Convertible Note Payable (Details Narrative) | Jun. 24, 2019USD ($) | Jun. 19, 2019USD ($)TradingDays | Jun. 05, 2019USD ($) | Jun. 04, 2019USD ($)TradingDays | May 31, 2019USD ($)TradingDays$ / shares | May 29, 2019USD ($) | May 15, 2019USD ($)TradingDays | Mar. 20, 2019USD ($)TradingDays$ / sharesshares | Mar. 20, 2019USD ($)$ / sharesshares | Mar. 19, 2019USD ($)TradingDays$ / sharesshares | Mar. 19, 2019USD ($)$ / sharesshares | Mar. 19, 2019USD ($)$ / sharesshares | Mar. 06, 2019USD ($)TradingDays$ / sharesshares | Mar. 04, 2019USD ($)TradingDays$ / sharesshares | Dec. 19, 2018USD ($)TradingDays | Dec. 06, 2018USD ($)TradingDays$ / sharesshares | Nov. 02, 2018USD ($) | Nov. 01, 2018USD ($)TradingDays$ / sharesshares | Sep. 17, 2018USD ($)shares | Aug. 11, 2018USD ($)$ / sharesshares | Aug. 11, 2018USD ($)$ / sharesshares | Jan. 16, 2018USD ($) | Nov. 17, 2017USD ($)$ / shares | Nov. 07, 2017USD ($)$ / sharesshares | Sep. 29, 2017$ / sharesshares | May 10, 2017USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | Dec. 31, 2018USD ($) |
Number of common stock shares issued | shares | | | | | | | | | | | | | | | | | | | | | | | | | 50,000 | 136,015 | | | | | | | |
Warrants to purchase common stock | shares | | | | | | | | | | | | | | | | | | | | | | | | | 50,000 | 136,015 | | | | | | | |
Warrant exercise price per share | $ / shares | | | | | | | | | | | | | | | | | | | | | | | | $ 1 | $ 1 | $ 1 | | | | | | | |
Warrant expiration date | | | | | | | | | | | | | | | | | | | | | | | | | May 7, 2019 | | | | | | | | |
Conversion price per share | $ / shares | | | | | | | | | | | | | | | | | | | | | $ 0.665 | $ 0.665 | | | $ 0.665 | | | | | | | | |
Fair value of warrants | | | | | | | | | | | | | | | $ 1,381,963 | | | | | | | $ 9,035 | | $ 10,750 | $ 3,381 | | | | | | | | |
Debt instrument repayment date | | | | | | | | | | | | | | | | | | | | Dec. 15, 2018 | | | | | | | | | | | | | |
Number of restricted stock award issued | shares | | | | | | | | | | | | | | | | | | | | 50,000 | | | | | | | | | | | | | |
Number of restricted stock issued, value | | | | | | | | | | | | | | | | | | | | $ 4,500 | | | | | | | | | | | | | |
Debt instrument face amount | | | | | | | | | | | | | | | | | | | | | $ 44,000 | $ 44,000 | | $ 267,500 | | | | $ 50,000 | $ 50,000 | | $ 50,000 | | |
Proceeds from debt | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 1,350,500 | | |
Warrant term | | | | | | | | | | | | | | | | | | | | | 24 months | 24 months | | 18 months | | | | | | | | | |
Original issue discount | [1] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Interest expense | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 1,209,546 | 307,081 | |
Debt repayment | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 265,000 | 100,000 | |
Derivative liability | | | | | | | | | | | | | | | | | | | | | | | | | | | | 6,506,062 | 6,506,062 | | 6,506,062 | | $ 661,320 |
Gain on extinguishment of debt | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 513,833 | $ (63,685) | 1,246,186 | (63,685) | |
Legal fees | | | | | | | | | | | | | | | | | | | | | | | $ 2,500 | | | | | | | | | | |
Debt description | | | | | | | | | | | | | | | As the result, the exercise price of the warrants was reset to the lesser of (i) 50% multiplied by the lowest Trading Price during the previous twenty (20) Trading Day prior to March 4, 2019, which is $0.025. (ii) 50% multiplied by the lowest Trading Price during the previous twenty (20) Trading Day prior to the Conversion Date. | | | | | | | | | | | | | | | | | | |
Amortization of debt issuance costs and discounts | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 1,136,048 | $ 245,657 | |
Unamortized debt discount | | | | | | | | | | | | | | | | | | | | | | | | | | | | $ 899,443 | $ 899,443 | | $ 899,443 | | |
Convertible Note Payable Four [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument interest rate | | | | | | | | | | | | | | | | | | | | | | | | | | | | 12.00% | 12.00% | | 12.00% | | 12.00% |
Debt instrument, maturity date | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Dec. 6, 2019 | | Dec. 6, 2019 |
Remaining balance | [2] | | | | | | | | | | | | | | | | | | | | | | | | | | | $ 45,500 | $ 45,500 | | $ 45,500 | | $ 45,000 |
Convertible Note Payable Five [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument interest rate | | | | | | | | | | | | | | | | | | | | | | | | | | | | 10.00% | 10.00% | | 10.00% | | 10.00% |
Debt instrument, maturity date | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Sep. 19, 2019 | | Sep. 19, 2019 |
Remaining balance | [3] | | | | | | | | | | | | | | | | | | | | | | | | | | | $ 64,130 | $ 64,130 | | $ 64,130 | | $ 58,300 |
Convertible Note Payable Six [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument interest rate | | | | | | | | | | | | | | | | | | | | | | | | | | | | 10.00% | 10.00% | | 10.00% | | 10.00% |
Debt instrument, maturity date | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Sep. 1, 2019 | | Sep. 1, 2019 |
Remaining balance | [4] | | | | | | | | | | | | | | | | | | | | | | | | | | | $ 625,882 | $ 625,882 | | $ 625,882 | | |
Convertible Note Payable Ten [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument interest rate | | | | | | | | | | | | | | | | | | | | | | | | | | | | 12.00% | 12.00% | | 12.00% | | 12.00% |
Debt instrument, maturity date | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | May 15, 2020 | | May 15, 2020 |
Remaining balance | [5] | | | | | | | | | | | | | | | | | | | | | | | | | | | $ 131,250 | $ 131,250 | | $ 131,250 | | |
Convertible Note Payable Eleven [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument interest rate | | | | | | | | | | | | | | | | | | | | | | | | | | | | 10.00% | 10.00% | | 10.00% | | 10.00% |
Debt instrument, maturity date | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | May 29, 2020 | | May 29, 2020 |
Remaining balance | [6] | | | | | | | | | | | | | | | | | | | | | | | | | | | $ 57,000 | $ 57,000 | | $ 57,000 | | |
Convertible Note Payable Twelve [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument interest rate | | | | | | | | | | | | | | | | | | | | | | | | | | | | 12.00% | 12.00% | | 12.00% | | 12.00% |
Debt instrument, maturity date | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | May 31, 2020 | | May 31, 2020 |
Remaining balance | [7] | | | | | | | | | | | | | | | | | | | | | | | | | | | $ 86,625 | $ 86,625 | | $ 86,625 | | |
Convertible Note Payable Thirteen [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument interest rate | | | | | | | | | | | | | | | | | | | | | | | | | | | | 10.00% | 10.00% | | 10.00% | | 10.00% |
Debt instrument, maturity date | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | May 31, 2020 | | May 31, 2020 |
Remaining balance | [8] | | | | | | | | | | | | | | | | | | | | | | | | | | | $ 60,000 | $ 60,000 | | $ 60,000 | | |
Convertible Note Payable Fourteen [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument interest rate | | | | | | | | | | | | | | | | | | | | | | | | | | | | 8.00% | 8.00% | | 8.00% | | 8.00% |
Debt instrument, maturity date | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Jun. 4, 2020 | | Jun. 4, 2020 |
Remaining balance | [9] | | | | | | | | | | | | | | | | | | | | | | | | | | | $ 46,200 | $ 46,200 | | $ 46,200 | | |
Convertible Note Payable Fifteen [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument interest rate | | | | | | | | | | | | | | | | | | | | | | | | | | | | 12.00% | 12.00% | | 12.00% | | 8.00% |
Debt instrument, maturity date | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Jun. 19, 2020 | | Jun. 19, 2020 |
Remaining balance | [10] | | | | | | | | | | | | | | | | | | | | | | | | | | | $ 113,000 | $ 113,000 | | $ 113,000 | | |
Unaffiliated Investor [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Borrowing from unrelated party | | | | | | | | | | | | | | | | | $ 136,500 | | | | | | | | | | | | | | | | |
Debt instrument interest rate | | | | | | | | | | | | | | | | 10.00% | 12.00% | | | | | | | | | | | | | | | | |
Number of common stock shares issued | shares | | | | | | | | | | | | | | | | | | | 650,000 | | | | | | | | | | | | | | |
Warrants to purchase common stock | shares | | | | | | | | | | | | | | | | | 227,500 | | 380,000 | | | | | | | | | | | | | | |
Warrant exercise price per share | $ / shares | | | | | | | | | | | | | | | | | $ 0.20 | | $ 0.20 | | | | | | | | | | | | | | |
Fair value of warrants | | | | | | | | | | | | | | | $ 3,421,241 | | $ 7,880 | | $ 89,908 | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, term | | | | | | | | | | | | | | | | | 5 years | | | | | | | | | | | | | | | | |
Number of restricted stock award issued | shares | | | | | | | | | | | | | | | | | | | 650,000 | | | | | | | | | | | | | | |
Debt instrument face amount | | | | | | | | | | | | | | | | $ 58,300 | $ 45,500 | | | | | | | | | | | 85,000 | 85,000 | | 85,000 | | |
Debt principal balance increase | | $ 5,830 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Proceeds from debt | | | | | | | | | | | | | | | | | | | $ 342,000 | | | | | | | | | | | | | | |
Warrant term | | | | | | | | | | | | | | | | | 5 years | | 5 years | | | | | | | | | | | | | | |
Original issue discount | | | | | | | | | | | | | | | | $ 5,300 | $ 12,000 | | | | | | | | | | | | | | | | |
Original issue discount percentage | | | | | | | | | | | | | | | | | | | 10.00% | | | | | | | | | | | | | | |
Call payment | | | | | | | | | | | | | | | | | | | $ 20,000 | | | | | | | | | | | | | | |
Debt conversion description | | | | | | | | | | | | | | | | | | | The Note accrues interest at 12% per year, and is due and payable on May 1, 2019 ("Maturity Date"). The Company may prepay the Note without prepayment penalty if prepaid during the first 180 days following issuance date. No prepayment is permitted after the initial 180 days from issuance. The Note agreements give the lender the right to convert the loan amounts due into common stock at a conversion price equal to the lesser of (i) 50% multiplied by the lowest trading price during the previous twenty (20) trading day period ending on the latest complete trading day prior to the date of this Note and (ii) 50% multiplied by the during the twenty (20) trading day period ending on the latest complete trading day prior to the conversion date. | | | | | | | | | | | | | | |
Conversion percentage | | | | | | | | | | | | | | | | 60.00% | 50.00% | | | | | | | | | | | | | | | | |
Trading days | TradingDays | | | | | | | | | | | | | | | | 25 | 20 | | 20 | | | | | | | | | | | | | | |
Proceeds from issuance of common stock | | | | | | | | | | | | | | | | | | | $ 53,300 | | | | | | | | | | | | | | |
Converted derivative value | | | | | | | | | | | | | | | | $ 102,942 | $ 74,970 | | 558,923 | | | | | | | | | | | | | | |
Interest expense | | | | | | | | | | | | | | | | 52,942 | 42,850 | | $ 364,131 | | | | | | | | | | | | | | |
Debt repayment | | | | $ 5,000 | | | | | | | | | | | | | | | | | | | | | | | | | | | 295,000 | | |
Legal fees | | | | | | | | | | | | | | | | $ 53,000 | $ 41,500 | | | | | | | | | | | | | | | | |
Debt description | | | | | | | | | | | | | | | As the result, the exercise price of the warrants was reset to the lesser of (i) 50% multiplied by the lowest Trading Price during the previous twenty (20) Trading Day prior to March 4, 2019, which is $0.025. (ii) 50% multiplied by the lowest Trading Price during the previous twenty (20) Trading Day prior to the Conversion Date. | The maturity date for the Note is September 19, 2019 ("Maturity Date"), and is the date upon which the principal sum, as well as any accrued and unpaid interest, shall be due and payable. This Company may prepay any amount outstanding under this Note, during the initial 60 calendar day period after the issuance of this Note, by making a payment to the Holder of an amount in cash equal to 125% multiplied the amount that the Company is prepaying Notwithstanding anything to the contrary contained in this Note, the Company may prepay any amount outstanding under each tranche of this Note, during the 61st through 120 calendar day period after the issuance of the respective tranche of this Note, by making a payment to the Holder of an amount in cash equal to 135% multiplied the amount that the Company is prepaying. Notwithstanding anything to the contrary contained in this Note, the Company may prepay any amount outstanding under each tranche of this Note, during the 121st through 180 calendar day period after the issuance of the respective tranche of this Note, by making a payment to the Holder of an amount in cash equal to 140% multiplied the amount that the Company is prepaying. | This Company may prepay any amount outstanding under each tranche of this Note, during the initial 60 calendar day period after the issuance of the respective tranche of this Note, by making a payment to the Holder of an amount in cash equal to 125% multiplied the amount that the Company is prepaying Notwithstanding anything to the contrary contained in this Note, the Company may prepay any amount outstanding under each tranche of this Note, during the 61st through 120 calendar day period after the issuance of the respective tranche of this Note, by making a payment to the Holder of an amount in cash equal to 135% multiplied the amount that the Company is prepaying. | | | | | | | | | | | | | | | | |
Debt outstanding description | | | | | | | | | | | | | | | | The Company may not prepay any amount outstanding under each tranche of this Note after the 180th calendar day after the issuance of the respective tranche of this Note. Any amount of principal or interest due pursuant to this Note, which is not paid by the Maturity Date, shall bear interest at the rate of the lesser of (i) eighteen percent (18%) per annum or (ii) the maximum amount permitted by law from the due date thereof until the same is paid ("Default Interest"). | The Company may not prepay any amount outstanding under each tranche of this Note after the 180th calendar day after the issuance of the respective tranche of this Note. Any amount of principal or interest due pursuant to this Note, which is not paid by the Maturity Date, shall bear interest at the rate of the lesser of (i) fifteen percent (15%) per annum or (ii) the maximum amount permitted by law from the due date thereof until the same is paid ("Default Interest"). | | | | | | | | | | | | | | | | |
Original debt discount, warrant and conversion feature | | | | | | | | | | | | | | | | | $ 45,500 | | | | | | | | | | | | | | | | |
Fair value of conversion feature | | | | | | | | | | | | | | | | $ 50,000 | | | | | | | | | | | | | | | | | |
Debt instrument, principal increase, description | | On June 24, 2019, we increased the principal balance by 10% in the amount of $5,830 in exchange the debt holder agreed not to convert the Note into common stock until July 21, 2019. | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Unaffiliated Investor [Member] | Convertible Note Payable Four [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument face amount | | | | | | | | | | | | | | | | | | | | | | | | | | | | 45,500 | 45,500 | | 45,500 | | |
Unaffiliated Investor [Member] | Convertible Note Payable Five [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument face amount | | | | | | | | | | | | | | | | | | | | | | | | | | | | 64,130 | 64,130 | | 64,130 | | |
First Fire Opportunity Fund LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument interest rate | | | | | | | | | | | | | | | 10.00% | | | | | | | | | | | | | | | | | | |
Number of common stock shares issued | shares | | | | | | | | | | | | | | | 1,125,000 | | | | | | | | | | | | | | | | | | |
Warrant exercise price per share | $ / shares | | | | | | | | | | | | | | | $ 0.50 | | | | | | | | | | | | | | | | | | |
Fair value of warrants | | | | | | | | | | | | | | | $ 3,553,635 | | | | | | | | | | | | | | | | | | |
Debt instrument face amount | | | | | | | | | | | | | | | 705,882 | | | | | | | | | | | | | | | | | | |
Proceeds from debt | | | | | | | | | | | | | | | $ 592,500 | | | | | | | | | | | | | | | | | | |
Warrant term | | | | | | | | | | | | | | | 18 months | | | | | | | | | | | | | | | | | | |
Original issue discount | | | | | | | | | | | | | | | $ 113,382 | | | | | | | | | | | | | | | | | | |
Conversion percentage | | | | | | | | | | | | | | | 50.00% | | | | | | | | | | | | | | | | | | |
Trading days | TradingDays | | | | | | | | | | | | | | | 20 | | | | | | | | | | | | | | | | | | |
Converted derivative value | | | | | | | | | | | | | | | $ 4,135,070 | | | | | | | | | | | | | | | | | | |
Interest expense | | | | | | | | | | | | | | | 3,816,305 | | | | | | | | | | | | | | | | | | |
Debt repayment | | | | | | | | | | | | | | | 20,000 | | | | | | | | | | | | | | | | | | |
Derivative liability | | | | | | | | | | | | | | | $ 4,135,070 | | | | | | | | | | | | | | | | | | |
First Fire Opportunity Fund LLC [Member] | Convertible Note Payable Six [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument face amount | | | | | | | | | | | | | | | | | | | | | | | | | | | | 625,882 | 625,882 | | 625,882 | | |
Debt repayment | | | | | | | | | | | | | | | | | | | | | | | | | | | | 80,000 | | | | | |
Delaware Limited Partnership [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument interest rate | | | | | | | | | | | | | | 10.00% | | | | | | | | | | | | | | | | | | | |
Warrant exercise price per share | $ / shares | | | | | | | | | | | | | | $ 0.50 | | | | | | | | | | | | | | | | | | | |
Fair value of warrants | | | | | | | | | | | | | | $ 2,306,364 | | | | | | | | | | | | | | | | | | | |
Number of restricted stock award issued | shares | | | | | | | | | | | | | | 608,000 | | | | | | | | | | | | | | | | | | | |
Debt instrument face amount | | | | | | | | | | | | | | $ 380,000 | | | | | | | | | | | | | | | | | | | |
Proceeds from debt | | | | | | | | | | | | | | $ 338,000 | | | | | | | | | | | | | | | | | | | |
Warrant term | | | | | | | | | | | | | | 5 years | | | | | | | | | | | | | | | | | | | |
Original issue discount | | | | | | | | | | | | | | $ 42,000 | | | | | | | | | | | | | | | | | | | |
Conversion percentage | | | | | | | | | | | | | | 12.00% | | | | | | | | | | | | | | | | | | | |
Trading days | TradingDays | | | | | | | | | | | | | | 20 | | | | | | | | | | | | | | | | | | | |
Converted derivative value | | | | | | | | | | | | | | $ 2,599,866 | | | | | | | | | | | | | | | | | | | |
Interest expense | | | | | | | | | | | | | | 179,140 | | | | | | | | | | | | | | | | | | | |
Debt repayment | | | | | | | | | | | | | | | | | | $ 110,000 | | | | | | | | | | | | | | | |
Derivative liability | | | | | | | | | | | | | | $ 2,599,866 | | | | | | | | | | | | | | | | | | | |
Odyssey Capital Funding, LLC [Member] | Convertible Note Payable Ten [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument interest rate | | | | | | | | 12.00% | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument, maturity date | | | | | | | | May 15, 2020 | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument face amount | | | | | | | | $ 131,250 | | | | | | | | | | | | | | | | | | | | | | | | | |
Proceeds from debt | | | | | | | | 125,000 | | | | | | | | | | | | | | | | | | | | | | | | | |
Original issue discount | | | | | | | | $ 6,250 | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt conversion description | | | | | | | | Odyssey is entitled, at its option, at any time after the 180 th daily anniversary of the Note, to convert all or any amount of the principal face amount of this Note then outstanding into shares of the Company's common stock at a price for each share of Common Stock equal to 55% of the lowest trading price of the Common Stock for the twenty (20) prior trading days including the day upon which a Notice of Conversion is received by the Company. | | | | | | | | | | | | | | | | | | | | | | | | | |
Conversion percentage | | | | | | | | 55.00% | | | | | | | | | | | | | | | | | | | | | | | | | |
Trading days | TradingDays | | | | | | | | 20 | | | | | | | | | | | | | | | | | | | | | | | | | |
Converted derivative value | | | | | | | | $ 230,389 | | | | | | | | | | | | | | | | | | | | | | | | | |
Interest expense | | | | | | | | 105,389 | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value of conversion feature | | | | | | | | $ 125,000 | | | | | | | | | | | | | | | | | | | | | | | | | |
Third Party [Member] | Convertible Note Payable Eleven [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument interest rate | | | | | | | 10.00% | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument, maturity date | | | | | | | May 29, 2020 | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument face amount | | | | | | | $ 57,000 | | | | | | | | | | | | | | | | | | | | | | | | | | |
Proceeds from debt | | | | | | | 55,000 | | | | | | | | | | | | | | | | | | | | | | | | | | |
Original issue discount | | | | | | | 2,000 | | | | | | | | | | | | | | | | | | | | | | | | | | |
Converted derivative value | | | | | | | 88,261 | | | | | | | | | | | | | | | | | | | | | | | | | | |
Interest expense | | | | | | | 33,261 | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value of conversion feature | | | | | | | $ 55,000 | | | | | | | | | | | | | | | | | | | | | | | | | | |
Third Party [Member] | Convertible Note Payable Thirteen [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument interest rate | | | | | | 10.00% | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument, maturity date | | | | | | May 31, 2020 | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument face amount | | | | | | $ 60,000 | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Proceeds from debt | | | | | | 50,000 | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Original issue discount | | | | | | 10,000 | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Interest expense | | | | | | 42,904 | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Derivative liability | | | | | | 50,000 | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value of conversion feature | | | | | | $ 92,904 | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Third Party [Member] | Convertible Note Payable Fourteen [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument interest rate | | | | | 8.00% | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument, maturity date | | | | | Jun. 4, 2020 | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument face amount | | | | | $ 46,200 | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Proceeds from debt | | | | | 40,000 | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Original issue discount | | | | | $ 6,200 | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Conversion percentage | | | | | 60.00% | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Trading days | TradingDays | | | | | 20 | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Interest expense | | | | | $ 33,627 | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Derivative liability | | | | | 40,000 | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value of conversion feature | | | | | $ 73,627 | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
GW Holdings Group, LLC [Member] | Convertible Note Payable Twelve [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument, maturity date | | | | | | May 31, 2020 | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument face amount | | | | | | $ 86,625 | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Original issue discount | | | | | | $ 11,625 | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Conversion percentage | | | | | | 50.00% | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Trading days | TradingDays | | | | | | 20 | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Interest expense | | | | | | $ 112,660 | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Legal fees | | | | | | 75,000 | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value of conversion feature | | | | | | 148,885 | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Amortization of debt issuance costs and discounts | | | | | | $ 38,775 | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Unaffiliated Lending Rntity [Member] | Convertible Note Payable Fifteen [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument, maturity date | | | Jun. 17, 2020 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument face amount | | | $ 113,000 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Original issue discount | | | $ 3,000 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Conversion percentage | | | 61.00% | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Trading days | TradingDays | | | 20 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Derivative liability | | | $ 110,000 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Legal fees | | | 113,000 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value of conversion feature | | | $ 274,884 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Tranche 1 [Member] | Unaffiliated Investor [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Warrants to purchase common stock | shares | | | | | | | | | | | | | | | | | | | 687,500 | | | | | | | | | | | | | | |
Warrant exercise price per share | $ / shares | | | | | | | | | | | | | | | | | | | $ 0.20 | | | | | | | | | | | | | | |
Debt instrument face amount | | | | | | | | | | | | | | | | | $ 45,500 | | | | | | | | | | | | | | | | |
Warrant term | | | | | | | | | | | | | | | | | | | 5 years | | | | | | | | | | | | | | |
Tranche 2 [Member] | Unaffiliated Investor [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Warrants to purchase common stock | shares | | | | | | | | | | | | | | | | | | | 2,062,500 | | | | | | | | | | | | | | |
Warrant exercise price per share | $ / shares | | | | | | | | | | | | | | | | | | | $ 0.20 | | | | | | | | | | | | | | |
Warrant term | | | | | | | | | | | | | | | | | | | 5 years | | | | | | | | | | | | | | |
Unaffiliated Investor [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Borrowing from unrelated party | | | | | | | | | | | | | | | | | | | | | $ 44,000 | $ 44,000 | | | | | | | | | | | |
Debt instrument interest rate | | | | | | | | | | | | | | | | | | | | | 12.50% | 12.50% | | | | | | | | | | | |
Debt instrument, maturity date | | | | | | | | | | | | | | | | | | | | | Feb. 11, 2020 | | | | | | | | | | | | |
Number of common stock shares issued | shares | | | | | | | | | | | | | | | | | | | | | 100,000 | | | | | | | | | | | | |
Warrant exercise price per share | $ / shares | | | | | | | | | | | | | | | | | | | | | $ 0.665 | $ 0.665 | | | | | | | | | | | |
Debt instrument face amount | | | | | | | | | | | | | | | | | | | | | | | | | | | | 44,000 | 44,000 | | 44,000 | | |
Warrant term | | | | | | | | | | | | | | | | | | | | | 24 months | 24 months | | | | | | | | | | | |
Fair value of common stock, shares | shares | | | | | | | | | | | | | | | | | | | | | 44,000 | 44,000 | | | | | | | | | | | |
Fair value of market price | | | | | | | | | | | | | | | | | | | | | $ 5,280 | $ 5,280 | | | | | | | | | | | |
Amortization of debt discount amount | | | | | | | | | | | | | | | | | | | | | $ 14,315 | | | | | | | | | | 5,209 | | |
Original issue discount | | | | | | | | | | | | | | | | | | | | | | | | | | | | $ 5,893 | $ 5,893 | | $ 5,893 | | |
Unaffiliated Investor [Member] | Restricted Stock [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Number of common stock shares issued | shares | | | | | | | | | | | | | | | | | | | | | 44,000 | | | | | | | | | | | | |
Conversion price per share | $ / shares | | | | | | | | | | | | | | | | | | | | | $ 0.20 | $ 0.20 | | | | | | | | | | | |
Fair value of warrants | | | | | | | | | | | | | | | | | | | | | $ 9,035 | | | | | | | | | | | | |
Volatility Rate [Member] | Minimum [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | | | | | | | | | | | | | | | | | | 248.00% | 248.00% | | 248.00% | | |
Volatility Rate [Member] | Maximum [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | | | | | | | | | | | | | | | | | | 276.00% | 276.00% | | 276.00% | | |
Volatility Rate [Member] | Odyssey Capital Funding, LLC [Member] | Convertible Note Payable Ten [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | 254.00% | | | | | | | | | | | | | | | | | | | | | | | | | |
Volatility Rate [Member] | Third Party [Member] | Convertible Note Payable Eleven [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | 253.00% | | | | | | | | | | | | | | | | | | | | | | | | | | |
Volatility Rate [Member] | Third Party [Member] | Convertible Note Payable Thirteen [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | 253.00% | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Volatility Rate [Member] | Third Party [Member] | Convertible Note Payable Fourteen [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | 253.00% | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Volatility Rate [Member] | GW Holdings Group, LLC [Member] | Convertible Note Payable Twelve [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | 253.00% | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Volatility Rate [Member] | Unaffiliated Lending Rntity [Member] | Convertible Note Payable Fifteen [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | 274.00% | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Discount Rate [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | | | | | | | | | | | | | | | | | | 0.00% | 0.00% | | 0.00% | | |
Discount Rate [Member] | Odyssey Capital Funding, LLC [Member] | Convertible Note Payable Ten [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | 0.00% | | | | | | | | | | | | | | | | | | | | | | | | | |
Discount Rate [Member] | Third Party [Member] | Convertible Note Payable Eleven [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | 0.00% | | | | | | | | | | | | | | | | | | | | | | | | | | |
Discount Rate [Member] | Third Party [Member] | Convertible Note Payable Thirteen [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | 0.00% | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Discount Rate [Member] | Third Party [Member] | Convertible Note Payable Fourteen [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | 0.00% | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Discount Rate [Member] | GW Holdings Group, LLC [Member] | Convertible Note Payable Twelve [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | 0.00% | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Discount Rate [Member] | Unaffiliated Lending Rntity [Member] | Convertible Note Payable Fifteen [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | 0.00% | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Expected Dividend Rate [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | | | | | | | | | | | | | | | | | | 0.00% | 0.00% | | 0.00% | | |
Expected Dividend Rate [Member] | Odyssey Capital Funding, LLC [Member] | Convertible Note Payable Ten [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | 0.00% | | | | | | | | | | | | | | | | | | | | | | | | | |
Expected Dividend Rate [Member] | Third Party [Member] | Convertible Note Payable Eleven [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | 0.00% | | | | | | | | | | | | | | | | | | | | | | | | | | |
Expected Dividend Rate [Member] | Third Party [Member] | Convertible Note Payable Thirteen [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | 0.00% | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Expected Dividend Rate [Member] | Third Party [Member] | Convertible Note Payable Fourteen [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | 0.00% | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, term | | | | | 1 year | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Expected Dividend Rate [Member] | GW Holdings Group, LLC [Member] | Convertible Note Payable Twelve [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | 0.00% | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Expected Dividend Rate [Member] | Unaffiliated Lending Rntity [Member] | Convertible Note Payable Fifteen [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | 0.00% | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Expected Life [Member] | Minimum [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument term | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 29 days | | |
Expected Life [Member] | Maximum [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument term | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 1 year | | |
Expected Life [Member] | Odyssey Capital Funding, LLC [Member] | Convertible Note Payable Ten [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, term | | | | | | | | 1 year | | | | | | | | | | | | | | | | | | | | | | | | | |
Expected Life [Member] | Third Party [Member] | Convertible Note Payable Eleven [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, term | | | | | | | 1 year | | | | | | | | | | | | | | | | | | | | | | | | | | |
Expected Life [Member] | Third Party [Member] | Convertible Note Payable Thirteen [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, term | | | | | | 1 year | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Expected Life [Member] | GW Holdings Group, LLC [Member] | Convertible Note Payable Twelve [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value of warrants | | | | | | $ 159,495 | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, term | | | | | | 1 year | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Expected Life [Member] | Unaffiliated Lending Rntity [Member] | Convertible Note Payable Fifteen [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, term | | | 1 year | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Black-Scholes Option Pricing Model [Member] | Volatility Rate [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | | | | | | 228.00% | 225.00% | | | | | | | | | | | | | | | | |
Black-Scholes Option Pricing Model [Member] | Discount Rate [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | | | | | | 0.00% | 0.00% | | | | | | | | | 0.00% | | | | | | | |
Black-Scholes Option Pricing Model [Member] | Expected Dividend Rate [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | | | | | | 0.00% | 0.00% | | | | | | | | | 0.00% | | | | | | | |
Black-Scholes Option Pricing Model [Member] | Expected Life [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, term | | | | | | | | | | | | | | | | 9 months | | | | | | | | | | | | | | | | | |
Warrants [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Warrant exercise price per share | $ / shares | | | | | | $ 0.50 | | | $ 0.50 | $ 0.50 | $ 0.50 | $ 0.50 | $ 0.50 | | $ 0.50 | | | | | | | | | | | | | | | | | | |
Fair value of warrants | | | | | | $ 159,495 | | | | $ 106,534 | | | $ 296,143 | | $ 3,553,635 | | | | | | | | | | | | | | | | | | |
Warrant term | | | | | | 5 years | | | 5 years | 5 years | 18 months | 18 months | 18 months | | 18 months | | | | | | | | | | | | | | | | | | |
Debt description | | | | | | As the result, the exercise price of the warrants was reset to 50% multiplied by the lowest Trading Price during the previous twenty 20 Trading Days prior to this note or notice of conversion. | | | | As the result, the exercise price of the warrants was reset to 50% multiplied by the lowest Trading Price during the previous twenty 20 Trading Days prior to notice of conversion. | | | As the result, the exercise price of the warrants was reset to the lesser of (i) 60% multiplied by the lowest Trading Price during the previous twenty-five (25) Trading Days before the Issue Date of this Note or (ii) 60% multiplied by the Market Price. | | As the result, the exercise price of the warrants was reset to the lesser of (i) $0.5 or (ii) 50% multiplied by the lowest Trading Price during the previous twenty (20) Trading Day prior to the exercise price upon issuance. | | | | | | | | | | | | | | | | | | |
Warrants [Member] | Volatility Rate [Member] | GW Holdings Group, LLC [Member] | Convertible Note Payable Twelve [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | 253.00% | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Warrants [Member] | Discount Rate [Member] | GW Holdings Group, LLC [Member] | Convertible Note Payable Twelve [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | 0.00% | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Warrants [Member] | Expected Dividend Rate [Member] | GW Holdings Group, LLC [Member] | Convertible Note Payable Twelve [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | 0.00% | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Warrants [Member] | Expected Life [Member] | GW Holdings Group, LLC [Member] | Convertible Note Payable Twelve [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, term | | | | | | 5 years | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Amortization of debt issuance costs and discounts | | | | | | $ 36,225 | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Warrants [Member] | Black-Scholes Option Pricing Model [Member] | Volatility Rate [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | | | | | | | | | 226.00% | | 221.00% | 221.00% | | | 77.00% | | | | | | | | |
Warrants [Member] | Black-Scholes Option Pricing Model [Member] | Discount Rate [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | | | | | | | | | 0.00% | | 0.00% | 0.00% | | | 0.00% | | | | | | | | |
Warrants [Member] | Black-Scholes Option Pricing Model [Member] | Expected Dividend Rate [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | | | | | | | | | 0.00% | | | | | | 0.00% | | | | | | | | |
Warrants [Member] | Black-Scholes Option Pricing Model [Member] | Expected Dividend Rate [Member] | FirstFire Global Opportunities Fund, LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | | | | | | | | | | | 0.00% | 0.00% | | | | | | | | | | | |
Warrants [Member] | Black-Scholes Option Pricing Model [Member] | Expected Life [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, term | | | | | | | | | | | | | | | | | | | 5 years | | 2 years | | | | 1 year 6 months | | | | | | | | |
Warrant One [Member] | Delaware Limited Partnership [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value of warrants | | | | | | | | | | | | | | | | | | 158,860 | | | | | | | | | | | | | | | |
Warrant One [Member] | Volatility Rate [Member] | Delaware Limited Partnership [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | | | | 248.00% | | | | | | | | | | | | | | | | | | | |
Warrant One [Member] | Discount Rate [Member] | Delaware Limited Partnership [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | | | | 0.00% | | | | | | | | | | | | | | | | | | | |
Warrant One [Member] | Expected Dividend Rate [Member] | Delaware Limited Partnership [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | | | | 0.00% | | | | | | | | | | | | | | | | | | | |
Warrant One [Member] | Expected Life [Member] | Delaware Limited Partnership [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, term | | | | | | | | | | | | | | 5 years | | | | | | | | | | | | | | | | | | | |
Warrant One [Member] | Black-Scholes Option Pricing Model [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value of warrants | | | | | | | | | | | | | | | | | | | $ 194,792 | | | | | | | | | | | | | | |
Warrant One [Member] | Black-Scholes Option Pricing Model [Member] | First Fire Opportunity Fund LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value of warrants | | | | | | | | | | | | | | | $ 273,735 | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, term | | | | | | | | | | | | | | | 1 year 6 months | | | | | | | | | | | | | | | | | | |
Warrant One [Member] | Black-Scholes Option Pricing Model [Member] | Volatility Rate [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | | | | | | | 225.00% | | 226.00% | | | | | | | | | | | | | | |
Debt instrument face amount | | | | | | | | | | | | | | | | | $ 5,000 | | | | | | | | | | | | | | | | |
Warrant One [Member] | Black-Scholes Option Pricing Model [Member] | Volatility Rate [Member] | First Fire Opportunity Fund LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | | | | | 248.00% | | | | | | | | | | | | | | | | | | |
Warrant One [Member] | Black-Scholes Option Pricing Model [Member] | Discount Rate [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | | | | | | | 0.00% | | 0.00% | | | | | | | | | | | | | | |
Warrant One [Member] | Black-Scholes Option Pricing Model [Member] | Discount Rate [Member] | First Fire Opportunity Fund LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | | | | | 0.00% | | | | | | | | | | | | | | | | | | |
Warrant One [Member] | Black-Scholes Option Pricing Model [Member] | Expected Dividend Rate [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | | | | | | | 0.00% | | 0.00% | | | | | | | | | | | | | | |
Warrant One [Member] | Black-Scholes Option Pricing Model [Member] | Expected Dividend Rate [Member] | First Fire Opportunity Fund LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | | | | | 0.00% | | | | | | | | | | | | | | | | | | |
Warrant One [Member] | Black-Scholes Option Pricing Model [Member] | Expected Life [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, term | | | | | | | | | | | | | | | | | 1 year | | 6 months | | | | | | | | | | | | | | |
Warrants Three [Member] | Black-Scholes Option Pricing Model [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value of warrants | | | | | | | | | | | | | | | | | $ 74,970 | | | | | | | | | | | | | | | | |
Warrants Two [Member] | Delaware Limited Partnership [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value of warrants | | | | | | | | | | | | | | $ 179,140 | | | | | | | | | | | | | | | | | | | |
Warrants Two [Member] | Volatility Rate [Member] | Delaware Limited Partnership [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | | | | 248.00% | | | | | | | | | | | | | | | | | | | |
Warrants Two [Member] | Discount Rate [Member] | Delaware Limited Partnership [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | | | | 0.00% | | | | | | | | | | | | | | | | | | | |
Warrants Two [Member] | Expected Dividend Rate [Member] | Delaware Limited Partnership [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | | | | 0.00% | | | | | | | | | | | | | | | | | | | |
Warrants Two [Member] | Expected Life [Member] | Delaware Limited Partnership [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, term | | | | | | | | | | | | | | 5 months | | | | | | | | | | | | | | | | | | | |
Warrants Two [Member] | Black-Scholes Option Pricing Model [Member] | First Fire Opportunity Fund LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value of warrants | | | | | | | | | | | | | | | $ 318,765 | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, term | | | | | | | | | | | | | | | 6 months | | | | | | | | | | | | | | | | | | |
Warrants Two [Member] | Black-Scholes Option Pricing Model [Member] | Volatility Rate [Member] | First Fire Opportunity Fund LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | | | | | 248.00% | | | | | | | | | | | | | | | | | | |
Warrants Two [Member] | Black-Scholes Option Pricing Model [Member] | Discount Rate [Member] | First Fire Opportunity Fund LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | | | | | 0.00% | | | | | | | | | | | | | | | | | | |
Warrants Two [Member] | Black-Scholes Option Pricing Model [Member] | Expected Dividend Rate [Member] | First Fire Opportunity Fund LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | | | | | 0.00% | | | | | | | | | | | | | | | | | | |
Convertible Note Agreement [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Borrowing from unrelated party | | | | | | | | | | | | | | | | | | | | | | | | | | | $ 50,000 | | | | | | |
Debt instrument interest rate | | | | | | | | | | | | | | | | | | | | | | | | | | | 10.00% | | | | | | |
Debt instrument, maturity date | | | | | | | | | | | | | | | | | | | | | | | | | | | May 10, 2018 | | | | | | |
Private Placement [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Common stock selling price percentage | | | | | | | | | | | | | | | | | | | | | | | | | | | 100.00% | | | | | | |
Debt instrument, convertible date | | | | | | | | | | | | | | | | | | | | | | | | | | | May 10, 2018 | | | | | | |
Auditor [Member] | Delaware Limited Partnership [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt repayment | | | | | | | | | | | | | | | | | | $ 40,000 | | | | | | | | | | | | | | | |
Securities Purchase Agreement [Member] | Jefferson Street Capital, LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument, maturity date | | | | | | | | | | | Mar. 28, 2019 | | | | | | | | | | | | | | | | | | | | | | |
Warrants to purchase common stock | shares | | | | | | | | | | | 83,078 | 83,078 | 83,078 | | | | | | | | | | | | | | | | | | | | |
Warrant exercise price per share | $ / shares | | | | | | | | | | | $ 0.50 | $ 0.50 | $ 0.50 | | | | | | | | | | | | | | | | | | | | |
Debt instrument face amount | | | | | | | | | | | $ 52,250 | $ 52,250 | $ 52,250 | | | | | | | | | | | | | | | | | | | | |
Proceeds from debt | | | | | | | | | | | $ 40,000 | | | | | | | | | | | | | | | | | | | | | | |
Warrant term | | | | | | | | | | | 18 months | 18 months | 18 months | | | | | | | | | | | | | | | | | | | | |
Original issue discount | | | | | | | | | | | $ 12,250 | $ 12,250 | $ 12,250 | | | | | | | | | | | | | | | | | | | | |
Debt conversion description | | | | | | | | | | | Exercise Price shall be reduced to equal the effective price, and the number of Warrant Shares issuable hereunder shall be calculated by the original total number of Warrant Shares multiplied by the initial Exercise Price divided by the effective price. As the result, the exercise price of the warrants was reset to the lesser of (i) 60% multiplied by the lowest Trading Price during the previous twenty-five (25) Trading Days before the Issue Date of this Note or (ii) 60% multiplied by the Market Price. | | | | | | | | | | | | | | | | | | | | | | |
Conversion percentage | | | | | | | | | | | 60.00% | | | | | | | | | | | | | | | | | | | | | | |
Trading days | TradingDays | | | | | | | | | | | 25 | | | | | | | | | | | | | | | | | | | | | | |
Securities Purchase Agreement [Member] | Jefferson Street Capital, LLC [Member] | JSC Note [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument interest rate | | | | | | | | | | | 10.00% | 10.00% | 10.00% | | | | | | | | | | | | | | | | | | | | |
Debt instrument, maturity date | | | | | | | | | | | Dec. 19, 2019 | | | | | | | | | | | | | | | | | | | | | | |
Original issue discount | | | | | | | | | | | $ 4,750 | $ 4,750 | $ 4,750 | | | | | | | | | | | | | | | | | | | | |
Debt conversion description | | | | | | | | | | | The holder may convert after the 180 th calendar day after the issue date of the JSC Note, all or any part of the outstanding and unpaid principal amount and accrued and unpaid interest of the JSC Note due into shares of common stock of the Company at the conversion price that is equal to the lesser of (i) 60% multiplied by the lowest Trading Price during the previous twenty-five (25) Trading Days before the Issue Date of this Note or (ii) 60% multiplied by the Market Price. | | | | | | | | | | | | | | | | | | | | | | |
Securities Purchase Agreement [Member] | Crown Bridge Partners, LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument interest rate | | | | | | | | | 12.00% | 12.00% | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument, maturity date | | | | | | | | | Mar. 28, 2019 | | | | | | | | | | | | | | | | | | | | | | | | |
Warrants to purchase common stock | shares | | | | | | | | | 80,036 | 80,036 | | | | | | | | | | | | | | | | | | | | | | | |
Warrant exercise price per share | $ / shares | | | | | | | | | $ 0.50 | $ 0.50 | | | | | | | | | | | | | | | | | | | | | | | |
Warrant term | | | | | | | | | 5 years | 5 years | | | | | | | | | | | | | | | | | | | | | | | |
Debt conversion description | | | | | | | | | Each tranche of the note funded accrues interest at a rate of 12% per year. The principal amount of each respective tranche, as well as any accrued and unpaid interest and other fees relating to that respective tranche, is due and payable twelve (12) months from the date on which each respective tranche is delivered to the Company. The Company may not prepay any amount outstanding under each tranche of this Note after the 180 th calendar day after the issuance of the respective tranche received pursuant to the Note. | | | | | | | | | | | | | | | | | | | | | | | | |
Conversion percentage | | | | | | | | | 50.00% | | | | | | | | | | | | | | | | | | | | | | | | |
Trading days | TradingDays | | | | | | | | | 20 | | | | | | | | | | | | | | | | | | | | | | | | |
Securities Purchase Agreement [Member] | Second Tranche[Member] | Crown Bridge Partners, LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument face amount | | | | | | | | | $ 40,018 | $ 40,018 | | | | | | | | | | | | | | | | | | | | | | | |
Proceeds from debt | | | | | | | | | 35,000 | | | | | | | | | | | | | | | | | | | | | | | | |
Original issue discount | | | | | | | | | 12,000 | 12,000 | | | | | | | | | | | | | | | | | | | | | | | |
Legal fees | | | | | | | | | $ 5,018 | | | | | | | | | | | | | | | | | | | | | | | | |
Securities Purchase Agreement [Member] | Warrant One [Member] | Jefferson Street Capital, LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument, maturity date | | | | | | | | | | | | Mar. 19, 2019 | | | | | | | | | | | | | | | | | | | | | |
Fair value of warrants | | | | | | | | | | | | $ 296,143 | | | | | | | | | | | | | | | | | | | | | |
Converted derivative value | | | | | | | | | | | $ 356,844 | 356,844 | $ 356,844 | | | | | | | | | | | | | | | | | | | | |
Interest expense | | | | | | | | | | | | 335,004 | | | | | | | | | | | | | | | | | | | | | |
Amortization of debt issuance costs and discounts | | | | | | | | | | | | $ 18,160 | | | | | | | | | | | | | | | | | | | | | |
Securities Purchase Agreement [Member] | Warrant One [Member] | Crown Bridge Partners, LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt instrument, maturity date | | | | | | | | | Mar. 20, 2019 | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value of warrants | | | | | | | | | $ 106,534 | | | | | | | | | | | | | | | | | | | | | | | | |
Converted derivative value | | | | | | | | | 95,370 | $ 95,370 | | | | | | | | | | | | | | | | | | | | | | | |
Interest expense | | | | | | | | | 78,850 | | | | | | | | | | | | | | | | | | | | | | | | |
Amortization of debt issuance costs and discounts | | | | | | | | | $ 18,480 | | | | | | | | | | | | | | | | | | | | | | | | |
Securities Purchase Agreement [Member] | Warrant One [Member] | Volatility Rate [Member] | Jefferson Street Capital, LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | 266.00% | 266.00% | 266.00% | | | | | | | | | | | | | | | | | | | | |
Securities Purchase Agreement [Member] | Warrant One [Member] | Volatility Rate [Member] | Crown Bridge Partners, LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | 266.00% | 266.00% | | | | | | | | | | | | | | | | | | | | | | | |
Securities Purchase Agreement [Member] | Warrant One [Member] | Discount Rate [Member] | Jefferson Street Capital, LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | 0.00% | 0.00% | 0.00% | | | | | | | | | | | | | | | | | | | | |
Securities Purchase Agreement [Member] | Warrant One [Member] | Discount Rate [Member] | Crown Bridge Partners, LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | 0.00% | 0.00% | | | | | | | | | | | | | | | | | | | | | | | |
Securities Purchase Agreement [Member] | Warrant One [Member] | Expected Dividend Rate [Member] | Jefferson Street Capital, LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | 0.00% | 0.00% | 0.00% | | | | | | | | | | | | | | | | | | | | |
Securities Purchase Agreement [Member] | Warrant One [Member] | Expected Dividend Rate [Member] | Crown Bridge Partners, LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | 0.00% | 0.00% | | | | | | | | | | | | | | | | | | | | | | | |
Securities Purchase Agreement [Member] | Warrant One [Member] | Expected Life [Member] | Jefferson Street Capital, LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, term | | | | | | | | | | | | 1 year 6 months | | | | | | | | | | | | | | | | | | | | | |
Securities Purchase Agreement [Member] | Warrant One [Member] | Expected Life [Member] | Crown Bridge Partners, LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, term | | | | | | | | | 5 years | | | | | | | | | | | | | | | | | | | | | | | | |
Securities Purchase Agreement [Member] | Warrants Two [Member] | Jefferson Street Capital, LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Amortization of debt issuance costs and discounts | | | | | | | | | | | | $ 21,840 | | | | | | | | | | | | | | | | | | | | | |
Securities Purchase Agreement [Member] | Warrants Two [Member] | Crown Bridge Partners, LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value of warrants | | | | | | | | | $ 16,520 | | | | | | | | | | | | | | | | | | | | | | | | |
Amortization of debt issuance costs and discounts | | | | | | | | | $ 21,840 | | | | | | | | | | | | | | | | | | | | | | | | |
Securities Purchase Agreement [Member] | Warrants Two [Member] | Volatility Rate [Member] | Jefferson Street Capital, LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | 26600.00% | 26600.00% | 26600.00% | | | | | | | | | | | | | | | | | | | | |
Securities Purchase Agreement [Member] | Warrants Two [Member] | Volatility Rate [Member] | Crown Bridge Partners, LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | 26600.00% | 26600.00% | | | | | | | | | | | | | | | | | | | | | | | |
Securities Purchase Agreement [Member] | Warrants Two [Member] | Discount Rate [Member] | Jefferson Street Capital, LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | 0.00% | 0.00% | 0.00% | | | | | | | | | | | | | | | | | | | | |
Securities Purchase Agreement [Member] | Warrants Two [Member] | Discount Rate [Member] | Crown Bridge Partners, LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | 0.00% | 0.00% | | | | | | | | | | | | | | | | | | | | | | | |
Securities Purchase Agreement [Member] | Warrants Two [Member] | Expected Dividend Rate [Member] | Jefferson Street Capital, LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | | | 0.00% | 0.00% | 0.00% | | | | | | | | | | | | | | | | | | | | |
Securities Purchase Agreement [Member] | Warrants Two [Member] | Expected Dividend Rate [Member] | Crown Bridge Partners, LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | | | 0.00% | 0.00% | | | | | | | | | | | | | | | | | | | | | | | |
Securities Purchase Agreement [Member] | Warrants Two [Member] | Expected Life [Member] | Jefferson Street Capital, LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, term | | | | | | | | | | | | 9 months | | | | | | | | | | | | | | | | | | | | | |
Securities Purchase Agreement [Member] | Warrants Two [Member] | Expected Life [Member] | Crown Bridge Partners, LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, term | | | | | | | | | 1 year | | | | | | | | | | | | | | | | | | | | | | | | |
Down Round Feature [Member] | Third Party [Member] | Convertible Note Payable Eleven [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Converted derivative value | | | | | | | $ 45,638 | | | | | | | | | | | | | | | | | | | | | | | | | | |
Down Round Feature [Member] | Volatility Rate [Member] | Third Party [Member] | Convertible Note Payable Eleven [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | 253.00% | | | | | | | | | | | | | | | | | | | | | | | | | | |
Down Round Feature [Member] | Discount Rate [Member] | Third Party [Member] | Convertible Note Payable Eleven [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | 0.00% | | | | | | | | | | | | | | | | | | | | | | | | | | |
Down Round Feature [Member] | Expected Dividend Rate [Member] | Third Party [Member] | Convertible Note Payable Eleven [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, percentages | | | | | | | 0.00% | | | | | | | | | | | | | | | | | | | | | | | | | | |
Down Round Feature [Member] | Expected Life [Member] | Third Party [Member] | Convertible Note Payable Eleven [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value assumptions, measurement input, term | | | | | | | 3 years | | | | | | | | | | | | | | | | | | | | | | | | | | |
| |
[1] | On December 30, 2016, in connection with the TBL acquisition, Foothills entered into a promissory note in the amount of $6,000,000. This note bears no interest during its term. The Company calculated and recorded $342,804 of imputed interest as debt discount. Starting from July 1, 2018, the note bears 10% annual interest. | |
[2] | On December 6, 2018, Foothills Exploration, Inc. (the "Company"), entered into a convertible loan transaction with an unaffiliated investor ("Holder") in the principal amount of $136,500 (the "Note"). The Note is divided into three tranches, the first tranche of which, in the face amount of $45,500, funded and closed on December 7, 2018, before giving effect to certain transactional costs including legal fees yielding a net of $41,500. The Note carries an original issue discount of $12,000 (the "OID") prorated to each tranche, to cover the Holder's accounting fees, due diligence fees, monitoring, and other transactional costs incurred in connection with the negotiation, purchase and sale of the Note, which is included in the principal balance of this Note. For each tranche funded under the Note, the Company agreed to issue warrants having a 5-year term to purchase up to 227,500 shares of the Company's restricted common stock at an exercise price of $0.20 per share with a cashless exercise option. The warrants are subject to adjustment in certain events such as forward or reverse stock splits or if subsequent financings are at terms that are more favorable to persons in subsequent issuances of securities.The Note agreements give the Holder, after the 180th calendar day after the issue date, the right to convert all or any part of the outstanding and unpaid principal amount and accrued and unpaid interest of this Note due into fully paid and non-assessable shares of Common Stock at 50% multiplied by the lowest trading Price for the Common Stock during the twenty (20) Trading Day period prior to the Conversion Date. Each tranche of the Note funded accrues interest at 12% per year. The maturity date for each tranche funded shall be twelve (12) months from the effective date of each payment (each a "Maturity Date"), and is the date upon which the principal sum of each respective tranche, as well as any accrued and unpaid interest and other fees relating to that respective tranche, shall be due and payable. This Company may prepay any amount outstanding under each tranche of this Note, during the initial 60 calendar day period after the issuance of the respective tranche of this Note, by making a payment to the Holder of an amount in cash equal to 125% multiplied the amount that the Company is prepaying Notwithstanding anything to the contrary contained in this Note, the Company may prepay any amount outstanding under each tranche of this Note, during the 61st through 120 calendar day period after the issuance of the respective tranche of this Note, by making a payment to the Holder of an amount in cash equal to 135% multiplied the amount that the Company is prepaying. Notwithstanding anything to the contrary contained in this Note, the Company may prepay any amount outstanding under each tranche of this Note, during the 121st through 180 calendar day period after the issuance of the respective tranche of this Note, by making a payment to the Holder of an amount in cash equal to 145% multiplied the amount that the Company is prepaying. The Company may not prepay any amount outstanding under each tranche of this Note after the 180th calendar day after the issuance of the respective tranche of this Note. Any amount of principal or interest due pursuant to this Note, which is not paid by the Maturity Date, shall bear interest at the rate of the lesser of (i) fifteen percent (15%) per annum or (ii) the maximum amount permitted by law from the due date thereof until the same is paid ("Default Interest"). Interest shall commence accruing on the date that each tranche of the Note is fully paid and shall be computed on the basis of a 365-day year and the actual number of days elapsed. Net proceeds obtained in this transaction will be used for general corporate and working capital purposes. No assurance can be given that any other tranche of the Note will be funded or that any amount due there under will be prepaid. No broker-dealer or placement agent was retained or involved in this transaction. The aggregate relative fair value of the warrant was determined to be $7,880 on December 6, 2018, using the Black-Scholes option-pricing model based on the following assumptions: (i) volatility rate of 225%, (ii) discount rate of 0%, (iii) zero expected dividend yield, and (iv) expected life of 5.0 year. The Company accounted for the conversion feature, which was recorded as a derivative valued at $74,970, of which $42,850 was expensed immediately to interest expense. $74,970 was determined using the Black-Scholes option-pricing model based on the following assumptions: (i) volatility rate of 225%, (ii) discount rate of 0%, (iii) zero expected dividend yield, and (iv) expected life of 1.00 year. The aggregate value of the original debt discount, warrant and conversion feature of $45,500 was considered as debt discount upon issuance and is being amortized to interest expense over the term of the Note or in full upon the conversion of the Note. On June 5, 2019, we paid an additional $5,000 for an extension and in exchange the Holder agreed not to convert the Note into common stock until July 6, 2019. The $5,000 paid in exchange for not converting was treated as a modification of existing debt pursuant to the guidance of ASC 470-50 "Debt - Modifications and Extinguishments" ("ASC 470-50"). As of June 30, 2019, $45,500 in principal was outstanding under this Note. | |
[3] | On December 19, 2018, Foothills Exploration, Inc. (the "Company"), entered into a convertible loan transaction with an unaffiliated investor ("Holder") in the principal amount of $58,300 (the "Note"), which funded and closed on December 21, 2018, before giving effect to certain transactional costs including legal fees yielding a net of $53,000. The Note carries an original issue discount of $5,300 (the "OID"), to cover the Holder's accounting fees, due diligence fees, monitoring, and/or other transactional costs incurred in connection with the negotiation, purchase and sale of the Note, which is included in the principal balance of this Note. The Note agreements give the Holder, after the 180th calendar day after the issue date, the right to convert all or any part of the outstanding and unpaid principal amount and accrued and unpaid interest of this Note due into fully paid and non-assessable shares of Common Stock at the Conversion Price, which is equal the lesser of (i) 60% multiplied by the lowest trading price during the previous twenty-five (25) trading days before the issue date of this Note or (ii) 60% multiplied by the lowest trading price for the common stock during the twenty-five (25) trading day period ending on the latest complete trading day prior to the conversion date. The Note accrues interest at 10% per year. The maturity date for the Note is September 19, 2019 ("Maturity Date"), and is the date upon which the principal sum, as well as any accrued and unpaid interest, shall be due and payable. This Company may prepay any amount outstanding under this Note, during the initial 60 calendar day period after the issuance of this Note, by making a payment to the Holder of an amount in cash equal to 125% multiplied the amount that the Company is prepaying. Notwithstanding anything to the contrary contained in this Note, the Company may prepay any amount outstanding under each tranche of this Note, during the 61st through 120th calendar day period after the issuance of the respective tranche of this Note, by making a payment to the Holder of an amount in cash equal to 135% multiplied the amount that the Company is prepaying. Notwithstanding anything to the contrary contained in this Note, the Company may prepay any amount outstanding under each tranche of this Note, during the 121st through 180th calendar day period after the issuance of the respective tranche of this Note, by making a payment to the Holder of an amount in cash equal to 140% multiplied the amount that the Company is prepaying. The Company may not prepay any amount outstanding under each tranche of this Note after the 180th calendar day after the issuance of the respective tranche of this Note. Any amount of principal or interest due pursuant to this Note, which is not paid by the Maturity Date, shall bear interest at the rate of the lesser of (i) eighteen percent (18%) per annum or (ii) the maximum amount permitted by law from the due date thereof until the same is paid ("Default Interest"). Interest shall commence accruing on the date that each tranche of the Note is fully paid and shall be computed on the basis of a 360-day year and the actual number of days elapsed. Net proceeds obtained in this transaction will be used for general corporate and working capital purposes. No broker-dealer or placement agent was retained or involved in this transaction. The Company accounted for the conversion feature, which was recorded as a derivative valued at $102,942, of which $52,942 was expensed immediately to interest expense. $102,942 was determined using the Black-Scholes option-pricing model based on the following assumptions: (i) volatility rate of 228%, (ii) discount rate of 0%, (iii) zero expected dividend yield, and (iv) expected life of 0.75 year. The fair value of the conversion feature of $50,000 was considered as debt discount upon issuance and is being amortized to interest expense over the term of the Note or in full upon the conversion of the Note. On June 24, 2019, we increased the principal balance by 10% in the amount of $5,830 and in exchange the noteholder agreed not to convert the Note into common stock until July 21, 2019. The $5,830 in exchange for not converting was treated as an extinguishment of existing debt pursuant to the guidance of ASC 470-50 "Debt - Modifications and Extinguishments" ("ASC 470-50"). As of June 30, 2019, $64,130 was outstanding under this Note. | |
[4] | On March 4, 2019, the Company closed on a loan transaction with FirstFire Global Opportunities Fund, LLC, ("FirstFire") pursuant to which the Company issued FirstFire a senior secured convertible promissory note ("FirstFire Note") in the principal amount of $705,882, and received proceeds of $592,500, with original discount of $113,382. As part of this transaction the Company issued (i) warrants having an 18-month term, to purchase 1,125,000 shares of the Company's common stock at an exercise price of $0.50 per share, with a cashless exercise feature. The exercise price subject to adjustment if the Company at any time while this Warrant is outstanding, shall sell or grant any option to purchase, or sell or grant any right to reprice, or otherwise dispose of or issue (or announce any offer, sale, grant or any option to purchase or other disposition) any common stock or securities entitling any person or entity to acquire shares of Common Stock (upon conversion, exercise or otherwise) (including but not limited to under the FirstFire Note), at an effective price per share less than the then Exercise Price. The exercise price shall be reduced to equal the effective price, and the number of warrant shares issuable hereunder shall be calculated by the original total number of warrant shares multiplied by the initial exercise price divided by the effective price. As the result, the exercise price of the warrants was reset to the lesser of (i) $0.50 or (ii) 50% multiplied by the lowest trading price during the previous twenty (20) trading days prior to the exercise price upon issuance. The FirstFire Note accrues interest of 10% per annum, and matures on September 1, 2019, which is the date upon which the principal sum, the original issue discount, as well as any accrued and unpaid interest and other fees, shall be due and payable. The Company agreed to make payments of $20,000 per month pursuant to a cash management agreement as described in the note agreements. The FirstFire Note is collateralized by the GRB Assets, which principally are being acquired by the Company with the net proceeds of this Note. FirstFire has the right to convert all or any part of the outstanding and unpaid principal amount and accrued and unpaid interest of this Note due into fully paid and non-assessable shares of common stock at the conversion price which equal the lesser of (i) $0.50 or (ii) 50% multiplied by the lowest trading price during the previous twenty (20) trading days prior to the conversion date. The aggregate relative fair value of the warrant was determined to be $3,553,635 on March 4, 2019, using the Black-Scholes option-pricing model based on the following assumptions: (i) volatility rate of 248%, (ii) discount rate of 0%, (iii) zero expected dividend yield, and (iv) expected life of 1.5 year. The fair value of the warrant of $273,735 was considered as debt discount upon issuance and is being amortized to interest expense over the term of the FirstFire Note or in full upon the conversion of the FirstFire Note. The conversion feature was recorded as a derivative valued at $4,135,070, of which $3,816,305 was expensed immediately to interest expense. $4,135,070 was determined using the Black-Scholes option-pricing model based on the following assumptions: (i) volatility rate of 248%, (ii) discount rate of 0%, (iii) zero expected dividend yield, and (iv) expected life of 0.50 year. The fair value of the conversion feature of $318,765 was considered as debt discount upon issuance and is being amortized to interest expense over the term of the FirstFire Note or in full upon the conversion of the FirstFire Note. During the six months ended June 30, 2019, we paid $80,000 towards the principal of the FirstFire Note. As of June 30, 2019, $625,882 was outstanding under the FirstFire Note. | |
[5] | On May 15, 2019, the Company closed on a loan transaction with Odyssey Capital Funding, LLC (?Odyssey?), pursuant to which the Company issued Odyssey a convertible redeemable promissory note (?Odyssey Note?) in the principal amount of $131,250, and received proceeds of $125,000, before giving effect to certain transactional costs. The Odyssey Note accrues interest of 12% per annum, and matures on May 15, 2020.
Odyssey is entitled, at its option, at any time after the 180th daily anniversary of the Odyssey Note, to convert all or any amount of the principal face amount of the Odyssey Note then outstanding into shares of the Company?s common stock at a price for each share of common stock equal to 55% of the lowest trading price of the common stock for the twenty (20) prior trading days including the day upon which a notice of conversion is received by the Company.
The conversion feature was recorded as a derivative valued at $230,389, of which $105,389 was expensed immediately to interest expense. $230,389 was determined using the Black-Scholes option-pricing model based on the following assumptions: (i) volatility rate of 254%, (ii) discount rate of 0%, (iii) zero expected dividend yield, and (iv) expected life of 1 year. The fair value of the conversion feature of $125,000 and original debt discount of $6,250 was considered as debt discount upon issuance and is being amortized to interest expense over the term of the Odyssey Note or in full upon the conversion of the Odyssey Note. | |
[6] | On May 29, 2019, the Company closed on a convertible loan transaction with third party in the principal amount of $57,000, and received proceeds of $55,000 with an original issue discount of $2,000 (the ?Note?). The Note accrues interest of 10% per annum, and matures on May 29, 2020.
The conversion feature was recorded as a derivative valued at $88,261, of which $33,261 was expensed immediately to interest expense. $88,261 was determined using the Black-Scholes option-pricing model based on the following assumptions: (i) volatility rate of 253%, (ii) discount rate of 0%, (iii) zero expected dividend yield, and (iv) expected life of 1 year. The fair value of the conversion feature of $55,000 and original debt discount of $2,000 was considered as debt discount upon issuance and is being amortized to interest expense over the term of the Note or in full upon the conversion of the Note.
The exercise price of this Note was adjusted to 75% of the conversion price of the GW Note dated May 31, 2019. We measured the value of the effect of the down round feature as the difference between the fair value of the financial instrument at an original exercise price and an adjusted exercise price and, as a result, $45,638 was recorded as down round feature as interest expense under ASC 260-10-30-1. Foothills determined the amount of $45,638 using the Black-Scholes option-pricing model based on the following assumptions: (i) volatility rate of 253%, (ii) discount rate of 0%, (iii) zero expected dividend yield, and (iv) expected life of 3 years. | |
[7] | On May 31, 2019, the Company closed on a convertible loan transaction with GW Holdings Group, LLC (?GW?) in the principal amount of $86,625 with an original issue discount of $11,625, before giving effect to certain transactional costs including legal fees yielding a net of $75,000 (the ?Note?). The maturity date for this Note is May 31, 2020 (?Maturity Date?).
GW is entitled, at its option, at any time after the 180th daily anniversary of the Note, to convert all or any amount of the principal face amount of this Note then outstanding into shares of the Company?s common stock at a price equal to 50% of the lowest trading price of the common stock for the twenty (20) prior trading days including the day upon which a notice of conversion is received,
As part of this transaction the Company also issued warrants having a five-year term to purchase 160,000 shares of the Company?s restricted common stock at an exercise price of $0.50 per share with a cashless exercise feature.
The aggregate relative fair value of the warrants was determined to be $159,495 on May 31, 2019, using the Black-Scholes option-pricing model based on the following assumptions: (i) volatility rate of 253%, (ii) discount rate of 0%, (iii) zero expected dividend yield, and (iv) expected life of 5 years. The fair value of the warrant of $38,775 was considered as debt discount upon issuance and is being amortized to interest expense over the term of the Note or in full upon the conversion of the Note. The conversion feature was recorded as a derivative valued at $148,885, of which $112,660 was expensed immediately to interest expense. $148,885 was determined using the Black-Scholes option-pricing model based on the following assumptions: (i) volatility rate of 253%, (ii) discount rate of 0%, (iii) zero expected dividend yield, and (iv) expected life of 1 year. The fair value of the conversion feature of $36,225 was considered as debt discount upon issuance and is being amortized to interest expense over the term of the Note or in full upon the conversion of the Note. | |
[8] | On May 31, 2019, the Company closed on a convertible loan transaction with third party in the principal amount of $60,000, and received proceeds of $50,000 with an original issue discount of $10,000 (the ?Note?). This Note accrues interest of 10% per annum, and matures on May 31, 2020. This Note is convertible into shares of the Company?s common stock at a price equal to 55% of the lowest trading price of the common stock for the twenty-five (25) prior trading days including the day upon which a notice of conversion is received,
The conversion feature was recorded as a derivative valued at $92,904, of which $42,904 was expensed immediately to interest expense. $92,904 was determined using the Black-Scholes option-pricing model based on the following assumptions: (i) volatility rate of 253%, (ii) discount rate of 0%, (iii) zero expected dividend yield, and (iv) expected life of 1 year. The fair value of the conversion feature of $50,000 and original debt discount of $10,000 was considered as debt discount upon issuance and is being amortized to interest expense over the term of the Note or in full upon the conversion of the Note. | |
[9] | On June 4, 2019, the Company closed on a convertible loan transaction with third party in the principal amount of $46,200, and received proceeds of $40,000 with an original issue discount of $6,200 (the ?Note?). This Note accrues interest of 8% per annum, and matures on June 4, 2020. This Note is convertible into shares of the Company?s common stock at a price equal to 60% of the lowest trading price of the common stock for the twenty (20) prior trading days including the day upon which a notice of conversion is received.
The conversion feature was recorded as a derivative valued at $73,627, of which $33,627 was expensed immediately to interest expense. $73,627 was determined using the Black-Scholes option-pricing model based on the following assumptions: (i) volatility rate of 253%, (ii) discount rate of 0%, (iii) zero expected dividend yield, and (iv) expected life of 1 year. The fair value of the conversion feature of $40,000 and original debt discount of $6,200 was considered as debt discount upon issuance and is being amortized to interest expense over the term of the Note or in full upon the conversion of the Note. | |
[10] | On June 19, 2019, the Company closed on a convertible loan transaction with an unaffiliated lending entity (?Holder?) in the principal amount of $113,000, before giving effect to certain transactional costs including legal fees yielding a net of $113,000 (the ?Note?). The maturity date for this Note is June 17, 2020.
The Holder is entitled, at its option, at any time after the 180th daily anniversary of the Note, to convert all or any amount of the principal face amount of this Note then outstanding into shares of the Company?s common stock at a price for each share of common stock equal to 61% of the lowest trading price of the common stock for the twenty (20) prior trading days including the day upon which a notice of conversion is received.
The conversion feature was recorded as a derivative valued at $274,884, of which $164,884 was expensed immediately to interest expense. $274,884 was determined using the Black-Scholes option-pricing model based on the following assumptions: (i) volatility rate of 274%, (ii) discount rate of 0%, (iii) zero expected dividend yield, and (iv) expected life of 1 year. The fair value of the conversion feature of $110,000 and original debt discount of $3,000 was considered as debt discount upon issuance and is being amortized to interest expense over the term of the Note or in full upon the conversion of the Note. | |