Soupman (SOUPQ) 10-Q 4 May 17 2017 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Feb. 28, 2017	May 04, 2017
Document and Entity Information [Abstract]
Entity Registrant Name	SOUPMAN, INC.
Entity Central Index Key	1,475,273
Amendment Flag	false
Current Fiscal Year End Date	--08-31
Document Type	10-Q
Document Period End Date	Feb. 28, 2017
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q2
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		288,845,379

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)	Feb. 28, 2017	Aug. 31, 2016
Current Assets
Cash	$ 23,181	$ 1,424,544
Accounts receivable - net	454,362	321,347
Inventory	771,592	286,804
Prepaid expenses	38,471	108,693
Total Current Assets	1,287,606	2,141,388
Property and equipment - net	3,035	4,423
Other Assets
Due from franchisees	60,628	52,951
Other	20,161	20,161
Total Other Assets	80,789	73,112
Total Assets	1,371,430	2,218,923
Current Liabilities
Accounts payable and accrued liabilities	4,646,250	3,990,306
Current portion of convertible debt - net of discount ($0 and $320)	106,000	130,680
Current portion of demand debt - net of discount ($4,764 and $4,731)	3,654,654	3,701,496
Deferred revenue	133,012	157,513
Derivative liabilities	2,103,071	3,311,580
Total Current Liabilities	10,642,987	11,291,575
Long Term Liabilities
Convertible debt - net of discount ($2,200,855 and $3,173,333)	1,279,145	186,667
Total Long Term Liabilities	1,279,145	186,667
Total Liabilities	11,922,132	11,478,242
Stockholders' Deficit
Preferred stock
Common stock, par value $0.001; 500,000,000 shares authorized, 261,388,744 and 221,904,924 issued and outstanding	261,388	221,905
Additional paid in capital	22,629,014	22,298,089
Accumulated deficit	(32,776,726)	(31,118,452)
Total Stockholders' Deficit	(9,875,515)	(8,585,422)
Noncontrolling interest	(675,187)	(673,897)
Total Deficit	(10,550,702)	(9,259,319)
Total Liabilities and Stockholders' Deficit	1,371,430	2,218,923
Series A Convertible Preferred Stock [Member]
Stockholders' Deficit
Preferred stock	879	879
Series B Convertible Preferred Stock [Member]
Stockholders' Deficit
Preferred stock	8,204	10,431
Series C Convertible Preferred Stock [Member]
Stockholders' Deficit
Preferred stock	1,725	1,725
Series D Convertible Preferred Stock [Member]
Stockholders' Deficit
Preferred stock	$ 1	$ 1

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)	Feb. 28, 2017	Aug. 31, 2016
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	500,000,000	500,000,000
Common stock, shares issued	261,388,744	221,904,924
Common stock, shares outstanding	261,388,744	221,904,924
Series A Convertible Preferred Stock [Member]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	2,500,000	2,500,000
Preferred stock, shares issued	878,639	878,639
Preferred stock, shares outstanding	878,639	878,639
Series B Convertible Preferred Stock [Member]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	45,000,000	45,000,000
Preferred stock, shares issued	8,204,419	10,431,516
Preferred stock, shares outstanding	8,204,419	10,431,516
Series C Convertible Preferred Stock [Member]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	2,500,000	2,500,000
Preferred stock, shares issued	1,725,000	1,725,000
Preferred stock, shares outstanding	1,725,000	1,725,000
Series D Convertible Preferred Stock [Member]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	672	672
Preferred stock, shares issued	672	672
Preferred stock, shares outstanding	672	672
Convertible Debt [Member]
Unamortized discount current		$ 320
Unamortized discount noncurrent	2,200,855	3,173,333
Demand Debt [Member]
Unamortized discount current	$ 4,764	$ 4,731

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - USD ($)	3 Months Ended		6 Months Ended
	Feb. 28, 2017	Feb. 29, 2016	Feb. 28, 2017	Feb. 29, 2016
Revenue
Soup sales - net	$ 782,059	$ 779,842	$ 1,792,724	$ 1,352,139
Franchise sales - net		104,819		206,250
Franchise royalties	45,750	47,476	84,251	95,410
Total revenue	827,809	932,137	1,876,975	1,653,799
Cost of sales	608,828	831,777	1,407,544	1,229,127
Gross profit	218,981	100,360	469,431	424,672
Operating expenses:
General and administrative	1,155,676	942,602	2,242,601	1,635,824
Royalty	29,843	28,913	66,663	47,162
Total operating expenses	1,185,519	971,515	2,309,264	1,682,986
Loss from operations	(966,538)	(871,155)	(1,839,833)	(1,258,314)
Other income (expense)
Interest expense	(714,376)	(24,036)	(1,389,150)	(124,696)
Gain (loss) on settlement of debt		48,112	61,939	(227,130)
Change in fair value of derivative liabilities	510,364	56,714	1,507,480	179,361
Loss on debt extinguishment		(654,913)		(654,913)
Total other income (expense)	(204,012)	(574,123)	180,269	(827,378)
Net loss including non-controlling interest	(1,170,550)	(1,445,278)	(1,659,564)	(2,085,692)
Net (income) loss attributable to noncontrolling interest	2,367	30,229	(1,290)	55,431
Net loss attributable to Soupman	(1,172,917)	(1,475,507)	(1,658,274)	(2,141,123)
Deemed dividend on preferred stock		(3,280,151)		(3,280,151)
Net loss attributable to common stockholders	$ (1,172,917)	$ (4,755,658)	$ (1,658,274)	$ (5,421,274)
Net loss per share, basic	$ 0	$ (0.06)	$ (0.01)	$ (0.07)
Net loss per share, diluted	$ 0	$ (0.06)	$ (0.01)	$ (0.07)
Weighted average shares outstanding, basic	252,389,321	75,111,600	241,683,446	73,694,560
Weighted average shares outstanding, diluted	252,389,321	75,111,600	241,683,446	73,694,560

Condensed Consolidated Stateme5

Condensed Consolidated Statements of Cash Flows - USD ($)	6 Months Ended
	Feb. 28, 2017	Feb. 29, 2016
Cash Flows From Operating Activities:
Net loss	$ (1,659,564)	$ (2,085,692)
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation	1,388	2,367
Amortization of intangibles		1,577
Amortization of debt discount	996,137
Bad debt expense		1,196
Stock based compensation		212,958
Common and Series B preferred stock issued for services	309,851	50,853
Common stock issued for inducement to settle debt		120,000
Excess of fair market value of common stock over share issuance price to settle debt		520,163
Excess of fair market value of Series B over share issuance price to settle debt		134,750
Change in fair market value of derivative liabilities	(1,507,480)	(179,361)
Fair value of warrants issued for services	286,094
(Gain) loss on settlement of debt and accrued liabilities	(61,939)	107,130
Due from other		(115,000)
(Increase) decrease in:
Accounts receivable	(133,015)	(261,110)
Accounts receivable - related party		(43,670)
Inventory	(484,788)	142,968
Prepaid expenses	70,222	15,267
Increase (decrease) in:
Accounts payable and accrued liabilities	688,713	145,951
Accounts payable and accrued liabilities - related parties		5,735
Deferred franchising revenue	(24,501)	59,763
Net Cash Used in Operating Activities	(1,518,882)	(1,164,155)
Cash Flows From Investing Activities:
Due from franchisee (Hanover, GCT and DNV food)	(7,677)	(38,935)
Net Cash Used in Investing Activities	(7,677)	(38,935)
Cash Flows From Financing Activities:
Net proceeds from issuance of notes	435,558	70,000
Proceeds from issuance of Series B preferred stock for cash		949,800
Repayment of debt and accrued interest in cash	(310,362)	(215,380)
Net Cash Provided by Financing Activities	125,196	804,420
Net decrease in cash	(1,401,363)	(398,670)
Cash at beginning of year	1,424,544	611,354
Cash at end of period	23,181	212,684
Supplemental disclosures of cash flow information:
Cash paid for interest	62,979
Cash paid for taxes
Supplemental disclosures of non-cash investing and financing activities:
Debt and accrued interest converted to common stock	17,900
Debt and accrued interest converted to Series B Preferred Stock	102,369	1,100,000
Conversion of Series B Preferred Stock to common stock	25,436
Debt converted to Series A preferred stock
Reclassification of short term debt to long term debt		755,000
Reclasssification of accrued interest to debt		444,758
Common stock issued as an inducement to settle debt		445,946
Reclassification of accrued commissions to debt		12,500
Conversion of Series B preferred stock Series C preferred stock		1,725
Conversion of Series A preferred stock to common stock		$ 3

Basis of Presentation

Basis of Presentation	6 Months Ended
	Feb. 28, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Note 1 - Basis of Presentation Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America, the rules and regulations of the United States Securities and Exchange Commission for interim financial reporting the instructions to Form 10-Q, and Article 8-03 of Regulation S-X. Accordingly, they may not include all the information and footnotes necessary for a comprehensive presentation of financial position, results of operations or cash flows. 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 statement presentation. The results for the interim period are not necessarily indicative of the results to be expected for the full year. The unaudited interim condensed consolidated financial statements should be read in conjunction with the Company’s Annual Report filed on Form 10-K for the year ended August 31, 2016, which contains the audited financial statements and notes thereto, together with Management’s Discussion and Analysis of Financial Condition and Results of Operation, for the year ended August 31, 2016. The interim results for the period ended February 28, 2017 are not necessarily indicative of results for the full fiscal year.

Going Concern and Management Pl

Going Concern and Management Plans	6 Months Ended
	Feb. 28, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Going Concern and Management Plans	Note 2 – Going Concern and Management Plans As reflected in the accompanying financial statements, for the six months ended February 28, 2017 the Company had a net loss including non-controlling interest of approximately $1.7 million, net cash used in operations of approximately $1.5 million, working capital deficit of approximately $9.4 million and a stockholders’ deficit of approximately $10.6 million. The aforementioned factors raise substantial doubt about the Company's ability to continue as a going concern. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The financial statements do not include any adjustments relating to the recoverability and classification of asset amounts or the classification of liabilities that might be necessary should the Company be unable to continue as a going concern within one year after the date the financial statements are issued. The ability of the Company to continue its operations is dependent on management's plans, which may include the raising of capital through equity markets with some additional funding from other traditional financing sources, including term notes, until such time that funds provided by operations are sufficient to fund working capital requirements. If management is unable to raise additional capital to support business operations within the immediately foreseeable future, the Company may be forced to pursue a strategy of reorganization or liquidation. The Company will require additional funding to finance the growth of its current and expected future operations as well as to achieve its strategic objectives. The Company believes its current available cash along with anticipated revenues will be insufficient to meet its cash needs for the immediately foreseeable future. There can be no assurance that financing will be available in amounts or terms acceptable to the Company, if at all. Therefore, if further financing is unavailable to the Company in the foreseeable future for any reason whatsoever, the Company may be forced to pursue a strategy of reorganization or liquidation. In response to these problems, management has taken the following actions: · seeking additional equity financing for operations, marketing and potential acquisitions · seeking to increase sales and distribution of Tetra Pak products; · allocating sufficient resources to continue advertising and marketing efforts

Significant Accounting Policies

Significant Accounting Policies	6 Months Ended
	Feb. 28, 2017
Accounting Policies [Abstract]
Significant Accounting Policies	Note 3 – Significant Accounting Policies Cash and Cash Equivalents The Company minimizes credit risk associated with cash by periodically evaluating the credit quality of its primary financial institution(s). The balances did not exceed the federally insured limit. The Company has no cash equivalents. Accounts Receivable and Allowance for Doubtful Accounts The Company recognizes an allowance for losses on accounts receivable in an amount equal to the estimated probable losses net of recoveries. The allowance is based on an analysis of historical bad debt experience, current receivables aging, and expected future write-offs, as well as an assessment of specific identifiable customer accounts considered at risk or uncollectible. Inventory Inventory consists of finished goods - soups and is stated at the lower of cost or market using the FIFO method of accounting. The Company does not have any work in progress or raw materials. Fair Value of Financial Instruments The Company measures assets and liabilities at fair value based on an expected exit price as defined by the authoritative guidance on fair value measurements, which represents the amount that would be received on the sale of an asset or paid to transfer a liability, as the case may be, in an orderly transaction between market participants. As such, fair value may be based on assumptions that market participants would use in pricing an asset or liability. The authoritative guidance on fair value measurements establishes a consistent framework for measuring fair value on either a recurring or nonrecurring basis whereby inputs, used in valuation techniques, are assigned a hierarchical level. The following are the hierarchical levels of inputs to measure fair value: · Level 1 – Observable inputs that reflect quoted market prices in active markets for identical assets or liabilities. · Level 2 - Inputs reflect quoted prices for identical assets or liabilities in markets that are not active; quoted prices for similar assets or liabilities in active markets; inputs other than quoted prices that are observable for the assets or liabilities; or inputs that are derived principally from or corroborated by observable market data by correlation or other means. · Level 3 – Unobservable inputs reflecting the Company’s assumptions incorporated in valuation techniques used to determine fair value. These assumptions are required to be consistent with market participant assumptions that are reasonably available. February 28, August 31, Derivative liabilities (balance) $ 2,103,071 $ 3,311,580 The Level 3 valuation relates to derivative liabilities measured using management's estimates of fair value as well as other significant inputs, such as volatility and risk free interest rate, which may be unobservable. See Note 3. The Company has determined the estimated fair value amounts presented in these financial statements using available market information and appropriate methodologies. However, considerable judgment is required in interpreting market data to develop the estimates of fair value. The estimates presented in the financial statements are not necessarily indicative of the amounts that could be realized in a current market exchange. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts. Fair value estimates are based upon pertinent information available. The Company has determined that the carrying value of all financial instruments approximates fair value. The Company's financial instruments consist primarily of accounts receivable, inventory, prepaid expenses, accounts payable including accrued liabilities and debt. The carrying amounts of the Company's financial instruments generally approximated their fair values at February 28, 2017 and August 31, 2016, respectively due to the short-term nature of these instruments. Reclassification Certain accounts in the prior year's financial statements have been reclassified for comparative purposes to conform to the presentation in the current year's financial statements. These reclassifications have no effect on previously reported earnings. Recent Accounting Standards In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2014-09, “Revenue from Contracts with Customers” (“ASU 2014-09”). ASU 2014-09 supersedes the revenue recognition requirements in ASC 605 - Revenue Recognition and most industry-specific guidance throughout the ASC. The standard requires that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. ASU 2014-09 should be applied retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying ASU 2014-09 recognized at the date of initial application. To allow entities additional time to implement systems, gather data and resolve implementation questions, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customer (Topic 606): Deferral of the Effective Date, in August 2015, to defer the effective date of ASU No. 2014-09 for one year, which is fiscal years beginning after December I5, 2017. The Company is currently evaluating the impact of the adoption of ASU 2014-09 on its financial statements or disclosures. In addition, the FASB issued ASU 2016-08 in March 2016, to help provide interpretive clarifications on the new guidance in ASC Topic 606. The Company is currently evaluating the accounting transition, and disclosure requirements of the standard to determine the impact, if any, on its financial statements. In August 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements - Going Concern” (Subtopic 205-40). Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern (“ASU 2014-15”). ASU 2014-15 explicitly requires management to evaluate, at each annual or interim reporting period, whether there are conditions or events that exist which raise substantial doubt about an entity's ability to continue as a going concern and to provide related disclosures. ASU 2014-15 is effective for annual periods ending after December 15, 2016, and annual and interim periods thereafter, with early adoption permitted. The adoption of ASU No. 2014-15 impacted disclosure in the Company's financial statements, but did not have any impact on the Company's financial position or results of operations. In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842)” (“ASU 2016-02”). ASU 2016-02 requires an entity to recognize assets and liabilities arising from a lease for both financing and operating leases. ASU 2016-02 will also require new qualitative and quantitative disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, with early adoption permitted. The Company is currently evaluating ASU 2016-02 and its impact on its financial statements. In March 2016, the FASB issued ASU No. 2016-08, “Revenue from Contracts with Customers -Principal versus Agent Considerations”. This update provides clarifying guidance regarding the application of ASU No. 2014-09 - Revenue from Contracts with Customers when another party, along with the reporting entity, is involved in providing a good or a service to a customer. In these circumstances, an entity is required to determine whether the nature of its promise is to provide that good or service to the customer (that is, the entity is a principal) or to arrange for the good or service to be provided to the customer by the other party (that is, the entity is an agent). The amendments in the Update clarify the implementation guidance on principal versus agent considerations. The update is effective, along with ASU 2014-09, for annual and interim periods beginning after December 15, 2017. The company is evaluating its impact on its financial statements. In March 2016, the FASB issued ASU No. 2016-09, “Compensation -Stock Compensation (Topic 71 S)” (“Asti 2016-09”). ASU 2016-09 requires an entity to simplify several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. ASU 2016-09 is effective for fiscal years beginning after December 15, 2016, with early adoption permitted. The Company is currently evaluating ASU 2016-09 and its impact on its financial statements or disclosures. On May 9, 2016, The FASB issued ASU No. 2016-12 “Revenue from Contracts with Customers (Topic 606)” (“ASU 2016-12”). ASU 2016-12 provides clarifying guidance in a few narrow areas and adds some practical expedients to the guidance. The effective date and transition requirements for this ASU are the same as the effective date and transition requirements for ASU 2014-09. The Company is evaluating the effect of ASU 2014-12, if any, on its financial statements. In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments,” which addresses the diversity in practice in how certain cash receipt and cash payments are presented and classified in the statement of cash flows with respect to eight specific cash Flow issues. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. The amendments should be applied using a retrospective transition method to each period presented if practical. Early adoption is permitted, including the interim period, and any adjustments should be reflected as of the beginning of the fiscal period. The Company is currently evaluating ASU 2016-15 and its impact on its financial statements or disclosures. In November 2016, the FASB issued ASU 2016-1 8, “Statement of Cash Flows (Topic 230): Restricted Cash (a consensus of the FASB Emerging Issues Task Force),” which clarifies how entities should present restricted cash and restricted cash equivalents in the statement of cash flows, and as a result, entities will no longer present transfers between cash and cash equivalents and restricted cash and restricted cash equivalents in the statement of cash flows. An entity with a material balance of restricted cash and restricted cash equivalents must disclose information about the nature of the restrictions. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December I5, 2017. Early adoption is permitted and the new guidance must be applied retroactively to all periods presented. The company is evaluating the new guidance's impact on its financial statements.

Debt

Debt	6 Months Ended
	Feb. 28, 2017
Debt Disclosure [Abstract]
Debt	Note 4 - Debt Debt consists of the following at February 28, 2017 and August 31, 2016: Description February 28, August 31, A. Secured convertible debt $ 3,480,000 $ 3,360,000 Less: debt discount (2,200,855 ) (3,173,333 ) Convertible debt – net 1,279,145 186,667 B. Unsecured convertible debt 106,000 131,000 Less: debt discount — (320 ) Convertible debt – net 106,000 130,680 C. Unsecured demand debt 1,769,418 1,816,227 Less: debt discount (4,764 ) (4,731 ) Unsecured demand debt – net 1,764,654 1,811,496 D. Secured demand debt 1,890,000 1,890,000 Less: debt discount — — Unsecured demand debt – net 1,890,000 1,890,000 Total debt $ 5,039,799 $ 4,018,843 The Company’s debt amounts to $7,245,418 and is due and payable over the remaining 4 fiscal years as set out below: Year Principal Repayment 8/31/2017 $ 2,175,918 8/31/2018 3,360,000 8/31/2019 477,621 8/31/2020 620,231 8/31/2021 611,648 $ 7,245,418 The corresponding debts above are more fully discussed below: (A) Convertible Debt Description February 28, August 31, Carry forward balance $ 3,491,000 $ 1,296,597 Borrowings 120,000 3,480,000 Loss for additional debt brought about by debt settlements — 45,147 Repayment of debt (25,000 ) (25,000 ) Conversion of derivative debt to common stock — (370,000 ) Reclassification of convertible derivative debt to demand debt — (936,744 ) Gain on settlement of debt — (5,000 ) Reclassification of convertible debt to derivative debt due to tainting — 6,000 Ending balance $ 3,586,000 $ 3,491,000 During the six months ended February 28, 2017, the Company entered into a Purchase Agreement with Hillair Capital Investments L.P. pursuant to which it issued an 8% convertible debenture in an aggregate principal amount of $120,000 due on April 21, 2017. The conversion price in effect on any conversion date shall be equal to $0.02. Total convertible debt at February 28, 2017 and August 31, 2016, aggregated principal consists of the following. Description Information February 28, August 31, Series 8 8% per annum interest; convertible at $0.40 per share; term expired. Shown as derivative due to tainting $ 100,000 $ 100,000 Series 12 10% per annum interest; 2-month term; convertible at $0.02 per share. — 25,000 Series 13 8% per annum interest; convertible at $0.02 per share; remaining term; term expired 6,000 6,000 Series 14 8% per annum interest; convertible at $0.02 per share only after the Company increases the number of authorized shares; remaining term: 13 months 3,360,000 3,360,000 Short Term 8% per annum interest; convertible at $0.02 per share; remaining term: 59 days 120,000 — Total $ 3,586,000 $ 3,491,000 Holders of unsecured convertible debt have the option to convert all or part of the note’s principal plus accrued interest into shares of the Company’s common stock at the conversion price(s) and terms set out above. (B) Convertible Debt – Non-derivatives Description February 28, August 31, Carry forward balance $ — $ — Borrowings — (6,000 ) Repayment of convertible debt — — Conversion of convertible debt to stock — — Gain on debt settlement — — Reclassification of convertible debt to derivative due to tainting — (6,000 ) Ending balance $ — $ — Holders of convertible debt have the option to convert all or part of the note’s principal plus accrued interest into shares of the Company’s common stock at the conversion price(s) and terms set out above. (C) Unsecured Demand/Term Debt Unsecured demand notes principal balance consists of the following at February 28, 2017 and August 31, 2016: Description February 28, August 31, Carry forward balance $ 1,816,227 $ 382,563 Borrowings 326,053 360,000 Loss on additional debt brought about by debt settlements — 121,360 Repayments (285,362 ) (165,080 ) Credit of note payable against franchise license agreement — (100,000 ) Rollup of accrued interest into debt — 268,140 Rollup of accrued commissions to debt — 12,500 Reclassification of derivative debt to demand debt — 936,744 Conversion of demand debt to Preferred B stock (75,000 ) — Conversion of demand debt to common stock (12,500 ) — Reclassification to derivative debt due to tainting — — Ending balance $ 1,769,418 $ 1,816,227 During the six months ended February 28, 2017, $12,500 principal and $5,400 interest was converted into 447,500 shares of common stock. During the six months ended February 28, 2017, $75,000 principal and $27,369 accrued interest was converted into 30,000 shares of Series B Preferred stock. In connection with conversion, $61,939 gain on settlement of debt and accrued liabilities was recognized. During the six months ended February 28, 2017, the Company borrowed $326,053 from two entities. The loans are based on the Company’s cash flows and are paid back daily. The loans mature between August 18, 2017 and September 27, 2017. Unsecured demand notes consisted of the following at February 28, 2017 and August 31, 2016: Information Maturity February 28, August 31, Represents all unsecured demand debt 8% to 12% per annum interest; maturity dates from past due to April 1, 2020 $ 1,769,418 $ 1,816,227 Total $ 1,769,418 $ 1,816,227 (D) Secured Demand/Term Debt Description February 28, August 31, Carry forward balance $ 1,890,000 $ 2,700,000 Borrowings — — Loss on new debt brought about by debt settlement — 155,242 Repayment of debt — (310,000 ) Conversion of debt to Series B preferred stock — (1,100,000 ) Reclassification of accrued interest to debt — 444,758 Ending balance $ 1,890,000 $ 1,890,000 Secured debt consisted of the following activity and terms for the six months ended February 28, 2017 and the year ended August 31, 2016, respectively: Information February 28, August 31, Interest Rate 5% 5% Maturity Nov. 15, 2018 Nov. 15, 2018 Second security on the assets of Original Soupman, Inc. $1,890,000 $1,890,000 (E) Debt discount February 28, August 31, Total outstanding debt $ 7,245,418 $ 7,197,227 Carry forward debt discount – net (3,178,384 ) — Debt discount related to derivatives (12,877 ) (2,342,138 ) Debt discount related to Series D preferred stock issued along with debt — (332,640 ) Debt discount related to original issue discounts — (360,000 ) Debt discount related to debt issue costs (10,495 ) (423,110 ) Debt discount related to beneficial conversion feature — (1,800 ) Amortization of debt discount 996,137 281,304 Debt – net $ 5,039,799 $ 4,018,843

Derivative Liabilities

Derivative Liabilities	6 Months Ended
	Feb. 28, 2017
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Derivative Liabilities	Note 5 - Derivative Liabilities (A) Valuation Fair value accounting requires bifurcation of embedded derivative instruments, such as ratchet provisions or conversion features in convertible debt or equity instruments, and measurement of their fair value. In determining the appropriate fair value, the Company uses the Black-Scholes pricing model. In assessing the convertible debt instruments, management determines if the convertible debt host instrument is conventional convertible debt and further if there is a beneficial conversion feature requiring measurement. If the instrument is not considered conventional convertible debt, the Company will continue its evaluation process of these instruments as derivative financial instruments. Once derivative liabilities are determined, they are adjusted to reflect fair value at the end of each reporting period. Any increase or decrease in the fair value is recorded in results of operations as a change in fair value of derivatives. In addition, the fair value of freestanding derivative instruments such as warrants, are also valued using the Black-Scholes pricing model. The company determined that the Black Scholes valuation model was comparable to the Binomial Lattice model. (B) Conversion Features The Company identified conversion features embedded within convertible debt and/or warrants issued during the six months ended February 28, 2017 and the year ended August 31, 2016, respectively. They were classified as derivative instruments pursuant to FASB ASC 815 "Derivatives and Hedging." The accounting treatment of derivative financial instruments requires that the Company bifurcate the conversion feature and record it as a liability at fair value and the fair value of the warrants were computed as defined in the agreement. The instruments are marked-to-market at fair value as of each balance sheet date. Any change in fair value is recorded as a change in the fair value of derivative liabilities for each reporting period. The fair value of the conversion feature was determined using the Binomial Lattice model. The Company reassesses the classification at each balance sheet date. If the classification changes as a result of events during the period, the contract is reclassified as of the date of the event that caused the reclassification. During the year ended August 31, 2016 the company entered into a convertible note payable that was convertible into a variable number of shares (reset ratchet provision) of common stock that exceeds the number of shares the company has authorized. Accordingly, the embedded conversion feature was bifurcated and included as a liability as of February 28, 2017. In addition, the company has reclassified all of its warrants and notes payables with embedded conversion features as derivative liabilities as the company cannot determine it has sufficient authorized shares to settle these contracts. As February 28, 2017, the fair value of the derivative liability was $2,103,071. The fair value at the commitment and re-measurement dates for convertible debt and warrants that are treated as derivative liabilities were based upon the following management assumptions for the six months ended February 28, 2017: February 28, August 31, Carry forward balance $ 3,311,580 $ 239,748 Fair value at the commitment date recorded as debt discount 12,877 2,342,138 Fair value at the commitment date recorded as derivative expense — 2,231,865 Fair value at the commitment date - warrants 286,094 — Loss on debt extinguishment — — Fair value mark-to-market adjustment (1,503,006) (1,509,401 ) Tainting of derivatives of convertible notes and warrants — 9,298 Reclassification to APIC for converted debts and debts paid in cash before maturity (4,474) (2,068 ) Derivative liabilities (balance) $ 2,103,071 $ 3,311,580 The fair value at the commitment and re-measurement dates for convertible debt and warrants that are treated as derivative liabilities were based upon the following management assumptions for the six months ended February 28, 2017: Commitment Date Re-measurement Date Exercise price $0.02 - $0.04 $0.02 - $0.04 Expected dividends 0% 0% Expected volatility 149% - 218% 87% - 197% Expected term: convertible debt and warrants 0.08 - 2.0 years 0.07 to 5.0 years Risk free interest rate 0.28% - 0.70% 0.32% - 1.54%

Stockholders' Deficit

Stockholders' Deficit	6 Months Ended
	Feb. 28, 2017
Equity [Abstract]
Stockholders' Deficit	Note 6 - Stockholders’ Deficit (A) Common Stock During the six months ended February 28, 2017 447,500 shares of common stock were issued for conversion of $12,500 principal and $5,400 accrued interest. The shares were valued for $8,681 thus $9,219 gain on settlement of debt and accrued liabilities was recognized; 13,600,000 shares of common stock were issued to third parties for services rendered, value for $301,631; 25,436,320 shares of common stock were issued for conversion of 2,543,632 shares of Series B Preferred Stock. The Company computes basic and diluted earnings per share by dividing net loss by weighted average number of common shares outstanding during the period. Basic and diluted were the same since the inclusion of common shares issuable would have been anti dilutive. The Company has the following potential common stock equivalents at February 28, 2017 and August 31, 2016: February 28, August 31, Stock options 1,750,000 2,275,000 Warrants 15,006,050 6,286,050 Convertible Series A preferred shares (converted to common stock at 1:1 basis) 878,639 878,639 Convertible Series B preferred shares (converted to common stock at 1:10 basis) 82,044,192 104,315,160 Convertible Series C preferred shares (converted to common stock at 1:20 basis) 34,500,000 34,500,000 Convertible Series D preferred shares (converted to common stock at 1:50,000 basis) 33,600,000 33,600,000 Convertible debt - derivatives liabilities (exercise price $0.02 - $0.40/share) 175,856,500 169,175,000 Total common stock equivalents 343,635,381 351,029,849 (B) Series B Preferred Stock During the six months ended February 28, 2017 255,923 shares of Series Preferred B was issued for conversion of $75,000 principal and $27,369 accrued interest. The shares were valued for $49,649 thus $52,720 gain on settlement of debt and accrued liabilities were recognized; 60,612 shares of Series B Preferred Stock were issued to related parties for services rendered, valued for $8,220. (C) Stock Options There were no stock options issued for the six months ended February 28, 2017. The following is a summary of the Company’s stock option activity for the six months ended February 28, 2017. Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life Aggregate Intrinsic Value Balance – August 31, 2016 2,275,000 $ 0.46 4.16 year — Granted — — Exercised — — Forfeited — — Balance – February 28, 2017 2,275,000 $ 0.46 3.66 year — Exercisable – February 28, 2017 2,275,000 $ 0.46 3.66 year — Grant date fair value of options granted $ — Weighted average grant date fair value $ — Outstanding options held by related parties (February 28, 2017) 1,750,000 Exercisable options held by related parties (February 28, 2017) 1,750,000 For the six months ended February 28, 2017 the Company had no expenses related to vested options. (D) Stock Warrants During the six months ended February 28, 2017 the Company granted 9,200,000 stock warrants for services, with an exercise price of $0.02. The expected term fluctuates between .5 to 5 years. They were classified as derivative liability and the Black-Scholes Model was used to determine their grant value. The company recorded a charge to operations of $286,094 for the fair value of the warrants. The following is a summary of the Company’s stock warrant activity for the six months ended February 28, 2017. Any warrants that were not exercised during the term of the warrants are shown in the below table as forfeited: Number of Warrants Weighted Average Exercise Price Balance at August 31, 2016 6,286,050 $ 0.33 Granted (for debt) — — Granted (services) 9,200,000 0.02 Exercised — — Expired (480,000 ) 0.80 Balance at February 28, 2017 15,006,050 $ 0.15 Warrants Outstanding Warrants Exercisable Range of Exercise Price Number Outstanding Weighted Average Remaining Contractual Life (in years) Weighted Average Exercise Price Number Exercisable Weighted Average Exercise Price Intrinsic Value $0.02 -$0.80 15,006,050 3.39 $0.15 15,006,050 $0.15 $— The Company account for common stock warrants as either equity instruments or derivative liabilities depending on the specific terms of the warrant agreement. Stock warrants are accounted for as derivative liabilities if the warrants allow for cash settlement or provide for modification of the warrant exercise price in the event subsequent sales of common stock by the Company are at a lower price per share than the then-current warrant exercise price. The company classifies derivative warrant liabilities on the balance sheet at fair value, and changes in fair value are presented in the statement of operations, which is revalued at each balance sheet date subsequent to the initial issuance of the stock warrant.

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Feb. 28, 2017
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 7- Commitments and Contingencies The Company is obligated to pay the minority stockholder of Kiosk an amount equal to 3% of its gross soup sales on the first $50,000,000 in sales, 2% of sales between $50,000,000 and $75,000,000, and 1% of sales thereafter, in perpetuity. The Company was obligated to pay the minority stockholder a minimum against these sales of $225,000 per year through June 30, 2014 provided certain services to the Company were rendered. For the six months ended February 28, 2017 and the year ended August 31, 2016, the Company recorded these payments as royalty expense. Litigations, Claims and Assessments Soupman, Inc. is a defendant in a lawsuit filed by Mark Hellner and four other plaintiffs in New York State Supreme Court (Case Index No. 6083/2014). The plaintiffs are holders of a series of notes issued by the Company and are seeking repayment of the notes with interest. The plaintiffs have prevailed in the action and on July 22, 2015 submitted a proposed judgment for $299,202. The entry of this judgment has been fully reserved by the Company. Soupman, Inc. is a defendant in a case initiates by Brand Initiatives Group LLC v. Soupman. Inc., Index No. 651647/2016. In March 2016, plaintiff initiated an action against the Company for the Company's alleged breach of a marketing contract. Plaintiff commenced this action in the Supreme Court of the State of New York, County of New York. Plaintiff asserted causes of action for breach of contract, conversion, account stated, and quasi-contract/unjust enrichment. The Company answered the complaint, and asserted affirmative defenses and counterclaims seeking damages for plaintiff's breach of contract and a declaratory judgment providing that plaintiff was not entitled to receive any consideration under the contract due to its breach of contract. Plaintiff served a reply to the Company's counterclaims and asserted affirmative defenses to those counterclaims. The parties have served discovery demands upon each other. Neither party has responded the other's discovery demands. There has been no motion practice and no conference with the court has been scheduled. The Company intends to vigorously contest plaintiff s allegations and prosecute the Company's counterclaims, and believes that the Company has meritorious defenses to plaintiff s claims in this action.

Concentrations

Concentrations	6 Months Ended
	Feb. 28, 2017
Risks and Uncertainties [Abstract]
Concentrations	Note 8 – Concentrations During the six months ended February 28, 2017 the company recorded revenues to three customers of $407,460 (23%); $357,000 (20%) and $207,961 (12%). For the six months ended February 28, 2017 the company primarily purchased finished goods from one vendor.

Subsequent Events

Subsequent Events	6 Months Ended
	Feb. 28, 2017
Subsequent Events [Abstract]
Subsequent Events	Note 9 – Subsequent Events The Company missed an interest payment that was scheduled to be made on April 21, 2017 to Hillair but they have extended the time to May 15, 2017. If the Company does not make the payment on May 15, absent further extension and agreement by Hillair, the Company will be in default under the loan with Hillair. The Company is also in receipt of a notice of default on a Stipulation of Settlement with a noteholder Perry Trebatch. Since February 28, 2017, the Company has issued 20,857,429 shares of its common stock for the conversion of 2,085,743 of its Series B preferred shares. Since February 28, 2017, the Company has issued 250,000 shares of its common stock for services having an aggregate fair value of $4,350 based on the quoted closing trading price on the date of issuance. Since February 28, 2017, the Company has issued 6,349,206 shares of its common stock for the issuance of debt having an aggregate fair value of $95,238 based on the quoted trading price on the date of issuance. If the Company repays the debt within the terms of the debt agreement, the shares will be returned to the Company.

Significant Accounting Polici15

Significant Accounting Policies (Policies)	6 Months Ended
	Feb. 28, 2017
Accounting Policies [Abstract]
Cash and Cash Equivalents	Cash and Cash Equivalents The Company minimizes credit risk associated with cash by periodically evaluating the credit quality of its primary financial institution(s). The balances did not exceed the federally insured limit. The Company has no cash equivalents.
Accounts Receivable and Allowance for Doubtful Accounts	Accounts Receivable and Allowance for Doubtful Accounts The Company recognizes an allowance for losses on accounts receivable in an amount equal to the estimated probable losses net of recoveries. The allowance is based on an analysis of historical bad debt experience, current receivables aging, and expected future write-offs, as well as an assessment of specific identifiable customer accounts considered at risk or uncollectible.
Inventory	Inventory Inventory consists of finished goods - soups and is stated at the lower of cost or market using the FIFO method of accounting. The Company does not have any work in progress or raw materials.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The Company measures assets and liabilities at fair value based on an expected exit price as defined by the authoritative guidance on fair value measurements, which represents the amount that would be received on the sale of an asset or paid to transfer a liability, as the case may be, in an orderly transaction between market participants. As such, fair value may be based on assumptions that market participants would use in pricing an asset or liability. The authoritative guidance on fair value measurements establishes a consistent framework for measuring fair value on either a recurring or nonrecurring basis whereby inputs, used in valuation techniques, are assigned a hierarchical level. The following are the hierarchical levels of inputs to measure fair value: · Level 1 – Observable inputs that reflect quoted market prices in active markets for identical assets or liabilities. · Level 2 - Inputs reflect quoted prices for identical assets or liabilities in markets that are not active; quoted prices for similar assets or liabilities in active markets; inputs other than quoted prices that are observable for the assets or liabilities; or inputs that are derived principally from or corroborated by observable market data by correlation or other means. · Level 3 – Unobservable inputs reflecting the Company’s assumptions incorporated in valuation techniques used to determine fair value. These assumptions are required to be consistent with market participant assumptions that are reasonably available. February 28, August 31, Derivative liabilities (balance) $ 2,103,071 $ 3,311,580 The Level 3 valuation relates to derivative liabilities measured using management's estimates of fair value as well as other significant inputs, such as volatility and risk free interest rate, which may be unobservable. See Note 3. The Company has determined the estimated fair value amounts presented in these financial statements using available market information and appropriate methodologies. However, considerable judgment is required in interpreting market data to develop the estimates of fair value. The estimates presented in the financial statements are not necessarily indicative of the amounts that could be realized in a current market exchange. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts. Fair value estimates are based upon pertinent information available. The Company has determined that the carrying value of all financial instruments approximates fair value. The Company's financial instruments consist primarily of accounts receivable, inventory, prepaid expenses, accounts payable including accrued liabilities and debt. The carrying amounts of the Company's financial instruments generally approximated their fair values at February 28, 2017 and August 31, 2016, respectively due to the short-term nature of these instruments.
Reclassification	Reclassification Certain accounts in the prior year's financial statements have been reclassified for comparative purposes to conform to the presentation in the current year's financial statements. These reclassifications have no effect on previously reported earnings.
Recent Accounting Standards	Recent Accounting Standards In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2014-09, “Revenue from Contracts with Customers” (“ASU 2014-09”). ASU 2014-09 supersedes the revenue recognition requirements in ASC 605 - Revenue Recognition and most industry-specific guidance throughout the ASC. The standard requires that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. ASU 2014-09 should be applied retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying ASU 2014-09 recognized at the date of initial application. To allow entities additional time to implement systems, gather data and resolve implementation questions, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customer (Topic 606): Deferral of the Effective Date, in August 2015, to defer the effective date of ASU No. 2014-09 for one year, which is fiscal years beginning after December I5, 2017. The Company is currently evaluating the impact of the adoption of ASU 2014-09 on its financial statements or disclosures. In addition, the FASB issued ASU 2016-08 in March 2016, to help provide interpretive clarifications on the new guidance in ASC Topic 606. The Company is currently evaluating the accounting transition, and disclosure requirements of the standard to determine the impact, if any, on its financial statements. In August 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements - Going Concern” (Subtopic 205-40). Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern (“ASU 2014-15”). ASU 2014-15 explicitly requires management to evaluate, at each annual or interim reporting period, whether there are conditions or events that exist which raise substantial doubt about an entity's ability to continue as a going concern and to provide related disclosures. ASU 2014-15 is effective for annual periods ending after December 15, 2016, and annual and interim periods thereafter, with early adoption permitted. The adoption of ASU No. 2014-15 impacted disclosure in the Company's financial statements, but did not have any impact on the Company's financial position or results of operations. In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842)” (“ASU 2016-02”). ASU 2016-02 requires an entity to recognize assets and liabilities arising from a lease for both financing and operating leases. ASU 2016-02 will also require new qualitative and quantitative disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, with early adoption permitted. The Company is currently evaluating ASU 2016-02 and its impact on its financial statements. In March 2016, the FASB issued ASU No. 2016-08, “Revenue from Contracts with Customers -Principal versus Agent Considerations”. This update provides clarifying guidance regarding the application of ASU No. 2014-09 - Revenue from Contracts with Customers when another party, along with the reporting entity, is involved in providing a good or a service to a customer. In these circumstances, an entity is required to determine whether the nature of its promise is to provide that good or service to the customer (that is, the entity is a principal) or to arrange for the good or service to be provided to the customer by the other party (that is, the entity is an agent). The amendments in the Update clarify the implementation guidance on principal versus agent considerations. The update is effective, along with ASU 2014-09, for annual and interim periods beginning after December 15, 2017. The company is evaluating its impact on its financial statements. In March 2016, the FASB issued ASU No. 2016-09, “Compensation -Stock Compensation (Topic 71 S)” (“Asti 2016-09”). ASU 2016-09 requires an entity to simplify several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. ASU 2016-09 is effective for fiscal years beginning after December 15, 2016, with early adoption permitted. The Company is currently evaluating ASU 2016-09 and its impact on its financial statements or disclosures. On May 9, 2016, The FASB issued ASU No. 2016-12 “Revenue from Contracts with Customers (Topic 606)” (“ASU 2016-12”). ASU 2016-12 provides clarifying guidance in a few narrow areas and adds some practical expedients to the guidance. The effective date and transition requirements for this ASU are the same as the effective date and transition requirements for ASU 2014-09. The Company is evaluating the effect of ASU 2014-12, if any, on its financial statements. In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments,” which addresses the diversity in practice in how certain cash receipt and cash payments are presented and classified in the statement of cash flows with respect to eight specific cash Flow issues. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. The amendments should be applied using a retrospective transition method to each period presented if practical. Early adoption is permitted, including the interim period, and any adjustments should be reflected as of the beginning of the fiscal period. The Company is currently evaluating ASU 2016-15 and its impact on its financial statements or disclosures. In November 2016, the FASB issued ASU 2016-1 8, “Statement of Cash Flows (Topic 230): Restricted Cash (a consensus of the FASB Emerging Issues Task Force),” which clarifies how entities should present restricted cash and restricted cash equivalents in the statement of cash flows, and as a result, entities will no longer present transfers between cash and cash equivalents and restricted cash and restricted cash equivalents in the statement of cash flows. An entity with a material balance of restricted cash and restricted cash equivalents must disclose information about the nature of the restrictions. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December I5, 2017. Early adoption is permitted and the new guidance must be applied retroactively to all periods presented. The company is evaluating the new guidance's impact on its financial statements.

Significant Accounting Polici16

Significant Accounting Policies (Tables)	6 Months Ended
	Feb. 28, 2017
Accounting Policies [Abstract]
Schedule of Major Categories of Liabilities Measured at Fair Value on Recurring Basis	February 28, August 31, Derivative liabilities (balance) $ 2,103,071 $ 3,311,580

Debt (Tables)

Debt (Tables)	6 Months Ended
	Feb. 28, 2017
Debt Instrument [Line Items]
Schedule of Debt Outstanding	Debt consists of the following at February 28, 2017 and August 31, 2016: Description February 28, August 31, A. Secured convertible debt $ 3,480,000 $ 3,360,000 Less: debt discount (2,200,855 ) (3,173,333 ) Convertible debt – net 1,279,145 186,667 B. Unsecured convertible debt 106,000 131,000 Less: debt discount — (320 ) Convertible debt – net 106,000 130,680 C. Unsecured demand debt 1,769,418 1,816,227 Less: debt discount (4,764 ) (4,731 ) Unsecured demand debt – net 1,764,654 1,811,496 D. Secured demand debt 1,890,000 1,890,000 Less: debt discount — — Unsecured demand debt – net 1,890,000 1,890,000 Total debt $ 5,039,799 $ 4,018,843
Schedule of Total Debt	he Company’s debt amounts to $7,245,418 and is due and payable over the remaining 4 fiscal years as set out below: Year Principal Repayment 8/31/2017 $ 2,175,918 8/31/2018 3,360,000 8/31/2019 477,621 8/31/2020 620,231 8/31/2021 611,648 $ 7,245,418
Schedule of Debt Net of Discounts	February 28, August 31, Total outstanding debt $ 7,245,418 $ 7,197,227 Carry forward debt discount – net (3,178,384 ) — Debt discount related to derivatives (12,877 ) (2,342,138 ) Debt discount related to Series D preferred stock issued along with debt — (332,640 ) Debt discount related to original issue discounts — (360,000 ) Debt discount related to debt issue costs (10,495 ) (423,110 ) Debt discount related to beneficial conversion feature — (1,800 ) Amortization of debt discount 996,137 281,304 Debt – net $ 5,039,799 $ 4,018,843
Secured Convertible Debt [Member]
Debt Instrument [Line Items]
Schedule of Changes In Debt Instrument During Period	Convertible Debt Description February 28, August 31, Carry forward balance $ 3,491,000 $ 1,296,597 Borrowings 120,000 3,480,000 Loss for additional debt brought about by debt settlements — 45,147 Repayment of debt (25,000 ) (25,000 ) Conversion of derivative debt to common stock — (370,000 ) Reclassification of convertible derivative debt to demand debt — (936,744 ) Gain on settlement of debt — (5,000 ) Reclassification of convertible debt to derivative debt due to tainting — 6,000 Ending balance $ 3,586,000 $ 3,491,000
Schedule of Total Derivative Debt Outstanding	Total convertible debt at February 28, 2017 and August 31, 2016, aggregated principal consists of the following. Description Information February 28, August 31, Series 8 8% per annum interest; convertible at $0.40 per share; term expired. Shown as derivative due to tainting $ 100,000 $ 100,000 Series 12 10% per annum interest; 2-month term; convertible at $0.02 per share. — 25,000 Series 13 8% per annum interest; convertible at $0.02 per share; remaining term; term expired 6,000 6,000 Series 14 8% per annum interest; convertible at $0.02 per share only after the Company increases the number of authorized shares; remaining term: 13 months 3,360,000 3,360,000 Short Term 8% per annum interest; convertible at $0.02 per share; remaining term: 59 days 120,000 — Total $ 3,586,000 $ 3,491,000
Convertible Debt - Non-derivatives [Member]
Debt Instrument [Line Items]
Schedule of Changes In Debt Instrument During Period	Description February 28, August 31, Carry forward balance $ — $ — Borrowings — (6,000 ) Repayment of convertible debt — — Conversion of convertible debt to stock — — Gain on debt settlement — — Reclassification of convertible debt to derivative due to tainting — (6,000 ) Ending balance $ — $ —
Unsecured Demand/Term Debt [Member]
Debt Instrument [Line Items]
Schedule of Changes In Debt Instrument During Period	Unsecured demand notes principal balance consists of the following at February 28, 2017 and August 31, 2016: Description February 28, August 31, Carry forward balance $ 1,816,227 $ 382,563 Borrowings 326,053 360,000 Loss on additional debt brought about by debt settlements — 121,360 Repayments (285,362 ) (165,080 ) Credit of note payable against franchise license agreement — (100,000 ) Rollup of accrued interest into debt — 268,140 Rollup of accrued commissions to debt — 12,500 Reclassification of derivative debt to demand debt — 936,744 Conversion of demand debt to Preferred B stock (75,000 ) — Conversion of demand debt to common stock (12,500 ) — Reclassification to derivative debt due to tainting — — Ending balance $ 1,769,418 $ 1,816,227
Schedule of Total Derivative Debt Outstanding	Unsecured demand notes consisted of the following at February 28, 2017 and August 31, 2016: Information Maturity February 28, August 31, Represents all unsecured demand debt 8% to 12% per annum interest; maturity dates from past due to April 1, 2020 $ 1,769,418 $ 1,816,227 Total $ 1,769,418 $ 1,816,227
Secured Debt [Member]
Debt Instrument [Line Items]
Schedule of Changes In Debt Instrument During Period	Description February 28, August 31, Carry forward balance $ 1,890,000 $ 2,700,000 Borrowings — — Loss on new debt brought about by debt settlement — 155,242 Repayment of debt — (310,000 ) Conversion of debt to Series B preferred stock — (1,100,000 ) Reclassification of accrued interest to debt — 444,758 Ending balance $ 1,890,000 $ 1,890,000
Schedule of Total Derivative Debt Outstanding	Secured debt consisted of the following activity and terms for the six months ended February 28, 2017 and the year ended August 31, 2016, respectively: Information February 28, August 31, Interest Rate 5% 5% Maturity Nov. 15, 2018 Nov. 15, 2018 Second security on the assets of Original Soupman, Inc. $1,890,000 $1,890,000

Derivative Liabilities (Tables)

Derivative Liabilities (Tables)	6 Months Ended
	Feb. 28, 2017
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Schedule of Fair Value of Derivative Liabilities	The fair value at the commitment and re-measurement dates for convertible debt and warrants that are treated as derivative liabilities were based upon the following management assumptions for the six months ended February 28, 2017: February 28, August 31, Carry forward balance $ 3,311,580 $ 239,748 Fair value at the commitment date recorded as debt discount 12,877 2,342,138 Fair value at the commitment date recorded as derivative expense — 2,231,865 Fair value at the commitment date - warrants 286,094 — Loss on debt extinguishment — — Fair value mark-to-market adjustment (1,503,006) (1,509,401 ) Tainting of derivatives of convertible notes and warrants — 9,298 Reclassification to APIC for converted debts and debts paid in cash before maturity (4,474) (2,068 ) Derivative liabilities (balance) $ 2,103,071 $ 3,311,580
Schedule of Assumptions Used to Measure Derivative Liabilities	The fair value at the commitment and re-measurement dates for convertible debt and warrants that are treated as derivative liabilities were based upon the following management assumptions for the six months ended February 28, 2017: Commitment Date Re-measurement Date Exercise price $0.02 - $0.04 $0.02 - $0.04 Expected dividends 0% 0% Expected volatility 149% - 218% 87% - 197% Expected term: convertible debt and warrants 0.08 - 2.0 years 0.07 to 5.0 years Risk free interest rate 0.28% - 0.70% 0.32% - 1.54%

Stockholders' Deficit (Tables)

Stockholders' Deficit (Tables)	6 Months Ended
	Feb. 28, 2017
Equity [Abstract]
Schedule of Potential Common Stock Equivalents	The Company has the following potential common stock equivalents at February 28, 2017 and August 31, 2016: February 28, August 31, Stock options 1,750,000 2,275,000 Warrants 15,006,050 6,286,050 Convertible Series A preferred shares (converted to common stock at 1:1 basis) 878,639 878,639 Convertible Series B preferred shares (converted to common stock at 1:10 basis) 82,044,192 104,315,160 Convertible Series C preferred shares (converted to common stock at 1:20 basis) 34,500,000 34,500,000 Convertible Series D preferred shares (converted to common stock at 1:50,000 basis) 33,600,000 33,600,000 Convertible debt - derivatives liabilities (exercise price $0.02 - $0.40/share) 175,856,500 169,175,000 Total common stock equivalents 343,635,381 351,029,849
Schedule of Stock Option Activity	There were no stock options issued for the six months ended February 28, 2017. The following is a summary of the Company’s stock option activity for the six months ended February 28, 2017. Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life Aggregate Intrinsic Value Balance – August 31, 2016 2,275,000 $ 0.46 4.16 year — Granted — — Exercised — — Forfeited — — Balance – February 28, 2017 2,275,000 $ 0.46 3.66 year — Exercisable – February 28, 2017 2,275,000 $ 0.46 3.66 year — Grant date fair value of options granted $ — Weighted average grant date fair value $ — Outstanding options held by related parties (February 28, 2017) 1,750,000 Exercisable options held by related parties (February 28, 2017) 1,750,000
Schedule of Stock Warrant Activity	The following is a summary of the Company’s stock warrant activity for the six months ended February 28, 2017. Any warrants that were not exercised during the term of the warrants are shown in the below table as forfeited: Number of Warrants Weighted Average Exercise Price Balance at August 31, 2016 6,286,050 $ 0.33 Granted (for debt) — — Granted (services) 9,200,000 0.02 Exercised — — Expired (480,000 ) 0.80 Balance at February 28, 2017 15,006,050 $ 0.15
Schedule of Stock Warrants Outstanding by Exercise Price Range	Warrants Outstanding Warrants Exercisable Range of Exercise Price Number Outstanding Weighted Average Remaining Contractual Life (in years) Weighted Average Exercise Price Number Exercisable Weighted Average Exercise Price Intrinsic Value $0.02 -$0.80 15,006,050 3.39 $0.15 15,006,050 $0.15 $—

Going Concern and Management 20

Going Concern and Management Plans (Details) - USD ($)	3 Months Ended		6 Months Ended
	Feb. 28, 2017	Feb. 29, 2016	Feb. 28, 2017	Feb. 29, 2016	Aug. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Net loss	$ 1,172,917	$ 1,475,507	$ 1,658,274	$ 2,141,123
Net cash used in operating activities			1,518,882	$ 1,164,155
Working capital deficit	9,400,000		9,400,000
Deficit	$ 10,550,702		$ 10,550,702		$ 9,259,319

Significant Accounting Polici21

Significant Accounting Policies (Details) - USD ($)	Feb. 28, 2017	Aug. 31, 2016
Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liabilities (Level 3)	$ 2,103,071	$ 3,311,580

Debt (Schedule of Debt Outstand

Debt (Schedule of Debt Outstanding) (Details) - USD ($)	Feb. 28, 2017	Aug. 31, 2016	Aug. 31, 2015
Debt Instrument [Line Items]
Carrying amount	$ 7,245,418	$ 7,197,227
Less: debt discount
Total debt	5,039,799	4,018,843
Secured Convertible Debt [Member]
Debt Instrument [Line Items]
Carrying amount	3,480,000	3,360,000
Less: debt discount	(2,200,855)	(3,173,333)
Total debt	1,279,145	186,667
Unsecured Convertible Debt [Member]
Debt Instrument [Line Items]
Carrying amount	106,000	131,000
Less: debt discount		(320)
Total debt	106,000	130,680
Unsecured Demand/Term Debt [Member]
Debt Instrument [Line Items]
Carrying amount	1,769,418	1,816,227
Less: debt discount	(4,764)	(4,731)
Total debt	1,764,654	1,811,496
Secured Debt [Member]
Debt Instrument [Line Items]
Carrying amount	1,890,000	1,890,000	$ 2,700,000
Less: debt discount
Total debt	$ 1,890,000	$ 1,890,000

Debt (Schedule of Total Debt) (

Debt (Schedule of Total Debt) (Details) - USD ($)	Feb. 28, 2017	Aug. 31, 2016
Debt Disclosure [Abstract]
8/31/2017	$ 2,175,918
8/31/2018	3,360,000
8/31/2019	477,621
8/31/2020	620,231
8/31/2021	611,648
Total Debt	$ 7,245,418	$ 7,197,227

Debt (Convertible Debt - Summar

Debt (Convertible Debt - Summary) (Details) - USD ($)	6 Months Ended		12 Months Ended
	Feb. 28, 2017	Feb. 29, 2016	Aug. 31, 2016
Debt Instrument [Line Items]
Carry forward balance	$ 7,197,227
Repayments	(310,362)	$ (215,380)
Ending balance	7,245,418		$ 7,197,227
Secured Convertible Debt [Member]
Debt Instrument [Line Items]
Carry forward balance	3,491,000	$ 1,296,597	1,296,597
Borrowings	120,000		3,480,000
Loss for additional debt brought about by debt settlements			45,147
Repayments	(25,000)		(25,000)
Conversion of derivative debt to common stock			(370,000)
Reclassification of convertible debt to demand debt			(936,744)
Gain on settlement of debt			(5,000)
Reclassification of convertible debt to derivative debt due to tainting			6,000
Ending balance	$ 3,586,000		$ 3,491,000

Debt (Convertible Debt - Summ25

Debt (Convertible Debt - Summary of Total Convertible Debt) (Details) - USD ($)	Feb. 28, 2017	Aug. 31, 2016	Aug. 31, 2015
Debt Instrument [Line Items]
Carrying amount	$ 7,245,418	$ 7,197,227
Secured Convertible Debt [Member]
Debt Instrument [Line Items]
Carrying amount	3,586,000	3,491,000	$ 1,296,597
Secured Convertible Debt [Member] | Series 8 Debt [Member]
Debt Instrument [Line Items]
Carrying amount	$ 100,000	$ 100,000
Conversion price per share	$ 0.40	$ 0.40
Debt instrument, interest rate	8.00%	8.00%
Secured Convertible Debt [Member] | Series 12 Debt [Member]
Debt Instrument [Line Items]
Carrying amount		$ 25,000
Conversion price per share		$ 0.02
Debt instrument, interest rate		10.00%
Secured Convertible Debt [Member] | Series 13 Debt [Member]
Debt Instrument [Line Items]
Carrying amount	$ 6,000	$ 6,000
Conversion price per share	$ 0.02	$ 0.02
Debt instrument, interest rate	8.00%	8.00%
Secured Convertible Debt [Member] | Series 14 Debt [Member]
Debt Instrument [Line Items]
Carrying amount	$ 3,360,000	$ 3,360,000
Conversion price per share	$ 0.02	$ 0.02
Debt instrument, interest rate	8.00%	8.00%
Secured Convertible Debt [Member] | Short Term [Member]
Debt Instrument [Line Items]
Carrying amount	$ 120,000
Conversion price per share	$ 0.02
Debt instrument, interest rate	8.00%

Debt (Convertible Debt - Non-de

Debt (Convertible Debt - Non-derivatives - Summary) (Details) - USD ($)	6 Months Ended		12 Months Ended
	Feb. 28, 2017	Feb. 29, 2016	Aug. 31, 2016
Debt Instrument [Line Items]
Carry forward balance	$ 7,197,227
Repayments	(310,362)	$ (215,380)
Ending balance	7,245,418		$ 7,197,227
Convertible Debt - Non-derivatives [Member]
Debt Instrument [Line Items]
Carry forward balance
Borrowings			6,000
Repayments
Conversion of convertible debt to common stock
Gain on debt settlement
Reclassification of derivative debt back to convertible debt (tainting removed)			(6,000)
Ending balance

Debt (Unsecured Demand_Term Deb

Debt (Unsecured Demand/Term Debt - Summary) (Details) - USD ($)	6 Months Ended		12 Months Ended
	Feb. 28, 2017	Feb. 29, 2016	Aug. 31, 2016
Debt Instrument [Line Items]
Carry forward balance	$ 7,197,227
Repayments	(310,362)	$ (215,380)
Ending balance	7,245,418		$ 7,197,227
Unsecured Demand/Term Debt [Member]
Debt Instrument [Line Items]
Carry forward balance	1,816,227	$ 382,563	382,563
Borrowings	326,053		360,000
Loss for additional debt brought about by debt settlements			121,360
Repayments	(285,362)		(165,080)
Credit of note payable against franchise license agreement			(100,000)
Rollup of accrued interest into debt			268,140
Rollup of accrued commissions to debt			12,500
Reclassification of derivative debt to demand debt			936,744
Conversion of demand debt to Preferred B stock	(75,000)
Conversion of demand debt to common stock	(12,500)
Reclassification to derivative debt due to tainting
Ending balance	$ 1,769,418		$ 1,816,227

Debt (Unsecured Demand_Term D28

Debt (Unsecured Demand/Term Debt - Terms) (Details) - USD ($)	3 Months Ended		6 Months Ended		12 Months Ended
	Feb. 28, 2017	Feb. 29, 2016	Feb. 28, 2017	Feb. 29, 2016	Aug. 31, 2016	Aug. 31, 2015
Debt Instrument [Line Items]
Carrying amount	$ 7,245,418		$ 7,245,418		$ 7,197,227
Reclassification of accrued commissions to debt				$ 12,500
Gain (loss) on settlement of debt and accrued liabilities		$ 48,112	61,939	$ (227,130)
Unsecured Demand/Term Debt [Member]
Debt Instrument [Line Items]
Carrying amount	1,769,418		1,769,418		1,816,227	$ 382,563
Unsecured Demand/Term Debt [Member] | Demand Notes [Member]
Debt Instrument [Line Items]
Carrying amount	$ 1,769,418		$ 1,769,418		$ 1,816,227
Information relating to debt instrument			8% to 12% per annum interest; maturity dates from past due to April 1, 2020		8% to 12% per annum interest; maturity dates from past due to April 1, 2020
Debt instrument maturity date, end of range			Apr. 1, 2020		Apr. 1, 2020
Unsecured Demand/Term Debt [Member] | Demand Notes [Member] | Common Stock [Member]
Debt Instrument [Line Items]
Principal debt amount converted			$ 12,500
Interest converted			$ 5,400
Shares issued from conversion of debt			447,500
Gain (loss) on settlement of debt and accrued liabilities			$ 9,219
Unsecured Demand/Term Debt [Member] | Demand Notes [Member] | Series B Convertible Preferred Stock [Member]
Debt Instrument [Line Items]
Principal debt amount converted			75,000
Interest converted			27,369
Gain (loss) on settlement of debt and accrued liabilities			$ 52,720

Debt (Secured Debt - Summary) (

Debt (Secured Debt - Summary) (Details) - USD ($)	6 Months Ended		12 Months Ended
	Feb. 28, 2017	Feb. 29, 2016	Aug. 31, 2016
Debt Instrument [Line Items]
Carry forward balance	$ 7,197,227
Repayments	(310,362)	$ (215,380)
Ending balance	7,245,418		$ 7,197,227
Secured Debt [Member]
Debt Instrument [Line Items]
Carry forward balance	1,890,000	$ 2,700,000	2,700,000
Borrowings
Loss on new debt brought about by debt settlement			155,242
Repayments			(310,000)
Conversion of debt to Series B preferred stock			(1,100,000)
Reclassification of accrued interest to debt			444,758
Ending balance	$ 1,890,000		$ 1,890,000

Debt (Secured Debt - Terms) (De

Debt (Secured Debt - Terms) (Details) - USD ($)	6 Months Ended	12 Months Ended
	Feb. 28, 2017	Aug. 31, 2016	Aug. 31, 2015
Debt Instrument [Line Items]
Carrying amount	$ 7,245,418	$ 7,197,227
Secured Debt [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate	5.00%	5.00%
Debt instrument, maturity date	Nov. 15, 2018	Nov. 15, 2018
Information relating to debt instrument	Second security on the assets of Original Soupman, Inc.	Second security on the assets of Original Soupman, Inc.
Carrying amount	$ 1,890,000	$ 1,890,000	$ 2,700,000

Debt (Schedule of Debt Net of D

Debt (Schedule of Debt Net of Discounts) (Details) - USD ($)	Feb. 28, 2017	Aug. 31, 2016
Debt Disclosure [Abstract]
Total outstanding debt	$ 7,245,418	$ 7,197,227
Carry forward debt discount - net	(3,178,384)
Debt discount related to derivatives	(12,877)	(2,342,138)
Debt discount related to Series D preferred stock issued along with debt		(332,640)
Debt discount related to original issue discounts		(360,000)
Debt discount related to debt issue costs	(10,495)	(423,110)
Debt discount related to beneficial conversion feature		(1,800)
Amortization of debt discount	996,137	281,304
Debt - net	$ 5,039,799	$ 4,018,843

Derivative Liabilities (Schedul

Derivative Liabilities (Schedule of Fair Value of Derivative Liabilities) (Details) - USD ($)	6 Months Ended	12 Months Ended
	Feb. 28, 2017	Aug. 31, 2016
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Carry forward balance	$ 3,311,580	$ 239,748
Fair value at the commitment date recorded as debt discount	12,877	2,342,138
Fair value at the commitment date recorded as derivative expense		2,231,865
Fair value at the commitment date - warrants	286,094
Loss on debt extinguishment
Fair value mark-to-market adjustment	(1,503,006)	(1,509,401)
Tainting of derivatives of convertible notes and warrants		9,298
Reclassification to APIC for converted debts and debts paid in cash before maturity	(4,474)	(2,068)
Derivative liabilities (balance)	$ 2,103,071	$ 3,311,580

Derivative Liabilities (Sched33

Derivative Liabilities (Schedule of Assumptions Used to Measure Derivative Liabilities) (Details)	6 Months Ended
	Feb. 28, 2017
Commitment Date [Member]
Derivative [Line Items]
Expected dividends	0.00%
Commitment Date [Member] | Minimum [Member]
Derivative [Line Items]
Exercise price	0.02
Expected volatility	149.00%
Expected term: convertible debt and warrants	29 days
Risk free interest rate	0.28%
Commitment Date [Member] | Maximum [Member]
Derivative [Line Items]
Exercise price	0.04
Expected volatility	218.00%
Expected term: convertible debt and warrants	2 years
Risk free interest rate	0.70%
Remeasurement Date [Member]
Derivative [Line Items]
Expected dividends	0.00%
Remeasurement Date [Member] | Minimum [Member]
Derivative [Line Items]
Exercise price	0.02
Expected volatility	87.00%
Expected term: convertible debt and warrants	26 days
Risk free interest rate	0.32%
Remeasurement Date [Member] | Maximum [Member]
Derivative [Line Items]
Exercise price	0.04
Expected volatility	197.00%
Expected term: convertible debt and warrants	5 years
Risk free interest rate	154.00%

Stockholders' Deficit (Common S

Stockholders' Deficit (Common Stock) (Details) - USD ($)	3 Months Ended		6 Months Ended
	Feb. 28, 2017	Feb. 29, 2016	Feb. 28, 2017	Feb. 29, 2016
Class of Stock [Line Items]
Gain (loss) on settlement of debt and accrued liabilities		$ 48,112	$ 61,939	$ (227,130)
Series B Convertible Preferred Stock [Member]
Class of Stock [Line Items]
Series B Preferred Stock shares converted			2,543,632
Unsecured Demand/Term Debt [Member] | Demand Notes [Member] | Common Stock [Member]
Class of Stock [Line Items]
Stock issued for debt & accrued interest, fair value			$ 8,681
Principal debt amount converted			12,500
Interest converted			$ 5,400
Shares issued from conversion of debt			447,500
Gain (loss) on settlement of debt and accrued liabilities			$ 9,219
Unsecured Demand/Term Debt [Member] | Demand Notes [Member] | Series B Convertible Preferred Stock [Member]
Class of Stock [Line Items]
Principal debt amount converted			75,000
Interest converted			27,369
Gain (loss) on settlement of debt and accrued liabilities			$ 52,720
Common Stock [Member]
Class of Stock [Line Items]
Stock issued for services rendered, shares			13,600,000
Stock issued for services rendered, fair value			$ 301,631
Shares of common stock issued from conversion of Series B Preferred Stock			25,436,320

Stockholders' Deficit (Potentia

Stockholders' Deficit (Potential Common Stock Equivalents) (Details) - shares	Feb. 28, 2017	Aug. 31, 2016
Equity [Abstract]
Stock options	1,750,000	2,275,000
Warrants	15,006,050	6,286,050
Convertible Series A preferred shares (converted to common stock at 1:1 basis)	878,639	878,639
Convertible Series B preferred shares (converted to common stock at 1:10 basis)	82,044,192	104,315,160
Convertible Series C preferred shares (converted to common stock at 1:20 basis)	34,500,000	34,500,000
Convertible Series D preferred shares (converted to common stock at 1:50,000 basis)	33,600,000	33,600,000
Convertible debt - derivatives liabilities (exercise price $0.02 - $0.40/share)	175,856,500	169,175,000
Total common stock equivalents	343,635,381	351,029,849

Stockholders' Deficit (Series B

Stockholders' Deficit (Series B Preferred Stock) (Details) - USD ($)	3 Months Ended		6 Months Ended
	Feb. 28, 2017	Feb. 29, 2016	Feb. 28, 2017	Feb. 29, 2016
Class of Stock [Line Items]
Gain (loss) on settlement of debt and accrued liabilities		$ 48,112	$ 61,939	$ (227,130)
Series B Convertible Preferred Stock [Member] | Related Party [Member]
Class of Stock [Line Items]
Stock issued for services rendered, shares			60,612
Stock issued for services rendered, fair value			$ 8,220
Unsecured Demand/Term Debt [Member] | Demand Notes [Member] | Series B Convertible Preferred Stock [Member]
Class of Stock [Line Items]
Shares issued for debt and accrued interest, shares			255,923
Value shares issued for debt and accrued interest			$ 49,649
Principal debt amount converted			75,000
Interest converted			27,369
Gain (loss) on settlement of debt and accrued liabilities			$ 52,720

Stockholders' Deficit (Schedule

Stockholders' Deficit (Schedule of Stock Option Activity) (Details) - Stock Options [Member] - USD ($)	6 Months Ended	12 Months Ended
	Feb. 28, 2017	Aug. 31, 2016
Summary of Stock Option Activity:
Options outstanding, beginning	2,275,000
Granted
Exercised
Forfeited
Options outstanding, ending	2,275,000	2,275,000
Weighted average exercise price, beginning	$ 0.46	$ 0.46
Granted
Exercised
Forfeited
Weighted average exercise price, ending	$ .46	$ 0.46
Options outstanding, weighted average remaining contractual life	3 years 7 months 28 days	4 years 1 month 28 days
Options exercisable, weighed average remaining contractual life	3 years 7 months 28 days
Aggregate intrinsic value, beginning
Aggregate intrinsic value, ending
Exercisable options, number	2,275,000
Exercisable options, weighted average exercise price	$ 0.46
Grant date fair value
Weighted average grant date fair value
Related Party [Member]
Summary of Stock Option Activity:
Options outstanding, ending	1,750,000
Exercisable options, number	1,750,000

Stockholders' Deficit (Schedu38

Stockholders' Deficit (Schedule of Stock Warrant Activity) (Details) - USD ($)	6 Months Ended
	Feb. 28, 2017	Feb. 29, 2016
Weighted average exercise price:
Fair value of warrants issued for services	$ 286,094
Warrant [Member]
Number of warrants:
Warrants outstanding, beginning	6,286,050
Granted (for debt)
Granted (services)	9,200,000
Exercised
Expired	(480,000)
Warrants outstanding, ending	15,006,050
Weighted average exercise price:
Warrants outstanding weighted average exercise price, beginning	$ 0.33
Granted (for debt)
Granted (services)	0.02
Exercised
Expired	0.80
Warrants outstanding weighted average exercise price, ending	$ 0.15

Stockholders' Deficit (Summary

Stockholders' Deficit (Summary of Warrants Outstanding by Price Range) (Details) - Warrant [Member] - Warrant Exercise Price Range One [Member]	6 Months Ended
	Feb. 28, 2017USD ($)$ / sharesshares
Share Based Compensation Shares Authorized Under Equity Instruments Other Than Options Exercise Price Range [Line Items]
Range of exercise price, lower limit	$ 0.02
Range of exercise price, upper limit	$ 0.80
Number outstanding | shares	15,006,050
Remaining Average Contractual Life	3 years 4 months 21 days
Weighted Average Exercise Price, Outstanding	$ 0.15
Number exercisable | shares	15,006,050
Weighted average exercise price, exercisable	$ 0.15
Intrinsic value | $

Commitments and Contingencies (

Commitments and Contingencies (Details)	Feb. 28, 2017USD ($)
Commitments and Contingencies Disclosure [Abstract]
Percentage of gross soup sales owed to minority stockholder on first $50,000,000 in sales	3.00%
Percentage of gross soup sales owed to minority stockholder on sales between $50,000,000 and $75,000,000	2.00%
Percentage of gross soup sales owed to minority stockholder on sales above $75,000,000, in perpetuity	1.00%
The minimum monetary obligation owed to minority stockholder per year through June 30, 2014, provided certain services to the Company were rendered	$ 225,000
Lawsuit accrual	$ 299,202

Concentrations (Details)

Concentrations (Details) - USD ($)	3 Months Ended		6 Months Ended
	Feb. 28, 2017	Feb. 29, 2016	Feb. 28, 2017	Feb. 29, 2016
Product Information [Line Items]
Revenues	$ 827,809	$ 932,137	$ 1,876,975	$ 1,653,799
Customer One [Member]
Product Information [Line Items]
Revenues			$ 407,460
Percentage			23.00%
Customer Two [Member]
Product Information [Line Items]
Revenues			$ 357,000
Percentage			20.00%
Customer Three [Member]
Product Information [Line Items]
Revenues			$ 207,961
Percentage			12.00%

Subsequent Events (Details)

Subsequent Events (Details) - USD ($)	2 Months Ended	6 Months Ended
	May 04, 2017	Feb. 28, 2017
Series B Convertible Preferred Stock [Member]
Subsequent Event [Line Items]
Series B Preferred Stock shares converted		2,543,632
Common Stock [Member]
Subsequent Event [Line Items]
Shares of common stock issued from conversion of Series B Preferred Stock		25,436,320
Stock issued for services rendered, shares		13,600,000
Stock issued for services rendered, fair value		$ 301,631
Subsequent Event [Member] | Series B Convertible Preferred Stock [Member]
Subsequent Event [Line Items]
Series B Preferred Stock shares converted	2,085,743
Subsequent Event [Member] | Common Stock [Member]
Subsequent Event [Line Items]
Shares of common stock issued from conversion of Series B Preferred Stock	20,857,429
Stock issued for services rendered, shares	250,000
Stock issued for services rendered, fair value	$ 4,350
Stock issued for debt, shares	6,349,206
Stock issued for debt, fair value	$ 95,238