Lifestyle Medical Network (LMNK) 10-Q 31 Oct 19 2018 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2018	Oct. 30, 2019
Document and Entity Information [Abstract]
Entity Registrant Name	LIFESTYLE MEDICAL NETWORK, INC.
Entity Central Index Key	0001307140
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Type	10-Q
Document Period End Date	Jun. 30, 2018
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2018
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Entity Ex Transition Period	false
Entity Emerging Growth Company	true
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		35,583,074
Entity File Number	000-52408
Entity Small Business	true
Entity Interactive Data Current	Yes
Entity Incorporation State Country Code	NV

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Jun. 30, 2018	Dec. 31, 2017
CURRENT ASSETS:
Cash and cash equivalents	$ 4,316	$ 9,827
Accounts receivable	123,407	231,963
Loan receivable	1,496	800
Prepaid expenses	7,150	26,667
Total Current Assets	136,369	269,257
Property, plant and equipment - net	31,059	42,416
Other assets	1,194	1,194
TOTAL ASSETS	168,622	312,867
CURRENT LIABILITIES:
Accounts payable and accrued expenses	608,884	538,737
Notes payable	331,500	315,000
Current portion of convertible notes payable, net of $-0- and $36,644 debt discount	1,916,081	1,829,436
Total Current Liabilities	2,856,465	2,683,173
Commitments and Contingencies
STOCKHOLDERS' DEFICIENCY:
Common stock, $.001 par value, 200,000,000 shares authorized; 35,583,074 and 35,583,074 shares issued and outstanding at June 30, 2018 and December 31, 2017, respectively	35,583	35,583
Additional paid-in-capital	11,496,023	11,479,523
Accumulated deficit	(14,238,440)	(13,893,412)
Total LifeStyle Medical Network Stockholders' Deficiency	(2,706,834)	(2,378,306)
Non-controlling interest	18,991	8,000
Total Stockholders' Deficiency	(2,687,843)	(2,370,306)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY	$ 168,622	$ 312,867

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - USD ($)	Jun. 30, 2018	Dec. 31, 2017
Statement of Financial Position [Abstract]
Net of debt discount	$ 0	$ 36,644
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	35,583,074	35,583,074
Common stock, shares outstanding	35,583,074	35,583,074

Consolidated Statements of Oper

Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Revenues:
Management fees-related party		$ 100,283		$ 242,894
Management fees	348,178	1,069,305	747,478	2,266,799
Total revenues	348,178	1,169,588	747,478	2,509,693
Costs and expenses:
Cost of revenue related to management fees	271,165	864,123	556,956	1,782,089
Cost of revenue- related party management fees		166,611		427,543
Selling, general and administrative expenses	105,362	161,538	286,782	363,563
Total Costs and expenses	376,527	1,192,272	843,738	2,573,195
Loss from operations	(28,349)	(22,684)	(96,260)	(63,502)
Other income (expense):
Gain on extinguishment of debt		221,500		221,500
Interest expense	(69,959)	(441,913)	(165,357)	(646,694)
Total Other income (expense)	(69,959)	(220,413)	(165,357)	(425,194)
Net loss	(98,308)	(243,097)	(261,617)	(488,696)
Income attributable to non-controlling interests	42,771		83,411
Provision for income taxes
Net loss attributable to common shareholders	$ (141,079)	$ (243,097)	$ (345,028)	$ (488,696)
Loss per common share-basic and diluted	$ 0	$ (0.01)	$ (0.01)	$ (0.01)
Weighted average common shares outstanding - basic and diluted	35,583,074	34,885,375	35,583,074	34,480,721

Consolidated Statements of Cash

Consolidated Statements of Cash Flows (Unaudited) - USD ($)	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Cash flows from operating activities:
Net loss	$ (261,617)	$ (488,696)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	11,357	14,481
(Gain) on extinguishment of debt		(221,500)
Warrant expenses	16,500	155,500
Amortization of debt discount	36,645	434,445
Changes in operating assets and liabilities:
Accounts receivable	108,556	(58,503)
Accounts receivable-related party		19,860
Prepaid expenses	18,821	88,378
Accounts payable-related party		(31,551)
Accounts payable and accrued expenses	70,147	80,187
Net Cash Provided by (Used In) Operating Activities	409	(7,399)
Cash flows from investing activities:
Purchase of equipment		(2,214)
Advances to related party		(13,600)
Net Cash Used In Investing Activities		(15,814)
Cash flows from financing activities:
Proceeds from convertible debt	50,000	125,000
Proceeds from promissory note	27,500
Repayments to non-controlling interests	(84,420)	(16,000)
Proceeds from non-controlling interests	12,000	16,000
Repayments of promissory note	(11,000)	(39,000)
Net Cash Provided by (Used in) Financing Activities	(5,920)	86,000
Net change in cash	(5,511)	62,787
Cash and cash equivalents - Beginning of period	9,827	48,376
Cash and cash equivalents - End of period	4,316	111,163
Supplemental Information;
Cash paid for interest
Cash paid for income taxes
Non-cash Investing and Financing Activities:
Issuance of warrants for prepaid services		20,000
Cashless conversion of warrants		926
Discount on convertible debt		$ 125,000

Description of Business and Sum

Description of Business and Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	1. DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The consolidated balance sheet as of June 30, 2018 and the consolidated statements of operations, stockholders' deficiency and cash flows for the periods presented have been prepared by Lifestyle Medical Network Inc. and Subsidiaries (the "Company" or "Lifestyle") and are unaudited. The consolidated financial statements are prepared in accordance with the requirements for unaudited interim periods, and consequently, do not include all disclosures required to be made in conformity with accounting principles generally accepted in the United States of America. In the opinion of management, all adjustments (consisting solely of normal recurring adjustments) necessary to present fairly the financial position, results of operations, changes in stockholders' deficiency and cash flows for all periods presented have been made. The information for the consolidated balance sheet as of December 31, 2017 was derived from audited financial statements of the Company. Organization Lifestyle Medical Network Inc. and Subsidiaries (the "Company" or "Lifestyle") was incorporated in the State of Nevada. The Company directs its operations through its subsidiaries. The Company, through its consulting subsidiaries, plans to continue to identify and enter into management and professional consulting services agreements, and to license medical and health technologies, to medical and health clinic operating companies. The Company also intends to open, operate and acquire medical and health clinics, if financing is available and the profile of the clinics' is favorable. Current Operations As of the date of this report, the Company is focusing its efforts, through our consulting subsidiaries, Lifestyle Texas Medical Management LLC and Lifestyle Florida Medical Management LLC, on providing administrative support and practice management services to healthcare providers. In May 2016, the Company commenced working with Global Physicians Healthcare, Inc. ("Global"). The Company entered into a support services agreement with Global in September 2016, under which Global has provided valuable assistance to the Company as a marketing and services consultant in marketing services to healthcare providers and healthcare systems. The Company following initiation of its healthcare provider support services in 2016 is now expanding its generated marketing efforts for client healthcare providers. The Company terminated its agreement with Global on December 31, 2017 but continues to perform the same services without the need of or support from Global. The Company's services package is tailored to a practice group's specific needs. Practices can select from a menu of business solutions including billing, HR/PEO, accounting and consulting, computer technical support, compliance, and administrative functions including, but not limited to, equipment selection, budgeting, and staffing recruitment. The Company has access to a nationwide network of ancillary providers of local and regional medical practice solutions. As a result, the Company's client medical practices may benefit from cost savings, higher quality of patient care, and increased productivity efficiencies and revenue. The Company is continuing to look for opportunities in the direct ownership of clinics where the operations of the clinic would be compatible with the applicable regulatory regime governing ownership of medical practices and where the clinic's operations would complement the Company's current practice management services operations. Going Concern The consolidated financial statements for the six months ended June 30, 2018 have been prepared on a going concern basis which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. The Company has a past history of recurring losses from operations. The Company will require additional funding to execute its future strategic business plan. Successful business operations and its transition to attaining profitability are dependent upon obtaining additional financing and achieving a level of revenue to support its cost structure. These factors raise substantial doubt about the Company's ability to continue as a going concern. Through the Company's consulting subsidiaries, the Company is currently providing administration support and practice management services to healthcare providers. Management believes these services will be profitable and the cash flows from these operations will enable the Company to fund the operations of the consolidated group over the next twelve months. Therefore, the annual financial statements continue to be prepared on a going concern basis. Significant Accounting Policies The Company's significant accounting policies are found below. These policies should be read in conjunction with Note 1 found in the Company's Annual Report on Form 10-K for the year ended December 31, 2017. Principles of Consolidation The consolidated financial statements of the Company include the Company and its wholly-owned subsidiaries. All material intercompany balances and transactions have been eliminated. Non-controlling interests are reported in the consolidated statement balance sheet as a separate component of equity. Non-controlling interests represent the equity of subsidiaries, directly or indirectly to the Company. Revenue Recognition In May 2014, the FASB issued ASU No. 2014-09, "Revenue from Contracts with Customers (Topic 606) ("ASU 2014-09"), which amends the existing account standards for revenue recognition. ASU 2014-09 is based on principles that govern the recognition of revenue at an amount an entity expects to be entitled when products are transferred to a customer. The Company adopted the guidance under the new revenue standards using the modified retrospective method effective January 1, 2018. Topic 606 requires the Company to recognize revenues when control of the promised goods or services and receipt of payment is probable. Upon adoption, the new standards replaced most existing revenue recognition guidance in U.S. GAAP. The adoption of the new revenue standards did not have any impact on its consolidated financial statements and all revenue will be recognized pursuant to Topic 606 under the five-step model specified by the new revenue standards. Use of Estimates The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires the Company to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and related disclosure of contingent assets and liabilities. On an ongoing basis, the Company evaluates its estimates including, but not limited to, those related to such items as income tax exposures, accruals, depreciable/useful lives, allowance for doubtful accounts and valuation allowances. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. Accounting Standards Issued But Not Yet Adopted In February 2016, the FASB issued ASU 2016-02, "Leases" (Topic 842), to provide a new comprehensive model for lease accounting under this guidance, lessees and lessors should apply a "right-of-use" model in accounting for all leases (including subleases) and eliminate the concept of operating leases and off-balance-sheet leases. Recognition, measurement and presentation of expenses will depend on classification as a finance or operating lease. Similar modifications have been made to lessor accounting in-line with revenue recognition guidance. This guidance is effective for the annual periods and interim periods beginning December 15, 2018. The amendments also require certain quantitative and qualitative disclosures about leasing arrangements. Early adoption is permitted. The update guidance requires a modified retrospective adoption. We are currently in the process of evaluating this new standard update.

Debt

Debt	6 Months Ended
	Jun. 30, 2018
Debt Disclosure [Abstract]
DEBT	2. DEBT On January 3, 2018, the Company issued an unsecured convertible promissory note to Cabrewceus Holdings, LLC and received proceeds of $50,000. The promissory note bears interest at 10% per annum and matures one year from the date of issuance. At any time, the holder of the note, at his option, has the right to convert the outstanding principal amount of the note, or any portion of the principal amount hereof, any accrued interest into shares of common stock of the Company at a conversion price of $0.17 per share. Beneficial Conversion Feature analysis was performed by the Company and no discount was recorded. On January 11, 2018, the Company received proceeds of $11,000 from a third party. The advance is unsecured, interest free and due upon demand. The advance was repaid in full in April 2018. In September and October 2018, the Company received additional advances of $24,000 from the third party of which $12,000 was repaid in 2018 and $12,000 was repaid in 2019. In June, September and December 2018, the Company received proceeds of $16,500, $15,000 and $6,000 from Church Street Capital. The advances are unsecured, interest free and due April 30, 2019 and June 30, 2019, respectively. During 2019, the Company received an additional $13,000 of advances from Church Street Capital. In May 2019, the Company received proceeds of $50,000 from a third party. The secured note bears interest 10% per annum. The note matures on September 15, 2019 and the parties are currently negotiating an extension. The note is secured by an interest in the Company's lawsuit vs. Aventus Health. In addition to the note owed, the third party will receive 5% of the lawsuit upon settlement or award. In July 2019, the Company received proceeds of $50,000 from a third party. The note is unsecured and interest free. The note matures on October 17, 2019 and the parties are currently negotiating an extension. During 2018, $200,000 of convertible debt and $255,000 of notes payable were extended to April 30, 2019 and June 30, 2019. The loans were extended with no extinguishment of the debt. During 2018, debt in the amount of $1,566,080 plus interest to Roy Meadows matured. The debt is currently in default but no demand for payment has been received. The parties are currently negotiating an extension agreement. Debt in the amount of $160,000 to two debtors is currently in default. No demand for payment has been received by the Company. Interest expense for the six months ended June 30, 2018 and 2017 was $165,357 and $646,694, respectively. Amortization of debt discount for the six months ended June 30, 2018 and 2017 was $36,645 and $434,445, respectively, which is included in the interest expense.

Warrants

Warrants	6 Months Ended
	Jun. 30, 2018
Warrants [Abstract]
WARRANTS	3. WARRANTS In January 2018, the Company issued warrants to the directors of the Company to purchase 150,000 shares of common stock at an exercise price of $0.11 per share. The warrants were issued in connection with services to be provided through December 31, 2018. These warrants vest immediately and expire 5 years from the date of issuance. The fair value of the warrants was $16,500, all of which was expensed during the six months ended June 30, 2018. The estimated value of the warrants was determined using the Black Scholes pricing model using the following assumptions: expected term of 5 years, a risk-free interest rate of 1.19%, a dividend yield of -0- and volatility of 387.1%. The fair value of the warrants issued amounted to $16,500. The following table summarizes the changes in warrants outstanding and the related price of the shares of the Company's common stock issued. The warrants were granted in lieu of cash compensation for services performed. Shares Price Life Value Outstanding, January 1, 2018 22,044,164 $ 0.09 4.7 years $ 1,808,529 Granted 150,000 0.11 4.9 years Expired/Cancelled - - Exercised - - Outstanding-period ending June 30, 2018 22,194,164 $ 0.09 3.57 years $ 67,671 Exercisable-period ending June 30, 2018 22,194,164 $ 0.09 3.57 years $ 67,671

Major Customers

Major Customers	6 Months Ended
	Jun. 30, 2018
Risks and Uncertainties [Abstract]
MAJOR CUSTOMERS	4. MAJOR CUSTOMERS Approximately 90% of the revenues for the six months ended June 30, 2018, was received from one company.

Legal Proceedings

Legal Proceedings	6 Months Ended
	Jun. 30, 2018
Legal Proceedings [Abstract]
LEGAL PROCEEDINGS	5. LEGAL PROCEEDINGS In January 2018, the Company was served with a complaint in the case Amy Dalton vs. Physician Stat Lab, Inc., LifeStyle Medical Network, Inc., Christopher Smith, and Nathan Hawkins. The case is pending in the United States District Court for the Middle District of Florida, Orlando Division. The complaint alleges breach of contract and failure to pay the minimum wage. The plaintiff has claimed damages of $25,823 and the Company has answered the complaint denying any wrongdoing and asserting affirmative defenses to the plaintiff's claims. The likelihood of a contingency loss is remote and therefore no accrual was recorded for the year ended December 31, 2017. The Company settled the litigation in December 2018 and paid Amy Dalton $5,000. In April 2018, the Company was served with a complaint filed January 19, 2018 in the case David Davila vs. LifeStyle Texas Medical Management LLC, a Texas subsidiary of the Company ("LifeStyle Texas Management") and Christopher Smith, our Chief Executive Officer, in the County Civil Court at Law Number 1, Harris County, Texas. The complaint seeks recovery of debt represented by a March 24, 2016 promissory note in the principal amount of $75,400 bearing interest at the rate of 5% per annum, issued by LifeStyle Texas Management to the plaintiff. The Company entered into a settlement agreement in June 2018, which has stayed prosecution of the lawsuit by plaintiff, pursuant to which agreement the Company would make three payments 0f $18,333 each June 23, July 23, and August 23, 2018., to settle the lawsuit, which may be resumed by the plaintiff if the Company fails to make the payment as required by the settlement agreement. The Company became aware of the obligation in 2018 and the liability of $55,000has been accrued as of December 31, 2017. The settlement was paid in full in August 2018. On June 19, 2019, the Company's Texas operating subsidiaries, Lifestyle Texas Management and Services, LLC and Lifestyle Texas Medical Management, LLC, and Christopher Smith, our Chief Executive Officer (collectively, "Plaintiffs"), filed a lawsuit in the District Courts of Harris County, Texas, against Aventus Health, LLC, and seven related companies and three individuals associated with these companies, that transacted business with Plaintiffs in Texas (collectively, "Defendants"). The lawsuit seeks damages of amounts owing by Defendants of $464,040 in unpaid invoices, and additional damages including attorney's fees, expert fees and the costs of litigation that are anticipated to be in excess of $250,000.00 through the time of trial, due to numerous false and material misrepresentations by Defendants to Plaintiffs with the intent that these misrepresentations be relied upon and made with no intention of fulfilling their contractual duties to compensate Plaintiffs as per agreements between the parties. Defendants' misrepresentations to Plaintiffs are stated in the lawsuit to include but are not limited to misrepresentations concerning payment for management services of Plaintiffs. On September 11, 2019, Defendants removed the lawsuit to the U.S. District Courts for the Southern District of Texas, Houston Division; however, on September 18, 2019, Plaintiffs and Defendants filed a joint motion to remand the lawsuit back to the District Courts of Harris County, Texas, as the U.S. District Courts did not have jurisdiction over the lawsuit. On September 23, 2019, the motion was granted and the lawsuit was remanded back to the District Courts of Harris County, Texas. It is anticipated that it may take 12 to 18 months to fully litigate the lawsuit.

Non-Controlling Interests

Non-Controlling Interests	6 Months Ended
	Jun. 30, 2018
Noncontrolling Interest [Abstract]
NON-CONTROLLING INTERESTS	6. NON-CONTROLLING INTERESTS During the six months ended June 30, 2018, the Company received $12,000 from non-controlling interests representing a 40% ownership in various subsidiaries. The Company returned $84,420 to the non-controlling interests representing a return of capital and a distribution of earnings from the subsidiaries.

Description of Business and S_2

Description of Business and Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Principles of Consolidation	Principles of Consolidation The consolidated financial statements of the Company include the Company and its wholly-owned subsidiaries. All material intercompany balances and transactions have been eliminated. Non-controlling interests are reported in the consolidated statement balance sheet as a separate component of equity. Non-controlling interests represent the equity of subsidiaries, directly or indirectly to the Company.
Revenue Recognition	Revenue Recognition In May 2014, the FASB issued ASU No. 2014-09, "Revenue from Contracts with Customers (Topic 606) ("ASU 2014-09"), which amends the existing account standards for revenue recognition. ASU 2014-09 is based on principles that govern the recognition of revenue at an amount an entity expects to be entitled when products are transferred to a customer. The Company adopted the guidance under the new revenue standards using the modified retrospective method effective January 1, 2018. Topic 606 requires the Company to recognize revenues when control of the promised goods or services and receipt of payment is probable. Upon adoption, the new standards replaced most existing revenue recognition guidance in U.S. GAAP. The adoption of the new revenue standards did not have any impact on its consolidated financial statements and all revenue will be recognized pursuant to Topic 606 under the five-step model specified by the new revenue standards.
Use of Estimates	Use of Estimates The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires the Company to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and related disclosure of contingent assets and liabilities. On an ongoing basis, the Company evaluates its estimates including, but not limited to, those related to such items as income tax exposures, accruals, depreciable/useful lives, allowance for doubtful accounts and valuation allowances. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates.
Accounting Standards Issued But Not Yet Adopted	Accounting Standards Issued But Not Yet Adopted In February 2016, the FASB issued ASU 2016-02, "Leases" (Topic 842), to provide a new comprehensive model for lease accounting under this guidance, lessees and lessors should apply a "right-of-use" model in accounting for all leases (including subleases) and eliminate the concept of operating leases and off-balance-sheet leases. Recognition, measurement and presentation of expenses will depend on classification as a finance or operating lease. Similar modifications have been made to lessor accounting in-line with revenue recognition guidance. This guidance is effective for the annual periods and interim periods beginning December 15, 2018. The amendments also require certain quantitative and qualitative disclosures about leasing arrangements. Early adoption is permitted. The update guidance requires a modified retrospective adoption. We are currently in the process of evaluating this new standard update.

Warrants (Tables)

Warrants (Tables)	6 Months Ended
	Jun. 30, 2018
Warrants [Abstract]
Schedule of changes in warrants outstanding	Shares Price Life Value Outstanding, January 1, 2018 22,044,164 $ 0.09 4.7 years $ 1,808,529 Granted 150,000 0.11 4.9 years Expired/Cancelled - - Exercised - - Outstanding-period ending June 30, 2018 22,194,164 $ 0.09 3.57 years $ 67,671 Exercisable-period ending June 30, 2018 22,194,164 $ 0.09 3.57 years $ 67,671

Debt (Details)

Debt (Details) - USD ($)

Jan. 11, 2018

Jan. 03, 2018

Jul. 31, 2019

May 31, 2019

Oct. 31, 2018

Mar. 31, 2019

Dec. 31, 2018

Sep. 30, 2018

Jun. 30, 2018

Jun. 30, 2018

Jun. 30, 2017

Mar. 24, 2016

Debt (Textual)

Debt instrument interest rate

5.00%

Amortization of debt discount

$ 36,645

$ 434,445

Proceeds from convertible promissory note

50,000

125,000

Interest expense

$ 165,357

$ 646,694

Debt principal amount

$ 75,400

Loans extended,description

During 2018, $200,000 of convertible debt and $255,000 of notes payable were extended to April 30, 2019 and June 30, 2019. The loans were extended with no extinguishment of the debt.

Third Party [Member]

Debt (Textual)

Unsecured promissory note received

$ 11,000

Repayment ofdebt

$ 12,000

Third Party [Member] | Subsequent Event [Member]

Debt (Textual)

Debt instrument interest rate

10.00%

Debt instrument, maturity date

Oct. 17, 2019

Sep. 15, 2019

Unsecured promissory note received

$ 50,000

Additional amount received from third party

$ 24,000

Repayment ofdebt

$ 12,000

Proceed from secured notes payable

$ 50,000

Percentage of lawsuit upon settlement or award

5.00%

Church Street Capital [Member]

Debt (Textual)

Unsecured promissory note received

$ 16,500

Additional amount received from third party

13,000

Church Street Capital [Member] | Subsequent Event [Member]

Debt (Textual)

Unsecured promissory note received

$ 6,000

$ 15,000

Roy Meadows Loan Agreement [Member]

Debt (Textual)

Debt amount plus interest

1,566,080

Two Debtors [Member]

Debt (Textual)

Debt principal amount

$ 160,000

$ 160,000

Convertible Promissory Note One [Member] | Cabrewceus Holdings, LLC [Member]

Debt (Textual)

Proceeds from convertible promissory note

$ 50,000

Debt instrument, term

1 year

Convertible Promissory Note [Member] | Cabrewceus Holdings, LLC [Member]

Debt (Textual)

Debt instrument interest rate

10.00%

Conversion price

$ 0.17

Warrants (Details)

Warrants (Details) - Warrants [Member]	6 Months Ended
	Jun. 30, 2018USD ($)$ / sharesshares
Shares
Outstanding, Beginning Balance | shares	22,044,164
Granted | shares	150,000
Expired/Cancelled | shares
Exercised | shares
Outstanding, Ending Balance | shares	22,194,164
Exercisable | shares	22,194,164
Price
Outstanding, Beginning Balance | $ / shares	$ 0.09
Granted | $ / shares	0.11
Expired/Cancelled | $ / shares
Exercised | $ / shares
Outstanding, Ending Balance | $ / shares	0.09
Exercisable | $ / shares	$ 0.09
Life
Outstanding, Beginning Balance	4 years 8 months 12 days
Granted	4 years 10 months 25 days
Outstanding, Ending Balance	3 years 6 months 25 days
Exercisable	3 years 6 months 25 days
Value
Outstanding, Beginning Balance | $	$ 1,808,529
Outstanding, Ending Balance | $	67,671
Exercisable | $	$ 67,671

Warrants (Details Textual)

Warrants (Details Textual) - Warrants [Member] - USD ($)	6 Months Ended
	Jun. 30, 2018	Jan. 31, 2018
Warrants (Textual)
Issuance of warrant to purchase common stock		150,000
Exercise price		$ 0.11
Fair value of warrants	$ 16,500
Expected term	5 years
Risk free interest rate	1.19%
Dividend yield	0.00%
Volatility	387.10%

Major Customers (Details)

Major Customers (Details)	6 Months Ended
	Jun. 30, 2018
Major Customers (Textual)
Concentration risk, percentage	90.00%

Legal Proceedings (Details)

Legal Proceedings (Details) - USD ($)	1 Months Ended				6 Months Ended		12 Months Ended
	Jun. 19, 2019	Aug. 23, 2018	Jul. 23, 2018	Jun. 23, 2018	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2018	Dec. 31, 2017	Mar. 24, 2016
Legal Proceedings (Textual)
Plaintiff has claimed damages								$ 25,823
Debt principal amount									$ 75,400
Debt instrument interest rate									5.00%
Bad debt expense					$ 165,357	$ 646,694
Description for lawsuit against unpaid damage invoice	The lawsuit seeks damages of amounts owing by Defendants of $464,040 in unpaid invoices, and additional damages including attorney's fees, expert fees and the costs of litigation that are anticipated to be in excess of $250,000.00 through the time of trial, due to numerous false and material misrepresentations by Defendants to Plaintiffs with the intent that these misrepresentations be relied upon and made with no intention of fulfilling their contractual duties to compensate Plaintiffs as per agreements between the parties.
Accrued liability								$ 55,000
Amy Dalton [Member] | Subsequent Event [Member]
Legal Proceedings (Textual)
Three payments							$ 5,000
Scenario, Forecast [Member]
Legal Proceedings (Textual)
Three payments		$ 18,333	$ 18,333	$ 18,333

Non-Controlling Interests (Deta

Non-Controlling Interests (Details) - USD ($)	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Non-Controlling Interests (Textual)
Ownership in various subsidiaries	40.00%
Received from non-controlling interests	$ 12,000	$ 16,000
Returned to non-controlling interests	$ 84,420	$ 16,000