Document and Entity Information
Document and Entity Information - $ / shares | Apr. 30, 2019 | Mar. 31, 2019 |
Details | ||
Registrant Name | Trutankless, Inc. | |
Registrant CIK | 0001429393 | |
SEC Form | 10-Q | |
Period End date | Mar. 31, 2019 | |
Fiscal Year End | --12-31 | |
Trading Symbol | tkls | |
Number of common stock shares outstanding | 38,513,906 | |
Filer Category | Non-accelerated Filer | |
Current with reporting | Yes | |
Small Business | true | |
Emerging Growth Company | false | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q1 | |
Entity Listing, Par Value Per Share | $ 0.001 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Mar. 31, 2019 | Dec. 31, 2018 |
Current assets | ||
Cash | $ 195,145 | $ 9,668 |
Accounts receivable | 331,584 | 214,260 |
Inventory | 400,367 | 403,322 |
Prepaid expenses | 201,586 | 227,111 |
Total current assets | 1,128,682 | 854,361 |
Fixed assets, net of accumulated depreciation | 701 | 1,227 |
Other Assets | ||
Right to use asset | 60,917 | 0 |
Security deposits | 3,281 | 3,281 |
Trademarks | 11,914 | 11,914 |
Software | 0 | 22 |
Total other assets | 76,112 | 15,217 |
Total assets | 1,205,495 | 870,805 |
Current liabilities | ||
Accounts payable and accrued liabilities | 1,093,736 | 1,171,562 |
Lease liability | 62,910 | 0 |
Accrued interest payable - related party | 12,500 | 10,166 |
Customer deposits | 0 | 600 |
Advances | 4,300 | 7,123 |
Notes payable - related party | 69,150 | 99,150 |
Notes payable, net of debt discount | 365,906 | 45,717 |
Convertible notes payable, net of debt discount | 1,219,868 | 983,220 |
Total current liabilities | 2,828,370 | 2,317,538 |
Convertible notes payable - long term, net of debt discount | 153,300 | 226,880 |
Notes payable - long-term, net of debt discount | 0 | 282,233 |
Total long-term liabilities | 153,300 | 509,113 |
Total liabilities | 2,981,670 | 2,826,651 |
Stockholders' equity | ||
Preferred stock, $0.001 par value, 10,000,000 shares authorized, 76,000 shares issued and outstanding as of March 31, 2019 and December 31, 2018, respectively | 76 | 76 |
Common stock, $0.001 par value, 100,000,000 shares authorized, 35,923,902 and 34,739,902 shares issued and outstanding as of March 31, 2019 and December 31, 2018, respectively | 35,924 | 34,740 |
Additional paid in capital | 25,954,906 | 25,364,090 |
Subscriptions payable | 900,500 | 178,000 |
Accumulated deficit | (28,667,581) | (27,532,752) |
Total stockholders' equity | (1,776,175) | (1,955,846) |
Total liabilities and stockholders' equity | $ 1,205,495 | $ 870,805 |
CONSOLIDATED BALANCE SHEETS - P
CONSOLIDATED BALANCE SHEETS - Parenthetical - $ / shares | Mar. 31, 2019 | Dec. 31, 2018 |
Details | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Preferred Stock, Shares Outstanding | 76,000 | 76,000 |
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 100,000,000 | 100,000,000 |
Common Stock, Shares, Issued | 35,923,902 | 34,739,902 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Details | ||
Revenue | $ 638,275 | $ 425,046 |
Cost of goods sold | (468,363) | (321,447) |
Gross profit | 169,912 | 103,599 |
Operating expenses | ||
General and administrative | 396,224 | 275,034 |
Research and development | 50,733 | 0 |
Professional fees | 673,566 | 144,794 |
Total operating expenses | 1,120,523 | 419,828 |
Other expenses | ||
Interest expense | (184,218) | (108,523) |
Total expenses | (184,218) | (108,523) |
Net income (loss) | $ (1,134,829) | $ (424,752) |
Net loss per common share - basic | $ (0.03) | $ (0.01) |
Weighted average number of common shares outstanding - basic | 35,266,502 | 28,652,385 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) | Preferred Stock | Common Stock | Additional Paid-in Capital | Subscriptions Payable | Retained Earnings | Total |
Equity Balance at Dec. 31, 2017 | $ 76 | $ 27,925 | $ 21,986,722 | $ 548,780 | $ (23,997,135) | $ (1,433,632) |
Stock Issued During Period, Value, New Issues | 0 | $ 141 | 70,639 | 414,220 | 0 | 485,000 |
Stock Issued During Period, Shares, New Issues | 141,560 | |||||
Stock issued for cancelation, value | $ 550 | 274,450 | (275,000) | 0 | ||
Stock issued for cancelation, shares | 550,000 | |||||
Stock Issued During Period, Value, Issued for Services | 0 | $ 164 | 81,587 | 0 | 0 | 81,751 |
Stock Issued During Period, Shares, Issued for Services | 163,500 | |||||
Net income (loss) | $ 0 | $ 0 | 0 | 0 | (424,752) | (424,752) |
Equity Balance, shares at Mar. 31, 2018 | 76,000 | 28,779,902 | ||||
Equity Balance at Mar. 31, 2018 | $ 76 | $ 28,779 | 22,413,398 | 688,000 | (24,421,887) | (1,291,634) |
Equity Balance at Dec. 31, 2017 | $ 76 | $ 27,925 | 21,986,722 | 548,780 | (23,997,135) | $ (1,433,632) |
Stock issued for cancelation, shares | 550,000 | |||||
Equity Balance, shares at Dec. 31, 2018 | 76,000 | 34,739,902 | ||||
Equity Balance at Dec. 31, 2018 | $ 76 | $ 34,740 | 25,364,090 | 178,000 | (27,532,752) | $ (1,955,846) |
Stock Issued During Period, Value, New Issues | 0 | $ 134 | 66,866 | 627,500 | 0 | $ 67,000 |
Stock Issued During Period, Shares, New Issues | 134,000 | 134,000 | ||||
Stock Issued During Period, Value, Issued for Services | 0 | $ 900 | 449,100 | 0 | 0 | $ 500,000 |
Stock Issued During Period, Shares, Issued for Services | 900,000 | 1,000,000 | ||||
Stock issued for debt discounts | 0 | $ 150 | 74,850 | 95,000 | 0 | $ 170,000 |
Stock issued for debt discounts, value | 150,000 | |||||
Net income (loss) | $ 0 | $ 0 | 0 | 0 | (1,134,829) | (1,134,829) |
Equity Balance, shares at Mar. 31, 2019 | 76,000 | 35,923,902 | ||||
Equity Balance at Mar. 31, 2019 | $ 76 | $ 35,924 | $ 25,954,906 | $ 900,500 | $ (28,667,581) | $ (1,776,175) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Cash Flows from Operating Activities | ||
Net income (loss) | $ (1,134,829) | $ (424,752) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Shares issued for services | 450,000 | 82,749 |
Depreciation and amortization | 4,609 | 1,880 |
Amortization of debt discount | 122,723 | 57,054 |
Changes in assets and liabilities | ||
(Increase) decrease in accounts receivable | (117,324) | (128,001) |
(Increase) decrease in inventory | 2,955 | 106,385 |
(Increase) decrease in prepaid expenses | 25,525 | (16,732) |
(Increase) decrease in customer deposit | (600) | 0 |
Increase (decrease) in accounts payable | (68,071) | 45,786 |
Increase (decrease) in accrued interest payable - related party | (7,420) | 0 |
Net cash used in operating activities | (722,432) | (275,631) |
Cash Flows from Investing Activities: | ||
Purchase of fixed assets | 0 | (892) |
Net cash used in investing activities | 0 | (892) |
Cash Flows from Financing Activities: | ||
Payments on advances | (2,823) | 0 |
Payments on lease liability | (2,068) | 0 |
Proceeds from convertible notes payable | 112,500 | 75,000 |
Repayments of convertible notes payable | (1,200) | (80,000) |
Proceeds from notes payable | 137,000 | 0 |
Repayments from notes payable - related party | (30,000) | 65,000 |
Repayments on line of credit - related party | 0 | (4,791) |
Proceeds from sale of common stock, net of offering costs | 694,500 | 485,000 |
Net cash provided by financing activities | 907,909 | 540,209 |
Net increase in cash | 185,477 | 263,686 |
Cash, beginning of period | 9,668 | 78,599 |
Cash, end of period | 195,145 | 342,285 |
Supplemental disclosure of cash flow information | ||
Cash paid for interest | 11,250 | 7,700 |
Cash paid for taxes | 0 | 0 |
SUPPLEMENTARY DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Recognition of right to use asset and liability | 64,978 | 0 |
Reclassification of notes payable to convertible notes payable | $ 100,000 | $ 0 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2019 | |
Notes | |
Summary of Significant Accounting Policies | NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Organization The Company was incorporated on March 7, 2008 under the laws of the State of Nevada, as Alcantara Brands Corporation. On October 5, 2010, the Company amended its articles of incorporation and changed its name to Bollente Companies, Inc. On June 4, 2018, the Company amended its articles of incorporation and changed its name to Trutankless, Inc. Nature of operations The Company is involved in the manufacture, marketing and sales of a new high quality, whole-house, electric tankless water heater that is Wi-Fi enabled, more energy efficient, and more compact than conventional products." Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (GAAP) and applicable rules and regulations of the Securities and Exchange Commission (SEC) regarding interim financial reporting. Certain information and note disclosures normally included in the consolidated financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. As such, the information included in the consolidated financial statements for the three months ended March 31, 2019 should be read in conjunction with the consolidated financial statements and accompanying notes included in the Companys Form 10-K for the Companys fiscal year ended December 31, 2018, as filed with the SEC. The consolidated balance sheet as of December 31, 2018, included herein was derived from the audited financial statements as of that date, but does not include all disclosures including notes required by GAAP. The accompanying unaudited consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, and cash flows for the interim periods, but are not necessarily indicative of the results of operations to be anticipated for the year ending December 31, 2019. The consolidated financial statements include the accounts of Trutankless, Inc. and its wholly owned subsidiaries. On May 16, 2010, the Company acquired 100% of the outstanding stock of Bollente, Inc. On the date of acquisition, Bollente, Inc. was 2.78% owned and controlled 100% by Robertson J. Orr, a majority shareholder and officer and director of Trutankless, Inc. and the acquisition was accounted for by means of a pooling of the entities from the date of inception of Trutankless, Inc. on March 7, 2008 because the entities were under common control. All significant inter-company transactions and balances have been eliminated Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles 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 financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ significantly from those estimates. Cash and cash equivalents For the purpose of the statements of cash flows, all highly liquid investments with an original maturity of three months or less are considered to be cash equivalents. The carrying value of these investments approximates fair value. Trademarks Trademarks acquired are initially recognized at cost less accumulated impairment losses. Trademarks are shown on the consolidated balance sheet at $11,914 as of March 31, 2018 and December 31, 2018, respectively. Website The Company capitalizes the costs associated with the development of the Companys website pursuant to ASC Topic 350. Other costs related to the maintenance of the website are expensed as incurred. Amortization is provided over the estimated useful lives of 3 years using the straight-line method for financial statement purposes. The Company plans to commence amortization upon completion and release of the Companys fully operational website. Stock-based compensation The Company follows ASC 718-10, "Stock Compensation", which addresses the accounting for transactions in which an entity exchanges its equity instruments for goods or services, with a primary focus on transactions in which an entity obtains employee services in share-based payment transactions. ASC 718-10 is a revision to SFAS No. 123, "Accounting for Stock-Based Compensation," and supersedes Accounting Principles Board ("APB") Opinion No. 25, "Accounting for Stock Issued to Employees," and its related implementation guidance. ASC 718-10 requires measurement of the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award (with limited exceptions). Incremental compensation costs arising from subsequent modifications of awards after the grant date must be recognized. Earnings per share The Company follows ASC Topic 260 to account for the earnings per share. Basic earnings per common share (EPS) calculations are determined by dividing net income by the weighted average number of shares of common stock outstanding during the year. Diluted earnings per common share calculations are determined by dividing net income by the weighted average number of common shares and dilutive common share equivalents outstanding. During periods when common stock equivalents, if any, are anti-dilutive they are not considered in the computation. Inventory Inventories are stated at the lower of cost (average cost) or market (net realizable value). Revenue recognition We recognize revenue in accordance with generally accepted accounting principles as outlined in the Financial Accounting Standard Boards (FASB) Accounting Standards Codification (ASC) 606, Revenue From Contracts with Customers, which requires that five basic criteria be met before revenue can be recognized: (i) identify the contract with the customer; (ii) identity the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price; and (v) recognize revenue when or as the entity satisfied a performance obligation. Revenue recognition occurs at the time product is shipped to customers, when control transfers to customers, provided there are no material remaining performance obligations required of the Company or any matters of customer acceptance. We only record revenue when collectability is reasonably assured. Fair value of financial instruments Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of March 31, 2019. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values. These financial instruments include cash and accounts payable. Fair values were assumed to approximate carrying values for cash and payables because they are short term in nature and their carrying amounts approximate fair values or they are payable on demand. Level 1: The preferred inputs to valuation efforts are quoted prices in active markets for identical assets or liabilities, with the caveat that the reporting entity must have access to that market. Information at this level is based on direct observations of transactions involving the same assets and liabilities, not assumptions, and thus offers superior reliability. However, relatively few items, especially physical assets, actually trade in active markets. Level 2: FASB acknowledged that active markets for identical assets and liabilities are relatively uncommon and, even when they do exist, they may be too thin to provide reliable information. To deal with this shortage of direct data, the board provided a second level of inputs that can be applied in three situations. Level 3: If inputs from levels 1 and 2 are not available, FASB acknowledges that fair value measures of many assets and liabilities are less precise. The board describes Level 3 inputs as unobservable, and limits their use by saying they shall be used to measure fair value to the extent that observable inputs are not available. This category allows for situations in which there is little, if any, market activity for the asset or liability at the measurement date. Earlier in the standard, FASB explains that observable inputs are gathered from sources other than the reporting company and that they are expected to reflect assumptions made by market participants. Recent Accounting Pronouncements ASU 2016-02 - In February 2016, the FASB issued ASU No. 2016-02, "Leases", ("ASC 842") which amended the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. ASC 842 is effective for public companies during interim and annual reporting periods beginning after December 15, 2018, with early adoption permitted. In July 2018, the FASB issued ASU No. 2018-11, which permits entities to record the right-of-use asset and lease liability on the date of adoption, with no requirement to recast comparative periods. We adopted ASC 842 effective January 1, 2019 using the optional transition method of recognizing a cumulative-effect adjustment to the opening balance of retained earnings on January 1, 2019. Therefore, comparative financial information was not adjusted and continues to be reported under the prior lease accounting guidance in ASC 840. We elected the transition relief package of practical expedients, and as a result, we did not assess 1) whether existing or expired contracts contain embedded leases, 2) lease classification for any existing or expired leases, and 3) whether lease origination costs qualified as initial direct costs. We elected the short-term lease practical expedient by establishing an accounting policy to exclude leases with a term of 12 months or less, as well as the land easement practical expedient for maintaining our current accounting policy for existing or expired land easements. |
Going Concern Disclosure
Going Concern Disclosure | 3 Months Ended |
Mar. 31, 2019 | |
Notes | |
Going Concern Disclosure | NOTE 2 - GOING CONCERN The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. Management evaluated all relevant conditions and events that are reasonably known or reasonably knowable, in the aggregate, as of the date the consolidated financial statements are issued and determined that substantial doubt exists about the Companys ability to continue as a going concern. The Companys ability to continue as a going concern is dependent on the Companys ability to generate revenues and raise capital. The Company has not generated sufficient revenues from product sales to provide sufficient cash flows to enable the Company to finance its operations internally. As of March 31, 2019, the Company had $195,145 cash on hand. At March 31, 2019 the Company has an accumulated deficit of $28,667,581. For the three months ended March 31, 2019, the Company had a net loss of ($1,134,829), and cash used in operations of (($722,432)). These factors raise substantial doubt about the Companys ability to continue as a going concern. Over the next twelve months the Company intends to invest its working capital resources in sales and marketing in order to increase the distribution and demand for its products. If the Company fails to generate sufficient revenue and obtain additional capital to continue at its expected level of operations, the Company may be forced to scale back or discontinue its sales and marketing efforts. However, there is no guarantee the Company will generate sufficient revenues or raise capital to continue operations. The consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. |
Inventory Disclosure
Inventory Disclosure | 3 Months Ended |
Mar. 31, 2019 | |
Notes | |
Inventory Disclosure | NOTE 3 - INVENTORY Inventories consist of the following at: March 31, 2019 December 31, 2018 Finished goods 400,367 403,322 Total $ 400,367 $ 403,322 |
Notes Payable to Related Party
Notes Payable to Related Party Disclosure | 3 Months Ended |
Mar. 31, 2019 | |
Notes | |
Notes Payable to Related Party Disclosure | NOTE 4 - NOTES PAYABLE TO RELATED PARTIES The Company has two notes payable due to an officer and director of the Company. The notes have interest rate that range from 0%-5% and are due upon demand. During the three months ended March 31, 2019, the Company has made payments in the amount of $30,000 towards these notes. As of March 31, 2019, and December 31, 2018, the outstanding balance on the notes was $4,150 and $34,150, respectively. On January 25, 2018, the Company issued a $100,000 12% secured promissory grid notes. The note is due on December 31, 2020. As of March 31, 2019, and December 31, 2018, there was $65,000 and $65,000 outstanding on the note, respectively. Interest expense associated with the related party notes for the three months ended March 31, 2019 and 2018 was $1,965 and $2,334, respectively. |
Notes Payable Disclosure
Notes Payable Disclosure | 3 Months Ended |
Mar. 31, 2019 | |
Notes | |
Notes Payable Disclosure | NOTE 5 - NOTES PAYABLE Notes payable consist of the following at: March 31, 2019 December 31, 2018 Note payable, secured, 12% interest, due January 2020 $ 150,000 $ 150,000 Note payable, secured, 12% interest, due January 2020 100,000 100,000 Note payable, secured, 12% interest, due January 2020 50,000 50,000 Note payable, secured, 12% interest, due September 2020 -- 50,000 Note payable, secured, 12% interest, due September 2019 100,000 -- Note payable, secured, 12% interest, due October 2019 12,500 -- Note payable, secured, 12% interest, due October 2019 12,500 -- Note payable, secured, 12% interest, due March 2020 12,500 -- Total Notes Payable $ 437,000 $ 350,000 Less discounts (71,094) (22,050) Total Notes Payable 365,906 320,536 Less current portion (365,906) (45,717) Total Notes Payable - long term $ -- $ 282,233 On September 17, 2018, the Company issued a $50,000 10% promissory note. The note is due on September 18, 2020. As an incentive to enter into the agreement the noteholder was also granted 10,000 shares valued at $5,000. On February 9, 2019, the note was amended for the issuance of 50,000 shares of common stock valued at $25,000, the note holder agreed to a convert the note at a price of $0.50 per share. Additionally, the maturity date of the note was changed to February 8, 2020. As of March 31, 2019, the shares have not been issued and were included in stock payable. As of March 31, 2019, $11,493 of the debt discount has been amortized and the note was shown net of unamortized discount of $18,507. On February 8, 2019, the Company issued a $50,000 10% promissory note. The note is due on February 8, 2020 and is convertible at a price of $0.50 per share. As an incentive to enter into the agreement the noteholder was also granted 60,000 shares valued at $30,000. As of March 31, 2019, the shares have not been issued and were included in stock payable. As of March 31, 2019, $4,192 of the debt discount has been amortized and the note was shown net of unamortized discount of $25,808. On January 30, 2019, the Company issued a $100,000 12% promissory note. The note is due on September 30, 2019. As an incentive to enter into the agreement the noteholder was also granted 100,000 shares valued at $50,000. As of March 31, 2019, $12,346 of the debt discount was amortized. As of March 31, 2019, the note was shown net of unamortized discount of $37,654. On February 11, 2019, the Company issued a $12,500 12% promissory note. The note is due on October 11, 2019. As an incentive to enter into the agreement the noteholder was also granted 25,000 shares valued at $12,500. As of March 31, 2019, $2,479 of the debt discount was amortized. As of March 31, 2019, the note was shown net of unamortized discount of $10,021. On February 11, 2019, the Company issued a $12,500 12% promissory note. The note is due on October 11, 2019. As an incentive to enter into the agreement the noteholder was also granted 25,000 shares valued at $12,500. As of March 31, 2019, $2,479 of the debt discount was amortized. As of March 31, 2019, the note was shown net of unamortized discount of $10,021. On March 1, 2019, the Company issued a $12,000 12% promissory note. The note is due on March 1, 2020. As of March 31, 2019, the note was shown net of unamortized discount of $0. Interest expense including amortization of the associated debt discount for the three months ended March 31, 2019 and 2018 was $34,140 and $8,877, respectively. |
Convertible Notes Payable Discl
Convertible Notes Payable Disclosure | 3 Months Ended |
Mar. 31, 2019 | |
Notes | |
Convertible Notes Payable Disclosure | NOTE 6 - CONVERTIBLE NOTES PAYABLE Convertible notes payable, net of debt discount consist of the following: March 31, 2019 December 31, 2018 Convertible note payable, secured, 12% interest, due March 2019, convertible at $1 per share $ 10,000 $ 10,000 Convertible note payable, secured, 12% interest, due May 2018, convertible at $1 per share 50,000 50,000 Convertible note payable, secured, 12% interest, due June 2018, convertible at $1 per share 50,000 50,000 Convertible note payable, secured, 12% interest, due August 2018, convertible at $1 per share 50,000 50,000 Convertible note payable, secured, 12% interest, due 120 days after delivery of payment notice from lender or August 2019, convertible at $0.25 per share 900,000 900,000 Convertible note payable, secured, 12% interest, due May 2020, convertible at $1 per share 100,000 100,000 Convertible note payable, secured, 12% interest, due May 2020, convertible at $1 per share 50,000 50,000 Convertible note payable from a shareholder, secured, 12% interest, due May 2020, convertible at $1 per share 5,000 5,000 Convertible note payable from a shareholder, secured, 12% interest, due Feb 2020, convertible at $1 per share 75,000 75,000 Convertible note payable from a shareholder, secured, 4% interest, due August 2019 75,000 -- Convertible note payable from a shareholder, secured, 12% interest, due June 2019, convertible at $0.50 per share 160,000 160,000 Convertible note payable, secured, 10% interest, due Sept 2020, convertible at $0.50 per share 50,000 -- Convertible note payable, secured, 10% interest, due Sept 2020, convertible at $0.50 per share 50,000 -- Note payable, secured, 12% interest, due May 2020 36,300 -- Less discounts (288,132) (239,900) Total notes payable, net $ 1,373,168 $ 1,210,100 Less current portion (1,219,868) (983,220) Convertible notes payable, net - Long-term $ 153,300 $ 226,880 During the year ended December 31, 2016, the Company issued $160,000 of principal amount of 12% secured convertible promissory notes and warrants to purchase our common stock. The notes were due between May and August 2018 and bear interest of percent (12%). The notes are secured by all of the Companys assets. The outstanding principal amounts and accrued but unpaid interest of the notes are convertible at any time at the option of the holder into common stock at a conversion price of $1.00 per share. The notes the were issued with warrants to purchase up to 160,000 shares of the Companys common stock which were valued at $119,616. As of March 31, 2019, $119,616 of the debt discount was amortized and the note was shown net of unamortized discount of $0. On March 31, 2019, the notes holders of $110,000 of the convertible notes agreed to convert the notes and accrued interest into 552,767 shares of common stock. As of the date of filing the shares have not been issued. On December 14, 2018, the Company issued a $50,000 4% convertible note. The note is due on February 14, 2019, can be extended 30 days upon mutual agreement of the Company and noteholder, and is convertible at a rate of $0.50 per shares. On February 14, 2019, the noteholder agreed to extend the note August 15, 2019 As an incentive to enter into the agreement the noteholder was also granted 10,000 shares valued at $5,000. As of March 31, 2019, $5,000 of the debt discount was amortized. As of March 31, 2019, the note was shown net of unamortized discount of $0. On February 19, 2019, the Company issued a $25,000 4% convertible note. The note is due on August 19, 2019, can be extended 30 days upon mutual agreement of the Company and noteholder, and is convertible at a rate of $0.50 per shares. As an incentive to enter into the agreement the noteholder was also granted 5,000 shares valued at $2,500. As of March 31, 2019, the shares have not been issued and were included in stock payable. As of March 31, 2019, $1,124 of the debt discount was amortized and the note was shown net of unamortized discount of $1,336. On January 25, 2019, the Company issued a $100,000 8% promissory grid note. The note is due on July 25, 2019 and is convertible at a rate of $0.50 per shares. Additionally, the note holder will be granted two shares of common stock for every dollar funded. As of March 31, 2019, the note holder has advanced a total of $37,500 and the Company has made payments of $1,200. As of March 31, 2019, there was an outstanding balance on the note in the amount of $36,300. Interest expense including amortization of the associated debt discount for the three months ended March 31, 2019 and 2018 was $148,113 and $100,020, respectively. |
Royalty Payments Disclosure
Royalty Payments Disclosure | 3 Months Ended |
Mar. 31, 2019 | |
Notes | |
Royalty Payments Disclosure | NOTE 7 - ROYALTY PAYMENTS On October 18, 2017, the Company entered into royalty termination agreements whereas the Company converted all royalties interest into a total of 1,400,000 shares of common stock valued at $700,000. As of March 31, 2019, the Company has issued 1,200,000 (550,000 shares during the quarter ended March 31, 2018) shares of common stock and has recorded the balance of the common stock due to stock payable. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2019 | |
Notes | |
Commitments and Contingencies | NOTE 8 - COMMITMENTS AND CONTINGENCIES Office Lease During 2018, the Company executed a lease agreement. The lease term is 39 months at a rate of $1,780 per month with rent commencing on January 1, 2019. The Company was required to pay a $1,781 security deposit. On January 1, 2019, the Company has recorded a $64,978 right to use asset and lease liability associated with this lease in accordance with ASC 842. The lease was recorded as at the present value of the minimum lease payments over the 51 month term with a borrowing rate of 12%. As of March 31, 2019, the right to own asset and lease liability were $60,917 and $62,910, respectively. In January 2019, the Company executed a sublease agreement with Templar Asset Group, LLC, a related party. The lease term is one year at a rate of $3,200 per month for a period of one year with an option to continue a month to month basis thereafter. For this agreement, the Company elected to apply the short-term lease recognition exemption and as such, did not recognize assets or liabilities related to this lease. Rent expense for the quarter ended March 31, 2019 and 2018 was $13,392 and $20,400, respectively. |
Stock Warrants Disclosure
Stock Warrants Disclosure | 3 Months Ended |
Mar. 31, 2019 | |
Notes | |
Stock Warrants Disclosure | NOTE 9 - STOCK WARRANTS During the quarter ended March 31, 2019, we issued 50,500 warrants in conjunction with units which included shares sold for cash to purchase 266,500 shares of the Companys common stock at an exercise price of $1.00 per share associated with. The warrants are exercisable at any time until three (3) years after the closing date. The following is a summary of stock warrants activity during the three months ended March 31, 2019. Number of Shares Weighted Average Exercise Price Balance, December 31, 2018 2,395,624 $ 1.00 Warrants granted and assumed 50,500 $ 1.00 Warrants expired - - Warrants canceled - - Warrants exercised - - Balance, March 31, 2019 2,446,124 $ 1.00 As of March 31, 2019, there are warrants exercisable to purchase 2,446,124 shares of common stock in the Company. |
Stockholders' Equity Disclosure
Stockholders' Equity Disclosure | 3 Months Ended |
Mar. 31, 2019 | |
Notes | |
Stockholders' Equity Disclosure | NOTE 10 - STOCKHOLDERS EQUITY The Company is authorized to issue 10,000,000 shares of it $0.001 par value preferred stock and 100,000,000 shares of its $0.001 par value common stock. Each share of Preferred Stock is convertible, at any time, at the option of the holder, is convertible into five shares of our common stock and one warrant to purchase one share of our common stock at $1.00 per share. All Preferred Stock will be automatically converted into shares of the Companys common stock and warrants after three years from the original issue date of the Preferred Stock. During the quarter ended March 31, 2019, the Company issued 1,000,000 shares of common stock with a fair value of $500,000 for services. Additionally, the Company cancelled two consulting agreements entered into during the year ended December 31, 2018. As a result, the Company, received and cancelled 100,000 shares of common stock valued at $50,000. During the quarter ended March 31, 2019, the Company issued 134,000 shares of common stock for $67,000 cash. Additionally, the Company received $627,500 for the sale of common stock which has not been issued and has been recorded as stock payable. During the quarter ended March 31, 2019, the Company issued 150,000 shares of common stock valued at $75,000 as incentives for certain noteholders to enter into financing agreements. During the quarter ended March 31, 2019, the Company was required to issue 190,000 shares of common stock valued at $95,000 for note extensions and as incentives for certain noteholders to enter into financing agreements. The shares were not issued as of March 31, 2019 and as such were recorded as stock payable. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2019 | |
Notes | |
Subsequent Events | NOTE 11 - SUBSEQUENT EVENTS Subsequent to quarter end, the Company issued 2,535,000 shares of common stock for cash. Subsequent to quarter end, the Company issued 75,000 shares of common stock for services. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies: Basis of Presentation Policy (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Policies | |
Basis of Presentation Policy | Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (GAAP) and applicable rules and regulations of the Securities and Exchange Commission (SEC) regarding interim financial reporting. Certain information and note disclosures normally included in the consolidated financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. As such, the information included in the consolidated financial statements for the three months ended March 31, 2019 should be read in conjunction with the consolidated financial statements and accompanying notes included in the Companys Form 10-K for the Companys fiscal year ended December 31, 2018, as filed with the SEC. The consolidated balance sheet as of December 31, 2018, included herein was derived from the audited financial statements as of that date, but does not include all disclosures including notes required by GAAP. The accompanying unaudited consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, and cash flows for the interim periods, but are not necessarily indicative of the results of operations to be anticipated for the year ending December 31, 2019. The consolidated financial statements include the accounts of Trutankless, Inc. and its wholly owned subsidiaries. On May 16, 2010, the Company acquired 100% of the outstanding stock of Bollente, Inc. On the date of acquisition, Bollente, Inc. was 2.78% owned and controlled 100% by Robertson J. Orr, a majority shareholder and officer and director of Trutankless, Inc. and the acquisition was accounted for by means of a pooling of the entities from the date of inception of Trutankless, Inc. on March 7, 2008 because the entities were under common control. All significant inter-company transactions and balances have been eliminated |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies: Use of Estimates (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Policies | |
Use of Estimates | Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles 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 financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ significantly from those estimates. |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies: Cash and Cash Equivalents Policy (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Policies | |
Cash and Cash Equivalents Policy | Cash and cash equivalents For the purpose of the statements of cash flows, all highly liquid investments with an original maturity of three months or less are considered to be cash equivalents. The carrying value of these investments approximates fair value. |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies: Trademarks Policy (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Policies | |
Trademarks Policy | Trademarks Trademarks acquired are initially recognized at cost less accumulated impairment losses. Trademarks are shown on the consolidated balance sheet at $11,914 as of March 31, 2018 and December 31, 2018, respectively. |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies: Website Policy (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Policies | |
Website Policy | Website The Company capitalizes the costs associated with the development of the Companys website pursuant to ASC Topic 350. Other costs related to the maintenance of the website are expensed as incurred. Amortization is provided over the estimated useful lives of 3 years using the straight-line method for financial statement purposes. The Company plans to commence amortization upon completion and release of the Companys fully operational website. |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies: Stock-based Compensation Policy (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Policies | |
Stock-based Compensation Policy | Stock-based compensation The Company follows ASC 718-10, "Stock Compensation", which addresses the accounting for transactions in which an entity exchanges its equity instruments for goods or services, with a primary focus on transactions in which an entity obtains employee services in share-based payment transactions. ASC 718-10 is a revision to SFAS No. 123, "Accounting for Stock-Based Compensation," and supersedes Accounting Principles Board ("APB") Opinion No. 25, "Accounting for Stock Issued to Employees," and its related implementation guidance. ASC 718-10 requires measurement of the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award (with limited exceptions). Incremental compensation costs arising from subsequent modifications of awards after the grant date must be recognized. |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies: Earnings Per Share Policy (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Policies | |
Earnings Per Share Policy | Earnings per share The Company follows ASC Topic 260 to account for the earnings per share. Basic earnings per common share (EPS) calculations are determined by dividing net income by the weighted average number of shares of common stock outstanding during the year. Diluted earnings per common share calculations are determined by dividing net income by the weighted average number of common shares and dilutive common share equivalents outstanding. During periods when common stock equivalents, if any, are anti-dilutive they are not considered in the computation. |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies: Inventory Policy (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Policies | |
Inventory Policy | Inventory Inventories are stated at the lower of cost (average cost) or market (net realizable value). |
Summary of Significant Accou_10
Summary of Significant Accounting Policies: Revenue Recognition Policy (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Policies | |
Revenue Recognition Policy | Revenue recognition We recognize revenue in accordance with generally accepted accounting principles as outlined in the Financial Accounting Standard Boards (FASB) Accounting Standards Codification (ASC) 606, Revenue From Contracts with Customers, which requires that five basic criteria be met before revenue can be recognized: (i) identify the contract with the customer; (ii) identity the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price; and (v) recognize revenue when or as the entity satisfied a performance obligation. Revenue recognition occurs at the time product is shipped to customers, when control transfers to customers, provided there are no material remaining performance obligations required of the Company or any matters of customer acceptance. We only record revenue when collectability is reasonably assured. |
Summary of Significant Accou_11
Summary of Significant Accounting Policies: Fair Value of Financial Instruments Policy (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Policies | |
Fair Value of Financial Instruments Policy | Fair value of financial instruments Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of March 31, 2019. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values. These financial instruments include cash and accounts payable. Fair values were assumed to approximate carrying values for cash and payables because they are short term in nature and their carrying amounts approximate fair values or they are payable on demand. Level 1: The preferred inputs to valuation efforts are quoted prices in active markets for identical assets or liabilities, with the caveat that the reporting entity must have access to that market. Information at this level is based on direct observations of transactions involving the same assets and liabilities, not assumptions, and thus offers superior reliability. However, relatively few items, especially physical assets, actually trade in active markets. Level 2: FASB acknowledged that active markets for identical assets and liabilities are relatively uncommon and, even when they do exist, they may be too thin to provide reliable information. To deal with this shortage of direct data, the board provided a second level of inputs that can be applied in three situations. Level 3: If inputs from levels 1 and 2 are not available, FASB acknowledges that fair value measures of many assets and liabilities are less precise. The board describes Level 3 inputs as unobservable, and limits their use by saying they shall be used to measure fair value to the extent that observable inputs are not available. This category allows for situations in which there is little, if any, market activity for the asset or liability at the measurement date. Earlier in the standard, FASB explains that observable inputs are gathered from sources other than the reporting company and that they are expected to reflect assumptions made by market participants. |
Summary of Significant Accou_12
Summary of Significant Accounting Policies: Recent Accounting Pronouncements (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Policies | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements ASU 2016-02 - In February 2016, the FASB issued ASU No. 2016-02, "Leases", ("ASC 842") which amended the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. ASC 842 is effective for public companies during interim and annual reporting periods beginning after December 15, 2018, with early adoption permitted. In July 2018, the FASB issued ASU No. 2018-11, which permits entities to record the right-of-use asset and lease liability on the date of adoption, with no requirement to recast comparative periods. We adopted ASC 842 effective January 1, 2019 using the optional transition method of recognizing a cumulative-effect adjustment to the opening balance of retained earnings on January 1, 2019. Therefore, comparative financial information was not adjusted and continues to be reported under the prior lease accounting guidance in ASC 840. We elected the transition relief package of practical expedients, and as a result, we did not assess 1) whether existing or expired contracts contain embedded leases, 2) lease classification for any existing or expired leases, and 3) whether lease origination costs qualified as initial direct costs. We elected the short-term lease practical expedient by establishing an accounting policy to exclude leases with a term of 12 months or less, as well as the land easement practical expedient for maintaining our current accounting policy for existing or expired land easements. |
Inventory Disclosure_ Schedule
Inventory Disclosure: Schedule of Inventory (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Tables/Schedules | |
Schedule of Inventory | March 31, 2019 December 31, 2018 Finished goods 400,367 403,322 Total $ 400,367 $ 403,322 |
Notes Payable Disclosure_ Sched
Notes Payable Disclosure: Schedule of Notes Payable (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Tables/Schedules | |
Schedule of Notes Payable | March 31, 2019 December 31, 2018 Note payable, secured, 12% interest, due January 2020 $ 150,000 $ 150,000 Note payable, secured, 12% interest, due January 2020 100,000 100,000 Note payable, secured, 12% interest, due January 2020 50,000 50,000 Note payable, secured, 12% interest, due September 2020 -- 50,000 Note payable, secured, 12% interest, due September 2019 100,000 -- Note payable, secured, 12% interest, due October 2019 12,500 -- Note payable, secured, 12% interest, due October 2019 12,500 -- Note payable, secured, 12% interest, due March 2020 12,500 -- Total Notes Payable $ 437,000 $ 350,000 Less discounts (71,094) (22,050) Total Notes Payable 365,906 320,536 Less current portion (365,906) (45,717) Total Notes Payable - long term $ -- $ 282,233 |
Convertible Notes Payable Dis_2
Convertible Notes Payable Disclosure: Schedule of Convertible Notes Payable (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Tables/Schedules | |
Schedule of Convertible Notes Payable | March 31, 2019 December 31, 2018 Convertible note payable, secured, 12% interest, due March 2019, convertible at $1 per share $ 10,000 $ 10,000 Convertible note payable, secured, 12% interest, due May 2018, convertible at $1 per share 50,000 50,000 Convertible note payable, secured, 12% interest, due June 2018, convertible at $1 per share 50,000 50,000 Convertible note payable, secured, 12% interest, due August 2018, convertible at $1 per share 50,000 50,000 Convertible note payable, secured, 12% interest, due 120 days after delivery of payment notice from lender or August 2019, convertible at $0.25 per share 900,000 900,000 Convertible note payable, secured, 12% interest, due May 2020, convertible at $1 per share 100,000 100,000 Convertible note payable, secured, 12% interest, due May 2020, convertible at $1 per share 50,000 50,000 Convertible note payable from a shareholder, secured, 12% interest, due May 2020, convertible at $1 per share 5,000 5,000 Convertible note payable from a shareholder, secured, 12% interest, due Feb 2020, convertible at $1 per share 75,000 75,000 Convertible note payable from a shareholder, secured, 4% interest, due August 2019 75,000 -- Convertible note payable from a shareholder, secured, 12% interest, due June 2019, convertible at $0.50 per share 160,000 160,000 Convertible note payable, secured, 10% interest, due Sept 2020, convertible at $0.50 per share 50,000 -- Convertible note payable, secured, 10% interest, due Sept 2020, convertible at $0.50 per share 50,000 -- Note payable, secured, 12% interest, due May 2020 36,300 -- Less discounts (288,132) (239,900) Total notes payable, net $ 1,373,168 $ 1,210,100 Less current portion (1,219,868) (983,220) Convertible notes payable, net - Long-term $ 153,300 $ 226,880 |
Stock Warrants Disclosure_ Sche
Stock Warrants Disclosure: Schedule of Warrants Activity (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Tables/Schedules | |
Schedule of Warrants Activity | Number of Shares Weighted Average Exercise Price Balance, December 31, 2018 2,395,624 $ 1.00 Warrants granted and assumed 50,500 $ 1.00 Warrants expired - - Warrants canceled - - Warrants exercised - - Balance, March 31, 2019 2,446,124 $ 1.00 |
Summary of Significant Accou_13
Summary of Significant Accounting Policies: Basis of Presentation Policy (Details) | May 16, 2010 |
Details | |
Acquisition of outstanding stock of Bellente, Inc., acquired percent of stock | 100.00% |
Summary of Significant Accou_14
Summary of Significant Accounting Policies: Trademarks Policy (Details) - USD ($) | Mar. 31, 2019 | Dec. 31, 2018 |
Details | ||
Trademarks | $ 11,914 | $ 11,914 |
Going Concern Disclosure (Detai
Going Concern Disclosure (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | |
Details | |||
Cash on hand | $ 195,145 | $ 9,668 | |
Accumulated deficit | 28,667,581 | $ 27,532,752 | |
Net income (loss) | (1,134,829) | $ (424,752) | |
Cash used in operations | $ (722,432) | $ (275,631) |
Inventory Disclosure_ Schedul_2
Inventory Disclosure: Schedule of Inventory (Details) - USD ($) | Mar. 31, 2019 | Dec. 31, 2018 |
Inventory | $ 400,367 | $ 403,322 |
Finished goods | ||
Inventory | $ 400,367 | $ 403,322 |
Notes Payable to Related Part_2
Notes Payable to Related Party Disclosure (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | |
Repayments from notes payable - related party | $ 30,000 | $ (65,000) | |
Notes payable - related party | 69,150 | $ 99,150 | |
Interest expense | 184,218 | 108,523 | |
Two notes payable due to an officer and director | |||
Notes payable - related party | 4,150 | 34,150 | |
12% secured promissory grid notes - Jan 2018 | |||
Notes payable - related party | 65,000 | $ 65,000 | |
Interest expense on related party notes | |||
Interest expense | $ 1,965 | $ 2,334 |
Notes Payable Disclosure_ Sch_2
Notes Payable Disclosure: Schedule of Notes Payable (Details) - USD ($) | Mar. 31, 2019 | Dec. 31, 2018 |
Notes payable | $ 437,000 | $ 350,000 |
Discounts on notes payable | (71,094) | (22,050) |
Total Notes Payable | 365,906 | 320,536 |
Total Notes Payable - long term | 0 | 282,233 |
Note payable, secured, 12% interest, due Jan 2020 | ||
Notes payable | 150,000 | 150,000 |
Note payable, secured, 12% interest, due Jan 2020(2) | ||
Notes payable | 100,000 | 100,000 |
Note payable, secured, 12% interest, due Jan 2020(3) | ||
Notes payable | 50,000 | 50,000 |
Note payable, secured, 12% interest, due Sep 2020 | ||
Notes payable | 0 | 50,000 |
Note payable, secured, 12% interest, due Sep 2019 | ||
Notes payable | 100,000 | 0 |
Note payable, secured, 12% interest, due Oct 2019 | ||
Notes payable | 12,500 | 0 |
Note payable, secured, 12% interest, due October 2019(2) | ||
Notes payable | 12,500 | 0 |
Note payable, secured, 12% interest, due March 2020 | ||
Notes payable | $ 12,500 | $ 0 |
Notes Payable Disclosure (Detai
Notes Payable Disclosure (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Interest expense - notes payable | ||
Interest expense including amortization of the associated debt discount | $ 34,140 | $ 8,877 |
Convertible Notes Payable Dis_3
Convertible Notes Payable Disclosure: Schedule of Convertible Notes Payable (Details) - USD ($) | Mar. 31, 2019 | Dec. 31, 2018 |
Debt discount | $ (288,132) | $ (239,900) |
Convertible notes payable, net of debt discount | (1,219,868) | (983,220) |
Convertible notes payable - long term, net of debt discount | 153,300 | 226,880 |
Convertible note payable due Mar 2019 | ||
Convertible debt | 10,000 | 10,000 |
Convertible note payable due Mar 2018 | ||
Convertible debt | 50,000 | 50,000 |
Convertible note payable due Jun 2018 | ||
Convertible debt | 50,000 | 50,000 |
Convertible note payable due Aug 2018 | ||
Convertible debt | 50,000 | 50,000 |
Convertible note payable due Aug 2019 | ||
Convertible debt | 900,000 | 900,000 |
Convertible note payable due May 2020 | ||
Convertible debt | 100,000 | 100,000 |
Convertible note payable due May 2020(2) | ||
Convertible debt | 50,000 | 50,000 |
Convertible note payable due May 2020(3) | ||
Convertible debt | 5,000 | 5,000 |
Convertible note payable due Feb 2020 | ||
Convertible debt | 75,000 | 75,000 |
Convertible note payable due Aug 2019(2) | ||
Convertible debt | 75,000 | 0 |
Convertible note payable due June 2019 | ||
Convertible debt | 160,000 | 160,000 |
Convertible note payable due Sep 2020 | ||
Convertible debt | 50,000 | 0 |
Convertible note payable due Sep 2020(2) | ||
Convertible debt | 50,000 | 0 |
Note payable due May 2020 | ||
Convertible debt | $ 36,300 | $ 0 |
Convertible Notes Payable Dis_4
Convertible Notes Payable Disclosure (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Proceeds from convertible notes payable | $ 112,500 | $ 75,000 |
Repayments of convertible notes payable | 1,200 | 80,000 |
Convertible promissory note issued Feb 2019 | ||
Proceeds from convertible notes payable | $ 25,000 | |
Conversion price per share, debt converted | $ 0.50 | |
Convertible promissory note issued Jan 25, 2019 | ||
Proceeds from convertible notes payable | $ 37,500 | |
Conversion price per share, debt converted | $ 0.50 | |
Repayments of convertible notes payable | $ 1,200 | |
Interest expense - convertible debt | ||
Interest expense including amortization of the associated debt discount | $ 148,113 | $ 100,020 |
Royalty Payments Disclosure (De
Royalty Payments Disclosure (Details) | 12 Months Ended |
Dec. 31, 2018shares | |
Details | |
Stock issued for cancelation, shares | 550,000 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | |
Right to use asset | $ 60,917 | $ 0 | |
Lease liability | 62,910 | $ 0 | |
Rent expense | 13,392 | $ 20,400 | |
Office lease agreement | |||
Monthly lease payments due | 1,780 | ||
Right to use asset | 60,917 | ||
Lease liability | 62,910 | ||
Sublease agreement with Templar Asset Group | |||
Monthly lease payments due | $ 3,200 |
Stock Warrants Disclosure (Deta
Stock Warrants Disclosure (Details) | 3 Months Ended |
Mar. 31, 2019$ / sharesshares | |
Details | |
Warrants issued, units including shares | shares | 50,500 |
Exercise price, warrants | $ / shares | $ 1 |
Stock Warrants Disclosure_ Sc_2
Stock Warrants Disclosure: Schedule of Warrants Activity (Details) - shares | Mar. 31, 2019 | Dec. 31, 2018 |
Details | ||
Warrants outstanding | 2,446,124 | 2,395,624 |
Stockholders' Equity Disclosu_2
Stockholders' Equity Disclosure (Details) - USD ($) | 1 Months Ended | 3 Months Ended | ||
Apr. 30, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | |
Preferred stock authorized | 10,000,000 | 10,000,000 | ||
Par value of preferred stock | $ 0.001 | $ 0.001 | ||
Common stock authorized | 100,000,000 | 100,000,000 | ||
Preferred Stock conversion terms | Preferred Stock is convertible, at any time, at the option of the holder, is convertible into five shares of our common stock and one warrant to purchase one share of our common stock at $1.00 per share. All Preferred Stock will be automatically converted into shares of the Company’s common stock and warrants after three years from the original issue date of the Preferred Stock | |||
Stock issued for services | 75,000 | 1,000,000 | ||
Value of stock issued for services | $ 500,000 | $ 81,751 | ||
Stock issued for cash | 2,535,000 | 134,000 | ||
Proceeds from sale of stock | $ 67,000 | $ 485,000 | ||
Value of stock issued, other | 170,000 | |||
Stock payable recorded | $ 95,000 | |||
As incentives to enter into financing agreements | ||||
Common stock issued, other | 150,000 | |||
Value of stock issued, other | $ 75,000 |
Subsequent Events (Details)
Subsequent Events (Details) - shares | 1 Months Ended | 3 Months Ended |
Apr. 30, 2019 | Mar. 31, 2019 | |
Details | ||
Stock issued for cash | 2,535,000 | 134,000 |
Stock issued for services | 75,000 | 1,000,000 |