Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Aug. 31, 2018 | Oct. 19, 2018 | |
Document And Entity Information | ||
Entity Registrant Name | Artificial Intelligence Technology Solutions Inc. | |
Entity Central Index Key | 1,498,148 | |
Document Type | 10-Q | |
Trading Symbol | AITX | |
Document Period End Date | Aug. 31, 2018 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --02-28 | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Ex Transition Period | false | |
Entity's Reporting Status Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 7,508.089 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2,019 |
CONSOLIDATED BALANCE SHEETS (Un
CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) | Aug. 31, 2018 | Feb. 28, 2018 |
Current assets: | ||
Cash | $ 16,456 | $ 24,773 |
Accounts receivable | 18,373 | 28,000 |
Device parts inventory | 265,584 | 316,113 |
Prepaid expenses and deposits | 70,277 | 83,103 |
Note receivable, net of allowance for bad debt of $40,000 and $0, respectively | 40,000 | |
Total current assets | 370,690 | 491,989 |
Revenue earning devices, net of accumulated depreciation of $14,788 and $0, respectively | 173,902 | |
Fixed assets, net of accumulated depreciation of $65,122 and $36,632, respectively | 123,566 | 158,205 |
Intangible asset, net | 49,521 | 56,248 |
Security deposit | 30,216 | 30,141 |
Total assets | 747,895 | 736,583 |
Current liabilities: | ||
Accounts payable and accrued expenses | 1,259,413 | 487,243 |
Advances payable | 8,594 | 1,594 |
Balance due on acquisition of WeSecure | 25,000 | 25,000 |
Customer deposits | 10,000 | 10,000 |
Current portion of convertible notes payable, net of discount of $2,689,736 and $3,418,636, respectively | 3,513,797 | 2,117,946 |
Loan payable - related party | 452,050 | 316,142 |
Loans payable | 175,000 | |
Vehicle loan - current portion | 17,830 | 17,830 |
Current portion of accrued interest payable | 1,001,024 | 694,592 |
Derivative liability | 16,548,058 | 31,113,844 |
Total current liabilities | 23,010,766 | 34,784,191 |
Convertible notes payable, net of discount of $389,255 and $832,373, respectively | 175,744 | 95,060 |
Accrued interest payable | 73,576 | 55,917 |
Vehicle loan | 55,348 | 64,332 |
Total liabilities | 23,315,434 | 34,999,500 |
Shareholders' deficit: | ||
Preferred Stock, undesignated; 15,645,650 shares authorized; no shares issued and outstanding | ||
Series E Preferred Stock, $0.001 par value; 4,350,000 shares authorized; 4,350,000 shares issued and outstanding | 4,350 | 4,350 |
Series F Convertible Preferred Stock, $1.00 par value; 4,350 shares authorized; 3,450 shares issued and outstanding | 3,450 | 3,450 |
Common Stock, $0.001 par value; 480,000,000 shares authorized 2,718,001 and 1,250,600 shares issued and outstanding, respectively | 2,718 | 1,250 |
Additional paid-in capital | 3,078,798 | 1,232,062 |
Preferred stock to be issued | 174,070 | |
Accumulated deficit | (25,830,925) | (35,504,029) |
Total shareholders' deficit | (22,567,539) | (34,262,917) |
Total liabilities and shareholders' deficit | $ 747,895 | $ 736,583 |
CONSOLIDATED BALANCE SHEETS (_2
CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) | Aug. 31, 2018 | Feb. 28, 2018 |
Statement of Financial Position [Abstract] | ||
Allowance for bad debt | $ 40,000 | $ 0 |
Accumulated depreciation, Revenue earning devices | 14,788 | 0 |
Accumulated depreciation of fixed assets | 65,122 | 36,632 |
Discount of current portion of convertible notes payable | 2,689,736 | 3,418,636 |
Discount of convertible notes payable | $ 389,255 | $ 832,373 |
Preferred stock, undesignated, par value (in dollars per share) | ||
Preferred stock, undesignated, authorized | 15,645,650 | 15,645,650 |
Preferred stock, undesignated, issued | ||
Preferred stock, undesignated, outstanding | ||
Series E Preferred Stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Series E Preferred Stock, authorized | 4,350,000 | 4,350,000 |
Series E Preferred Stock, issued | 4,350,000 | 4,350,000 |
Series E Preferred Stock, outstanding | 4,350,000 | 4,350,000 |
Series F Preferred Stock, par value (in dollars per share) | $ 1 | $ 1 |
Series F Preferred Stock, authorized | 4,350 | 4,350 |
Series F Preferred Stock, issued | 3,450 | 3,450 |
Series F Preferred Stock, outstanding | 3,450 | 3,450 |
Common stock, par value (in dollars per shares) | $ 0.001 | $ 0.001 |
Common stock, authorized | 480,000,000 | 480,000,000 |
Common stock, issued | 2,718,001 | 1,250,600 |
Common stock, outstanding | 2,718,001 | 1,250,600 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Aug. 31, 2018 | Aug. 31, 2017 | Aug. 31, 2018 | Aug. 31, 2017 | |
Income Statement [Abstract] | ||||
Revenues | $ 10,175 | $ 35,000 | $ 26,841 | $ 35,000 |
Cost of goods sold | 31,250 | 35,509 | ||
Gross profit (loss) | (21,075) | 35,000 | (8,668) | 35,000 |
Operating expenses: | ||||
Research and development | 64,501 | 82,997 | 233,131 | 89,633 |
General and administrative | 898,290 | 423,081 | 2,282,217 | 729,990 |
Depreciation and amortization | 29,560 | 14,958 | 51,413 | 33,694 |
Loss on impairment of fixed assets | 4,739 | 92,942 | 4,739 | 92,942 |
Total operating expenses | 997,090 | 613,978 | 2,571,500 | 946,259 |
Loss from operations | (1,018,165) | (578,978) | (2,580,168) | (911,259) |
Other income (expense), net: | ||||
Change in fair value of derivative liabilities | (1,859,253) | 751,241 | 15,992,640 | 751,241 |
Interest expense | (1,531,674) | (2,836,447) | (3,684,758) | (2,848,795) |
Loss on settlement of debt | (322,755) | (54,610) | ||
Total other income (expense), net | (3,713,682) | (2,085,206) | 12,253,272 | (2,097,554) |
Net income (loss) | $ (4,731,847) | $ (2,664,184) | $ 9,673,104 | $ (3,008,813) |
Net income (loss) per share - basic (in dollars per share) | $ (2.52) | $ (60.08) | $ 6.07 | $ (135.71) |
Net income (loss) per share - diluted (in dollars per share) | $ (2.52) | $ (60.08) | $ (0.01) | $ (135.71) |
Weighted average common shares outstanding - basic (in shares) | 1,878,320 | 44,343 | 1,594,296 | 22,171 |
Weighted average common shares outstanding - diluted (in shares) | 1,878,320 | 44,343 | 550,921,512 | 22,171 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) | 6 Months Ended | |
Aug. 31, 2018 | Aug. 31, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income (loss) | $ 9,673,104 | $ (3,008,813) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 51,413 | 33,694 |
Provision for note receivable | 40,000 | |
Loss on impairment of fixed assets | 4,739 | 92,942 |
Stock-based compensation | 540,069 | |
Change in fair value of derivative liabilities | (15,992,640) | (751,241) |
Interest expense related to penalties from debt defaults | 221,055 | |
Interest expense related to derivative liability in excess of face value of debt | 684,781 | 2,823,125 |
Amortization of debt discount | 2,352,222 | |
Loss on settlement of debt | 54,610 | |
Changes in operating assets and liabilities: | ||
Accounts receivable | 9,627 | (7,222) |
Deposits on robots | (150,000) | |
Prepaid expenses | 12,826 | |
Device parts inventory | 50,529 | |
Accounts payable and accrued expenses | 784,172 | 24,665 |
Accrued interest payable | 403,799 | 26,400 |
Customer deposits | (10,000) | |
Net cash used in operating activities | (1,109,694) | (926,450) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of fixed assets | (188,690) | (64,437) |
Cash paid for security deposit | (75) | (25,747) |
Cash acquired in reverse capitalization | 2,022 | |
Net cash used in investing activities | (188,765) | (88,162) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from convertible notes payable, net | 818,108 | 200,000 |
Proceeds from loans payable | 171,040 | |
Net borrowings on loan payable - related party | 135,908 | 23,262 |
Loan from OMVS to RAD prior to the reverse recapitalization | 752,500 | |
Repayment of vehicle loan | (8,984) | (3,903) |
Proceeds from sale of preferred shares | 174,070 | |
Net cash provided by financing activities | 1,290,142 | 971,859 |
Net change in cash | (8,317) | (42,753) |
Cash, beginning of period | 24,773 | 56,907 |
Cash, end of period | 16,456 | 14,154 |
Supplemental disclosure of cash and non-cash transactions: | ||
Cash paid for interest | 3,213 | 2,870 |
Cash paid for taxes | ||
Noncash investing and financing activities: | ||
Transfer of devices from deposits to revenue earning devices | 62,600 | |
Debt discount from derivative liabilities | 924,009 | 565,000 |
Conversion of convertible notes and interest to shares of common stock | 550,913 | |
Release of derivative liability on conversion of convertible notes payable | 757,222 | |
Settlement and exchange of convertible notes payable | 575,286 | |
Capitalization of accrued interest to convertible notes payable | $ 58,288 |
GENERAL INFORMATION
GENERAL INFORMATION | 6 Months Ended |
Aug. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GENERAL INFORMATION | 1. GENERAL INFORMATION Artificial Intelligence Technology Solutions Inc. (formerly known as On the Move Systems Corp.) (“AITX” or the “Company”) was incorporated in Florida on March 25, 2010 and reincorporated in Nevada on February 17, 2015. On August 24, 2018, Artificial Intelligence Technology Solutions Inc., changed its name from On the Move Systems Corp (“OMVS”). Robotic Assistance Devices, LLC (“RAD”), was incorporated in the State of Nevada on July 26, 2016 as a LLC. On July 25, 2017, Robotic Assistance Devices LLC converted to a C Corporation, Robotic Assistance Devices, Inc. through the issuance of 10,000 common shares to its sole shareholder. On August 28, 2017, AITX completed the acquisition of RAD (the “Acquisition”), whereby AITX acquired all the ownership and equity interest in RAD for 3,350,000 shares of AITX Series E Preferred Stock and 2,450 shares of Series F Convertible Preferred Stock. AITX’s prior business focus was transportation services, and AITX was exploring the on-demand logistics market by developing a network of logistics partnerships. As a result of the closing of the Acquisition, AITX has succeeded to the business of RAD, in which AITX purchased all of the outstanding shares of capital stock of RAD. As a result, AITX’s business going forward will consist of one segment activity which is the delivery of artificial intelligence and robotic solutions for operational, security and monitoring needs. The Acquisition was treated as a reverse recapitalization effected by a share exchange for financial accounting and reporting purposes since substantially all of AITX’s operations were disposed of as part of the consummation of the transaction. Therefore, no goodwill or other intangible assets were recorded by AITX as a result of the Acquisition. RAD is treated as the accounting acquirer as its stockholders control the Company after the Acquisition, even though AITX was the legal acquirer. As a result, the assets and liabilities and the historical operations that are reflected in these financial statements are those of RAD as if RAD had always been the reporting company. |
GOING CONCERN
GOING CONCERN | 6 Months Ended |
Aug. 31, 2018 | |
Accounting Policies [Abstract] | |
GOING CONECRN | 2. GOING CONCERN The accompanying unaudited consolidated financial statements have been prepared assuming that the Company will continue as a going concern. The accompanying financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result from the possible inability of the Company to continue as a going concern. For the six months ended August 31, 2018, the Company had negative cash flow from operating activities of $1,109,694. As of August 31, 2018, the Company has an accumulated deficit of $25,830,925 and negative working capital of $22,640,076. Management does not anticipate having positive cash flow from operations in the near future. These factors raise a substantial doubt about the Company’s ability to continue as a going concern for the twelve months following the issuance of these financial statements. The Company does not have the resources at this time to repay its credit and debt obligations, make any payments in the form of dividends to its shareholders or fully implement its business plan. Without additional capital, the Company will not be able to remain in business. Management has plans to address the Company’s financial situation as follows: In the near term, management plans to continue to focus on raising the funds necessary to implement the Company’s business plan. Management will continue to seek out debt financing to obtain the capital required to meet the Company’s financial obligations. There is no assurance, however, that lenders will continue to advance capital to the Company or that the new business operations will be profitable. The possibility of failure in obtaining additional funding and the potential inability to achieve profitability raises doubts about the Company’s ability to continue as a going concern. |
ACCOUNTING POLICIES
ACCOUNTING POLICIES | 6 Months Ended |
Aug. 31, 2018 | |
Accounting Policies [Abstract] | |
ACCOUNTING POLICIES | 3. ACCOUNTING POLICIES Basis of Presentation and Consolidation The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and in conformity with the instructions on Form 10-Q and Rule 8-03 of Regulation S-X and the related rules and regulations of the Securities and Exchange Commission (“SEC”) and should be read in conjunction with the audited financial statements and notes thereto in the Company’s latest Annual Report filed with the SEC on Form 10-K. The unaudited consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Robotic Assistance Devices, Inc., On the Move Experience, LLC and OMV Transports, LLC. All significant intercompany accounts and transactions have been eliminated in consolidation. The unaudited consolidated financial statements reflect all adjustments, consisting of normal recurring accruals, which are, in the opinion of management, necessary for a fair presentation of such statements. The results of operations for the three and six months ended August 31, 2018 are not necessarily indicative of the results that may be expected for the entire year. Cash The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. Cash and cash equivalents consist of cash on deposit with banks and money market instruments. The Company places its cash and cash equivalents with high-quality, U.S. financial institutions and, to date has not experienced losses on any of its balances. Accounts Receivable Accounts receivable are comprised of balances due from customers, net of estimated allowances for uncollectible accounts. In determining collectability, historical trends are evaluated, and specific customer issues are reviewed on a periodic basis to arrive at appropriate allowances. Device Parts Inventory Device parts inventory is stated at the lower of cost or market using the weighted average cost method. The Company records a valuation reserve for obsolete and slow-moving inventory, relying principally on specific identification of such inventory. The Company uses these device parts in the assembly of revenue earning devices (and demo devices) as well as research and development. Depending on use, the Company will transfer the parts to the corresponding asset or expense if used in research and development. A charge to income is taken when factors that would result in a need for an increase in the valuation, such as excess or obsolete inventory, are noted. Revenue Earning Devices Revenue earning devices are stated at cost. Depreciation is provided on a straight-line basis over the estimated useful life of 48 months. The Company continually evaluates revenue earning devices to determine whether events or changes in circumstances have occurred that may warrant revision of the estimated useful life or whether the devices should be evaluated for possible impairment. The Company uses a combination of the undiscounted cash flows and market approaches in assessing whether an asset has been impaired. The Company measures impairment losses based upon the amount by which the carrying amount of the asset exceeds the fair value. Fixed Assets Fixed assets are stated at cost. Depreciation is provided on the straight-line method based on the estimated useful lives of the respective assets which range from three to five years. Major repairs or improvements are capitalized. Minor replacements and maintenance and repairs which do not improve or extend asset lives are expensed currently. Demo Devices 4 years Vehicles 3 years Computer equipment 3 years Office equipment 4 years Leasehold improvements 5 years, the life of the lease The Company periodically evaluates the fair value of fixed assets whenever events or changes in circumstances indicate that its carrying amounts may not be recoverable. Upon retirement or other disposition of fixed assets, the cost and related accumulated depreciation are removed from the accounts and the resulting gain or loss, if any, is recognized in income. Intangible Assets The Company’s intangible assets are stated at cost and amortized on a straight-line basis over their five year expected useful life. The Company periodically determines if there is any impairment in value every year. Research and Development Research and development costs are expensed in the period they are incurred in accordance with ASC 730, Research and Development Contingencies Occasionally, the Company may be involved in claims and legal proceedings arising from the ordinary course of its business. The Company records a provision for a liability when it believes that it is both probable that a liability has been incurred, and the amount can be reasonably estimated. If these estimates and assumptions change or prove to be incorrect, it could have a material impact on the Company’s consolidated financial statements. Contingencies are inherently unpredictable, and the assessments of the value can involve a series of complex judgments about future events and can rely heavily on estimates and assumptions. Revenue Recognition ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)” Revenue Recognition (Topic 605) Income Taxes On July 25, 2017, Robotic Assistance Devices LLC converted to a C Corporation, Robotic Assistance Devices, Inc., through the issuance of 10,000 common shares to its sole shareholder. Prior to the conversion on July 25, 2017, income taxes are not provided in the financial statements as presented as RAD was an LLC and the income or loss flowed through to the shareholder for the two months ended February 28, 2017.Thereafter, income taxes will be accounted for under the asset and liability method from that date forward. Deferred income tax assets and liabilities are determined based on differences between financial reporting and tax bases of assets and liabilities, and net operating loss and other tax credit carry-forwards. These items are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. RAD will record a valuation allowance to reduce the deferred income tax assets to the amount that is more likely than not to be realized. Leases Lease agreements are evaluated to determine if they are capital leases meeting any of the following criteria at inception: (a) transfer of ownership; (b) bargain purchase option; (c) the lease term is equal to 75 percent or more of the estimated economic life of the leased property; or (d) the present value at the beginning of the lease term of the minimum lease payments, excluding that portion of the payments representing executory costs such as insurance, maintenance, and taxes to be paid by the lessor, including any profit thereon, equals or exceeds 90 percent of the excess of the fair value of the leased property to the lessor at lease inception over any related investment tax credit retained by the lessor and expected to be realized by the lessor. If at its inception, a lease meets any of the four lease criteria above, the lease is classified by the Company as a capital lease; and if none of the four criteria are met, the lease is classified by the Company as an operating lease. Operating lease payments are recognized as an expense in the income statement on a straight-line basis over the lease term, whereby an equal amount of rent expense is attributed to each period during the term of the lease, regardless of when actual payments are made. This generally results in rent expense in excess of cash payments during the early years of a lease and rent expense less than cash payments in the later years. The difference between rent expense recognized and actual rental payments is recorded as deferred rent and included in liabilities. Distinguishing Liabilities from Equity The Company relies on the guidance provided by ASC Topic 480, Distinguishing Liabilities from Equity Once the Company determines that a financial instrument should not be classified as a liability, the Company determines whether the financial instrument should be presented between the liability section and the equity section of the balance sheet (“temporary equity”). The Company will determine temporary equity classification if the redemption of the financial instrument is outside the control of the Company (i.e. at the option of the holder). Otherwise, the Company accounts for the financial instrument as permanent equity. Initial Measurement The Company records its financial instruments classified as liability, temporary equity or permanent equity at issuance at the fair value, or cash received. Subsequent Measurement – Financial Instruments Classified as Liabilities The Company records the fair value of its financial instruments classified as liabilities at each subsequent measurement date. The changes in fair value of its financial instruments classified as liabilities are recorded as other income (expenses). Fair Value of Financial Instruments ASC Topic 820, Fair Value Measurements and Disclosures ASC Topic 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC Topic 820 establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy under ASC Topic 820 are described as follows: ● Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities that are accessible at the measurement date. ● Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs include quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; and inputs that are derived principally from or corroborated by observable market data by correlation or other means. ● Level 3 – Inputs that are unobservable for the asset or liability. Measured on a Recurring Basis The following table presents information about our liabilities measured at fair value on a recurring basis, aggregated by the level in the fair value hierarchy within which those measurements fell: Fair Value Measurement Using Amount at Fair Value Level 1 Level 2 Level 3 August 31, 2018 Liabilities Derivative liability – conversion features pursuant to convertible notes payable $ 16,548,058 $ — $ — $ 16,548,058 February 28, 2018 Liabilities Derivative liability – conversion features pursuant to convertible notes payable $ 31,113,844 $ — $ — $ 31,113,844 See Note 13, for specific inputs used in determining fair value. The carrying amounts of the Company’s financial assets and liabilities, such as cash, accounts receivable, prepaid expenses and advances, accounts payable and accrued expenses, approximate their fair values because of the short maturity of these instruments. Earnings (Loss) per Share Basic earnings (loss) per share (“EPS”) is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS give effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing diluted EPS, the average stock price for the period is used to determine the number of shares assumed to be purchased from the exercise of stock options and/or warrants. Diluted EPS excluded all dilutive potential shares if their effect is anti-dilutive. Basic loss per common share is computed based on the weighted average number of shares outstanding during the period. Diluted loss per share is computed in a manner similar to the basic loss per share, except the weighted-average number of shares outstanding is increased to include all common shares, including those with the potential to be issued by virtue of convertible debt and other such convertible instruments. Diluted loss per share contemplates a complete conversion to common shares of all convertible instruments only if they are dilutive in nature with regards to earnings per share. Recently Adopted Accounting Pronouncements See discussion of the adoption of ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)” In August 2016, the Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments” In November 2016, the FASB issued ASU 2016-18, “Statement of Cash Flows (Topic 230)” In May 2017, the FASB issued ASU 2017-09, Modification Accounting for Share-Based Payment Arrangements Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) In July 2017, the FASB issued ASU 2017-11, Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480) and Derivatives and Hedging (Topic 815): I. Accounting for Certain Financial Instruments with Down Round Features; II. Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception Topic 480, Distinguishing Liabilities from Equity In September 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses Subsequent Events The Company has evaluated all transactions through the date the consolidated financial statements were issued for subsequent event disclosure. |
REVENUE FROM CONTRACTS WITH CUS
REVENUE FROM CONTRACTS WITH CUSTOMERS | 6 Months Ended |
Aug. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE FROM CONTRACTS WITH CUSTOMERS | 4. REVENUE FROM CONTRACTS WITH CUSTOMERS Revenue is earned primarily from two sources: 1) direct sales of goods or services and 2) short-term rentals. As disclosed in the revenue recognition section of Note 3 – Accounting Polices, the Company adopted Topic 606 in accordance with the effective date on March 1, 2018. Note 3 includes disclosures regarding the Company’s method of adoption and the impact on the Company’s financial statements. Upon adoption of Topic 842, also referred to above in Note 3, the Company plans to account for revenue earned from rental activities where an identified asset is transferred to the customer and the customer has the ability to control that asset, will be accounted for under this topic. The Company is currently evaluating the effects of Topic 842 on its financial statements. Revenue is recognized on direct sales of goods or services when persuasive evidence of an arrangement exists, goods are delivered and/or services are rendered, sales price is determinable, and collection is reasonably assured. The Company recognizes revenue from its device rental activities when persuasive evidence of a contract exists, the performance obligations have been satisfied, the transaction price is fixed or determinable and collection is reasonably assured. Performance obligations associated with device rental transactions are satisfied over the rental period. Rental periods are short-term in nature. Therefore, the Company has elected to apply the practical expedient which eliminates the requirement to disclose information about remaining performance obligations. Payments are due from customers at the completion of the rental, except for customers with negotiated payment terms, generally net 30 days or less, which are invoiced and remain as accounts receivable until collected. The following table presents revenues from contracts with customers disaggregated by product/service: Three Months Ended August 31, 2018 Six Months Ended August 31, 2018 Device rental activities $ 10,175 $ 26,431 Direct sales of goods and services — 410 $ 10,175 $ 26,841 |
PREPAID EXPENSES AND DEPOSITS
PREPAID EXPENSES AND DEPOSITS | 6 Months Ended |
Aug. 31, 2018 | |
Prepaid Expenses And Deposits | |
PREPAID EXPENSES AND DEPOSITS | 5. PREPAID EXPENSES AND DEPOSITS Prepaid expenses and deposits on device parts expected to be received within one year were comprised of the following: August 31, 2018 February 28, 2018 Deposits on device parts $ 7,070 $ — Software licenses 5,800 — Prepaid insurance 32,242 22,076 Prepaid travel — 10,488 Prepaid trade show expenses 25,165 50,539 $ 70,277 $ 83,103 |
REVENUE EARNING DEVICES
REVENUE EARNING DEVICES | 6 Months Ended |
Aug. 31, 2018 | |
Revenue Earning Devices | |
REVENUE EARNING DEVICES | 6. REVENUE EARNING DEVICES Revenue earning devices s consisted of the following: August 31, 2018 February 28, 2018 Revenue earning devices $ 188,690 $ — Less: Accumulated depreciation (14,788 ) — $ 173,902 $ — During the six months ended August 31, 2018, the Company made total additions to revenue earning devices of $188,690. Depreciation expense was $11,579 and $14,788 for the three and six months ended August 31, 2018, respectively, and $6,594 and $13,706 for the three and six months ended August 31, 2017, respectively. |
FIXED ASSETS
FIXED ASSETS | 6 Months Ended |
Aug. 31, 2018 | |
Fixed Assets | |
FIXED ASSETS | 7. FIXED ASSETS Fixed assets consisted of the following: August 31, 2018 February 28, 2018 Automobile $ 136,317 $ 136,318 Computer equipment 17,363 17,361 Office equipment 5,680 11,829 Leasehold improvements 29,328 29,329 188,688 194,837 Less: Accumulated depreciation (65,122 ) (36,632 ) $ 123,566 $ 158,205 During the six months ended August 31, 2018, the Company made no additions to fixed assets and wrote -off fixed assets having a net book value of $4,739 and recorded a corresponding loss on impairment of fixed assets. During the six months ended August 31, 2017 the Company acquired total fixed assets of $64,437. Due to several demo robots becoming non-operational during the six months ended August 31, 2017, the Company wrote down fixed assets with a net book value of $92,942 to $0 as loss on impairment of fixed assets. Depreciation expense was $14,886 and $29,898 for the three and six months ended August 31, 2018, respectively, and $8,364 and $19,988 for the three and six months ended August 31, 2017, respectively. |
INTANGIBLE ASSET
INTANGIBLE ASSET | 6 Months Ended |
Aug. 31, 2018 | |
Intangible Asset | |
INTANGIBLE ASSET | 8. INTANGIBLE ASSET Intangible asset consisted of the following: August 31, 2018 February 28, 2018 Intangible asset $ 61,901 $ 61,901 Less accumulated amortization (12,380 ) (5,653 ) $ 49,521 $ 56,248 On October 2, 2017, the Company acquired goods and other intangibles through an asset purchase agreement with WeSecure Robotics, Inc. (“WeSecure”) in exchange for $125,000 payable in 5 monthly $25,000 installments commencing in October 2017 and ending February 2018. The intangible asset primarily consisted of customer relationships and lists acquired as a part of the asset purchase agreement. The Company is treating this transaction as a business combination under ASU 2017-01 – Business Combinations: Clarifying the Definition of a Business Under the asset purchase agreement, the two principals of WeSecure were also hired on an at will basis: one as a sales director for a salary of $8,000 per month and the other as a consultant at $1,000 per month. The salary has been committed to until September 1, 2019, regardless of employment within the Company, In addition, the two principals will receive collectively a commission of $500/month for each SMP robot rented by an identified customer for one year, as long as the customer stays with the Company for two years and an additional year of commission if the two principals remain employed with the Company through September 1, 2020. They will also receive a commission of 5% of net revenues on sales to identified customers for non-SMP robots for 2 years. In addition, the Company agreed to issue 4,500 options to the two principals to purchase shares its common stock at an exercise price of $5.00 per share that vest on October 2, 2021. The purchase price was allocated to the following assets as a part of this transaction: Assets Acquired: Cash $ 17,000 Robots, parts, and equipment 46,099 Intangible assets 61,901 Total assets acquired $ 125,000 Amortization expense was $3,095 and $6,727 for the three and six months ended August 31, 2018, respectively, and $0 for both the three and six months ended August 31, 2017. At both August 31, 2018 and February 28, 2018, the balance due on acquisition to WeSecure was $25,000. The acquisition was to be fully paid by February 28, 2018 per the agreement, however no notices have been sent. |
NOTE RECEIVABLE
NOTE RECEIVABLE | 6 Months Ended |
Aug. 31, 2018 | |
Note Receivable | |
NOTE RECEIVABLE | 9. NOTE RECEIVABLE On March 13, 2017, the Company loaned $40,000 to a third party vendor. The note bore interest at 18% per annum and was payable on April 13, 2017. The note was not repaid by the due date. The note was subsequently amended to bear interest of 2% per month plus a $10,000 fee. It was payable on December 31, 2017 and is secured in senior rank on all assets of the borrower. The Company evaluated the note receivable to determine whether its lending activities create a variable interest entity that would require consolidation and determined that it does not create a variable interest entity. Based on the current information available, the Company recorded a full allowance for this note of $40,000, during the current period with a corresponding adjustment to bad debt expense. |
CONVERTIBLE NOTES PAYABLE
CONVERTIBLE NOTES PAYABLE | 6 Months Ended |
Aug. 31, 2018 | |
Debt Disclosure [Abstract] | |
CONVERTIBLE NOTES PAYABLE | 10. CONVERTIBLE NOTES PAYABLE Convertible notes payable consisted of the following: Balance Balance Interest Conversion August 31, February 28, Issued Maturity Rate Rate per Share 2018 2018 February 28, 2011 February 26, 2013 * 18% $0.015 (3) $32,600 $32,600 January 31, 2013 February 28, 2017 * 25% $0.010 (3) 119,091 119,091 May 31, 2013 November 30, 2016 * 25% $0.010 (3) 261,595 261,595 August 31, 2014 November 30, 2016 * 25% $0.002 (3) 355,652 355,652 November 30, 2014 November 30, 2016 * 25% $0.002 (3) 103,950 103,950 February 28, 2015 February 28, 2017 * 25% $0.001 (3) 63,357 63,357 May 31, 2015 August 31, 2017 * 25% $1.000 (3) 65,383 65,383 August 31, 2015 August 31, 2017 * 25% $0.300 (3) 91,629 91,629 November 30, 2015 November 30, 2018 10% $0.300 (3) 269,791 269,791 February 29, 2016 February 28, 2019 10% 60% discount (2) 95,245 95,245 May 31, 2016 May 31, 2019 10% $0.003 (3) 35,100 35,100 July 18, 2016 July 18, 2017 * 10% 49% discount (2) 3,500 3,500 December 31, 2016 December 31, 2020 8% 35% discount (2) 65,000 65,000 January 15, 2017 January 15, 2021 8% 35% discount (2) 50,000 50,000 January 15, 2017 January 15, 2021 8% 35% discount (2) 100,000 100,000 January 16, 2017 January 16, 2021 8% 35% discount (2) 150,000 150,000 March 8, 2017 March 8, 2020 10% 40% discount (2) 100,000 100,000 March 9, 2017 March 9, 2021 8% 35% discount (2) 50,000 50,000 March 21, 2017 March 21, 2018 * 22% 40% discount (2) — 30,000 April 4, 2017 December 4, 2017 * 10% 40% discount (2) — 12,066 April 19, 2017 April 19, 2018 * 24% 50% discount (2) 96,250 96,250 April 20, 2017 January 30, 2018 * 22% 40% discount (1) — 28,000 April 26, 2017 April 26, 2018 * 0% $0.10 67 67 May 1, 2017 May 1, 2021 8% 35% discount 50,000 50,000 May 4, 2017 May 4, 2018 * 24% 40% discount 143,000 150,000 May 15, 2017 May 15, 2018 * 0% $0.10 1,280 1,280 May 17, 2017 May 17, 2020 10% 40% discount (1) 85,000 85,000 June 7, 2017 June 7, 2018 * 24% 40% discount (2) 200,000 200,000 June 16, 2017 June 16, 2018 * 0% $0.10 750 750 July 6, 2017 July 6, 2018 * 24% 40% discount (2) 200,000 200,000 August 8, 2017 August 8, 2018 * 8% 40% discount (2) 125,000 125,000 July 28, 2017 July 28, 2018 * 15% 50% discount (2) — 116,875 August 29, 2017 August 29, 2018 * 24% 50% discount (2) 147,500 247,500 September 1, 2017 September 1, 2018 0% lower of 50% discount/ $0.50 187,000 187,000 September 12, 2017 September 12, 2018 8% 40% discount (2) — 128,000 September 25, 2017 September 25, 2018 15% 50% discount (2) — 398,750 October 4, 2017 May 4, 2018 * 24% 40% discount (2) 150,000 150,000 October 16, 2017 October 16, 2018 15% 50% discount (2) 345,000 345,000 November 22, 2017 November 22, 2018 15% 50% discount (2) 500,250 500,250 December 28, 2017 August 28, 2017 * 10% 40% discount (2) 36,500 60,500 December 29, 2017 December 29, 2018 15% 50% discount (2) 330,000 330,000 January 9, 2018 January 9, 2019 8% 40% discount (2) 82,500 82,500 January 30, 2018 January 30, 2019 15% 50% discount (2) 300,000 300,000 February 21, 2018 February 21, 2019 15% 50% discount (2) 300,000 300,000 March 14, 2018 March 14, 2019 10% 40% discount (2) 50,000 — March 16, 2018 March 16, 2019 15% 50% discount (2) 95,000 — June 7, 2017 June 7, 2018 * 8% 40% discount (2) 200,000 — April 9, 2018 April 9, 2019 15% 50% discount (2) 55,000 — March 21, 2017 March 21, 2018 * 24% 40% discount (2) 15,000 — March 21, 2017 March 21, 2018 * 24% 40% discount (2) 40,000 — April 17, 2018 April 17, 2019 8% 45% discount (2) — — April 20, 2018 April 20, 2019 8% 40% discount (2) 49,904 — May 2, 2018 December 2, 2018 10% 40% discount (2) 77,000 — May 4, 2018 May 4, 2019 12% 50% discount (2) 102,765 — May 14, 2018 December 14, 2018 10% 50% discount (2) 51,725 — May 23, 2018 May 23, 2019 10% 50% discount (2) 110,000 — June 6, 2018 June 6, 2019 15% 50% discount (2) 296,279 — June 19, 2018 March 19, 2019 15% 50% discount (2) 110,649 — July 6, 2017 July 6, 2018 * 8% 40% discount (2) 95,000 — August 1, 2018 August 1, 2019 15% 50% discount (2) 32,500 — August 23, 2018 August 23, 2019 8% 45% discount (2) 95,720 — 6,768,532 6,136,681 Less: current portion of convertible notes payable (6,203,533) (5,536,582) Less: discount on noncurrent convertible notes payable (389,255) (505,039) Noncurrent convertible notes payable, net of discount $175,744 $95,060 Current portion of convertible notes payable $6,203,533 $5,536,582 Less: discount on current portion of convertible notes payable (2,689,736) (3,418,636) Current portion of convertible notes payable, net of discount $3,513,797 $2,117,946 __________ * The indicated notes were in default as of August 31, 2018. (1) The note is convertible beginning six months after the date of issuance. (2) The notes are convertible at a discount (as indicated) to the average market price and are accounted for and evaluated under ASC 480 as discussed in Note 3. (3) The conversion price is not subject to adjustment from forward or reverse stock splits. During the three months ended August 31, 2018 and 2017, the Company incurred original issue discounts of $13,960 and $565,000, respectively, and derivative discounts of $123,401 and $0, respectively, related to new convertible notes payable. These amounts are included in discounts on convertible notes payable and are being amortized to interest expense over the life of the convertible notes payable. During the three months ended August 31, 2018 and 2017, the Company recognized interest expense related to the amortization of debt discount of $1,218,459 and $0, respectively. The Company recorded penalty interest of $35,265 during the three months ended August 31, 2018. During the six months ended August 31, 2018 and 2017, the Company incurred original issue discounts of $62,853 and $565,000, respectively, and derivative discounts of $924,009 and $0, respectively, related to new convertible notes payable. These amounts are included in discounts on convertible notes payable and are being amortized to interest expense over the life of the convertible notes payable. During the six months ended August 31, 2018 and 2017, the Company recognized interest expense related to the amortization of debt discount of $2,352,222 and $0, respectively. The Company recorded penalty interest of $221,055 during the six months ended August 31, 2018. All the notes above are unsecured. As of August 31, 2018, the Company had total accrued interest payable of $1,074,600, of which $1,001,024 is classified as current and $73,576 is classified as noncurrent. Convertible notes issued On January 5, 2018, the Company issued an additional convertible promissory note to an investor with an aggregate principal amount of $250,000, due on January 5, 2019 for cash proceeds of $225,000 payable in tranches, with an original issue discount of $25,000. Each tranche matures one year after disbursement. The promissory note is convertible into common shares of the Company and a conversion price equal to 60% of the lowest trading price of the Company’s common stock for the last 25 trading days prior to conversion, and has a 10% per annum interest rate commencing on January 5, 2018. On March 14, 2018, this note was amended to include the issuance of warrants to purchase 333,333 shares of the Company’s common stock with an exercise price of $0.15 with a 3-year maturity, and to change the date of the note to March 14, 2018, coinciding with the payment of the first tranche of $50,000 including cash proceeds of $43,000, fees of $2,000 and an original issue discount of $5,000. On March 1, 2018, the Company issued a convertible redeemable note to an investor with an aggregate principal amount of $95,000, due on March 1, 2019 for cash proceeds of $95,000. The promissory note is convertible into units of the Company comprised of one share of common stock and one warrant to purchase a share of common stock with a three-year maturity and a conversion price equal to 50% of the lowest bid price of the Company’s common stock for the last 40 trading days prior to conversion, and has a 15% per annum interest rate. In March 2018 and April 2018, an investor paid the Company $200,000 in exchange for a June 7, 2017 back end note for $200,000 that matured on June 7, 2018. The note is convertible into common shares of the Company and a conversion price equal to 60% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion, and has an 8% per annum interest rate. On April 9, 2018, the Company issued a convertible redeemable note to an investor with an aggregate principal amount of $55,000, due on April 9, 2019 for cash proceeds of $55,000. The promissory note is convertible into units of the Company comprised of one share of common stock and one warrant to purchase a share of common stock with a three-year maturity and a conversion price equal to 50% of the lowest bid price of the Company’s common stock for the last 40 trading days prior to conversion, and has a 15% per annum interest rate. In April 2018, the Company received $76,000 of proceeds from an investor for two back-end notes with a total principal amount of $80,000, including original issue discounts of $4,000 and a one-year maturity. The back-end notes are convertible into common shares of the Company at a conversion price equal to 60% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion, and have an 8% per annum interest rate. On May 2, 2018, the Company received $70,000 of proceeds from an investor for a promissory note with a principal amount of $77,000, including an original issue discounts of $7,000 and an eight-month maturity. The promissory note is convertible into common shares of the Company at a conversion price equal to 60% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion, and has a 10% per annum interest rate. On May 4, 2018, the Company received $71,500 of proceeds from an investor for a promissory note with a principal amount of $82,500, including an original issue discounts of $19,892 and a one-year maturity. The promissory note is convertible into common shares of the Company at a conversion price equal to 50% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion, and has a 12% per annum interest rate. On May 23, 2018, the Company received $90,108 of proceeds from an investor for a promissory note with a principal amount of $110,000, including an original issue discounts of $19,892 and an eight-month maturity. The promissory note is convertible into common shares of the Company at a conversion price equal to 50% of the lowest trading price of the Company’s common stock for the last 40 trading days prior to conversion, and has a 10% per annum interest rate. In July and August 2018, the Company received $85,000 of proceeds from an investor for a back end note date July 6, 2017 principal amount of $95,000, including an original issue discounts of $10,000 and a twelve-month maturity. The promissory note is convertible into common shares of the Company at a conversion price equal to 60% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion, and has an 8% per annum interest rate. On July and August 2018, the Company received $32,500 of proceeds from an investor for a promissory note with a principal amount of $32,500, and a one-year maturity. The promissory note is convertible into common shares of the Company at a conversion price equal to 50% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion, and has a 15% per annum interest rate commencing on August 1, 2018. During the six months ended August 31, 2018, the Company also had the following activity: ● a debt holder transferred debt of $344,040, including accrued interest to third parties, who exchanged it for new convertible notes totaling $344,040; $100,000 with a one-year maturity, maturing on April 17, 2019, and bearing interest at 8% per annum; $144,404, with a one-year maturity, maturing on April 20, 2019, and bearing interest at 8% per annum; and $100,000 with an eight-month maturity, maturing on December 14, 2018, bearing interest at 10% per annum. A gain on settlement of debt of $268,145 was recorded that includes the amount of associated derivative liability that was written off. ● a debt holder transferred debt of $299,200, including accrued interest to third parties, who exchanged it for a replacement convertible note totaling $299,200; with the same term and conditions, a one-year maturity, maturing on September 25, 2018, and bearing interest at 15% per annum. A loss on settlement of debt of $484,484 was recorded that includes the amount of associated derivative liability that was written off. ● a debt holder transferred debt of $132,149, including accrued interest to third parties, who exchanged it for a replacement convertible note totaling $132,149; with an eight-month maturity, maturing on March 19, 2019, and bearing interest at 15% per annum. A gain on settlement of debt of $71,100 was recorded that includes the amount of associated derivative liability that was written off. ● the Company exchanged a replacement note issued on April 17,2018 for principal of $100,000 and a one-year maturity, maturing on April 17, 2019, and bearing interest at 8% per annum for another replacement note issued on August 23, 2018 for principal of $100,000 and a one-year maturity, maturing on August 23, 2019, and bearing interest at 8% per annum. A gain on settlement of debt of $90,629 was recorded that includes the amount of associated derivative liability that was written off. Conversions to common stock During the six months ended August 31, 2018, holders of certain convertible notes payable elected to convert principal and accrued interest in the amounts shown below into shares of common stock. No gain or loss was recognized on conversions as they occurred within the terms of the agreement that provided for conversion. Conversion Date Principal Converted Interest Converted Fees Converted Total Amount Converted Shares Issued April 16, 2018 $ 132,160 $ — $ — $ 132,160 64,000 April 26, 2018 14,500 — 500 15,000 14,286 May 1, 2018 26,250 — — 26,250 25,000 May 3, 2018 5,000 — — 5,000 4,762 May 7, 2018 27,900 — — 27,900 30,000 May 10, 2018 32,400 — — 32,400 40,000 May 11, 2018 14,500 — 500 15,000 18,519 May 15, 2018 7,060 — 500 7,560 16,000 May 15, 2018 8,000 — — 8,000 9,877 May 21, 2018 20,250 — — 20,250 25,000 May 22, 2018 6,075 — — 6,075 9,000 May 24, 2018 13,056 3,300 — 16,356 20,969 May 30, 2018 8,182 — — 8,182 15,152 May 30, 2018 15,000 — — 15,000 30,000 June 7, 2018 2,922 — — 2,922 6,640 June 18, 2018 17,000 — — 17,000 40,000 June 19, 2018 14,500 — 500 15,000 29,412 June 28, 2018 18,000 — — 18,000 40,000 June 28, 2018 (7,060) — (500) (7,560) (16,000) July 5, 2018 14,500 — 500 15,000 35,714 July 5, 2018 8,818 — — 8,818 28,524 July 11, 2018 10,200 — — 10,200 40,000 July 11, 2018 14,500 — 500 15,000 49,020 July 19, 2018 16,000 — 500 16,500 50,000 July 19, 2018 11,000 1,365 — 12,365 44,055 July 23, 2018 14,500 — 500 15,000 71,429 July 25, 2018 5,000 — — 5,000 23,810 July 31, 2018 11,000 1,455 — 12,455 64,195 August 24, 2018 — 15,300 — 15,300 102,000 August 27, 2018 5,500 — 500 6,000 100,000 August 29, 2018 4,280 — 500 4,780 113,814 August 30, 2018 6,000 — — 6,000 100,000 August 31, 2018 20,000 — — 20,000 111,111 August 31, 2018 7,500 — 500 8,000 111,112 $ 524,493 $ 21,420 $ 5,000 $ 550,913 1,467,401 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Aug. 31, 2018 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | 11. RELATED PARTY TRANSACTIONS For the six months ended August 31, 2018, the Company received net advances of $135,908 from its loan payable with a related party. At August 31, 2018, the balance due to the related party was $452,050, and $316,142 at February 28, 2018. During the three and six months ended August 31, 2018, the Company paid $60,768 and $196,108 in consulting fees for research and development to a company owned by a principal shareholder. |
OTHER DEBT - VEHICLE LOAN
OTHER DEBT - VEHICLE LOAN | 6 Months Ended |
Aug. 31, 2018 | |
Other Debt - Vehicle Loan | |
OTHER DEBT - VEHICLE LOAN | 12. OTHER DEBT – VEHICLE LOAN In December 2016, the RAD entered into a vehicle loan for $47,704 secured by the vehicle. The loan is repayable over 5 years maturing November 9, 2021, and repayable $1,019 per month including interest and principal. The principal repayments were $8,984 and $3,903 for the six months ended August 31, 2018 and 2017, respectively. The balances of the amounts owed on the vehicle loan were $73,178 and $82,162 as of August 31, 2018 and February 28, 2018, respectively, of which $17,830 and $17,830 were classified as current and $55,348 and $64,332 as long-term, respectively. |
LOANS PAYABLE
LOANS PAYABLE | 6 Months Ended |
Aug. 31, 2018 | |
Loans Payable [Abstract] | |
LOANS PAYABLE | 13. LOANS PAYABLE Loans payable consisted of the following: Annual Interest Date Maturity Type Principal Rate June 11, 2018 June 11, 2019 Promissory note (3) $ 48,000 25% June 20, 2018 August 20, 2018 Promissory note (4) 50,000 20% July 30, 2018 December 1, 2018 Promissory note (2) 12,000 15% August 10, 2018 September 1, 2018 Promissory note (4) 10,000 25% August 16, 2018 August 16, 2019 Promissory note (1) 25,000 25% August 16, 2018 October 1, 2018 Promissory note (4) 10,000 25% August 23, 2018 October 20, 2018 Promissory note (4) 20,000 20% $ 175,000 (1) Repayable in 12 monthly installments of $2,376, commencing September 16, 2018 and secured. by the revenue earning devices of the Company having a net book value of at least $25,000. (2) Including an original issue discount of $3,000. (3) Repayable in 12 monthly installments of $4,562, commencing August 11, 2018 and secured by the revenue earning devices of the Company having a net book value of at least $48,000. The Company also granted warrants to purchase 2,500 shares of the Company’s common stock, with a 3-year term and an exercise price of $3.00. (4) Note is in default. No notice has been given by the note holder. |
DERIVATIVE LIABILITES
DERIVATIVE LIABILITES | 6 Months Ended |
Aug. 31, 2018 | |
Derivative Liabilites | |
DERIVATIVE LIABILITES | 14. DERIVATIVE LIABILITES As of August 31, 2018, the Company revalued the fair value of all of the Company’s derivative liabilities associated with the conversion features on the convertible notes payable and determined that it had total derivative liabilities of $16,548,058. The Company estimated the fair value of the derivative liabilities using the Monte-Carlo model using the following key assumptions during the six months August 31, 2018: Strike price $1.00 - $0.001 Fair value of Company common stock $0.0739 - $0.0110 Dividend yield 0.00% Expected volatility 258% - 116% Risk free interest rate 1.20% - 2.32% Expected term (years) 0.00 - 3.66 During the three and six months ended August 31, 2018, the Company released $75,092 and $757,222, respectively, of the Company’s derivative liability to equity due to the conversions of principal and interest on the associated notes. The changes in the derivative liabilities (Level 3 financial instruments) measured at fair value on a recurring basis for the six months ended August 31, 2018 were as follows: Balance as of February 28, 2018 $ 31,113,844 Release of derivative liability on conversion of convertible notes payable (757,222 ) Debt discount due to derivative liabilities 924,009 Derivative liability in excess of face value of debt recorded to interest expense 684,781 Increase in derivative liability due to debt settlement 575,286 Change in fair value of derivative liabilities (15,992,640 ) Balance as of August 31, 2018 $ 16,548,058 |
SHAREHOLDERS' EQUITY (DEFICIT)
SHAREHOLDERS' EQUITY (DEFICIT) | 6 Months Ended |
Aug. 31, 2018 | |
Stockholders' Equity Note [Abstract] | |
SHAREHOLDERS' EQUITY (DEFICIT) | 15. SHAREHOLDERS’ EQUITY (DEFICIT) Summary of Preferred Stock Activity During the six months ended August 31, 2018, the Company received $174,070 for the sale of 65 Series F preferred shares. As of the reporting date, these shares have not been issued and are included in preferred stock to be issued on the balance sheet. Summary of Common Stock Activity On August 24, 2018, the Company undertook a 100:1 reverse stock split. The share capital has been retrospectively adjusted accordingly to reflect this reverse stock split, except for the conversion price of certain convertible notes as the conversion price is not subject to adjustment from forward and reverse stock splits (see Note 10). During the six months ended August 31, 2018, the Company issued 1,467,401 shares of its common stock for the conversion of debt and related interest and fees totaling $550,913, including $524,493 for of principal, $21,420 interest, $5,000 in fees in connection with debt converted during the period, as well as the release of the related derivative liability (see Note 11). Summary of Stock Option Activity As part of the asset purchase agreement described in Note 8, the Company issued 4,500 options to purchase shares at an exercise price of $5.00 per share that vest on October 2, 2021. The options have a grant date fair value of $27,843, based on the Black-Scholes Option Pricing model with the following assumptions: Strike price $0.05 Fair value of Company’s common stock $0.06 Dividend yield 0.00% Expected volatility 303.81% Risk free interest rate 1.94% Expected term (years) 4.00 The Company will amortize the $27,843 over the four-year term on a straight-line basis as stock-based compensation. For the three and six months periods ended August 31, 2018, the Company amortized $4,593 and $6,346, respectively, to stock-based compensation with a corresponding adjustment to additional paid-in capital. At August 31, 2018, the unamortized expense was $18,657 and the intrinsic value was $0. During the six months ended August 31, 2018, the Company issued the following warrants as part of debt conversions (see Note 10): ● On April 16, 2018, the Company issued warrants to purchase 64,000 shares of the Company’s common stock in connection with its issuance of 64,000 shares of the Company’s common stock to an investor. The warrants have an exercise price of $2.00 per share and a three-year term. ● On June 6, 2018, the Company issued warrants to purchase 6,640 shares of the Company’s common stock in connection with its issuance of 6,640 shares of the Company’s common stock to an investor. The warrants have an exercise price of $0.44 per share and a three-year term. ● On August 24, 2018, the Company issued warrants to purchase 102,000 shares of the Company’s common stock in connection with its issuance of 102,000 shares of the Company’s common stock to an investor. The warrants have an exercise price of $0.15 per share and a three-year term. The Company also issued 2,500 warrants with an exercise price of $3.00 per share and a 3-year term on June 11, 2018, in connection with a loan payable (see Note 13). The above warrants have an aggregate grant date fair value of $533,723, based on the Black-Scholes Option Pricing model with the following assumptions: Strike price $0.15 - $3.00 Fair value of Company’s common stock $0.50 - $7.00 Dividend yield 0.00% Expected volatility 305.71% - 336.6% Risk free interest rate 2.52% - 2.68% Expected term (years) 3.00 - 5.00 The Company recorded $533,723 to stock-based compensation with a corresponding adjustment to additional paid-in capital. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Aug. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 16. COMMITMENTS AND CONTINGENCIES Litigation Occasionally, the Company may be involved in claims and legal proceedings arising from the ordinary course of its business. The Company records a provision for a liability when it believes that is both probable that a liability has been incurred, and the amount can be reasonably estimated. If these estimates and assumptions change or prove to be incorrect, it could have a material impact on the Company’s consolidated financial statements. Contingencies are inherently unpredictable, and the assessments of the value can involve a series of complex judgments about future events and can rely heavily on estimates and assumptions. In February 2016, the Company received notice that it had been sued in the Clark County District Court of Nevada. The plaintiff alleges that the Company obtained certain trade secrets through a third party also named in the suit. The Company believes the suit is without merit and intend to vigorously defend it. An arbitration was conducted on May 9, 2017, and the Plaintiff filed a Notice of Trial de Novo, seeking a review of the merit dismissal. The outcome of this matter is uncertain and there is no specific timeline available as of the date of this filing. Operating Lease The Company’s principal facility is located in Orange County, California. The lease agreement includes, escalating lease payments, renewal provisions and other provisions. The lease began in April 2017 and expires in March 2022. Rent expense is recorded over the lease terms on a straight-line basis. The security deposit of $25,747 was recorded as a long-term asset as of August 31, 2017. The Company also leases premises in Northern California. The lease began in August 2017 and expires in August 2020. The security deposit of $5,126 was paid on September 1, 2017. The Company shares premises with a supplier, who is the co-lessee. Through agreement with the supplier, the Company agreed to pay 75% of the lease costs and the supplier agreed to pay 25%. On February 1, 2018, the Company entered into an additional lease for premises for a robotic control center. The lease runs from February 1, 2018 to January 31, 2021 for $550 per month. The Company’s leases are accounted for as operating leases. Rent expense is recorded over the lease terms on a straight-line basis. Rent expense was $30,157 and $59,762 for the three and six months ended August 31, 2018. Rent expense was $16,317 and $ 26,222 for the three and six months ended August 31, 2017. At August 31, 2018, the Company’s future minimum payments are as follows: Twelve Months Ended Amount August 31, 2019 $ 120,880 August 31, 2020 120,077 August 31, 2021 72,284 August 31, 2022 33,808 $ 347,049 |
EARNINGS (LOSS) PER SHARE
EARNINGS (LOSS) PER SHARE | 6 Months Ended |
Aug. 31, 2018 | |
Earnings Loss Per Share | |
EARNINGS (LOSS) PER SHARE | 17. EARNINGS (LOSS) PER SHARE The net income (loss) per common share amounts were determined as follows: For the Three Months Ended August 31, For the Six Months Ended August 31, 2018 2017 2018 2017 Numerator: Net income (loss) $ (4,731,847 ) $ (2,664,184 ) $ 9,673,104 $ (3,008,813 ) Effect of common stock equivalents: Add: interest expense on convertible debt — — 410,184 — Less: gain on change in fair value of derivative liabilities — — (15,992,640 ) — Net income (loss) adjusted for common stock equivalents (4,731,847 ) (2,664,184 ) (5,909,352 ) (3,008,813 ) Denominator: Weighted average – basic 1,878,320 44,343 1,594,296 22,171 Dilutive effect of common stock equivalents: Stock options and warrants — — 16,436 — Convertible debt — — 539,933,679 — Preferred stock — — 9,377,102 — Weighted average shares – diluted 1,878,320 44,343 550,921,512 22,171 Net income (loss) per share – basic (2.52 ) (60.08 ) 6.07 (135.71 ) Net income (loss) per share – diluted (2.52 ) (60.08 ) (0.01 ) (135.71 ) The anti-dilutive shares of common stock equivalents for the three and six months ended August 31, 2018 and 2017 were as follows: For the Three Months Ended August 31, For the Six Months Ended August 31, 2018 2017 2018 2017 Stock options and warrants 2,294 — — — Convertible debt 542,730,108 — — — Preferred stock 9,377,102 3,518,582 — 3,518,582 Total 552,109,504 3,518,582 — 3,518,582 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Aug. 31, 2018 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 18. SUBSEQUENT EVENTS Subsequent to August 31, 2018, convertible note holders converted $110,216 of principal, $1,859 interest and $3,500 in fees into 4,790,088 shares of the Company’s common stock. Subsequent to August 31, 2018, the Company issued warrants to purchase 829,125 shares of the Company’s common stock in connection with its issuance of 829,125 shares of the Company’s common stock to an investor as a part of a debt conversion. The warrants have a fair value of $61,983 based on the Black-Scholes option pricing model. On September 13, 2018, the Company received $53,000 of proceeds from an investor for a promissory note with a principal amount of $53,000, maturing on June 13, 2019. The promissory note is convertible into common shares of the Company at a conversion price equal to 55% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion, and has a 12% per annum interest rate. On September 18, 2018, the Company received $50,000 of proceeds from an investor for a promissory note with a principal amount of $50,000, maturing on March 17, 2019. The promissory note is convertible into common shares of the Company at a conversion price equal to 50% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion, and has a 10% per annum interest rate. On September 20, 2018, the Company received $39,350 of proceeds from an investor for a promissory note with a principal amount of $39,350, maturing on September 20, 2019. The promissory note is convertible into common shares of the Company at a conversion price equal to 50% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion, and has a 15% per annum interest rate. |
ACCOUNTING POLICIES (Policies)
ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Aug. 31, 2018 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Basis of Presentation and Consolidation The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and in conformity with the instructions on Form 10-Q and Rule 8-03 of Regulation S-X and the related rules and regulations of the Securities and Exchange Commission (“SEC”) and should be read in conjunction with the audited financial statements and notes thereto in the Company’s latest Annual Report filed with the SEC on Form 10-K. The unaudited consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Robotic Assistance Devices, Inc., On the Move Experience, LLC and OMV Transports, LLC. All significant intercompany accounts and transactions have been eliminated in consolidation. The unaudited consolidated financial statements reflect all adjustments, consisting of normal recurring accruals, which are, in the opinion of management, necessary for a fair presentation of such statements. The results of operations for the three and six months ended August 31, 2018 are not necessarily indicative of the results that may be expected for the entire year. |
Cash | Cash The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. Cash and cash equivalents consist of cash on deposit with banks and money market instruments. The Company places its cash and cash equivalents with high-quality, U.S. financial institutions and, to date has not experienced losses on any of its balances. |
Accounts Receivable | Accounts Receivable Accounts receivable are comprised of balances due from customers, net of estimated allowances for uncollectible accounts. In determining collectability, historical trends are evaluated, and specific customer issues are reviewed on a periodic basis to arrive at appropriate allowances. |
Device Parts Inventory | Device Parts Inventory Device parts inventory is stated at the lower of cost or market using the weighted average cost method. The Company records a valuation reserve for obsolete and slow-moving inventory, relying principally on specific identification of such inventory. The Company uses these device parts in the assembly of revenue earning devices (and demo devices) as well as research and development. Depending on use, the Company will transfer the parts to the corresponding asset or expense if used in research and development. A charge to income is taken when factors that would result in a need for an increase in the valuation, such as excess or obsolete inventory, are noted. |
Revenue Earning Devices | Revenue Earning Devices Revenue earning devices are stated at cost. Depreciation is provided on a straight-line basis over the estimated useful life of 48 months. The Company continually evaluates revenue earning devices to determine whether events or changes in circumstances have occurred that may warrant revision of the estimated useful life or whether the devices should be evaluated for possible impairment. The Company uses a combination of the undiscounted cash flows and market approaches in assessing whether an asset has been impaired. The Company measures impairment losses based upon the amount by which the carrying amount of the asset exceeds the fair value. |
Fixed Assets | Fixed Assets Fixed assets are stated at cost. Depreciation is provided on the straight-line method based on the estimated useful lives of the respective assets which range from three to five years. Major repairs or improvements are capitalized. Minor replacements and maintenance and repairs which do not improve or extend asset lives are expensed currently. Demo Devices 4 years Vehicles 3 years Computer equipment 3 years Office equipment 4 years Leasehold improvements 5 years, the life of the lease The Company periodically evaluates the fair value of fixed assets whenever events or changes in circumstances indicate that its carrying amounts may not be recoverable. Upon retirement or other disposition of fixed assets, the cost and related accumulated depreciation are removed from the accounts and the resulting gain or loss, if any, is recognized in income. |
Intangible Assets | Intangible Assets The Company’s intangible assets are stated at cost and amortized on a straight-line basis over their five year expected useful life. The Company periodically determines if there is any impairment in value every year. |
Research and Development | Research and Development Research and development costs are expensed in the period they are incurred in accordance with ASC 730, Research and Development |
Contingencies | Contingencies Occasionally, the Company may be involved in claims and legal proceedings arising from the ordinary course of its business. The Company records a provision for a liability when it believes that it is both probable that a liability has been incurred, and the amount can be reasonably estimated. If these estimates and assumptions change or prove to be incorrect, it could have a material impact on the Company’s consolidated financial statements. Contingencies are inherently unpredictable, and the assessments of the value can involve a series of complex judgments about future events and can rely heavily on estimates and assumptions. |
Revenue Recognition | Revenue Recognition ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)” Revenue Recognition (Topic 605) |
Income Taxes | Income Taxes On July 25, 2017, Robotic Assistance Devices LLC converted to a C Corporation, Robotic Assistance Devices, Inc., through the issuance of 10,000 common shares to its sole shareholder. Prior to the conversion on July 25, 2017, income taxes are not provided in the financial statements as presented as RAD was an LLC and the income or loss flowed through to the shareholder for the two months ended February 28, 2017.Thereafter, income taxes will be accounted for under the asset and liability method from that date forward. Deferred income tax assets and liabilities are determined based on differences between financial reporting and tax bases of assets and liabilities, and net operating loss and other tax credit carry-forwards. These items are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. RAD will record a valuation allowance to reduce the deferred income tax assets to the amount that is more likely than not to be realized. |
Leases | Leases Lease agreements are evaluated to determine if they are capital leases meeting any of the following criteria at inception: (a) transfer of ownership; (b) bargain purchase option; (c) the lease term is equal to 75 percent or more of the estimated economic life of the leased property; or (d) the present value at the beginning of the lease term of the minimum lease payments, excluding that portion of the payments representing executory costs such as insurance, maintenance, and taxes to be paid by the lessor, including any profit thereon, equals or exceeds 90 percent of the excess of the fair value of the leased property to the lessor at lease inception over any related investment tax credit retained by the lessor and expected to be realized by the lessor. If at its inception, a lease meets any of the four lease criteria above, the lease is classified by the Company as a capital lease; and if none of the four criteria are met, the lease is classified by the Company as an operating lease. Operating lease payments are recognized as an expense in the income statement on a straight-line basis over the lease term, whereby an equal amount of rent expense is attributed to each period during the term of the lease, regardless of when actual payments are made. This generally results in rent expense in excess of cash payments during the early years of a lease and rent expense less than cash payments in the later years. The difference between rent expense recognized and actual rental payments is recorded as deferred rent and included in liabilities. |
Distinguishing Liabilities from Equity | Distinguishing Liabilities from Equity The Company relies on the guidance provided by ASC Topic 480, Distinguishing Liabilities from Equity Once the Company determines that a financial instrument should not be classified as a liability, the Company determines whether the financial instrument should be presented between the liability section and the equity section of the balance sheet (“temporary equity”). The Company will determine temporary equity classification if the redemption of the financial instrument is outside the control of the Company (i.e. at the option of the holder). Otherwise, the Company accounts for the financial instrument as permanent equity. Initial Measurement The Company records its financial instruments classified as liability, temporary equity or permanent equity at issuance at the fair value, or cash received. Subsequent Measurement – Financial Instruments Classified as Liabilities The Company records the fair value of its financial instruments classified as liabilities at each subsequent measurement date. The changes in fair value of its financial instruments classified as liabilities are recorded as other income (expenses). |
Fair Value of Financial Instruments | Fair Value of Financial Instruments ASC Topic 820, Fair Value Measurements and Disclosures ASC Topic 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC Topic 820 establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy under ASC Topic 820 are described as follows: ● Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities that are accessible at the measurement date. ● Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs include quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; and inputs that are derived principally from or corroborated by observable market data by correlation or other means. ● Level 3 – Inputs that are unobservable for the asset or liability. Measured on a Recurring Basis The following table presents information about our liabilities measured at fair value on a recurring basis, aggregated by the level in the fair value hierarchy within which those measurements fell: Fair Value Measurement Using Amount at Fair Value Level 1 Level 2 Level 3 August 31, 2018 Liabilities Derivative liability – conversion features pursuant to convertible notes payable $ 16,548,058 $ — $ — $ 16,548,058 February 28, 2018 Liabilities Derivative liability – conversion features pursuant to convertible notes payable $ 31,113,844 $ — $ — $ 31,113,844 See Note 13, for specific inputs used in determining fair value. The carrying amounts of the Company’s financial assets and liabilities, such as cash, accounts receivable, prepaid expenses and advances, accounts payable and accrued expenses, approximate their fair values because of the short maturity of these instruments. |
Earnings (Loss) per Share | Earnings (Loss) per Share Basic earnings (loss) per share (“EPS”) is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS give effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing diluted EPS, the average stock price for the period is used to determine the number of shares assumed to be purchased from the exercise of stock options and/or warrants. Diluted EPS excluded all dilutive potential shares if their effect is anti-dilutive. Basic loss per common share is computed based on the weighted average number of shares outstanding during the period. Diluted loss per share is computed in a manner similar to the basic loss per share, except the weighted-average number of shares outstanding is increased to include all common shares, including those with the potential to be issued by virtue of convertible debt and other such convertible instruments. Diluted loss per share contemplates a complete conversion to common shares of all convertible instruments only if they are dilutive in nature with regards to earnings per share. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements See discussion of the adoption of ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)” In August 2016, the Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments” In November 2016, the FASB issued ASU 2016-18, “Statement of Cash Flows (Topic 230)” In May 2017, the FASB issued ASU 2017-09, Modification Accounting for Share-Based Payment Arrangements |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) In July 2017, the FASB issued ASU 2017-11, Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480) and Derivatives and Hedging (Topic 815): I. Accounting for Certain Financial Instruments with Down Round Features; II. Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception Topic 480, Distinguishing Liabilities from Equity In September 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses |
Subsequent Events | Subsequent Events The Company has evaluated all transactions through the date the consolidated financial statements were issued for subsequent event disclosure. |
ACCOUNTING POLICIES (Tables)
ACCOUNTING POLICIES (Tables) | 6 Months Ended |
Aug. 31, 2018 | |
Accounting Policies [Abstract] | |
Schedule of fixed assets lives | Minor replacements and maintenance and repairs which do not improve or extend asset lives are expensed currently. Demo Devices 4 years Vehicles 3 years Computer equipment 3 years Office equipment 4 years Leasehold improvements 5 years, the life of the lease |
Schedule of measured on a recurring basis | The following table presents information about our liabilities measured at fair value on a recurring basis, aggregated by the level in the fair value hierarchy within which those measurements fell: Fair Value Measurement Using Amount at Fair Value Level 1 Level 2 Level 3 August 31, 2018 Liabilities Derivative liability – conversion features pursuant to convertible notes payable $ 16,548,058 $ — $ — $ 16,548,058 February 28, 2018 Liabilities Derivative liability – conversion features pursuant to convertible notes payable $ 31,113,844 $ — $ — $ 31,113,844 |
REVENUE FROM CONTRACTS WITH C_2
REVENUE FROM CONTRACTS WITH CUSTOMERS (Tables) | 6 Months Ended |
Aug. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of revenue from contracts with customers | The following table presents revenues from contracts with customers disaggregated by product/service: Three Months Ended August 31, 2018 Six Months Ended August 31, 2018 Device rental activities $ 10,175 $ 26,431 Direct sales of goods and services — 410 $ 10,175 $ 26,841 |
PREPAID EXPENSES AND DEPOSITS (
PREPAID EXPENSES AND DEPOSITS (Tables) | 6 Months Ended |
Aug. 31, 2018 | |
Prepaid Expenses And Deposits | |
Schedule of prepaid expenses and deposits | Prepaid expenses and deposits on device parts expected to be received within one year were comprised of the following: August 31, 2018 February 28, 2018 Deposits on device parts $ 7,070 $ — Software licenses 5,800 — Prepaid insurance 32,242 22,076 Prepaid travel — 10,488 Prepaid trade show expenses 25,165 50,539 $ 70,277 $ 83,103 |
REVENUE EARNING DEVICES (Tables
REVENUE EARNING DEVICES (Tables) | 6 Months Ended |
Aug. 31, 2018 | |
Vehicle Loan Abstract | |
Schedule of revenue earning devices | Revenue earning devices s consisted of the following: August 31, 2018 February 28, 2018 Revenue earning devices $ 188,690 $ — Less: Accumulated depreciation (14,788 ) — $ 173,902 $ — |
FIXED ASSETS (Tables)
FIXED ASSETS (Tables) | 6 Months Ended |
Aug. 31, 2018 | |
Fixed Assets | |
Schedule of fixed assets | Fixed assets consisted of the following: August 31, 2018 February 28, 2018 Automobile $ 136,317 $ 136,318 Computer equipment 17,363 17,361 Office equipment 5,680 11,829 Leasehold improvements 29,328 29,329 188,688 194,837 Less: Accumulated depreciation (65,122 ) (36,632 ) $ 123,566 $ 158,205 |
INTANGIBLE ASSET (Tables)
INTANGIBLE ASSET (Tables) | 6 Months Ended |
Aug. 31, 2018 | |
Intangible Assets Tables Abstract | |
Schedule of intangible assets | Intangible asset consisted of the following: August 31, 2018 February 28, 2018 Intangible asset $ 61,901 $ 61,901 Less accumulated amortization (12,380 ) (5,653 ) $ 49,521 $ 56,248 |
Schedule of assets and liabilities | The purchase price was allocated to the following assets as a part of this transaction: Assets Acquired: Cash $ 17,000 Robots, parts, and equipment 46,099 Intangible assets 61,901 Total assets acquired $ 125,000 |
CONVERTIBLE NOTES PAYABLE (Tabl
CONVERTIBLE NOTES PAYABLE (Tables) | 6 Months Ended |
Aug. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of convertible notes payable | Convertible notes payable consisted of the following: Balance Balance Interest Conversion August 31, February 28, Issued Maturity Rate Rate per Share 2018 2018 February 28, 2011 February 26, 2013 * 18% $0.015 (3) $32,600 $32,600 January 31, 2013 February 28, 2017 * 25% $0.010 (3) 119,091 119,091 May 31, 2013 November 30, 2016 * 25% $0.010 (3) 261,595 261,595 August 31, 2014 November 30, 2016 * 25% $0.002 (3) 355,652 355,652 November 30, 2014 November 30, 2016 * 25% $0.002 (3) 103,950 103,950 February 28, 2015 February 28, 2017 * 25% $0.001 (3) 63,357 63,357 May 31, 2015 August 31, 2017 * 25% $1.000 (3) 65,383 65,383 August 31, 2015 August 31, 2017 * 25% $0.300 (3) 91,629 91,629 November 30, 2015 November 30, 2018 10% $0.300 (3) 269,791 269,791 February 29, 2016 February 28, 2019 10% 60% discount (2) 95,245 95,245 May 31, 2016 May 31, 2019 10% $0.003 (3) 35,100 35,100 July 18, 2016 July 18, 2017 * 10% 49% discount (2) 3,500 3,500 December 31, 2016 December 31, 2020 8% 35% discount (2) 65,000 65,000 January 15, 2017 January 15, 2021 8% 35% discount (2) 50,000 50,000 January 15, 2017 January 15, 2021 8% 35% discount (2) 100,000 100,000 January 16, 2017 January 16, 2021 8% 35% discount (2) 150,000 150,000 March 8, 2017 March 8, 2020 10% 40% discount (2) 100,000 100,000 March 9, 2017 March 9, 2021 8% 35% discount (2) 50,000 50,000 March 21, 2017 March 21, 2018 * 22% 40% discount (2) — 30,000 April 4, 2017 December 4, 2017 * 10% 40% discount (2) — 12,066 April 19, 2017 April 19, 2018 * 24% 50% discount (2) 96,250 96,250 April 20, 2017 January 30, 2018 * 22% 40% discount (1) — 28,000 April 26, 2017 April 26, 2018 * 0% $0.10 67 67 May 1, 2017 May 1, 2021 8% 35% discount 50,000 50,000 May 4, 2017 May 4, 2018 * 24% 40% discount 143,000 150,000 May 15, 2017 May 15, 2018 * 0% $0.10 1,280 1,280 May 17, 2017 May 17, 2020 10% 40% discount (1) 85,000 85,000 June 7, 2017 June 7, 2018 * 24% 40% discount (2) 200,000 200,000 June 16, 2017 June 16, 2018 * 0% $0.10 750 750 July 6, 2017 July 6, 2018 * 24% 40% discount (2) 200,000 200,000 August 8, 2017 August 8, 2018 * 8% 40% discount (2) 125,000 125,000 July 28, 2017 July 28, 2018 * 15% 50% discount (2) — 116,875 August 29, 2017 August 29, 2018 * 24% 50% discount (2) 147,500 247,500 September 1, 2017 September 1, 2018 0% lower of 50% discount/ $0.50 187,000 187,000 September 12, 2017 September 12, 2018 8% 40% discount (2) — 128,000 September 25, 2017 September 25, 2018 15% 50% discount (2) — 398,750 October 4, 2017 May 4, 2018 * 24% 40% discount (2) 150,000 150,000 October 16, 2017 October 16, 2018 15% 50% discount (2) 345,000 345,000 November 22, 2017 November 22, 2018 15% 50% discount (2) 500,250 500,250 December 28, 2017 August 28, 2017 * 10% 40% discount (2) 36,500 60,500 December 29, 2017 December 29, 2018 15% 50% discount (2) 330,000 330,000 January 9, 2018 January 9, 2019 8% 40% discount (2) 82,500 82,500 January 30, 2018 January 30, 2019 15% 50% discount (2) 300,000 300,000 February 21, 2018 February 21, 2019 15% 50% discount (2) 300,000 300,000 March 14, 2018 March 14, 2019 10% 40% discount (2) 50,000 — March 16, 2018 March 16, 2019 15% 50% discount (2) 95,000 — June 7, 2017 June 7, 2018 * 8% 40% discount (2) 200,000 — April 9, 2018 April 9, 2019 15% 50% discount (2) 55,000 — March 21, 2017 March 21, 2018 * 24% 40% discount (2) 15,000 — March 21, 2017 March 21, 2018 * 24% 40% discount (2) 40,000 — April 17, 2018 April 17, 2019 8% 45% discount (2) — — April 20, 2018 April 20, 2019 8% 40% discount (2) 49,904 — May 2, 2018 December 2, 2018 10% 40% discount (2) 77,000 — May 4, 2018 May 4, 2019 12% 50% discount (2) 102,765 — May 14, 2018 December 14, 2018 10% 50% discount (2) 51,725 — May 23, 2018 May 23, 2019 10% 50% discount (2) 110,000 — June 6, 2018 June 6, 2019 15% 50% discount (2) 296,279 — June 19, 2018 March 19, 2019 15% 50% discount (2) 110,649 — July 6, 2017 July 6, 2018 * 8% 40% discount (2) 95,000 — August 1, 2018 August 1, 2019 15% 50% discount (2) 32,500 — August 23, 2018 August 23, 2019 8% 45% discount (2) 95,720 — 6,768,532 6,136,681 Less: current portion of convertible notes payable (6,203,533) (5,536,582) Less: discount on noncurrent convertible notes payable (389,255) (505,039) Noncurrent convertible notes payable, net of discount $175,744 $95,060 Current portion of convertible notes payable $6,203,533 $5,536,582 Less: discount on current portion of convertible notes payable (2,689,736) (3,418,636) Current portion of convertible notes payable, net of discount $3,513,797 $2,117,946 __________ * The indicated notes were in default as of August 31, 2018. (1) The note is convertible beginning six months after the date of issuance. (2) The notes are convertible at a discount (as indicated) to the average market price and are accounted for and evaluated under ASC 480 as discussed in Note 3. (3) The conversion price is not subject to adjustment from forward or reverse stock splits. |
Schedule of conversions to common stock | During the six months ended August 31, 2018, holders of certain convertible notes payable elected to convert principal and accrued interest in the amounts shown below into shares of common stock. No gain or loss was recognized on conversions as they occurred within the terms of the agreement that provided for conversion. Conversion Date Principal Converted Interest Converted Fees Converted Total Amount Converted Shares Issued April 16, 2018 $ 132,160 $ — $ — $ 132,160 64,000 April 26, 2018 14,500 — 500 15,000 14,286 May 1, 2018 26,250 — — 26,250 25,000 May 3, 2018 5,000 — — 5,000 4,762 May 7, 2018 27,900 — — 27,900 30,000 May 10, 2018 32,400 — — 32,400 40,000 May 11, 2018 14,500 — 500 15,000 18,519 May 15, 2018 7,060 — 500 7,560 16,000 May 15, 2018 8,000 — — 8,000 9,877 May 21, 2018 20,250 — — 20,250 25,000 May 22, 2018 6,075 — — 6,075 9,000 May 24, 2018 13,056 3,300 — 16,356 20,969 May 30, 2018 8,182 — — 8,182 15,152 May 30, 2018 15,000 — — 15,000 30,000 June 7, 2018 2,922 — — 2,922 6,640 June 18, 2018 17,000 — — 17,000 40,000 June 19, 2018 14,500 — 500 15,000 29,412 June 28, 2018 18,000 — — 18,000 40,000 June 28, 2018 (7,060) — (500) (7,560) (16,000) July 5, 2018 14,500 — 500 15,000 35,714 July 5, 2018 8,818 — — 8,818 28,524 July 11, 2018 10,200 — — 10,200 40,000 July 11, 2018 14,500 — 500 15,000 49,020 July 19, 2018 16,000 — 500 16,500 50,000 July 19, 2018 11,000 1,365 — 12,365 44,055 July 23, 2018 14,500 — 500 15,000 71,429 July 25, 2018 5,000 — — 5,000 23,810 July 31, 2018 11,000 1,455 — 12,455 64,195 August 24, 2018 — 15,300 — 15,300 102,000 August 27, 2018 5,500 — 500 6,000 100,000 August 29, 2018 4,280 — 500 4,780 113,814 August 30, 2018 6,000 — — 6,000 100,000 August 31, 2018 20,000 — — 20,000 111,111 August 31, 2018 7,500 — 500 8,000 111,112 $ 524,493 $ 21,420 $ 5,000 $ 550,913 1,467,401 |
LOANS PAYABLE (Tables)
LOANS PAYABLE (Tables) | 6 Months Ended |
Aug. 31, 2018 | |
Loans Payable [Abstract] | |
Schedule of Loans payable | Loans payable consisted of the following: Annual Interest Date Maturity Type Principal Rate June 11, 2018 June 11, 2019 Promissory note (3) $ 48,000 25% June 20, 2018 August 20, 2018 Promissory note (4) 50,000 20% July 30, 2018 December 1, 2018 Promissory note (2) 12,000 15% August 10, 2018 September 1, 2018 Promissory note (4) 10,000 25% August 16, 2018 August 16, 2019 Promissory note (1) 25,000 25% August 16, 2018 October 1, 2018 Promissory note (4) 10,000 25% August 23, 2018 October 20,2018 Promissory note (4) 20,000 20% $ 175,000 (1) Repayable in 12 monthly installments of $2,376, commencing September 16, 2018 and secured. by the revenue earning devices of the Company having a net book value of at least $25,000. (2) Including an original issue discount of $3,000. (3) Repayable in 12 monthly installments of $4,562, commencing August 11, 2018 and secured by the revenue earning devices of the Company having a net book value of at least $48,000. The Company also granted warrants to purchase 2,500 shares of the Company’s common stock, with a 3-year term and an exercise price of $3.00. (4) Note is in default. No notice has been given by the note holder. |
DERIVATIVE LIABILITES (Tables)
DERIVATIVE LIABILITES (Tables) | 6 Months Ended |
Aug. 31, 2018 | |
Derivative Liabilites Tables Abstract | |
Schedule of derivative liabilities using the Monte-Carlo | The Company estimated the fair value of the derivative liabilities using the Monte-Carlo model using the following key assumptions during the six months August 31, 2018: Strike price $1.00 - $0.001 Fair value of Company common stock $0.0739 - $0.0110 Dividend yield 0.00% Expected volatility 258% - 116% Risk free interest rate 1.20% - 2.32% Expected term (years) 0.00 - 3.66 |
Schedule of Level 3 financial instruments | The changes in the derivative liabilities (Level 3 financial instruments) measured at fair value on a recurring basis for the six months ended August 31, 2018 were as follows: Balance as of February 28, 2018 $ 31,113,844 Release of derivative liability on conversion of convertible notes payable (757,222 ) Debt discount due to derivative liabilities 924,009 Derivative liability in excess of face value of debt recorded to interest expense 684,781 Increase in derivative liability due to debt settlement 575,286 Change in fair value of derivative liabilities (15,992,640 ) Balance as of August 31, 2018 $ 16,548,058 |
SHAREHOLDERS' EQUITY (DEFICIT)
SHAREHOLDERS' EQUITY (DEFICIT) (Tables) | 6 Months Ended |
Aug. 31, 2018 | |
Stockholders' Equity Note [Abstract] | |
Schedule of black-scholes option pricing model | The options have a grant date fair value of $27,843, based on the Black-Scholes Option Pricing model with the following assumptions: Strike price $0.05 Fair value of Company’s common stock $0.06 Dividend yield 0.00% Expected volatility 303.81% Risk free interest rate 1.94% Expected term (years) 4.00 |
Schedule of black-scholes warrants pricing model | The above warrants have an aggregate grant date fair value of $533,723, based on the Black-Scholes Option Pricing model with the following assumptions: Strike price $0.15 - $3.00 Fair value of Company’s common stock $0.50 - $7.00 Dividend yield 0.00% Expected volatility 305.71% - 336.6% Risk free interest rate 2.52% - 2.68% Expected term (years) 3.00 - 5.00 |
COMMITMENTS & CONTINGENCIES (Ta
COMMITMENTS & CONTINGENCIES (Tables) | 6 Months Ended |
Aug. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of RAD's future minimum payments | At August 31, 2018, the Company’s future minimum payments are as follows: Twelve Months Ended Amount August 31, 2019 $ 120,880 August 31, 2020 120,077 August 31, 2021 72,284 August 31, 2022 33,808 $ 347,049 |
EARNINGS (LOSS) PER SHARE (Tabl
EARNINGS (LOSS) PER SHARE (Tables) | 6 Months Ended |
Aug. 31, 2018 | |
Earnings Loss Per Share Tables Abstract | |
Schedule of earnings (loss) per Share | The net income (loss) per common share amounts were determined as follows: For the Three Months Ended August 31, For the Six Months Ended August 31, 2018 2017 2018 2017 Numerator: Net income (loss) $ (4,731,847 ) $ (2,664,184 ) $ 9,673,104 $ (3,008,813 ) Effect of common stock equivalents: Add: interest expense on convertible debt — — 410,184 — Less: gain on change in fair value of derivative liabilities — — (15,992,640 ) — Net income (loss) adjusted for common stock equivalents (4,731,847 ) (2,664,184 ) (5,909,352 ) (3,008,813 ) Denominator: Weighted average – basic 1,878,320 44,343 1,594,296 22,171 Dilutive effect of common stock equivalents: Stock options and warrants — — 16,436 — Convertible debt — — 539,933,679 — Preferred stock — — 9,377,102 — Weighted average shares – diluted 1,878,320 44,343 550,921,512 22,171 Net income (loss) per share – basic (2.52 ) (60.08 ) 6.07 (135.71 ) Net income (loss) per share – diluted (2.52 ) (60.08 ) (0.01 ) (135.71 ) |
Schedule of anti-dilutive shares of common stock | The anti-dilutive shares of common stock equivalents for the three and six months ended August 31, 2018 and 2017 were as follows: For the Three Months Ended August 31, For the Six Months Ended August 31, 2018 2017 2018 2017 Stock options and warrants 2,294 — — — Convertible debt 542,730,108 — — — Preferred stock 9,377,102 3,518,582 — 3,518,582 Total 552,109,504 3,518,582 — 3,518,582 |
GENERAL INFORMATION (Details Na
GENERAL INFORMATION (Details Narrative) - shares | Aug. 28, 2017 | Aug. 31, 2018 | Feb. 28, 2018 | Jul. 25, 2017 |
Common stock, issued | 2,718,001 | 1,250,600 | ||
Robotic Assistance Devices, LLC ("RAD") [Member] | ||||
Common stock, issued | 10,000 | |||
Robotic Assistance Devices, LLC ("RAD") [Member] | Series E Preferred Stock [Member] | ||||
Number of shares isuued under acquisition | 3,350,000 | |||
Robotic Assistance Devices, LLC ("RAD") [Member] | Series F Convertible Preferred Stock [Member] | ||||
Number of shares isuued under acquisition | 2,450 |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | 6 Months Ended | ||
Aug. 31, 2018 | Aug. 31, 2017 | Feb. 28, 2018 | |
Working capital | |||
Cash flow from operating activities | $ (1,109,694) | $ (926,450) | |
Accumulated deficit | (25,830,925) | $ (35,504,029) | |
Working capital | $ 22,640,076 |
ACCOUNTING POLICIES (Details)
ACCOUNTING POLICIES (Details) - Robotic Assistance Devices, LLC ("RAD") [Member] | 6 Months Ended |
Aug. 31, 2018 | |
Demo Devices [Member] | |
Estimated useful lives | 4 years |
Vehicles [Member] | |
Estimated useful lives | 3 years |
Computer Equipment [Member] | |
Estimated useful lives | 3 years |
Office Equipment [Member] | |
Estimated useful lives | 4 years |
Leasehold Improvements [Member] | |
Estimated useful lives | 5 years |
ACCOUNTING POLICIES (Details 1)
ACCOUNTING POLICIES (Details 1) - Fair Value, Measurements, Recurring [Member] - USD ($) | Aug. 31, 2018 | Feb. 28, 2018 |
Liabilities | ||
Derivative liability - conversion features pursuant to convertible notes payable | $ 16,548,058 | $ 31,113,844 |
Level 1 [Member] | ||
Liabilities | ||
Derivative liability - conversion features pursuant to convertible notes payable | ||
Level 2 [Member] | ||
Liabilities | ||
Derivative liability - conversion features pursuant to convertible notes payable | ||
Level 3 [Member] | ||
Liabilities | ||
Derivative liability - conversion features pursuant to convertible notes payable | $ 16,548,058 | $ 31,113,844 |
ACCOUNTING POLICIES (Details Na
ACCOUNTING POLICIES (Details Narrative) - shares | Jul. 25, 2017 | Aug. 31, 2018 |
Intangible assets useful life | 5 years | |
Robotic Assistance Devices, LLC ("RAD") [Member] | ||
Issuance of authorized common shares to sole shareholder | 10,000 | |
Robotic Assistance Devices, LLC ("RAD") [Member] | Minimum [Member] | ||
Estimated useful lives | 3 years | |
Robotic Assistance Devices, LLC ("RAD") [Member] | Maximum [Member] | ||
Estimated useful lives | 5 years |
REVENUE FROM CONTRACTS WITH C_3
REVENUE FROM CONTRACTS WITH CUSTOMERS (Details) - USD ($) | 3 Months Ended | 6 Months Ended |
Aug. 31, 2018 | Aug. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | ||
Device rental activities | $ 10,175 | $ 26,431 |
Direct sales of goods and services | 410 | |
Total revenue from contracts with customers | $ 10,175 | $ 26,841 |
PREPAID EXPENSES AND DEPOSITS_2
PREPAID EXPENSES AND DEPOSITS (Details) - USD ($) | Aug. 31, 2018 | Feb. 28, 2018 |
Revenue Earning Devices Details Abstract | ||
Deposits on device parts | $ 7,070 | |
Software licenses | 5,800 | |
Prepaid insurance | 32,242 | 22,076 |
Prepaid travel | 10,488 | |
Prepaid trade show expenses | 25,165 | 50,539 |
Total Prepaid expenses and deposits | $ 70,277 | $ 83,103 |
REVENUE EARNING DEVICES (Detail
REVENUE EARNING DEVICES (Details) - Robotic Assistance Devices, LLC ("RAD") [Member] - USD ($) | Aug. 31, 2018 | Feb. 28, 2018 |
Revenue earning devices | $ 188,690 | |
Less: Accumulated depreciation | (14,788) | |
Total revenue earning devices | $ 173,902 |
REVENUE EARNING DEVICES (Deta_2
REVENUE EARNING DEVICES (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Aug. 31, 2018 | Aug. 31, 2017 | Aug. 31, 2018 | Aug. 31, 2017 | |
Depreciation expense | $ 29,560 | $ 14,958 | $ 51,413 | $ 33,694 |
Robotic Assistance Devices, LLC ("RAD") [Member] | ||||
Depreciation expense | $ 11,579 | $ 6,594 | $ 14,788 | $ 13,706 |
FIXED ASSETS (Details)
FIXED ASSETS (Details) - USD ($) | Aug. 31, 2018 | Feb. 28, 2018 |
Less: Accumulated depreciation | $ (65,122) | $ (36,632) |
Fixed assets, net of accumulated depreciation | 123,566 | 158,205 |
Robotic Assistance Devices, LLC ("RAD") [Member] | ||
Gross | 188,688 | 194,837 |
Less: Accumulated depreciation | (65,122) | (36,632) |
Fixed assets, net of accumulated depreciation | 123,566 | 158,205 |
Robotic Assistance Devices, LLC ("RAD") [Member] | Automobile [Member] | ||
Gross | 136,317 | 136,318 |
Robotic Assistance Devices, LLC ("RAD") [Member] | Computer Equipment [Member] | ||
Gross | 17,363 | 17,361 |
Robotic Assistance Devices, LLC ("RAD") [Member] | Office Equipment [Member] | ||
Gross | 5,680 | 11,829 |
Robotic Assistance Devices, LLC ("RAD") [Member] | Leasehold Improvements [Member] | ||
Gross | $ 29,328 | $ 29,329 |
FIXED ASSETS (Details Narrative
FIXED ASSETS (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Aug. 31, 2018 | Aug. 31, 2017 | Aug. 31, 2018 | Aug. 31, 2017 | |
Loss on impairment of fixed assets | $ 4,739 | $ 92,942 | ||
Robotic Assistance Devices, LLC ("RAD") [Member] | ||||
Fixed assets acquired | 64,437 | |||
Depreciation expense | $ 14,886 | $ 8,364 | 29,898 | $ 19,988 |
Loss on impairment of fixed assets | $ 4,739 | |||
impairment of fixed assets | <font style="font: 10pt Times New Roman, Times, Serif">the Company wrote down fixed assets with a net book value of $92,942 to $0 as loss on impairment of fixed assets.</font></p>" id="sjs-E8"><p style="margin: 0pt"><font style="font: 10pt Times New Roman, Times, Serif">the Company wrote down fixed assets with a net book value of $92,942 to $0 as loss on impairment of fixed assets.</font></p> |
INTANGIBLE ASSET (Details)
INTANGIBLE ASSET (Details) - USD ($) | Aug. 31, 2018 | Feb. 28, 2018 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Intangible asset | $ 61,901 | $ 61,901 |
Less accumulated amortization | (12,380) | (5,653) |
Intangible assets, net | $ 49,521 | $ 56,248 |
INTANGIBLE ASSET (Details 1)
INTANGIBLE ASSET (Details 1) - WeSecure [Member] | Aug. 31, 2018USD ($) |
Assets Acquired: | |
Cash | $ 17,000 |
Robots, parts, and equipment | 46,099 |
Intangible assets | 61,901 |
Total assets acquired | $ 125,000 |
INTANGIBLE ASSET (Details Narra
INTANGIBLE ASSET (Details Narrative) | Oct. 02, 2017USD ($)Number$ / sharesshares | Aug. 31, 2018USD ($) | Aug. 31, 2017USD ($) | Aug. 31, 2018USD ($) | Aug. 31, 2017USD ($) | Feb. 28, 2018USD ($) |
Principal face amount | $ 175,000 | $ 175,000 | ||||
Professional fees, per month | 60,768 | 196,108 | ||||
Amortization expense | $ 3,095 | $ 0 | 6,727 | $ 0 | ||
WeSecure [Member] | ||||||
Payment of acquire intangible assets | $ 25,000 | $ 25,000 | ||||
WeSecure Robotics, Inc [Member] | Director [Member] | ||||||
Salary, per month | $ 8,000 | |||||
Commission paid, per month | 500 | |||||
WeSecure Robotics, Inc [Member] | Consultant [Member] | ||||||
Professional fees, per month | 1,000 | |||||
Commission paid, per month | $ 500 | |||||
WeSecure Robotics, Inc [Member] | Director & Consultant [Member] | ||||||
Number of options issued | shares | 4,500 | |||||
Options exericse price (in dollars per share) | $ / shares | $ 5 | |||||
Vesting date | Oct. 2, 2021 | |||||
Asset Purchase Agreement [Member] | WeSecure Robotics, Inc [Member] | Promissory Note [Member] | ||||||
Principal face amount | $ 125,000 | |||||
Number of installments | Number | 5 | |||||
Face amount individual value of installment | $ 25,000 |
NOTE RECEIVABLE (Details Narrat
NOTE RECEIVABLE (Details Narrative) - USD ($) | Mar. 13, 2017 | Aug. 31, 2018 |
Adjustment to bad debt expense | $ 40,000 | |
Notes Receivable [Member] | ||
Promissory note fee amount | $ 10,000 | |
Third Party [Member] | Notes Receivable [Member] | ||
Advances receivable | $ 40,000 | |
Maturity date | Dec. 31, 2017 | |
Description of note receivable interest | The note was subsequently amended to bear interest of 2% per month plus a $10,000 fee.</font></p>" id="sjs-B8"><p><font style="font: 10pt Times New Roman, Times, Serif">The note was subsequently amended to bear interest of 2% per month plus a $10,000 fee.</font></p> | |
Description of note receivable collateral | It is payable on December 31, 2017 and is secured in senior rank on all assets of the borrower.</font></p>" id="sjs-B9"><p><font style="font: 10pt Times New Roman, Times, Serif">It is payable on December 31, 2017 and is secured in senior rank on all assets of the borrower.</font></p> |
CONVERTIBLE NOTES PAYABLE (Deta
CONVERTIBLE NOTES PAYABLE (Details) | 6 Months Ended | |||
Aug. 31, 2018USD ($)$ / shares | Feb. 28, 2018USD ($) | May 31, 2017USD ($) | ||
Total convertible notes payable | $ 6,768,532 | $ 6,136,681 | ||
Less: current portion of convertible notes payable | (6,203,533) | (5,536,582) | ||
Less: discount on noncurrent convertible notes payable | (389,255) | (505,039) | ||
Noncurrent convertible notes payable, net of discount | 175,744 | $ 95,060 | 95,060 | |
Current portion of convertible notes payable | 6,203,533 | 5,536,582 | ||
Less: discount on current portion of convertible notes payable | (3,000) | (3,418,636) | ||
Current portion of convertible notes payable, net of discount | $ 3,513,797 | 2,117,946 | $ 2,117,946 | |
18% Convertible Note Due February 26, 2013 [Member] | ||||
Issuance date | Feb. 28, 2011 | |||
Conversion rate per share | $ / shares | $ 0.015 | |||
Total convertible notes payable | $ 32,600 | 32,600 | ||
25% Convertible Note Due February 28, 2017 [Member] | ||||
Issuance date | Jan. 31, 2013 | |||
Conversion rate per share | $ / shares | $ 0.010 | |||
Total convertible notes payable | $ 119,091 | 119,091 | ||
25% Convertible Note Due November 30, 2016 [Member] | ||||
Issuance date | May 31, 2013 | |||
Conversion rate per share | $ / shares | $ 0.010 | |||
Total convertible notes payable | $ 261,595 | 261,595 | ||
25% Convertible Note Due November 30, 2016 [Member] | ||||
Issuance date | Aug. 31, 2014 | |||
Conversion rate per share | $ / shares | $ 0.002 | |||
Total convertible notes payable | $ 355,652 | 355,652 | ||
25% Convertible Note Due November 30, 2016 [Member] | ||||
Issuance date | Nov. 30, 2014 | |||
Conversion rate per share | $ / shares | $ 0.002 | |||
Total convertible notes payable | $ 103,950 | 103,950 | ||
25% Convertible Note Due February 28, 2017 [Member] | ||||
Issuance date | Feb. 28, 2015 | |||
Conversion rate per share | $ / shares | $ 0.001 | |||
Total convertible notes payable | $ 63,357 | 63,357 | ||
25% Convertible Note Due August 31, 2017 [Member] | ||||
Issuance date | May 31, 2015 | |||
Conversion rate per share | $ / shares | $ 1 | |||
Total convertible notes payable | $ 65,383 | 65,383 | ||
25% Convertible Note Due August 31, 2017 [Member] | ||||
Issuance date | Aug. 31, 2015 | |||
Conversion rate per share | $ / shares | $ 0.300 | |||
Total convertible notes payable | $ 91,629 | 91,629 | ||
10% Convertible Note Due November 30, 2018 [Member] | ||||
Issuance date | Nov. 30, 2015 | |||
Conversion rate per share | $ / shares | $ 0.300 | |||
Total convertible notes payable | $ 269,791 | 269,791 | ||
10% Convertible Note Due February 28, 2019 [Member] | ||||
Issuance date | Feb. 29, 2016 | |||
Percentage of conversion rate discount | 0.60 | |||
Total convertible notes payable | $ 95,245 | 95,245 | ||
10% Convertible Note Due May 31, 2019 [Member] | ||||
Issuance date | May 31, 2016 | |||
Conversion rate per share | $ / shares | $ 0.003 | |||
Total convertible notes payable | $ 35,100 | 35,100 | ||
10% Convertible Note Due July 18, 2017 [Member] | ||||
Issuance date | Jul. 18, 2016 | |||
Percentage of conversion rate discount | [1] | 0.49 | ||
Total convertible notes payable | $ 3,500 | 3,500 | ||
8% Convertible Note Due December 31, 2020 [Member] | ||||
Issuance date | Dec. 31, 2016 | |||
Percentage of conversion rate discount | [2] | 0.35 | ||
Total convertible notes payable | $ 65,000 | 65,000 | ||
8% Convertible Note Due January 15, 2021 [Member] | ||||
Issuance date | Jan. 15, 2017 | |||
Percentage of conversion rate discount | [2] | 0.35 | ||
Total convertible notes payable | $ 50,000 | 50,000 | ||
8% Convertible Note Due January 15, 2021 [Member] | ||||
Issuance date | Jan. 15, 2017 | |||
Percentage of conversion rate discount | [2] | 0.35 | ||
Total convertible notes payable | $ 100,000 | 100,000 | ||
8% Convertible Note Due January 16, 2021 [Member] | ||||
Issuance date | Jan. 16, 2017 | |||
Percentage of conversion rate discount | [2] | 0.35 | ||
Total convertible notes payable | $ 150,000 | 150,000 | ||
10% Convertible Note Due March 8, 2020 [Member] | ||||
Issuance date | Mar. 8, 2017 | |||
Percentage of conversion rate discount | [2] | 0.40 | ||
Total convertible notes payable | $ 100,000 | 100,000 | ||
8% Convertible Note Due March 9, 2021 [Member] | ||||
Issuance date | Mar. 9, 2017 | |||
Percentage of conversion rate discount | [2] | 0.35 | ||
Total convertible notes payable | $ 50,000 | 50,000 | ||
22% Convertible Note Due March 21, 2018 [Member] | ||||
Issuance date | Mar. 21, 2017 | |||
Percentage of conversion rate discount | [2] | 0.40 | ||
Total convertible notes payable | 30,000 | |||
10% Convertible Note Due December 4, 2017 [Member] | ||||
Issuance date | Apr. 4, 2017 | |||
Percentage of conversion rate discount | [2] | 0.40 | ||
Total convertible notes payable | 12,066 | |||
24% Convertible Note Due April 19, 2018 [Member] | ||||
Issuance date | Apr. 19, 2017 | |||
Percentage of conversion rate discount | [2] | 0.50 | ||
Total convertible notes payable | $ 96,250 | 96,250 | ||
22% Convertible Note Due January 30, 2018 [Member] | ||||
Issuance date | Apr. 20, 2017 | |||
Percentage of conversion rate discount | [3] | 0.40 | ||
Total convertible notes payable | 28,000 | |||
0% Convertible Note Due April 26, 2018 [Member] | ||||
Issuance date | Apr. 26, 2017 | |||
Conversion rate per share | $ / shares | $ 0.001 | |||
Total convertible notes payable | $ 67 | 67 | ||
8% Convertible Note Due May 1, 2021 [Member] | ||||
Issuance date | May 1, 2017 | |||
Percentage of conversion rate discount | [2] | 0.35 | ||
Total convertible notes payable | $ 50,000 | 50,000 | ||
24% Convertible Note Due May 4, 2018 [Member] | ||||
Issuance date | May 4, 2017 | |||
Percentage of conversion rate discount | [2] | 0.40 | ||
Total convertible notes payable | $ 143,000 | 150,000 | ||
0% Convertible Note Due May 15, 2018 [Member] | ||||
Issuance date | May 15, 2017 | |||
Conversion rate per share | $ / shares | $ 0.10 | |||
Total convertible notes payable | $ 1,280 | 1,280 | ||
10% Convertible Note Due May 17, 2020 [Member] | ||||
Issuance date | May 17, 2017 | |||
Percentage of conversion rate discount | [3] | 0.40 | ||
Total convertible notes payable | $ 85,000 | 85,000 | ||
24% Convertible Note Due June 7, 2018 [Member] | ||||
Issuance date | Jun. 7, 2017 | |||
Percentage of conversion rate discount | [2] | 0.40 | ||
Total convertible notes payable | $ 200,000 | 200,000 | ||
0% Convertible Note Due June 16, 2018 [Member] | ||||
Issuance date | Jun. 16, 2017 | |||
Conversion rate per share | $ / shares | $ 0.10 | |||
Total convertible notes payable | $ 750 | 750 | ||
24% Convertible Note Due July 6, 2018 [Member] | ||||
Issuance date | Jul. 6, 2017 | |||
Percentage of conversion rate discount | [2] | 0.40 | ||
Total convertible notes payable | $ 200,000 | 200,000 | ||
8% Convertible Note Due August 8, 2018 [Member] | ||||
Issuance date | Aug. 8, 2017 | |||
Percentage of conversion rate discount | [2] | 0.40 | ||
Total convertible notes payable | $ 125,000 | 125,000 | ||
15% Convertible Note Due July 28, 2018 [Member] | ||||
Issuance date | Jul. 28, 2017 | |||
Percentage of conversion rate discount | [2] | 0.50 | ||
Total convertible notes payable | 116,875 | |||
24% Convertible Note Due August 29, 2018 [Member] | ||||
Issuance date | Aug. 29, 2017 | |||
Percentage of conversion rate discount | [2] | 0.50 | ||
Total convertible notes payable | $ 147,500 | 247,500 | ||
0% Convertible Note Due September 1, 2018 [Member] | ||||
Issuance date | Sep. 1, 2017 | |||
Percentage of conversion rate discount | [2] | 0.50 | ||
Total convertible notes payable | $ 187,000 | 187,000 | ||
8% Convertible Note Due September 12, 2018 [Member] | ||||
Issuance date | Sep. 12, 2017 | |||
Percentage of conversion rate discount | [2] | 0.40 | ||
Total convertible notes payable | 128,000 | |||
15% Convertible Note Due September 25, 2018 [Member] | ||||
Issuance date | Sep. 25, 2017 | |||
Percentage of conversion rate discount | [2] | 0.50 | ||
Total convertible notes payable | 398,750 | |||
24% Convertible Note Due May 4, 2018 [Member] | ||||
Issuance date | Oct. 4, 2017 | |||
Percentage of conversion rate discount | [2] | 0.40 | ||
Total convertible notes payable | $ 150,000 | 150,000 | ||
15% Convertible Note Due October 16, 2018 [Member] | ||||
Issuance date | Oct. 16, 2017 | |||
Percentage of conversion rate discount | [2] | 0.50 | ||
Total convertible notes payable | $ 345,000 | 345,000 | ||
15% Convertible Note Due November 22, 2018 [Member] | ||||
Issuance date | Nov. 22, 2017 | |||
Percentage of conversion rate discount | [2] | 0.50 | ||
Total convertible notes payable | $ 500,250 | 500,250 | ||
10% Convertible Note Due August 28, 2017 [Member] | ||||
Issuance date | Dec. 28, 2017 | |||
Percentage of conversion rate discount | [2] | 0.40 | ||
Total convertible notes payable | $ 36,500 | 60,500 | ||
15% Convertible Note Due December 29, 2018 [Member] | ||||
Issuance date | Dec. 29, 2017 | |||
Percentage of conversion rate discount | [2] | 0.50 | ||
Total convertible notes payable | $ 330,000 | 330,000 | ||
8% Convertible Note Due January 9, 2019 [Member] | ||||
Issuance date | Jan. 9, 2018 | |||
Percentage of conversion rate discount | [2] | 0.40 | ||
Total convertible notes payable | $ 82,500 | 82,500 | ||
15% Convertible Note Due January 30, 2019 [Member] | ||||
Issuance date | Jan. 30, 2018 | |||
Percentage of conversion rate discount | [2] | 0.50 | ||
Total convertible notes payable | $ 300,000 | 300,000 | ||
15% Convertible Note Due February 21, 2019 [Member] | ||||
Issuance date | Feb. 21, 2018 | |||
Percentage of conversion rate discount | [2] | 0.50 | ||
Total convertible notes payable | $ 300,000 | 300,000 | ||
10% Convertible Note Due March 14, 2019 [Member] | ||||
Issuance date | Mar. 14, 2018 | |||
Percentage of conversion rate discount | [2] | 0.40 | ||
Total convertible notes payable | $ 50,000 | |||
15% Convertible Note Due March 16, 2019 [Member] | ||||
Issuance date | Mar. 16, 2018 | |||
Percentage of conversion rate discount | [2] | 0.50 | ||
Total convertible notes payable | $ 95,000 | |||
8% Convertible Note Due June 7, 2018 [Member] | ||||
Issuance date | Jun. 7, 2017 | |||
Percentage of conversion rate discount | [2] | 0.40 | ||
Total convertible notes payable | $ 200,000 | |||
15% Convertible Note Due April 9, 2019 [Member] | ||||
Issuance date | Apr. 9, 2018 | |||
Percentage of conversion rate discount | [2] | 0.50 | ||
Total convertible notes payable | $ 55,000 | |||
24% Convertible Note Due March 21, 2018 [Member] | ||||
Issuance date | Mar. 21, 2017 | |||
Percentage of conversion rate discount | [2] | 0.40 | ||
Total convertible notes payable | $ 15,000 | |||
24% Convertible Note Due March 21, 2018 [Member] | ||||
Issuance date | Mar. 21, 2017 | |||
Percentage of conversion rate discount | [2] | 0.40 | ||
Total convertible notes payable | $ 40,000 | |||
8% Convertible Note Due April 17, 2019 [Member] | ||||
Issuance date | Apr. 17, 2018 | |||
Percentage of conversion rate discount | [2] | 0.45 | ||
Total convertible notes payable | ||||
8% Convertible Note Due April 20, 2019 [Member] | ||||
Issuance date | Apr. 20, 2018 | |||
Percentage of conversion rate discount | [2] | 0.40 | ||
Total convertible notes payable | $ 49,904 | |||
10% Convertible Note Due December 2, 2018 [Member] | ||||
Issuance date | May 2, 2018 | |||
Percentage of conversion rate discount | [2] | 0.40 | ||
Total convertible notes payable | $ 77,000 | |||
12% Convertible Note Due May 4, 2019 [Member] | ||||
Issuance date | May 4, 2018 | |||
Percentage of conversion rate discount | [2] | 0.50 | ||
Total convertible notes payable | $ 102,765 | |||
10% Convertible Note Due December 14, 2018 [Member] | ||||
Issuance date | May 14, 2018 | |||
Percentage of conversion rate discount | [2] | 0.50 | ||
Total convertible notes payable | $ 51,725 | |||
10% Convertible Note Due May 23, 2019 [Member] | ||||
Issuance date | May 23, 2018 | |||
Percentage of conversion rate discount | [2] | 0.50 | ||
Total convertible notes payable | $ 110,000 | |||
15% Convertible Note Due June 6, 2019 [Member] | ||||
Issuance date | Jun. 6, 2018 | |||
Percentage of conversion rate discount | 0.50 | |||
Total convertible notes payable | $ 296,279 | |||
15% Convertible Note Due March 19, 2019 [Member] | ||||
Issuance date | Jun. 19, 2018 | |||
Percentage of conversion rate discount | 0.50 | |||
Total convertible notes payable | $ 110,649 | |||
8% Convertible Note Due July 6, 2018 [Member] | ||||
Issuance date | Jul. 6, 2017 | |||
Percentage of conversion rate discount | 0.40 | |||
Total convertible notes payable | $ 95,000 | |||
15% Convertible Note Due August 1, 2019 [Member] | ||||
Issuance date | Aug. 1, 2018 | |||
Percentage of conversion rate discount | 0.50 | |||
Total convertible notes payable | $ 32,500 | |||
8% Convertible Note Due August 23, 2019 [Member] | ||||
Issuance date | Aug. 23, 2018 | |||
Percentage of conversion rate discount | 0.45 | |||
Total convertible notes payable | $ 95,720 | |||
[1] | The notes are convertible at a discount (as indicated) to the average market price and are accounted for and evaluated under ASC 480 as discussed in Note 3. | |||
[2] | The notes are accounted for and evaluated under ASC 480 as discussed in Note 3. | |||
[3] | The note is convertible beginning six months after the date of issuance. |
CONVERTIBLE NOTES PAYABLE (De_2
CONVERTIBLE NOTES PAYABLE (Details 1) | 6 Months Ended |
Aug. 31, 2018USD ($)shares | |
Principal Converted | $ 524,493 |
Interest Converted | 21,420 |
Fees Converted | 5,000 |
Total Amount Converted | $ 550,913 |
Shares Issued | shares | 6,640 |
Convertible Note Converted On May 10, 2018 [Member] | |
Principal Converted | $ 32,400 |
Interest Converted | |
Fees Converted | |
Total Amount Converted | $ 32,400 |
Shares Issued | shares | 40,000 |
Convertible Note Converted On May 11, 2018 [Member] | |
Principal Converted | $ 14,500 |
Interest Converted | |
Fees Converted | 500 |
Total Amount Converted | $ 15,000 |
Shares Issued | shares | 18,519 |
Convertible Note Converted On May 15, 2018 [Member] | |
Principal Converted | $ 7,060 |
Interest Converted | |
Fees Converted | 500 |
Total Amount Converted | $ 7,560 |
Shares Issued | shares | 16,000 |
Convertible Note Converted On May 15, 2018 [Member] | |
Principal Converted | $ 8,000 |
Interest Converted | |
Fees Converted | |
Total Amount Converted | $ 8,000 |
Shares Issued | shares | 9,877 |
Convertible Note Converted On May 21, 2018 [Member] | |
Principal Converted | $ 20,250 |
Interest Converted | |
Fees Converted | |
Total Amount Converted | $ 20,250 |
Shares Issued | shares | 25,000 |
Convertible Note Converted On May 22, 2018 [Member] | |
Principal Converted | $ 6,075 |
Interest Converted | |
Fees Converted | |
Total Amount Converted | $ 6,075 |
Shares Issued | shares | 9,000 |
Convertible Note Converted On May 24, 2018 [Member] | |
Principal Converted | $ 13,056 |
Interest Converted | 3,300 |
Fees Converted | |
Total Amount Converted | $ 16,356 |
Shares Issued | shares | 20,969 |
Convertible Note Converted On May 30, 2018 [Member] | |
Principal Converted | $ 8,182 |
Interest Converted | |
Fees Converted | |
Total Amount Converted | $ 8,182 |
Shares Issued | shares | 15,152 |
Convertible Note Converted On May 30, 2018 [Member] | |
Principal Converted | $ 15,000 |
Interest Converted | |
Fees Converted | |
Total Amount Converted | $ 15,000 |
Shares Issued | shares | 30,000 |
Convertible Note Converted On April 16, 2018 [Member] | |
Principal Converted | $ 132,160 |
Interest Converted | |
Fees Converted | |
Total Amount Converted | $ 132,160 |
Shares Issued | shares | 64,000 |
Convertible Note Converted On April 26, 2018 [Member] | |
Principal Converted | $ 14,500 |
Interest Converted | |
Fees Converted | 500 |
Total Amount Converted | $ 15,000 |
Shares Issued | shares | 14,286 |
Convertible Note Converted On May 1, 2018 [Member] | |
Principal Converted | $ 26,250 |
Interest Converted | |
Fees Converted | |
Total Amount Converted | $ 26,250 |
Shares Issued | shares | 25,000 |
Convertible Note Converted On May 3, 2018 [Member] | |
Principal Converted | $ 5,000 |
Interest Converted | |
Fees Converted | |
Total Amount Converted | $ 5,000 |
Shares Issued | shares | 4,762 |
Convertible Note Converted On May 7, 2018 [Member] | |
Principal Converted | $ 27,900 |
Interest Converted | |
Fees Converted | |
Total Amount Converted | $ 27,900 |
Shares Issued | shares | 30,000 |
Convertible Note Converted On June 7, 2018 [Member] | |
Principal Converted | $ 2,922 |
Interest Converted | |
Fees Converted | |
Total Amount Converted | $ 2,922 |
Shares Issued | shares | 6,640 |
Convertible Note Converted On June 18, 2018 [Member] | |
Principal Converted | $ 17,000 |
Interest Converted | |
Fees Converted | |
Total Amount Converted | $ 17,000 |
Shares Issued | shares | 40,000 |
Convertible Note Converted On June 19, 2018 [Member] | |
Principal Converted | $ 14,500 |
Interest Converted | |
Fees Converted | 500 |
Total Amount Converted | $ 15,000 |
Shares Issued | shares | 29,412 |
Convertible Note Converted On June 28, 2018 [Member] | |
Principal Converted | $ 18,000 |
Interest Converted | |
Fees Converted | |
Total Amount Converted | $ 18,000 |
Shares Issued | shares | 40,000 |
Convertible Note Converted On June 28, 2018 [Member] | |
Principal Converted | $ (7,060) |
Interest Converted | |
Fees Converted | (500) |
Total Amount Converted | $ (7,560) |
Shares Issued | shares | (16,000) |
Convertible Note Converted On July 5, 2018 [Member] | |
Principal Converted | $ 14,500 |
Interest Converted | |
Fees Converted | 500 |
Total Amount Converted | $ 15,000 |
Shares Issued | shares | 35,714 |
Convertible Note Converted On July 5, 2018 [Member] | |
Principal Converted | $ 8,818 |
Interest Converted | |
Fees Converted | |
Total Amount Converted | $ 8,818 |
Shares Issued | shares | 28,524 |
Convertible Note Converted On July 11, 2018 [Member] | |
Principal Converted | $ 10,200 |
Interest Converted | |
Fees Converted | |
Total Amount Converted | $ 10,200 |
Shares Issued | shares | 40,000 |
Convertible Note Converted On July 11, 2018 [Member] | |
Principal Converted | $ 14,500 |
Interest Converted | |
Fees Converted | 500 |
Total Amount Converted | $ 15,000 |
Shares Issued | shares | 49,020 |
Convertible Note Converted On July 19, 2018 [Member] | |
Principal Converted | $ 16,000 |
Interest Converted | |
Fees Converted | 500 |
Total Amount Converted | $ 16,500 |
Shares Issued | shares | 50,000 |
Convertible Note Converted On July 19, 2018 [Member] | |
Principal Converted | $ 11,000 |
Interest Converted | 1,365 |
Fees Converted | |
Total Amount Converted | $ 12,365 |
Shares Issued | shares | 55 |
Convertible Note Converted On July 23, 2018 [Member] | |
Principal Converted | $ 14,500 |
Interest Converted | |
Fees Converted | 500 |
Total Amount Converted | $ 15,000 |
Shares Issued | shares | 71,429 |
Convertible Note Converted On July 25, 2018 [Member] | |
Principal Converted | $ 5,000 |
Interest Converted | |
Fees Converted | |
Total Amount Converted | $ 5,000 |
Shares Issued | shares | 23,810 |
Convertible Note Converted On July 31, 2018 [Member] | |
Principal Converted | $ 11,000 |
Interest Converted | 1,455 |
Fees Converted | |
Total Amount Converted | $ 12,455 |
Shares Issued | shares | 64,195 |
Convertible Note Converted On August 24, 2018 [Member] | |
Principal Converted | |
Interest Converted | 15,300 |
Fees Converted | |
Total Amount Converted | $ 15,300 |
Shares Issued | shares | 102,000 |
Convertible Note Converted On August 27, 2018 [Member] | |
Principal Converted | $ 5,500 |
Interest Converted | |
Fees Converted | 500 |
Total Amount Converted | $ 6,000 |
Shares Issued | shares | 100,000 |
Convertible Note Converted On August 29, 2018 [Member] | |
Principal Converted | $ 4,280 |
Interest Converted | |
Fees Converted | 500 |
Total Amount Converted | $ 4,780 |
Shares Issued | shares | 113,814 |
Convertible Note Converted On August 30, 2018 [Member] | |
Principal Converted | $ 6,000 |
Interest Converted | |
Fees Converted | |
Total Amount Converted | $ 6,000 |
Shares Issued | shares | 100,000 |
Convertible Note Converted On August 31, 2018 [Member] | |
Principal Converted | $ 20,000 |
Interest Converted | |
Fees Converted | |
Total Amount Converted | $ 20,000 |
Shares Issued | shares | 111,111 |
Convertible Note Converted On August 31, 2018 [Member] | |
Principal Converted | $ 7,500 |
Interest Converted | |
Fees Converted | 500 |
Total Amount Converted | $ 8,000 |
Shares Issued | shares | 111,112 |
CONVERTIBLE NOTES PAYABLE (De_3
CONVERTIBLE NOTES PAYABLE (Details Narrative) - USD ($) | Aug. 24, 2018 | Jun. 06, 2018 | May 23, 2018 | May 04, 2018 | May 02, 2018 | Apr. 16, 2018 | Apr. 09, 2018 | Mar. 14, 2018 | Mar. 02, 2018 | Jan. 05, 2018 | Apr. 30, 2018 | Mar. 31, 2018 | Aug. 31, 2018 | Aug. 31, 2018 | Aug. 31, 2017 | Aug. 31, 2018 | Aug. 31, 2017 |
Principal face amount | $ 175,000 | $ 175,000 | $ 175,000 | ||||||||||||||
Original issue discounts | 524,493 | ||||||||||||||||
Debt discount recognized from derivative liabilities | 924,009 | $ 565,000 | |||||||||||||||
Amortization of discount on convertible note payable | 2,352,222 | ||||||||||||||||
Current accrued interest payable | 1,001,024 | 1,001,024 | 1,001,024 | ||||||||||||||
Noncurrent accrued interest payable | 73,576 | 73,576 | 73,576 | ||||||||||||||
Accrued interest payable | 1,074,600 | 1,074,600 | $ 1,074,600 | ||||||||||||||
8% Convertible Note Due on April 17, 2019 [Member] | |||||||||||||||||
Note maturity term | 1 year | ||||||||||||||||
8% Convertible Note Due on August 23, 2019 [Member] | |||||||||||||||||
Principal face amount | 100,000 | 100,000 | $ 100,000 | ||||||||||||||
Note maturity term | 1 year | ||||||||||||||||
Gain on settlement of debt | $ 90,629 | ||||||||||||||||
15% Convertible Note Due on March 19, 2019 [Member] | |||||||||||||||||
Note maturity term | 8 months | ||||||||||||||||
Gain on settlement of debt | $ 71,100 | ||||||||||||||||
15% Convertible Note Due on March 19, 2019 [Member] | |||||||||||||||||
Principal face amount | 132,149 | 132,149 | $ 132,149 | ||||||||||||||
15% Convertible Note Due on September 25, 2018 [Member] | |||||||||||||||||
Note maturity term | 1 year | ||||||||||||||||
Gain on settlement of debt | $ 484,484 | ||||||||||||||||
Warrant [Member] | |||||||||||||||||
Warrant exercise price (in dollars per share) | $ 0.15 | $ 0.44 | $ 0.02 | ||||||||||||||
Note maturity term | 3 years | 3 years | 3 years | ||||||||||||||
Promissory Note [Member] | Lender [Member] | |||||||||||||||||
Principal face amount | $ 110,000 | $ 82,500 | $ 77,000 | $ 250,000 | $ 200,000 | $ 200,000 | 95,000 | $ 95,000 | $ 95,000 | ||||||||
Issuance date | May 23, 2018 | May 4, 2018 | May 2, 2018 | ||||||||||||||
Proceeds from note | $ 90,108 | $ 71,500 | $ 70,000 | 225,000 | 85,000 | ||||||||||||
Original issue discounts | $ 19,892 | $ 19,892 | $ 7,000 | $ 25,000 | $ 10,000 | ||||||||||||
Note maturity term | 8 months | 1 year | 1 year 8 months | 1 year | 12 months | ||||||||||||
Description of debt conversion | A conversion price equal to 50% of the lowest trading price of the Company’s common stock for the last 40 trading days prior to conversion</font></p>" id="sjs-D32"><p><font style="font: 10pt Times New Roman, Times, Serif">A conversion price equal to 50% of the lowest trading price of the Company’s common stock for the last 40 trading days prior to conversion</font></p> | A conversion price equal to 50% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion</font></p>" id="sjs-E32"><p><font style="font: 10pt Times New Roman, Times, Serif">A conversion price equal to 50% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion</font></p> | <font style="font: 10pt Times New Roman, Times, Serif">A conversion price equal to 60% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion,</font></p>" id="sjs-F32"><p style="margin: 0pt"><font style="font: 10pt Times New Roman, Times, Serif">A conversion price equal to 60% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion,</font></p> | <font style="font: 10pt Times New Roman, Times, Serif">The promissory note is convertible into common shares of the Company and a conversion price equal to 60% of the lowest trading price of the Company’s common stock for the last 25 trading days prior to conversion, and has a 10% per annum interest rate commencing on January 5, 2018.</font></p>" id="sjs-K32"><p style="margin: 0pt"><font style="font: 10pt Times New Roman, Times, Serif">The promissory note is convertible into common shares of the Company and a conversion price equal to 60% of the lowest trading price of the Company’s common stock for the last 25 trading days prior to conversion, and has a 10% per annum interest rate commencing on January 5, 2018.</font></p> | A conversion price equal to 60% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion</font></p>" id="sjs-L32"><p><font style="font: 10pt Times New Roman, Times, Serif"> A conversion price equal to 60% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion</font></p> | A conversion price equal to 60% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion</font></p>" id="sjs-M32"><p><font style="font: 10pt Times New Roman, Times, Serif"> A conversion price equal to 60% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion</font></p> | The promissory note is convertible into common shares of the Company at a conversion price equal to 60% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion</font></p>" id="sjs-N32"><p><font style="font: 10pt Times New Roman, Times, Serif">The promissory note is convertible into common shares of the Company at a conversion price equal to 60% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion</font></p> | ||||||||||
Debt interest rate | 10.00% | 12.00% | 10.00% | 10.00% | 8.00% | 8.00% | 8.00% | 8.00% | 8.00% | ||||||||
Promissory Note [Member] | Lender [Member] | Warrant [Member] | |||||||||||||||||
Issuance date | Mar. 14, 2018 | ||||||||||||||||
Number of shares issued | 333,333 | ||||||||||||||||
Warrant exercise price (in dollars per share) | $ 0.15 | ||||||||||||||||
Warrant maturity | 3 years | ||||||||||||||||
Repayment of notes | $ 50,000 | ||||||||||||||||
Proceeds from note | 43,000 | ||||||||||||||||
Notes fees | 2,000 | ||||||||||||||||
Original issue discounts | $ 5,000 | ||||||||||||||||
15% Convertible Note [Member] | Lender [Member] | |||||||||||||||||
Principal face amount | $ 95,000 | ||||||||||||||||
Issuance date | Mar. 1, 2018 | ||||||||||||||||
Proceeds from note | $ 95,000 | ||||||||||||||||
Note maturity term | 3 years | ||||||||||||||||
Description of debt conversion | A conversion price equal to 50% of the lowest bid price of the Company’s common stock for the last 40 trading days prior to conversion</font></p>" id="sjs-J48"><p><font style="font: 10pt Times New Roman, Times, Serif">A conversion price equal to 50% of the lowest bid price of the Company’s common stock for the last 40 trading days prior to conversion</font></p> | ||||||||||||||||
Debt interest rate | 15.00% | ||||||||||||||||
15% Convertible Note [Member] | Lender [Member] | |||||||||||||||||
Principal face amount | $ 55,000 | ||||||||||||||||
Issuance date | Apr. 9, 2018 | ||||||||||||||||
Proceeds from note | $ 55,000 | ||||||||||||||||
Note maturity term | 3 years | ||||||||||||||||
Description of debt conversion | A conversion price equal to 50% of the lowest bid price of the Company’s common stock for the last 40 trading days prior to conversion</font></p>" id="sjs-H55"><p><font style="font: 10pt Times New Roman, Times, Serif">A conversion price equal to 50% of the lowest bid price of the Company’s common stock for the last 40 trading days prior to conversion</font></p> | ||||||||||||||||
Debt interest rate | 15.00% | ||||||||||||||||
Promissory Note [Member] | Lender [Member] | |||||||||||||||||
Principal face amount | $ 80,000 | $ 32,500 | $ 32,500 | $ 32,500 | |||||||||||||
Proceeds from note | 76,000 | $ 32,500 | |||||||||||||||
Original issue discounts | $ 4,000 | ||||||||||||||||
Note maturity term | 1 year | 1 year | |||||||||||||||
Description of debt conversion | A conversion price equal to 60% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion.</font></p>" id="sjs-L62"><p><font style="font: 10pt Times New Roman, Times, Serif">A conversion price equal to 60% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion.</font></p> | The promissory note is convertible into common shares of the Company at a conversion price equal to 50% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion</font></p>" id="sjs-N62"><p><font style="font: 10pt Times New Roman, Times, Serif">The promissory note is convertible into common shares of the Company at a conversion price equal to 50% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion</font></p> | |||||||||||||||
Debt interest rate | 8.00% | 15.00% | 15.00% | 15.00% | |||||||||||||
Convertible notes payable [Member] | |||||||||||||||||
Principal face amount | $ 524,493 | $ 524,493 | $ 524,493 | ||||||||||||||
Original issue discounts | 13,960 | $ 565,000 | 62,853 | 565,000 | |||||||||||||
Debt discount recognized from derivative liabilities | 123,401 | 0 | 924,009 | 0 | |||||||||||||
Amortization of discount on convertible note payable | 1,218,459 | $ 0 | 2,352,222 | $ 0 | |||||||||||||
Penalty interest | 35,265 | 221,055 | |||||||||||||||
Convertible Note [Member] | |||||||||||||||||
Principal face amount | 344,040 | 344,040 | 344,040 | ||||||||||||||
Gain on settlement of debt | 268,145 | ||||||||||||||||
8% Convertible Note Due April 17, 2019 [Member] | |||||||||||||||||
Principal face amount | 100,000 | 100,000 | $ 100,000 | ||||||||||||||
Note maturity term | 1 year | ||||||||||||||||
8% Convertible Note Due April 20, 2019 [Member] | |||||||||||||||||
Principal face amount | 144,404 | 144,404 | $ 144,404 | ||||||||||||||
Note maturity term | 1 year | ||||||||||||||||
10% Convertible Note Due December 14, 2018 [Member] | |||||||||||||||||
Principal face amount | 100,000 | 100,000 | $ 100,000 | ||||||||||||||
Note maturity term | 8 months | ||||||||||||||||
15% Convertible Note Due on September 25, 2018 [Member] | |||||||||||||||||
Principal face amount | $ 299,200 | $ 299,200 | $ 299,200 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Aug. 31, 2018 | Aug. 31, 2018 | Aug. 31, 2017 | Feb. 28, 2018 | |
Related Party Transactions | ||||
Net borrowings on loan payable - related party | $ 135,908 | $ 23,262 | ||
Loan payable - related party | $ 452,050 | 452,050 | $ 316,142 | |
Consulting fees for research and development | $ 60,768 | $ 196,108 |
OTHER DEBT - VEHICLE LOAN (Deta
OTHER DEBT - VEHICLE LOAN (Details Narrative) - USD ($) | 1 Months Ended | 6 Months Ended | ||
Dec. 31, 2016 | Aug. 31, 2018 | Aug. 31, 2017 | Feb. 28, 2018 | |
Vehicle loan secured by automobile | $ 175,000 | |||
Robotic Assistance Devices, LLC ("RAD") [Member] | Vehicle Loan [Member] | ||||
Vehicle loan secured by automobile | $ 47,704 | |||
Term of debt | 5 years | |||
Payment of debt interest and principal | $ 1,019 | |||
Principal repayment of debt | 8,984 | $ 3,903 | ||
Total vehicle loan | 73,178 | $ 82,162 | ||
Current portion vehicle loan | 17,830 | 17,830 | ||
Long-term vehicle loan | $ 55,348 | $ 64,332 |
LOANS PAYABLE (Details)
LOANS PAYABLE (Details) | 3 Months Ended | 6 Months Ended |
Aug. 31, 2018USD ($) | Aug. 31, 2018USD ($) | |
Principal amount | $ 175,000 | $ 175,000 |
20% Promissory Note Due on October 20,2018 [Member] | ||
Date of issuance | Aug. 23, 2018 | |
Principal amount | $ 20,000 | 20,000 |
25% Promissory Note Due on October 1 ,2018 [Member] | ||
Date of issuance | Aug. 16, 2018 | |
Principal amount | $ 10,000 | $ 10,000 |
25% Promissory Note Due on August 16, 2019 [Member] | ||
Date of issuance | Aug. 16, 2018 | |
Principal amount | $ 25,000 | $ 25,000 |
25% Promissory Note Due on September 1, 2018 [Member] | ||
Date of issuance | Aug. 10, 2018 | |
Principal amount | $ 10,000 | 10,000 |
15% Promissory Note Due on December 1, 2018 [Member] | ||
Date of issuance | Jul. 30, 2018 | |
Principal amount | $ 12,000 | 12,000 |
20% Promissory Note Due on August 20, 2018 [Member] | ||
Date of issuance | Jun. 20, 2018 | |
Principal amount | $ 50,000 | 50,000 |
25% Promissory Note Due on June 11, 2019 [Member] | ||
Principal amount | $ 48,000 | $ 48,000 |
25% Promissory Note Due on June 11, 2019 [Member] | ||
Date of issuance | Jun. 11, 2018 |
LOANS PAYABLE (Details Narrativ
LOANS PAYABLE (Details Narrative) - USD ($) | Aug. 11, 2018 | Sep. 16, 2018 | Aug. 31, 2018 | May 31, 2017 |
Loans Payable | ||||
Repayment of debt | $ 4,562 | $ 2,376 | ||
Net book value | 48,000 | $ 25,000 | ||
Debt discount | $ 3,000 | $ 3,418,636 | ||
Exercise price | $ 3 | |||
Payment term | P3Y | |||
Warrant granted | $ 2,500 |
DERIVATIVE LIABILITES (Details)
DERIVATIVE LIABILITES (Details) | 6 Months Ended |
Aug. 31, 2018Number$ / shares | |
Strike price | $ / shares | $ 0.05 |
Dividend Yield [Member] | |
Fair value measurement | 0 |
Minimum [Member] | |
Strike price | $ / shares | $ 0.001 |
Minimum [Member] | Fair Value Of Company Common Stock[Member] | |
Fair value measurement | 0.0110 |
Minimum [Member] | Expected Volatility [Member] | |
Fair value measurement | 116 |
Minimum [Member] | Risk Free Interest Rate [Member] | |
Fair value measurement | 1.20 |
Minimum [Member] | Expected Term [Member] | |
Expected term (years) | 0 years |
Maximum [Member] | |
Strike price | $ / shares | $ 1 |
Maximum [Member] | Fair Value Of Company Common Stock[Member] | |
Fair value measurement | 0.0739 |
Maximum [Member] | Expected Volatility [Member] | |
Fair value measurement | 258 |
Maximum [Member] | Risk Free Interest Rate [Member] | |
Fair value measurement | 2.32 |
Maximum [Member] | Expected Term [Member] | |
Expected term (years) | 3 years 7 months 28 days |
DERIVATIVE LIABILITES (Details
DERIVATIVE LIABILITES (Details 1) - USD ($) | 6 Months Ended | |
Aug. 31, 2018 | Aug. 31, 2017 | |
Balance as of February 28, 2018 | $ 31,113,844 | |
Derivative liability in excess of face value of debt recorded to interest expense | 684,781 | $ 2,823,125 |
Increase in derivative liability due to debt settlement | 924,009 | $ 565,000 |
Balance as of August 31, 2018 | 16,548,058 | |
Fair Value, Measurements, Recurring [Member] | Level 3 [Member] | ||
Balance as of February 28, 2018 | 31,113,844 | |
Release of derivative liability on conversion of convertible notes payable | (757,222) | |
Debt discount due to derivative liabilities | 924,009 | |
Derivative liability in excess of face value of debt recorded to interest expense | 684,781 | |
Increase in derivative liability due to debt settlement | 575,286 | |
Change in fair value of derivative liabilities | (15,992,640) | |
Balance as of August 31, 2018 | $ 16,548,058 |
DERIVATIVE LIABILITES (Detail_2
DERIVATIVE LIABILITES (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | |
Aug. 31, 2018 | Aug. 31, 2018 | Feb. 28, 2018 | |
Derivative Liabilites Details Narrative Abstract | |||
Derivative liabilities | $ 16,548,058 | $ 16,548,058 | $ 31,113,844 |
Due to equity conversions derivative liability | $ 75,092 | $ 757,222 |
SHAREHOLDERS' EQUITY (DEFICIT_2
SHAREHOLDERS' EQUITY (DEFICIT) (Details) | 6 Months Ended |
Aug. 31, 2018$ / shares | |
Stockholders' Equity Note [Abstract] | |
Strike price | $ 0.05 |
Fair value of Company's common stock | $ 0.06 |
Dividend yield | 0.00% |
Expected volatility | 303.81% |
Risk free interest rate | 1.94% |
Expected term (years) | 4 years |
SHAREHOLDERS' EQUITY (DEFICIT_3
SHAREHOLDERS' EQUITY (DEFICIT) (Details 1) | 6 Months Ended |
Aug. 31, 2018$ / shares | |
Strike price | $ 0.05 |
Fair value of Company's common stock | $ 0.06 |
Dividend yield | 0.00% |
Expected volatility | 303.81% |
Risk free interest rate | 1.94% |
Expected term (years) | 4 years |
Maximum [Member] | |
Strike price | $ 1 |
Minimum [Member] | |
Strike price | 0.001 |
Warrant [Member] | Maximum [Member] | |
Strike price | 3 |
Fair value of Company's common stock | $ 7 |
Expected volatility | 336.60% |
Risk free interest rate | 2.68% |
Expected term (years) | 5 years |
Warrant [Member] | Minimum [Member] | |
Strike price | $ 0.15 |
Fair value of Company's common stock | $ 0.50 |
Expected volatility | 305.71% |
Risk free interest rate | 2.52% |
Expected term (years) | 3 years |
SHAREHOLDERS' EQUITY (DEFICIT_4
SHAREHOLDERS' EQUITY (DEFICIT) (Details Narrative) - USD ($) | Aug. 24, 2018 | Jun. 06, 2018 | Apr. 16, 2018 | Oct. 02, 2017 | Aug. 31, 2018 | Aug. 31, 2018 | Aug. 31, 2017 |
Number of common stock shares issued | 6,640 | ||||||
Debt conversion amount converted | $ 550,913 | ||||||
Interest paid | 3,213 | $ 2,870 | |||||
Stock-based compensation adjustment to additional paid in capital | $ 4,593 | 6,346 | |||||
Principal face amount | 175,000 | 175,000 | |||||
Fair value of stock options | 27,843 | ||||||
Unamortized expense | 18,657 | ||||||
Amortized expense | $ 27,843 | ||||||
Amortized period | 4 years | ||||||
Convertible notes payable [Member] | |||||||
Number of common stock shares issued | 1,467,401 | ||||||
Debt conversion amount converted | $ 5,000 | ||||||
Fees converted | 550,913 | 550,913 | |||||
Interest paid | 21,420 | ||||||
Principal face amount | $ 524,493 | 524,493 | |||||
Warrant [Member] | |||||||
Number of common stock shares issued | 102,000 | 6,640 | 64,000 | ||||
Warrants exercise price (in dollars per share) | $ 0.15 | $ 0.44 | $ 0.02 | ||||
Warrants Term | 3 years | 3 years | 3 years | ||||
Stock-based compensation adjustment to additional paid in capital | $ 533,723 | ||||||
Fair value of warrants | $ 472,960 | ||||||
Series F Convertible Preferred Stock [Member] | |||||||
Value of shares issued | $ 174,070 | ||||||
WeSecure Robotics, Inc [Member] | Director & Consultant [Member] | |||||||
Number of options issued | 4,500 | ||||||
Options exericse price (in dollars per share) | $ 5 | ||||||
Vesting date | Oct. 2, 2021 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) | Aug. 31, 2018USD ($) |
Commitments And Contingencies | |
August 31, 2019 | $ 120,880 |
August 31, 2020 | 120,077 |
August 31, 2021 | 72,284 |
August 31, 2022 | 33,808 |
Total | $ 347,049 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | 36 Months Ended | ||||
Aug. 31, 2018 | May 31, 2018 | Aug. 31, 2017 | Aug. 31, 2018 | Aug. 31, 2017 | Jan. 31, 2021 | Feb. 28, 2018 | |
Security deposit | $ 30,216 | $ 30,216 | $ 30,141 | ||||
Rent expense | $ 30,157 | $ 16,317 | $ 59,762 | $ 26,222 | |||
Orange County, CALIFORNIA [Member] | |||||||
Security deposit | $ 25,747 | ||||||
Rent lease expire | 2022-03 | ||||||
Northern CALIFORNIA [Member] | |||||||
Security deposit | $ 5,126 | ||||||
Rent lease expire | 2020-08 | ||||||
Percentager of lease cost paid by company | 75.00% | ||||||
Percentager of lease cost paid by supplier | 25.00% | ||||||
Subsequent Event [Member] | |||||||
Rent lease | $ 550 |
EARNINGS (LOSS) PER SHARE (Deta
EARNINGS (LOSS) PER SHARE (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Aug. 31, 2018 | Aug. 31, 2017 | Aug. 31, 2018 | Aug. 31, 2017 | |
Numerator: | ||||
Net income (loss) | $ (4,731,847) | $ (2,664,184) | $ 9,673,104 | $ (3,008,813) |
Effect of common stock equivalents | ||||
Add: interest expense on convertible debt | 410,184 | |||
Less: gain on change in fair value of derivative liabilities | (15,992,640) | |||
Net income (loss) adjusted for common stock equivalents | $ (4,731,847) | $ (2,664,184) | $ (5,909,352) | $ (3,008,813) |
Denominator: | ||||
Weighted average - basic (in shares) | 1,878,320 | 44,343 | 1,594,296 | 22,171 |
Dilutive effect of common stock equivalents: | ||||
Stock options and warrants (in shares) | 16,436 | |||
Convertible debt (in shares) | 539,933,679 | |||
Preferred stock (in shares) | 9,377,102 | |||
Weighted average shares - diluted (in shares) | 1,878,320 | 44,343 | 550,921,512 | 22,171 |
Net income (loss) per share - basic (in dollars per share) | $ (2.52) | $ (60.08) | $ 6.07 | $ (135.71) |
Net income per share - diluted (in dollars per share) | $ (2.52) | $ (60.08) | $ (0.01) | $ (135.71) |
EARNINGS (LOSS) PER SHARE (De_2
EARNINGS (LOSS) PER SHARE (Details 1) - shares | 3 Months Ended | 6 Months Ended | ||
Aug. 31, 2018 | Aug. 31, 2017 | Aug. 31, 2018 | Aug. 31, 2017 | |
Total | 552,109,504 | 3,518,582 | 3,518,582 | |
Stock options and warrants [Member] | ||||
Total | 2,294 | |||
Convertible Debt [Member] | ||||
Total | 542,730,108 | |||
Preferred stock [Member] | ||||
Total | 9,377,102 | 3,518,582 | 3,518,582 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) | Sep. 20, 2018 | Sep. 18, 2018 | Sep. 13, 2018 | Sep. 02, 2018 | Aug. 24, 2018 | Jun. 06, 2018 | Apr. 16, 2018 | Aug. 31, 2018 |
Principal amount | $ 175,000 | |||||||
Shares converted | 6,640 | |||||||
Convertible note interest payable | $ 1,001,024 | |||||||
Warrant [Member] | ||||||||
Shares converted | 102,000 | 6,640 | 64,000 | |||||
Warrant exercise price (in dollars per share) | $ 0.15 | $ 0.44 | $ 0.02 | |||||
Fair value of warrants | $ 472,960 | |||||||
Convertible Note [Member] | ||||||||
Principal amount | $ 344,040 | |||||||
Subsequent Event [Member] | Promissory Note [Member] | ||||||||
Principal amount | $ 39,350 | $ 50,000 | $ 53,000 | |||||
Proceeds from note | $ 39,350 | $ 50,000 | $ 53,000 | |||||
Debt issuance date | Sep. 20, 2019 | Mar. 17, 2019 | Jun. 13, 2019 | |||||
Description of debt conversion | The promissory note is convertible into common shares of the Company at a conversion price equal to 50% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion</font></p>" id="sjs-B15"><p><font style="font: 10pt Times New Roman, Times, Serif">The promissory note is convertible into common shares of the Company at a conversion price equal to 50% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion</font></p> | The promissory note is convertible into common shares of the Company at a conversion price equal to 50% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion</font></p>" id="sjs-C15"><p><font style="font: 10pt Times New Roman, Times, Serif">The promissory note is convertible into common shares of the Company at a conversion price equal to 50% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion</font></p> | The promissory note is convertible into common shares of the Company at a conversion price equal to 55% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion</font></p>" id="sjs-D15"><p><font style="font: 10pt Times New Roman, Times, Serif">The promissory note is convertible into common shares of the Company at a conversion price equal to 55% of the lowest trading price of the Company’s common stock for the last 20 trading days prior to conversion</font></p> | |||||
Interest rate | 15.00% | 10.00% | 12.00% | |||||
Subsequent Event [Member] | Convertible Note [Member] | ||||||||
Principal amount | $ 110,216 | |||||||
Fees converted | $ 3,500 | |||||||
Shares converted | 4,790,088 | |||||||
Convertible note interest payable | $ 1,859 | |||||||
Subsequent Event [Member] | 25% Promissory Note [Member] | Warrant [Member] | ||||||||
Shares converted | 829,125 | |||||||
Issued warrants to purchase | $ 829,125 | |||||||
Warrant maturity | 3 years | |||||||
Fair value of warrants | $ 61,983 |