Barfresh Food (BRFH) 10-Q 25 Jun 20 2020 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2020	Jun. 15, 2020
Document And Entity Information
Entity Registrant Name	BARFRESH FOOD GROUP INC.
Entity Central Index Key	0001487197
Document Type	10-Q
Document Period End Date	Mar. 31, 2020
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Reporting Status Current	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business Flag	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		143,247,603
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2020

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)	Mar. 31, 2020	Dec. 31, 2019
Current assets:
Cash	$ 16,134	$ 999,989
Cash in Escrow	2,325,000
Restricted cash	70,064	91,385
Accounts receivable, net	555,043	284,668
Offering proceeds receivable	1,500,000
Inventory, net	671,346	634,746
Prepaid expenses and other current assets	19,831	17,606
Total current assets	5,157,418	2,028,394
Property, plant and equipment, net of depreciation	2,288,646	2,406,317
Operating lease right-of-use assets, net	189,975	203,287
Intangible assets, net of amortization	465,415	479,503
Deposits	8,304	8,304
Total Assets	8,109,758	5,125,805
Current liabilities:
Accounts payable	557,279	625,068
Accrued expenses	290,977	250,125
Accrued payroll	90,866	215,601
Accrued vacation	105,579	95,851
Accrued interest		487,978
Lease liability	56,773	56,692
Convertible note - related party, net of discount
Convertible note, net of discount	171,360	150,742
Derivative liabilities	10,833
Total current liabilities	1,283,667	1,882,057
Long term liabilities:
Accrued interest	72,154
Lease liability	145,863	159,177
Convertible note - related party, net of discount	192,763	1,181,942
Convertible note, net of discount	934,273	1,407,877
Derivative liabilities	36,281	211,028
Total liabilities	2,665,001	4,842,081
Commitments and contingencies (Note 6,7, and 8)
Stockholders' equity:
Preferred stock, $0.000001 par value, 5,000,000 shares authorized, none issued or outstanding
Common stock, $0.000001 par value; 295,000,000 shares authorized; 143,247,603 and 130,341,737 shares issued and outstanding at March 31, 2020 and December 31, 2019, respectively	143	130
Additional paid in capital	52,934,802	47,030,716
Accumulated deficit	(47,490,188)	(46,747,122)
Total stockholders' equity	5,444,757	283,724
Total Liabilities and Stockholders' Equity	$ 8,109,758	$ 5,125,805

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2020	Dec. 31, 2019
Statement of Financial Position [Abstract]
Preferred stock, par value	$ 0.000001	$ 0.000001
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued
Preferred stock, shares outstanding
Common stock, par value	$ 0.000001	$ 0.000001
Common stock, shares authorized	295,000,000	295,000,000
Common stock, shares issued	143,247,603	130,341,737
Common stock, shares outstanding	143,247,603	130,341,737

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Income Statement [Abstract]
Revenue	$ 733,880	$ 834,534
Cost of revenue	328,634	387,724
Depreciation of Manufacturing Equipment	8,447	12,106
Gross profit	396,799	434,704
Operating expenses:
General and administrative	1,224,425	2,003,444
Depreciation and Amortization	150,148	201,977
Total operating expenses	1,374,573	2,205,421
Operating loss	(977,774)	(1,770,717)
Other (income)/expenses
(Gain)/loss from derivative liability	(150,902)	406,012
Warrant modification		307,460
Gain on extinguishment of debt	(379,200)
Interest	295,394	363,073
Total other (income)/expense	(234,708)	1,076,545
Net (loss)	$ (743,066)	$ (2,847,262)
Per share information - basic and fully diluted:
Weighted average shares outstanding	130,492,211	126,480,323
Net (loss) per share	$ (0.01)	$ (0.02)

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Cash Flows - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Statement of Cash Flows [Abstract]
Net Cash (used for) Operating Activities	$ (973,554)	$ (1,873,982)
Investing Activities
Purchase of property and equipment	(16,575)	(160,590)
Purchase of Intangibles	(1,814)
Net Cash (used for) Investing Activities	(18,389)	(160,590)
Financing Activities
Cash received for Warrant Exercises		1,500,310
Cash received for Stock		2,400,000
Cash in Escrow received for Stock	2,325,000
Payments of operating leases	(13,233)
Net Cash from Financing Activities	2,311,767	3,900,310
Net Change in Cash, Cash in Escrow, and Restricted Cash	1,319,824	1,865,738
Cash and Restricted Cash, Beginning of Year	1,091,374	1,041,569
Cash, Cash in Escrow, and Restricted Cash, End of Year	2,411,198	2,907,307
Non-Cash Financing and Investing Activities
Property and equipment included in accounts payable		60,130
Convertible note principal and interest settled through warrant exercise		384,563
Executive Deferred Compensation settled through issuance of warrants	167,892
Net carrying value of convertible notes and accrued interest settled through issuance of stock (debt extinguishment)	1,750,963
Accrued interest settled through issuance of stock	379,350
Debt discount warrant and derivative liability	107,611
Offering and debt issuance costs included in accounts payable	39,208
Offering proceeds receivable	$ 1,500,000

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2020
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 1. Summary of Significant Accounting Policies Barfresh Food Group Inc., (“we,” “us,” “our,” and the “Company”) was incorporated on February 25, 2010 in the State of Delaware. We are engaged in the manufacturing and distribution of ready to blend beverages, particularly, smoothies, shakes and frappes. The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). Basis of Consolidation The consolidated financial statements include the financial statements of the Company and our wholly owned subsidiaries, Barfresh Inc. and Barfresh Corporation Inc. (formerly known as Smoothie, Inc.). All inter-company balances and transactions among the companies have been eliminated upon consolidation. Use of Estimates The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the balance sheets and revenues and expenses during the years reported. Actual results may differ from these estimates. Concentration of Credit Risk The amount of cash on deposit with financial institutions can be in excess of the $250,000 federally insured limit. However, we believe that cash on deposit that exceeds $250,000 in the financial institutions is financially sound and the risk of loss is minimal. Cash in Escrow Cash in escrow consists of $2,325,000 of deposits from the stock offering on March 20, 2020 that are held in an escrow account for the benefit of the Company at March 31, 2020. Restricted Cash The Company adopted FASB ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash (“ASU 2016-18”), which enhances and clarifies the guidance on the classification and presentation of restricted cash in the statement of cash flows and requires additional disclosures about restricted cash balances. At March 31, 2020, the Company had $70,064 in restricted cash related to our co-packing agreement with Yarnell Operations, LLC. Fair Value Measurement Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements and Disclosures Level 1 – Quoted prices are available in active markets for identical assets or liabilities as of the reported date. The types of assets and liabilities included in Level 1 are highly liquid and actively traded instruments with quoted prices, such as equities listed on the New York Stock Exchange. Level 2 – Pricing inputs are other than quoted prices in active markets but are either directly or indirectly observable as of the reported date. The types of assets and liabilities in Level 2 are typically either comparable to actively traded securities or contracts or priced with models using highly observable inputs. Level 3 – Significant inputs to pricing that are unobservable as of the reporting date. The types of assets and liabilities included in Level 3 are those with inputs requiring significant management judgment or estimation, such as complex and subjective models and forecasts used to determine the fair value. Our financial instruments consist of cash, accounts receivable, accounts payable, derivative liabilities, and convertible notes. The carrying value of our financial instruments approximates their fair value, except for the derivative liability in which carrying value is fair value. Accounts Receivable Accounts receivable are typically unsecured. Our credit policy calls for payment generally within 30 days. The credit worthiness of a customer is evaluated prior to a sale. As of March 31, 2020 and December 31, 2019, the Company’s allowance for doubtful accounts was $141,788 and $141,788, respectively. The allowance was estimated based on evaluation of collectability of outstanding accounts receivable. Inventory Inventory consists of raw materials and finished goods and is carried at the lower of cost or realizable value on a first in first out basis. The Company monitors the remaining useful life of its inventory and establishes a reserve of obsolescence where appropriate. As of March 31, 2020 and December 31, 2019, the Company’s inventory reserve was $31,476 and $100,651, respectively. Intangible Assets Intangible assets are comprised of patents, net of amortization and trademarks. The patent costs are being amortized over the life of the patent, which is twenty years from the date of filing the patent application. In accordance with ASC Topic 350 Intangibles – Goodwill and Other In accordance with ASC 350 legal costs related to trademarks have been capitalized. We have determined that trademarks have an indeterminable life and therefore are not being amortized. Long-Lived Assets and Other Acquired Intangible Assets We evaluate the recoverability of property and equipment and finite-lived intangible assets for possible impairment whenever events or circumstances indicate that the carrying amount of such assets may not be recoverable. The evaluation is performed at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. Recoverability of these assets is measured by a comparison of the carrying amounts to the future undiscounted cash flows the assets are expected to generate. If such review indicates that the carrying amount of property and equipment and intangible assets is not recoverable, the carrying amount of such assets is reduced to fair value. We have not recorded any impairment charges during the years presented. Property, Plant, and Equipment Property, plant, and equipment is stated at cost less accumulated depreciation and accumulated impairment loss, if any. Depreciation is calculated on a straight-line basis over the estimated useful lives of the assets. Leasehold improvements are being amortized over the shorter of the useful life of the asset or the lease term that includes any expected renewal periods that are deemed to be reasonably assured. The estimated useful lives used for financial statement purposes are: Furniture and fixtures: 5 years Manufacturing equipment and customer equipment: 3 years to 7 years Vehicles: 5 years Leases: We determine if an arrangement is a lease upon inception. A contract is or contains a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. The right to control the use of an asset includes the right to obtain substantially all of the economic benefits of the underlying asset and the right to direct how and for what purpose the asset is used. After adoption of ASU 2016-02 and related standards, operating lease right-of-use assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. Lease expense is recognized on a straight-line basis over the lease term. As a lessee, the Company leases office space. Revenue Recognition In accordance with ASC 606, Revenue from Contracts with Customers, revenue is recognized when a customer obtains ownership of promised goods. The Company adopted this standard at the beginning of fiscal year 2018, with no significant impact to its financial position or results of operations, using the modified retrospective method. The amount of revenue recognized reflects the consideration to which the Company expects to be entitled to receive in exchange for these goods. The Company applies the following five steps: 1) Identify the contract with a customer A contract with a customer exists when (i) the Company enters into an enforceable contract with a customer that defines each party’s rights, (ii) the contract has commercial substance and, (iii) the Company determines that collection of substantially all consideration for goods or services that are transferred is probable. For the Company, the contract is the approved sales order, which may also be supplemented by other agreements that formalize various terms and conditions with customers. 2) Identify the performance obligation in the contract Performance obligations promised in a contract are identified based on the goods or services that will be transferred to the customer. For the Company, this consists of the delivery of frozen beverages, which provide immediate benefit to the customer. 3) Determine the transaction price The transaction price is determined based on the consideration to which the Company will be entitled in exchange for transferring goods and is generally stated on the approved sales order. Variable consideration, which typically includes volume-based rebates or discounts, are estimated utilizing the most likely amount method. 4) Allocate the transaction price to performance obligations in the contract Since our contracts contain a single performance obligation, delivery of frozen beverages, the transaction price is allocated to that single performance obligation. 5) Recognize Revenue when or as the Company satisfies a performance obligation The Company recognizes revenue from the sale of frozen beverages when title and risk of loss passes and the customer accepts the goods, which generally occurs at the time of delivery to a customer warehouse. Customer sales incentives such as volume-based rebates or discounts are treated as a reduction of sales at the time the sale is recognized. Shipping and handling costs are treated as fulfillment costs and presented in distribution, selling and administrative costs. The Company evaluated the requirement to disaggregate revenue and concluded that substantially all of its revenue comes from a single product, frozen beverages. Research and Development Expenditures for research activities relating to product development and improvement are charged to general and administrative and are expensed as incurred. We incurred $85,424 and $156,199, in research and development expenses for the three-months ended March 31, 2020 and 2019, respectively. Shipping and Storage Costs Shipping and storage costs are included in general and administrative expenses. For the three-month periods ended March 31, 2020 and 2019, shipping and storage costs totaled $133,108 and $149,646, respectively. Income Taxes The provision for income taxes is determined in accordance with the provisions of ASC Topic 740, Accounting for Income Taxes ASC 740 prescribes a comprehensive model for how companies should recognize, measure, present, and disclose in their financial statements, uncertain tax positions taken or expected to be taken on a tax return. Under ASC 740, tax positions must initially be recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. Such tax positions must initially and subsequently be measured as the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts. ASC 740 requires a valuation allowance to reduce the deferred tax assets reported if, based on the weight of evidence, it is more than likely than not that some portion or all of the deferred tax assets will not be recognized. For the three-months ended March 31, 2020 and 2019, we did not have any interest and penalties or any unrecognized uncertain tax positions. Derivative Liability The Company evaluates its convertible instruments, options, warrants or other contracts to determine if those contracts or embedded components of those contracts qualify as derivatives to be separately accounted for under ASC Topic 815, “Derivatives and Hedging.” The result of this accounting treatment is that the fair value of any derivative is marked-to-market each balance sheet date and recorded as a liability. In the event that the fair value is recorded as a liability, the change in fair value is recorded in the statement of operations as gain/loss from derivative liability. Upon conversion or exercise of a derivative instrument, the instrument is marked to fair value at the conversion date and then that fair value is reclassified to equity. We analyzed the derivative financial instruments in accordance with ASC 815. The objective is to provide guidance for determining whether an equity-linked financial instrument is indexed to an entity’s own stock. This determination is needed for a scope exception which would enable a derivative instrument to be accounted for under the accrual method. The classification of a non-derivative instrument that falls within the scope of ASC 815-40-05 “Accounting for Derivative Financial Instruments Indexed to, and Potentially Settled in, a Company’s Own Stock” also hinges on whether the instrument is indexed to an entity’s own stock. A non-derivative instrument that is not indexed to an entity’s own stock cannot be classified as equity and must be accounted for as a liability. There is a two-step approach in determining whether an instrument or embedded feature is indexed to an entity’s own stock. First, the instrument’s contingent exercise provisions, if any, must be evaluated, followed by an evaluation of the instrument’s settlement provisions. The Company utilized the fair value standard set forth by the Financial Accounting Standards Board, defined as the amount at which the asset (or liability) could be bought (or incurred) or sold (or settled) in a current transaction between willing parties, that is, other than in a forced or liquidation sale. Debt Extinguishment The Company evaluates its convertible instruments in accordance with ASC 470-50, “Debt Modifications and Extinguishments.” For all extinguishments of debt, ASC 470-50 requires the difference between the reacquisition price (including any premium) and the net carrying amount of the debt being extinguished (including any deferred debt issuance costs) to be recognized as a gain or loss when the debt is extinguished. Accordingly, the Company recorded a net $379,200 non-cash gain on extinguishment of debt in its statements of operations for the quarter ended March 31, 2020. Earnings per Share We calculate net loss per share in accordance with ASC Topic 260, Earnings per Share Stock Based Compensation We calculate stock compensation in accordance with ASC Topic 718, Compensation-Stock Based Compensation Recent pronouncements From time to time, new accounting pronouncements are issued that we adopt as of the specified effective date. We believe that the impact of recently issued standards that are not yet effective may have an impact on our results of operations and financial position. On October 1, 2019, the FASB issued Accounting Standards Update No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment (ASU 2017-04) using the prospective approach, which eliminates step two from the goodwill impairment test. Under ASU 2017-04, an entity should recognize an impairment charge for the amount by which the carrying amount of a reporting unit exceeds its fair value up to the amount of goodwill allocated to that reporting unit. This guidance was effective beginning January 1, 2020, with early adoption permitted. The adoption of this new standard did not have a material impact on our consolidated financial statements.

Inventory

Inventory	3 Months Ended
	Mar. 31, 2020
Inventory Disclosure [Abstract]
Inventory	Note 2. Inventory Inventory consists of the following at March 31, 2020 and December 31, 2019: 2020 2019 Raw materials $ 368,832 $ 286,027 Finished goods, net of reserve 302,514 348,719 Inventory, net $ 671,346 $ 634,746 The Company has recorded a reserve for slow moving and potentially obsolete inventory. The reserve at March 31, 2020 and 2019 was $31,476 and $100,651 respectively.

Property Plant and Equipment

Property Plant and Equipment	3 Months Ended
	Mar. 31, 2020
Property, Plant and Equipment [Abstract]
Property Plant and Equipment	Note 3. Property Plant and Equipment Major classes of property and equipment at March 31, 2020 and December 31, 2019: 2020 2019 Furniture and fixtures $ 1,524 $ 1,524 Manufacturing Equipment and customer equipment 3,538,712 3,521,636 Leasehold Improvements 4,886 4,886 Vehicles 29,696 29,696 3,574,818 3,557,742 Less: accumulated depreciation (1,928,602 ) (1,787,967 ) 1,646,216 1,769,775 Equipment not yet placed in service 642,430 636,542 Property and equipment, net of depreciation $ 2,288,646 $ 2,406,317 We recorded depreciation expense related to these assets of $134,246 and $186,074 for the three-months ended March 31, 2020 and 2019, respectively. Depreciation expense in Cost of Goods Sold was $8,447 and $12,106 for three-months ended March 31, 2020 and 2019, respectively.

Intangible Assets

Intangible Assets	3 Months Ended
	Mar. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible Assets	Note 4. Intangible Assets As of March 31, 2020, intangible assets consist of patent costs of $764,891, trademarks of $110,447 and accumulated amortization of $409,923. As of December 31, 2019, intangible assets consist of patent costs of $764,891, trademarks of $108,632 and accumulated amortization of $394,020. The amounts carried on the balance sheet represent cost to acquire, legal fees and similar costs relating to the patents incurred by the Company. Amortization is calculated through the expiration date of the patents, which is December 2025. The amount charged to amortization was $15,902 and $15,902 for the three-months ended March 31, 2020 and 2019, respectively. Estimated future amortization expense related to patents as of March 31, 2020, is as follows: Total Amortization Years ending December 31, 2020 (nine months remaining) $ 47,708 2021 63,610 2022 63,610 2023 63,610 2024 63,610 Later years 52,280 $ 354,968

Related Parties

Related Parties	3 Months Ended
	Mar. 31, 2020
Related Party Transactions [Abstract]
Related Parties	Note 5. Related Parties As disclosed below in Note 6, members of management and directors invested in the Company’s convertible notes; and in Note 9, members of management and directors have received shares of stock and options in exchange for services.

Convertible Notes (Related and

Convertible Notes (Related and Unrelated Party)	3 Months Ended
	Mar. 31, 2020
Debt Disclosure [Abstract]
Convertible Notes (Related and Unrelated Party)	Note 6. Convertible Notes (Related and Unrelated Party) On March 20, 2020, we completed a Private Placement offering of $3,825,000 of common stock. In connection with the transaction, the Company offered the Convertible Noteholders of Series CN Note 1 and 2 to participate in the equity offering. A total of $720,000 principal balance of Series CN 1 was converted into common stock [$675,000 from related parties]. The Series CN Note 1 Noteholders were offered bonus interest equivalent to 20% of their outstanding principal which was converted to common stock. For $1,071,000 of the remaining $1,186,167 Series CN Note 1 Noteholders that chose not to participate in the equity offering, the terms of the Series CN Note 1 were amended to increase the interest rate to 15% per annum and to extend the maturity of the outstanding principal balance by 24 months to March 20, 2022. The notes are convertible at any time prior to the maturity into our common stock at a conversion price of 0.50 per share. If the six month price is less than the 0.50 per share, the principal conversion price will be automatically reduced to the 0.50 per share, but in no event less than $0.35 per Share, in which case the Company shall issue to each purchaser, based on such purchaser’s investment, (a) shares in a quantity that equals the difference between the number of Shares issued to such purchaser at closing and the number of Shares that would have been issued to such purchaser at closing at the 0.50 per share and (b) warrants in a quantity that equals fifty percent (50%) of the difference between the number of shares issued to such Purchaser at closing and the number of shares that would have been issued to such purchaser at closing at the 0.50 per share, with an exercise price that equals the sum of $0.10 per share and the 0.50 per share, but in no event less than $0.45 per share. The exercise price per share for the Convertible Note Warrants and the Bonus Warrant issued at closing will automatically adjust as well to the sum of $0.10 per share and the Six Month Price, but in no event less than $0.45 per share. There were 864,000 O warrants issued to the Series CN Note 1 Noteholders for participating in the common stock offering. On March 20, 2020, 1,082,727 of the original L Warrants related to the Series CN Note 1 Noteholders had their terms modified, whereby the exercise price was reduced from $0.70 to $0.50 per share. In addition, the Series CN Note 1 Noteholders that chose to extend their notes for 24 months were granted 1,071,000 Series P warrants. The fair value of the warrants, ($92,266 in the aggregate which consists of the L and P Warrants), were calculated using the Black-Scholes option pricing model using the following assumptions: Expected life (in years) 1 to 3 Volatility (based on a comparable company) 76.74- 98.00 % Risk Free interest rate .15 - .41 % Dividend yield (on common stock) - Based on the relative fair value, we recorded a debt discount of $75,184 related to the issue of P Warrants to CN 1 and CN 2 Noteholders. The modification of the L Warrants resulted in an incremental increase in fair value of $17,082, which was recorded as a debt discount. The convertible notes consist of the following components as of March 31, 2020 and December 31, 2019: March 31, 2020 December 31, 2019 Convertible notes $ 1,181,167 $ 2,704,800 Less: Debt discount (warrant value) (92,266 ) (325,747 ) Less: Debt discount (derivative value) (Note 7) - (638,988 ) Less: Debt discount (issuance costs paid) (6,004 ) (27,000 ) Less: Note conversion/settlements - (803,634 ) Add: Debt discount amortization 1,321 898,940 $ 1,084,218 $ 1,808,371 On March 20, 2020, a total of $1,128,000 principal balance of Series CN Note 2 was converted into common stock [$590,000 from related parties]. The Noteholders were offered bonus interest equivalent to 20% of their outstanding principal and converted their accrued interest into common stock. For $168,000 of the remaining $235,200 Series CN Note 2 Noteholders that chose not to participate in the equity offering, the terms of the Series CN Note 2 were amended to extend the maturity of the outstanding principal balance by 12 months to November 30, 2021. The notes are convertible at any time prior to the maturity into our common stock at a conversion price of 0.60 per share. There were 1,501,012 O warrants issued to the Series CN Note 2 Noteholders for participating in the common stock offering. The fair value of the modified L warrants, ($4,279 prior to modification, and $6,096 post modification), was calculated using the Black-Scholes option pricing model using the following assumptions: Expected life (in years) 1.71 Volatility (based on a comparable company) 88.02 % Risk Free interest rate 0.37 % Dividend yield (on common stock) - The incremental value of $1,817 was recorded as a debt discount related to the modification of existing L warrants. The convertible notes consist of the following components as of March 31, 2020 and December 31, 2019: March 31, 2020 December 31, 2019 Convertible notes $ 235,200 $ 1,363,200 Less: Debt discount (warrant value) (1,817 ) (212,763 ) Less: Debt discount (derivative value) (Note 7) (13,528 ) (697,186 ) Less: Debt discount (issuance costs paid) (6,004 ) (23,700 ) Add: Debt discount amortization 327 508,639 $ 214,178 $ 932,190 The total of the two tables above, net of discount, equals $1,298,396 which is presented on the balance sheet as $171,360 Convertible Note, Net of Discount, Current Liabilities, $192,763 Convertible Note, Related Party, Net of Discount, Long-Term Liabilities and $934,273 Convertible Note, Net of Discount, Long-term Liabilities. The total of $2,740,561 shown in the two tables above at December 31, 2019, are presented in the balance sheet as Long Term Liabilities: Convertible Note – related party net of discount, of $1,181,942, Convertible Note – net of Discount of $1,407,877, and Current Liabilities: Convertible Note – net of Discount $150,742. Future maturity of convertible notes at face value before effect of all discount, are as follow: Total Convertible Notes Years ending December 31, 2020 $ 177,366 2021 168,000 2022 1,071,000 2023 - 2024 - $ 1,416,366 On March 20, 2020 the Company and the Holders of the Series CN Note 1 and Note 2 mutually agreed to amend its terms to change the maturity date to March 20, 2022 and November 30, 2021, respectively. The Company accounted for the modification in accordance with ASC 470-50, Modifications and Extinguishments, which states that for all extinguishments of debt, the difference between the reacquisition price (including any premium) and the net carrying amount of the debt being extinguished (including any deferred debt issuance costs) should be recognized as a gain or loss when the debt is extinguished. Accordingly, the Company recorded a net gain on extinguishment of debt of $379,200 which was comprised of a gain of $437,201, offset by a loss of $58,001. The gain of $437,201 related to the portion of Convertible Notes that were converted to common stock on March 20, 2020. The loss on extinguishment of debt of $58,001related to the portion of Convertible Notes that were extended by either 24 for Milestone I, or 12 months for Milestone II.

Derivative Liabilities

Derivative Liabilities	3 Months Ended
	Mar. 31, 2020
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Derivative Liabilities	Note 7. Derivative Liabilities As discussed in Note 6, Convertible Notes, the Company issued Series CN Note acceleration offer convertible notes payable that provide variable conversion provisions. The conversion terms of the convertible notes are variable based on certain factors, such as the future price of the Company’s common stock. The number of shares of common stock to be issued is based on the future price of the Company’s common stock, therefore the number of shares of common stock issuable upon conversion of the promissory note is indeterminate. The Convertible Noteholders discussed in Note 6 were provided the option of extending their notes by 24 months or 12 months for the Milestone I March 14, 2020 and Milestone II November 30, 2020 Convertible Note maturities, respectively. Upon completion of the March 20, 2020 offering for common stock and debt restructuring, a balance of $110,167 of Series CN 1 and $168,000 in CN 2 was neither converted, nor extended under the terms of the amendments to both maturities. Consequently, the derivative liabilities referred to above survived outside of debt conversion and modified extension terms and had a value of $10,834 as of March 31, 2020. The fair values of the Company’s derivative liabilities are estimated at the issuance date and are revalued at each subsequent reporting date. The Company recognized a debt discount and related derivative liability of $13,528 at March 20, 2020 related to the Series CN 2 extension. The derivative liability was revalued at March 31, 2020 with a value of $36,280. The fair value of the derivative liabilities for CN Convertible Note 2 of 2 was calculated using the Black-Scholes model using the following assumptions. 31-Mar-20 31-Dec-19 Expected life 0.68 - 1.68 0.93 Volatility (based on comparable company) 88.62 -114.49 % 104.89 % Risk Free interest rate 0.15 - 0.37 % 1.58 % Dividend yield (on common stock) - - Reconciliation of the derivative liability measured at fair value on a recurring basis with the use of significant unobservable inputs (level 3) from December 31, 2019 to March 31, 2020: December 31, 2019 $ 211,028 Extinguishment change in derivative from conversion (23,100 ) Extinguishment change in derivative from extension (3,440 ) Initial derivative value – March 20, 2020 13,528 Net gain from change in value (150,902 ) For the period ended March 31, 2020 $ 47,114 The following table presents the Company’s fair value hierarchy for applicable assets and liabilities measured at fair value as of December 31, 2019 and March 31, 2020: Level 1 Level 2 Level 3 Total Derivative Liability December 31, 2019 $ - - 211,028 $ 211,028 Level 1 Level 2 Level 3 Total Derivative Liability March 31, 2020 $ - - 47,114 $ 47,114

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2020
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 8. Commitments and Contingencies We lease office space under non-cancelable operating lease which expires on March 31, 2023. Our periodic lease cost and operating cash flows was $20,062 and $37,201 for the three months ended March 31, 2020 and 2019, respectively. As of March 31, 2020, our right of use asset and related liability was $189,975 and $202,636. In determining the present value of our operating lease right-of-use asset and liability, we used a 10% discount rate (which approximates our borrowing rate). The remaining term on the lease is 3 years. The following table presents the future operating lease payment as of March 31, 2020. 2020 (nine months remaining) $ 57,228 2021 78,021 2022 80,361 2023 20,238 Total Lease payments 235,848 Less: imputed interest (33,212 ) Total lease liability $ 202,636

Stockholders' Equity

Stockholders' Equity	3 Months Ended
	Mar. 31, 2020
Equity [Abstract]
Stockholders' Equity	Note 9. Stockholders’ Equity During the three months ended March 31, 2020, we issued 550,000 options to purchase our common stock to employees and 96,899 options to a Board Member. The exercise price of the options were $0.37 per share, with both cliff and graded vesting over 3 years, and are exercisable for a period of 8 years. The fair value of the options issued ($129,600, in the aggregate) was calculated using the Black-Sholes option pricing model, based on the criteria shown below. Expected life (in years) 5.5 to 8 Volatility (based on a comparable company) 70.29%-77.19 % Risk Free interest rate 1.61%-2.78 % Dividend yield (on common stock) - The shares of our common stock were valued at the trading price on the date of grant, $0.38 per share During the same period, we cancelled 30,000 options to purchase our common stock and 458,667 options expired. During the first quarter of 2020, the Company settled certain Executive Deferred Compensation payments with the issuance of 1,573,988 warrants. The fair value of the warrants totaled $251,837. The total executive Deferred Compensation that was settled with the issuance of the warrants was $167,892. The difference between the fair value of the warrants and the Executive Deferred Compensation settled of $83,945 was recorded as stock-based compensation during the three months ended March 31, 2020. The total amount of equity-based compensation included in additional paid in capital was $138,712 and $136,941 for the three-months ended March 31, 2020 and 2019, respectively. The following is a summary of outstanding stock options issued to employees and directors as of March 31, 2020: Number Exercise Average Aggregate Outstanding January 1, 2020 7,197,024 .40 - .87 4.55 - Issued 646,899 .37 7.77 - Cancelled/Expired (488,667 ) Outstanding March 31, 2020 7,355,256 .37 - .87 4.38 - Exercisable, March 31, 2020 3,831,550 .40 - .87 3.32 - The following is Changes in Stockholders’ Equity as of March 31, 2019 and March 31, 2020: Additional Common Stock paid in Accumulated Shares Amount Capital (Deficit) Total Balance January 1, 2019 122,770,960 $ 123 $ 41,118,649 $ (41,153,820 ) $ (35,048 ) Exercise of warrants 3,141,454 3 1,884,869 1,884,872 Issuance of stock for services 173,446 - 181,040 - 181,040 Equity based compensation - - 136,941 - 136,941 Warrants issued to Management - - 758,754 - 758,754 Issuance of stock for capital raise 4,000,000 4 2,399,996 - 2,400,000 Warrant modification - - 307,460 - 307,460 Net (loss) for the year - - - (2,847,262 ) (2,847,262 ) Balance March 31, 2019 130,085,860 $ 130 $ 46,787,709 $ (44,001,032 ) $ 2,786,807 Additional Common Stock paid in Accumulated Shares Amount Capital (Deficit) Total Balance January 1, 2020 130,341,737 $ 130 $ 47,030,716 (46,747,122 ) $ 283,724 Issuance of stock for capital raise, net of offering costs of $27,200 7,650,000 8 3,797,792 - 3,797,800 Conversion of debt 4,623,615 5 1,313,757 - 1,313,762 Interest paid in shares 632,251 - 379,350 - 379,350 Issuance of stock for services - - 12,500 - 12,500 Equity based compensation - - 138,712 - 138,712 Warrants issued to management - - 167,892 - 167,892 Warrant Modification - - 18,899 - 18,899 Warrant issued for note extension - - 75,184 - 75,184 Net (loss) for the year - - - (743,066 ) (743,066 ) Balance March 31, 2020 143,247,603 $ 143 $ 52,934,802 (47,490,188 ) $ 5,444,757 On March 20, 2020, the Company completed additional funding, including a Private Placement Offering for common shares priced at $0.50 per share (subject to adjustment) in the amount of $3.825 million and the issuance of 7,650,000 shares. Of the $3.825 million, $2.35 million is held in escrow and the remaining $1.5 million was due as offering proceeds receivable as of March 31, 2020. The $3.825 million was received and collected in April 2020. The investors of this Private Placement Offering will be granted O warrants to be eligible to purchase an additional 0.50 shares for every share issued to each purchaser, exercisable for a period of 3 years at an exercise price of $0.60 per share (subject to adjustment). If the volume-weighted average trading price for the 20 consecutive trading days that conclude upon 6 months after the initial closing (the “Six Month Price”) exceeds or equals $0.50 per share (the “Target Price”), the per share purchase price will not be adjusted. If the Six Month Price is less than the Target Price, the per share purchase price will be automatically reduced to the Six Month Price, but in no event less than $0.35 per share, in which case the Company shall issue to each investor, pro-rata based on such investor’s investment: (a) shares in a quantity that equals the difference between the number of shares issued to such purchaser at closing and the number of shares that would have been issued to such purchaser at closing at the Six Month Price; and (b) a warrant for a number of shares of common stock equal to 50% of the difference between the number of shares issued to such investor at closing and the number of shares that would have been issued to such investor at closing at the Six Month Price, with an exercise price equal to the sum of $0.10 per share and the Six Month Price, but in no eventless than $0.45 per share. The exercise price per share for each warrant will automatically adjust to the sum of $0.10 per share and the Six-Month Price, but in no event less than $0.45 per share

Outstanding Warrants

Outstanding Warrants	3 Months Ended
	Mar. 31, 2020
Outstanding Warrants
Outstanding Warrants	Note 10. Outstanding Warrants The following is a summary of all outstanding warrants as of March 31, 2020: Number of price remaining term intrinsic value Warrants issued in connection with private placements of common stock 19,048,606 $ 0.53 - $1.00 1.96 $ - Warrants issued in connection with private placement of notes 3,955,000 $ 1.00 .75 $ - Warrants issued in connection with convertible note 3,539,259 $ 0.70 .80 $ - Warrants issued in connection with settlement of deferred compensation 3,169,599 $ 0.27 - 0.70 4.50 $ -

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2020
Income Tax Disclosure [Abstract]
Income Taxes	Note 11. Income Taxes The provision for income taxes is determined in accordance with the provisions of ASC Topic 740, Accounting for Income Taxes (“ASC 740”). Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted income tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. ASC 740 requires a valuation allowance to reduce the deferred tax assets reported if, based on the weight of evidence, it is more than likely than not that some portion or all of the deferred tax assets will not be recognized. Accordingly, at this time the Company has placed a valuation allowance on all tax assets. As of March 31, 2020, the estimated effective tax rate for the year will be zero. There are open statutes of limitations for taxing authorities in federal and state jurisdictions to audit our tax returns from 2009 through the current period. Our policy is to account for income tax related interest and penalties in income tax expense in the statement of operations. There have been no income tax related interest or penalties assessed or recorded. ASC 740 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. This pronouncement also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. For the three month periods ended March 31, 2020 and 2019, we did not have any interest and penalties associated with tax positions. As of March 31, 2020, we did not have any significant unrecognized uncertain tax positions.

Liquidity

Liquidity	3 Months Ended
	Mar. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Liquidity	Note 12. Liquidity During the three months ended March 31, 2020, we used cash for operations of $973,554 and purchased equipment for $16,575. We sold common stock in the amount of $3,825,000, and converted $2,374,763 of principal and interest from our Convertible Notes into equity. During the three months ended March 31, 2019, we used $1,873,982 of cash for operations and purchased equipment for $160,590. We raised cash of $2,400,000 from the issuance of common stock and we raised cash from the exercise of warrants in the amount of $1,500,310. We have a history of operating losses and negative cash flow. As our operations grow, we expect to experience significant increases in our working capital requirements. Management has evaluated these conditions and concluded substantial doubt was not raised due to the Company selling common stock as well as restructuring debt. However, the Company cannot predict, with certainty, the outcome of its actions to preserve liquidity, including the accuracy of its financial forecast, the ability to sustain the current trend of cost cutting, the ability to raise additional capital or to extend the maturity date of the debt that is maturing in March of 2022. As of March 31, 2020, we had $2,411,198 of cash in escrow, restricted and unrestricted cash on the balance sheet. We have continued to significantly reduce core operating expenses, reducing total General and Administrative Expense in the first three months of 2020 by $779,019, or 39%, as compared with the first three months of 2019. The Company’s forecast for the next twelve months reflects a continuation of the improvement in cash flow from operations as the Company continues to reduce operating expenses and increase contracts with school locations, and military bases, and anticipates the roll-out of a new product launch with the Twist & Go 8oz bottles. The Company has implemented cost reduction measures which will reduce cash expenses over the next twelve months, which includes reduced headcount.

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2020
Subsequent Events [Abstract]
Subsequent Events	Note 13. Subsequent Events The impact of COVID-19 on the Company is evolving rapidly with events unfolding on a daily and weekly basis. The direct impact to our operations has begun to take affect at the close of the first quarter ended March 31, 2020. Specifically, our business has been impacted by dining bans targeted at restaurants to reduce the size of public gatherings. We have noted restaurant chains have closed operations and furloughed employees which would preclude our single serve products from being served at those establishments for a number of weeks. Furthermore, many school districts have closed regular attendance through the remainder of the school year. This will directly impact the sales of our Bulk Product into that sales channel. Our headquarters, located in Los Angeles, California, were subject to an executive order issued by the Governor of California on March 19, 2020 to “shelter in place.” On May 4, 2020, an executive order informed local health jurisdictions and industry sectors that they may gradually reopen under guidance provided by the State. Our staff resumed a modified schedule in the headquarter office on May 18, 2020. At this point, we have not experienced a disruption in the supply chain for manufacturing our products. The Company applied for and obtained a Small Business Administration loan under the Paycheck Protection Program [PPP] of the CARES Act of approximately $568,000. On June 5, 2020, the President signed a bill which extended the period of loan forgiveness for PPP loans from 8 weeks to 24, which we believe will enable the loan to be completely forgiven. While several states have commenced the process of reopening various types of businesses in staged plans, the path to resuming normal activity volumes is unclear. Consequently, the developments surrounding COVID-19 remain fluid and will require the Company to continue to monitor news headlines from government and health officials, as well as, the business community.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2020
Accounting Policies [Abstract]
Basis of Consolidation	Basis of Consolidation The consolidated financial statements include the financial statements of the Company and our wholly owned subsidiaries, Barfresh Inc. and Barfresh Corporation Inc. (formerly known as Smoothie, Inc.). All inter-company balances and transactions among the companies have been eliminated upon consolidation.
Use of Estimates	Use of Estimates The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the balance sheets and revenues and expenses during the years reported. Actual results may differ from these estimates.
Concentration of Credit Risk	Concentration of Credit Risk The amount of cash on deposit with financial institutions can be in excess of the $250,000 federally insured limit. However, we believe that cash on deposit that exceeds $250,000 in the financial institutions is financially sound and the risk of loss is minimal.
Cash in Escrow	Cash in Escrow Cash in escrow consists of $2,325,000 of deposits from the stock offering on March 20, 2020 that are held in an escrow account for the benefit of the Company at March 31, 2020.
Restricted Cash	Restricted Cash The Company adopted FASB ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash (“ASU 2016-18”), which enhances and clarifies the guidance on the classification and presentation of restricted cash in the statement of cash flows and requires additional disclosures about restricted cash balances. At March 31, 2020, the Company had $70,064 in restricted cash related to our co-packing agreement with Yarnell Operations, LLC.
Fair Value Measurement	Fair Value Measurement Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements and Disclosures Level 1 – Quoted prices are available in active markets for identical assets or liabilities as of the reported date. The types of assets and liabilities included in Level 1 are highly liquid and actively traded instruments with quoted prices, such as equities listed on the New York Stock Exchange. Level 2 – Pricing inputs are other than quoted prices in active markets but are either directly or indirectly observable as of the reported date. The types of assets and liabilities in Level 2 are typically either comparable to actively traded securities or contracts or priced with models using highly observable inputs. Level 3 – Significant inputs to pricing that are unobservable as of the reporting date. The types of assets and liabilities included in Level 3 are those with inputs requiring significant management judgment or estimation, such as complex and subjective models and forecasts used to determine the fair value. Our financial instruments consist of cash, accounts receivable, accounts payable, derivative liabilities, and convertible notes. The carrying value of our financial instruments approximates their fair value, except for the derivative liability in which carrying value is fair value.
Accounts Receivable	Accounts Receivable Accounts receivable are typically unsecured. Our credit policy calls for payment generally within 30 days. The credit worthiness of a customer is evaluated prior to a sale. As of March 31, 2020 and December 31, 2019, the Company’s allowance for doubtful accounts was $141,788 and $141,788, respectively. The allowance was estimated based on evaluation of collectability of outstanding accounts receivable.
Inventory	Inventory Inventory consists of raw materials and finished goods and is carried at the lower of cost or realizable value on a first in first out basis. The Company monitors the remaining useful life of its inventory and establishes a reserve of obsolescence where appropriate. As of March 31, 2020 and December 31, 2019, the Company’s inventory reserve was $31,476 and $100,651, respectively.
Intangible Assets	Intangible Assets Intangible assets are comprised of patents, net of amortization and trademarks. The patent costs are being amortized over the life of the patent, which is twenty years from the date of filing the patent application. In accordance with ASC Topic 350 Intangibles – Goodwill and Other In accordance with ASC 350 legal costs related to trademarks have been capitalized. We have determined that trademarks have an indeterminable life and therefore are not being amortized.
Long-Lived Assets and Other Acquired Intangible Assets	Long-Lived Assets and Other Acquired Intangible Assets We evaluate the recoverability of property and equipment and finite-lived intangible assets for possible impairment whenever events or circumstances indicate that the carrying amount of such assets may not be recoverable. The evaluation is performed at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. Recoverability of these assets is measured by a comparison of the carrying amounts to the future undiscounted cash flows the assets are expected to generate. If such review indicates that the carrying amount of property and equipment and intangible assets is not recoverable, the carrying amount of such assets is reduced to fair value. We have not recorded any impairment charges during the years presented.
Property, Plant, and Equipment	Property, Plant, and Equipment Property, plant, and equipment is stated at cost less accumulated depreciation and accumulated impairment loss, if any. Depreciation is calculated on a straight-line basis over the estimated useful lives of the assets. Leasehold improvements are being amortized over the shorter of the useful life of the asset or the lease term that includes any expected renewal periods that are deemed to be reasonably assured. The estimated useful lives used for financial statement purposes are: Furniture and fixtures: 5 years Manufacturing equipment and customer equipment: 3 years to 7 years Vehicles: 5 years
Leases	Leases: We determine if an arrangement is a lease upon inception. A contract is or contains a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. The right to control the use of an asset includes the right to obtain substantially all of the economic benefits of the underlying asset and the right to direct how and for what purpose the asset is used. After adoption of ASU 2016-02 and related standards, operating lease right-of-use assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. Lease expense is recognized on a straight-line basis over the lease term. As a lessee, the Company leases office space.
Revenue Recognition	Revenue Recognition In accordance with ASC 606, Revenue from Contracts with Customers, revenue is recognized when a customer obtains ownership of promised goods. The Company adopted this standard at the beginning of fiscal year 2018, with no significant impact to its financial position or results of operations, using the modified retrospective method. The amount of revenue recognized reflects the consideration to which the Company expects to be entitled to receive in exchange for these goods. The Company applies the following five steps: 1) Identify the contract with a customer A contract with a customer exists when (i) the Company enters into an enforceable contract with a customer that defines each party’s rights, (ii) the contract has commercial substance and, (iii) the Company determines that collection of substantially all consideration for goods or services that are transferred is probable. For the Company, the contract is the approved sales order, which may also be supplemented by other agreements that formalize various terms and conditions with customers. 2) Identify the performance obligation in the contract Performance obligations promised in a contract are identified based on the goods or services that will be transferred to the customer. For the Company, this consists of the delivery of frozen beverages, which provide immediate benefit to the customer. 3) Determine the transaction price The transaction price is determined based on the consideration to which the Company will be entitled in exchange for transferring goods and is generally stated on the approved sales order. Variable consideration, which typically includes volume-based rebates or discounts, are estimated utilizing the most likely amount method. 4) Allocate the transaction price to performance obligations in the contract Since our contracts contain a single performance obligation, delivery of frozen beverages, the transaction price is allocated to that single performance obligation. 5) Recognize Revenue when or as the Company satisfies a performance obligation The Company recognizes revenue from the sale of frozen beverages when title and risk of loss passes and the customer accepts the goods, which generally occurs at the time of delivery to a customer warehouse. Customer sales incentives such as volume-based rebates or discounts are treated as a reduction of sales at the time the sale is recognized. Shipping and handling costs are treated as fulfillment costs and presented in distribution, selling and administrative costs. The Company evaluated the requirement to disaggregate revenue and concluded that substantially all of its revenue comes from a single product, frozen beverages.
Research and Development	Research and Development Expenditures for research activities relating to product development and improvement are charged to general and administrative and are expensed as incurred. We incurred $85,424 and $156,199, in research and development expenses for the three-months ended March 31, 2020 and 2019, respectively.
Shipping and Storage Costs	Shipping and Storage Costs Shipping and storage costs are included in general and administrative expenses. For the three-month periods ended March 31, 2020 and 2019, shipping and storage costs totaled $133,108 and $149,646, respectively.
Income Taxes	Income Taxes The provision for income taxes is determined in accordance with the provisions of ASC Topic 740, Accounting for Income Taxes ASC 740 prescribes a comprehensive model for how companies should recognize, measure, present, and disclose in their financial statements, uncertain tax positions taken or expected to be taken on a tax return. Under ASC 740, tax positions must initially be recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. Such tax positions must initially and subsequently be measured as the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts. ASC 740 requires a valuation allowance to reduce the deferred tax assets reported if, based on the weight of evidence, it is more than likely than not that some portion or all of the deferred tax assets will not be recognized. For the three-months ended March 31, 2020 and 2019, we did not have any interest and penalties or any unrecognized uncertain tax positions.
Derivative Liability	Derivative Liability The Company evaluates its convertible instruments, options, warrants or other contracts to determine if those contracts or embedded components of those contracts qualify as derivatives to be separately accounted for under ASC Topic 815, “Derivatives and Hedging.” The result of this accounting treatment is that the fair value of any derivative is marked-to-market each balance sheet date and recorded as a liability. In the event that the fair value is recorded as a liability, the change in fair value is recorded in the statement of operations as gain/loss from derivative liability. Upon conversion or exercise of a derivative instrument, the instrument is marked to fair value at the conversion date and then that fair value is reclassified to equity. We analyzed the derivative financial instruments in accordance with ASC 815. The objective is to provide guidance for determining whether an equity-linked financial instrument is indexed to an entity’s own stock. This determination is needed for a scope exception which would enable a derivative instrument to be accounted for under the accrual method. The classification of a non-derivative instrument that falls within the scope of ASC 815-40-05 “Accounting for Derivative Financial Instruments Indexed to, and Potentially Settled in, a Company’s Own Stock” also hinges on whether the instrument is indexed to an entity’s own stock. A non-derivative instrument that is not indexed to an entity’s own stock cannot be classified as equity and must be accounted for as a liability. There is a two-step approach in determining whether an instrument or embedded feature is indexed to an entity’s own stock. First, the instrument’s contingent exercise provisions, if any, must be evaluated, followed by an evaluation of the instrument’s settlement provisions. The Company utilized the fair value standard set forth by the Financial Accounting Standards Board, defined as the amount at which the asset (or liability) could be bought (or incurred) or sold (or settled) in a current transaction between willing parties, that is, other than in a forced or liquidation sale.
Debt Extinguishment	Debt Extinguishment The Company evaluates its convertible instruments in accordance with ASC 470-50, “Debt Modifications and Extinguishments.” For all extinguishments of debt, ASC 470-50 requires the difference between the reacquisition price (including any premium) and the net carrying amount of the debt being extinguished (including any deferred debt issuance costs) to be recognized as a gain or loss when the debt is extinguished. Accordingly, the Company recorded a net $379,200 non-cash gain on extinguishment of debt in its statements of operations for the quarter ended March 31, 2020.
Earnings Per Share	Earnings per Share We calculate net loss per share in accordance with ASC Topic 260, Earnings per Share
Stock Based Compensation	Stock Based Compensation We calculate stock compensation in accordance with ASC Topic 718, Compensation-Stock Based Compensation
Recent Pronouncements	Recent pronouncements From time to time, new accounting pronouncements are issued that we adopt as of the specified effective date. We believe that the impact of recently issued standards that are not yet effective may have an impact on our results of operations and financial position. On October 1, 2019, the FASB issued Accounting Standards Update No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment (ASU 2017-04) using the prospective approach, which eliminates step two from the goodwill impairment test. Under ASU 2017-04, an entity should recognize an impairment charge for the amount by which the carrying amount of a reporting unit exceeds its fair value up to the amount of goodwill allocated to that reporting unit. This guidance was effective beginning January 1, 2020, with early adoption permitted. The adoption of this new standard did not have a material impact on our consolidated financial statements.

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	3 Months Ended
	Mar. 31, 2020
Accounting Policies [Abstract]
Summary of Estimated Useful Lives of Assets	The estimated useful lives used for financial statement purposes are: Furniture and fixtures: 5 years Manufacturing equipment and customer equipment: 3 years to 7 years Vehicles: 5 years

Inventory (Tables)

Inventory (Tables)	3 Months Ended
	Mar. 31, 2020
Inventory Disclosure [Abstract]
Schedule of Inventory	Inventory consists of the following at March 31, 2020 and December 31, 2019: 2020 2019 Raw materials $ 368,832 $ 286,027 Finished goods, net of reserve 302,514 348,719 Inventory, net $ 671,346 $ 634,746

Property Plant and Equipment (T

Property Plant and Equipment (Tables)	3 Months Ended
	Mar. 31, 2020
Property, Plant and Equipment [Abstract]
Schedule of Major Classes of Property and Equipment	Major classes of property and equipment at March 31, 2020 and December 31, 2019: 2020 2019 Furniture and fixtures $ 1,524 $ 1,524 Manufacturing Equipment and customer equipment 3,538,712 3,521,636 Leasehold Improvements 4,886 4,886 Vehicles 29,696 29,696 3,574,818 3,557,742 Less: accumulated depreciation (1,928,602 ) (1,787,967 ) 1,646,216 1,769,775 Equipment not yet placed in service 642,430 636,542 Property and equipment, net of depreciation $ 2,288,646 $ 2,406,317

Intangible Assets (Tables)

Intangible Assets (Tables)	3 Months Ended
	Mar. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Estimated Future Amortization Expense Related to Intangible Property	Estimated future amortization expense related to patents as of March 31, 2020, is as follows: Total Amortization Years ending December 31, 2020 (nine months remaining) $ 47,708 2021 63,610 2022 63,610 2023 63,610 2024 63,610 Later years 52,280 $ 354,968

Convertible Notes (Related an_2

Convertible Notes (Related and Unrelated Party) (Tables)	3 Months Ended
	Mar. 31, 2020
Debt Disclosure [Abstract]
Schedule of Fair Value Assumptions Used	The fair value of the warrants, ($92,266 in the aggregate which consists of the L and P Warrants), were calculated using the Black-Scholes option pricing model using the following assumptions: Expected life (in years) 1 to 3 Volatility (based on a comparable company) 76.74- 98.00 % Risk Free interest rate .15 - .41 % Dividend yield (on common stock) - The fair value of the modified L warrants, ($4,279 prior to modification, and $6,096 post modification), was calculated using the Black-Scholes option pricing model using the following assumptions: Expected life (in years) 1.71 Volatility (based on a comparable company) 88.02 % Risk Free interest rate 0.37 % Dividend yield (on common stock) -
Schedule of Convertible Notes	The convertible notes consist of the following components as of March 31, 2020 and December 31, 2019: March 31, 2020 December 31, 2019 Convertible notes $ 1,181,167 $ 2,704,800 Less: Debt discount (warrant value) (92,266 ) (325,747 ) Less: Debt discount (derivative value) (Note 7) - (638,988 ) Less: Debt discount (issuance costs paid) (6,004 ) (27,000 ) Less: Note conversion/settlements - (803,634 ) Add: Debt discount amortization 1,321 898,940 $ 1,084,218 $ 1,808,371 The convertible notes consist of the following components as of March 31, 2020 and December 31, 2019: March 31, 2020 December 31, 2019 Convertible notes $ 235,200 $ 1,363,200 Less: Debt discount (warrant value) (1,817 ) (212,763 ) Less: Debt discount (derivative value) (Note 7) (13,528 ) (697,186 ) Less: Debt discount (issuance costs paid) (6,004 ) (23,700 ) Add: Debt discount amortization 327 508,639 $ 214,178 $ 932,190
Schedule of Future Maturities of Convertible Notes	Future maturity of convertible notes at face value before effect of all discount, are as follow: Total Convertible Notes Years ending December 31, 2020 $ 177,366 2021 168,000 2022 1,071,000 2023 - 2024 - $ 1,416,366

Derivative Liabilities (Tables)

Derivative Liabilities (Tables)	3 Months Ended
	Mar. 31, 2020
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Schedule of Fair Value of the Derivative Liability	The fair value of the derivative liabilities for CN Convertible Note 2 of 2 was calculated using the Black-Scholes model using the following assumptions. 31-Mar-20 31-Dec-19 Expected life 0.68 - 1.68 0.93 Volatility (based on comparable company) 88.62 -114.49 % 104.89 % Risk Free interest rate 0.15 - 0.37 % 1.58 % Dividend yield (on common stock) - -
Schedule of Derivative Liability Measured at Fair Value on a Recurring Basis	Reconciliation of the derivative liability measured at fair value on a recurring basis with the use of significant unobservable inputs (level 3) from December 31, 2019 to March 31, 2020: December 31, 2019 $ 211,028 Extinguishment change in derivative from conversion (23,100 ) Extinguishment change in derivative from extension (3,440 ) Initial derivative value – March 20, 2020 13,528 Net gain from change in value (150,902 ) For the period ended March 31, 2020 $ 47,114
Schedule of Fair Value Hierarchy of Assets and Liabilities	The following table presents the Company’s fair value hierarchy for applicable assets and liabilities measured at fair value as of December 31, 2019 and March 31, 2020: Level 1 Level 2 Level 3 Total Derivative Liability December 31, 2019 $ - - 211,028 $ 211,028 Level 1 Level 2 Level 3 Total Derivative Liability March 31, 2020 $ - - 47,114 $ 47,114

Commitments and Contingencies (

Commitments and Contingencies (Tables)	3 Months Ended
	Mar. 31, 2020
Commitments and Contingencies Disclosure [Abstract]
Schedule of Estimate Future Maturities of Lease Liabilities	The following table presents the future operating lease payment as of March 31, 2020. 2020 (nine months remaining) $ 57,228 2021 78,021 2022 80,361 2023 20,238 Total Lease payments 235,848 Less: imputed interest (33,212 ) Total lease liability $ 202,636

Stockholders' Equity (Tables)

Stockholders' Equity (Tables)	3 Months Ended
	Mar. 31, 2020
Equity [Abstract]
Summary of Fair Value of Options Using Black-Sholes Option Pricing Model	The fair value of the options issued ($129,600, in the aggregate) was calculated using the Black-Sholes option pricing model, based on the criteria shown below. Expected life (in years) 5.5 to 8 Volatility (based on a comparable company) 70.29%-77.19 % Risk Free interest rate 1.61%-2.78 % Dividend yield (on common stock) -
Summary of Outstanding Stock Options Issued to Employees and Directors	The following is a summary of outstanding stock options issued to employees and directors as of March 31, 2020: Number Exercise Average Aggregate Outstanding January 1, 2020 7,197,024 .40 - .87 4.55 - Issued 646,899 .37 7.77 - Cancelled/Expired (488,667 ) Outstanding March 31, 2020 7,355,256 .37 - .87 4.38 - Exercisable, March 31, 2020 3,831,550 .40 - .87 3.32 -
Schedule of Changes in Stockholders' Equity	The following is Changes in Stockholders’ Equity as of March 31, 2019 and March 31, 2020: Additional Common Stock paid in Accumulated Shares Amount Capital (Deficit) Total Balance January 1, 2019 122,770,960 $ 123 $ 41,118,649 $ (41,153,820 ) $ (35,048 ) Exercise of warrants 3,141,454 3 1,884,869 1,884,872 Issuance of stock for services 173,446 - 181,040 - 181,040 Equity based compensation - - 136,941 - 136,941 Warrants issued to Management - - 758,754 - 758,754 Issuance of stock for capital raise 4,000,000 4 2,399,996 - 2,400,000 Warrant modification - - 307,460 - 307,460 Net (loss) for the year - - - (2,847,262 ) (2,847,262 ) Balance March 31, 2019 130,085,860 $ 130 $ 46,787,709 $ (44,001,032 ) $ 2,786,807 Additional Common Stock paid in Accumulated Shares Amount Capital (Deficit) Total Balance January 1, 2020 130,341,737 $ 130 $ 47,030,716 (46,747,122 ) $ 283,724 Issuance of stock for capital raise, net of offering costs of $27,200 7,650,000 8 3,797,792 - 3,797,800 Conversion of debt 4,623,615 5 1,313,757 - 1,313,762 Interest paid in shares 632,251 - 379,350 - 379,350 Issuance of stock for services - - 12,500 - 12,500 Equity based compensation - - 138,712 - 138,712 Warrants issued to management - - 167,892 - 167,892 Warrant Modification - - 18,899 - 18,899 Warrant issued for note extension - - 75,184 - 75,184 Net (loss) for the year - - - (743,066 ) (743,066 ) Balance March 31, 2020 143,247,603 $ 143 $ 52,934,802 (47,490,188 ) $ 5,444,757

Outstanding Warrants (Tables)

Outstanding Warrants (Tables)	3 Months Ended
	Mar. 31, 2020
Outstanding Warrants
Summary of Outstanding Warrants	The following is a summary of all outstanding warrants as of March 31, 2020: Number of price remaining term intrinsic value Warrants issued in connection with private placements of common stock 19,048,606 $ 0.53 - $1.00 1.96 $ - Warrants issued in connection with private placement of notes 3,955,000 $ 1.00 .75 $ - Warrants issued in connection with convertible note 3,539,259 $ 0.70 .80 $ - Warrants issued in connection with settlement of deferred compensation 3,169,599 $ 0.27 - 0.70 4.50 $ -

Summary of Significant Accoun_4

Summary of Significant Accounting Policies (Details Narrative) - USD ($)	Mar. 20, 2020	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2019
Cash federally insured limit value		$ 250,000
Cash on deposit exceeds		250,000
Cash in Escrow		2,325,000
Allowance for doubtful accounts receivable		141,788		141,788
Inventory reserve		31,476	$ 100,651	$ 100,651
Research and development expenses		85,424	156,199
Shipping and storage costs		$ 133,108	149,646
Percentage of tax benefits likelihood being realized upon ultimate settlement		Greater than 50%
Gain on extinguishment of debt	$ (379,200)	$ (379,200)
Patents [Member]
Intangible assets useful life		20 years
Co-packing Agreement [Member] | Yarnell Operations, LLC [Member]
Restricted cash		$ 70,064

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Summary of Estimated Useful Lives of Assets (Details)	3 Months Ended
	Mar. 31, 2020
Furniture and Fixtures [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives	5 years
Manufacturing Equipment and Customer Equipment [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives	3 years
Manufacturing Equipment and Customer Equipment [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives	7 years
Vehicles [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives	5 years

Inventory (Details Narrative)

Inventory (Details Narrative) - USD ($)	Mar. 31, 2020	Dec. 31, 2019	Mar. 31, 2019
Inventory Disclosure [Abstract]
Inventory reserve	$ 31,476	$ 100,651	$ 100,651

Inventory - Schedule of Invento

Inventory - Schedule of Inventory (Details) - USD ($)	Mar. 31, 2020	Dec. 31, 2019
Inventory Disclosure [Abstract]
Raw materials	$ 368,832	$ 286,027
Finished goods, net of reserve	302,514	348,719
Inventory, net	$ 671,346	$ 634,746

Property Plant and Equipment (D

Property Plant and Equipment (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 134,246	$ 186,074
Depreciation expense in Cost of Goods Sold	$ 8,447	$ 12,106

Property Plant and Equipment -

Property Plant and Equipment - Schedule of Major Classes of Property and Equipment (Details) - USD ($)	Mar. 31, 2020	Dec. 31, 2019
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 3,574,818	$ 3,557,742
Less: accumulated depreciation	(1,928,602)	(1,787,967)
Property and equipment	1,646,216	1,769,775
Equipment not yet placed in service	642,430	636,542
Property and equipment, net of depreciation	2,288,646	2,406,317
Furniture and Fixtures [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	1,524	1,524
Manufacturing Equipment and Customer Equipment [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	3,538,712	3,521,636
Leasehold Improvements [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	4,886	4,886
Vehicles [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 29,696	$ 29,696

Intangible Assets (Details Narr

Intangible Assets (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
Patent costs	$ 764,891		$ 764,891
Trademarks costs	110,447		108,632
Accumulated amortization on patents and trademarks	$ 409,923		$ 394,020
Expiration date of patents	Dec. 31, 2025
Amortization of intangible assets	$ 15,902	$ 15,902

Intangible Assets - Schedule of

Intangible Assets - Schedule of Estimated Future Amortization Expense Related to Intangible Property (Details)	Mar. 31, 2020USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2020 (nine months remaining)	$ 47,708
2021	63,610
2022	63,610
2023	63,610
2024	63,610
Later years	52,280
Intangible asset, net of amortization	$ 354,968

Convertible Notes (Related an_3

Convertible Notes (Related and Unrelated Party) (Details Narrative) - USD ($)	Mar. 20, 2020	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2019
Convertible notes		$ 1,298,396		$ 2,740,561
Debt maturity date		Mar. 31, 2022
Debt conversion, description	If the volume-weighted average trading price for the 20 consecutive trading days that conclude upon 6 months after the initial closing (the "Six Month Price") exceeds or equals $0.50 per share (the "Target Price"), the per share purchase price will not be adjusted. If the Six Month Price is less than the Target Price, the per share purchase price will be automatically reduced to the Six Month Price, but in no event less than $0.35 per share, in which case the Company shall issue to each investor, pro-rata based on such investor's investment: (a) shares in a quantity that equals the difference between the number of shares issued to such purchaser at closing and the number of shares that would have been issued to such purchaser at closing at the Six Month Price; and (b) a warrant for a number of shares of common stock equal to 50% of the difference between the number of shares issued to such investor at closing and the number of shares that would have been issued to such investor at closing at the Six Month Price, with an exercise price equal to the sum of $0.10 per share and the Six Month Price, but in no eventless than $0.45 per share. The exercise price per share for each warrant will automatically adjust to the sum of $0.10 per share and the Six-Month Price, but in no event less than $0.45 per share.
Fair value of warrants			$ 307,460
Convertible note, net of discount		171,360		150,742
Convertible note related party, non-current		192,763		1,181,942
Convertible note non-current		934,273		$ 1,407,877
Extinguishment of debt	$ 379,200	$ 379,200
Gain on extinguishment of debt	437,201
Loss on extinguishment of debt	$ 58,001
Conversion description	The gain of $437,201 related to the portion of Convertible Notes that were converted to common stock on March 20, 2020. The loss on extinguishment of debt of $58,001related to the portion of Convertible Notes that were extended by either 24 for Milestone I, or 12 months for Milestone II.
Series CN Convertible Notes 1 [Member]
Principal balance converted into common stock	$ 720,000
Due from related parties	$ 675,000
Debt instrument conversion of common stock percentage	20.00%
Convertible notes	$ 1,071,000
Remaining convertible notes	$ 1,186,167
Debt interest rate	15.00%
Debt maturity date	Mar. 20, 2022
Debt conversion, description	The terms of the Series CN Note 1 were amended to increase the interest rate to 15% per annum and to extend the maturity of the outstanding principal balance by 24 months to March 20, 2022. The notes are convertible at any time prior to the maturity into our common stock at a conversion price of 0.50 per share. If the six month price is less than the 0.50 per share, the principal conversion price will be automatically reduced to the 0.50 per share, but in no event less than $0.35 per Share, in which case the Company shall issue to each purchaser, based on such purchaser's investment, (a) shares in a quantity that equals the difference between the number of Shares issued to such purchaser at closing and the number of Shares that would have been issued to such purchaser at closing at the 0.50 per share and (b) warrants in a quantity that equals fifty percent (50%) of the difference between the number of shares issued to such Purchaser at closing and the number of shares that would have been issued to such purchaser at closing at the 0.50 per share, with an exercise price that equals the sum of $0.10 per share and the 0.50 per share, but in no event less than $0.45 per share. The exercise price per share for the Convertible Note Warrants and the Bonus Warrant issued at closing will automatically adjust as well to the sum of $0.10 per share and the Six Month Price, but in no event less than $0.45 per share.
Debt conversion price	$ 0.50
Closing price of the common stock, percentage	50.00%
Series CN Convertible Notes 1 [Member] | O Warrants [Member]
Warrant issued	864,000
Series CN Convertible Notes 1 [Member] | L Warrants [Member]
Warrant issued	1,082,727
Series CN Convertible Notes 1 [Member] | L Warrants [Member] | Maximum [Member]
Warrant exercise price	$ 0.70
Series CN Convertible Notes 1 [Member] | L Warrants [Member] | Minimum [Member]
Warrant exercise price	$ 0.50
Series CN Convertible Notes 1 [Member] | P Warrants [Member]
Warrant granted	1,071,000
Series CN Convertible Notes 1 [Member] | L and P Warrants [Member]
Fair value of warrants	$ 92,266
Series CN Note 1 and 2 [Member] | P Warrants [Member]
Fair value of warrants	17,082
Debt discount	75,184
Series CN Convertible Notes 2 [Member]
Principal balance converted into common stock	1,128,000
Due from related parties	$ 590,000
Debt instrument conversion of common stock percentage	20.00%
Convertible notes	$ 168,000
Remaining convertible notes	$ 235,200
Debt interest rate	60.00%
Debt maturity date	Nov. 30, 2021
Series CN Convertible Notes 2 [Member] | O Warrants [Member]
Warrant issued	1,501,012
Series CN Convertible Notes 2 [Member] | L Warrants [Member]
Debt discount	$ 1,817
Series CN Convertible Notes 2 [Member] | L Warrants [Member] | Pre Modification [Member]
Fair value of warrants	4,279
Series CN Convertible Notes 2 [Member] | L Warrants [Member] | Post Modification [Member]
Fair value of warrants	6,096
Private Placement Offering [Member]
Proceeds from private placement	$ 3,825,000

Convertible Notes (Related an_4

Convertible Notes (Related and Unrelated Party) - Schedule of Fair Value Assumptions Used (Details)	Mar. 31, 2020
L and P Warrants [Member] | Expected Life [Member] | Minimum [Member]
Fair value assumptions, measurement input, term	1 year
L and P Warrants [Member] | Expected Life [Member] | Maximum [Member]
Fair value assumptions, measurement input, term	3 years
L and P Warrants [Member] | Volatility [Member] | Minimum [Member]
Fair value assumptions, measurement input, percentage	76.74%
L and P Warrants [Member] | Volatility [Member] | Maximum [Member]
Fair value assumptions, measurement input, percentage	98.00%
L and P Warrants [Member] | Risk Free Interest Rate [Member] | Minimum [Member]
Fair value assumptions, measurement input, percentage	15.00%
L and P Warrants [Member] | Risk Free Interest Rate [Member] | Maximum [Member]
Fair value assumptions, measurement input, percentage	41.00%
L and P Warrants [Member] | Dividend Yield [Member]
Fair value assumptions, measurement input, percentage
Warrant [Member] | Expected Life [Member]
Fair value assumptions, measurement input, term	1 year 8 months 16 days
Warrant [Member] | Volatility [Member]
Fair value assumptions, measurement input, percentage	88.02%
Warrant [Member] | Risk Free Interest Rate [Member]
Fair value assumptions, measurement input, percentage	0.37%
Warrant [Member] | Dividend Yield [Member]
Fair value assumptions, measurement input, percentage

Convertible Notes (Related an_5

Convertible Notes (Related and Unrelated Party) - Schedule of Convertible Notes (Details) - USD ($)	Mar. 31, 2020	Dec. 31, 2019
Total convertible notes	$ 1,298,396	$ 2,740,561
Convertible Note One[Member]
Convertible notes	1,181,167	2,704,800
Less: Debt discount (warrant value)	(92,266)	(325,747)
Less: Debt discount (derivative value)(Note 7)		(638,988)
Less: Debt discount (issuance costs paid)	(6,004)	(27,000)
Less: Note conversion/settlements		(803,634)
Add: Debt discount amortization	1,321	898,940
Total convertible notes	1,084,218	1,808,371
Convertible Note Two [Member]
Convertible notes	235,200	1,363,200
Less: Debt discount (warrant value)	(1,817)	(212,763)
Less: Debt discount (derivative value)(Note 7)	(13,528)	(697,186)
Less: Debt discount (issuance costs paid)	(6,004)	(23,700)
Add: Debt discount amortization	327	508,639
Total convertible notes	$ 214,178	$ 932,190

Convertible Notes (Related an_6

Convertible Notes (Related and Unrelated Party) - Schedule of Future Maturities of Convertible Notes (Details)	Mar. 31, 2020USD ($)
Debt Disclosure [Abstract]
Years ending December 31, 2020	$ 177,366
Years ending December 31, 2021	168,000
Years ending December 31, 2022	1,071,000
Years ending December 31, 2023
Years ending December 31, 2024
Future maturity of convertible notes, total	$ 1,416,366

Derivative Liabilities (Details

Derivative Liabilities (Details Narrative) - USD ($)	Mar. 20, 2020	Mar. 31, 2020
Convertible noteholders description		The Convertible Noteholders discussed in Note 6 were provided the option of extending their notes by 24 months or 12 months for the Milestone I March 14, 2020 and Milestone II November 30, 2020 Convertible Note maturities, respectively.
Derivative liabilities		$ 36,280
Series CN Convertible Notes 1 [Member]
Offering for common stock and debt restructuring	$ 110,167
Series CN Convertible Notes 2 [Member]
Offering for common stock and debt restructuring	168,000
Debt discount related to derivative liabilities	$ 13,528
Debt Conversion and Modified Extension Terms [Member]
Derivative liabilities		$ 10,834

Derivative Liabilities - Schedu

Derivative Liabilities - Schedule of Fair Value of the Derivative Liability (Details) - Derivative Liabilities [Member] - Series CN Convertible Note 2 of 2 [Member]	3 Months Ended	12 Months Ended
	Mar. 31, 2020	Dec. 31, 2019
Expected Life [Member]
Fair value assumptions, measurement input, term		11 months 4 days
Expected Life [Member] | Minimum [Member]
Fair value assumptions, measurement input, term	8 months 5 days
Expected Life [Member] | Maximum [Member]
Fair value assumptions, measurement input, term	1 year 8 months 5 days
Volatility [Member]
Fair value assumptions, measurement input, percentage		104.89
Volatility [Member] | Minimum [Member]
Fair value assumptions, measurement input, percentage	88.62
Volatility [Member] | Maximum [Member]
Fair value assumptions, measurement input, percentage	114.49
Risk Free Interest Rate [Member]
Fair value assumptions, measurement input, percentage		1.58
Risk Free Interest Rate [Member] | Minimum [Member]
Fair value assumptions, measurement input, percentage	0.15
Risk Free Interest Rate [Member] | Maximum [Member]
Fair value assumptions, measurement input, percentage	0.37
Dividend Yield [Member]
Fair value assumptions, measurement input, percentage

Derivative Liabilities - Sche_2

Derivative Liabilities - Schedule of Derivative Liability Measured at Fair Value on a Recurring Basis (Details) - Fair Value, Inputs, Level 3 [Member]	3 Months Ended
	Mar. 31, 2020USD ($)
Derivative liabilities, beginning balance	$ 211,028
Extinguishment change in derivative from conversion	(23,100)
Extinguishment change in derivative from extension	(3,440)
Initial derivative value - March 20, 2020	13,528
Net gain from change in value	(150,902)
Derivative liabilities, ending balance	$ 47,114

Derivative Liabilities - Sche_3

Derivative Liabilities - Schedule of Fair Value Hierarchy of Assets and Liabilities (Details) - USD ($)	Mar. 31, 2020	Dec. 31, 2019
Derivative Liability	$ 47,114	$ 211,028
Fair Value, Inputs, Level 1 [Member]
Derivative Liability
Fair Value, Inputs, Level 2 [Member]
Derivative Liability
Fair Value, Inputs, Level 3 [Member]
Derivative Liability	$ 47,114	$ 211,028

Commitments and Contingencies_2

Commitments and Contingencies (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2019
Commitments and Contingencies Disclosure [Abstract]
Operating lease expire date	Mar. 31, 2023
Lease expense	$ 20,062	$ 37,201
Right use of asset	189,975		$ 203,287
Lease liability	$ 202,636
Lease discount rate	10.00%
Remaining lease term	3 years

Commitments and Contingencies -

Commitments and Contingencies - Schedule of Estimate Future Maturities of Lease Liabilities (Details)	Mar. 31, 2020USD ($)
Commitments and Contingencies Disclosure [Abstract]
2020 (nine months remaining)	$ 57,228
2021	78,021
2022	80,361
2023	20,238
Total Lease payments	235,848
Less: imputed interest	(33,212)
Total lease liability	$ 202,636

Stockholders' Equity (Details N

Stockholders' Equity (Details Narrative) - USD ($)	Mar. 20, 2020	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2019
Class of Stock [Line Items]
Exercise price of options ranged		$ 0.37
Stock option vesting period		3 years
Stock option exercisable term		8 years
Fair value of stock options issued		$ 129,600
Common stock trading price per share		$ 0.38
Cancellation of options		30,000
Options expired		458,667
Fair value of warrants			$ 307,460
Equity-based compensation included additional paid in capital		138,712	$ 136,941
Escrow amount		2,325,000
Offering proceeds receivable		1,500,000
Debt conversion, description	If the volume-weighted average trading price for the 20 consecutive trading days that conclude upon 6 months after the initial closing (the "Six Month Price") exceeds or equals $0.50 per share (the "Target Price"), the per share purchase price will not be adjusted. If the Six Month Price is less than the Target Price, the per share purchase price will be automatically reduced to the Six Month Price, but in no event less than $0.35 per share, in which case the Company shall issue to each investor, pro-rata based on such investor's investment: (a) shares in a quantity that equals the difference between the number of shares issued to such purchaser at closing and the number of shares that would have been issued to such purchaser at closing at the Six Month Price; and (b) a warrant for a number of shares of common stock equal to 50% of the difference between the number of shares issued to such investor at closing and the number of shares that would have been issued to such investor at closing at the Six Month Price, with an exercise price equal to the sum of $0.10 per share and the Six Month Price, but in no eventless than $0.45 per share. The exercise price per share for each warrant will automatically adjust to the sum of $0.10 per share and the Six-Month Price, but in no event less than $0.45 per share.
O Warrants [Member]
Class of Stock [Line Items]
Stock option exercisable term	3 years
Common stock trading price per share	$ 0.50
O Warrants [Member] | Minimum [Member]
Class of Stock [Line Items]
Warrant exercise price	$ 0.60
Private Placement Offering [Member]
Class of Stock [Line Items]
Number of options to purchase common stock	7,650,000
Stock issued price per shares	$ 0.50
Proceeds from private placement	$ 3,825,000
Private placement description	The $3.825 million was received and collected in April 2020.
Executive Deferred Compensation [Member]
Class of Stock [Line Items]
Executive deferred compensation payments with the issuance of warrants		1,573,988
Fair value of warrants		251,837
Issuance of warrants		167,892
Stock based compensation		$ 83,945
Employees [Member]
Class of Stock [Line Items]
Number of options to purchase common stock		550,000
Board Members [Member]
Class of Stock [Line Items]
Number of options to purchase common stock		96,899

Stockholders' Equity - Summary

Stockholders' Equity - Summary of Fair Value of Options Using Black-Sholes Option Pricing Model (Details)	3 Months Ended
	Mar. 31, 2020
Volatility (based on a comparable company), minimum	70.29%
Volatility (based on a comparable company), maximum	77.19%
Risk Free interest rate. minimum	1.61%
Risk Free interest rate, maximum	2.78%
Dividend yield (on common stock)	0.00%
Minimum [Member]
Expected life (in years)	5 years 6 months
Maximum [Member]
Expected life (in years)	8 years

Stockholders' Equity - Summar_2

Stockholders' Equity - Summary of Outstanding Stock Options Issued to Employees and Directors (Details)	3 Months Ended
	Mar. 31, 2020USD ($)$ / sharesshares
Number of Options, Cancelled/Expired | shares	(30,000)
Exercise price per share, Outstanding, Ending	$ 0.37
Employees and Directors [Member]
Number of Options, Outstanding, Beginning | shares	7,197,024
Number of Options, Issued | shares	646,899
Number of Options, Cancelled/Expired | shares	(488,667)
Number of Options, Outstanding, Ending | shares	7,355,256
Number of Options, Exercisable | shares	3,831,550
Average remaining term in years, Outstanding, Beginning	4 years 6 months 18 days
Average remaining term in years, Outstanding, Issued	7 years 9 months 7 days
Average remaining term in years, Outstanding, Ending	4 years 4 months 17 days
Average remaining term in years, Exercisable	3 years 3 months 26 days
Aggregate intrinsic value at date of grant, Outstanding, Beginning | $
Aggregate intrinsic value at date of grant, Issued | $
Aggregate intrinsic value at date of grant, Outstanding, Ending | $
Aggregate intrinsic value at date of grant, Exercisable | $
Employees and Directors [Member] | Minimum [Member]
Exercise price per share, Outstanding, Beginning	$ 0.40
Exercise price per share, Outstanding, Ending	0.37
Exercise price per share, Exercisable	0.40
Employees and Directors [Member] | Maximum [Member]
Exercise price per share, Outstanding, Beginning	0.87
Exercise price per share, Issued	0.37
Exercise price per share, Outstanding, Ending	0.87
Exercise price per share, Exercisable	$ 0.87

Stockholders' Equity - Schedule

Stockholders' Equity - Schedule of Changes in Stockholders' Equity (Details) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Balance	$ 283,724	$ (35,048)
Exercise of warrants		1,884,872
Issuance of stock for services	12,500	181,040
Equity based compensation	138,712	136,941
Warrants issued to Management	167,892	758,754
Issuance of stock for capital raise	3,797,800	2,400,000
Warrant Modification		307,460
Conversion of debt	1,313,762
Interest paid in shares	379,350
Warrant issued for note extension	75,184
Net (loss) for the year	(743,066)	(2,847,262)
Balance	5,444,757	2,786,807
Common Stock [Member]
Balance	$ 130	$ 123
Balance, shares	130,341,737	122,770,960
Exercise of warrants		$ 3
Exercise of warrants, shares		3,141,454
Issuance of stock for services
Issuance of stock for services, shares		173,446
Equity based compensation
Warrants issued to Management
Issuance of stock for capital raise	$ 8	$ 4
Issuance of stock for capital raise, shares	7,650,000	4,000,000
Warrant Modification
Conversion of debt	$ 5
Conversion of debt, shares	4,623,615
Interest paid in shares
Interest paid in shares, shares	632,251
Net (loss) for the year
Balance	$ 143	$ 130
Balance, shares	143,247,603	130,085,860
Additional Paid in Capital [Member]
Balance	$ 47,030,716	$ 41,118,649
Exercise of warrants		1,884,869
Issuance of stock for services	12,500	181,040
Equity based compensation	138,712	136,941
Warrants issued to Management	167,892	758,754
Issuance of stock for capital raise	3,797,792	2,399,996
Warrant Modification	18,899	307,460
Conversion of debt	1,313,757
Interest paid in shares	379,350
Warrant issued for note extension	75,184
Net (loss) for the year
Balance	52,934,802	46,787,709
Accumulated (Deficit) [Member]
Balance	(46,747,122)	(41,153,820)
Exercise of warrants
Issuance of stock for services
Equity based compensation
Warrants issued to Management
Issuance of stock for capital raise
Warrant Modification
Conversion of debt
Interest paid in shares
Warrant issued for note extension
Net (loss) for the year	(743,066)	(2,847,262)
Balance	$ (47,490,188)	$ (44,001,032)

Stockholders' Equity - Schedu_2

Stockholders' Equity - Schedule of Changes in Stockholders' Equity (Details) (Parenthetical)	Mar. 31, 2020USD ($)
Equity [Abstract]
Offering costs	$ 27,200

Outstanding Warrants - Summary

Outstanding Warrants - Summary of Outstanding Warrants (Details) - Warrant [Member]	3 Months Ended
	Mar. 31, 2020USD ($)$ / sharesshares
Convertible Note [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Warrants | shares	3,539,259
Price per share	$ 0.70
Remaining term in years	9 months 18 days
Intrinsic value at date of grant | $
Settlement of Deferred Compensation [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Warrants | shares	3,169,599
Remaining term in years	4 years 6 months
Intrinsic value at date of grant | $
Minimum [Member] | Settlement of Deferred Compensation [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Price per share	$ 0.27
Maximum [Member] | Settlement of Deferred Compensation [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Price per share	$ 0.70
Private Placements of Common Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Warrants | shares	19,048,606
Remaining term in years	1 year 11 months 15 days
Intrinsic value at date of grant | $
Private Placements of Common Stock [Member] | Minimum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Price per share	$ 0.53
Private Placements of Common Stock [Member] | Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Price per share	$ 1
Private Placement of Notes [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Warrants | shares	3,955,000
Price per share	$ 1
Remaining term in years	9 months
Intrinsic value at date of grant | $

Income Taxes (Details Narrative

Income Taxes (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Income Tax Disclosure [Abstract]
Estimated effective tax rate	$ 0
Interest and penalties tax positions
Unrecognized uncertain tax positions

Liquidity (Details Narrative)

Liquidity (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2019	Dec. 31, 2018
Net cash (used for) operating activities	$ (973,554)	$ (1,873,982)
Purchase of property and equipment	16,575	160,590
Sale of common stock	3,825,000
Issuance of stock for capital raise	3,797,800	2,400,000
Warrants exercised		1,500,310
Debt maturity date	Mar. 31, 2022
Cash in escrow, and restricted cash and unrestricted	$ 2,411,198	$ 2,907,307	$ 1,091,374	$ 1,041,569
Reducing general and administrative expenses, description	We have continued to significantly reduce core operating expenses, reducing total General and Administrative Expense in the first three months of 2020 by $779,019, or 39%, as compared with the first three months of 2019.
Reducing general and administrative expenses	$ 779,019
Convertible Notes [Member]
Debt conversion converted amount	$ 2,374,763

Subsequent Events (Details Narr

Subsequent Events (Details Narrative) - Subsequent Event [Member] - Paycheck Protection Program [Member] - USD ($)	Jun. 05, 2020	May 04, 2020
Proceeds from loan		$ 568,000
Extended the period of loan forgiveness, description	On June 5, 2020, the President signed a bill which extended the period of loan forgiveness for PPP loans from 8 weeks to 24, which we believe will enable the loan to be completely forgiven.