Mountain High Acquisitions (MYHI) 10-Q 7 Feb 18 2017 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Dec. 31, 2017	Feb. 07, 2018
Document And Entity Information
Entity Registrant Name	Mountain High Acquisitions Corp.
Entity Central Index Key	1,507,181
Document Type	10-Q
Document Period End Date	Dec. 31, 2017
Amendment Flag	false
Current Fiscal Year End Date	--03-31
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		92,972,935
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2,017

CONSOLIDATED BALANCE SHEETS (Un

CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($)	Dec. 31, 2017	Mar. 31, 2017
CURRENT ASSETS
Cash and cash equivalents	$ 5,289	$ 10,399
Accounts receivable	90,000
Other receivables	22,294
TOTAL CURRENT ASSETS	117,583	10,399
FIXED ASSETS (NET)	180,000
TOTAL ASSETS	297,583	10,399
CURRENT LIABILITIES
Accounts payable	11,238	23,378
Accrued liabilities - other	12,500	12,500
Accrued officer fees	115,000	80,000
Convertible notes payable, net of Beneficial Conversion Feature fully recognized of $550,574	489,475	161,279
Advances from Related Parties	138,945	138,945
TOTAL CURRENT LIABILITIES	767,158	416,102
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY (DEFICIT):
Preferred stock, $0.0001 par value; 250,000,000 shares authorized, 100,000 and nil shares issued and outstanding as of December 31, 2017 and March 31, 2017 respectively	10
Common stock, $0.0001 par value; 500,000,000 shares authorized, 83,575,227 and 72,691,389 shares issued and outstanding of December 31, 2017 and March 31, 2017 respectively	8,358	7,269
Additional paid in capital	8,779,969	5,925,827
Accumulated (deficit)	(9,257,912)	(6,338,799)
TOTAL STOCKHOLDERS' EQUITY (DEFICIT)	(469,575)	(405,703)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)	$ 297,583	$ 10,399

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)	Dec. 31, 2017	Mar. 31, 2017
Statement of Financial Position [Abstract]
Beneficial Conversion Feature of Notes payable fully recognized	$ 550,574
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, authorized	250,000,000	250,000,000
Preferred stock, issued	100,000
Preferred stock, outstanding	100,000
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, authorized	500,000,000	500,000,000
Common stock, issued	83,575,227	72,691,389
Common stock, outstanding	83,575,227	72,691,389

CONSOLIDATED STATEMENT OF OPERA

CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2017	Dec. 31, 2016
Income Statement [Abstract]
Revenue	$ 60,000	$ 641	$ 90,000	$ 16,374
Cost of revenue		303		4,135
Gross profit	60,000	338	90,000	12,239
Depreciation	10,000		20,000
Impairment		55,161		55,161
Director expense		162,000		162,000
Officer fees	45,000	45,000	135,000	120,000
Warrant expense			115,100
Selling, general and administrative expenses	57,408	140,935	427,608	255,361
Operating expenses	112,408	403,096	697,708	592,522
(Loss) from operations	(52,408)	(402,758)	(607,708)	(580,283)
Interest Expense resulting from Beneficial Conversion Feature		(205,923)	(136,500)	(285,765)
Forbearance expense			(27,250)
Original issue discount			(34,000)
Loss on valuation of preferred stock			(2,084,300)
Interest Expense	(13,789)	(11,908)	(29,356)	(24,101)
Net income (loss)	$ (66,197)	$ (620,589)	$ (2,919,114)	$ (890,149)
Net Income (loss) per share - basic Continuing operations	$ 0	$ (0.01)	$ (0.04)	$ (0.02)
Net Income (loss) per share - diluted Continuing operations	$ 0	$ (0.01)	$ (0.04)	$ (0.02)
Weighted average shares outstanding - basic and diluted	80,586,607	53,668,922	76,569,111	45,042,297

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)	9 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
CASH FLOWS FROM OPERATING ACTIVITIES
Net (loss)	$ (2,919,114)	$ (890,149)
Adjustments to reconcile net loss to net Cash used in operating activities:
Changes in Beneficial Conversion Feature on Note payable	136,500	285,765
Changes in Inventory impairment		55,161
Changes in Advances to affiliate		2,500
Changes in Depreciation and amortization	20,000
Changes in Accounts payable	(12,140)	6,729
Changes in Warrants issued	115,100
Changes in Director shares		162,000
Increases in Prepaid		(40,000)
Increase in receivables	(112,294)
Changes in Fixed Assets	(200,000)
Loss on valuation of Preferred Stock	2,084,300
Changes in Forbearance	27,250
Changes in Original issue discount	34,000
Changes in Current accrued liabilities	35,000	74,425
Net cash provided (used) by operating activities	(791,398)	(343,569)
CASH FLOWS FROM INVESTING ACTIVITIES
Net cash provided by investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from shares for services	308,433	393,921
Note conversions	(210,909)	(209,530)
Proceeds from borrowings	688,764	130,164
Net cash provided by financing activities	786,288	314,555
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS	(5,110)	(29,014)
CASH AND CASH EQUIVALENTS, Beginning of the period	10,399	34,988
CASH AND CASH EQUIVALENTS, End of the period	5,289	5,974
Supplemental disclosures of cash flow information
Taxes paid
Interest paid

Organization and Basis of Prese

Organization and Basis of Presentation	9 Months Ended
	Dec. 31, 2017
Accounting Policies [Abstract]
Organization and Basis of Presentation	Note 1 - Organization and Basis of Presentation Organization and Line of Business On May 22, 2016 the Company completed the acquisition of Greenlife Botanix ("Greenlife") as detailed in the First Amendment to the Shareholder Agreement dated February 8, 2016. The Company issued 10,000,000 restricted shares of its common stock to the shareholders of Greenlife in exchange for their 100% interest in Greenlife. The shares were valued at the market value on the date of issuance, $0.23, for a total consideration of $2,300,000. The amount paid for Greenlife was recorded as Goodwill due to the start up nature of Greenlife and the minimal net assets of Greenlife at the time of acquisition. Subsequent to the purchase of Greenlife the Company executed a rescission agreement with Freedom Seed and Feed, "FSF", which prevented Greenlife from becoming a fully integrated cosmetic company. Due to the rescission of FSF and the remarketing of the Greenlife product line the Company evaluated the book value of the asset and elected to impair the goodwill value of Greenlife and expensed the $2,300,000 book value in the year ended March 31, 2017. Greenlife started operations on September 18, 2014. In May 2017, the Company formed MYHI-AZ to acquire equipment to service the growing cannabis industry. In June 2017 the Company entered into a consulting agreement with D9 Manufacturing, "D9", to provide D9 customers with infrastructure equipment. Also in June 2017, MYHI-AZ purchased 2 intermodal grow containers from D9 to be used in a grow operation in Arizona. MYHI-AZ leased the grow containers to D9 for 3 years with the ability to extend the lease for an additional 2 years. The lease began August 15, 2017. The lease provides for a monthly lease rate of $20,000 a month and requires advance payment for operating supplies and expenses. The monthly lease rate is recorded as revenue and an Account Receivable while the advances are recorded as an Other Receivable. Both amounts are due when the crop is harvested. The containers were planted in October 2017 with an expected harvest in January 2018. The initial grow operation encountered a power failure which ultimately resulted in the loss of the crop. The loss of the crop has resulted in a deferral of collection of the lease rental payments and the operating cost payments. A new crop is being planted in January 2018 with an anticipated harvest in May 2018. Due to continued operations with D9 and potential future opportunities with D9, the Company believes the current and future receivable amounts will be collected in full.

Going Concern

Going Concern	9 Months Ended
	Dec. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Going Concern	Going Concern The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate continuation of the Company as a going concern. The Company has incurred a net loss of $2,919,114 and used cash for operations of $791,398 for the nine months ended December 31, 2017 and has an accumulated deficit of $9,257,912 and a working capital deficit of $649,575 as of December 31, 2017. These conditions raise substantial doubt as to the Company’s ability to continue as a going concern. These consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. These consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. Management plans to continue to raise capital to fund the Company’s operations and believes that it can continue to raise equity or debt financing to support its operations until the Company is able to generate positive cash flow from operations.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Dec. 31, 2017
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 2 – Summary of Significant Accounting Policies Basis of Presentation The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“US GAAP”). The accompanying consolidated financial statements have been presented in United States Dollars ($ or “USD”). The fiscal year end is March 31. Principles of Consolidation The accounts of the Company and its wholly–owned subsidiary GreenLife Botanix are included in the accompanying consolidated financial statements. All intercompany balances and transactions were eliminated on consolidation. Use of Estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions. These estimates and assumptions 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 revenues and expenses during the reporting period. Actual results could differ from those estimates. It is possible that accounting estimates and assumptions may be material to the Company due to the levels of subjectivity and judgment involved. Cash and Cash Equivalents Cash and cash equivalents include cash on hand and cash in time deposits, certificates of deposit and all highly liquid debt instruments with original maturities of three months or less. Revenue Recognition In accordance with the Securities and Exchange Commission’s (“SEC”) Staff Accounting Bulletin No. 104, Revenue Recognition Persuasive evidence of an arrangement exists Delivery has occurred The sales price is fixed or determinable Collection is reasonably assured Revenue for FY 2018 represents lease revenue for the grow containers pursuant to the Company's lease with D9. Fixed Assets Fixed Assets are stated at cost. Depreciation is provided on fixed assets using the straight-line method over an estimated service life of five years for equipment. The cost of normal maintenance and repairs is charged to operating expenses as incurred. Material expenditures which increase the life of an asset are capitalized and depreciated over the estimated remaining useful life of the asset. Intangible Assets The Company accounts for intangibles in accordance with ASC 350, Intangible-Goodwill and Other. The Company evaluates intangibles, at a minimum, on an annual basis and whenever events and changes in circumstances suggest that the carrying amount may not be recoverable. Impairment of intangibles is tested by comparing the carrying amount to the fair value. The fair values are estimated using undiscounted projected net cash flows. If the carrying amount exceeds its fair value, intangibles are considered impaired and a second step is performed to measure the amount of impairment loss, if any. The Company evaluates the impairment of intangibles as of the end of each fiscal year or whenever events or changes in circumstances indicate that an intangible asset’s carrying amount may not be recoverable. These circumstances include: • a significant decrease in the market value of an asset; • a significant adverse change in the extent or manner in which an asset is used; or • an accumulation of costs significantly in excess of the amount originally expected for the acquisition of an asset. Income Taxes The Company accounts for income taxes in accordance with ASC Topic 740, Income Taxes Under ASC 740, a tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. The portion of the benefits associated with tax positions taken that exceeds the amount measured as described above is reflected as a liability for unrecognized tax benefits in the balance sheets along with any associated interest and penalties that would be payable to the taxing authorities upon examination. Applicable interest and penalties associated with unrecognized tax benefits are classified as additional income taxes in the statements of operations. The open tax years are 2011, 2012, 2013, 2014, 2015, 2016 and 2017. The Company has no tax positions at December 31, 2017 or March 31, 2017, for which the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility. Basic and Diluted Loss Per Share Earnings per share is calculated in accordance with the ASC Topic 260, Earnings Per Share Recent Accounting Pronouncements Recent authoritative guidance issued by the FASB (including technical corrections to the FASB Accounting Standards Codification), the American Institute of Certified Public Accountants, and the SEC, did not, or are not expected to have a material effect on the Company’s consolidated financial statements.

Advances from Related Parties

Advances from Related Parties	9 Months Ended
	Dec. 31, 2017
Advances From Related Parties
Advances from Related Parties	Note 3 – Advances from Related Parties At December 31, 2017 and March 31, 2017, $138,945 due to Brent McMahon, former President of GreenLife Botanix, was reclassified from Current Liabilities to Advances from Related Parties. Mr. McMahon is considered a related party due to his common stock position at March 31, 2017, however his ownership position as of December 31, 2017 is undeterminable.

Equity

Equity	9 Months Ended
	Dec. 31, 2017
Equity [Abstract]
Equity	Note 4 – Equity Common Stock Effective June 12, 2017, the Company increased its authorized shares of common stock to 500,000,000 shares with a par value of $0.0001 per share. The Company has 250,000,000 shares of preferred stock with a par value of $0.0001 per share. During the year ended March 31, 2017 the Company issued 503,334 restricted shares through a private placement at $0.15 per share. On May 22, 2016, The Company issued 10,000,000 restricted shares to the shareholders of Greenlife Botanix pursuant to closing the Share Exchange Agreement dated February 8, 2016. The shares were valued at the fair market trading value, $0.23, on the closing date. The Company issued 353,600 restricted shares to a vendor in lieu of payment of $35,360 that was owed to the vendor at March 31, 2016. The shares were recorded at the fair market value of $0.25 per share or $88,400. The difference in value, $53,040, was written off as a loss on extinguishment of debt in the year ended March 31, 2017. Pursuant to agreements with potential investors, on May 12, 2015 Alan Smith, CEO and a Director, retired 2,000,000 shares he received from the reverse merger referenced above. The share retirement was valued at par $0.0001 per share. On November 1, 2016, the Board of Directors reviewed the share position of the officers and Directors of the Company and granted Richard Stifel, CFO and a Director, 2,500,000 restricted shares of MYHI stock at $.0001 per share. The value of the shares was $164,500 and the Company recorded an expense of $162,000 for shares in lieu of compensation in year ended March 31, 2017. On February 23, 2017, the Company issued 3,000,000 shares of restricted common stock valued at $71,700, the fair value of the stock, pursuant to a consulting contract dated October 11, 2016 with Clearview Consulting for services rendered. During the year ended March 31, 2017, the Company converted $506,587287 of Convertible Notes Payable into 33,772,455 shares of restricted common stock at $0.015 per share per the conversion agreements. Included in this conversion were $192,667 of Convertible Notes Payable for notes held by the Officers and Directors of the Company. which were converted into 12,844,440 shares of restricted common stock, 4,888,958 shares to Richard G. Stifel, CFO and Director and 7,955,482 shares to Alan Smith, CEO and Director. On June 12, 2017, the Company issued 100,000 shares of Series B Convertible Preferred stock to an outside consulting firm for consulting services, valued at $109,700, which was recorded as consulting fees in the three months ended June 30, 2017. Due to the super voting provision of the Series B Convertible Preferred stock the Company recorded a loss on valuation of the shares of $2,084,300, the equivalent to 20,000,000 less the associated consulting expense of $109,700. During the nine months ended December 31, 2017 the Company converted $210,910 of convertible notes payable into 8,553,838 shares of free trading common stock of the Company. During the nine months ended December 31, 2017 the Company issued 2,430,000 shares of restricted Common Stock, pursuant to consulting agreements valued at $308,432. Warrants Pursuant to the Warrant to Purchase Shares of Common Stock Agreement, dated June 30, 2017, the Company granted the right to St. George Investments LLC, to purchase at any time on or after the Issue Date of June 30, 2017 until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs a number of fully paid and non-assessable shares of Company's common stock, par value $0.0001 per share, equal to $173,000 divided by the Market Price as of the Issue Date. The closing stock price on June 30, 2017 was $0.1273, equating to 1,358,995 shares of common stock. The warrant was issued in connection with the Securities Purchase Agreement, dated June 30, 2017, for $346,000. Pursuant to ASC 470-20-25-2 the company fair valued the warrants at $115,100 to be debited to debt discount and amortized over the term of the note. The Warrants contain a ratcheting feature for future share issuances. The Company issued shares in July 2017 for conversion of notes payable and in September 2017 for consulting agreements. These share issuances were for convertible notes and contracts that were in existence prior to the execution of the St. George agreement and were exempt from any ratcheting calculation. A summary of the status of the Company’s outstanding stock warrants and changes during the periods is presented below: Shares available to purchase with warrants Weighted Weighted Outstanding, March 31, 2017 — $ — $ — Issued 1,358,995 $ .1273 $ .1273 Exercised — $ — $ — Forfeited — $ — $ — Expired — $ — $ — Outstanding, December 31, 2017 1,358,995 $ .1273 $ .1273 Exercisable, December 31, 2017 1,358,995 $ .1273 $ .1273 Range of Exercise Prices Number Outstanding 12/31/2017 Weighted Average Remaining Contractual Life Weighted Average Exercise Price $0.1273 1,358,995 4.68 years $ 0.1273

Income Taxes

Income Taxes	9 Months Ended
	Dec. 31, 2017
Income Tax Disclosure [Abstract]
Income Taxes	Note 5 – Income Taxes The Company accounts for income taxes using the asset and liability approach in accounting for income taxes. Under this approach, deferred tax assets and liabilities are recognized based on anticipated future tax consequences, using currently enacted tax laws, attributable to temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts calculated for income tax purposes. The Company has federal net operating loss carryforwards of approximately $4,500,931 expiring in various years through 2037. The tax benefit of these net operating losses has been offset by a full allowance for realization. The use of the net operating loss carryfowards may be limited due to a change in control. Income tax expense (benefit) consists of the following for the nine months ended December 31, 2017: Current taxes $ — Deferred taxes 227,688 Less: valuation allowance (227,688 ) Net income tax provision $ — The Company’s effective tax rate differs from the high statutory rate for the nine months ended December 31, 2017, due to the following (expressed as a percentage of pre-tax income): Federal taxes at statutory rate $ 34.0 % State taxes, net of federal tax benefit 5.0 % Valuation allowance (39.0 )% Effective income tax rate $ 0.0 % As of December 31, 2017, the components of these temporary differences and the deferred tax asset were as follows: Deferred Tax assets: Net operating loss carryforward $ 1,038,892 Less: valuation allowance (1,038,892 ) Net deferred tax assets $ —

Notes Payable

Notes Payable	9 Months Ended
	Dec. 31, 2017
Debt Disclosure [Abstract]
Notes Payable	Note 6 - Notes Payable At December 31, 2017 the Company had outstanding convertible notes payable to third parties in the amount of $489,475. The notes had interest rates of 3%-12% and had conversion provision allowing the holder to convert the note into shares of the Company at a discount. This is referred to as the Beneficial Conversion Feature, "BCF". Due to the fact that the notes could be converted immediately or any time thereafter, there is no amortization of expense, so the Company has elected to record an expense in the current year for the difference between the BCF and the share value on the date the note was executed. This amount cannot exceed the value of the note. This resulted in an expense of $136,500 and $285,765 for the nine months ended December 31, 2017 and 2016 respectively. The following details outstanding convertible notes as of December 31, 2017: Note Holder Amount Conversion Terms Andrew Cervasio 10,476.74 Lesser of $0.03 or 80% lowest closing bid 15 days prior to conversion Conner Preston 10,476.74 Lesser of $0.03 or 80% lowest closing bid 15 days prior to conversion Laurence Gershman 10,476.74 Lesser of $0.03 or 80% lowest closing bid 15 days prior to conversion St. George Financial 391,709.78 180 days from closing at lower of 65% of avg. 2 lowest closing bid 15 days prior to conversion or $0.15 Power Up 66,335.24 180 days from closing at lowest closing bid 15 days prior to conversion 489,475.24 During the nine months ended December 31, 2017, the Company borrowed $63,000 from Power Up Lending Group, which caused an event of default on the convertible notes due to St. George Investments, "St. George". The Company cured the event of default by executing a Forbearance Agreement with St. George in which the Company agreed to increase its obligation to St. George by $27,500, which was recorded as Forbearance Expense in the current period and to not pursue additional funding without prior approval from St. George. St. George agreed to not accelerate the due date of the note or to increase the interest rate of the note as a result of executing the Forbearance Agreement.

Related Party Transactions

Related Party Transactions	9 Months Ended
	Dec. 31, 2017
Related Party Transactions [Abstract]
Related Party Transactions	Note 7 - Related Party Transactions On April 1, 2016, the Company executed consulting agreements with Alan Smith, CEO, and Richard Stifel, CFO for administrative services for the Company. For the three months ended December 31, 2016 Mr. Smith was paid $7,500 and Mr. Stifel was paid $12,500. For the 9 months ended December 31, 2016 Mr. Smith was paid $15,000 and Mr. Stifel was paid $20,000. For the three months ended December 31, 2016 accruals for Mr. Smith and Mr. Stifel were $22,500 each. For the 9 months ended December 31, 2016 accruals for Mr. Smith and Mr. Stifel were $60,000 each. Effective April 1, 2017, Mr. Smith and Mr. Stifel assigned their consulting agreements and all future amounts due under the agreement to Evolution Equities Corp, "Evolution" and RGS Resources LLC, "RGS" respectively. Evolution and RGS are related parties due to Mr. Smith's and Mr. Stifel's ownership interest and positions in the companies. Evolution and RGS were each paid $12,500 and $50,000 for the three months and nine months ended 12/31/2017 respectively. For the three months ended December 31, 2017 accruals for Evolution and RGS were $22,500 each. For the 9 months ended December 31, 2017 accruals for Evolution and RGS were $67,500 each.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Dec. 31, 2017
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 8 – Commitments and Contingencies None

Subsequent Events

Subsequent Events	9 Months Ended
	Dec. 31, 2017
Subsequent Events [Abstract]
Subsequent Events	Note 9 – Subsequent Events On January 23, 2018, the Company executed a convertible promissory note to St. George Investments LLC, "St. George" for $335,000 under similar terms to the previous convertible note with St. George.

Summary of Significant Accoun16

Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Dec. 31, 2017
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“US GAAP”). The accompanying consolidated financial statements have been presented in United States Dollars ($ or “USD”). The fiscal year end is March 31.
Principles of Consolidation	Principles of Consolidation The accounts of the Company and its wholly–owned subsidiary GreenLife Botanix are included in the accompanying consolidated financial statements. All intercompany balances and transactions were eliminated on consolidation.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions. These estimates and assumptions 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 revenues and expenses during the reporting period. Actual results could differ from those estimates. It is possible that accounting estimates and assumptions may be material to the Company due to the levels of subjectivity and judgment involved.
Cash and Cash Equivalents	Cash and Cash Equivalents Cash and cash equivalents include cash on hand and cash in time deposits, certificates of deposit and all highly liquid debt instruments with original maturities of three months or less.
Revenue Recognition	Revenue Recognition In accordance with the Securities and Exchange Commission’s (“SEC”) Staff Accounting Bulletin No. 104, Revenue Recognition Persuasive evidence of an arrangement exists Delivery has occurred The sales price is fixed or determinable Collection is reasonably assured Revenue for FY 2018 represents lease revenue for the grow containers pursuant to the Company's lease with D9.
Fixed Assets	Fixed Assets Fixed Assets are stated at cost. Depreciation is provided on fixed assets using the straight-line method over an estimated service life of five years for equipment. The cost of normal maintenance and repairs is charged to operating expenses as incurred. Material expenditures which increase the life of an asset are capitalized and depreciated over the estimated remaining useful life of the asset.
Intangible Assets	Intangible Assets The Company accounts for intangibles in accordance with ASC 350, Intangible-Goodwill and Other. The Company evaluates intangibles, at a minimum, on an annual basis and whenever events and changes in circumstances suggest that the carrying amount may not be recoverable. Impairment of intangibles is tested by comparing the carrying amount to the fair value. The fair values are estimated using undiscounted projected net cash flows. If the carrying amount exceeds its fair value, intangibles are considered impaired and a second step is performed to measure the amount of impairment loss, if any. The Company evaluates the impairment of intangibles as of the end of each fiscal year or whenever events or changes in circumstances indicate that an intangible asset’s carrying amount may not be recoverable. These circumstances include: • a significant decrease in the market value of an asset; • a significant adverse change in the extent or manner in which an asset is used; or • an accumulation of costs significantly in excess of the amount originally expected for the acquisition of an asset.
Income Taxes	Income Taxes The Company accounts for income taxes in accordance with ASC Topic 740, Income Taxes Under ASC 740, a tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. The portion of the benefits associated with tax positions taken that exceeds the amount measured as described above is reflected as a liability for unrecognized tax benefits in the balance sheets along with any associated interest and penalties that would be payable to the taxing authorities upon examination. Applicable interest and penalties associated with unrecognized tax benefits are classified as additional income taxes in the statements of operations. The open tax years are 2011, 2012, 2013, 2014, 2015, 2016 and 2017. The Company has no tax positions at December 31, 2017 or March 31, 2017, for which the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility.
Basic and Diluted Loss Per Share	Basic and Diluted Loss Per Share Earnings per share is calculated in accordance with the ASC Topic 260, Earnings Per Share
Recent Accounting Pronouncements	Recent Accounting Pronouncements Recent authoritative guidance issued by the FASB (including technical corrections to the FASB Accounting Standards Codification), the American Institute of Certified Public Accountants, and the SEC, did not, or are not expected to have a material effect on the Company’s consolidated financial statements.

Equity (Tables)

Equity (Tables)	9 Months Ended
	Dec. 31, 2017
Equity Tables
Outstanding stock warrants and changes during the periods	Shares available to purchase with warrants Weighted Weighted Outstanding, March 31, 2017 — $ — $ — Issued 1,358,995 $ .1273 $ .1273 Exercised — $ — $ — Forfeited — $ — $ — Expired — $ — $ — Outstanding, December 31, 2017 1,358,995 $ .1273 $ .1273 Exercisable, December 31, 2017 1,358,995 $ .1273 $ .1273 Range of Exercise Prices Number Outstanding 12/31/2017 Weighted Average Remaining Contractual Life Weighted Average Exercise Price $0.1273 1,358,995 4.68 years $ 0.1273

Income Taxes (Tables)

Income Taxes (Tables)	9 Months Ended
	Dec. 31, 2017
Income Tax Disclosure [Abstract]
Income tax expense (benefit)	Current taxes $ — Deferred taxes 227,688 Less: valuation allowance (227,688 ) Net income tax provision $ —
Effective tax rate reconciliation	Federal taxes at statutory rate $ 34.0 % State taxes, net of federal tax benefit 5.0 % Valuation allowance (39.0 )% Effective income tax rate $ 0.0 %
Deferred tax assets	Deferred Tax assets: Net operating loss carryforward $ 1,038,892 Less: valuation allowance (1,038,892 ) Net deferred tax assets $ —

Notes Payable (Tables)

Notes Payable (Tables)	9 Months Ended
	Dec. 31, 2017
Notes Payable Tables
Outstanding convertible notes	Note Holder Amount Conversion Terms Andrew Cervasio 10,476.74 Lesser of $0.03 or 80% lowest closing bid 15 days prior to conversion Conner Preston 10,476.74 Lesser of $0.03 or 80% lowest closing bid 15 days prior to conversion Laurence Gershman 10,476.74 Lesser of $0.03 or 80% lowest closing bid 15 days prior to conversion St. George Financial 391,709.78 180 days from closing at lower of 65% of avg. 2 lowest closing bid 15 days prior to conversion or $0.15 Power Up 66,335.24 180 days from closing at lowest closing bid 15 days prior to conversion 489,475.24

Organization and Basis of Pre20

Organization and Basis of Presentation (Details Narrative) - USD ($)	1 Months Ended	12 Months Ended
	Mar. 31, 2016	Mar. 31, 2016	May 22, 2016
Greenlife Acquisition
Restricted shares issued to Greenlife shareholders	10,000,000	10,000,000
Interest in Greenlife acquired			100.00%
Market value of shares on date of issuance, per share			$ 0.23
Value of restricted shares issued		$ 2,300,000
Impairment of goodwill value expensed		$ 2,300,000

Going Concern (Details Narrativ

Going Concern (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2017	Dec. 31, 2016	Mar. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Net loss	$ (66,197)	$ (620,589)	$ (2,919,114)	$ (890,149)
Net cash used in operating activities			(791,398)	$ (343,569)
Accumulated deficit	(9,257,912)		(9,257,912)		$ (6,338,799)
Working capital deficit	$ (649,575)		$ (649,575)

Advances from Related Parites (

Advances from Related Parites (Details Narrative) - USD ($)	Dec. 31, 2017	Mar. 31, 2017
Debt Disclosure [Abstract]
Due to related parties reclassified to Advances from Related Parties	$ 138,945	$ 138,945

Equity - Outstanding stock warr

Equity - Outstanding stock warrants and changes during the periods (Details) - $ / shares	9 Months Ended
	Dec. 31, 2017	Mar. 31, 2017
Outstanding
Number of warrants outstanding	1,358,995
Weighted average price	$ .1273
Weighted average fair value	$ .1273
Weighted average remaining contractual life	4 years 8 months 5 days
Issued
Number of warrants issued	1,358,995
Weighted average price	$ .1273
Weighted average fair value	$ .1273
Exercised
Number of warrants exercised
Weighted average price
Weighted average fair value
Forteited
Number of warrants forfeited
Weighted average price
Weighted average fair value
Expired
Number of warrants expired
Weighted average price
Weighted average fair value
Exercisable
Number of warrants outstanding	1,358,995
Weighted average price	$ .1273
Weighted average fair value	$ .1273

Equity - Common Stock (Details

Equity - Common Stock (Details Narrative) - USD ($)	Jun. 12, 2017	Feb. 24, 2017	Nov. 02, 2016	Jul. 31, 2017	Mar. 31, 2016	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2017	Dec. 31, 2016	Mar. 31, 2017	Mar. 31, 2016	May 22, 2016
Equity [Abstract]
Common stock, authorized						500,000,000		500,000,000		500,000,000
Common stock, par value						$ 0.0001		$ 0.0001		$ 0.0001
Preferred stock, authorized						250,000,000		250,000,000		250,000,000
Preferred stock, par value						$ 0.0001		$ 0.0001		$ 0.0001
Restricted shares issued through private placement, shares										503,334
Restricted shares issued through private placement, per share										$ 0.15
Restricted shares issued to Greenlife shareholders					10,000,000						10,000,000
Market value of shares on date of issuance, per share												$ 0.23
Shares issued in lieu of payment owed to vendor, shares										353,600
Payment owed to vendor										$ 35,260
Shares issued in lieu of payment owed to vendor, amount										$ 88,400
Shares issued in lieu of payment owed to vendor, fair market value per share										$ 0.25
Difference in value written off as loss on extinguishment of debt										$ 53,040
Retire shares from reverse merger, shares										(2,000,000)
Grants of restricted stock, shares		3,000,000	2,500,000
Grants of restricted stock, price per share		$ 71,700	$ 0.0001
Grants of restricted stock, value			$ 164,500
Expense recorded for shares in lieu of compensation							$ 162,000		$ 162,000	$ 162,000
Conversion of Convertible Notes Payable, amount				$ 210,910						$ 506,587
Conversion of Convertible Notes Payable, shares				8,553,838						33,772,455
Conversion of Convertible Notes Payable, price per share										$ 0.015
Portion of Convertible Notes Payable converted held by Officers and Directors of Company, amount										$ 192,667
Portion of Convertible Notes Payable converted held by Officers and Directors of Company, shares										12,844,440
Series B Convertible Preferred stock issued for consulting services, shares	100,000
Series B Convertible Preferred stock issued for consulting services, value	$ 109,700
Loss on valuation of shares recorded	$ 2,084,300
Common stock issued pursuant to consulting agreements, shares								2,430,000
Common stock issued pursuant to consulting agreements, value								$ 308,432

Equity - Warrants (Details Narr

Equity - Warrants (Details Narrative)	9 Months Ended
	Dec. 31, 2017USD ($)
Equity - Warrants Details Narrative
Warrant issued in connection with Securities Pruchase Agreement	$ 346,000
Fair value of warrants to be debited to debt discount and amortized over term of note	$ 115,100

Income Taxes - Income tax expen

Income Taxes - Income tax expense (benefit) (Details)	9 Months Ended
	Dec. 31, 2017USD ($)
Income Tax Disclosure [Abstract]
Current taxes
Deferred taxes	227,688
Less: valuation allowance	(227,688)
Net income tax provision

Income Taxes - Effective tax ra

Income Taxes - Effective tax rate reconciliation (Details)	9 Months Ended
	Dec. 31, 2017
Income Tax Disclosure [Abstract]
Federal taxes at statutory rate	34.00%
State taxes, net of federal tax benefit	5.00%
Valuation allowance	(39.00%)
Effective income tax rate	0.00%

Income Taxes - Deferred tax ass

Income Taxes - Deferred tax assets (Details)	Dec. 31, 2017USD ($)
Deferred Tax assets:
Net operating loss carryforward	$ 1,038,892
Less: valuation allowance	(1,038,892)
Net deferred tax assets

Income Taxes (Details Narrative

Income Taxes (Details Narrative)	Dec. 31, 2017USD ($)
Income Tax Disclosure [Abstract]
Operating loss carryforwards	$ 4,500,931

Notes Payable - Outstanding con

Notes Payable - Outstanding convertible notes (Details)	9 Months Ended
	Dec. 31, 2017USD ($)
Andrew Cervasio
Amount	$ 10,477
Conversion terms	Lesser of $0.03 or 80% lowest closing bid 15 days prior to conversion
Conner Preston
Amount	$ 10,477
Conversion terms	Lesser of $0.03 or 80% lowest closing bid 15 days prior to conversion
Laurence Greshman
Amount	$ 10,477
Conversion terms	Lesser of $0.03 or 80% lowest closing bid 15 days prior to conversion
St. George Financial
Amount	$ 391,719
Conversion terms	180 days from closing at low of 65% of avg. 2 lowest closing bid 15 days prior to conversion or $0.15
Power Up
Amount	$ 66,335
Conversion terms	180 days from closing at lowest closing bid 15 days prior to conversion
Total
Amount	$ 489,475

Notes Payable (Details Narrativ

Notes Payable (Details Narrative) - USD ($)	3 Months Ended	9 Months Ended
	Dec. 31, 2017	Dec. 31, 2017	Dec. 31, 2016
Debt Disclosure [Abstract]
Expense for difference between Beneficial Conversion Feature and share value		$ 136,500	$ 285,765
Amounts borrowed from Power Up	$ 63,000
Increased obligation amount to St. George per Forbearance Agreement	$ 27,500

Related Party Transactions (Det

Related Party Transactions (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2017	Dec. 31, 2016
CFO
Amounts paid pursuant to consulting agreements for administrative services		$ 12,500		$ 20,000
Accruals		22,500		60,000
CEO
Amounts paid pursuant to consulting agreements for administrative services		7,500		15,000
Accruals		$ 22,500		$ 60,000
Evolution
Amounts paid pursuant to consulting agreements for administrative services	$ 12,500		$ 50,000
Accruals	22,500		67,500
RGS
Amounts paid pursuant to consulting agreements for administrative services	12,500		50,000
Accruals	$ 22,500		$ 67,500

Subsequent Events (Details Narr

Subsequent Events (Details Narrative)	Jan. 23, 2018USD ($)
Subsequent Events Details Narrative
Convertible note issued to St. George, amount	$ 335,000