Celsius (CELH) 10-Q 12 May 20 2020 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2020	May 11, 2020
Document and Entity Information [Abstract]
Entity Registrant Name	Celsius Holdings, Inc.
Entity Central Index Key	0001341766
Document Type	10-Q
Document Period End Date	Mar. 31, 2020
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity File Number	001-34611
Entity Incorporation, State or Country Code	NV
Entity Reporting Status Current	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		69,279,260
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2020

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Mar. 31, 2020	Dec. 31, 2019
Current assets:
Cash	$ 19,094,101	$ 23,090,682
Accounts receivable-net (note 2)	10,699,811	7,774,618
Note receivable-current (note 6)	1,157,754	1,181,116
Inventories-net (note 4)	21,038,367	15,292,349
Prepaid expenses and other current assets (note 5)	4,671,721	4,170,136
Total current assets	56,661,754	51,508,901
Notes Receivable (note 6)	10,416,120	10,630,041
Property and equipment-net (note 8)	115,324	132,889
Right of use assets (note 7)	626,120	809,466
Long term security deposits	55,358	104,134
Intangibles (note 9)	17,029,472	17,173,000
Goodwill (note 9)	10,023,806	10,023,806
Total Assets	94,927,954	90,382,236
Current liabilities:
Accounts payable and accrued expenses (note 11)	19,885,182	17,292,647
Lease liability obligation (note 7)	587,690	649,074
Bonds payable-net (note 13)	8,599,750	8,634,279
Other current liabilities (note 12)	160,646	107,399
Total current liabilities	29,233,268	26,683,399
Long-term liabilities:
Lease liability obligation (note 7)	188,789	239,848
Total Liabilities	29,422,057	26,923,247
Commitments and contingences (note 17)
Stockholders' Equity:
Common stock, $0.001 par value; 100,000,000 shares authorized, 69,279,260 and 68,941,311 shares issued and outstanding at March 31, 2020 and December 31, 2019, respectively (note 15)	69,280	68,942
Additional paid-in capital	129,168,007	127,552,998
Accumulated other comprehensive loss	(868,010)	(753,520)
Accumulated deficit	(62,863,380)	(63,409,431)
Total Stockholders' Equity	65,505,897	63,458,989
Total Liabilities and Stockholders' Equity	$ 94,927,954	$ 90,382,236

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2020	Dec. 31, 2019
Statement of Financial Position [Abstract]
Common stock, par value	$ 0.001	$ 0.001
Common stock, authorized	100,000,000	100,000,000
Common stock, issued	69,279,260	68,941,311
Common stock, outstanding	69,279,260	68,941,311

Consolidated Statements of Oper

Consolidated Statements of Operations and Comprehensive Income (Unaudited) - USD ($)		3 Months Ended
		Mar. 31, 2020	Mar. 31, 2019
Income Statement [Abstract]
Revenue		$ 28,184,889	$ 14,485,650
Cost of revenue		15,182,706	8,764,592
Gross profit		13,002,183	5,721,058
Selling and marketing expenses		7,506,047	3,601,003
General and administrative expenses		4,247,853	2,622,102
Total operating expense		11,753,900	6,223,105
Income/(loss) from operations		1,248,283	(502,047)
Other Income/(Expense):
Interest income on note receivable (note 6)		97,534
Interest expense		(136,018)	(28,632)
Amortization of intangibles		(143,528)
Interest expense on financial leases		(137,165)
Amortization of discount on notes payable			(85,940)
Amortization of discount on bonds payable		(166,069)
Other miscellaneous income		5,340
Realized foreign exchange (loss)		(77,923)
(Loss)/gain on investment repayment-(note 6)		(144,403)	12,273,213
Total Other Income/(Expense)		(702,232)	12,158,641
Net Income		546,051	11,656,594
Other comprehensive income/(loss):
Unrealized foreign exchange (loss)/gain		(114,490)	260,665
Comprehensive Income		$ 431,561	$ 11,917,259
Income per share:
Basic		$ 0.01	$ 0.2
Diluted		$ 0.01	$ 0.19
Weighted average shares outstanding:
Basic		69,284,307	57,155,445
Diluted	[1]	70,339,416	61,687,409
[1]	Please refer to Earnings Per Share section for further details

Consolidated Statements of Chan

Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($)	Common Stock	Additional Paid-In Capital	Comprehensive Income / Loss	Accumulated Deficit	Total
Balances at Dec. 31, 2018	$ 57,003	$ 85,153,667	$ (26,997)	$ (73,380,691)	$ 11,802,982
Balances, shares at Dec. 31, 2018	57,002,508
Stock option expense		1,358,503			1,358,503
Issuance of common stock pursuant to exercise of stock options - Cashless	$ 115	(115)
Issuance of common stock pursuant to exercise of stock options - Cashless, shares	115,107
Issuance of common stock pursuant to exercise of stock options - Cash	$ 80	24,680			24,760
Issuance of common stock pursuant to exercise of stock options - Cash, shares	80,750
Beneficial conversion Feature on convertible instruments		166,667			166,667
Foreign currency translation loss			260,665		260,665
Net Income				11,656,594	11,656,594
Balances at Mar. 31, 2019	$ 57,198	86,703,402	233,668	(61,724,097)	25,270,171
Balances, shares at Mar. 31, 2019	57,198,365
Balances at Dec. 31, 2019	$ 68,942	127,552,998	(753,520)	(63,409,430)	63,458,989
Balances, shares at Dec. 31, 2019	68,941,311
Stock option expense		1,400,000			1,400,000
Issuance of common stock pursuant to exercise of stock options - Cashless	$ 204	(204)
Issuance of common stock pursuant to exercise of stock options - Cashless, shares	204,028
Issuance of common stock pursuant to exercise of stock options - Cash	$ 134	215,213			215,347
Issuance of common stock pursuant to exercise of stock options - Cash, shares	133,921
Foreign currency translation loss			114,490		114,490
Net Income					546,051
Balances at Mar. 31, 2020	$ 69,280	$ 129,168,007	$ (868,010)	$ (62,863,380)	$ 65,505,897
Balances, shares at Mar. 31, 2020	69,279,260

Consolidated Statements of Cash

Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Cash flows from operating activities:
Net income	$ 546,051	$ 11,656,594
Adjustments to reconcile net income/(loss) to net cash provided/used in operating activities:
Depreciation	124,939	18,761
Amortization	309,597	91,224
Bad debt allowance	221,222	77,649
Inventory excess and obsolescence allowance	(270,710)	31,474
Stock-based compensation expense	1,400,000	1,358,503
Gain on China transaction	144,403	(12,273,213)
Changes in operating assets and liabilities:
Accounts receivable-net	(3,146,415)	(2,565,847)
Inventory	(5,475,308)	(2,363,973)
Prepaid expenses and other current assets	(501,586)	(707,984)
Accounts payable and accrued expenses	2,729,700	(2,070,134)
Deposits/deferred revenue and other current liabilities	102,743	(44,124)
Change in Right to Use and Lease Obligation-net	(2,180)	(2,642)
Net cash used in operating activities	(3,817,544)	(6,793,712)
Cash flows from investing activities:
Purchase of property and equipment	(107,372)
Net cash used in investing activities	(107,372)
Cash flows from financing activities:
Proceeds from notes payable-related-party, net		1,500,000
Principal payments financial lease obligations	(64,082)
Proceeds from exercise of stock options	215,347	24,760
Net cash provided by financing activities	151,265	1,524,760
Effect on exchange rate changes on cash and cash equivalents	(222,930)	288,584
Net (decrease) in cash and cash equivalents	(3,996,581)	(4,980,368)
Cash and cash equivalents at beginning of the period	23,090,682	7,743,181
Cash and cash equivalents at end of the period	19,094,101	2,762,813
Cash paid during period for:
Interest	$ 136,018	$ 28,632

ORGANIZATION AND DESCRIPTION OF

ORGANIZATION AND DESCRIPTION OF BUSINESS	3 Months Ended
	Mar. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
ORGANIZATION AND DESCRIPTION OF BUSINESS	1. ORGANIZATION AND DESCRIPTION OF BUSINESS Business Company Celsius Holdings On February 7, 2018, the Company established Celsius Asia Holdings Limited a Hong Kong corporation as a wholly-owned subsidiary of the Company. On February 7, 2018 Celsius China Holdings Limited a Hong Kong corporation became a wholly-owned subsidiary of Celsius Asia Holdings Limited and on May 9, 2018, Celsius Asia Holdings Limited established Celsius (Beijing) Beverage Limited, a China corporation as a wholly-owned subsidiary of Celsius Asia Holdings Limited. On October 25, 2019, the Company acquired 100% of Func Food Group, Oyj ("Func Food). The Acquisition was structured as a purchase of all of Func Food's equity shares and a restructuring of Func Food's pre-existing debt. Func Food was the Nordic distributor for the Company since 2015. Func Food is a marketer and distributor of nutritional supplements, health food products, and beverages (see Note 10). The Company is engaged in the development, marketing, sale and distribution of " functional

BASIS OF PRESENTATION AND SUMMA

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Mar. 31, 2020
Accounting Policies [Abstract]
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	2. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation and Principles of Consolidation – US GAAP Significant Estimates Reclassification of Prior Year Presentation – Segment Reporting Disclosed About Segments of an Enterprise and Related Information.) Our chief operating decision-maker is considered to be our Chief Executive Officer (CEO). The CEO reviews financial information presented on a consolidated basis for purposes of making operating decisions and assessing financial performance. The financial information reviewed by the CEO is identical to the information presented in the accompanying consolidated statement of operations. Therefore, the Company has determined that it operates in a single operating segment. For the three months ended March 31, 2020 and 2019 all material assets and revenues of the Company were in the United States except as disclosed in Note 3. Concentrations of Risk The Company uses single supplier relationships for its raw materials purchases and filling capacity, which potentially subjects the Company to a concentration of business risk. If these suppliers had operational problems or ceased making product available to the Company, operations could be adversely affected. Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable. The Company places its cash and cash equivalents with high-quality financial institutions. At times, balances in the Company's cash accounts may exceed the Federal Deposit Insurance Corporation limit. At March 31, 2020, the Company had approximately $18.8 million in excess of the Federal Deposit Insurance Corporation limit. For the three months ended March 31, 2020 and 2019, the Company had the following 10 percent or greater concentrations of revenue with its customers: 2020 2019 A* 23.1 % 11.9 % B* - 17.9 % All other 76.9 % 70.2 % Total 100.0 % 100.0 % Revenues from customer A are derived from a customer located in the United States. Revenues from all other customers were mainly derived in the United States. At March 31, 2020 and December 31, 2019, the Company had the following 10 percent or greater concentrations of accounts receivable with its customers: 2020 2019 A** 28.8 % 14.1 % B** - 41.1 % All other 71.2 % 44.8 % Total 100.0 % 100.0 % * Revenues from customer A are derived from a customer located in the United States. Revenues from customer B were derived from a customer located in Sweden which was acquired on October 25, 2019. Please refer to note 10, further details. All other revenues customers were mainly derived from the United States. ** Receivables from customer A are obtained from a customer located in the United States. Receivables from customer B were derived from a customer located in Sweden which was acquired on October 25, 2019. Please refer to note 10, further details. Cash Equivalents Accounts Receivable Inventories Property and Equipment Impairment of Long-Lived Assets Goodwill Revenue Recognition Revenue is derived from the sale of beverages. The Company recognizes revenue when obligations under the terms of a contract with the customer are satisfied. Product sales occur once control is transferred upon delivery to the customer. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring goods. The amount of consideration the Company receives and revenue the Company recognizes varies with changes in customer incentives the Company offers to its customers and their customers. Any discounts, slotting fees, sales incentives or similar arrangements with the customer are estimated at time of sale and deducted from revenue. Sales taxes and other similar taxes are excluded from revenue. Customer Advances Advertising Costs Research and Development Foreign Currency Translation — Chinese-Yuan Norwegian-Krone Swedish-Krona Finland-Euro Fair Value of Financial Instruments Fair Value Measurements Level 1: Observable inputs such as quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs for which there is little or no market data, which require the use of the reporting entity's own assumptions. Other than these noted previously, the Company did not have any other assets or liabilities measured at fair value at March 31, 2020 and December 31, 2019. Income Taxes — Accounting for Uncertain Income Tax Positions. Tax positions taken are not offset or aggregated with other positions. Tax positions that meet the more-likely-than-not recognition threshold are measured as the largest amount of tax benefit that is more than 50 percent likely of being realized upon settlement with the applicable taxing authority. The portion of the benefits associated with tax positions taken that exceeds the amount measured as described above should be reflected as a liability for uncertain tax benefits in the accompanying balance sheet along with any associated interest and penalties that would be payable to the taxing authorities upon examination. The Company believes its tax positions are all highly certain of being upheld upon examination. As such, the Company has not recorded a liability for uncertain tax benefits. The Company has adopted ASC 740-10-25 Definition of Settlement, Earnings per Share For the three months 2020 2019 Net income (loss) $ 546,051 11,656,594 Adjustments for diluted earnings: Income (Loss) per share: Basic $ 0.01 0.20 Diluted $ 0.01 0.19 Weighted average shares outstanding: Basic 69,284,307 57,155,445 Diluted 70,339,416 61,687,409 Share-Based Payments Cost of Sales Operating Expenses Shipping and Handling Costs Recent Accounting Pronouncements The Company adopts all applicable, new accounting pronouncements as of the specified effective dates. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326) ("ASU 2016-13"), which requires the immediate recognition of management's estimates of current and expected credit losses. In November 2018, the FASB issued ASU 2018-19, which makes certain improvements to Topic 326. In April and May 2019, the FASB issued ASUs 2019-04 and 2019-05, respectively, which adds codification improvements and transition relief for Topic 326. In November 2019, the FASB issued ASU 2019-10, which delays the effective date of Topic 326 for Smaller Reporting Companies to interim and annual periods beginning after December 15, 2022, with early adoption permitted. In November 2019, the FASB issued ASU 2019-11, which makes improvements to certain areas of Topic 326. In February 2020, the FASB issued ASU 2020-02, which adds an SEC paragraph, pursuant to the issuance of SEC Staff Accounting Bulletin No. 119, to Topic 326. Topic 326 is effective for the Company for fiscal years and interim reporting periods within those years beginning after December 15, 2022. Early adoption is permitted for interim and annual periods beginning December 15, 2019. The Company is currently evaluating the potential impact of adopting this guidance on our consolidated financial statements. On January 1, 2020, the Company adopted ASU No. 2017-04, "Intangibles and Other (Topic 350): Simplifying the Test for Goodwill Impairment", which eliminates the requirement to calculate the implied fair value of goodwill, but rather requires an entity to record an impairment charge based on the excess of a reporting unit's carrying value over its fair value. Adoption of this ASU did not have a material effect on our consolidated financial statements. On January 1, 2020, the Company adopted ASU No. 2018-13, Fair Value Measurements (Topic 820): Disclosure Framework Changes to the Disclosure Requirements for Fair Value Measurement. The amendments in this update modify the disclosure requirements on fair value measurements in Topic 820. Adoption of this ASU did not have a material effect on our consolidated financial statements. All new accounting pronouncements issued but not yet effective are not expected to have a material impact on our results of operations, cash flows or financial position with the exception of the updated previously disclosed above, there have been no new accounting pronouncements not yet effective that have significance to our consolidated financial statements. Liquidity If our sales volumes do not meet our projections, expenses exceed our expectations, our plans change, we may be unable to generate enough cash flow from operations to cover our working capital requirements. In such case, we may be required to adjust our business plan, by reducing marketing, lower our working capital requirements and reduce other expenses or seek additional financing. Furthermore, our business and results of operations may be adversely affected by changes in the global macro-economic environment related to the pandemic and public health crises related to the COVID-19 outbreak. Please refer to the Item 1.A. Risk Factors, for further details regarding this situation.

REVENUE

REVENUE	3 Months Ended
	Mar. 31, 2020
Revenue from Contract with Customer [Abstract]
REVENUE	3. REVENUE The Company recognizes revenue when obligations under the terms of a contract with the customer are satisfied. Product sales occur once control is transferred upon delivery to the customer. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring goods. The amount of consideration the Company receives and revenue the Company recognizes varies with changes in customer incentives the Company offers to its customers and their customers. Sales taxes and other similar taxes are excluded from revenue. Information about the Company's net sales by geographical location for the three months ended March 31, 2020 and 2019 are as follows: For the three months ended March 31, March 31, 2020 2019 North America $ 19,359,169 $ 11,397,862 Europe 8,500,852 2,999,664 Asia 268,292 52,764 Other 56,576 35,360 Net sales $ 28,184,889 $ 14,485,650 License Agreement In January 2019, the Company entered into a license and repayment of investment agreement with Qifeng Food Technology (Beijing) Co., Ltd ("Qifeng"). Under the agreement, Qifeng was granted the exclusive license rights to manufacture, market and commercialize Celsius branded products in China. The term of the agreement is 50 years, with annual royalty fees due from Qifeng after the end of each calendar year. The royalty fees are based on a percentage of Qifeng's sales of Celsius branded products; however, the fees are fixed for the first five years of the agreement, totaling approximately $6.9 million, and then are subject to annual guaranteed minimums over the remaining term of the agreement. Under the agreement, the Company grants Qifeng exclusive license rights and provides ongoing support in product development, brand promotion and technical expertise. The ongoing support is integral to the exclusive license rights and, as such, both of these represent a combined, single performance obligation. The transaction price consists of the guaranteed minimums and the variable royalty fees, all of which are allocated to the single performance obligation. The Company recognizes revenue from the agreement over time because the customer simultaneously receives and consumes the benefits from the services. The Company uses the passage of time to measure progress towards satisfying its performance obligation because its efforts in providing the exclusive license rights and ongoing support occur on a generally even basis throughout the year. Total revenue recognized under the agreement was approximately $190,000 for the three months ended March 31, 2020 and is reflected in the Company's Asia reporting segment which was determined by the minimum royalties due during first year, as per the licensing agreement.

INVENTORIES

INVENTORIES	3 Months Ended
	Mar. 31, 2020
Inventory Disclosure [Abstract]
INVENTORIES	4. INVENTORIES Inventories consist of the following at: March 31, December 31, 2020 2019 Finished goods $ 18,166,171 $ 12,990,044 Raw Materials 3,467,034 3,167,853 Less: Inventory allowance for excess and obsolete products (594,838 ) (865,548 ) Inventories $ 21,038,367 $ 15,292,349

PREPAID EXPENSES AND OTHER CURR

PREPAID EXPENSES AND OTHER CURRENT ASSETS	3 Months Ended
	Mar. 31, 2020
Prepaid Expense and Other Assets, Current [Abstract]
PREPAID EXPENSES AND OTHER CURRENT ASSETS	5. PREPAID EXPENSES AND OTHER CURRENT ASSETS Prepaid expenses and other current assets total $4.7 million and $4.2 million at March 31, 2020 and December 31, 2019, respectively, consist mainly of prepaid advertising, prepaid insurance, prepaid slotting fees and net deposits on purchases.

NOTE RECEIVABLE

NOTE RECEIVABLE	3 Months Ended
	Mar. 31, 2020
Note Receivable [Abstract]
NOTE RECEIVABLE	6. NOTE RECEIVABLE Note receivable consists of the following at: March 31, December 31, 2020 2019 Note Receivable-current $ 1,157,754 $ 1,181,116 Note Receivable-non-current 10,416,120 10,630,041 Total Note Receivable $ 11,573,874 $ 11,811,157 On January 1, 2019, the Company entered into a license and repayment of investment agreement with Qifeng Food Technology (Beijing) Co., Ltd ("Qifeng"). Under the agreement, Qifeng will repay the market investment Celsius has made into China to date, over a five-year period, under an unsecured, interest-bearing note receivable ("Note"). The initial outstanding principal under the Note was approximately $12.2 million which is denominated in Chinese Renminbi (CNY) and was recorded as Other Income on the Consolidated Statements of Operations. The amount recognized considered the net of the balances of the accounts receivable, accounts payable and accrued expenses, as well as the marketing investments that were performed in the China market. Scheduled principal payments plus accrued interest are due annually on March 31 of each year starting in 2020. The Note is recorded at amortized cost basis and accrues interest at a rate per annum equal to the weighted average of 5% of the outstanding principal up to $5 million and 2% of the outstanding principal above $5 million. For the three months ended March 31, 2020, the weighted average interest rate was 3.32% and interest income was $97,500. The Company assesses the Note for impairment periodically by evaluating whether it is probable that the Company will be unable to collect all the contractual interest and principal payments as scheduled in the Note agreement, based on historical experience about Qifeng's ability to pay, the current economic environment and other factors. If the Note is determined to be impaired, the impairment is measured based on the present value of the expected future cash flows under the Note, discounted at the Note's effective interest rate. At March 31, 2020, the Note was not deemed to be impaired. The first installment of the note in the amount of RMB 13,253,093 was due on March 31, 2020. We were requested to provide a 3-month consideration to delay payment until June 30, 2020, due to the impact of the health crisis in China. For this consideration, a guarantee was obtained for the full amount of the first-installment and offers as collateral stock certificates in Celsius Holdings, Inc., which amount to 570,412 shares. The consideration was provided and therefore payment in full of the first installment is expected to be provided on June 30, 2020.

LEASES

LEASES	3 Months Ended
	Mar. 31, 2020
Leases [Abstract]
LEASES	7. LEASES The Company's leasing activities include an operating lease of its corporate office space from a related party (see Note 14) and several other operating and finance leases of vehicles and office space for the Company's European operations. At the inception of a contract, the Company assesses whether the contract is, or contains, a lease. The Company's assessment is based on: (1) whether the contract involves the use of a distinct identified asset, (2) whether the Company obtains the right to substantially all the economic benefit from the use of the asset throughout the term, and (3) whether the Company has the right to direct the use of the asset. The Company allocates the consideration in the contract to each lease and non-lease component based on the component's relative stand-alone price to determine the lease payments. Lease and non-lease components are accounted for separately. Leases are classified as either finance leases or operating leases based on criteria in Topic 842. The Company's operating leases are generally comprised of real estate and vehicles, and the Company's finance leases are generally comprised of vehicles. At lease commencement, the Company records a lease liability equal to the present value of the remaining lease payments, discounted using the rate implicit in the lease or, if that rate cannot be readily determined, the Company's incremental borrowing rate. A corresponding right-of-use asset ("ROU asset") is recorded, measured based on the initial measurement of the lease liability. ROU assets also include any lease payments made and exclude lease incentives. Lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Lease expense for operating leases, consisting of lease payments, is recognized on a straight-line basis over the lease term. Included in lease expense are any variable lease payments incurred in the period that were not included in the initial lease liability. Lease expense for finance leases consists of the amortization of the ROU asset on a straight-line basis over the shorter of the useful life of the asset or the lease term, and interest expense is calculated using the effective interest rate method. The following is a summary of lease cost recognized in the Company's consolidated statements of operations: Three months ended Three months ended March 31, 2020 March 31, 2019 Operating Finance Operating Finance Leases Leases Leases Leases Lease cost in general and administrative expenses: Operating lease expense $ 95,904 $ - $ 40,000 $ - Amortization of finance lease ROU assets 137,165 - - Total lease cost in general and administrative expenses 95,904 137,165 40,000 - Lease cost in other expense: Interest on finance lease liabilities - 3,596 - - Total lease cost in other expense - 3,596 - - Total lease cost $ 95,904 $ 140,761 $ 40,000 - The following is a summary of the impact of the Company's leases on the consolidated statements of cash flows: Three months ended March 31, 2020 2019 Leasing activity in cash flows from operating activities: Operating leases (96,084 ) 37,357 Interest payments on finance lease liabilities 3,596 - Total leasing activity in cash flows from operating activities 99,680 37,357 Leasing activity in cash flows from financing activities: Principal payments on finance lease liabilities 64,082 - Total leasing activity in cash flows from financing activities: 64,082 - The future annual minimum lease payments required under the Company's leases as of March 31, 2020 are as follows: Three months ended March 31, 2020 2019 Weighted average remaining lease term (years) - operating leases 1.3 1.6 Weighted average remaining lease term (years) - finance leases 1.0 - Weighted average discount rate - operating leases 4.95 % 5.00 % Weighted average discount rate - finance leases 3.45 % - % Operating Finance Future minimum lease payments Leases Leases Total 2020 $ 243,295 $ 238,257 $ 481,552 2021 133,309 122,858 256,167 2022 9,577 49,191 58,768 Total future minimum lease payments 386,181 410,306 796,487 Less: Amount representing interest (11,003 ) (9,005 ) (20,008 ) Present value of lease liabilities 375,178 401,301 776,479 Less: current portion (310,935 ) (276,755 ) (587,690 ) Long-term portion $ 64,243 $ 124,546 $ 188,789

PROPERTY AND EQUIPMENT

PROPERTY AND EQUIPMENT	3 Months Ended
	Mar. 31, 2020
Property, Plant and Equipment [Abstract]
PROPERTY AND EQUIPMENT	8. PROPERTY AND EQUIPMENT Property and equipment consist of the following at: March 31, December 31, 2020 2019 Furniture and equipment $ 532,575 $ 529,550 Less: accumulated depreciation (417,251 ) (396,661 ) Total $ 115,324 $ 132,889 Depreciation expense amounted to $124,939 and $18,761 for the three months ended March 31, 2020 and 2019, respectively.

GOODWILL AND INTANGIBLES

GOODWILL AND INTANGIBLES	3 Months Ended
	Mar. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
GOODWILL AND INTANGIBLES	9. GOODWILL AND INTANGIBLES Goodwill consists of approximately $10,023,806 resulting from the excess of the consideration paid and the fair value of net tangible and intangible assets acquired from the Func Food Acquisition (see Note 10). There was no activity related to goodwill during the three months ended March 31, 2020 or 2019. Intangible assets consist of acquired customer relationships and brands from the Func Food Acquisition. The gross carrying amount and accumulated amortization of intangible assets were as follows as of March 31, 2020 and 2019: March 31, December 31, 2020 2019 Intangible assets subject to amortization Customer relationships gross carrying amount $ 14,006,244 $ 14,006,244 Less: accumulated amortization (143,528 ) - Total $ 13,862,716 $ 14,006,244 Intangible assets not subject to amortization Brands total carrying amount $ 3,166,756 $ 3,166,756 Total Intangibles $ 17,029,472 $ 17,173,000 Customer relationships are amortized over an estimated useful life of 25 years and brands have an indefinite life. Amortization expense for the three months ended March 31, 2020 was $143,528. There was no amortization expense related to intangible assets for the three months ended March 31, 2019. Other fluctuations in the amounts of intangible assets are due to currency translation adjustments. The following is the future estimated amortization expense related to customer relationships: As of March 31, 2020: 2020 $ 430,584 2021 574,112 2022 574,112 2023 574,112 2024 574,112 Thereafter 11,135,684 $ 13,862,716

ACQUISITION-EUROPEAN OPERATIONS

ACQUISITION-EUROPEAN OPERATIONS	3 Months Ended
	Mar. 31, 2020
Acquisition european Operations [Abstract]
ACQUISITION-EUROPEAN OPERATIONS	10. ACQUISITION-EUROPEAN OPERATIONS The Company acquired 100% of Func Food Group, Oyj (" Func Food Acquisition Func Food is a marketer and distributor of nutritional supplements, health food products, and beverages that support sport activities and healthy living and lifestyles in Finland, Sweden, and Norway. Func Food has been the Nordic distributor of Celsius products since 2015 and, as a result of the acquisition, the Company expects to further increase its Nordic market share by leveraging collaborations, revamping its marketing strategy and focusing on core products. It also expects to reduce costs through economies of scale. The Company recorded the acquisition in accordance with ASC-805, pertaining to business combinations. The following table summarizes the consideration paid for Func Food and the amounts of the assets acquired at fair market value and liabilities assumed recognized at the Acquisition date. Acquisition consideration Cash $ 14,188,056 Bonds payable 8,356,958 Settlement of pre-existing debt 4,515,687 Total consideration transferred 27,060,701 Assets acquired and liabilities assumed Accounts receivable $ 1,300,468 Inventories 2,161,067 Prepaid expenses and other current assets 331,774 Property and equipment 616 Right of use asset 806,572 Other long-term assets 101,413 Intangible assets-Customer relationships 14,050,000 Intangible assets-Brands 3,123,000 Accounts payable and accrued expenses (3,489,080 ) Lease liability Obligations (817,041 ) Other current liabilities (532,088 ) Total identifiable net assets $ 17,036,701 Goodwill $ 10,024,000 The amounts of revenue and earnings of Func Food included in the Company's consolidated income statement for the three months ended March 31, 2020 are $8,500,000 million and $0 million, respectively. On a pro forma basis, if the acquisition had occurred on January 1, 2019, the Company's total consolidated revenue and earnings for the twelve months ended December 31, 2019 would have been $21.5 million and $8.7, respectively. Pro forma earnings include adjustments to reflect the additional amortization that would have been charged for the intangible assets recognized in the acquisition. Pro forma earnings also include approximately $2.2 million of historical, non-recurring charges of Func Food that are not expected to have an ongoing effect after the Acquisition. These non-recurring charges consist of $0.7 million of inventory impairment charges, $0.1 million of restructuring charges, and $1.4 million of incremental interest expense on Func Food's historical debt that was restructured as part of the Acquisition. Consequently, pro forma earnings for the three months ended March 31, 2019 earnings would have amounted to $10.9 million had these non-recurring expenses not been incurred.

ACCOUNTS PAYABLE AND ACCRUED EX

ACCOUNTS PAYABLE AND ACCRUED EXPENSES	3 Months Ended
	Mar. 31, 2020
Payables and Accruals [Abstract]
ACCOUNTS PAYABLE AND ACCRUED EXPENSES	11. ACCOUNTS PAYABLE AND ACCRUED EXPENSES Accounts payable and accrued expenses consist of the following at: March 31, December 31, 2020 2019 Accounts payable $ 11,169,316 $ 10,159,900 Accrued expenses 8,715,866 7,132,747 Total $ 19,885,182 $ 17,292,647

OTHER LIABILITIES

OTHER LIABILITIES	3 Months Ended
	Mar. 31, 2020
Accrued Liabilities and Other Liabilities [Abstract]
OTHER LIABILITIES	12. OTHER LIABILITIES Other current liabilities consist of the following at: March 31, December 31, 2020 2019 Other Liabilities-State Beverage Container Deposit $ 160,646 $ 107,399 Total $ 160,646 $ 107,399

BONDS PAYABLE

BONDS PAYABLE	3 Months Ended
	Mar. 31, 2020
Bonds Payable [Abstract]
BONDS PAYABLE	13. BONDS PAYABLE Bonds payable consists of the following as of: March 31, December 31, 2020 2019 Bonds issued as part of the purchase consideration to acquire Func Food (see Note 10). The Bonds are Euro-denominated, unregistered, and were issued on October 25, 2019 at an initial nominal amount of approximately $9.1 million, less discount and issuance costs of approximately $0.7 million. The Bonds accrue interest at a stated interest rate of 6.00% per annum, due semi-annually in arrears, with the first interest payment due on April 30, 2020. The maturity date of the Bonds is October 30, 2020. The Bonds are carried at the nominal amount, less any unamortized discount and issuance costs. The discount is amortized using the effective interest rate method. As of March 31, 2020, the unamortized balance of the discount is approximately $261,000. Amortization of the discount was approximately $109,000 for the three months ended March 31, 2020. The bond issuance costs amounted to $229,250. The issuance costs are being amortized over a straight-line basis, given the short-term nature and that it does not result in a material difference from applying the effective interest rate method. Amortization of the bond issuance costs for the three months ended March 31, 2020 was $57,000. Fluctuations in currency resulted in a translation gain of $200,598, for the three months ended March 31, 2020 and a translation loss of $398,000 from inception to December 31, 2019. Upon maturity of the Bonds, the Company may, at its own election, convert up to 50% of the outstanding nominal amount of the Bonds into shares of common stock of the Company, at a conversion price relative to the 30-day weighted-average trading price of the Company's common shares prior to the Acquisition. At the Company's election, the Bonds are callable at 103% at any time. Additionally, mandatory prepayments would be required in the event of either i) a capital raise consummated by the Company or ii) the sale of a certain product line of Func Food. To the fullest extent possible, the net proceeds derived from either event must first be applied towards prepayment of the bonds at 103%, plus any accrued but unpaid interest on the repaid amount. The Bonds are unsubordinated and are guaranteed by Func Food and its direct and indirect subsidiaries. The Bonds are secured by substantially all the assets of Func Food. The Bonds contain certain financial covenants that are specific to Func Food, mainly related to minimum cash requirements at the end of each quarter. As of March 31, 2020, Func Food is in compliance with these covenants. $ 8,599,750 $ 8,634,279 Total Bonds Payable $ 8,599,750 $ 8,634,279

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	3 Months Ended
	Mar. 31, 2020
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	14. RELATED PARTY TRANSACTIONS The Company's office is rented from a company affiliated with CD Financial, LLC which is controlled by one of our major shareholders. Currently, the lease expires on October 2020 with monthly rent of $12,826. The rental fee is commensurate with other properties available in the market.

STOCKHOLDERS' EQUITY

STOCKHOLDERS' EQUITY	3 Months Ended
	Mar. 31, 2020
Equity [Abstract]
STOCKHOLDERS' EQUITY	15. STOCKHOLDERS' EQUITY Issuance of common stock pursuant to exercise of stock options During the three months ended March 31, 2020, the Company issued an aggregate of 337,949 shares of its common stock pursuant to the exercise of stock options granted under the Company's 2015 Stock Incentive Plan. The Company received aggregate proceeds of $215,347 for 133,921 options exercised for cash, with the balance of the options having been exercised on a "cashless" basis. During the three months ended March 31, 2019, the Company issued an aggregate of 195,857 shares of its common stock pursuant to the exercise of stock options granted under the Company's 2015 Stock Incentive Plan. The Company received aggregate proceeds of $24,760 for 80,750 options exercised for cash, with the balance of the options having been exercised on a "cashless" basis. Issuance of common stock pursuant to public placement On March 16, 2019 the Company issued 7,986,110 in a public placement and obtained gross proceeds of $28,749,996 and paid $1,585,000 in commissions & fees and incurred in $209,559 of expenses related to the capital raise thereby resulting in net-proceeds in the amount of $26,955,437. Conversion of Notes Payable into common stock On March 16, 2019, the company had three Notes Payable outstanding with related parties for a total principal value of $10 million. As per the terms of the agreements, the principal values of notes payable and any accrued but unpaid interest are convertible into common stock of the Company. Moreover, also as per the terms of the agreements, in the event of financing greater than $25.0 million, the principal value of the notes and any accrued but unpaid interest are automatically converted into the company's common stock. As result of the public financing which raised $27,063,779, the principal balance of the notes payable and the accrued but unpaid interest were converted resulting in the issuance of 3,196,460, shares of common stock. The shares were issued at the contractual conversion prices per the loan agreements.

STOCK-BASED COMPENSATION

STOCK-BASED COMPENSATION	3 Months Ended
	Mar. 31, 2020
Share-based Payment Arrangement [Abstract]
STOCK-BASED COMPENSATION	16. STOCK-BASED COMPENSATION The Company adopted an Incentive Stock Plan on January 18, 2007. This plan is intended to provide incentives which will attract and retain highly competent persons at all levels as employees of the Company, as well as independent contractors providing consulting or advisory services to the Company, by providing them opportunities to acquire the Company's common stock or to receive monetary payments based on the value of such shares pursuant to Awards issued. While the plan terminates 10 years after the adoption date, issued options have their own schedule of termination. During 2013, the majority of the shareholders approved to increase the total available shares in the plan from 2.5 million to 3.5 million shares of common stock. During May 2014, the majority of the shareholders approved to increase the total available shares in the plan from 3.5 million to 4.25 million shares of common stock, during February 2015, the majority of the shareholders approved to increase the total available shares in the plan from 4.25 million to 4.6 million shares of common stock and during April 2015, the majority of the shareholders approved to increase the total available shares in the plan from 4.6 million to 5.1 million shares of common stock. Upon exercise, shares of new common stock are issued by the Company. The Company adopted the 2015 Stock Incentive Plan on April 30, 2015. This plan is intended to provide incentives which will attract and retain highly competent persons at all levels as employees of the Company, as well as independent contractors providing consulting or advisory services to the Company, by providing them opportunities to acquire the Company's common stock or to receive monetary payments based on the value of such shares pursuant to Awards issued. The 2015 Plan permits the grant of options and shares for up to 5,000,000 shares. In addition, there is a provision for an annual increase of 15% to the shares included under the plan, with the shares to be added on the first day of each calendar year, beginning on January 1, 2017. As of March 31, 2020, 1,013,075 shares are available. Under the 2015 Stock Option Plan the Company has issued options to purchase approximately 6.36 million shares at an average price of $3.83 per share with a fair value of $2.94 million. For the three months ended March 31, 2020 and 2019, the Company issued options to purchase 285,000 and 1.27 million shares. For the three months ended March 31, 2020 and 2019, the Company recognized an expense of approximately $1,400,000 and $1,359,000 respectively, of non-cash compensation expense (included in General and Administrative expense in the accompanying Consolidated Statement of Operations) determined by application of a Black Scholes option pricing model with the following inputs: exercise price, dividend yields, risk-free interest rate, and expected annual volatility. As of March 31, 2020, the Company had approximately $4,400,000 of unrecognized pre-tax non-cash compensation expense, which the Company expects to recognize, based on a weighted-average period of 3 years. The Company used straight-line amortization of compensation expense over the two to three-year requisite service or vesting period of the grant. There are options to purchase approximately 2.86 million shares that are vested as of March 31, 2020. The Company uses the Black-Scholes option-pricing model to estimate the fair value of its stock option awards and warrant issuances. The calculation of the fair value of the awards using the Black - Scholes option-pricing model is affected by the Company's stock price on the date of grant as well as assumptions regarding the following: Three months ended March 31, 2020 2019 Expected volatility 69.18%-81.11 % 71%-121 % Expected term 4.84-5.00 Years 4.02-4.64 Years Risk-free interest rate 1.35% - 1.39 % 2.55% - 2.72 % Forfeiture Rate 0.00 % 0.00 % The expected volatility was determined with reference to the historical volatility of the Company's stock. The Company uses historical data to estimate option exercise and employee termination within the valuation model. The expected term of options granted represents the period of time that options granted are expected to be outstanding. The risk-free interest rate for periods within the contractual life of the option is based on the U.S. Treasury rate in effect at the time of grant. A summary of the status of the Company's outstanding stock options as of March 31, 2020 and changes during the period ending on that date is as follows: Weighted Aggregate Intrinsic Average Shares Exercise Value Remaining (000's) Price (000's) Term (Yrs) Options Balance at December 31, 2019 6,528 $ 3.58 $ 8,978 6.58 Granted 285 $ 5.59 Exercised (319 ) $ 1.10 Forfeiture and cancelled (129 ) $ 3.46 Balance at March 31, 2020 6,364 $ 3.83 $ 4,751 6.11 Exercisable at March 31, 2020 3,640 $ 3.61 The following table summarizes information about employee stock options outstanding at March 31, 2020: Outstanding Options Vested Options Number Number Outstanding Exercisable at Weighted Weighted at Weighted Weighted March 31, Average Average March 31, Average Average Range of 2020 Remaining Exercise 2019 Exercise Remaining Exercise Price (000's) Term Price (000's) Price Term $0.20 - $0.53 259 3.30 $ 0.30 259 $ 0.30 3.30 $0.65 - $1.80 77 4.91 $ 1.05 77 $ 1.05 4.91 $1.83 - $2.84 520 2.44 $ 2.04 520 $ 2.04 2.44 $3.20 - $6.20 5,508 7.47 $ 4.45 2,002 4.45 5.73 $7.20 - $22.00 0 0 $ 0 0 $ 0 0 Outstanding options 6,364 6.86 $ 3.54 2,857 $ 3.54 4.89 Restricted Stock Awards Restricted stock awards are awards of common stock that are subject to restrictions on transfer and to a risk of forfeiture if the holder leaves the Company before the restrictions lapse. The holder of a restricted stock award is generally entitled at all times on and after the date of issuance of the restricted shares to exercise the rights of a shareholder of the Company, including the right to vote the shares. The value of stock awards that vest over time was established by the market price on the date of its grant. A summary of the Company's restricted stock activity for the three months ended March 31, 2020 and 2019 is presented in the following table: For the Three Months ended March 31, 2020 March 31, 2019 Weighted Weighted Average Average (000's) Grant Date (000's) Grant Date Shares Fair Value Shares Fair Value Unvested at beginning of period 123,334 $ 3.34 38,889 $ — Granted 3,916 5.59 — 3.64 Vested (3,916 ) 5.59 8,333 — Unvested at end of period 123,334 $ 3.34 30,556 $ 3.64 Unrecognized compensation expense related to outstanding restricted stock awards to employees and directors as of March 31, 2020 was $0.00.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	3 Months Ended
	Mar. 31, 2020
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	17. COMMITMENTS AND CONTINGENCIES On April 8, 2019, Daniel Prescod filed suit against Celsius Holdings, Inc., Case No. 19STCV09321, pending in Superior Court for the State of California, County of Los Angeles (the "Prescod Litigation"). Daniel Prescod asserts that the Company's use of citric acid in its products while simultaneously claiming "no preservatives" violates California Consumer Legal Remedies Act, California Business and Professions Code Section 17200, et seq., and California Business and Professions Code Section 17500, et seq., because citric acid acts as a preservative. The Company does not use citric acid as a preservative in its products, but rather as a flavoring, and therefore it believes that its "no preservatives" claim is fair and not deceptive. The Company intends to contest the claims vigorously. Since this matter is still in its initial stages, the Company is unable to predict the outcome at this time. On January 24, 2020, Evlution Nutrition, LLC filed suit against Celsius Holdings, Inc., Case No. 0:20-cv-60159-BB, pending in federal court for the Southern District of Florida, for trademark infringement (the "Evlution Litigation"). Evlution asserts that Celsius' BCAA dietary supplement product's use of BCAA + ENERGY infringes upon Evlution's registered trademarks. The Company believes that Evlution's trademarks are invalid, merely descriptive, and unenforceable and Celsius has filed a cancellation proceeding regarding those trademarks with the Trademark Trial and Appeal Board, which has been stayed, but Celsius reasserted these claims in counterclaims filed in the Evlution Litigation. The Company intends to defend against Evlution's claims vigorously. Since this matter is still in its initial stages, the Company is unable to predict the outcome at this time. In addition to the foregoing, from time to time, we may become party to litigation or other legal proceedings that we consider to be a part of the ordinary course of our business. The Company has entered into distribution agreements with liquidated damages in case the Company cancels the distribution agreements without cause. Cause has been defined in various ways. It is management's belief that no such agreement has created any liability as of March 31, 2020. Additionally, our business and results of operations may be adversely affected by the pandemic and public health crises related to the COVID-19 outbreak which is affecting the macro-economic environment. Please refer to Item 1.A. Risk Factors for further details.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	3 Months Ended
	Mar. 31, 2020
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	18. SUBSEQUENT EVENTS In February 2020, the Company's board of directors and majority shareholders authorized an increase in the number of shares of common stock which the Company is authorized to issue from 75 million shares to 100 million shares. Following compliance with Securities and Exchange Commission shareholder disclosure requirements, the amendment to the Company's articles of incorporation to increase its authorized common stock was effective on May 5, 2020

BASIS OF PRESENTATION AND SUM_2

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
	Mar. 31, 2020
Accounting Policies [Abstract]
Basis of Presentation and Principles of Consolidation	Basis of Presentation and Principles of Consolidation – US GAAP
Significant Estimates	Significant Estimates
Reclassification of Prior Year Presentation	Reclassification of Prior Year Presentation –
Segment Reporting	Segment Reporting Disclosed About Segments of an Enterprise and Related Information.) Our chief operating decision-maker is considered to be our Chief Executive Officer (CEO). The CEO reviews financial information presented on a consolidated basis for purposes of making operating decisions and assessing financial performance. The financial information reviewed by the CEO is identical to the information presented in the accompanying consolidated statement of operations. Therefore, the Company has determined that it operates in a single operating segment. For the three months ended March 31, 2020 and 2019 all material assets and revenues of the Company were in the United States except as disclosed in Note 3.
Concentrations of Risk	Concentrations of Risk The Company uses single supplier relationships for its raw materials purchases and filling capacity, which potentially subjects the Company to a concentration of business risk. If these suppliers had operational problems or ceased making product available to the Company, operations could be adversely affected. Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable. The Company places its cash and cash equivalents with high-quality financial institutions. At times, balances in the Company's cash accounts may exceed the Federal Deposit Insurance Corporation limit. At March 31, 2020, the Company had approximately $18.8 million in excess of the Federal Deposit Insurance Corporation limit. For the three months ended March 31, 2020 and 2019, the Company had the following 10 percent or greater concentrations of revenue with its customers: 2020 2019 A* 23.1 % 11.9 % B* - 17.9 % All other 76.9 % 70.2 % Total 100.0 % 100.0 % Revenues from customer A are derived from a customer located in the United States. Revenues from all other customers were mainly derived in the United States. At March 31, 2020 and December 31, 2019, the Company had the following 10 percent or greater concentrations of accounts receivable with its customers: 2020 2019 A** 28.8 % 14.1 % B** - 41.1 % All other 71.2 % 44.8 % Total 100.0 % 100.0 % * Revenues from customer A are derived from a customer located in the United States. Revenues from customer B were derived from a customer located in Sweden which was acquired on October 25, 2019. Please refer to note 10, further details. All other revenues customers were mainly derived from the United States. ** Receivables from customer A are obtained from a customer located in the United States. Receivables from customer B were derived from a customer located in Sweden which was acquired on October 25, 2019. Please refer to note 10, further details.
Cash Equivalents	Cash Equivalents
Accounts Receivable	Accounts Receivable
Inventories	Inventories
Property and Equipment	Property and Equipment
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets
Goodwill	Goodwill
Revenue Recognition	Revenue Recognition Revenue is derived from the sale of beverages. The Company recognizes revenue when obligations under the terms of a contract with the customer are satisfied. Product sales occur once control is transferred upon delivery to the customer. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring goods. The amount of consideration the Company receives and revenue the Company recognizes varies with changes in customer incentives the Company offers to its customers and their customers. Any discounts, slotting fees, sales incentives or similar arrangements with the customer are estimated at time of sale and deducted from revenue. Sales taxes and other similar taxes are excluded from revenue.
Customer Advances	Customer Advances
Advertising Costs	Advertising Costs
Research and Development	Foreign Currency Translation —
Foreign Currency Translation	Foreign Currency Translation — Chinese-Yuan Norwegian-Krone Swedish-Krona Finland-Euro
Fair Value of Financial Instruments	Fair Value of Financial Instruments
Fair Value Measurements	Fair Value Measurements Level 1: Observable inputs such as quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs for which there is little or no market data, which require the use of the reporting entity's own assumptions. Other than these noted previously, the Company did not have any other assets or liabilities measured at fair value at March 31, 2020 and December 31, 2019.
Income Taxes	Income Taxes — Accounting for Uncertain Income Tax Positions. Tax positions taken are not offset or aggregated with other positions. Tax positions that meet the more-likely-than-not recognition threshold are measured as the largest amount of tax benefit that is more than 50 percent likely of being realized upon settlement with the applicable taxing authority. The portion of the benefits associated with tax positions taken that exceeds the amount measured as described above should be reflected as a liability for uncertain tax benefits in the accompanying balance sheet along with any associated interest and penalties that would be payable to the taxing authorities upon examination. The Company believes its tax positions are all highly certain of being upheld upon examination. As such, the Company has not recorded a liability for uncertain tax benefits. The Company has adopted ASC 740-10-25 Definition of Settlement,
Earnings per Share	Earnings per Share For the three months 2020 2019 Net income (loss) $ 546,051 11,656,594 Adjustments for diluted earnings: Income (Loss) per share: Basic $ 0.01 0.20 Diluted $ 0.01 0.19 Weighted average shares outstanding: Basic 69,284,307 57,155,445 Diluted 70,339,416 61,687,409
Share-Based Payments	Share-Based Payments
Cost of Sales	Cost of Sales
Operating Expenses	Operating Expenses
Shipping and Handling Costs	Shipping and Handling Costs
Recent Accounting Pronouncements	Recent Accounting Pronouncements The Company adopts all applicable, new accounting pronouncements as of the specified effective dates. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326) ("ASU 2016-13"), which requires the immediate recognition of management's estimates of current and expected credit losses. In November 2018, the FASB issued ASU 2018-19, which makes certain improvements to Topic 326. In April and May 2019, the FASB issued ASUs 2019-04 and 2019-05, respectively, which adds codification improvements and transition relief for Topic 326. In November 2019, the FASB issued ASU 2019-10, which delays the effective date of Topic 326 for Smaller Reporting Companies to interim and annual periods beginning after December 15, 2022, with early adoption permitted. In November 2019, the FASB issued ASU 2019-11, which makes improvements to certain areas of Topic 326. In February 2020, the FASB issued ASU 2020-02, which adds an SEC paragraph, pursuant to the issuance of SEC Staff Accounting Bulletin No. 119, to Topic 326. Topic 326 is effective for the Company for fiscal years and interim reporting periods within those years beginning after December 15, 2022. Early adoption is permitted for interim and annual periods beginning December 15, 2019. The Company is currently evaluating the potential impact of adopting this guidance on our consolidated financial statements. On January 1, 2020, the Company adopted ASU No. 2017-04, "Intangibles and Other (Topic 350): Simplifying the Test for Goodwill Impairment", which eliminates the requirement to calculate the implied fair value of goodwill, but rather requires an entity to record an impairment charge based on the excess of a reporting unit's carrying value over its fair value. Adoption of this ASU did not have a material effect on our consolidated financial statements. On January 1, 2020, the Company adopted ASU No. 2018-13, Fair Value Measurements (Topic 820): Disclosure Framework Changes to the Disclosure Requirements for Fair Value Measurement. The amendments in this update modify the disclosure requirements on fair value measurements in Topic 820. Adoption of this ASU did not have a material effect on our consolidated financial statements. All new accounting pronouncements issued but not yet effective are not expected to have a material impact on our results of operations, cash flows or financial position with the exception of the updated previously disclosed above, there have been no new accounting pronouncements not yet effective that have significance to our consolidated financial statements.
Liquidity	Liquidity If our sales volumes do not meet our projections, expenses exceed our expectations, our plans change, we may be unable to generate enough cash flow from operations to cover our working capital requirements. In such case, we may be required to adjust our business plan, by reducing marketing, lower our working capital requirements and reduce other expenses or seek additional financing. Furthermore, our business and results of operations may be adversely affected by changes in the global macro-economic environment related to the pandemic and public health crises related to the COVID-19 outbreak. Please refer to the Item 1.A. Risk Factors, for further details regarding this situation.

BASIS OF PRESENTATION AND SUM_3

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	3 Months Ended
	Mar. 31, 2020
Accounting Policies [Abstract]
Schedule of revenue & accounts receivable with customers	2020 2019 A* 23.1 % 11.9 % B* - 17.9 % All other 76.9 % 70.2 % Total 100.0 % 100.0 % 2020 2019 A** 28.8 % 14.1 % B** - 41.1 % All other 71.2 % 44.8 % Total 100.0 % 100.0 % * Revenues from customer A are derived from a customer located in the United States. Revenues from customer B were derived from a customer located in Sweden which was acquired on October 25, 2019. Please refer to note 10, further details. All other revenues customers were mainly derived from the United States. ** Receivables from customer A are obtained from a customer located in the United States. Receivables from customer B were derived from a customer located in Sweden which was acquired on October 25, 2019. Please refer to note 10, further details.
Schedule of anti-dilutive shares	For the three months 2020 2019 Net income (loss) $ 546,051 11,656,594 Adjustments for diluted earnings: Income (Loss) per share: Basic $ 0.01 0.20 Diluted $ 0.01 0.19 Weighted average shares outstanding: Basic 69,284,307 57,155,445 Diluted 70,339,416 61,687,409

REVENUE (Tables)

REVENUE (Tables)	3 Months Ended
	Mar. 31, 2020
Revenue from Contract with Customer [Abstract]
Schedule of net sales by reporting segment	Information about the Company's net sales by geographical location for the three months ended March 31, 2020 and 2019 are as follows: For the three months ended March 31, March 31, 2020 2019 North America $ 19,359,169 $ 11,397,862 Europe 8,500,852 2,999,664 Asia 268,292 52,764 Other 56,576 35,360 Net sales $ 28,184,889 $ 14,485,650

INVENTORIES (Tables)

INVENTORIES (Tables)	3 Months Ended
	Mar. 31, 2020
Inventory Disclosure [Abstract]
Schedule of inventories	March 31, December 31, 2020 2019 Finished goods $ 18,166,171 $ 12,990,044 Raw Materials 3,467,034 3,167,853 Less: Inventory allowance for excess and obsolete products (594,838 ) (865,548 ) Inventories $ 21,038,367 $ 15,292,349

NOTE RECEIVABLE (Tables)

NOTE RECEIVABLE (Tables)	3 Months Ended
	Mar. 31, 2020
Note Receivable [Abstract]
Schedule of note receivable	Note receivable consists of the following at: March 31, December 31, 2020 2019 Note Receivable-current $ 1,157,754 $ 1,181,116 Note Receivable-non-current 10,416,120 10,630,041 Total Note Receivable $ 11,573,874 $ 11,811,157

LEASES (Tables)

LEASES (Tables)	3 Months Ended
	Mar. 31, 2020
Leases [Abstract]
Schedule of components of lease costs	The following is a summary of lease cost recognized in the Company's consolidated statements of operations: Three months ended Three months ended March 31, 2020 March 31, 2019 Operating Finance Operating Finance Leases Leases Leases Leases Lease cost in general and administrative expenses: Operating lease expense $ 95,904 $ - $ 40,000 $ - Amortization of finance lease ROU assets 137,165 - - Total lease cost in general and administrative expenses 95,904 137,165 40,000 - Lease cost in other expense: Interest on finance lease liabilities - 3,596 - - Total lease cost in other expense - 3,596 - - Total lease cost $ 95,904 $ 140,761 $ 40,000 -
Schedule of cash flow information related to leases	The following is a summary of the impact of the Company's leases on the consolidated statements of cash flows: Three months ended March 31, 2020 2019 Leasing activity in cash flows from operating activities: Operating leases (96,084 ) 37,357 Interest payments on finance lease liabilities 3,596 - Total leasing activity in cash flows from operating activities 99,680 37,357 Leasing activity in cash flows from financing activities: Principal payments on finance lease liabilities 64,082 - Total leasing activity in cash flows from financing activities: 64,082 -
Schedule of weightesd average remaining lease term and weighted average discount rate	Three months ended March 31, 2020 2019 Weighted average remaining lease term (years) - operating leases 1.3 1.6 Weighted average remaining lease term (years) - finance leases 1.0 - Weighted average discount rate - operating leases 4.95 % 5.00 % Weighted average discount rate - finance leases 3.45 % - %
Schedule of future annual minimum cash payments required under operating lease	The future annual minimum lease payments required under the Company's leases as of March 31, 2020 are as follows: Operating Finance Future minimum lease payments Leases Leases Total 2020 $ 243,295 $ 238,257 $ 481,552 2021 133,309 122,858 256,167 2022 9,577 49,191 58,768 Total future minimum lease payments 386,181 410,306 796,487 Less: Amount representing interest (11,003 ) (9,005 ) (20,008 ) Present value of lease liabilities 375,178 401,301 776,479 Less: current portion (310,935 ) (276,755 ) (587,690 ) Long-term portion $ 64,243 $ 124,546 $ 188,789

PROPERTY AND EQUIPMENT (Tables)

PROPERTY AND EQUIPMENT (Tables)	3 Months Ended
	Mar. 31, 2020
Property, Plant and Equipment [Abstract]
Schedule of property and equipment	Property and equipment consist of the following at: March 31, December 31, 2020 2019 Furniture and equipment $ 532,575 $ 529,550 Less: accumulated depreciation (417,251 ) (396,661 ) Total $ 115,324 $ 132,889

GOODWILL AND INTANGIBLES (Table

GOODWILL AND INTANGIBLES (Tables)	3 Months Ended
	Mar. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of accumulated amortization intangible assets	The gross carrying amount and accumulated amortization of intangible assets were as follows as of March 31, 2020 and 2019: March 31, December 31, 2020 2019 Intangible assets subject to amortization Customer relationships gross carrying amount $ 14,006,244 $ 14,006,244 Less: accumulated amortization (143,528 ) - Total $ 13,862,716 $ 14,006,244 Intangible assets not subject to amortization Brands total carrying amount $ 3,166,756 $ 3,166,756 Total Intangibles $ 17,029,472 $ 17,173,000
Schedule future estimated amortization expense	The following is the future estimated amortization expense related to customer relationships: As of March 31, 2020: 2020 $ 430,584 2021 574,112 2022 574,112 2023 574,112 2024 574,112 Thereafter 11,135,684 $ 13,862,716

ACQUISITION-EUROPEAN OPERATIO_2

ACQUISITION-EUROPEAN OPERATIONS (Tables)	3 Months Ended
	Mar. 31, 2020
Acquisition european Operations [Abstract]
Schedule of assets acquired at fair market value and liabilities	The following table summarizes the consideration paid for Func Food and the amounts of the assets acquired at fair market value and liabilities assumed recognized at the Acquisition date. Acquisition consideration Cash $ 14,188,056 Bonds payable 8,356,958 Settlement of pre-existing debt 4,515,687 Total consideration transferred 27,060,701 Assets acquired and liabilities assumed Accounts receivable $ 1,300,468 Inventories 2,161,067 Prepaid expenses and other current assets 331,774 Property and equipment 616 Right of use asset 806,572 Other long-term assets 101,413 Intangible assets-Customer relationships 14,050,000 Intangible assets-Brands 3,123,000 Accounts payable and accrued expenses (3,489,080 ) Lease liability Obligations (817,041 ) Other current liabilities (532,088 ) Total identifiable net assets $ 17,036,701 Goodwill $ 10,024,000

ACCOUNTS PAYABLE AND ACCRUED _2

ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Tables)	3 Months Ended
	Mar. 31, 2020
Payables and Accruals [Abstract]
Schedule of accounts payable and accrued expenses	Accounts payable and accrued expenses consist of the following at: March 31, December 31, 2020 2019 Accounts payable $ 11,169,316 $ 10,159,900 Accrued expenses 8,715,866 7,132,747 Total $ 19,885,182 $ 17,292,647

OTHER LIABILITIES (Tables)

OTHER LIABILITIES (Tables)	3 Months Ended
	Mar. 31, 2020
Accrued Liabilities and Other Liabilities [Abstract]
Schedule of other liabilities	Other current liabilities consist of the following at: March 31, December 31, 2020 2019 Other Liabilities-State Beverage Container Deposit $ 160,646 $ 107,399 Total $ 160,646 $ 107,399

BONDS PAYABLE (Tables)

BONDS PAYABLE (Tables)	3 Months Ended
	Mar. 31, 2020
Bonds Payable [Abstract]
Schedule of Bonds payable	Bonds payable consists of the following as of: March 31, December 31, 2020 2019 Bonds issued as part of the purchase consideration to acquire Func Food (see Note 10). The Bonds are Euro-denominated, unregistered, and were issued on October 25, 2019 at an initial nominal amount of approximately $9.1 million, less discount and issuance costs of approximately $0.7 million. The Bonds accrue interest at a stated interest rate of 6.00% per annum, due semi-annually in arrears, with the first interest payment due on April 30, 2020. The maturity date of the Bonds is October 30, 2020. The Bonds are carried at the nominal amount, less any unamortized discount and issuance costs. The discount is amortized using the effective interest rate method. As of March 31, 2020, the unamortized balance of the discount is approximately $261,000. Amortization of the discount was approximately $109,000 for the three months ended March 31, 2020. The bond issuance costs amounted to $229,250. The issuance costs are being amortized over a straight-line basis, given the short-term nature and that it does not result in a material difference from applying the effective interest rate method. Amortization of the bond issuance costs for the three months ended March 31, 2020 was $57,000. Fluctuations in currency resulted in a translation gain of $200,598, for the three months ended March 31, 2020 and a translation loss of $398,000 from inception to December 31, 2019. Upon maturity of the Bonds, the Company may, at its own election, convert up to 50% of the outstanding nominal amount of the Bonds into shares of common stock of the Company, at a conversion price relative to the 30-day weighted-average trading price of the Company's common shares prior to the Acquisition. At the Company's election, the Bonds are callable at 103% at any time. Additionally, mandatory prepayments would be required in the event of either i) a capital raise consummated by the Company or ii) the sale of a certain product line of Func Food. To the fullest extent possible, the net proceeds derived from either event must first be applied towards prepayment of the bonds at 103%, plus any accrued but unpaid interest on the repaid amount. The Bonds are unsubordinated and are guaranteed by Func Food and its direct and indirect subsidiaries. The Bonds are secured by substantially all the assets of Func Food. The Bonds contain certain financial covenants that are specific to Func Food, mainly related to minimum cash requirements at the end of each quarter. As of March 31, 2020, Func Food is in compliance with these covenants. $ 8,599,750 $ 8,634,279 Total Bonds Payable $ 8,599,750 $ 8,634,279

STOCK-BASED COMPENSATION (Table

STOCK-BASED COMPENSATION (Tables)	3 Months Ended
	Mar. 31, 2020
Share-based Payment Arrangement [Abstract]
Schedule of black - scholes option-pricing model valuation assumption	The calculation of the fair value of the awards using the Black - Scholes option-pricing model is affected by the Company's stock price on the date of grant as well as assumptions regarding the following: Three months ended March 31, 2020 2019 Expected volatility 69.18%-81.11 % 71%-121 % Expected term 4.84-5.00 Years 4.02-4.64 Years Risk-free interest rate 1.35% - 1.39 % 2.55% - 2.72 % Forfeiture Rate 0.00 % 0.00 %
Schedule of outstanding stock options	A summary of the status of the Company's outstanding stock options as of March 31, 2020 and changes during the period ending on that date is as follows: Weighted Aggregate Intrinsic Average Shares Exercise Value Remaining (000's) Price (000's) Term (Yrs) Options Balance at December 31, 2019 6,528 $ 3.58 $ 8,978 6.58 Granted 285 $ 5.59 Exercised (319 ) $ 1.10 Forfeiture and cancelled (129 ) $ 3.46 Balance at March 31, 2020 6,364 $ 3.83 $ 4,751 6.11 Exercisable at March 31, 2020 3,640 $ 3.61
Schedule of employee stock options outstanding	The following table summarizes information about employee stock options outstanding at March 31, 2020: Outstanding Options Vested Options Number Number Outstanding Exercisable at Weighted Weighted at Weighted Weighted March 31, Average Average March 31, Average Average Range of 2020 Remaining Exercise 2019 Exercise Remaining Exercise Price (000's) Term Price (000's) Price Term $0.20 - $0.53 259 3.30 $ 0.30 259 $ 0.30 3.30 $0.65 - $1.80 77 4.91 $ 1.05 77 $ 1.05 4.91 $1.83 - $2.84 520 2.44 $ 2.04 520 $ 2.04 2.44 $3.20 - $6.20 5,508 7.47 $ 4.45 2,002 4.45 5.73 $7.20 - $22.00 0 0 $ 0 0 $ 0 0 Outstanding options 6,364 6.86 $ 3.54 2,857 $ 3.54 4.89
Schedule of restricted stock awards	For the Three Months ended March 31, 2020 March 31, 2019 Weighted Weighted Average Average (000's) Grant Date (000's) Grant Date Shares Fair Value Shares Fair Value Unvested at beginning of period 123,334 $ 3.34 38,889 $ — Granted 3,916 5.59 — 3.64 Vested (3,916 ) 5.59 8,333 — Unvested at end of period 123,334 $ 3.34 30,556 $ 3.64

ORGANIZATION AND DESCRIPTION _2

ORGANIZATION AND DESCRIPTION OF BUSINESS (Details)	Oct. 25, 2019
Func Food Group, Oyj [Member]
Organization and Description of Business (Textual)
Acquired percentage	100.00%

BASIS OF PRESENTATION AND SUM_4

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details)		3 Months Ended		12 Months Ended
		Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2019
10% or Greater Revenue [Member]
Concentration Risk [Line Items]
Total		100.00%	100.00%
10% or Greater Revenue [Member] | Customer A [Member]
Concentration Risk [Line Items]
Total	[1]	23.10%	11.90%
10% or Greater Revenue [Member] | Customer B [Member]
Concentration Risk [Line Items]
Total	[1]		17.90%
10% or Greater Revenue [Member] | All Other [Member]
Concentration Risk [Line Items]
Total		76.90%	70.20%
10% or Accounts Receivable [Member]
Concentration Risk [Line Items]
Total		100.00%		100.00%
10% or Accounts Receivable [Member] | Customer A [Member]
Concentration Risk [Line Items]
Total	[2]	28.80%		14.10%
10% or Accounts Receivable [Member] | Customer B [Member]
Concentration Risk [Line Items]
Total	[2]			41.10%
10% or Accounts Receivable [Member] | All Other [Member]
Concentration Risk [Line Items]
Total		71.20%		44.80%
[1]	Revenues from customer A are derived from a customer located in the United States. Revenues from customer B were derived from a customer located in Sweden which was acquired on October 25, 2019. Please refer to note 10, further details. All other revenues customers were mainly derived from the United States.
[2]	Receivables from customer A are obtained from a customer located in the United States. Receivables from customer B were derived from a customer located in Sweden which was acquired on October 25, 2019. Please refer to note 10, further details.

BASIS OF PRESENTATION AND SUM_5

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) - USD ($)		3 Months Ended
		Mar. 31, 2020	Mar. 31, 2019
Accounting Policies [Abstract]
Net income (loss)		$ 546,051	$ 11,656,594
Income (Loss) per share:
Basic		$ 0.01	$ 0.2
Diluted		$ 0.01	$ 0.19
Weighted average shares outstanding:
Basic		69,284,307	57,155,445
Diluted	[1]	70,339,416	61,687,409
[1]	Please refer to Earnings Per Share section for further details

BASIS OF PRESENTATION AND SUM_6

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative)	3 Months Ended
	Mar. 31, 2020USD ($)shares	Mar. 31, 2019USD ($)	Dec. 31, 2019USD ($)
Basis of Presentation and Summary of Significant Accounting Policies (Textual)
Amount excess of FDIC limit	$ 18,800,000
Allowance for doubtful accounts	595,000		$ 865,000
Inventory reserve	594,838		865,548
Advertising expense	2,700,000	$ 1,200,000
Research and development expense	123,000	103,000
Foreign Currency Translation	$ 115,000	261,000
Income tax benefit	0.50
Stock grants of options and shares | shares	5,000,000
Increase in annual provision percentage	15.00%
Number of shares available | shares	1,013,075
Freight expense	$ 2,100,000	1,300,000
Accumulated deficit	(62,863,380)		$ (63,409,431)
Net Income available to common stockholders	546,051	11,656,594
Net cash used in operating activities	$ (3,817,544)	$ (6,793,712)
Minimum [Member]
Basis of Presentation and Summary of Significant Accounting Policies (Textual)
Property plant and equipment estimated useful life	3 years
Maximum [Member]
Basis of Presentation and Summary of Significant Accounting Policies (Textual)
Property plant and equipment estimated useful life	7 years

REVENUE (Details)

REVENUE (Details) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Net sales	$ 28,184,889	$ 14,485,650
North America [Member]
Net sales	19,359,169	11,397,862
Europe [Member]
Net sales	8,500,852	2,999,664
Asia [Member]
Net sales	268,292	52,764
Other [Member]
Net sales	$ 56,576	$ 35,360

REVENUE (Details Narrative)

REVENUE (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Revenues	$ 28,184,889	$ 14,485,650
License Agreement [Member]
Term of agreement	The term of the agreement is 50 years.
Royalty fees	$ 6,900,000
Revenues	$ 190,000

INVENTORIES (Details)

INVENTORIES (Details) - USD ($)	Mar. 31, 2020	Dec. 31, 2019
Inventory Disclosure [Abstract]
Finished goods	$ 18,166,171	$ 12,990,044
Raw Materials	3,467,034	3,167,853
Less: Inventory allowance for excess and obsolete products	(594,838)	(865,548)
Inventories	$ 21,038,367	$ 15,292,349

PREPAID EXPENSES AND OTHER CU_2

PREPAID EXPENSES AND OTHER CURRENT ASSETS (Details) - USD ($)	Mar. 31, 2020	Dec. 31, 2019
Prepaid Expense and Other Assets, Current [Abstract]
Prepaid expenses and other current assets	$ 4,671,721	$ 4,170,136

NOTE RECEIVABLE (Details)

NOTE RECEIVABLE (Details) - USD ($)	Mar. 31, 2020	Dec. 31, 2019
Note Receivable [Abstract]
Note Receivable-current	$ 1,157,754	$ 1,181,116
Note Receivable-non-current	10,416,120	10,630,041
Total Note Receivable	$ 11,573,874	$ 11,811,157

NOTE RECEIVABLE (Details Narrat

NOTE RECEIVABLE (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Loss on Investment repayment-China	$ (144,403)	$ 12,273,213
Note Receivable, description	Scheduled principal payments plus accrued interest are due annually on March 31 of each year starting in 2020. The Note is recorded at amortized cost basis and accrues interest at a rate per annum equal to the weighted average of 5% of the outstanding principal up to $5 million and 2% of the outstanding principal above $5 million.
Weighted average interest rate	3.32%
Interest income	$ 97,500
Receivable installment due date	Mar. 31, 2020
Instalment collateral shares	570,412
RMB [Member]
Note receivable instalment amount	$ 13,253,093

LEASES (Details)

LEASES (Details) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Operating Leases [Member]
Lease cost in general and administrative expenses:
Operating lease expense	$ 95,904	$ 40,000
Amortization of finance lease ROU assets
Total lease cost in general and administrative expenses	95,904	40,000
Lease cost in other expense:
Interest on finance lease liabilities
Total lease cost in other expense
Total lease cost	95,904	40,000
Finance Leases [Member]
Lease cost in general and administrative expenses:
Operating lease expense
Amortization of finance lease ROU assets	137,165
Total lease cost in general and administrative expenses	137,165
Lease cost in other expense:
Interest on finance lease liabilities	3,596
Total lease cost in other expense	3,596
Total lease cost	$ 140,761

LEASES (Details 1)

LEASES (Details 1) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Leasing activity in cash flows from operating activities:
Operating leases	$ (96,084)	$ 37,357
Interest payments on finance lease liabilities	3,596
Total leasing activity in cash flows from operating activities	99,680	37,357
Leasing activity in cash flows from financing activities:
Principal payments on finance lease liabilities	64,082
Total leasing activity in cash flows from financing activities:	$ 64,082

LEASES (Details 2)

LEASES (Details 2)	Mar. 31, 2020	Mar. 31, 2019
Operating Leases [Member]
Weighted average remaining lease term (years) - operating leases	1 year 3 months 19 days	1 year 7 months 6 days
Weighted average discount rate - operating leases	4.95%	5.00%
Finance Leases [Member]
Weighted average remaining lease term (years) - finance leases	1 year	0 years
Weighted average discount rate - finance leases	3.45%	0.00%

LEASES (Details 3)

LEASES (Details 3) - USD ($)	Mar. 31, 2020	Dec. 31, 2019
Future minimum lease payments
2020	$ 481,552
2021	256,167
2022	58,768
Total future minimum lease payments	796,487
Less: Amount representing interest	(20,008)
Present value of lease liabilities	776,479
Less: current portion	(587,690)	$ (649,074)
Long-term portion	188,789	$ 239,848
Operating Leases [Member]
Future minimum lease payments
2020	243,295
2021	133,309
2022	9,577
Total future minimum lease payments	386,181
Less: Amount representing interest	(11,003)
Present value of lease liabilities	375,178
Less: current portion	(310,935)
Long-term portion	64,243
Finance Leases [Member]
Future minimum lease payments
2020	238,257
2021	122,858
2022	49,191
Total future minimum lease payments	410,306
Less: Amount representing interest	(9,005)
Present value of lease liabilities	401,301
Less: current portion	(276,755)
Long-term portion	$ 124,546

PROPERTY AND EQUIPMENT (Details

PROPERTY AND EQUIPMENT (Details) - USD ($)	Mar. 31, 2020	Dec. 31, 2019
Property, Plant and Equipment [Line Items]
Less: accumulated depreciation	$ (417,251)	$ (396,661)
Total	115,324	132,889
Furniture and equipment [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	$ 532,575	$ 529,550

PROPERTY AND EQUIPMENT (Detai_2

PROPERTY AND EQUIPMENT (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 124,939	$ 18,761

GOODWILL AND INTANGIBLES (Detai

GOODWILL AND INTANGIBLES (Details) - USD ($)	Mar. 31, 2020	Dec. 31, 2019
Intangible assets subject to amortization
Customer relationships gross carrying amount	$ 14,006,244	$ 14,006,244
Less: accumulated amortization	(143,528)
Total	13,862,716	14,006,244
Intangible assets not subject to amortization
Brands total carrying amount	3,166,756	3,166,756
Total Intangibles	$ 17,029,472	$ 17,173,000

GOODWILL AND INTANGIBLES (Det_2

GOODWILL AND INTANGIBLES (Details 1) - USD ($)	Mar. 31, 2020	Dec. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
2020	$ 430,584
2021	574,112
2022	574,112
2023	574,112
2024	574,112
Thereafter	11,135,684
Total	$ 13,862,716	$ 14,006,244

GOODWILL AND INTANGIBLES (Det_3

GOODWILL AND INTANGIBLES (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2020	Dec. 31, 2019
Goodwill and Intangibles (Textual)
Fair value of net tangible and intangible assets including goodwill	$ 10,023,806
Amortization expense	$ (143,528)
Amortized over estimated useful life	25 years

ACQUISITION-EUROPEAN OPERATIO_3

ACQUISITION-EUROPEAN OPERATIONS (Details) - USD ($)	Mar. 31, 2020	Dec. 31, 2019
Acquisition consideration
Cash	$ 14,188,056
Bonds payable	8,356,958
Settlement of pre-existing debt	4,515,687
Total consideration transferred	27,060,701
Assets acquired and liabilities assumed
Accounts receivable	1,300,468
Inventories	2,161,067
Prepaid expenses and other current assets	331,774
Property and equipment	616
Right of use asset	806,572
Other long-term assets	101,413
Intangible assets-Customer relationships	14,050,000
Intangible assets-Brands	3,123,000
Accounts payable and accrued expenses	(3,489,080)
Lease liability Obligations	(817,041)
Other current liabilities	(532,088)
Total identifiable net assets	17,036,701
Goodwill	$ 10,023,806	$ 10,023,806

ACQUISITION-EUROPEAN OPERATIO_4

ACQUISITION-EUROPEAN OPERATIONS (Details Narrative) - USD ($)	3 Months Ended		12 Months Ended
	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2019
Acquisition-European Operations (Textual)
Acquisition-European Operations, descriptions	The Company acquired 100% of Func Food Group, Oyj ("Func Food") on October 25, 2019 (the "Acquisition"). The Acquisition was structured as a purchase of all of Func Food's equity shares and a restructuring of Func Food's pre-existing debt. Total consideration was $27,060,701, which consisted of approximately $14,188,000 in cash, $8,357,000 of newly issued bonds (see Note 13) and $4,516,000 related to the settlement of a pre-existing debt. In addition to the aforementioned bond issuance, the Company financed the acquisition by issuing new common shares.
Non-recurring charges	$ 2,200,000
Inventory impairment charges	700,000
Restructuring charges	100,000
Incremental interest expense	1,400,000
Non-recurring expenses		$ 10,900,000
Pro Forma [Member]
Acquisition-European Operations (Textual)
Pro forma revenue	8,500,000		$ 21,500,000
Pro forma earnings	$ 0		$ 8,700,000

ACCOUNTS PAYABLE AND ACCRUED _3

ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Details) - USD ($)	Mar. 31, 2020	Dec. 31, 2019
Payables and Accruals [Abstract]
Accounts payable	$ 11,169,316	$ 10,159,900
Accrued expenses	8,715,866	7,132,747
Total	$ 19,885,182	$ 17,292,647

BONDS PAYABLE (Details)

BONDS PAYABLE (Details) - USD ($)	Mar. 31, 2020	Dec. 31, 2019
Bonds payable	$ 8,599,750	$ 8,634,279
Bonds Payable [Member]
Bonds payable
Bonds Payable One [Member]
Bonds payable
Bonds Payable Two [Member]
Bonds payable
Bonds payable Three [Member]
Bonds payable	$ 8,599,750	$ 8,634,279

BONDS PAYABLE (Details Narrativ

BONDS PAYABLE (Details Narrative) - USD ($)	1 Months Ended	3 Months Ended	12 Months Ended
	Oct. 25, 2019	Mar. 31, 2020	Dec. 31, 2019
Bond issuance costs		$ 40,938
Bonds Payable [Member]
Initial nominal amount	$ 9,100,000
Less discount and issuance costs	$ 700,000
Interest rate	6.00%		50.00%
Maturity date	The maturity date of the Bonds is October 30, 2020.
Unamortized balance		261,000
Amortization discount		109,000
Bond issuance costs		229,250
Amortization of the bond issuance costs		57,000
Currency translation gain		$ 200,598
Currency translation loss			$ 398,000
Bonds payable, description		The Bonds are callable at 103% at any time. Additionally, mandatory prepayments would be required in the event of either i) a capital raise consummated by the Company or ii) the sale of a certain product line of Func Food. To the fullest extent possible, the net proceeds derived from either event must first be applied towards prepayment of the bonds at 103%.

OTHER LIABILITIES (Details)

OTHER LIABILITIES (Details) - USD ($)	Mar. 31, 2020	Dec. 31, 2019
Accrued Liabilities and Other Liabilities [Abstract]
Other Liabilities-State Beverage Container Deposit	$ 160,646	$ 107,399
Total	$ 160,646	$ 107,399

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details) - CD Financial, LLC [Member] - Office [Member] - Carl DeSantis [Member]	3 Months Ended
	Mar. 31, 2020USD ($)
Lease expiration	2020-10
Monthly expense	$ 12,826

STOCKHOLDERS' EQUITY (Details)

STOCKHOLDERS' EQUITY (Details) - USD ($)	1 Months Ended		3 Months Ended
	Mar. 16, 2019	Mar. 16, 2019	Mar. 31, 2020	Mar. 31, 2019
Proceeds from Options exercised			$ 215,347	$ 24,760
Number of options exercised			319
Public Placement [Member]
Number of shares issued upon services		7,986,110
Net proceeds from sale of common stock		$ 26,955,437
Gross proceeds		28,749,996
Commissions & fees		1,585,000
Expenses related to the capital raise		209,559
Notes Payable [Member]
Conversion of preferred stock into common stock	3,196,460
Principal value	$ 27,063,779	27,063,779
Debt conversion description	As per the terms of the agreements, in the event of financing greater than $25.0 million, the principal value of the notes and any accrued but unpaid interest are automatically converted into the company’s common stock.
Notes Payable [Member] | Initial Public Offering [Member]
Principal value	$ 10,000,000	$ 10,000,000
Stock Incentive Plan 2015 [Member]
Number of option shares granted			337,949	195,857
Proceeds from Options exercised			$ 215,347	$ 24,760
Number of options exercised			133,921	80,750

STOCK-BASED COMPENSATION (Detai

STOCK-BASED COMPENSATION (Details)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Forfeiture Rate	0.00%	0.00%
Minimum [Member]
Expected volatility	69.18%	72.00%
Expected term	4 years 10 months 3 days	4 years 7 days
Risk-free interest rate	1.35%	2.55%
Maximum [Member]
Expected volatility	81.11%	12100.00%
Expected term	5 years	4 years 7 months 21 days
Risk-free interest rate	1.39%	2.72%

STOCK-BASED COMPENSATION (Det_2

STOCK-BASED COMPENSATION (Details 1)	3 Months Ended
	Mar. 31, 2020USD ($)$ / sharesshares
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
Balance at beginning | shares	6,528
Granted | shares	285
Exercised | shares	(319)
Forfeiture and cancelled | shares	(129)
Balance at end | shares	6,364
Exercisable at end | shares	3,640
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward]
Balance at beginning | $ / shares	$ 3.58
Granted | $ / shares	5.59
Exercised | $ / shares	1.10
Forfeiture and cancelled | $ / shares	3.46
Balance at end | $ / shares	3.83
Exercisable at end | $ / shares	$ 3.61
Share-based Compensation Arrangement by Share-based Payment Award, Options, Intrinsic Value [Roll Forward]
Balance at beginning | $	$ 8,978
Balance at end | $	$ 4,751
Share-based Compensation Arrangement by Share-based Payment Award, Options, Average Remaining Term [Roll Forward]
Balance at beginning	6 years 6 months 29 days
Balance at end	6 years 1 month 9 days

STOCK-BASED COMPENSATION (Det_3

STOCK-BASED COMPENSATION (Details 2)	3 Months Ended
	Mar. 31, 2020$ / sharesshares
Outstanding Options
Number Outstanding at end | shares	6,364
Weighted Averaged Remaining Life	6 years 10 months 10 days
Weighted Averaged Exercise Price | $ / shares	$ 3.54
Vested Options
Number Exercisable at end | shares	2,857
Weighted Averaged Exercise Price | $ / shares	$ 3.54
Weighted Averaged Remaining Life	4 years 10 months 21 days
$0.20 - $0.53 [Member]
Outstanding Options
Number Outstanding at end | shares	259
Weighted Averaged Remaining Life	3 years 3 months 19 days
Weighted Averaged Exercise Price | $ / shares	$ 0.30
Vested Options
Number Exercisable at end | shares	259
Weighted Averaged Exercise Price | $ / shares	$ 0.30
Weighted Averaged Remaining Life	3 years 3 months 19 days
$0.65 - $1.80 [Member]
Outstanding Options
Number Outstanding at end | shares	77
Weighted Averaged Remaining Life	4 years 10 months 28 days
Weighted Averaged Exercise Price | $ / shares	$ 1.05
Vested Options
Number Exercisable at end | shares	77
Weighted Averaged Exercise Price | $ / shares	$ 1.05
Weighted Averaged Remaining Life	4 years 10 months 28 days
$1.83 - $2.84 [Member]
Outstanding Options
Number Outstanding at end | shares	520
Weighted Averaged Remaining Life	2 years 5 months 9 days
Weighted Averaged Exercise Price | $ / shares	$ 2.04
Vested Options
Number Exercisable at end | shares	520
Weighted Averaged Exercise Price | $ / shares	$ 2.04
Weighted Averaged Remaining Life	2 years 5 months 9 days
$3.20 - $6.20 [Member]
Outstanding Options
Number Outstanding at end | shares	5,508
Weighted Averaged Remaining Life	7 years 5 months 20 days
Weighted Averaged Exercise Price | $ / shares	$ 4.45
Vested Options
Number Exercisable at end | shares	2,002
Weighted Averaged Exercise Price | $ / shares	$ 4.45
Weighted Averaged Remaining Life	5 years 8 months 23 days
$7.20 - $22.00 [Member]
Outstanding Options
Number Outstanding at end | shares	0
Weighted Averaged Remaining Life	0 years
Weighted Averaged Exercise Price | $ / shares	$ 0
Vested Options
Number Exercisable at end | shares	0
Weighted Averaged Exercise Price | $ / shares	$ 0
Weighted Averaged Remaining Life	0 years

STOCK-BASED COMPENSATION (Det_4

STOCK-BASED COMPENSATION (Details 3) - $ / shares	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Number of shares
Unvested at beginning of period	123,334	38,889
Restricted stock granted	3,916
Restricted stock vested	(3,916)	8,333
Unvested at end of period	123,334	30,556
Weighted Average Grant Date Fair Value per Share
Unvested at beginning of period	$ 3.34
Restricted stock granted	5.59	3.64
Restricted stock vested	5.59
Unvested at end of period	$ 3.34	$ 3.64

STOCK-BASED COMPENSATION (Det_5

STOCK-BASED COMPENSATION (Details Narrative) - USD ($)	Jan. 18, 2007	Apr. 30, 2015	Mar. 31, 2020	Mar. 31, 2019	Feb. 28, 2015	May 31, 2014	Dec. 31, 2013
Number of shares available			1,013,075
Average share price (in dollars per share)			$ 5.59
Unrecognized pre-tax non-cash compensation expense to non-vested option			$ 4,400,000
Period unrecognized pre-tax non-cash compensation expense to non-vested option			3 years
Number of shares vested			2,860,000
General And Administrative Expense [Member]
Non-cash compensation expense			$ 1,400,000	$ 1,359,000
Minimum [Member]
Vesting period			2 years
Maximum [Member]
Vesting period			3 years
Stock Incentive Plan [Member]
Plan expiration term	10 years
Stock Incentive Plan [Member] | Minimum [Member]
Number of shares authorized					4,250,000	3,500,000	2,500,000
Stock Incentive Plan [Member] | Maximum [Member]
Number of shares authorized					4,600,000	4,250,000	3,500,000
Stock Incentive Plan 2015 [Member]
Number of shares authorized		5,000,000
Issued options shares		6,360,000
Number of shares available		1,013,075
Description of plan		Provision for an annual increase of 15% to the shares included under the plan, with the shares to be added on the first day of each calendar year, beginning on January 1, 2017.
Purchase of common shares			285,000	1,270,000
Stock Incentive Plan 2015 [Member] | Minimum [Member]
Number of shares authorized		4,600,000
Stock Incentive Plan 2015 [Member] | Maximum [Member]
Number of shares authorized		5,100,000
Stock Option Plan 2015 [Member]
Purchase of common shares			2,940,000
Average share price (in dollars per share)			$ 3.83

SUBSEQUENT EVENTS (Details)

SUBSEQUENT EVENTS (Details) - Board Of Directors [Member] - Majority shareholders [Member]	1 Months Ended
	Feb. 29, 2020shares
Minimum [Member]
Subsequent Events (Textual )
Issuance of common stock authorized to issue	75,000,000
Maximum [Member]
Subsequent Events (Textual )
Issuance of common stock authorized to issue	100,000,000