Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Jun. 30, 2018 | Jul. 31, 2018 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | AngioSoma, Inc. | |
Trading Symbol | SOAN | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --09-30 | |
Entity Common Stock, Shares Outstanding | 63,003,596 | |
Amendment Flag | false | |
Entity Central Index Key | 1,502,152 | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Filer Category | Smaller Reporting Company | |
Entity Well-known Seasoned Issuer | No | |
Document Period End Date | Jun. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 |
CONSOLIDATED BALANCE SHEET
CONSOLIDATED BALANCE SHEET - USD ($) | Jun. 30, 2018 | Sep. 30, 2017 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 112,304 | $ 14,100 |
Prepaid expenses | 0 | 750 |
Inventory | 4,140 | 0 |
Total current assets | 116,444 | 14,850 |
Plant, property, and equipment, net of accumulated depreciation of $0 | 1,412 | 0 |
Available for sale securities, at market value | 13,585 | 9,703 |
Intellectual property, net of impairment of $2,990,535 | 0 | 0 |
TOTAL ASSETS | 131,441 | 24,553 |
Current Liabilities | ||
Accounts payable and accrued liabilities | 143,938 | 137,123 |
Accounts payable to related party | 271,167 | 141,059 |
Advances payable | 59,650 | 59,650 |
Current portion of convertible notes payable, net of discount of $5,909 and $0, respectively | 130,735 | 20,000 |
Current portion of accrued interest payable | 226,557 | 147,023 |
Total current liabilities | 832,047 | 504,855 |
Accrued interest payable | 0 | 74,880 |
Note payable | 68,793 | 68,793 |
TOTAL LIABILITIES | 900,840 | 648,528 |
COMMITMENTS AND CONTINGENCIES | ||
STOCKHOLDERS’ DEFICIT | ||
Common stock, $0.001 par value; 480,000,000 shares authorized; 54,584,067 and 45,584,067 shares issued and outstanding at March 31, 2018 and September 30, 2017, respectively | 60,627 | 45,584 |
Additional paid-in capital | 1,952,911 | 1,520,658 |
Accumulated other comprehensive income | 2,912 | (970) |
Accumulated deficit | (5,778,341) | (5,181,794) |
Total stockholders’ deficit | (769,399) | (623,975) |
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT | 131,441 | 24,553 |
Series A Preferred Stock [Member] | ||
STOCKHOLDERS’ DEFICIT | ||
Preferred Stock | 2,990,535 | 2,990,535 |
Series B Preferred Stock [Member] | ||
STOCKHOLDERS’ DEFICIT | ||
Preferred Stock | 0 | 30 |
Series D Preferred Stock [Member] | ||
STOCKHOLDERS’ DEFICIT | ||
Preferred Stock | 510 | 510 |
Series E Preferred Stock [Member] | ||
STOCKHOLDERS’ DEFICIT | ||
Preferred Stock | 1,000 | 1,000 |
Series F Preferred Stock [Member] | ||
STOCKHOLDERS’ DEFICIT | ||
Preferred Stock | $ 447 | $ 472 |
CONSOLIDATED BALANCE SHEET (Par
CONSOLIDATED BALANCE SHEET (Parentheticals) - USD ($) | Jun. 30, 2018 | Sep. 30, 2017 |
Plant, property, and equipment, accumulated depreciation (in Dollars) | $ 0 | $ 0 |
Intellectual property, impairment (in Dollars) | 2,990,535 | 2,990,535 |
Current portion of convertible notes payable, discount (in Dollars) | $ 40,265 | $ 0 |
Common stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 480,000,000 | 480,000,000 |
Common stock, shares issued | 60,627,506 | 45,584,067 |
Common stock, shares outstanding | 60,627,506 | 45,584,067 |
Series A Preferred Stock [Member] | ||
Preferred Stock, shares issued | 5,000,000 | 5,000,000 |
Preferred Stock, shares outstanding | 5,000,000 | 5,000,000 |
Series B Preferred Stock [Member] | ||
Preferred Stock, shares issued | 30,000 | 30,000 |
Preferred Stock, shares outstanding | 30,000 | 30,000 |
Preferred Stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Series D Preferred Stock [Member] | ||
Preferred Stock, shares issued | 509,988 | 509,988 |
Preferred Stock, shares outstanding | 509,988 | 509,988 |
Preferred Stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Series E Preferred Stock [Member] | ||
Preferred Stock, shares issued | 1,000,000 | 1,000,000 |
Preferred Stock, shares outstanding | 1,000,000 | 1,000,000 |
Preferred Stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Series F Preferred Stock [Member] | ||
Preferred Stock, shares issued | 446,975 | 471,975 |
Preferred Stock, shares outstanding | 446,975 | 471,975 |
Preferred Stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
CONSOLIDATED STATEMENT OF OPERA
CONSOLIDATED STATEMENT OF OPERATIONS - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
REVENUE | $ 242 | $ 0 | $ 242 | $ 0 |
Cost of goods sold | 170 | 0 | 170 | 0 |
Gross Profit | 72 | 0 | 72 | 0 |
OPERATING EXPENSES | ||||
General and administrative expenses | 69,792 | 79,188 | 240,211 | 435,890 |
Total operating expenses | 69,792 | 79,188 | 240,211 | 435,890 |
LOSS FROM OPERATIONS | (69,720) | (79,188) | (240,139) | (435,890) |
OTHER INCOME (EXPENSE) | ||||
Oil lease income | 0 | 0 | 5,531 | 0 |
Loss on conversion of preferred stock | 0 | 0 | (7,250) | 0 |
Loss on conversion of debt | (8,046) | 0 | (336,246) | 0 |
Interest expense | (13,219) | (103,464) | (18,443) | (259,578) |
NET LOSS | $ (90,985) | $ (182,652) | $ (596,547) | $ (695,468) |
NET LOSS PER COMMON SHARE - Basic and diluted (in Dollars per share) | $ 0 | $ 0 | $ (0.01) | $ (0.02) |
WEIGHTED AVERAGE SHARES OUTSTANDING (in Shares) | 54,967,173 | 40,673,078 | 53,450,230 | 38,062,355 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
NET LOSS | $ (90,985) | $ (182,652) | $ (596,547) | $ (695,468) |
Change in fair value of AFS securities | 0 | 970 | 3,882 | 970 |
COMPREHENSIVE LOSS | $ (90,985) | $ (181,682) | $ (592,665) | $ (694,498) |
CONSOLIDATED STATEMENT OF CHANG
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY - 9 months ended Jun. 30, 2018 - USD ($) | Common Stock [Member]Series B Preferred Stock [Member] | Common Stock [Member]Series F Preferred Stock [Member] | Common Stock [Member] | Preferred Stock [Member]Series B Preferred Stock [Member]Series B Preferred Stock [Member] | Preferred Stock [Member]Series F Preferred Stock [Member]Series F Preferred Stock [Member] | Preferred Stock [Member]Series F Preferred Stock [Member] | Preferred Stock [Member]Series A Preferred Stock [Member] | Preferred Stock [Member]Series B Preferred Stock [Member] | Preferred Stock [Member]Series D Preferred Stock [Member] | Preferred Stock [Member]Series E Preferred Stock [Member] | Preferred Stock [Member]Series F Preferred Stock [Member] | Preferred Stock [Member] | Additional Paid-in Capital [Member]Series B Preferred Stock [Member] | Additional Paid-in Capital [Member]Series F Preferred Stock [Member] | Additional Paid-in Capital [Member] | AOCI Attributable to Parent [Member] | Retained Earnings [Member] | Series B Preferred Stock [Member] | Total |
BALANCE at Sep. 30, 2017 | $ 45,584 | $ 2,990,535 | $ 30 | $ 510 | $ 1,000 | $ 472 | $ 1,520,658 | $ (970) | $ (5,181,794) | $ (623,975) | |||||||||
BALANCE (in Shares) at Sep. 30, 2017 | 45,584,067 | 5,000,000 | 30,000 | 509,888 | 1,000,000 | 471,975 | |||||||||||||
Common stock issued for conversion of convertible notes | $ 12,043 | 40,957 | 53,000 | ||||||||||||||||
Common stock issued for conversion of convertible notes (in Shares) | 12,043,439 | ||||||||||||||||||
Common stock issued for conversion of Preferred Stock | $ 500 | $ 2,500 | $ (30) | $ (25) | $ 6,780 | $ (2,475) | $ 7,250 | ||||||||||||
Common stock issued for conversion of Preferred Stock (in Shares) | 500,000 | 2,500,000 | (30,000) | (25,000) | |||||||||||||||
Discount on convertible note payable | 50,745 | 50,745 | |||||||||||||||||
Net loss | (596,547) | (596,547) | |||||||||||||||||
Other comprehensive loss | 3,882 | 3,882 | |||||||||||||||||
Loss on conversion of debt | 336,246 | 336,246 | |||||||||||||||||
BALANCE at Jun. 30, 2018 | $ 60,627 | $ 2,990,535 | $ 510 | $ 1,000 | $ 447 | $ 1,952,911 | $ 2,912 | $ (5,778,341) | $ (769,399) | ||||||||||
BALANCE (in Shares) at Jun. 30, 2018 | 60,627,506 | 5,000,000 | 509,888 | 1,000,000 | 446,975 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 9 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
CASH FLOW FROM OPERATING ACTIVITIES: | ||
Net loss | $ (596,547) | $ (695,468) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock compensation | 0 | 307,720 |
Amortization of discount on convertible note payable | 10,480 | 159,894 |
Loss on conversion of preferred stock | 7,250 | 0 |
Loss on conversion of debt | 336,246 | 0 |
Changes in operating assets and liabilities | ||
Inventory | (4,140) | 0 |
Prepaid expenses | 750 | 0 |
Accounts payable and accrued liabilities | 6,815 | 11,278 |
Accounts payable to related party | 133,108 | 61,935 |
Accrued interest payable | 4,654 | 98,091 |
NET CASH USED IN OPERATING ACTIVITIES | (101,384) | (56,550) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Cash used to acquire property and equipment | (1,412) | 0 |
NET CASH USED IN INVESTING ACTIVITIES | (1,412) | 0 |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from advances | 0 | 5,000 |
Proceeds from convertible notes payable | 201,000 | 27,000 |
Proceeds from sale of Series B Preferred Stock | 0 | 30,000 |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 201,000 | 62,000 |
NET INCREASE IN CASH | 98,204 | 5,450 |
Cash at beginning of period | 14,100 | 5,845 |
Cash at end of period | 112,304 | 11,295 |
Cash paid during the period for: | ||
Interest | 0 | 0 |
Taxes | 0 | 0 |
Noncash investing and financing transactions: | ||
Conversion of convertible notes payable into common stock | 53,000 | 86,118 |
Change in fair value of available-for-sale securities | 3,882 | 970 |
Preferred stock converted to common stock | 3,000 | 0 |
Discount issued on convertible debt | $ 50,745 | $ 27,000 |
General Organization and Busine
General Organization and Business | 9 Months Ended |
Jun. 30, 2018 | |
Disclosure Text Block [Abstract] | |
Nature of Operations [Text Block] | Note 1. General Organization and Business AngioSoma, Inc., a Nevada corporation (“AngioSoma” or the “Company”), is a clinical stage biotechnology company focused on improving the effectiveness of current standard-of-care treatments, especially related to endovascular interventions in the treatment of peripheral artery disease (PAD). AngioSoma is developing its lead product, a drug candidate called Liprostin TM The Company was incorporated on April 29, 2016. The Company’s year-end is September 30. |
Going Concern
Going Concern | 9 Months Ended |
Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Substantial Doubt about Going Concern [Text Block] | Note 2. Going Concern The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. For the nine months ended June 30, 2018, the Company had a net loss of $596,547 and negative cash flow from operating activities of $101,384. As of June 30, 2018, the Company had negative working capital of $715,603. 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. The accompanying consolidated 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. 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 raise doubts about the Company’s ability to continue as a going concern. In the long term, management believes that the Company’s projects and initiatives will be successful and will provide cash flow to the Company, which will be used to finance the Company’s future growth. However, there can be no assurances that the Company’s planned activities will be successful, or that the Company will ultimately attain profitability. The Company’s long-term viability depends on its ability to obtain adequate sources of debt or equity funding to meet current commitments and fund the continuation of its business operations, and the ability of the Company to achieve adequate profitability and cash flows from operations to sustain its operations. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Jun. 30, 2018 | |
Disclosure Text Block [Abstract] | |
Business Description and Accounting Policies [Text Block] | Note 3. Summary of Significant Accounting Policies Interim Financial Statements The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Regulation S-X. The results of operations for the nine months ended June 30, 2018 are not necessarily indicative of the results to be expected for the full fiscal year ending September 30, 2018. Consolidated Financial Statements The consolidated financial statements of the Company include the accounts of the Company and its wholly owned subsidiaries, AngioSoma Research, LLC, First Titan Energy, LLC and First Titan Technical, LLC from the date of their formations or acquisition. Significant intercompany transactions have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Fair Value of Financial Instruments The Company’s balance sheet includes certain financial instruments. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period between the origination of these instruments and their expected realization. FASB Accounting Standards Codification (ASC) 820 Fair Value Measurements and Disclosures Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including 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 (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means. Level 3 - Inputs that are both significant to the fair value measurement and unobservable. Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of June 30, 2018. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments. These financial instruments include accounts receivable, other current assets, accounts payable, and accrued expenses. The fair value of the Company’s notes payable is estimated based on current rates that would be available for debt of similar terms that is not significantly different from its stated value. The following table presents assets that were measured and recognized at fair value as of June 30, 2018 and the period then ended on a recurring and nonrecurring basis: Description Level 1 Level 2 Level 3 Total Gain (Loss) Available for sale securities $ 13,585 $ — $ — $ 13,585 $ 3,882 Totals $ 13,585 $ — $ — $ 13,585 $ 3,882 The following table presents assets that were measured and recognized at fair value as of September 30, 2017 and the period then ended on a recurring and nonrecurring basis: Description Level 1 Level 2 Level 3 Total Gain (Loss) Available for sale securities $ 9,703 $ — $ — $ 9,703 $ (970 ) Totals $ 9,703 $ — $ — $ 9,703 $ (22,250 ) Commitments and Contingencies The Company follows subtopic 450-20 of the FASB Accounting Standards Codification to report accounting for contingencies. Certain conditions may exist as of the date the consolidated financial statements are issued, which may result in a loss to the Company but which will only be resolved when one or more future events occur or fail to occur. The Company assesses such contingent liabilities, and such assessment inherently involves an exercise of judgment. There are no known commitments or contingencies as of June 30, 2018. Recently Issued Accounting Pronouncements We have reviewed the FASB issued Accounting Standards Update (“ASU”) accounting pronouncements and interpretations thereof that have effectiveness dates during the periods reported and in future periods. The Company has carefully considered the new pronouncements that alter previous generally accepted accounting principles and does not believe that any new or modified principles will have a material impact on the corporation’s reported financial position or operations in the near term. The applicability of any standard is subject to the formal review of our financial management and certain standards are under consideration. Subsequent events The Company follows the guidance in Section 855-10-50 of the FASB Accounting Standards Codification for the disclosure of subsequent events. The Company will evaluate subsequent events through the date when the financial statements were issued. Pursuant to ASU 2010-09 of the FASB Accounting Standards Codification, the Company as an SEC filer considers its financial statements issued when they are widely distributed to users, such as through filing them on EDGAR. |
Advances
Advances | 9 Months Ended |
Jun. 30, 2018 | |
Disclosure Text Block [Abstract] | |
Short-term Debt [Text Block] | Note 4. Advances As of June 30, 2018 and September 30, 2017, the Company had non-interest bearing advances payable to third parties of $59,650. These advances are payable on demand. |
Convertible Notes Payable
Convertible Notes Payable | 9 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | Note 5. Convertible Notes Payable Convertible notes payable consisted of the following at June 30, 2018 and September 30, 2017: June 3 0 , September 30, Convertible note dated April 13, 2017 in the original principal amount of $20,000, no stated maturity date, bearing interest at 3% per year, convertible into common stock at a rate of $0.01 per share $ 20,000 $ 20,000 Convertible note dated December 11, 2017 in the original principal amount of $68,000, maturing September 20, 2018, bearing interest at 12% per year, convertible beginning June 11, 2018 into common stock at a rate of 65% of the average of the two lowest trading prices during the 15 trading days prior to conversion. During the three months ended June 30, 2018, principal in the amount of $53,000 was converted to 6,043,439 shares of common stock. 15,000 - Convertible note dated February 14, 2018 in the original principal amount of $35,000, maturing November 30, 2018, bearing interest at 12% per year, convertible beginning August 13, 2018 into common stock at a rate of 65% of the average of the two lowest trading prices during the 15 trading days prior to conversion 35,000 - Convertible note dated May 14, 2018 in the original principal amount of $58,000, maturing February 28, 2019, bearing interest at 12% per year, convertible beginning November 14, 2018 into common stock at a rate of 65% of the average of the two lowest trading prices during the 15 trading days prior to conversion 58,000 - Convertible note dated June 25, 2018 in the original principal amount of $43,000, maturing April 15, 2019, bearing interest at 12% per year, convertible beginning December 25, 2018 into common stock at a rate of 65% of the average of the two lowest trading prices during the 15 trading days prior to conversion 43,000 - Total current convertible notes payable 171,000 20,000 Less: discount on convertible notes payable (40,265 ) — Total convertible notes payable, net of discount $ 130,735 $ 20,000 All principal along with accrued interest is payable on the maturity date. The notes are convertible into common stock at the option of the holder. The holder of the notes cannot convert the notes into shares of common stock if that conversion would result in the holder owning more than 4.9% of the outstanding stock of the Company. As of June 30, 2018 and September 30, 2017, accrued interest on notes payable was $226,557 and $160,255, respectively. During the nine months ended June 30, 2018 and 2017, interest expense on the notes payable was $7,963 and $97,590, respectively. Conversions of Notes Payable to Common Stock During the nine months ended June 30, 2018, the holders of the Convertible Note Payable dated June 30, 2015 elected to convert principal of $0 into 6,000,000 shares of common stock. A loss of $328,200 was recognized on the conversions as they occurred after all debt had been fully converted as of September 30, 2017. This is recorded under additional paid in capital. Also during the nine months ended June 30, 2018, the holders of the Convertible Note Payable dated December 11, 2017, elected to convert principal of $53,000 into 6,043,439 shares of common stock. The Company recorded a loss of $8,046 on this transaction. |
Note Payable
Note Payable | 9 Months Ended |
Jun. 30, 2018 | |
Disclosure Text Block [Abstract] | |
Long-term Debt [Text Block] | Note 6. Note Payable The Company entered into a promissory note with its attorney to refinance accounts payable of $68,793 as of September 30, 2016 into a promissory note. The note can be issued up to the total principal amount of $100,000 and includes the prepayment of legal fees of $31,498 to be incurred during the period from October 1, 2016 through March 1, 2017. The note payable was recorded at $68,793 (the amount of refinanced accounts payable) as of June 30, 2018. There was no prepayment recognized as of June 30, 2018. The note bears interest at the prime rate and requires monthly payments of principal and interest of $10,000 beginning July 1, 2017, the maturity date. As of June 30, 2018, the note is classified in noncurrent liabilities on the balance sheet. No payments have been made to date on this note. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Jun. 30, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | Note 7. Related Party Transactions David Summers, a significant shareholder of the Company, provides consulting services to the Company related to the development of our products. In addition, the Company had previously rented office space from Mr. Summers for $400 per month under a month to month lease. As of June 30, 2018, services, rent and other expense reimbursements in the amount of $112,804 was unpaid. Alex Blankenship is paid $5,000 per month under her employment agreement with the Company. As of June 30, 2018, the Company owed Ms. Blankenship $120,233 for unpaid compensation. As of June 30, 2018, the Company owed Sydney Jim, our former CEO, $38,130 for accrued but unpaid compensation. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Jun. 30, 2018 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | Note 8. Stockholders’ Equity Common Stock issued for conversion of Series B Preferred Stock During the nine months ended June 30, 2018, the Company issued 2,400,000 shares of common stock upon conversion of the Series B Preferred Stock. A loss of $7,250 was recognized and is recorded in Additional paid-in capital on the consolidated balance sheet. During the nine months ended June 30, 2018, the Company issued 2,500,000 shares of common stock upon conversion of 25,000 shares of Series F Preferred Stock. There was no gain or loss recognized on this transaction. Common stock issued for conversion of convertible note payable During nine months ended June, 2018, the Company issued 6,000,000 shares of common stock upon the conversion of principal of $0. A loss of $328,200 was recognized on the transaction because it occurred after all debt had been fully converted as of September 30, 2017. This is recorded under additional paid-in capital. During nine months ended June, 2018, the Company issued 6,043,439 shares of common stock upon the conversion of principal of $53,000. The Company recorded a loss in the amount of $8,046 on this transaction. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Jun. 30, 2018 | |
Table Text Block [Abstract] | |
Schedule of Subsequent Events [Table Text Block] | Note 9. Subsequent Events On July 3, 2018, the Company issued 2,376,090 shares of common stock for the conversion of notes payable in the principal amount of $15,000 and accrued interest in the amount of $4,080. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 9 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Interim Financial Statements The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Regulation S-X. The results of operations for the nine months ended June 30, 2018 are not necessarily indicative of the results to be expected for the full fiscal year ending September 30, 2018. |
Consolidation, Policy [Policy Text Block] | Consolidated Financial Statements The consolidated financial statements of the Company include the accounts of the Company and its wholly owned subsidiaries, AngioSoma Research, LLC, First Titan Energy, LLC and First Titan Technical, LLC from the date of their formations or acquisition. Significant intercompany transactions have been eliminated in consolidation. |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Instruments The Company’s balance sheet includes certain financial instruments. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period between the origination of these instruments and their expected realization. FASB Accounting Standards Codification (ASC) 820 Fair Value Measurements and Disclosures Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including 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 (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means. Level 3 - Inputs that are both significant to the fair value measurement and unobservable. Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of June 30, 2018. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments. These financial instruments include accounts receivable, other current assets, accounts payable, and accrued expenses. The fair value of the Company’s notes payable is estimated based on current rates that would be available for debt of similar terms that is not significantly different from its stated value. The following table presents assets that were measured and recognized at fair value as of June 30, 2018 and the period then ended on a recurring and nonrecurring basis: Description Level 1 Level 2 Level 3 Total Gain (Loss) Available for sale securities $ 13,585 $ — $ — $ 13,585 $ 3,882 Totals $ 13,585 $ — $ — $ 13,585 $ 3,882 The following table presents assets that were measured and recognized at fair value as of September 30, 2017 and the period then ended on a recurring and nonrecurring basis: Description Level 1 Level 2 Level 3 Total Gain (Loss) Available for sale securities $ 9,703 $ — $ — $ 9,703 $ (970 ) Totals $ 9,703 $ — $ — $ 9,703 $ (22,250 ) |
Commitments and Contingencies, Policy [Policy Text Block] | Commitments and Contingencies The Company follows subtopic 450-20 of the FASB Accounting Standards Codification to report accounting for contingencies. Certain conditions may exist as of the date the consolidated financial statements are issued, which may result in a loss to the Company but which will only be resolved when one or more future events occur or fail to occur. The Company assesses such contingent liabilities, and such assessment inherently involves an exercise of judgment. There are no known commitments or contingencies as of June 30, 2018. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Issued Accounting Pronouncements We have reviewed the FASB issued Accounting Standards Update (“ASU”) accounting pronouncements and interpretations thereof that have effectiveness dates during the periods reported and in future periods. The Company has carefully considered the new pronouncements that alter previous generally accepted accounting principles and does not believe that any new or modified principles will have a material impact on the corporation’s reported financial position or operations in the near term. The applicability of any standard is subject to the formal review of our financial management and certain standards are under consideration. |
Subsequent Events, Policy [Policy Text Block] | Subsequent events The Company follows the guidance in Section 855-10-50 of the FASB Accounting Standards Codification for the disclosure of subsequent events. The Company will evaluate subsequent events through the date when the financial statements were issued. Pursuant to ASU 2010-09 of the FASB Accounting Standards Codification, the Company as an SEC filer considers its financial statements issued when they are widely distributed to users, such as through filing them on EDGAR. |
Summary of Significant Accoun18
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Jun. 30, 2018 | |
Disclosure Text Block [Abstract] | |
Fair Value, Assets Measured on Recurring and Nonrecurring Basis [Table Text Block] | The following table presents assets that were measured and recognized at fair value as of June 30, 2018 and the period then ended on a recurring and nonrecurring basis: Description Level 1 Level 2 Level 3 Total Gain (Loss) Available for sale securities $ 13,585 $ — $ — $ 13,585 $ 3,882 Totals $ 13,585 $ — $ — $ 13,585 $ 3,882 Description Level 1 Level 2 Level 3 Total Gain (Loss) Available for sale securities $ 9,703 $ — $ — $ 9,703 $ (970 ) Totals $ 9,703 $ — $ — $ 9,703 $ (22,250 ) |
Convertible Notes Payable (Tabl
Convertible Notes Payable (Tables) | 9 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Convertible Debt [Table Text Block] | Convertible notes payable consisted of the following at June 30, 2018 and September 30, 2017: June 3 0 , September 30, Convertible note dated April 13, 2017 in the original principal amount of $20,000, no stated maturity date, bearing interest at 3% per year, convertible into common stock at a rate of $0.01 per share $ 20,000 $ 20,000 Convertible note dated December 11, 2017 in the original principal amount of $68,000, maturing September 20, 2018, bearing interest at 12% per year, convertible beginning June 11, 2018 into common stock at a rate of 65% of the average of the two lowest trading prices during the 15 trading days prior to conversion. During the three months ended June 30, 2018, principal in the amount of $53,000 was converted to 6,043,439 shares of common stock. 15,000 - Convertible note dated February 14, 2018 in the original principal amount of $35,000, maturing November 30, 2018, bearing interest at 12% per year, convertible beginning August 13, 2018 into common stock at a rate of 65% of the average of the two lowest trading prices during the 15 trading days prior to conversion 35,000 - Convertible note dated May 14, 2018 in the original principal amount of $58,000, maturing February 28, 2019, bearing interest at 12% per year, convertible beginning November 14, 2018 into common stock at a rate of 65% of the average of the two lowest trading prices during the 15 trading days prior to conversion 58,000 - Convertible note dated June 25, 2018 in the original principal amount of $43,000, maturing April 15, 2019, bearing interest at 12% per year, convertible beginning December 25, 2018 into common stock at a rate of 65% of the average of the two lowest trading prices during the 15 trading days prior to conversion 43,000 - Total current convertible notes payable 171,000 20,000 Less: discount on convertible notes payable (40,265 ) — Total convertible notes payable, net of discount $ 130,735 $ 20,000 |
Going Concern (Details)
Going Concern (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Net Income (Loss) Attributable to Parent | $ (90,985) | $ (182,652) | $ (596,547) | $ (695,468) |
Net Cash Provided by (Used in) Operating Activities | (101,384) | $ (56,550) | ||
Working Capital | $ 715,603 | $ 715,603 |
Summary of Significant Accoun21
Summary of Significant Accounting Policies (Details) - Fair Value, Assets Measured on Recurring and Nonrecurring Basis - USD ($) | 9 Months Ended | 12 Months Ended |
Jun. 30, 2018 | Sep. 30, 2017 | |
Summary of Significant Accounting Policies (Details) - Fair Value, Assets Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Asset Fair Value | $ 13,585 | $ 9,703 |
Gain (Loss) | 3,882 | (22,250) |
Fair Value, Inputs, Level 1 [Member] | ||
Summary of Significant Accounting Policies (Details) - Fair Value, Assets Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Asset Fair Value | 13,585 | 9,703 |
Fair Value, Inputs, Level 2 [Member] | ||
Summary of Significant Accounting Policies (Details) - Fair Value, Assets Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Asset Fair Value | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | ||
Summary of Significant Accounting Policies (Details) - Fair Value, Assets Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Asset Fair Value | 0 | 0 |
Available-for-sale Securities [Member] | ||
Summary of Significant Accounting Policies (Details) - Fair Value, Assets Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Asset Fair Value | 13,585 | 9,703 |
Gain (Loss) | 3,882 | (970) |
Available-for-sale Securities [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Summary of Significant Accounting Policies (Details) - Fair Value, Assets Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Asset Fair Value | 13,585 | 9,703 |
Available-for-sale Securities [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Summary of Significant Accounting Policies (Details) - Fair Value, Assets Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Asset Fair Value | 0 | 0 |
Available-for-sale Securities [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Summary of Significant Accounting Policies (Details) - Fair Value, Assets Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Asset Fair Value | $ 0 | $ 0 |
Advances (Details)
Advances (Details) | Jun. 30, 2018USD ($) |
Disclosure Text Block [Abstract] | |
Short-term Debt | $ 59,650 |
Convertible Notes Payable (Deta
Convertible Notes Payable (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Sep. 30, 2017 | |
Convertible Notes Payable (Details) [Line Items] | |||||
Debt Instrument, Convertible, Terms of Conversion Feature | The notes are convertible into common stock at the option of the holder. The holder of the notes cannot convert the notes into shares of common stock if that conversion would result in the holder owning more than 4.9% of the outstanding stock of the Company. | ||||
Interest Payable | $ 226,557 | $ 226,557 | $ 160,255 | ||
Interest Expense | 13,219 | $ 103,464 | 18,443 | $ 259,578 | |
Debt Conversion, Original Debt, Amount | 53,000 | 86,118 | |||
Gain (Loss) on Extinguishment of Debt | $ (8,046) | $ 0 | (336,246) | 0 | |
Interest Expense on Note Payable[Member] | |||||
Convertible Notes Payable (Details) [Line Items] | |||||
Interest Expense | 7,963 | $ 97,590 | |||
Conversion on Convertible Note Payable [Member] | Note Dated June 30, 2015 [Member] | |||||
Convertible Notes Payable (Details) [Line Items] | |||||
Debt Conversion, Original Debt, Amount | $ 0 | ||||
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | 6,000,000 | ||||
Gain (Loss) on Extinguishment of Debt | $ (328,200) | ||||
Conversion on Convertible Note Payable [Member] | Note Dated December 11, 2017 [Member] | |||||
Convertible Notes Payable (Details) [Line Items] | |||||
Debt Conversion, Original Debt, Amount | $ 53,000 | ||||
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | 6,043,439 | ||||
Gain (Loss) on Extinguishment of Debt | $ (8,046) |
Convertible Notes Payable (De24
Convertible Notes Payable (Details) - Convertible Debt - USD ($) | Jun. 30, 2018 | Sep. 30, 2017 |
Convertible Notes Payable (Details) - Convertible Debt [Line Items] | ||
Convertible note | $ 171,000 | $ 20,000 |
Less: discount on convertible notes payable | (40,265) | 0 |
Total convertible notes payable, net of discount | 130,735 | 20,000 |
Convertible Note, Date April 13, 2017 [Member] | ||
Convertible Notes Payable (Details) - Convertible Debt [Line Items] | ||
Convertible note | 20,000 | 20,000 |
Convertible Note, Dated December 11, 2107 [Member] | ||
Convertible Notes Payable (Details) - Convertible Debt [Line Items] | ||
Convertible note | 15,000 | 0 |
Convertible Note, Dated February 14, 2018 [Member] | ||
Convertible Notes Payable (Details) - Convertible Debt [Line Items] | ||
Convertible note | 35,000 | 0 |
Convertible Note,Dated May 14, 2018 [Member] | ||
Convertible Notes Payable (Details) - Convertible Debt [Line Items] | ||
Convertible note | 58,000 | 0 |
Convertible Note,Dated June 25, 2018 [Member] | ||
Convertible Notes Payable (Details) - Convertible Debt [Line Items] | ||
Convertible note | $ 43,000 | $ 0 |
Convertible Notes Payable (De25
Convertible Notes Payable (Details) - Convertible Debt (Parentheticals) - USD ($) | 9 Months Ended | 12 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | |
Convertible Notes Payable (Details) - Convertible Debt (Parentheticals) [Line Items] | ||||
Amount | $ 68,793 | |||
Convertible | The notes are convertible into common stock at the option of the holder. The holder of the notes cannot convert the notes into shares of common stock if that conversion would result in the holder owning more than 4.9% of the outstanding stock of the Company. | |||
Convertible note, principal | $ 53,000 | $ 86,118 | ||
Convertible Note, Date April 13, 2017 [Member] | ||||
Convertible Notes Payable (Details) - Convertible Debt (Parentheticals) [Line Items] | ||||
Amount | $ 20,000 | |||
Dated | Apr. 13, 2017 | Apr. 13, 2017 | ||
Maturity date | no stated maturity date | no stated maturity date | ||
Interest | 3.00% | 3.00% | ||
Convertible rate | $ 0.01 | $ 0.01 | ||
Convertible Note, Dated December 11, 2107 [Member] | ||||
Convertible Notes Payable (Details) - Convertible Debt (Parentheticals) [Line Items] | ||||
Amount | $ 68,000 | |||
Dated | Dec. 11, 2017 | |||
Maturity date | September 20, 2018 | |||
Interest | 12.00% | |||
Convertible rate | $ 0.65 | |||
Convertible | convertible beginning June 11, 2018 into common stock at a rate of 65% of the average of the two lowest trading prices during the 15 trading days prior to conversion | |||
Convertible note, principal | $ 53,000 | |||
Convertible note, Shares | 6,043,439 | |||
Convertible Note, Dated February 14, 2018 [Member] | ||||
Convertible Notes Payable (Details) - Convertible Debt (Parentheticals) [Line Items] | ||||
Amount | $ 35,000 | |||
Dated | Feb. 14, 2018 | |||
Maturity date | November 30, 2018 | |||
Interest | 12.00% | |||
Convertible rate | $ 0.65 | |||
Convertible | convertible beginning November 14, 2018 into common stock at a rate of 65% of the average of the two lowest trading prices during the 15 trading days prior to conversion | |||
Convertible Note,Dated May 14, 2018 [Member] | ||||
Convertible Notes Payable (Details) - Convertible Debt (Parentheticals) [Line Items] | ||||
Amount | $ 58,000 | |||
Dated | May 14, 2018 | |||
Maturity date | February 28, 2019 | |||
Interest | 12.00% | |||
Convertible rate | $ 0.65 | |||
Convertible | convertible beginning November 14, 2018 into common stock at a rate of 65% of the average of the two lowest trading prices during the 15 trading days prior to conversion | |||
Convertible Note,Dated June 25, 2018 [Member] | ||||
Convertible Notes Payable (Details) - Convertible Debt (Parentheticals) [Line Items] | ||||
Amount | $ 43,000 | |||
Dated | Jun. 25, 2018 | |||
Maturity date | April 15, 2019 | |||
Interest | 12.00% | |||
Convertible rate | $ 0.65 | |||
Convertible | convertible beginning December 25, 2018 into common stock at a rate of 65% of the average of the two lowest trading prices during the 15 trading days prior to conversion |
Note Payable (Details)
Note Payable (Details) - USD ($) | Jul. 01, 2017 | Sep. 30, 2016 |
Note Payable (Details) [Line Items] | ||
Debt Instrument, Face Amount | $ 68,793 | |
Debt Instrument, Periodic Payment | $ 10,000 | |
Principal [Member] | ||
Note Payable (Details) [Line Items] | ||
Debt Instrument, Face Amount | 100,000 | |
Prepaid Legal Fees [Member] | ||
Note Payable (Details) [Line Items] | ||
Debt Instrument, Face Amount | $ 31,498 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 9 Months Ended | |
Jun. 30, 2018 | Sep. 30, 2017 | |
Related Party Transactions (Details) [Line Items] | ||
Due to Related Parties, Current | $ 59,650 | $ 59,650 |
Majority Shareholder [Member] | ||
Related Party Transactions (Details) [Line Items] | ||
Operating Leases, Rent Expense, Minimum Rentals | 400 | |
Due to Related Parties, Current | 112,804 | |
Chief Executive Officer [Member] | ||
Related Party Transactions (Details) [Line Items] | ||
Related Party Transaction, Expenses from Transactions with Related Party | 5,000 | |
Accrued Salaries, Current | 120,233 | |
Former CEO [Member] | ||
Related Party Transactions (Details) [Line Items] | ||
Accrued Salaries, Current | $ 38,130 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Stockholders' Equity (Details) [Line Items] | ||||
Gain (Loss) on Extinguishment of Debt | $ (8,046) | $ 0 | $ (336,246) | $ 0 |
Debt Conversion, Original Debt, Amount | 53,000 | $ 86,118 | ||
Conversion on Convertible Note Payable [Member] | Debt, Principal of $0 [Member] | ||||
Stockholders' Equity (Details) [Line Items] | ||||
Gain (Loss) on Extinguishment of Debt | $ (328,200) | |||
Debt Conversion, Converted Instrument, Shares Issued | 6,000,000 | |||
Debt Conversion, Original Debt, Amount | $ 0 | |||
Conversion on Convertible Note Payable [Member] | Debt, Principal of $53,000 [Member] | ||||
Stockholders' Equity (Details) [Line Items] | ||||
Gain (Loss) on Extinguishment of Debt | $ 8,046 | |||
Debt Conversion, Converted Instrument, Shares Issued | 6,043,439 | |||
Debt Conversion, Original Debt, Amount | $ 53,000 | |||
Series B Preferred Stock [Member] | ||||
Stockholders' Equity (Details) [Line Items] | ||||
Conversion of Stock, Shares Issued | 2,400,000 | |||
Gain (Loss) on Extinguishment of Debt | $ (7,250) | |||
Series F Preferred Stock [Member] | ||||
Stockholders' Equity (Details) [Line Items] | ||||
Conversion of Stock, Shares Issued | 2,500,000 | |||
Conversion of Stock, Shares Converted | 25,000 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) | Jul. 03, 2018 | Jun. 30, 2018 | Jun. 30, 2017 |
Subsequent Events (Details) [Line Items] | |||
Debt Conversion, Original Debt, Amount | $ 53,000 | $ 86,118 | |
Conversion on Convertible Note Payable [Member] | Subsequent Event [Member] | Note, Principal $15,000 [Member] | |||
Subsequent Events (Details) [Line Items] | |||
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | 2,376,090 | ||
Debt Conversion, Original Debt, Amount | $ 15,000 | ||
Interest Expense, Debt | $ 4,080 |