies when a contract should be considered "completed" for purposes of applying the transition guidance. The effective date and transition requirements for this guidance are the same as the effective date and transition requirements for the guidance previously issued in 2014, which is effective for interim and annual periods beginning on or after December 15, 2017. The Company will adopt the new standard on January 1, 2018 and believes adoption will not have any material impact on its financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). The new standard establishes a right-of-use (" ROU In January 2016, the FASB issued ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities. The amendments in this update revise the accounting related to the classification and measurement of investments in equity securities and the presentation of certain fair value changes for financial liabilities measured at fair value. The amendments are effective for annual reporting periods after December 15, 2017, including interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the potential impact of the adoption of this standard. Other Accounting standards that have been issued or proposed by FASB that do not require adoption until a future date are not expected to have a material impact on the consolidated financial statements upon adoption. The Company does not discuss recent pronouncements that are not anticipated to have an impact on or are unrelated to its financial condition, results of operations, cash flows or disclosures.

4. Income Taxes

4. Income Taxes	12 Months Ended
	Dec. 31, 2017
Income Tax Disclosure [Abstract]
Income Taxes	The Company accounts for income taxes in accordance with ASC Topic No. 740. This standard requires the Company to provide a net deferred tax asset or liability equal to the expected future tax benefit or expense of temporary reporting differences between book and tax accounting methods and any available operating loss or tax credit carryforwards. Income tax returns open for examination by the Internal Revenue Service consist of tax years ended December 31, 2016 and 2017. The Company has available at December 31, 2017, unused operating loss carryforwards of approximately $1,539,721, which may be applied against future taxable income and which expire in various years through 2036. However, if certain substantial changes in the Company’s ownership should occur, there could be an annual limitation on the amount of net operating loss carryforward which can be utilized. The amount of and ultimate realization of the benefits from the operating loss carryforwards for income tax purposes is dependent, in part, upon the tax laws in effect, the future earnings of the Company and other future events, the effects of which cannot be determined. Because of the uncertainty surrounding the realization of the loss carryforwards, the Company has established a valuation allowance equal to the tax effect of the loss carryforwards and other temporary differences of approximately $598,181 and $3,351 at December 31, 2017 and 2016, respectively, and, therefore, no deferred tax asset has been recognized for the loss carryforwards. The change in the valuation allowance is approximately $594,830 and $3,351 for the years ended December 31, 2017 and 2016, respectively. Deferred tax assets are comprised of the following: Deferred tax assets: 2017 2016 NOL carryover $ 598,181 $ 3,351 Valuation allowance (598,181 ) (3,351 ) Net deferred tax asset $ – $ – The reconciliation of the provisions for income taxes computed at the U.S. federal statutory tax rate (34%) to the Company’s effective tax rate for the periods ended December 31, 2017 and 2016 is as follows: 2017 2016 Book Loss $ 520,572 $ 2,933 State taxes 74,258 418 Change in valuation allowance (594,830 ) (3,351 ) Provision for Income Taxes $ – $ –

5. Commitments and Contingencie

5. Commitments and Contingencies	6 Months Ended	12 Months Ended
	Jun. 30, 2018	Dec. 31, 2017
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	4. COMMITMENTS AND CONTINGENCIES The Company entered into a lease agreement on August 1, 2017 which began on January 1, 2018 and will terminate on December 31, 2018. The Company shall pay the landlord monthly installments of $2,000 for a total lease payment of $12,000 remaining in 2018. The Company entered into consulting agreements with two directors of the Company throughout the current period which include commitments to issue shares of the Company’s Common Stock from the Company’s Stock Incentive Plan. According to the agreements the Company shall issue 400,000 shares of Common Stock in 2018, 700,000 shares of Common Stock in 2019, and 1,100,000 shares of Common Stock in 2020. As of June 30, 2018 no shares of Common Stock have been issued to these two individuals and the Company has accrued $209,524 in shares payable in conjunction with these two agreements.	The Company entered into a consulting agreement with DATHNA Partners, LLC on October 1, 2017 in which 10,000 shares were earned by the consultant on the first day of each month for the period of the contract (October, November and December of 2017). The shares were valued at fair market value and are accounted for as issued and outstanding at December 31, 2017 although the certificates representing the 30,000 shares were subsequently issued by the Company in January of 2018. The Company also entered into a consulting agreement with Draco Financial, LLC in which the Company agreed to issue the consultant 500,000 shares of common stock. The shares were valued at fair marked valued and are accounted for as issued and outstanding at December 31, 2017 although the certificates representing The shares were subsequently issued in January and February of 2018 of 350,000 and 150,000, respectively. The Company entered into a lease agreement with a related party on August 1, 2017 which begins on January 1, 2018 and will terminate on December 31, 2018. The Company shall pay the landlord monthly installments of $2,000 for a total lease payment of $24,000 in 2018.

6. Stockholders' Equity

6. Stockholders' Equity	6 Months Ended	12 Months Ended
	Jun. 30, 2018	Dec. 31, 2017
Equity [Abstract]
Stockholders' Equity	5. STOCKHOLDERS' EQUITY Common Stock The Company has authorized 190,000,000 shares of $0.001 par value common stock and 10,000,000 shares of $0.001 par value preferred stock. At June 30, 2018 and December 31, 2017 the Company had 40,633,327 and 38,983,327 shares of common stock and no shares of preferred stock issued and outstanding, respectively. Holders of shares of common stock are entitled to one vote for each share on all matters to be voted on by the stockholders. Holders of common stock do not have cumulative voting rights. Holders of common stock are entitled to share ratable in dividends, if any, as may be declared from time to time by the Board of Directors in its discretion from funds legally available therefore. In the event of liquidation, dissolution, or winding up of the Company, the holders of common stock are entitled to share pro rata in all assets remaining after payment in full of all liabilities. All of the outstanding shares of common stock are fully paid and non-assessable. Holders of common stock have no preemptive rights to purchase the Company’s common stock. There are no conversion or redemption rights or sinking fund provisions with respect to the common stock. On March 16, 2017, the Board of Directors and a majority of the shareholders approved the IIOT-OXYS, Inc. 2017 Stock Awards Plan, (the “ Plan The aggregate number of common shares that may be issued under the Plan were 7,000,000 common shares. No further awards were to be granted under the Plan after ten years following the effective date. The Plan was to remain in effect until all awards granted under the Plan had been satisfied or expired. This Plan was terminated and replaced by the 2017 Stock Inventive Plan (the “ 2017 Plan Effective Date Awards may be made under the 2017 Plan for up to 4,500,000 shares of common stock of the Company. All of the Company’s employees, officers and directors, as well as consultants and advisors to the Company are eligible to be granted awards under the 2017 Plan. No awards can be granted under the 2017 Plan after the expiration of 10 years from the Effective Date, but awards previously granted may extend beyond that date. Awards may consist of both incentive and non-statutory options, restricted stock units, stock appreciation rights, and restricted stock awards. With the approval of the 2017 Plan, the Board terminated the 2017 Stock Awards Plan with no awards having been granted thereunder. On July 28, 2017, the Company executed and closed the Securities Exchange Agreement dated effective March 16, 2017, between the Company, OXYS, and the shareholders of OXYS and changed its name to “IIOT-OXYS, Inc.” As a result of the closing, the Company issued 34,687,244 shares on a pro rata basis to the shareholders of OXYS, and OXYS became a wholly owned subsidiary of the Company. In addition, the Company cancelled 1,500,000 outstanding shares held by principal shareholders of the Company, which resulted in a total of 38,453,328 shares issued and outstanding upon completion of the Closing. On December 14, 2017, the Company entered into a Securities Exchange Agreement dated December 14, 2017, between the Company, OXYS, and HereLab, and the shareholders of HereLab. Upon completion of the closing of the Exchange Agreement on January 11, 2018, the Company issued an aggregate of 1,650,000 shares of its common stock on a pro rata basis to the two shareholders of HereLab and HereLab became a wholly-owned subsidiary of the Company.	Common Stock The Company has authorized 190,000,000 shares of $0.001 par value common stock and 10,000,000 shares of $0.001 par value preferred stock. At December 31, 2017 and 2016 the Company had 38,983,327 and 33,197,769 shares of common stock and no shares of preferred stock issued and outstanding, respectively. Holders of shares of common stock are entitled to one vote for each share on all matters to be voted on by the stockholders. Holders of common stock do not have cumulative voting rights. Holders of common stock are entitled to share ratable in dividends, if any, as may be declared from time to time by the Board of Directors in its discretion from funds legally available therefore. In the event of liquidation, dissolution, or winding up of the Company, the holders of common stock are entitled to share pro rata in all assets remaining after payment in full of all liabilities. All of the outstanding shares of common stock are fully paid and non-assessable. Holders of common stock have no preemptive rights to purchase the Company’s common stock. There are no conversion or redemption rights or sinking fund provisions with respect to the common stock. On March 16, 2017, the Board of Directors and a majority of the shareholders approved the IIOT-OXYS, Inc. 2017 Stock Awards Plan, (the “ Plan 2017 Plan Effective Date On July 28, 2017, the Company executed and closed the Securities Exchange Agreement dated effective March 16, 2017, between the Company, OXYS, and the shareholders of OXYS and changed its name to IIOT-OXYS, Inc. As a result of the closing, the Company issued 34,687,244 shares on a pro rata basis to the shareholders of OXYS, and OXYS became a wholly owned subsidiary of the Company. In addition, the Company cancelled 1,500,000 outstanding shares held by principal shareholders of the Company, which resulted in a total of 38,453,328 shares issued and outstanding upon completion of the Closing. On December 14, 2017, the Company entered into a Securities Exchange Agreement dated December 14, 2017, between the Company, OXYS, and HereLab, Inc., a Delaware corporation (“ HereLab

7. Earnings Per Share

7. Earnings Per Share	6 Months Ended	12 Months Ended
	Jun. 30, 2018	Dec. 31, 2017
Earnings Per Share [Abstract]
Earnings Per Share	6. EARNINGS PER SHARE The following table sets forth the composition of the weighted average shares (denominator) used in the basic per share computation: For the three months ended June 30, For the six months ended June 30, 2018 2017 2018 2017 Net Loss $ (429,832 ) $ (123,268 ) $ (689,664 ) $ (155,000 ) Weighted average share outstanding basic 40,633,327 34,687,243 40,569,515 34,451,477 Basic and diluted loss per share $ (0.0106 ) $ (0.0036 ) $ (0.0170 ) $ (0.0045 )	The following table sets forth the composition of the weighted average shares (denominator) used in the basic per share computation for the year ended December 31, 2017 and for the period from inception (August 4, 2016) to December 31, 2016. For the year ended December 31, 2017 For the period from inception (August 4, 2016) to December 31, 2016 Net Loss $ (1,531,095 ) $ (8,626 ) Weighted average share outstanding basic 36,241,821 31,768,822 Basic and diluted loss per share $ (0.0422 ) $ (0.0003 )

8. Related Parties

8. Related Parties	6 Months Ended	12 Months Ended
	Jun. 30, 2018	Dec. 31, 2017
Related Party Transactions [Abstract]
Related Parties	8. RELATED PARTIES At June 30, 2018 and December 31, 2017 the amount due to stockholders was $1,000. The balance is payable to two stockholders related to opening bank balances. At June 30, 2018 and December 31, 2017 an account payable due to an officer was $1,185 and $0, respectively. The balance is related to reimbursable expenses that were incurred throughout the quarter. In August 2017 the Company entered into a lease agreement with a stockholder of the Company and paid monthly installments of $2,000 between August and December 2017. For the three months ended June 30, 2018 and 2017, rent expense paid to the stockholder amounted to $6,000 and $0, respectively. For the six months ended June 30, 2018 and 2017, rent expense paid to the stockholder amounted to $12,000 and $0, respectively. The Company entered into a verbal arrangement with a company controlled by a shareholder to provide administrative services. Total payments to the related party for administrative services amounted to approximately $5,000 and approximately $2,500, for the three months ended June 30, 2018 and 2017, respectively. Total payments to the related party for administrative services amounted to approximately $26,000 and approximately $2,500, for the six months ended June 30, 2018 and 2017, respectively. For the three months ended June 30, 2018 and 2017, professional expense paid to directors and officers of the Company amounted to $38,300 and $5,000, respectively. For the three months ended June 30, 2018 and 2017, travel expense reimbursed to directors and officers of the Company amounted to approximately $1,500 and $6,300, respectively. For the six months ended June 30, 2018 and 2017, professional expense paid to directors and officers of the Company amounted to $81,300 and $5,000, respectively. For the six months ended June 30, 2018 and 2017, travel expense reimbursed to directors and officers of the Company amounted to approximately $1,500 and $7,600, respectively.	For the years ended December 31, 2017 and 2016, the amount due to stockholders was $1,000. The balance is payable to two stockholders related to opening bank balances. In August 2017 the Company entered into a lease agreement with a stockholder of the Company and paid monthly installments of $2,000 between August and December 2017. For the years ended December 31, 2017 and 2016, rent expense paid to the stockholder amounted to $10,000 and $0, respectively. The Company entered into a verbal arrangement with a company controlled by a shareholder to provide administrative services. Total payments to the related party for administrative services amounted to approximately $33,000 and $0, as of December 31, 2017 and 2016, respectively. For the years ended December 31, 2017 and 2016, professional expense paid to directors and officers of the Company amounted to $40,000 and $0, respectively. For the years ended December 31, 2017 and 2016, travel expense reimbursed to directors and officers of the Company amounted to approximately $5,000 and $0, respectively.

7. Convertible Note Payable (Ju

7. Convertible Note Payable (June 2018 Note)	6 Months Ended
	Jun. 30, 2018
Debt Disclosure [Abstract]
Convertible Note Payable	7. CONVERTIBLE NOTE PAYABLE On January 18, 2018, the Board of Directors of the Company approved a non-public offering of up to $1,000,000 aggregate principal amount (the “ Offering Notes The Notes are governed by a Securities Purchase Agreement (the “ SPA Warrants On January 22, 2018, the Company entered into a SPA and Security and Pledge Agreement with its first investor in the Offering and issued a Note to the investor in the principal amount of $500,000. Subscription funds were received by the Company from the investor on February 7, 2018. In addition to the Note, the Company issued to the investor 384,615 Warrants. The Warrants are considered equity instruments based on the Company’s early adoption of ASU 2017-11. The proceeds received upon issuing the Note and Warrants were allocated to each instrument on a relative fair value basis. The initial fair value of the Warrants was $838,404 determined using the Black-Scholes valuation model with the following assumptions: expected term of 2.5 years; risk free interest rate of 2.1%; and volatility of 142%. The effective conversion rate resulted in a Beneficial Conversion Feature greater than the proceeds received. Thus, the discount is limited to the proceeds received of $500,000 and is amortized to interest expense using the effective interest method over the term of the Note. For the three months ended June 30, 2018 and 2017, interest expense paid to the investor amounted to $16,274 and $0, respectively. For the three months ended June 30, 2018 the Company also amortized to interest expense $62,329 from the amortization of the discount. For the six months ended June 30, 2018 and 2017, interest expense paid to the investor amounted to $26,137 and $0, respectively. The Company also amortized to interest expense $108,904 from the amortization of the discount. The unpaid principal balance of the Note is $500,000 at June 30, 2018 and the remaining unamortized discount is $391,096.

9. Subsequent Events

9. Subsequent Events	6 Months Ended	12 Months Ended
	Jun. 30, 2018	Dec. 31, 2017
Subsequent Events [Abstract]
Subsequent Events	9. SUBSEQUENT EVENTS The Company has evaluated subsequent events from the balance sheet date through the date the financial statements were issued and determined to disclose the following: On July 1, 2018 the Company entered into a Consulting Agreement with an individual who will act as the Company’s Machine Learning Engineer. Pursuant to the agreement, the Consultant agreed to provide the consulting services in exchange for $10,000 per month. In addition, the Company committed to issuing shares to the consultant from the Company’s Stock Incentive Plan as follows: 50,000 shares in 2018, 70,000 shares of Common Stock in 2019, and 80,000 shares of Common Stock in 2020. Also on July 1, 2018 the Company entered into a three month Consulting Agreement with an individual who will provide administrative services. Pursuant to the agreement, the Consultant agreed to provide consulting services to the Company in exchange for a flat fee of $12,000 and 9,000 shares of the Company’s Common Stock. On December 1, 2017, the Company entered into a Consulting Agreement with Accelerated Healthcare Innovations LLC, a Massachusetts limited liability company owned by Clifford L. Emmons, the Company’s CEO, interim CFO, and director (the “ Consultant On July 31, 2018, the Company and the Consultant entered into Amendment No. 1 to Consulting Agreement which changed the fee from a flat fee to an hourly fee not to exceed $24,000 in the aggregate and also eliminated the obligation of the Company to issue to the Consultant any equity compensation pursuant to the agreement. On March 1, 2018, the Company, entered into a Consulting Agreement with the Consultant. Pursuant to the agreement, the Consultant agreed to provide business consulting services to the Company in exchange for a flat fee of $48,000 and the issuance of 60,000 shares of the Company’s Common Stock. On July 31, 2018, the Company and the Consultant entered into Amendment No. 1 to Consulting Agreement which changed the fee from a flat fee to an hourly fee not to exceed $48,000 in the aggregate and also eliminated the obligation of the Company to issue to the Consultant any equity compensation pursuant to the agreement. On July 31, 2018, the Company and the Consultant entered into the Termination Agreement which terminated the Consulting Agreement, as amended, dated March 1, 2018.	The Company has evaluated subsequent events from the balance sheet date through the date the financial statements were issued and determined there are the following items to disclose: On January 18, 2018, the Board of Directors of the Company approved a non-public offering of up to $1,000,000 aggregate principal amount (the “ Offering Notes The Notes are governed by a Securities Purchase Agreement (the “SPA”) and are secured by all of the assets of the Company pursuant to a Security and Pledge Agreement. In addition to the issuance of the Notes in the Offering, the Company’s Board of Directors approved, as part of the Offering, the issuance of warrants to purchase one share of the Company’s Common Stock for 50% of the number of shares of Common Stock issuable upon conversion of each Note (the “Warrants”). Each Warrant is immediately exercisable at $0.75 per share and expires on January 15, 2023. On January 22, 2018, the Company entered into a SPA and Security and Pledge Agreement with its first investor in the Offering and issued a Note to the investor in the principal amount of $500,000. Subscription funds were received by the Company from the investor on February 7, 2018. In addition to the Note, the Company issued to the investor 384,615 Warrants. On January 11, 2018, the closing of the Securities Exchange Agreement dated December 14, 2017, between the Company, HereLab, Inc., and the shareholders of HereLab was held. Upon completion of the closing, the Company issued an aggregate of 1,650,000 shares of its Common Stock on a pro rata basis to the two shareholders of HereLab, and HereLab became a wholly owned subsidiary of the Company. The following unaudited pro forma condensed combined balance sheet aggregates the balance sheet of IIOT-OXYS, Inc., a Nevada corporation (the “Company”) as of December 31, 2017 and the balance sheet of HereLab, Inc., a Delaware corporation (“HereLab”) as of December 31, 2017 accounting for the transaction as an acquisition with the issuance of an aggregate of 1,650,000 shares of common stock of the Company to the shareholders of HereLab in exchange for all of the outstanding common shares of HereLab, giving effect to the transaction, as if the transaction had occurred as of the end of the period. The following unaudited pro forma condensed combined statement of operations combines the results of operations of the Company for the year ending December 31, 2017 and the results of operations of HereLab for the period from inception (February 27, 2017) to December 31, 2017 as if the transaction had occurred at the beginning of the periods. The pro forma condensed combined financial statements should be read in conjunction with the separate financial statements and related notes thereto of the Company and HereLab. These pro forma financial statements are not necessarily indicative of the combined financial position, had the acquisition occurred at the end of the periods indicated above, or the combined results of operations which might have existed for the periods indicated or the results of operations as they may be in the future. IIOT-OXYS, INC. AND HERELAB, INC. PRO FORMA CONDENSED COMBINED BALANCE SHEET [ Unaudited December 31, 2017 ASSETS IIOT-OXYS, HereLab, Inc. Inc. Pro Forma 12/31/2017 12/31/2017 Increase Pro Forma [Company] [HereLab] (Decrease) Combined ASSETS: Cash $ 60,863 $ 119 $ – $ 60,982 Cash in Escrow 1,782 – – 1,782 Accounts Receivable 39,800 3,000 – 42,800 Prepaid Insurance 14,778 – – 14,778 Licensing Agreement 1,000 – – 1,000 1,650 [A] Investment in Subsidiary – – (1,650 ) [B] – Total Assets $ 118,223 $ 3,119 $ – $ 121,342 LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) LIABILITIES: Accounts Payable $ 38,357 $ – $ – $ 38,357 Credit Card Payable 203 – – 203 Due to Stockholders 1,000 – – 1,000 Income Tax Payable – 3,332 – 3,332 Total Liabilities 39,560 3,332 42,892 STOCKHOLDERS’ EQUITY (DEFICIT): 1,650 [A] Common stock 38,983 33 (33 ) [B] 40,633 Additional paid in capital 1,579,401 2,673 (4,536 ) [B] 1,577,538 Accumulated Deficit (1,539,721 ) (2,919 ) 2,919 [B] (1,539,721 ) Total Stockholders’ Equity (Deficit) 78,663 (213 ) – 78,450 $ 118,223 $ 3,119 $ – $ 121,342 See Notes To Unaudited Pro Forma Condensed Financial Statements. IIOT-OXYS, INC. AND HERELAB, INC. PRO FORMA CONDENSED COMBINED STATEMENT OF OPERATIONS [ Unaudited HereLab, Inc. For the Period IIOT- OXYS Inc. Since Inception For the Year Ended (February 27, 2017) Pro Forma 12/31/2017 to 12-31-2017 Increase Pro Forma [Company] [HereLab] (Decrease) Combined REVENUE $ 39,8000 $ 27,759 $ (17,304 ) [C] $ 50,255 COST OF SALES 47,887 – – 47,887 GROSS (LOSS) PROFIT (8,087 ) 27,759 (17,304 ) 2,368 EXPENSES: Selling, General and Administrative 106,467 13,609 – 120,076 Professional fees 1,416,527 – (17,304 ) [C] 1,399,223 Total Expenses 1,522,996 13,609 (17,304 ) 1,519,301 (LOSS) INCOME FROM OPERATIONS (1,531,083 ) 14,150 – (1,516,933 ) OTHER INCOME (EXPENSE) Interest expense (12 ) – – (12 ) Total Other Income (Expense) (12 ) – – (12 ) INCOME (LOSS) FROM OPERATIONS BEFORE TAXES (1,531,095 ) 14,150 – (1,516,945 ) INCOME TAX EXPENSE – (3,332 ) – (3,332 ) NET (LOSS) INCOME FROM CONTINUING OPERATIONS (1,531,095 ) 10,818 – (1,520,277 ) DISCONTINUED OPERATIONS – – – – NET (LOSS) INCOME $ (1,531,095 ) $ 10,818 $ – $ (1,520,277 ) BASIC NET (LOSS) PER COMMON SHARE (Note 4) $ (0.07 ) See Notes To Unaudited Pro Forma Condensed Financial Statements. [A] To record the issuance of 1,650,000 shares of common stock pursuant to the Securities Exchange Agreement. [B] To eliminate the common stock accounts and the prior retained earnings of HereLab, Inc. [C] To eliminate the sales and expenses incurred between the Company and Herelab, Inc. during the fiscal year.

2. Summary of Significant Acc17

2. Summary of Significant Accounting Policies (Policies)	6 Months Ended	12 Months Ended
	Jun. 30, 2018	Dec. 31, 2017
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The Company's financial statements are prepared on the accrual method of accounting. The accounting and reporting policies of the Company conform with generally accepted accounting principles (GAAP).	Basis of Presentation The Company's financial statements are prepared on the accrual method of accounting. The accounting and reporting policies of the Company conform with generally accepted accounting principles (GAAP). As a result of the change in control resulting from the closing of the Securities Exchange Agreement transaction, OXYS has assumed the public reporting obligations of the public company. Accordingly, the 2016 comparative financial statements are those of OXYS.
Interim Financial Statements	Interim Financial Statements The accompanying unaudited condensed interim financial statements and related notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“ U.S. GAAP
Principles of Consolidation	Principles of Consolidation The consolidated financial statements for June 30, 2018 include the accounts of IIOT-OXYS, Inc., OXYS Corporation, and HereLab, Inc. All significant intercompany balances and transactions have been eliminated. The consolidated financial statements for fiscal year 2017 include the accounts of IIOT-OXYS, Inc., and OXYS Corporation. All significant intercompany balances and transactions have been eliminated.	Principles of Consolidation The consolidated financial statements for December 31, 2017 include the accounts of IIOT-OXYS, Inc., and OXYS Corporation. All significant intercompany balances and transactions have been eliminated.
Accounts Receivable and Allowance for Doubtful Accounts	Accounts Receivable and Allowance for Doubtful Accounts Trade accounts receivable are carried at original invoice amount less an estimate made for doubtful accounts. The Company determines the allowance for doubtful accounts by identifying potential troubled accounts and by using historical experience and future expectations applied to an aging of accounts. Trade accounts receivable are written off when deemed uncollectible. Recoveries of trade accounts receivable previously written off are recorded as income when received. The allowance for doubtful accounts at June 30, 2018 and December 31, 2017 was $0, respectively.	Accounts Receivable and Allowance for Doubtful Accounts Trade accounts receivable are carried at original invoice amount less an estimate made for doubtful accounts. The Company determines the allowance for doubtful accounts by identifying potential troubled accounts and by using historical experience and future expectations applied to an aging of accounts. Trade accounts receivable are written off when deemed uncollectible. Recoveries of trade accounts receivable previously written off are recorded as income when received. The allowance for doubtful accounts at December 31, 2017 and 2016 was $0.
Revenue Recognition	Revenue Recognition The Company’s revenue is derived primarily from providing services under contractual agreements. The Company recognizes revenue in accordance with ASC Topic No. 606 based on the following criteria: · Identification of a contract or contracts, with a customer. · Identification of the performance obligations in the contract. · Determination of contract price. · Allocation of transaction price to the performance obligation. · Recognition of revenue when, or as, performance obligation is satisfied.	Revenue Recognition The Company’s revenue is derived primarily from providing services under contractual agreements. The Company recognizes revenue in accordance with ASC Topic No. 605 based on the following criteria: Persuasive evidence of an arrangement exists, services have been rendered, the price is fixed or determinable, and collectability is reasonably assured.
Reclassification	Reclassification Certain amounts in prior-period financial statements have been reclassified for comparative purposes to conform to presentation in the current-period financial statements.	Reclassification Certain amounts in prior-period financial statements have been reclassified for comparative purposes to conform to presentation in the current-period financial statements.
Use of Estimates	Use of Estimates Management uses estimates and assumptions in preparing these financial statements in accordance with generally accepted accounting principles. These estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported revenues and expenses during the reporting period. Actual results could vary from the estimates that were used.	Use of Estimates Management uses estimates and assumptions in preparing these financial statements in accordance with generally accepted accounting principles. These estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported revenues and expenses during the reporting period. Actual results could vary from the estimates that were used.
Fair Value of Financial Instruments	Fair Value of Financial Instruments Fair Value of Financial Instruments - The Company accounts for fair value measurements in accordance with accounting standard ASC 820-10-50, Fair Value Measurements. This guidance defines fair value, establishes a three-level valuation hierarchy for disclosures of fair value measurement and enhances disclosure requirements for fair value measures. The three levels are defined as follows: Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. Level 3 inputs to valuation methodology are unobservable and significant to the fair measurement. The fair value of certain of our financial instruments including cash and cash equivalents, cash escrow and due to stockholder approximate their carrying amounts because of the short-term maturity of these instruments.	Fair Value of Financial Instruments Fair Value of Financial Instruments - The Company accounts for fair value measurements in accordance with accounting standard ASC 820-10-50, “Fair Value Measurements.” This guidance defines fair value, establishes a three-level valuation hierarchy for disclosures of fair value measurement and enhances disclosure requirements for fair value measures. The three levels are defined as follows: Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. Level 3 inputs to valuation methodology are unobservable and significant to the fair measurement. The fair value of certain of our financial instruments including cash and cash equivalents, cash escrow and due to stockholder approximate their carrying amounts because of the short-term maturity of these instruments.
Income Taxes	Income Taxes The Company accounts for income taxes in accordance with FASB ASC 740, Income Taxes, which requires the recognition of deferred income taxes for differences between the basis of assets and liabilities for financial statement and income tax purposes. Deferred taxes are recognized for operating losses that are available to offset future taxable income. Valuation allowances are established to reduce deferred tax assets to the amount expected to be realized. The Company adopted the provisions of FASB ASC 740-10-25, which prescribes a recognition threshold and measurement attribute for the recognition and measurement of tax positions taken or expected to be taken in income tax returns. FASB ASC 740-10-25 also provides guidance on de-recognition of income tax assets and liabilities, classification of current and deferred income tax assets and liabilities, and accounting for interest and penalties associated with tax positions. The Company's tax returns are subject to tax examinations by U.S. federal and state authorities until respective statute of limitation. Currently, the 2016 tax year is open and subject to examination by taxing authorities. However, the Company is not currently under audit nor has the Company been contacted by any of the taxing authorities. The Company does not have any accruals for uncertain tax positions at June 30, 2018 and December 31, 2017. It is not anticipated that unrecognized tax benefits would significantly increase or decrease within 12 months of the reporting date.	Income Taxes The Company accounts for income taxes in accordance with FASB ASC 740, Income Taxes, which requires the recognition of deferred income taxes for differences between the basis of assets and liabilities for financial statement and income tax purposes. Deferred taxes are recognized for operating losses that are available to offset future taxable income. Valuation allowances are established to reduce deferred tax assets to the amount expected to be realized. The Company adopted the provisions of FASB ASC 740-10-25, which prescribes a recognition threshold and measurement attribute for the recognition and measurement of tax positions taken or expected to be taken in income tax returns. FASB ASC 740-10-25 also provides guidance on de-recognition of income tax assets and liabilities, classification of current and deferred income tax assets and liabilities, and accounting for interest and penalties associated with tax positions. The Company's tax returns are subject to tax examinations by U.S. federal and state authorities until respective statute of limitation. Currently, the 2016 tax year is open and subject to examination by taxing authorities. However, the Company is not currently under audit nor has the Company been contacted by any of the taxing authorities. The Company does not have any accruals for uncertain tax positions at December 31, 2017 and 2016. It is not anticipated that unrecognized tax benefits would significantly increase or decrease within 12 months of the reporting date.
Cash and Cash Equivalents	Cash and Cash Equivalents For purposes of the statement of cash flows, the Company considers all unrestricted highly liquid investments with an original maturity of three months or less to be cash equivalents.	Cash and Cash Equivalents For purposes of the statement of cash flows, the Company considers all unrestricted highly liquid investments with an original maturity of three months or less to be cash equivalents.
Concentration of Risk	Concentration of Risk Financial instruments that potentially expose the Company to concentrations of risk consist primarily of cash and cash equivalents and cash-escrow, which are generally not collateralized. The Company’s policy is to place its cash and cash equivalents with high quality financial institutions, in order to limit the amount of credit exposure. Accounts at each institution are insured by the Federal Deposit Insurance Corporation (FDIC), up to $250,000. At June 30, 2018 and December 31, 2017, the Company had approximately $0 and $0 in excess of the FDIC insurance limit, respectively.	Concentration of Risk Financial instruments that potentially expose the Company to concentrations of risk consist primarily of cash and cash equivalents and cash-escrow, which are generally not collateralized. The Company’s policy is to place its cash and cash equivalents with high quality financial institutions, in order to limit the amount of credit exposure. Accounts at each institution are insured by the Federal Deposit Insurance Corporation (FDIC), up to $250,000. At December 31, 2017 and 2016, the Company had $0 and $231,841 in excess of the FDIC insurance limit, respectively.
Inventory	Inventory Inventory consists primarily of demo equipment and is recorded at the lower of cost (first-in, first out method) or market.	Inventory Inventory consists primarily of demo equipment and is recorded at the lower of cost (first-in, first out method) or market.
Earnings (Loss) Per Share	Earnings (Loss) Per Share The Company computes net earnings (loss) per share under ASC 260-10, Earnings Per Share, which requires a dual presentation of basic and diluted earnings or loss per share. Basic earnings or loss per share (" EPS	Earnings (Loss) Per Share The Company computes net earnings (loss) per share under Accounting Standards Codification subtopic 260-10, "Earnings Per Share" ("ASC 260-1 O"). Basic earnings or loss per share ("EPS") is computed by dividing net income (loss) available to common stockholders by the weighted average number of common shares outstanding for the period.
Going Concern	Going Concern The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As shown in the accompanying financial statements, the Company was only recently formed, has incurred continuing operating losses and has an accumulated deficit of $2,229,385 and $1,539,721 at June 30, 2018 and December 31, 2017, respectively. These factors raise substantial doubt about the ability of the Company to continue as a going concern. Management believes that it will be able to achieve a satisfactory level of liquidity to meet the Company’s obligations for the next twelve months by generating revenues and through additional borrowings as needed. However, there can be no assurance that the Company will be able to generate sufficient liquidity to maintain its operations. The financial statements do not include any adjustments that might result from the outcome of these uncertainties.	Going Concern The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As shown in the accompanying financial statements, the Company was only recently formed, has incurred continuing operating losses and has an accumulated deficit of $1,539,721 and $8,626 at December 31, 2017 and 2016, respectively. These factors raise substantial doubt about the ability of the Company to continue as a going concern. Management believes that it will be able to achieve a satisfactory level of liquidity to meet the Company’s obligations through December 31, 2018 by generating revenues and through additional borrowings as needed. However, there can be no assurance that the Company will be able to generate sufficient liquidity to maintain its operations. The financial statements do not include any adjustments that might result from the outcome of these uncertainties.

4. Income Taxes (Tables)

4. Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2017
Income Tax Disclosure [Abstract]
Schedule of Deferred Tax Assets and Liabilities	Deferred tax assets: 2017 2016 NOL carryover $ 598,181 $ 3,351 Valuation allowance (598,181 ) (3,351 ) Net deferred tax asset $ – $ –
Schedule of Effective Income Tax Rate Reconciliation	2017 2016 Book Loss $ 520,572 $ 2,933 State taxes 74,258 418 Change in valuation allowance (594,830 ) (3,351 ) Provision for Income Taxes $ – $ –

7. Earnings Per Share (Tables)

7. Earnings Per Share (Tables)	6 Months Ended	12 Months Ended
	Jun. 30, 2018	Dec. 31, 2017
Earnings Per Share [Abstract]
Earnings per share	For the three months ended June 30, For the six months ended June 30, 2018 2017 2018 2017 Net Loss $ (429,832 ) $ (123,268 ) $ (689,664 ) $ (155,000 ) Weighted average share outstanding basic 40,633,327 34,687,243 40,569,515 34,451,477 Basic and diluted loss per share $ (0.0106 ) $ (0.0036 ) $ (0.0170 ) $ (0.0045 )	For the year ended December 31, 2017 For the period from inception (August 4, 2016) to December 31, 2016 Net Loss $ (1,531,095 ) $ (8,626 ) Weighted average share outstanding basic 36,241,821 31,768,822 Basic and diluted loss per share $ (0.0422 ) $ (0.0003 )

9. Subsequent Events (Tables)

9. Subsequent Events (Tables)	12 Months Ended
	Dec. 31, 2017
Subsequent Events [Abstract]
Pro Forma Financials	IIOT-OXYS, INC. AND HERELAB, INC. PRO FORMA CONDENSED COMBINED BALANCE SHEET [ Unaudited December 31, 2017 ASSETS IIOT-OXYS, HereLab, Inc. Inc. Pro Forma 12/31/2017 12/31/2017 Increase Pro Forma [Company] [HereLab] (Decrease) Combined ASSETS: Cash $ 60,863 $ 119 $ – $ 60,982 Cash in Escrow 1,782 – – 1,782 Accounts Receivable 39,800 3,000 – 42,800 Prepaid Insurance 14,778 – – 14,778 Licensing Agreement 1,000 – – 1,000 1,650 [A] Investment in Subsidiary – – (1,650 ) [B] – Total Assets $ 118,223 $ 3,119 $ – $ 121,342 LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) LIABILITIES: Accounts Payable $ 38,357 $ – $ – $ 38,357 Credit Card Payable 203 – – 203 Due to Stockholders 1,000 – – 1,000 Income Tax Payable – 3,332 – 3,332 Total Liabilities 39,560 3,332 42,892 STOCKHOLDERS’ EQUITY (DEFICIT): 1,650 [A] Common stock 38,983 33 (33 ) [B] 40,633 Additional paid in capital 1,579,401 2,673 (4,536 ) [B] 1,577,538 Accumulated Deficit (1,539,721 ) (2,919 ) 2,919 [B] (1,539,721 ) Total Stockholders’ Equity (Deficit) 78,663 (213 ) – 78,450 $ 118,223 $ 3,119 $ – $ 121,342 See Notes To Unaudited Pro Forma Condensed Financial Statements. IIOT-OXYS, INC. AND HERELAB, INC. PRO FORMA CONDENSED COMBINED STATEMENT OF OPERATIONS [ Unaudited HereLab, Inc. For the Period IIOT- OXYS Inc. Since Inception For the Year Ended (February 27, 2017) Pro Forma 12/31/2017 to 12-31-2017 Increase Pro Forma [Company] [HereLab] (Decrease) Combined REVENUE $ 39,8000 $ 27,759 $ (17,304 ) [C] $ 50,255 COST OF SALES 47,887 – – 47,887 GROSS (LOSS) PROFIT (8,087 ) 27,759 (17,304 ) 2,368 EXPENSES: Selling, General and Administrative 106,467 13,609 – 120,076 Professional fees 1,416,527 – (17,304 ) [C] 1,399,223 Total Expenses 1,522,996 13,609 (17,304 ) 1,519,301 (LOSS) INCOME FROM OPERATIONS (1,531,083 ) 14,150 – (1,516,933 ) OTHER INCOME (EXPENSE) Interest expense (12 ) – – (12 ) Total Other Income (Expense) (12 ) – – (12 ) INCOME (LOSS) FROM OPERATIONS BEFORE TAXES (1,531,095 ) 14,150 – (1,516,945 ) INCOME TAX EXPENSE – (3,332 ) – (3,332 ) NET (LOSS) INCOME FROM CONTINUING OPERATIONS (1,531,095 ) 10,818 – (1,520,277 ) DISCONTINUED OPERATIONS – – – – NET (LOSS) INCOME $ (1,531,095 ) $ 10,818 $ – $ (1,520,277 ) BASIC NET (LOSS) PER COMMON SHARE (Note 4) $ (0.07 )

2. Summary of Significant Acc21

2. Summary of Significant Accounting Policies (Details Narrative) - USD ($)	Jun. 30, 2018	Dec. 31, 2017	Dec. 31, 2016
Accounting Policies [Abstract]
Allowance for doubtful accounts	$ 0	$ 0	$ 0
Cash in excess of FDIC insurance		0	231,841
Accumulated deficit	$ (2,229,385)	$ (1,539,721)	$ (8,626)

4. Income Taxes (Details - defe

4. Income Taxes (Details - deferred tax assets) - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Deferred tax assets:
NOL carryover	$ 598,181	$ 3,351
Valuation allowance	(598,181)	(3,351)
Net deferred tax asset	$ 0	$ 0

4. Income Taxes (Details - Reco

4. Income Taxes (Details - Reconciliation) - USD ($)	3 Months Ended		5 Months Ended	6 Months Ended		12 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2016	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2017
Income Tax Disclosure [Abstract]
Book Loss			$ 2,933			$ 520,572
State taxes			418			74,258
Change in valuation allowance			(3,351)			(594,830)
Provision for Income Taxes	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0

4. Income Taxes (Details Narrat

4. Income Taxes (Details Narrative) - USD ($)	5 Months Ended	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2017
Income Tax Disclosure [Abstract]
Operating Loss Carryforwards		$ 1,539,721
Valuation allowance, operating loss carryforwards	$ 3,351	598,181
Change in valuation allowance	$ 3,351	$ 594,830
Federal Effective Tax Rate		(34.00%)

5. Commitments and Contingenc25

5. Commitments and Contingencies (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2017	Jun. 30, 2018
Operating lease payment year one	$ 24,000	$ 12,000
Dathna Partners [Member]
Stock to be issued for services, shares	30,000
Draco Financial [Member]
Stock to be issued for services, shares	500,000

6. Stockholders' Equity (Detail

6. Stockholders' Equity (Details Narrative) - shares	12 Months Ended
	Dec. 31, 2017	Jun. 30, 2018
OXYS Shareholders [Member]
Shares issued pro rata to OXYS shareholders	34,687,244
Principal Shareholders [Member]
Shares issued pro rata to OXYS shareholders	1,500,000
HereLab [Member]
Stock to be issued for acquisition, shares	1,650,000
2017 Stock Incentive Plan [Member]
Shares authorized under the plan	4,500,000	4,500,000

7. Earnings Per Share (Details)

7. Earnings Per Share (Details) - USD ($)	3 Months Ended		5 Months Ended	6 Months Ended		12 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2016	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2017
Earnings Per Share [Abstract]
Net loss	$ (429,832)	$ (123,268)	$ (8,626)	$ (689,664)	$ (155,000)	$ (1,531,095)
Weighted average shares outstanding - basic	40,633,327	34,687,243	31,768,822	40,569,515	34,451,477	36,241,821
Basic and diluted loss per share	$ (0.0106)	$ (0.0036)	$ (.0003)	$ (0.0170)	$ (0.0045)	$ (.0422)

8. Related Parties (Details Nar

8. Related Parties (Details Narrative) - USD ($)	3 Months Ended		5 Months Ended	6 Months Ended		12 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2016	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2017	Dec. 31, 2016
Amount due to stockholders			$ 1,000			$ 1,000	$ 1,000
Administrative services paid to related party	$ 8,184	$ 1,361	100	$ 15,643	$ 2,189	17,090
Professional expense paid	357,919	113,999	7,162	500,913	140,819	1,416,527
Travel expense reimbursed	$ 1,674	$ 6,326	282	$ 4,016	$ 8,055	22,158
Directors and Officers [Member]
Professional expense paid			0			40,000
Travel expense reimbursed			$ 0			5,000
Company controlled by a shareholder [Member]
Administrative services paid to related party						33,000	0
Stockholder [Member]
Rent expense paid to stockholder						$ 10,000	$ 0

5. Stockholders' Equity (June 2

5. Stockholders' Equity (June 2018 Note) (Details Narrative) - shares	6 Months Ended	12 Months Ended
	Jun. 30, 2018	Dec. 31, 2017
HereLab [Member]
Stock to be issued for acquisition, shares	1,650,000
OXYS Shareholders [Member]
Shares issued pro rata to OXYS shareholders		34,687,244
Principal Shareholders [Member]
Shares issued pro rata to OXYS shareholders		1,500,000
Aggregate Stock Incentive Plan [Member]
Shares authorized under the plan	7,000,000
2017 Stock Incentive Plan [Member]
Shares authorized under the plan	4,500,000	4,500,000

7. Convertible Note Payable (30

7. Convertible Note Payable (June 2018 Note) (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Amortization of discount			$ 108,904	$ 0
Convertible Note Payable [Member]
Debt issuance date			Jan. 18, 2018
Convertible notes payable, face amount	$ 1,000,000		$ 1,000,000
Debt stated interest rate	12.00%		12.00%
Conversion price per share	$ 0.65		$ 0.65
Debt maturity date			Jan. 15, 2020
Convertible Note Payable [Member]
Debt issuance date			Jan. 22, 2018
Convertible notes payable, face amount	$ 500,000		$ 500,000
Convertible debt balance	500,000		500,000
Unamortized discount	391,096		$ 391,096
Warrants issued			384,615
Fair value of warrants issued			$ 838,404
Interest Expense	16,274	$ 0	26,137	$ 0
Amortization of discount	$ 62,329		$ 108,904