Cannabis Sativa (CBDS) 10-Q 14 Nov 19 2019 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2019	Nov. 14, 2019
Text Block [Abstract]
Registrant Name	Cannabis Sativa, Inc.
Registrant CIK	0001360442
SEC Form	10-Q
Period End date	Sep. 30, 2019
Fiscal Year End	--12-31
Tax Identification Number (TIN)	20-1898270
Number of common stock shares outstanding		22,079,199
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Interactive Data Current	Yes
Current with reporting	Yes
Amendment Flag	false
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q3
Entity File Number	000-53571
Entity Incorporation, State Country Code	NV
Entity Address, Address Line One	1646 W. Pioneer Blvd., Suite 120
Entity Address, City or Town	Mesquite
Entity Address, State or Province	NV
Entity Address, Postal Zip Code	89027
City Area Code	702
Local Phone Number	346-3906

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($)	Sep. 30, 2019	Dec. 31, 2018
Current Assets
Cash	$ 222,429	$ 151,946
Accounts Receivable, Net of Allowance of $4,961 and $0, respectively	3,851	10,646
Investment, at Fair Value	116,000	200,000
Prepaid Consulting and Other Current Assets	22,000	29,853
Inventories	0	5,714
Total Current Assets	364,280	398,159
Property and Equipment, Net	6,148	6,548
Intangible Assets, Net	1,874,882	2,294,101
Goodwill	2,173,869	2,173,869
Total Assets	4,419,179	4,872,677
Current Liabilities
Accounts Payable and Accrued Expenses	181,616	110,065
Stock Payable	466,341	532,146
Due to Related Parties	987,583	926,638
Total Current Liabilities	1,635,540	1,568,849
Stockholders' Equity:
Preferred stock $0.001 par value; 5,000,000 shares authorized; 914,706 and 759,444 issued and outstanding, respectively	914	759
Common stock $0.001 par value; 45,000,000 shares authorized; 21,722,147 and 21,316,201 shares issued and outstanding, respectively	21,724	21,318
Additional Paid-In Capital	74,300,901	72,971,563
Accumulated Deficit	(72,722,885)	(70,918,761)
Total Cannabis Sativa, Inc. Stockholders' Equity	1,600,654	2,074,879
Non-Controlling Interest	1,182,985	1,228,949
Total Stockholders' Equity	2,783,639	3,303,828
Total Liabilities and Stockholders' Equity	$ 4,419,179	$ 4,872,677

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - USD ($)	Sep. 30, 2019	Dec. 31, 2018
Text Block [Abstract]
Allowance	$ 4,961	$ 0
Preferred Stock, Par or Stated Value Per Share	$ 0.001	$ 0.001
Preferred Stock, Shares Authorized	5,000,000	5,000,000
Preferred Stock, Shares Issued	914,706	759,444
Preferred Stock, Shares Outstanding	914,706	759,444
Common Stock, Par or Stated Value Per Share	$ 0.001	$ 0.001
Common Stock, Shares Authorized	45,000,000	45,000,000
Common Stock, Shares, Issued	21,722,147	21,316,201
Common Stock, Shares, Outstanding	21,722,147	21,316,201

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (UNAUDITED) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Text Block [Abstract]
Revenues	$ 453,653	$ 107,616	$ 704,998	$ 408,680
Cost of Revenues	176,516	53,745	291,713	167,810
Gross Profit	277,137	53,871	413,285	240,870
Operating Expenses
Professional Fees	100,827	233,982	397,595	1,062,495
General and Administrative Expenses	629,356	533,811	1,745,352	2,293,101
Total Operating Expenses	730,183	767,793	2,142,947	3,355,596
Loss from Operations	(453,046)	(713,922)	(1,729,662)	(3,114,726)
Other (Income) and Expenses
Realized Gain on Settlement of Digital Currency	0	0	0	(200,000)
Impairment of Digital Currency	0	30,169	0	30,169
Unrealized Loss on Investment	84,000	0	84,000	0
Interest Expense	12,446	0	36,426	0
Total Other (Income) and Expense, Net	96,446	30,169	120,426	(169,831)
Loss Before Income Taxes	(549,492)	(744,091)	(1,850,088)	(2,944,895)
Income Taxes	0	0	0	0
Net Loss for the Period	(549,492)	(744,091)	(1,850,088)	(2,944,895)
Income (Loss) Attributable to Non-Controlling Interest	20,915	7,897	(45,964)	(151,314)
Net Loss Attributable To Cannabis Sativa, Inc.	(570,407)	(751,988)	(1,804,124)	(2,793,581)
Net Loss for the Period	(549,492)	(744,091)	(1,850,088)	(2,944,895)
Other Comprehensive Income
Realized Gain (Loss) on Weed Coin Exchange to REFG Shares	0	11,022	0	(188,978)
Total Comprehensive Income	$ (549,492)	$ (733,069)	$ (1,850,088)	$ (3,133,873)
Net Loss for the Period per Common Share:
Basic & Diluted	$ (0.03)	$ (0.04)	$ (0.08)	$ (0.13)
Weighted Average Common Shares Outstanding:
Basic & Diluted	21,569,362	20,892,220	21,524,387	20,937,541

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($)	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss for the Period	$ (1,850,088)	$ (2,944,895)
Adjustments to Reconcile Net Loss for the Period to Net Cash Provided by (Used in) Operating Activities:
Bad Debts	4,961	0
Change in Accounting Method for Digital Currency	0	11,022
Impairment of Digital Currency	0	30,169
Realized Gain on Settlement of Digital Currency	0	(200,000)
Unrealized Loss on Investment	84,000	0
Depreciation and Amortization	421,254	421,843
Stock Issued and to be Issued for Services	1,264,094	2,096,860
Amortization of Stock Based Prepaids	0	75,055
Changes in assets and liabilities:
Accounts Receivable	1,834	(974)
Inventories	5,714	272
Prepaid Consulting and Other Current Assets	7,853	(46,005)
Accounts Payable and Accrued Expenses	71,551	(10,820)
Net Cash Provided by (Used in) Operating Activities;	11,173	(567,473)
Cash Flows from Investing Activities:
Purchase of Fixed Assets	(1,635)	(897)
Net Cash Used In Investing Activities:	(1,635)	(897)
Cash Flows from Financing Activities:
Cash Proceeds Received from Sale of Common Stock and Warrant Exercises	0	361,750
Proceeds from Related Parties,Net	60,945	253,530
Net Cash Provided by Financing Activities	60,945	615,280
NET CHANGE IN CASH	70,483	46,910
Cash - Beginning of Period	151,946	175,857
Cash - End of Period	222,429	222,767
Supplemental Disclosures of Non Cash Activities:
Purchase of Investment with Digital Currency	0	200,000
Preferred and Common Stock Issued for Services	454,296	1,534,835
Rescinded Transaction & Elimination of Prepaid Expense	$ 0	$ 639,822

CONDENSED CONSOLIDATED STATEM_3

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (UNAUDITED) - USD ($)	Preferred Stock	Common Stock	Additional Paid-In Capital	Accumulated Other Comprehensive Income	Accumulated Deficit	Noncontrolling Interest	Total
Stockholders' Equity, Beginning Balance at Dec. 31, 2017	$ 732	$ 20,803	$ 70,782,434	$ 188,978	$ (66,790,415)	$ 2,011,266	$ 6,213,798
Shares, Outstanding, Beginning Balance at Dec. 31, 2017	732,018	20,803,216
Realized Gain on Weed Coin Exchange to REFG Shares				(200,000)			(200,000)
Write Down to Cost Basis Digital Currency				11,022			11,022
Cancellation of Shares Due to iBud, Value		$ (50)					(50)
Cancellation of Shares Due to iBud, Shares		(50,000)
Return of Shares Issued for Services in Prior Year, Value		$ (333)	(990,360)				(990,693)
Return of Shares Issued for Services in Prior Year, Shares		(332,447)
Cash Purchases for Exercise of Stock Warrants, Value		$ 101	201,649				201,750
Cash Purchases for Exercise of Stock Warrants, Shares		100,875
Shares Issued for Services, Value		$ 335	1,237,598				1,237,933
Shares Issued for Services, Shares		335,415
Shares Issued for Services - Prior Year Stock Payable, Value		$ 94	485,757				485,851
Shares Issued for Services - Prior Year Stock Payable, Shares		94,060
Net Loss for the Period					(2,793,581)	(151,314)	(2,944,895)
Stockholders' Equity, Ending Balance at Sep. 30, 2018	$ 732	$ 20,951	71,717,078		(69,583,996)	1,859,952	4,014,717
Shares, Outstanding, Ending Balance at Sep. 30, 2018	732,018	20,951,119
Stockholders' Equity, Beginning Balance at Jun. 30, 2018	$ 732	$ 20,871	71,301,155	(11,022)	(68,832,008)	1,852,055	4,331,783
Shares, Outstanding, Beginning Balance at Jun. 30, 2018	732,018	20,871,415
Write Down to Cost Basis Digital Currency				11,022			11,022
Cancellation of Shares Due to iBud, Value		$ (50)					(50)
Cancellation of Shares Due to iBud, Shares		(50,000)
Cash Purchases for Exercise of Stock Warrants, Value		$ 2	3,748				3,750
Cash Purchases for Exercise of Stock Warrants, Shares		1,875
Shares Issued for Services, Value		$ 128	412,175				412,303
Shares Issued for Services, Shares		127,829
Net Loss for the Period					(751,988)	7,897	(744,091)
Stockholders' Equity, Ending Balance at Sep. 30, 2018	$ 732	$ 20,951	71,717,078		(69,583,996)	1,859,952	4,014,717
Shares, Outstanding, Ending Balance at Sep. 30, 2018	732,018	20,951,119
Stockholders' Equity, Beginning Balance at Dec. 31, 2018	$ 759	$ 21,318	72,971,563		(70,918,761)	1,228,949	3,303,828
Shares, Outstanding, Beginning Balance at Dec. 31, 2018	759,444	21,316,201
Return of Shares Previously Issued for Purchase of iBud, Value		$ (70)	70
Return of Shares Previously Issued for Purchase of iBud, Shares		(70,000)
Shares Issued for Services, Value	$ 116	$ 349	875,138				875,603
Shares Issued for Services, Shares	115,871	348,885
Shares Issued for Services - Prior Year Stock Payable, Value	$ 39	$ 127	454,130				454,296
Shares Issued for Services - Prior Year Stock Payable, Shares	39,391	127,061
Net Loss for the Period					(1,804,124)	(45,964)	(1,850,088)
Stockholders' Equity, Ending Balance at Sep. 30, 2019	$ 914	$ 21,724	74,300,901		(72,722,885)	1,182,985	2,783,639
Shares, Outstanding, Ending Balance at Sep. 30, 2019	914,706	21,722,147
Stockholders' Equity, Beginning Balance at Jun. 30, 2019	$ 839	$ 21,516	73,919,177		(72,152,478)	1,162,070	2,951,124
Shares, Outstanding, Beginning Balance at Jun. 30, 2019	839,781	21,514,104
Shares Issued for Services, Value	$ 75	$ 208	381,724				382,007
Shares Issued for Services, Shares	74,925	208,043
Net Loss for the Period					(570,407)	20,915	(549,492)
Stockholders' Equity, Ending Balance at Sep. 30, 2019	$ 914	$ 21,724	$ 74,300,901		$ (72,722,885)	$ 1,182,985	$ 2,783,639
Shares, Outstanding, Ending Balance at Sep. 30, 2019	914,706	21,722,147

1. Organization and Summary of

1. Organization and Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2019
Disclosure Text Block [Abstract]
1. Organization and Summary of Significant Accounting Policies	1. Organization and Summary of Significant Accounting Policies Nature of Corporation: Ultra Sun Corp (the “Company,” “us”, “we” or “our”) was incorporated under the laws of Nevada in November 2004. On November 13, 2013, we changed our name to Cannabis Sativa, Inc. Our wholly-owned subsidiary Wild Earth Naturals, Inc. (“Wild Earth”) was acquired by us in July 2013 in exchange for shares of our common stock. From our inception through September 30, 2013 we were engaged in the tanning salon business and operated a tanning salon in Saratoga Springs, Utah under the name “Sahara Sun Tanning.” As a result of our acquisition of Wild Earth in July 2013, we became engaged in the herbal skin care products business. On September 30, 2013, we sold the assets of the tanning salon business to a third party. We are now engaged in the developing and promoting of natural cannabis products. On August 8, 2016 the Company entered into a securities purchase agreement with iBudtender Inc. to purchase 50.1% of iBudtender Inc. On August 1, 2017, the Company entered into a securities purchase agreement with PrestoCorp, Inc. (“PrestoCorp”) to purchase 51% of PrestoCorp. During the quarter ended September 30, 2014, the Company created Eden Holdings LLC, (the “LLC”). The purpose of the LLC is to hold the intellectual property of Cannabis Sativa, Inc. As of September 30, 2019 and December 31, 2018, there has been no activity in the LLC. Basis of Presentation: The accompanying condensed consolidated balance sheet at December 31, 2018, has been derived from audited consolidated financial statements and the unaudited condensed consolidated financial statements as of September 30, 2019 and 2018, have been prepared in accordance with generally accepted accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements, and should be read in conjunction with the audited consolidated financial statements and related footnotes included in our Annual report on Form 10-K for the year ended December 31, 2018 (the “2018 Annual Report”), filed with the Securities and Exchange Commission (the “SEC”). It is management’s opinion, however, that all material adjustments (consisting of normal recurring adjustments), have been made which are necessary for a fair financial statements presentation. The condensed consolidated financial statements include all material adjustments (consisting of normal recurring accruals) necessary to make the condensed consolidated financial statements not misleading as required by Regulation S-X, Rule 10-01. Operating results for the three and nine months ended September 30, 2019 are not necessarily indicative of the results of operations expected for the year ending December 31, 2019. Principles of Consolidation: The condensed consolidated financial statements include the accounts of Cannabis Sativa, Inc., and its wholly-owned subsidiaries; Wild Earth Naturals, Inc., Hi-Brands International, Inc., Eden Holdings LLC, our 50.1% ownership of iBudtender Inc. and our 51% ownership of PrestoCorp, (collectively referred to as the “Company”). All significant inter-company balances have been eliminated in consolidation. Method of Accounting: The Company maintains its books and prepares its condensed consolidated financial statements on the accrual basis of accounting. Use of Estimates: The preparation of these condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Such management estimates include valuation of intangible assets in connection with business combinations, recoverability of long-lived assets and goodwill, and the valuation of equity-based instruments. Actual results could differ from those estimates. Liquidity: Our operations have been financed primarily through proceeds from notes payable, convertible notes payable, sale of common stock, warrants exercised for common stock and revenue generated from sales of our products. These funds have provided us with the resources to operate our business, sell and support our products, attract and retain key personnel and add new products to our portfolio. We have experienced net losses and negative cash flows from operations each year since our inception. As of September 30, 2019, we had an accumulated deficit of approximately $72,700,000 and negative working capital. Segment Information: We operate our business on the basis of a single reportable segment, which is the business of delivering products and services ancillary to the medical cannabis market. Our chief operating decision-maker is the Chief Executive Officer, who evaluates us as a single operating segment. Accounts Receivable: We estimate credit loss reserves for accounts receivable on an individual receivable basis. A specific impairment allowance reserve is established based on expected future cash flows and the financial condition of the debtor. We charge off customer balances in part or in full when it is more likely than not that we will not collect that amount of the balance due. We consider any balance unpaid after the contract payment period to be past due. At September 30, 2019 and December 31, 2018 the Company has established an allowance for doubtful accounts of $4,961 and $-0-, respectively. Inventories: Inventory cost includes those costs directly attributable to the product before sale. Inventory consists of salves, ointments, lotions, creams and balms and is carried at the lower of cost or (net realizable value), using first-in, first-out method of determining cost. At September 30, 2019 the Company had $-0- in inventory. As of December 31, 2018, the Company had $5,714 in raw materials and $-0- in finished goods inventory. Property and Equipment: Property and equipment are recorded at cost. Depreciation is provided for on the straight-line method over the estimated useful lives of the assets. The average lives range from five (5) to ten (10) years. Leasehold improvements are amortized on the straight-line method over the lesser of the lease term or the useful life. Maintenance and repairs that neither materially add to the value of the property nor appreciably prolong its life are charged to expense as incurred. Betterments or renewals are capitalized when incurred. Fair Value of Financial Instruments: The estimated fair values for financial instruments are determined at discrete points in time based on relevant market information. These estimates involve uncertainties and cannot be determined with precision. The carrying amounts of accounts receivable, accounts payable, accrued liabilities, and notes payable approximate fair value given their short term nature or effective interest rates. Cash: Cash is held at major financial institutions and insured by the Federal Deposit Insurance Corporation (FDIC) up to federal insurance limits. Net Loss per Share: Net loss per share is computed by dividing net loss available to common shareholders by the weighted average number of common shares outstanding for the period and contains no dilutive securities. Diluted earnings per share reflect the potential dilution of securities that could share in the earnings of an entity. Potentially dilutive shares are excluded from the calculation of diluted net loss per share because the effect is anti-dilutive. Revenue Recognition: On January 1, 2018, the Company adopted the new revenue recognition standard ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)”, using the cumulative effect (modified retrospective) approach. Modified retrospective adoption requires entities to apply the standard retrospectively to the most current period presented in the financial statements, requiring the cumulative effect of the retrospective application as an adjustment to the opening balance of retained earnings at the date of initial application. No cumulative-effect adjustment in retained earnings was recorded as the adoption of ASU 2014-09 did not significantly impact the Company’s reported historical revenue. Revenue from substantially all of our contracts with customers continues to be recognized over time as services are rendered. The impact of the adoption of the new standard was not material to the Company’s consolidated financial statements for the year ended December 31, 2018. The Company expects the impact to be immaterial on an ongoing basis. The primary change under the new guidance is the requirement to report the allowance for uncollectible accounts as a reduction in net revenue as opposed to bad debt expense, a component of operating expenses. The Company has historically included the allowance for uncollectible accounts amounts with its allowance for contractual adjustments as a reduction in operating expenses. However most contracts are collected in full at time of delivery and the Company has immaterial account receivables and also related uncollectible accounts. Accordingly, the adoption of this guidance did not have an impact on our condensed consolidated financial statements, other than additional financial statement disclosures. The guidance requires increased disclosures, including qualitative and quantitative disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The Company operates as one reportable segment. The Company receives payments from individual clients and patients. As the period between the time of service and time of payment is typically one day or less if it is an internet sale otherwise payment can be up to 30 days, the Company elected the practical expedient under ASC 606-10-32-18 and did not adjust for the effects of a significant financing component. Revenue is recognized at the point of time at the conclusion of when services are performed for individual clients and patients and all performance obligations have been met. Under the new revenue standard, the Company has elected to apply the following practical expedients and optional exemptions: · · · · The Company recognizes revenue from product sales or services rendered when the following five revenue recognition criteria are met: identify the contract with the client, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to performance obligations in the contract and recognize revenues when or as the Company satisfies a performance obligation. For the nine months ended September 30, 2019 and 2018, 100% of the revenue is from PrestoCorp operations. Investment Investments in marketable securities are stated at fair value, and consist of minority ownership in a cannabis related company. Beginning in 2018, the Company recognizes unrealized holding gains and losses in Other (Income) Expenses in the condensed consolidated statements of operations. During the three months ended March 31, 2018, the Company purchased 10,000,000 shares of common stock of Medical Cannabis Payment Solutions (ticker: REFG) in exchange for 1,000,000 units of Weed coins (valued at $200,000). At September 30, 2019, the fair value of the investment in REFG was adjusted to $116,000, which resulted in an unrealized loss on investment of $84,000 which is shown in the statement of operations. Through the period ended September 30, 2019, the value of the Company’s ownership has been very volatile. There can be no assurances that when the Company liquidates its position of REFG, that it will realize the valuation included in the accompanying condensed consolidated financial statements at September 30, 2019. Goodwill and Intangible Assets: Intangible assets other than goodwill, are comprised of patents, trademarks, the Company’s “CBDS.com” website domain and intellectual property rights. The patents are being amortized using the straight-line method over its economic life, which is estimated to be ten (10) years. The trademarks are being amortized between 5 and 10 years. The CBDS.com website is being amortized using the straight-line method over its economic life, which is estimated to be five (5) years. The intellectual property rights are being amortized using the straight-line month over its economic life, which are estimated to be between three (3) and five (5) years. The Company tests its goodwill for impairment annually, or whenever events or changes in circumstances indicates an impairment may have occurred, by comparing its reporting unit's carrying value to its implied fair value. The goodwill impairment test consists of a two-step process as follows: Step 1. The Company compares the fair value of each reporting unit to its carrying amount, including the existing goodwill. The fair value of each reporting unit is determined using a discounted cash flow valuation analysis. The carrying amount of each reporting unit is determined by specifically identifying and allocating the assets and liabilities to each reporting unit based on headcount, relative revenue or other methods as deemed appropriate by management. If the carrying amount of a reporting unit exceeds its fair value, an indication exists that the reporting unit’s goodwill may be impaired, and the Company then perform the second step of the impairment test. If the fair value of a reporting unit exceeds its carrying amount, no further analysis is required. Step 2. If further analysis is required, the Company compares the implied fair value of the reporting unit’s goodwill, determined by allocating the reporting unit’s fair value to all of its assets and its liabilities in a manner similar to a purchase price allocation, to its carrying amount. If the carrying amount of the reporting unit’s goodwill exceeds its fair value, an impairment loss will be recognized in an amount equal to the excess. Impairment may result from, among other things, deterioration in the performance of the acquired business, adverse market conditions, adverse changes in applicable laws or regulations and a variety of other circumstances. If the Company determines that an impairment has occurred, it is required to record a write-down of the carrying value and charge the impairment as an operating expense in the period the determination is made. In evaluating the recoverability of the carrying value of goodwill, the Company must make assumptions regarding estimated future cash flows and other factors to determine the fair value of the acquired assets. Changes in strategy or market conditions could significantly impact those judgments in the future and require an adjustment to the recorded balances. The goodwill was recorded as part of the acquisition of PrestoCorp that occurred on August 1, 2017 and iBudtender that occurred on August 8, 2016. For each of the nine months ended September 30, 2019 and 2018 the Company did not record any impairment of goodwill. The Company recorded an impairment of its PrestoCorp goodwill in the amount of $1,173,000 during the year ended December 31, 2018. Advertising Expense: Advertising costs are expensed as incurred and are included in general and administrative expense in the accompanying consolidated statements of operations. Advertising costs were approximately $104,000 and $65,000 for the nine months ended September 30, 2019 and 2018, respectively. Long-Lived Assets: We review our long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable. We evaluate assets for potential impairment by comparing estimated future undiscounted net cash flows to the carrying amount of the assets. If the carrying amount of the assets exceeds the estimated future undiscounted cash flows, impairment is measured based on the difference between the carrying amount of the assets and fair value. Assets to be disposed of would be separately presented in the consolidated balance sheet and reported at the lower of the carrying amount or fair value less costs to sell and are no longer depreciated. The assets and liabilities of a disposal group classified as held-for-sale would be presented separately in the appropriate asset and liability sections of the consolidated balance sheet, if material. During the nine months ended September 30, 2019 and 2018 we did not recognize any impairment of our long-lived assets. Stock-Based Compensation: Stock-based compensation is computed in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 718. FASB ASC 718 requires all share-based payment to employees, including grants of employee stock options, to be recognized as compensation expense in the consolidated financial statements based on their fair values. That expense will be recognized over the period during which an employee is required to provide services in exchange for the award, known as the requisite service period (usually the vesting period). The Company has selected the Black-Scholes option pricing model as the most appropriate fair value method for our awards and have recognized compensation costs immediately as our awards are 100% vested. The Company’s accounting policy for equity instruments issued to consultants and vendors in exchange for goods and services follows the provisions of FASB ASC 505-50. The measurement date for the fair value of the equity instruments issued is determined at the earlier of (i) the date at which a commitment for performance by the consultant or vendor is reached or (ii) the date at which the consultant or vendor’s performance is complete. In the case of equity instruments issued to consultants, the fair value of the equity instrument is recognized over the term of the consulting agreement. Stock-based compensation related to non-employees is accounted for based on the fair value of the related stock or options or the fair value of the services, whichever is more readily determinable in accordance with ASC 718. Business Combinations: We account for business combinations by recognizing the assets acquired, liabilities assumed, contractual contingencies, and contingent consideration at their fair values on the acquisition date. The final purchase price may be adjusted up to one year from the date of the acquisition. Identifying the fair value of the tangible and intangible assets and liabilities acquired requires the use of estimates by management and was based upon currently available data. Examples of critical estimates in valuing certain of the intangible assets we have acquired or may acquire in the future include but are not limited to future expected cash flows from product sales, support agreements, consulting contracts, other customer contracts, and acquired developed technologies and patents and discount rates utilized in valuation estimates. Unanticipated events and circumstances may occur that may affect the accuracy or validity of such assumptions, estimates or actual results. Additionally, any change in the fair value of the acquisition-related contingent consideration subsequent to the acquisition date, including changes from events after the acquisition date, such as changes in our estimate of relevant revenue or other targets, will be recognized in earnings in the period of the estimated fair value change. A change in fair value of the acquisition-related contingent consideration or the occurrence of events that cause results to differ from our estimates or assumptions could have a material effect on the consolidated statements of operations, financial position and cash flows in the period of the change in the estimate. Recent Accounting Pronouncements: In February 2016, the FASB issued ASU 2016-02, Leases. The standard requires lessees to recognize lease assets and lease liabilities on the consolidated balance sheet and requires expanded disclosures about leasing arrangements. We adopted the standard on January 1, 2019. Based on our assessment of the new standard on our condensed consolidated financial statements, we have concluded that there is no impact to our condensed consolidated financial statements based on the short-term nature of our leases and our election of such practical expedient. In June 2018, the FASB issued ASU 2018-07, Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting In January 2017, the FASB issued ASU 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework- Changes to the Disclosure Requirements for Fair Value Measurement In November 2018, the FASB issued ASU 2018-18, Clarifying the Interaction Between Topic 808 and Topic 606

2. Fair Value Measurements

2. Fair Value Measurements	9 Months Ended
	Sep. 30, 2019
Disclosure Text Block [Abstract]
2. Fair Value Measurements	2. Fair Value Measurements We adopted ASC Topic 820 for financial instruments measured at fair value on a recurring basis. ASC Topic 820 defines fair value, establishes a framework for measuring fair value in accordance with accounting principles generally accepted in the United States and expands disclosures about fair value measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC Topic 820 establishes a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: · Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; · Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and · Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. The estimated fair values for financial instruments are determined at discrete points in time based on relevant market information. These estimates involve uncertainties and cannot be determined with precision. The carrying amounts of accounts receivable, inventory, investments, notes payable, accounts payable, accrued liabilities approximate fair value given their short-term nature or effective interest rates. We measure our investment in marketable securities at fair value on a recurring basis. The Company’s available for sale securities are valued using inputs observable in active markets for identical securities and are therefore classified as Level 1 within the fair value hierarchy.

3. Fixed Assets

3. Fixed Assets	9 Months Ended
	Sep. 30, 2019
Disclosure Text Block [Abstract]
3. Fixed Assets	3. Fixed Assets Property and equipment consisted of the following at September 30, 2019 and December 31, 2018: September 30, December 31, 2019 2018 Furniture and Equipment $ 16,680 $ 15,045 Leasehold Improvements 2,500 2,500 19,180 17,545 Less: Accumulated Depreciation (13,032) (10,997) Net Property and Equipment $ 6,148 $ 6,548 Depreciation expense for the nine months ended September 30, 2019 and 2018 was approximately $2,000 and $2,600, respectively.

4. Intangibles

4. Intangibles	9 Months Ended
	Sep. 30, 2019
Disclosure Text Block [Abstract]
4. Intangibles	4. Intangibles Intangibles consisted of the following at September 30, 2019 and December 31, 2018: September 30, December 31, 2019 2018 CBDS.com website (Cannabis Sativa) $ 13,999 $ 13,999 Intellectual Property Rights (Cannabis Sativa) 1,484,250 1,484,250 Intellectual Property Rights Vaporpenz (Cannabis Sativa) 210,100 210,100 Intellectual Property Rights (iBudtender) 330,000 330,000 Intellectual Property Rights (PrestoCorp) 240,000 240,000 Patents and Trademarks (Cannabis Sativa) 8,410 8,410 Patents and Trademarks (Wild Earth) 4,425 4,425 Patents and Trademarks (KPAL) 1,410,000 1,410,000 3,701,184 3,701,184 Less: Accumulated Amortization (1,826,302) (1,407,083) Net Intangible Assets $ 1,874,882 $ 2,294,101 Amortization expense for each of the nine months ended September 30, 2019 and 2018 was approximately $419,000. Amortization for each of the next 5 years approximates: 2020 $559,000 2021 $499,000 2022 $367,000 2023 $342,000 2024 $108,000

5. Related Parties

5. Related Parties	9 Months Ended
	Sep. 30, 2019
Disclosure Text Block [Abstract]
5. Related Parties	5. Related Parties The Company has received advances from related parties and officers of the Company to cover operating expenses. As of September 30, 2019 and December 31, 2018, net amounts due to the related parties were $987,583 and $926,638, respectively. During the nine months ended September 30, 2019 and 2018, the Company has imputed interest on these advances at 5% per annum and has recorded interest expense related to these balances in the amount of $36,000 and $-0-, respectively which is included in accounts payable and accrued expenses in the accompanying condensed consolidated balance sheet. Prior to January 1, 2019 interest on these notes was calculated and posted to the note balances annually. At September 30, 2019 and December 31, 2018, the Company had a note payable to the founder of iBudtender of $10,142 and $9,197, respectively, which is included in Due to Related Parties in the accompanying consolidated balance sheet. The note earns interest at 0% and is due in December 2019. During the nine months ended September 30, 2019 and 2018, the Company incurred approximately $50,000 and $33,000, respectively, which was included general and administrative expenses in the accompanying condensed consolidated statement of operations, for consulting services from a relative of the Company’s president.

6. Stockholders' Equity

6. Stockholders' Equity	9 Months Ended
	Sep. 30, 2019
Disclosure Text Block [Abstract]
6. Stockholders' Equity	6. Stockholders’ Equity Preferred Stock The Company authorized 5,000,000 shares of preferred stock. The Company designated and determined the rights of Series A preferred stock (“Series A”) with a par value of $0.001. The Company is authorized to issue 5,000,000 shares of Series A. The holders of Series A are entitled to dividends if the Company declares a dividend on common shares, have no liquidation preference, have voting rights equal to 1 vote per share, and can be converted into one share of common. During the three and nine months ended September 30, 2019, the board of directors had approved the issuance of 74,925 and 115,871 shares of preferred stock for services in the amount of approximately $108,000 that was recorded in stock payable at December 31, 2018 and for current period services of approximately $208,000, respectively. The fair value of the shares issued was based on the market price of the related number of shares of Company’s common stock. The preferred stock is immediately convertible into common stock and the rights of the preferred are similar to those of common. Common Stock As of September 30, 2018 the board of directors had approved the issuance of 94,060 and 335,415 shares of common stock for services in the amount of approximately $486,000 that was recorded in stock payable at December 31, 2017 and for current year services in the amount of approximately $1,238,000, respectively. The fair value of the shares issued was based on the market price of the Company’s common stock on the measurement date. As of September 30, 2018, approximately $202,000 in cash had been received for 101,000 outstanding warrants exercised at $2.00 each. 101,000 shares of common stock were issued. During the nine months ended September 30, 2018, 332,447 shares common stock were returned in connection with a previous issuance of stock for services due to the non performance of a marketing vendor. The total value of the transaction in the amount of approximately $991,000 was reversed with $103,197 reported as income in the statement of operations reducing general and administrative expense since the vendor never performed and this amount represented the amount that was expensed in the prior period. As of September 30, 2019 and December 31, 2018, the Company had outstanding warrants to purchase 49,900 shares of the Company’s common stock. The exercise price of the warrants was $2.00 per share. All warrants are exercisable and expire February 1, 2020. The intrinsic value of outstanding warrants as of September 30, 2019 and December 31, 2018 is approximately $-0-. During the nine months ended September 30, 2019, the board of directors had approved the issuance of 127,061 shares of common stock for services in the amount of approximately $347,000 that was recorded in stock payable at December 31, 2018. The fair value of the shares issued was based on the market price of the Company’s common stock on the measurement date. During the nine months ended September 30, 2019, the board of directors approved the issuance of 348,885 shares of common stock for services in the amount of approximately $668,000. The fair value of the shares issued was based on the market price of the Company’s common stock on the measurement date. During the nine months ended September 30, 2019, the Company received 70,000 shares of common stock that were returned by iBudtender in relation to the amended purchase contract that was effective July 2018. Based on the related party nature of the transaction, no gain or loss was recorded such value was recorded as a capital transaction at par value. The reason for the return of the shares was due to the amended contract.

7. Going Concern Considerations

7. Going Concern Considerations	9 Months Ended
	Sep. 30, 2019
Disclosure Text Block [Abstract]
7. Going Concern Considerations	7. Going Concern Considerations The accompanying condensed consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As shown in the accompanying consolidated financial statements, the Company has minimal working capital, has incurred operating losses since inception, and has not yet produced significant continuing revenues from operations. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event that the Company cannot continue as a going concern. Management anticipates that it will be able to raise additional working capital through the issuance of stock and through additional loans from investors. The ability of the Company to continue as a going concern is dependent on its ability to raise adequate capital to fund operating losses until it is able to engage in profitable business operations. To the extent financing is not available, the Company may not be able to, or may be delayed in, developing its services and meeting its obligations. The Company will continue to evaluate its projected expenditures relative to its available cash and to evaluate additional means of financing in order to satisfy its working capital and other cash requirements. The accompanying condensed consolidated financial statements do not reflect any adjustments that might result from the outcome of these uncertainties.

8. Commitments and Contingencie

8. Commitments and Contingencies	9 Months Ended
	Sep. 30, 2019
Disclosure Text Block [Abstract]
8. Commitments and Contingencies	8. Commitments and Contingencies Lease The Company leases an office and warehouse facility in Mesquite, Nevada that serves as the principal executive offices and provides manufacturing and warehouse space. The leased space consists of approximately 900 square feet. On September 1, 2018, a new lease agreement was signed at a monthly rate of $600. Lease term is for 12 (twelve) months, which expired in September 2019. The Company renewed their lease in Mesquite, Nevada in November 2019. Monthly rate is still $600 but the lease is now on a month to month basis. Rent expense for the nine months ended September 30, 2019 and 2018 was $5,400 and $11,700, respectively. PrestoCorp leases office space in San Francisco at $2,800 per month and $800 per month for a New York office. PrestoCorp terminated its lease and closed its office in San Francisco as of the end of February 2019. Primary operations for Presto are now focused in New York City. Rent expense for the nine months ended September 30, 2019 and 2018 was $24,000 and $34,000, respectively. Litigation In the ordinary course of business, we may face various claims brought by third parties and we may, from time to time, make claims or take legal actions to assert our rights, including intellectual property disputes, contractual disputes and other commercial disputes. Any of these claims could subject us to litigation. Management believes the outcomes of currently pending claims are not likely to have a material effect on our consolidated financial position and results of operations. Stock Payable As of September 30, 2019 and December 31, 2018 the Company recorded approximately $466,000 and $532,000, respectively, of stock payable related to common and preferred stock to be issued. The following summary approximates the activity of stock payable during the nine months ended September 30, 2019: Beginning Balance – January 1, 2019 $ 532,000 Additions, net of recovery 1,122,000 Issuances (1,188,000) Ending Balance –September 30, 2019 $ 466,000 Indemnities The Company’s Articles of Incorporation and bylaws require us, among other things, to indemnify the director or officer against specified expenses and liabilities, such as attorneys’ fees, judgments, fines and settlements, paid by the individual in connection with any action, suit or proceeding arising out of the individual’s status or service as our director or officer, other than liabilities arising from willful misconduct or conduct that is knowingly fraudulent or deliberately dishonest, and to advance expenses incurred by the individual in connection with any proceeding against the individual with respect to which the individual may be entitled to indemnification by us. We also indemnify our lessor in connection with our facility lease for certain claims arising from the use of the facilities. These indemnities do not provide for any limitation of the maximum potential future payments we could be obligated to make. Historically, we have not incurred any payments for these obligations and, therefore, no liabilities have been recorded for these indemnities in the accompanying condensed consolidated balance sheets.

9. Subsequent Events

9. Subsequent Events	9 Months Ended
	Sep. 30, 2019
Disclosure Text Block [Abstract]
9. Subsequent Events	9. Subsequent Events For the period October 1, 2019 through November 10, 2019, the Company issued 377,052 shares of common stock and 107,143 shares of preferred stock, with an aggregate value of approximately $466,000 (based on the respective measurement dates), to consultants and officers for services rendered in the 2 nd In October 2019, the Company signed an agreement to acquire an interest in the assets of GK Marketing & Media, of California, for $500,000 cash to be paid into NEWCO and 100,000 shares of the Company’s common stock to be paid to the sellers. The Company will pay $150,000 cash to the NEWCO at closing from cash on hand and proceeds of a PPM. The balance of $350,000 payable over the following 60-180 days will be paid from proceeds of a PPM. Additional stock payments of up to $1.5 million are payable to the sellers based on achievement of revenue targets in 2020. The deal is expected to close on or before November 30, 2019. Mr. Stephen Downing the Company’s Chairman of the Board and board of director resigned on October 16, 2019. In October 2019 the Company elected to cancel the remaining 30,000 shares of common stock held by its iBudtender subsidiary, and direct commensurate resources to further consulting activities for completion of the software platform. In October 2019, the board of directors approved a grant of 10,000 shares of the Company’s restricted common stock to a manager of PrestoDoctor. The Company also approved a private placement memorandum (PPM) of up to 800,000 shares of restricted common stock at $0.40 per share for use in acquisition financing.

1. Organization and Summary o_2

1. Organization and Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2019
Policy Text Block [Abstract]
Nature of Corporation	Nature of Corporation: Ultra Sun Corp (the “Company,” “us”, “we” or “our”) was incorporated under the laws of Nevada in November 2004. On November 13, 2013, we changed our name to Cannabis Sativa, Inc. Our wholly-owned subsidiary Wild Earth Naturals, Inc. (“Wild Earth”) was acquired by us in July 2013 in exchange for shares of our common stock. From our inception through September 30, 2013 we were engaged in the tanning salon business and operated a tanning salon in Saratoga Springs, Utah under the name “Sahara Sun Tanning.” As a result of our acquisition of Wild Earth in July 2013, we became engaged in the herbal skin care products business. On September 30, 2013, we sold the assets of the tanning salon business to a third party. We are now engaged in the developing and promoting of natural cannabis products. On August 8, 2016 the Company entered into a securities purchase agreement with iBudtender Inc. to purchase 50.1% of iBudtender Inc. On August 1, 2017, the Company entered into a securities purchase agreement with PrestoCorp, Inc. (“PrestoCorp”) to purchase 51% of PrestoCorp. During the quarter ended September 30, 2014, the Company created Eden Holdings LLC, (the “LLC”). The purpose of the LLC is to hold the intellectual property of Cannabis Sativa, Inc. As of September 30, 2019 and December 31, 2018, there has been no activity in the LLC.
Basis of Presentation	Basis of Presentation: The accompanying condensed consolidated balance sheet at December 31, 2018, has been derived from audited consolidated financial statements and the unaudited condensed consolidated financial statements as of September 30, 2019 and 2018, have been prepared in accordance with generally accepted accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements, and should be read in conjunction with the audited consolidated financial statements and related footnotes included in our Annual report on Form 10-K for the year ended December 31, 2018 (the “2018 Annual Report”), filed with the Securities and Exchange Commission (the “SEC”). It is management’s opinion, however, that all material adjustments (consisting of normal recurring adjustments), have been made which are necessary for a fair financial statements presentation. The condensed consolidated financial statements include all material adjustments (consisting of normal recurring accruals) necessary to make the condensed consolidated financial statements not misleading as required by Regulation S-X, Rule 10-01. Operating results for the three and nine months ended September 30, 2019 are not necessarily indicative of the results of operations expected for the year ending December 31, 2019.
Principles of Consolidation	Principles of Consolidation: The condensed consolidated financial statements include the accounts of Cannabis Sativa, Inc., and its wholly-owned subsidiaries; Wild Earth Naturals, Inc., Hi-Brands International, Inc., Eden Holdings LLC, our 50.1% ownership of iBudtender Inc. and our 51% ownership of PrestoCorp, (collectively referred to as the “Company”). All significant inter-company balances have been eliminated in consolidation.
Method of Accounting	Method of Accounting: The Company maintains its books and prepares its condensed consolidated financial statements on the accrual basis of accounting.
Use of Estimates	Use of Estimates: The preparation of these condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Such management estimates include valuation of intangible assets in connection with business combinations, recoverability of long-lived assets and goodwill, and the valuation of equity-based instruments. Actual results could differ from those estimates.
Liquidity	Liquidity: Our operations have been financed primarily through proceeds from notes payable, convertible notes payable, sale of common stock, warrants exercised for common stock and revenue generated from sales of our products. These funds have provided us with the resources to operate our business, sell and support our products, attract and retain key personnel and add new products to our portfolio. We have experienced net losses and negative cash flows from operations each year since our inception. As of September 30, 2019, we had an accumulated deficit of approximately $72,700,000 and negative working capital.
Segment Information	Segment Information: We operate our business on the basis of a single reportable segment, which is the business of delivering products and services ancillary to the medical cannabis market. Our chief operating decision-maker is the Chief Executive Officer, who evaluates us as a single operating segment.
Accounts Receivable	Accounts Receivable: We estimate credit loss reserves for accounts receivable on an individual receivable basis. A specific impairment allowance reserve is established based on expected future cash flows and the financial condition of the debtor. We charge off customer balances in part or in full when it is more likely than not that we will not collect that amount of the balance due. We consider any balance unpaid after the contract payment period to be past due. At September 30, 2019 and December 31, 2018 the Company has established an allowance for doubtful accounts of $4,961 and $-0-, respectively.
Inventories	Inventories: Inventory cost includes those costs directly attributable to the product before sale. Inventory consists of salves, ointments, lotions, creams and balms and is carried at the lower of cost or (net realizable value), using first-in, first-out method of determining cost. At September 30, 2019 the Company had $-0- in inventory. As of December 31, 2018, the Company had $5,714 in raw materials and $-0- in finished goods inventory.
Property and Equipment	Property and Equipment: Property and equipment are recorded at cost. Depreciation is provided for on the straight-line method over the estimated useful lives of the assets. The average lives range from five (5) to ten (10) years. Leasehold improvements are amortized on the straight-line method over the lesser of the lease term or the useful life. Maintenance and repairs that neither materially add to the value of the property nor appreciably prolong its life are charged to expense as incurred. Betterments or renewals are capitalized when incurred.
Fair Value of Financial Instruments	Fair Value of Financial Instruments: The estimated fair values for financial instruments are determined at discrete points in time based on relevant market information. These estimates involve uncertainties and cannot be determined with precision. The carrying amounts of accounts receivable, accounts payable, accrued liabilities, and notes payable approximate fair value given their short term nature or effective interest rates.
Cash	Cash: Cash is held at major financial institutions and insured by the Federal Deposit Insurance Corporation (FDIC) up to federal insurance limits.
Net Loss per Share	Net Loss per Share: Net loss per share is computed by dividing net loss available to common shareholders by the weighted average number of common shares outstanding for the period and contains no dilutive securities. Diluted earnings per share reflect the potential dilution of securities that could share in the earnings of an entity. Potentially dilutive shares are excluded from the calculation of diluted net loss per share because the effect is anti-dilutive.
Revenue Recognition	Revenue Recognition: On January 1, 2018, the Company adopted the new revenue recognition standard ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)”, using the cumulative effect (modified retrospective) approach. Modified retrospective adoption requires entities to apply the standard retrospectively to the most current period presented in the financial statements, requiring the cumulative effect of the retrospective application as an adjustment to the opening balance of retained earnings at the date of initial application. No cumulative-effect adjustment in retained earnings was recorded as the adoption of ASU 2014-09 did not significantly impact the Company’s reported historical revenue. Revenue from substantially all of our contracts with customers continues to be recognized over time as services are rendered. The impact of the adoption of the new standard was not material to the Company’s consolidated financial statements for the year ended December 31, 2018. The Company expects the impact to be immaterial on an ongoing basis. The primary change under the new guidance is the requirement to report the allowance for uncollectible accounts as a reduction in net revenue as opposed to bad debt expense, a component of operating expenses. The Company has historically included the allowance for uncollectible accounts amounts with its allowance for contractual adjustments as a reduction in operating expenses. However most contracts are collected in full at time of delivery and the Company has immaterial account receivables and also related uncollectible accounts. Accordingly, the adoption of this guidance did not have an impact on our condensed consolidated financial statements, other than additional financial statement disclosures. The guidance requires increased disclosures, including qualitative and quantitative disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The Company operates as one reportable segment. The Company receives payments from individual clients and patients. As the period between the time of service and time of payment is typically one day or less if it is an internet sale otherwise payment can be up to 30 days, the Company elected the practical expedient under ASC 606-10-32-18 and did not adjust for the effects of a significant financing component. Revenue is recognized at the point of time at the conclusion of when services are performed for individual clients and patients and all performance obligations have been met. Under the new revenue standard, the Company has elected to apply the following practical expedients and optional exemptions: · · · · The Company recognizes revenue from product sales or services rendered when the following five revenue recognition criteria are met: identify the contract with the client, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to performance obligations in the contract and recognize revenues when or as the Company satisfies a performance obligation. For the nine months ended September 30, 2019 and 2018, 100% of the revenue is from PrestoCorp operations.
Investment	Investment Investments in marketable securities are stated at fair value, and consist of minority ownership in a cannabis related company. Beginning in 2018, the Company recognizes unrealized holding gains and losses in Other (Income) Expenses in the condensed consolidated statements of operations. During the three months ended March 31, 2018, the Company purchased 10,000,000 shares of common stock of Medical Cannabis Payment Solutions (ticker: REFG) in exchange for 1,000,000 units of Weed coins (valued at $200,000). At September 30, 2019, the fair value of the investment in REFG was adjusted to $116,000, which resulted in a unrealized loss on investment of $84,000 which is shown in the statement of operations. Through the period ended September 30, 2019, the value of the Company’s ownership has been very volatile. There can be no assurances that when the Company liquidates its position of REFG, that it will realize the valuation included in the accompanying condensed consolidated financial statements at September 30, 2019.
Goodwill and Intangible Assets	Goodwill and Intangible Assets: Intangible assets other than goodwill, are comprised of patents, trademarks, the Company’s “CBDS.com” website domain and intellectual property rights. The patents are being amortized using the straight-line method over its economic life, which is estimated to be ten (10) years. The trademarks are being amortized between 5 and 10 years. The CBDS.com website is being amortized using the straight-line method over its economic life, which is estimated to be five (5) years. The intellectual property rights are being amortized using the straight-line month over its economic life, which are estimated to be between three (3) and five (5) years. The Company tests its goodwill for impairment annually, or whenever events or changes in circumstances indicates an impairment may have occurred, by comparing its reporting unit's carrying value to its implied fair value. The goodwill impairment test consists of a two-step process as follows: Step 1. The Company compares the fair value of each reporting unit to its carrying amount, including the existing goodwill. The fair value of each reporting unit is determined using a discounted cash flow valuation analysis. The carrying amount of each reporting unit is determined by specifically identifying and allocating the assets and liabilities to each reporting unit based on headcount, relative revenue or other methods as deemed appropriate by management. If the carrying amount of a reporting unit exceeds its fair value, an indication exists that the reporting unit’s goodwill may be impaired, and the Company then perform the second step of the impairment test. If the fair value of a reporting unit exceeds its carrying amount, no further analysis is required. Step 2. If further analysis is required, the Company compares the implied fair value of the reporting unit’s goodwill, determined by allocating the reporting unit’s fair value to all of its assets and its liabilities in a manner similar to a purchase price allocation, to its carrying amount. If the carrying amount of the reporting unit’s goodwill exceeds its fair value, an impairment loss will be recognized in an amount equal to the excess. Impairment may result from, among other things, deterioration in the performance of the acquired business, adverse market conditions, adverse changes in applicable laws or regulations and a variety of other circumstances. If the Company determines that an impairment has occurred, it is required to record a write-down of the carrying value and charge the impairment as an operating expense in the period the determination is made. In evaluating the recoverability of the carrying value of goodwill, the Company must make assumptions regarding estimated future cash flows and other factors to determine the fair value of the acquired assets. Changes in strategy or market conditions could significantly impact those judgments in the future and require an adjustment to the recorded balances. The goodwill was recorded as part of the acquisition of PrestoCorp that occurred on August 1, 2017 and iBudtender that occurred on August 8, 2016. For each of the nine months ended September 30, 2019 and 2018 the Company did not record any impairment of goodwill. The Company recorded an impairment of its PrestoCorp goodwill in the amount of $1,173,000 during the year ended December 31, 2018.
Advertising Expense	Advertising Expense: Advertising costs are expensed as incurred and are included in general and administrative expense in the accompanying consolidated statements of operations. Advertising costs were approximately $104,000 and $65,000 for the nine months ended September 30, 2019 and 2018, respectively.
Long-Lived Assets	Long-Lived Assets: We review our long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable. We evaluate assets for potential impairment by comparing estimated future undiscounted net cash flows to the carrying amount of the assets. If the carrying amount of the assets exceeds the estimated future undiscounted cash flows, impairment is measured based on the difference between the carrying amount of the assets and fair value. Assets to be disposed of would be separately presented in the consolidated balance sheet and reported at the lower of the carrying amount or fair value less costs to sell and are no longer depreciated. The assets and liabilities of a disposal group classified as held-for-sale would be presented separately in the appropriate asset and liability sections of the consolidated balance sheet, if material. During the nine months ended September 30, 2019 and 2018 we did not recognize any impairment of our long-lived assets.
Stock-Based Compensation	Stock-Based Compensation: Stock-based compensation is computed in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 718. FASB ASC 718 requires all share-based payment to employees, including grants of employee stock options, to be recognized as compensation expense in the consolidated financial statements based on their fair values. That expense will be recognized over the period during which an employee is required to provide services in exchange for the award, known as the requisite service period (usually the vesting period). The Company has selected the Black-Scholes option pricing model as the most appropriate fair value method for our awards and have recognized compensation costs immediately as our awards are 100% vested. The Company’s accounting policy for equity instruments issued to consultants and vendors in exchange for goods and services follows the provisions of FASB ASC 505-50. The measurement date for the fair value of the equity instruments issued is determined at the earlier of (i) the date at which a commitment for performance by the consultant or vendor is reached or (ii) the date at which the consultant or vendor’s performance is complete. In the case of equity instruments issued to consultants, the fair value of the equity instrument is recognized over the term of the consulting agreement. Stock-based compensation related to non-employees is accounted for based on the fair value of the related stock or options or the fair value of the services, whichever is more readily determinable in accordance with ASC 718.
Business Combinations	Business Combinations: We account for business combinations by recognizing the assets acquired, liabilities assumed, contractual contingencies, and contingent consideration at their fair values on the acquisition date. The final purchase price may be adjusted up to one year from the date of the acquisition. Identifying the fair value of the tangible and intangible assets and liabilities acquired requires the use of estimates by management and was based upon currently available data. Examples of critical estimates in valuing certain of the intangible assets we have acquired or may acquire in the future include but are not limited to future expected cash flows from product sales, support agreements, consulting contracts, other customer contracts, and acquired developed technologies and patents and discount rates utilized in valuation estimates. Unanticipated events and circumstances may occur that may affect the accuracy or validity of such assumptions, estimates or actual results. Additionally, any change in the fair value of the acquisition-related contingent consideration subsequent to the acquisition date, including changes from events after the acquisition date, such as changes in our estimate of relevant revenue or other targets, will be recognized in earnings in the period of the estimated fair value change. A change in fair value of the acquisition-related contingent consideration or the occurrence of events that cause results to differ from our estimates or assumptions could have a material effect on the consolidated statements of operations, financial position and cash flows in the period of the change in the estimate.
Recent Accounting Pronouncements	Recent Accounting Pronouncements: In February 2016, the FASB issued ASU 2016-02, Leases. The standard requires lessees to recognize lease assets and lease liabilities on the consolidated balance sheet and requires expanded disclosures about leasing arrangements. We adopted the standard on January 1, 2019. Based on our assessment of the new standard on our condensed consolidated financial statements, we have concluded that there is no impact to our condensed consolidated financial statements based on the short-term nature of our leases and our election of such practical expedient. In June 2018, the FASB issued ASU 2018-07, Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting In January 2017, the FASB issued ASU 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework- Changes to the Disclosure Requirements for Fair Value Measurement In November 2018, the FASB issued ASU 2018-18, Clarifying the Interaction Between Topic 808 and Topic 606

3. Fixed Assets (Tables)

3. Fixed Assets (Tables)	9 Months Ended
	Sep. 30, 2019
Table Text Block Supplement [Abstract]
Schedule of Property and Equipment	Property and equipment consisted of the following at September 30, 2019 and December 31, 2018: September 30, December 31, 2019 2018 Furniture and Equipment $ 16,680 $ 15,045 Leasehold Improvements 2,500 2,500 19,180 17,545 Less: Accumulated Depreciation (13,032) (10,997) Net Property and Equipment $ 6,148 $ 6,548

4. Intangibles (Tables)

4. Intangibles (Tables)	9 Months Ended
	Sep. 30, 2019
Table Text Block Supplement [Abstract]
Schedule of Intangible Assets	Intangibles consisted of the following at September 30, 2019 and December 31, 2018: September 30, December 31, 2019 2018 CBDS.com website (Cannabis Sativa) $ 13,999 $ 13,999 Intellectual Property Rights (Cannabis Sativa) 1,484,250 1,484,250 Intellectual Property Rights Vaporpenz (Cannabis Sativa) 210,100 210,100 Intellectual Property Rights (iBudtender) 330,000 330,000 Intellectual Property Rights (PrestoCorp) 240,000 240,000 Patents and Trademarks (Cannabis Sativa) 8,410 8,410 Patents and Trademarks (Wild Earth) 4,425 4,425 Patents and Trademarks (KPAL) 1,410,000 1,410,000 3,701,184 3,701,184 Less: Accumulated Amortization (1,826,302) (1,407,083) Net Intangible Assets $ 1,874,882 $ 2,294,101
Amortization	Amortization for each of the next 5 years approximates: 2020 $559,000 2021 $499,000 2022 $367,000 2023 $342,000 2024 $108,000

8. Commitments and Contingenc_2

8. Commitments and Contingencies (Table)	9 Months Ended
	Sep. 30, 2019
Disclosure Text Block [Abstract]
Activity of stock payable	The following summary approximates the activity of stock payable during the nine months ended September 30, 2019: Beginning Balance – January 1, 2019 $ 532,000 Additions, net of recovery 1,122,000 Issuances (1,188,000) Ending Balance –September 30, 2019 $ 466,000

1. Organization and Summary o_3

1. Organization and Summary of Significant Accounting Policies: Nature of Corporation (Details)	Dec. 31, 2018	Aug. 01, 2017
Prestocorp
Equity Method Investment, Ownership Percentage	51.00%	51.00%

1. Organization and Summary o_4

1. Organization and Summary of Significant Accounting Policies: Principles of Consolidation (Details)	Sep. 30, 2019	Dec. 31, 2018	Aug. 01, 2017
Ibudtender Inc
Equity Method Investment, Ownership Percentage	50.10%
Prestocorp
Equity Method Investment, Ownership Percentage		51.00%	51.00%

1. Organization and Summary o_5

1. Organization and Summary of Significant Accounting Policies: Liquidity (Details) - USD ($)	Sep. 30, 2019	Dec. 31, 2018
Text Block [Abstract]
Accumulated deficit	$ (72,722,885)	$ (70,918,761)

1. Organization and Summary o_6

1. Organization and Summary of Significant Accounting Policies: Accounts Receivable (Details) - USD ($)	Sep. 30, 2019	Dec. 31, 2018
Disclosure Text Block [Abstract]
Allowance for Doubtful Accounts Receivable	$ 4,961	$ 0

1. Organization and Summary o_7

1. Organization and Summary of Significant Accounting Policies: Inventories (Details) - USD ($)	Sep. 30, 2019	Dec. 31, 2018
Text Block [Abstract]
Inventory	$ 0	$ 5,714
Inventory, Raw Materials		5,714
Inventory, Finished Goods		$ 0

1. Organization and Summary o_8

1. Organization and Summary of Significant Accounting Policies: Property and Equipment (Details)	9 Months Ended
	Sep. 30, 2019
Minimum
Property, Plant and Equipment, Useful Life	5 years
Maximum
Property, Plant and Equipment, Useful Life	10 years

1. Organization and Summary o_9

1. Organization and Summary of Significant Accounting Policies: Revenue Recognition (Details)	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018
Disclosure Text Block [Abstract]
Concentration Risk, Percentage	100.00%	100.00%

1. Organization and Summary _10

1. Organization and Summary of Significant Accounting Policies: Investment (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2018
Units valued	$ 116,000		$ 116,000		$ 200,000
Unrealized loss on investment	(84,000)	$ 0	$ (84,000)	$ 0
Weed coin
Units sold			1,000,000
Units valued	200,000		$ 200,000
Fair value of investment	$ 116,000		116,000
Unrealized loss on investment			$ 84,000
REFG
Shares purchased	1,000,000		1,000,000

1. Organization and Summary _11

1. Organization and Summary of Significant Accounting Policies: Goodwill and Intangible Assets (Details) - USD ($)	9 Months Ended		12 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2018
Impairment of goodwill	$ 0	$ 0
Prestocorp
Impairment of goodwill			$ 1,173,000
Patent
Finite-Lived Intangible Asset, Useful Life	10 years
Patents And Trademarks | Minimum
Finite-Lived Intangible Asset, Useful Life	5 years
Patents And Trademarks | Maximum
Finite-Lived Intangible Asset, Useful Life	10 years
Internet Domain Names
Finite-Lived Intangible Asset, Useful Life	5 years
Intellectual Property | Minimum
Finite-Lived Intangible Asset, Useful Life	3 years
Intellectual Property | Maximum
Finite-Lived Intangible Asset, Useful Life	5 years

1. Organization and Summary _12

1. Organization and Summary of Significant Accounting Policies: Advertising Expense (Details) - USD ($)	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018
Text Block [Abstract]
Advertising Expense	$ 104,000	$ 65,000

1. Organization and Summary _13

1. Organization and Summary of Significant Accounting Policies: Long-Lived Assets (Details) - USD ($)	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018
Disclosure Text Block [Abstract]
Impairment of long-lived assets	$ 0	$ 0

3. Fixed Assets (Details)

3. Fixed Assets (Details) - USD ($)	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018
Disclosure Text Block [Abstract]
Depreciation expense	$ 2,000	$ 2,600

3. Fixed Assets_ Schedule of Pr

3. Fixed Assets: Schedule of Property and Equipment (Details) - USD ($)	Sep. 30, 2019	Dec. 31, 2018
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	$ 19,180	$ 17,545
Less: accumulated depreciation	(13,032)	(10,997)
Property and Equipment, Net	6,148	6,548
Furniture and Fixtures
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	16,680	15,045
Leasehold Improvements
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	$ 2,500	$ 2,500

4. Intangibles (Details)

4. Intangibles (Details) - USD ($)	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018
Text Block [Abstract]
Amortization of Intangible Assets	$ 419,000	$ 419,000

4. Intangibles_ Schedule of Int

4. Intangibles: Schedule of Intangible Assets (Details) - USD ($)	Sep. 30, 2019	Dec. 31, 2018
Finite-Lived Intangible Assets, Gross	$ 3,701,184	$ 3,701,184
Less: Accumulated Amortization	(1,826,302)	(1,407,083)
Finite-Lived Intangible Assets, Net	1,874,882	2,294,101
Cannabis Sativa | Internet Domain Names
Finite-Lived Intangible Assets, Gross	13,999	13,999
Cannabis Sativa | Intellectual Property
Finite-Lived Intangible Assets, Gross	1,484,250	1,484,250
Cannabis Sativa | Patents And Trademarks
Finite-Lived Intangible Assets, Gross	8,410	8,410
Vaporpenz | Intellectual Property
Finite-Lived Intangible Assets, Gross	210,100	210,100
Ibudtender Inc | Intellectual Property
Finite-Lived Intangible Assets, Gross	330,000	330,000
Prestocorp | Intellectual Property
Finite-Lived Intangible Assets, Gross	240,000	240,000
Wild Earth | Patents And Trademarks
Finite-Lived Intangible Assets, Gross	4,425	4,425
KPAL | Patents And Trademarks
Finite-Lived Intangible Assets, Gross	$ 1,410,000	$ 1,410,000

4. Intangibles _ Amortization (

4. Intangibles : Amortization (Details)	Sep. 30, 2019USD ($)
Disclosure Text Block [Abstract]
2020	$ 559,000
2021	499,000
2022	367,000
2023	342,000
2024	$ 108,000

5. Related Parties (Details)

5. Related Parties (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2018
Net advances	$ 987,583		$ 987,583		$ 926,638
Debt Instrument, Interest Rate, Stated Percentage	5.00%		5.00%
Interest Expense	$ 12,446	$ 0	$ 36,426	$ 0
General and Administrative Expense	$ 629,356	$ 533,811	1,745,352	2,293,101
Investor
Interest Expense			36,000	0
Consultant
General and Administrative Expense			$ 50,000	$ 33,000
Ibudtender Inc
Debt Instrument, Interest Rate, Stated Percentage	0.00%		0.00%		0.00%
Note Payable	$ 10,142		$ 10,142		$ 9,197
Due date			Dec. 31, 2019

6. Stockholders' Equity (Detail

6. Stockholders' Equity (Details) - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2018
Preferred Stock, Shares Authorized	5,000,000		5,000,000		5,000,000
Preferred Stock, Par or Stated Value Per Share	$ 0.001		$ 0.001		$ 0.001
Shares Issued for Services - Prior Year Stock Payable, Value			$ 668,000
Shares Issued for Services - Prior Year Stock Payable, Shares			348,885
Warrants outstanding	49,900	99,000	49,900	99,000	49,900
Warrants exercise price			$ 2
Warrants expire date			Feb. 1, 2020
Intrinsic value of outstanding warrants			$ 0		$ 0
Common stock returned, Shares			70,000
Stock Repurchased and Retired During Period, Value			$ 990,692
General and Administrative Expense	$ 629,356	$ 533,811	1,745,352	$ 2,293,101
Vendor
General and Administrative Expense			103,197
Preferred Stock
Shares Issued for Services, Value			$ 208,000
Shares Issued for Services, Shares			115,871
Shares Issued for Services - Prior Year Stock Payable, Value			$ 108,000
Shares Issued for Services - Prior Year Stock Payable, Shares			74,925
Common Stock
Shares Issued for Services, Value				$ 1,238,000
Shares Issued for Services, Shares				335,415
Shares Issued for Services - Prior Year Stock Payable, Value			$ 347,000	$ 486,000
Shares Issued for Services - Prior Year Stock Payable, Shares			127,061	94,060
Proceeds from warrants exercised				$ 202,000
Cash Purchases for Exercise of Stock Warrants				101,000
Stock Repurchased and Retired During Period, Shares			332,447
Common Class A | Preferred Stock
Preferred Stock, Shares Authorized	5,000,000		5,000,000
Preferred Stock, Par or Stated Value Per Share	$ 0.001		$ 0.001
Preferred Stock, Voting Rights			1 vote per share

8. Commitments and Contingenc_3

8. Commitments and Contingencies (Details) - USD ($)	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2018
Operating Leases, Rent Expense	$ 5,400	$ 11,700
Stock Payable	466,341		$ 532,146
Rent expense	24,000	$ 34,000
Warehouse Lease
Debt Instrument, Periodic Payment	600
Prestocorp | San Francisco Office Facilities
Debt Instrument, Periodic Payment	2,800
Prestocorp | New York office Facilities
Debt Instrument, Periodic Payment	800
Mesquite | Nevada
Debt Instrument, Periodic Payment	$ 600

8. Commitments and Contingenc_4

8. Commitments and Contingencies: Stock Payable (Details)	9 Months Ended
	Sep. 30, 2019USD ($)
Disclosure Text Block [Abstract]
Stock Payable	$ 532,000
Increase to Stock Payable	1,122,000
Decrease to Stock Payable	(1,188,000)
Stock Payable	$ 466,000

9. Subsequent Events (Details)

9. Subsequent Events (Details) - USD ($)	1 Months Ended		3 Months Ended		9 Months Ended
	Nov. 10, 2019	Oct. 31, 2019	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2018
Shares Issued for Cash, Value			$ 382,007	$ 412,303	$ 875,603	$ 1,237,933
Cash Paid			$ 222,429		$ 222,429		$ 151,946
Common Stock
Shares Issued for Services						335,415
Shares Issued for Services, Value						$ 1,238,000
Shares Issued for Cash			208,043	127,829	348,885	335,415
Shares Issued for Cash, Value			$ 208	$ 128	$ 349	$ 335
Preferred Stock
Shares Issued for Services					115,871
Shares Issued for Services, Value					$ 208,000
Shares Issued for Cash			74,925		115,871
Shares Issued for Cash, Value			$ 75		$ 116
Subsequent Event
Shares Issued for Services, Value	$ 466,000
Subsequent Events description	The value of 377,052 shares of common stock and 107,143 shares of preferred stock were included in stock payable at September 30, 2019 for services rendered prior to that date.
Subsequent Event | Private Placement [Member]
Restricted common stock issued		800,000
Share Price		$ 0.40
Subsequent Event | Ibudtender Inc
Common stock cancelled		10,000
Subsequent Event | Common Stock
Shares Issued for Services	377,052
Subsequent Event | Common Stock | NEWCO
Shares Issued for Cash		100,000
Shares Issued for Cash, Value		$ 500,000
Cash Paid		$ 150,000
Payment of cash description		Company will pay $150,000 cash to the NEWCO at closing from cash on hand. The balance of $350,000 payable over the following 60-180 days will be paid from proceeds of a PPM.
Subsequent Event | Preferred Stock
Shares Issued for Services	107,143