Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Mar. 13, 2020 | Jun. 30, 2018 | |
Document And Entity Information | |||
Entity Registrant Name | Can B Corp | ||
Entity Central Index Key | 0001509957 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2019 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 4,466,469 | ||
Entity Common Stock, Shares Outstanding | 2,861,740 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2019 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 46,540 | $ 807,747 |
Accounts receivable, less allowance for doubtful accounts of $0 and $0, respectively | 1,251,609 | 39,172 |
Inventory | 784,497 | 87,104 |
Note Receivable | 24,268 | |
Prepaid expenses - current | 1,279,901 | 210,351 |
Total current assets | 3,386,815 | 1,144,374 |
Property and equipment, at cost less accumulated depreciation of $116,555 and $20,248, respectively | 1,075,242 | 59,619 |
Other assets: | ||
Deposit - noncurrent | 21,287 | 48,726 |
Prepaid expenses - noncurrent | 1,179,929 | 2,365,719 |
Note receivable - noncurrent | 19,389 | |
Other receivable - noncurrent | 58,206 | |
Intangible assets, net of accumulated amortization of $202,521 and $0, respectively | 1,056,562 | |
Goodwill | 55,849 | 55,849 |
Right-of-Use Asset, net of amortization of $6,280 and $0, respectively | 96,980 | |
Total other assets | 2,468,813 | 2,489,683 |
Total assets | 6,930,870 | 3,693,675 |
Current liabilities: | ||
Accounts payable | 226,467 | 73,059 |
Accrued officers' compensation | 144,363 | 68,750 |
Other accrued expenses payable | 61,557 | 43,778 |
Notes and loans payable | 35,000 | 19,205 |
Current portion of lease liability | 38,281 | |
Total current liabilities | 505,668 | 204,792 |
Non-current portion of lease liability | 58,998 | |
Total liabilities | 564,666 | 204,792 |
Commitments and contingencies (Notes 14) | ||
Stockholders' equity: | ||
Common stock, no par value; authorized 1,500,000,000 shares, issued and outstanding 804,281,149 and 440,566,325 shares, respectively | 23,113,077 | 16,624,557 |
Additional Paid-in capital | 872,976 | 872,976 |
Additional Paid-in capital - Stock Options (Note 11) | 202,200 | 202,200 |
Accumulated deficit | (23,361,223) | (18,768,753) |
Total stockholders' equity | 6,366,204 | 3,488,883 |
Total liabilities and stockholders' equity | 6,930,870 | 3,693,675 |
Series A Preferred Stock [Member] | ||
Stockholders' equity: | ||
Preferred stock, authorized 5,000,000 shares: | 5,539,174 | 4,557,424 |
Series B Preferred Stock [Member] | ||
Stockholders' equity: | ||
Preferred stock, authorized 5,000,000 shares: | $ 479 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Allowance for doubtful accounts | $ 0 | $ 0 |
Accumulated depreciation, property and equipment | 116,555 | 20,248 |
Amortization of intangible assets | 202,521 | 0 |
Depreciation of Right-of-use Asset | $ 6,280 | $ 0 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Common stock, par value | ||
Common stock, shares authorized | 1,500,000,000 | 1,500,000,000 |
Common stock, shares issued | 804,281,149 | 440,566,325 |
Common stock, shares outstanding | 804,281,149 | 440,566,325 |
Series A Preferred Stock [Member] | ||
Preferred stock, shares authorized | 20 | 20 |
Preferred stock, par value | ||
Preferred stock, shares issued | 20 | 18 |
Preferred stock, shares outstanding | 20 | 18 |
Series B Preferred Stock [Member] | ||
Preferred stock, shares authorized | 500,000 | 500,000 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares issued | 0 | 499,958 |
Preferred stock, shares outstanding | 0 | 499,958 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Revenues | ||
Total Revenues | $ 2,305,503 | $ 668,603 |
Cost of product sales | 598,584 | 405,534 |
Gross Profit | 1,706,919 | 263,069 |
Operating costs and expenses: | ||
Officers and director's compensation (including stock-based Compensation of $1,210,915 and $1,255,193, respectively) | 2,263,566 | 1,478,987 |
Consulting fees (including stock-based compensation of 1,858,837 and 1,524,107, respectively) | 2,082,184 | 1,669,443 |
Advertising expense | 333,441 | 84,316 |
Hosting expense | 13,034 | 14,697 |
Rent expense | 246,968 | 67,165 |
Professional fees | 287,441 | 117,718 |
Depreciation of property and equipment | 12,627 | 5,473 |
Amortization of intangible assets | 142,093 | |
Reimbursed Expenses | 242,585 | |
Other | 667,097 | 241,044 |
Total operating expenses | 6,291,036 | 3,678,843 |
Loss from operations | (4,584,117) | (3,415,774) |
Other income (expense): | ||
Loss on forgiveness of receivable from Pure Health Products | (85,827) | |
Loss of debt conversions | (1,299,369) | |
Loss on stock issuance | (649,259) | |
Interest income | 2,524 | 10,325 |
Income from derivative liability | 1,591,137 | |
Interest expense (including amortization of debt discounts of $0 and 176,497, respectively) | (8,793) | (263,510) |
Other income (expense) - net | (6,269) | (696,503) |
Loss before provision for income taxes | (4,590,386) | (4,112,277) |
Provision for income taxes | 2,084 | |
Loss and comprehensive loss | $ (4,592,470) | $ (4,112,277) |
Net loss per common share - basic and diluted | $ (0.01) | $ (0.01) |
Weighted average common shares outstanding - Basic | 617,557,484 | 276,026,704 |
Weighted average common shares outstanding - Diluted | 806,215,018 | 423,881,781 |
Product [Member] | ||
Revenues | ||
Total Revenues | $ 2,304,303 | $ 651,978 |
Service [Member] | ||
Revenues | ||
Total Revenues | $ 1,200 | $ 16,625 |
Consolidated Statements of Op_2
Consolidated Statements of Operations and Comprehensive Loss (Parenthetical) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Stock-based compensation | $ 3,089,188 | $ 2,779,300 |
Amortization of debt discounts | 176,497 | |
Consulting Fees [Member] | ||
Stock-based compensation | 1,858,837 | 1,524,107 |
Officers and Directors [Member] | ||
Stock-based compensation | $ 1,210,915 | $ 1,255,193 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Deficiency - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Preferred Stock A [Member] | ||
Balance | $ 4,557,424 | $ 243,537 |
Balance, shares | 18 | 8 |
Issuance of Series A Preferred Stock in 2018 pursuant to employment and consulting agreement | $ 4,441,690 | |
Issuance of Series A Preferred Stock in 2018 pursuant to employment and consulting agreement, shares | 13 | |
Issuance of Series A Preferred Stock in 2019 pursuant to employment agreement | $ 992,250 | |
Issuance of Series A Preferred Stock in 2019 pursuant to employment agreement, shares | 3 | |
Issuance of common stock for retirement of Series A preferred stock | $ (10,500) | $ (127,803) |
Issuance of common stock for retirement of Series A preferred stock, shares | (1) | (3) |
Issuance of common stock for retirement of Series B preferred stock In 2018 | ||
Issuance of common stock for retirement of Series B preferred stock In 2018, shares | ||
Net loss | ||
Balance | $ 5,539,174 | $ 4,557,424 |
Balance, shares | 20 | 18 |
Preferred Stock B [Member] | ||
Balance | $ 479 | $ 150 |
Balance, shares | 499,958 | 157,985 |
Issuance of Series A Preferred Stock in 2018 pursuant to employment and consulting agreement | ||
Sale of Series B Preferred Stock in 2018 | $ 749 | |
Sale of Series B Preferred Stock in 2018, shares | 761,972 | |
Issuance of Series A Preferred Stock in 2019 pursuant to employment agreement | ||
Issuance of common stock for retirement of Series A preferred stock | ||
Issuance of common stock for retirement of Series B preferred stock In 2018 | $ (479) | $ (420) |
Issuance of common stock for retirement of Series B preferred stock In 2018, shares | (499,958) | (419,999) |
Net loss | ||
Balance | $ 479 | |
Balance, shares | 499,958 | |
Common Stock [Member] | ||
Balance | $ 16,624,557 | $ 12,524,042 |
Balance, shares | 440,566,325 | 225,572,323 |
Issuance of Series A Preferred Stock in 2018 pursuant to employment and consulting agreement | ||
Issuance of common stock in 2018 for services rendered | $ 656,306 | |
Issuance of common stock in 2018 for services rendered, shares | 19,345,789 | |
Issuance of common stock in 2018 for Preferred B dividends | $ 38,379 | |
Issuance of common stock in 2018 for Preferred B dividends, shares | 891,089 | |
Issuance of common stock in 2018 in Satisfaction of debt and accrued interest | $ 1,604,412 | |
Issuance of common stock in 2018 in Satisfaction of debt and accrued interest, shares | 45,263,513 | |
Issuance of common stock in 2018 for Warrant exercise | $ 619,880 | |
Issuance of common stock in 2018 for Warrant exercise, shares | 8,500,000 | |
Issuance of common stock in 2018 in Satisfaction of accrued compensation | $ 192,300 | |
Issuance of common stock in 2018 in Satisfaction of accrued compensation, shares | 4,370,629 | |
Issuance of common stock in 2018 for Acquisition of PureHealth, LLC | $ 112,415 | |
Issuance of common stock in 2018 for Acquisition of PureHealth, LLC, shares | 3,096,827 | |
Issuance of stock options for retirement Of common shares | $ (101,400) | |
Issuance of stock options for retirement Of common shares, shares | (3,000,000) | |
Sale of common stocks | $ 3,296,700 | $ 850,000 |
Sale of common stocks, shares | 113,866,481 | 29,821,201 |
Issuance of Series A Preferred Stock in 2019 pursuant to employment agreement | ||
Issuance of common stock for retirement of Series A preferred stock | $ 10,500 | $ 127,803 |
Issuance of common stock for retirement of Series A preferred stock, shares | 10,000,000 | 30,000,000 |
Issuance of common stock for retirement of Series B preferred stock In 2018 | $ 479 | $ 420 |
Issuance of common stock for retirement of Series B preferred stock In 2018, shares | 75,039,446 | 76,704,954 |
Issuance of common stock in 2019 for acquisition of technology and licenses | $ 648,655 | |
Issuance of common stock in 2019 for acquisition of technology and licenses, shares | 20,574,089 | |
Issuance of common stock in 2019 for acquisition of inventory | $ 487,500 | |
Issuance of common stock in 2019 for acquisition of inventory, shares | 37,500,000 | |
Issuance of common stock in 2019 for satisfaction of accrued salaries | $ 54,340 | |
Issuance of common stock in 2019 for satisfaction of accrued salaries, shares | 667,959 | |
Issuance of common stock in 2019 for services rendered | $ 1,990,346 | |
Issuance of common stock in 2019 for services rendered, shares | 106,066,849 | |
Net loss | ||
Balance | $ 23,113,077 | $ 16,624,557 |
Balance, shares | 804,281,149 | 440,566,325 |
Additional Paid-in Capital [Member] | ||
Balance | $ 1,075,176 | $ 149,850 |
Issuance of Series A Preferred Stock in 2018 pursuant to employment and consulting agreement | ||
Sale of Series B Preferred Stock in 2018 | 723,126 | |
Issuance of stock options for retirement Of common shares | 84,000 | |
Issuance of stock options | 118,200 | |
Sale of common stocks | ||
Issuance of Series A Preferred Stock in 2019 pursuant to employment agreement | ||
Issuance of common stock for retirement of Series A preferred stock | ||
Issuance of common stock for retirement of Series B preferred stock In 2018 | ||
Issuance of common stock in 2019 for acquisition of technology and licenses | ||
Issuance of common stock in 2019 for acquisition of inventory | ||
Issuance of common stock in 2019 for satisfaction of accrued salaries | ||
Net loss | ||
Balance | 1,075,176 | 1,075,176 |
Accumulated Deficit [Member] | ||
Balance | (18,768,753) | (14,647,476) |
Issuance of Series A Preferred Stock in 2018 pursuant to employment and consulting agreement | ||
Issuance of common stock in 2018 for Preferred B dividends | (9,000) | |
Sale of common stocks | ||
Issuance of Series A Preferred Stock in 2019 pursuant to employment agreement | ||
Issuance of common stock for retirement of Series A preferred stock | ||
Issuance of common stock for retirement of Series B preferred stock In 2018 | ||
Issuance of common stock in 2019 for acquisition of technology and licenses | ||
Issuance of common stock in 2019 for acquisition of inventory | ||
Issuance of common stock in 2019 for satisfaction of accrued salaries | ||
Net loss | (4,592,470) | (4,112,277) |
Balance | (23,361,223) | (18,768,753) |
Balance | 3,488,883 | (1,729,897) |
Issuance of Series A Preferred Stock in 2018 pursuant to employment and consulting agreement | 4,441,690 | |
Sale of Series B Preferred Stock in 2018 | 723,875 | |
Issuance of common stock in 2018 for services rendered | 656,306 | |
Issuance of common stock in 2018 for Preferred B dividends | 29,379 | |
Issuance of common stock in 2018 in Satisfaction of debt and accrued interest | 1,604,412 | |
Issuance of common stock in 2018 for Warrant exercise | 619,880 | |
Issuance of common stock in 2018 in Satisfaction of accrued compensation | 192,300 | |
Issuance of common stock in 2018 for Acquisition of PureHealth, LLC | 112,415 | |
Issuance of stock options for retirement Of common shares | (17,400) | |
Issuance of stock options | 118,200 | |
Sale of common stocks | 3,296,700 | 850,000 |
Issuance of Series A Preferred Stock in 2019 pursuant to employment agreement | 992,250 | |
Issuance of common stock for retirement of Series A preferred stock | ||
Issuance of common stock for retirement of Series B preferred stock In 2018 | ||
Issuance of common stock in 2019 for acquisition of technology and licenses | 648,655 | |
Issuance of common stock in 2019 for acquisition of inventory | 487,500 | |
Issuance of common stock in 2019 for satisfaction of accrued salaries | 54,340 | |
Issuance of common stock in 2019 for services rendered | 1,990,346 | |
Net loss | (4,592,470) | (4,112,277) |
Balance | $ 6,366,204 | $ 3,488,883 |
Consolidated Statements of St_2
Consolidated Statements of Stockholders' Deficiency (Parenthetical) - $ / shares | Dec. 31, 2019 | Dec. 31, 2018 |
Series B Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Operating Activities: | ||
Net loss | $ (4,592,470) | $ (4,112,277) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation, net of prepaid stock- based consulting fees | 3,089,188 | 2,779,300 |
Loss on forgiveness of receivable from PHP | 85,827 | |
Loss on stock issuance | 649,259 | |
Loss on debt conversion | 1,299,369 | |
Debt issuance expense | 14,000 | |
Expense from derivative liability | (1,591,137) | |
Depreciation of property and equipment | 12,627 | 5,473 |
Amortization of intangible assets | 142,093 | |
Amortization of debt discounts | 176,497 | |
Bad debt expense | 253,483 | |
Changes in operating assets and liabilities: | ||
Accounts receivable | (1,465,920) | (33,097) |
Inventory | (209,893) | 2,382 |
Prepaid expenses | (4,760) | |
Security deposit | 27,439 | (34,939) |
Other receivable | (58,206) | |
Right-of-use asset | 299 | |
Accounts payable | 153,408 | (115,235) |
Accrued officer's compensation | 144,363 | 85,900 |
Other accrued expenses payable | 17,777 | 35,109 |
Net cash used in operating activities | (2,413,420) | (753,569) |
Investing Activities: | ||
Cash received from acquisition of PHP | 404 | |
Note receivable - current | (4,879) | |
Fixed assets additions | (1,105,403) | |
Intangible assets additions | (550,000) | (46,384) |
Net cash used in investing activities | (1,660,282) | (45,980) |
Financing Activities: | ||
Proceeds received from notes and loans payable | 35,000 | 155,000 |
Repayments of notes and loans payable | (19,205) | (123,231) |
Proceeds from sale of common stock | 3,296,700 | 850,000 |
Proceeds from sale of Series B preferred stock | 723,875 | |
Net cash provided by financing activities | 3,312,495 | 1,605,644 |
(Decrease)Increase in cash and cash equivalents | (761,207) | 806,095 |
Cash and cash equivalents, beginning of period | 807,747 | 1,652 |
Cash and cash equivalents, end of period | 46,540 | 807,747 |
SUPPLEMENTAL CASH FLOW INFORMATION: | ||
Income taxes paid | 2,084 | |
Interest paid | 8,793 | |
NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Issuance of common stock in acquisition of inventory | 487,500 | |
Issuance of common stock in acquisition of intangible assets | 648,655 | |
Amortization of prepaid issuance of common Stock for services rendered | 121,000 | |
Issuance of common stock in satisfaction of officer's compensation | 68,750 | 282,200 |
Issuance of common stock in conversion of Series A Preferred Stock | 10,500 | |
Issuance of common stock in retirement of Series B Preferred Stock | 479 | |
Issuance of common stock in satisfaction of debt | 262,000 | |
Issuance of common stock in acquisition of PHP | 178,997 | |
Cancellation of note receivable and accrued interest in exchange for service | 19,611 | |
Cancellation of note receivable and accrued interest in acquisition of PHP | 8,582,725 | |
Issuance of common stock in satisfaction of accrued interest | $ 43,043 |
Organization and Description of
Organization and Description of Business | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | NOTE 1 – Organization and Description of Business Can B̅ Corp. was originally incorporated as WrapMail, Inc. (“WRAP”) in Florida on October 11, 2005. Effective January 5, 2015, WRAP acquired 100% ownership of Prosperity Systems, Inc. (“Prosperity”), a New York corporation incorporated on April 2, 2008. The Company is in the process of dissolving Prosperity. The Company acquired 100% of the membership interests in Pure Health Products, LLC, a New York limited liability company (“PHP” or “Pure Health Products”) effective December 28, 2018. The Company’s durable equipment products, such as sam® units with CBD infused pads, are marketed and sold through its wholly-owned newly formed subsidiaries, Duramed Inc. (incorporated in or around November 2018) and DuramedNJ LLC (incorporated in or around May 2019) (collectively, “Duramed”). Duramed began operating on or about February1, 2019. The Company’s wholly-owned subsidiary, Radical Tactical LLC (“Radical Tactical”), formed May, 2019 provides the marketplace with millennium targeted product lines such as vapes, gums, and kratom. The Company’s hemp aggregation business is run through NY Hemp Depot LLC (the “Hemp Depot”), which was formed in or around July, 2019. The Company’s hemp farming business is run through Green Grow Farms, Inc. (“Green Grow Farms”), which was formed in August, 2019. Effective December 27, 2010, WRAP effected a 10 for 1 forward stock split of its common stock. Effective June 4, 2013, WRAP effected a 1 for 10 reverse stock split of its common stock. The accompanying consolidated financial statements retroactively reflect these stock splits of March 6, 2020 for a 300:1 reverse split. On May 15, 2017, WRAP changed its name to Canbiola, Inc. On March 6, 2020 Canbiola, Inc. changed its name to Can B̅ Corp. (the “Company” or “CANB” or “Can B” or “Registrant”). Can B̅ specializes in the production and sale of a variety of hemp derived Cannabidiol (“CBD”) products such as oils, creams, moisturizers, isolate, gel caps, spa products, and concentrates. Can B̅ is developing its own line of proprietary products as well as seeking synergistic value through acquisitions in the Hemp Industry. Can B̅ aims to be the premier provider of the highest quality hemp CBD products on the market through sourcing the very best raw material and developing a variety of products we believe will improve people’s lives in a variety of areas. The Company also owns document management and email marketing platforms which it is seeking to sell or repurpose. For the periods presented, the assets, liabilities, revenues, and expenses are those of CANB. Prosperity, Radical Tactical, NY Hemp Depot and Green Grow Farms had no activity for the periods presented. Financial information for PHP and Duramed in the periods have been consolidated with the Company’s financials. |
Going Concern Uncertainty
Going Concern Uncertainty | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern Uncertainty | NOTE 2 – Going Concern Uncertainty The consolidated financial statements have been prepared on a “going concern” basis, which contemplates the realization of assets and liquidation of liabilities in a normal course of business. As of December 31, 2019, the Company had cash and cash equivalents of $46,540 and a working capital of $2,881,147. For the years ended December 31, 2019 and 2018, the Company had net loss of $4,592,470 and $4,112,277, respectively. These factors raise substantial doubt as to the Company’s ability to continue as a going concern. The Company plans to improve its financial condition by raising capital through sales of shares of its common stock. Also, the Company plans to expand its operation of CBD products to increase its profitability. The consolidated financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 3 – Summary of Significant Accounting Policies (a) Principles of Consolidation The consolidated financial statements include the accounts of CANB and its wholly-owned subsidiaries, Pure Health Products, Duramed, Prosperity and Radical Tactical. All intercompany balances and transactions have been eliminated in consolidation. (b) Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. (c) Fair Value of Financial Instruments The Company’s financial instruments consist of cash and cash equivalents, accounts receivable, notes receivable, notes and loans payable, accounts payable, and accrued expenses payable. Except for the noncurrent note receivable, the fair value of these financial instruments approximate their carrying amounts reported in the balance sheets due to the short term maturity of these instruments. Based on comparable instruments with similar terms, the fair value of the noncurrent note receivable approximates its carrying value. Pursuant to ASC 820, Fair Value Measurements and Disclosures, an entity is required to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 prioritizes the inputs into three levels that may be used to measure fair value: Level 1 - applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. Level 2 - applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3 - applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. (d) Cash and Cash Equivalents The Company considers all liquid investments purchased with a maturity of three months or less to be cash equivalents. (e) Accounts receivable Accounts receivable are presented in the balance sheet net of the allowance for doubtful accounts. Accounts receivable are written off when they are determined to be uncollectible. The allowance for doubtful accounts is estimated based on the Company’s historical losses, the existing economic conditions in the industry, and the financial stability of its customers. Bad debt expense was $253,483 and $0 for the years ended December 31, 2019 and 2018. (f) Inventory Inventories consist of raw materials and finished goods and are stated at the lower of cost or net realizable value. Cost is principally determined using the first-in, first-out (FIFO) method. (g) Prepaid expenses Prepaid expenses include stock-based officer, employee and consulting compensation of $2,459,830 and $2,576,070 at December 31, 2019 and 2018, respectively. The Company’s policy is to record stock-based compensation as prepaids and expense over the term of employment and consulting agreements. (h) Property and Equipment, Net Property and equipment, net, is stated at cost less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the respective assets. Maintenance and repairs are charged to operations as incurred. (i) Intangible Assets, Net Intangible assets, net, are stated at cost less accumulated amortization. Amortization is calculated using the straight-line method over the estimated economic lives of the respective assets. (j) Goodwill The Company does not amortize goodwill, but instead tests for impairment at least annually. When conducting the annual impairment test for goodwill, the Company compares the estimated fair value of a reporting unit containing goodwill to its carrying value. If the estimated fair value of the reporting unit is determined to be less than its carrying value, goodwill is reduced, and an impairment loss is recorded. (k) Long-lived Assets The Company reviews long-lived assets held and used, intangible assets with finite useful lives and assets held for sale for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If an evaluation of recoverability is required, the estimated undiscounted future cash flows associated with the asset is compared to the asset’s carrying amount to determine if a write-down is required. If the undiscounted cash flows are less than the carrying amount, an impairment loss is recorded to the extent that the carrying amount exceeds the fair value. (l) Revenue Recognition The Company recognizes revenue in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers, which requires that five basic steps be followed to recognize revenue: (1) a legally enforceable contract that meets criterial standards as to composition and substance is identified; (2) performance obligations relating to provision of goods or services to the customer are identified; (3) the transaction price, with consideration given to any variable, noncash, or other relevant consideration, is determined; (4) the transaction price is allocated to the performance obligations; and (5) revenue is recognized when control of goods or services is transferred to the customer with consideration given, whether that control happens over time or not. Determination of criteria (3) and (4) are based on our management’s judgments regarding the fixed nature of the selling prices of the products and services delivered and the collectability of those amounts. Private Label Customers, Global CBD, LLC and TZ Wholesale, are wholesale distributors of the Company’s product, under their own wholesale private label brand. The products are made to Company specifications and shipped directly to the wholesaler. The pricing is predicated upon a volume discount negotiated at the time of the placement of the orders. Product is produced and labeled in the Washington manufacturing facility and shipped directly to the Private Label customer who re-distributes to their retail and other customers. The products are fully paid when shipped. Revenue from product sales is recognized when an order has been obtained, the price is fixed and determinable, the product is shipped, title has transferred, and collectability is reasonably assured. The Company’s Duramed Division provides a sam® Pro 2.0 medical device to patients through a doctor program whereby the physician evaluates the patients’ needs for medical necessity, and if determined that the device use would be beneficial, writes a prescription for the patient who signs a rental form, for a 35 day cycle for the unit, that is submitted to Duramed who bills the appropriate insurance company. The insurance company pays the invoice, or a negotiated amount via arbitration, and that revenue is reported as revenue when invoiced to the insurance carrier. The collected amount is reconciled with the invoice amount on a daily basis. (m) Cost of Product Sales The cost of product sale is the total cost incurred to obtain a sale and the cost of the goods sold, and the Company’s policy is to recognize it in the same manner as, and in conjunction with, revenue recognition. Cost of product sale primarily consisted of the costs directly attributable to revenue recognized and includes expenses related to the production, packaging and labeling of our CBD products. (m) Stock-Based Compensation Stock-based compensation is accounted for at fair value in accordance with Accounting Standards Codification (“ASC”) Topic 718, “Compensation – Stock Compensation” (“ASC718”) and ASC 505-50, “Equity – Based Payments to Non-Employees.” In addition to requiring supplemental disclosures, ASC 718 addresses the accounting for share-based payment transactions in which a company receives goods or services in exchange for (a) equity instruments of the company or (b) liabilities that are based on the fair value of the company’s equity instruments or that may be settled by the issuance of such equity instruments. ASC 718 focuses primarily on accounting for transactions in which a company obtains employee services in share-based payment transactions. In accordance with ASC 505-50, the Company determines the fair value of the stock-based payment as either the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. If the fair value of the equity instruments issued is used, it is measured using the stock price and other measurement assumptions as of the earlier of either (1) the date at which a commitment for performance by the counterparty to earn the equity instrument is reached, or (2) the date at which the counterparty’s performance is complete. Options and warrants The fair value of stock options and warrants is estimated on the measurement date using the Black-Scholes model with the following assumptions, which are determined at the beginning of each year and utilized in all calculations for that year: Risk-Free Interest Rate. We utilized the U.S. Treasury yield curve in effect at the time of grant with a term consistent with the expected term of our awards. Expected Volatility. We calculate the expected volatility based on a volatility index of peer companies as we did not have sufficient historical market information to estimate the volatility of our own stock. Dividend Yield. We have not declared a dividend on its common stock since its inception and have no intentions of declaring a dividend in the foreseeable future and therefore used a dividend yield of zero. Expected Term. The expected term of options granted represents the period of time that options are expected to be outstanding. We estimated the expected term of stock options by using the simplified method. For warrants, the expected term represents the actual term of the warrant. Forfeitures. Estimates of option forfeitures are based on our experience. We will adjust our estimate of forfeitures over the requisite service period based on the extent to which actual forfeitures differ, or are expected to differ, from such estimates. Changes in estimated forfeitures will be recognized through a cumulative catch-up adjustment in the period of change and will also impact the amount of compensation expense to be recognized in future periods. (o) Advertising Advertising costs are expensed as incurred and amounted to $333,441 and $84,316 for the years ended December 31, 2019 and 2018, respectively. (p) Research and Development Research and development costs are expensed as incurred. In the period ended December 31, 2019 and 2018, the Company spent $150,000 and $75,000 in research and development which was expenses as spent, respectively. (q) Income Taxes Income taxes are accounted for under the assets and liability method. Current income taxes are provided in accordance with the laws of the respective taxing authorities. Deferred income taxes are provided for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is not more likely than not that some portion or all of the deferred tax assets will be realized. The Company has adopted the provisions required by the Income Taxes topic of the FASB Accounting Standards Codification. The Codification Topic requires the recognition of potential liabilities as a result of management’s acceptance of potentially uncertain positions for income tax treatment on a “more-likely-than-not” probability of an assessment upon examination by a respective taxing authority. The Company believes that it has not taken any uncertain tax positions and thus has not recorded any liability. (r) Net Income (Loss) per Common Share Basic net income (loss) per common share is computed on the basis of the weighted average number of common shares outstanding during the period. Diluted net income (loss) per common share is computed on the basis of the weighted average number of common shares and dilutive securities (such as stock options and convertible securities) outstanding. Dilutive securities having an anti-dilutive effect on diluted net income (loss) per share are excluded from the calculation. For the periods presented, the diluted net loss per share calculation excluded the effect of Series B preferred stocks and stock options outstanding (see Notes 9, 10 and 11). (s) Recent Accounting Pronouncements In 2016, the FASB issued ASU 2016-2 (Topic 842) which establishes a new lease accounting model for lessees. Under the new guidance, lessees will be required to recognize right of use assets and liabilities for most leases having terms of 12 months or more. Effective January 1, 2019, we adopted this new accounting guidance using the effective date transition method, which permits entities to apply the new lease standards using a modified retrospective transition approach at the date of adoption. As such, historical periods will continue to be measured and presented under the previous guidance while current and future periods subject to this new accounting guidance. Upon adoption we recorded a $100,681 right-of-use asset related to our one operating lease (see Note 14) and a $90,591 lease liability. (t) Reclassifications Certain amounts in the prior year consolidated financial statements have been reclassified to conform to the current year presentation. These reclassification adjustments had no effect on the Company’s previously reported net income. |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2019 | |
Inventory Disclosure [Abstract] | |
Inventories | NOTE 4 – Inventories Inventories consist of: December 31, December 31, Raw materials $ 708,239 $ 79,652 Finished goods 76,258 7,452 Total $ 784,497 $ 87,104 |
Notes Receivable
Notes Receivable | 12 Months Ended |
Dec. 31, 2019 | |
Receivables [Abstract] | |
Notes Receivable | NOTE 5 – Notes Receivable Notes receivable consist of: December 31, December 31, 2018 Note receivable dated November 30, 2015 from Stock Market Manager, Inc, interest at 3% per annum due November 30, 2020 $ 19,389 $ 19,389 Note receivable dated February 8,2019 from an employee, weekly installments of $1,200 with interest at 8% per annum. 4,879 - Total 24,268 19,389 Current portion of notes receivable (24,268 ) - Noncurrent portion of notes receivable $ - $ 19,389 |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | NOTE 6 – Property and Equipment, Net Property and Equipment, net, consist of: December 31, 2019 December 31, 2018 Furniture & Fixtures $ 19,018 $ 19,018 Office Equipment 12,378 20,992 Manufacturing Equipment 355,016 46,384 Medical Equipment 783,782 - Leasehold Improvements 21,603 - Total 1,191,797 86,394 Accumulated depreciation (116,555 ) (26,775 ) Net $ 1,075,242 $ 59,619 |
Intangible Assets, Net
Intangible Assets, Net | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets, Net | NOTE 7 – Intangible Assets, Net Intangible assets, net, consist of: December 31, 2019 December 31, 2018 Video conferencing software acquired by Prosperity in December 2009 $ 30,000 $ 30,000 Enterprise and audit software acquired by Prosperity in April 2008 20,000 20,000 Patent costs incurred by WRAP 6,880 6,880 Hemp license and technology 1,000,000 - CBD technology 198,655 - Other 3,548 3,548 Total 1,259,083 60,428 Accumulated amortization and Impairment (202,521 ) (60,428 ) Net $ 1,056,562 $ - The CBD related technology were purchased from Hudilab, Inc. (“HUDI”) and Seven Chakras, LLC (“Seven Chakras”) during the three months ended March 31, 2019. On January 14, 2019, the Company and PHP (collectively, the “buyer”) entered into a License and Acquisition Agreement (the “LAA”) with HUDI. Pursuant to the LAA, HUDI will sell the technology owned by it to the buyer in exchange for 7,500,000 (prior to 300:1 reverse split) shares of CANB common stock. On January 14, 2019, the shares were issued to the owner of HUDI and valued at $131,625. On January 31, 2019, PHP entered into an Asset Purchase Agreement (the “Chakras Agreement”) with Seven Chakras, LLC (“Seven Chakras”). Pursuant to the Chakras Agreement, PHP purchased the rights and title to (i) Seven Chakras’ proprietary formulas, methods, trade secrets, and know-how related to the production of Seven Chakras’ products containing cannabidiol (“CBD”), (ii) Seven Chakras’ tradename, domain name, and social media sites, and (iii) other assets of Seven Chakras including but not limited to raw materials, equipment, packaging and labeling materials, mailing lists, and marketing materials (collectively, the “Assets”). On February 20, 2019, the Company issued 1,000,000 (prior to 300:1 reverse split) shares of CANB common stock valued at $17,030 to owners of Seven Chakras as additional consideration, along with the $50,000 cash payments, pursuant to the Chakras Agreement. The hemp related license and technology purchased from Shi Farms during the three months ended September 30, 2019. Hemp Depot will contract with farmers in New York to grow hemp under a controlled program of specific strains, cultured feminized seeds, proven technology, and access to processing for their crop. NY Hemp Depot will amalgamate the cultivated off-take from the farmers, combine and fill “super-sacks” for shipping to the processing facility in Colorado to produce high-grade isolate or distillate for use in Can B’s manufacturing facility in Lacey WA. The other intangible assets relate to the document management and email marketing divisions. Since December 31, 2017, the Company do not expect any future positive cash flow from these divisions. Accordingly, the net carrying value of these intangible assets was reduced to $0. |
Notes and Loans Payable
Notes and Loans Payable | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Notes and Loans Payable | NOTE 8 – Notes and Loans Payable Notes and loans payable consist of: December 31, December 31, Note payable to brother of Marco Alfonsi, Chief Executive Officer of the Company, interest at 10% per annum, due August 22, 2016 (now past due) 5,000 5,000 Note payable to Carl Dilley, a director of the Company, interest at 12.99% per annum, due February 1, 2021 - 10,899 Loan payable to McKenzie Webster Limited (“MWL”), non-interest bearing, due on demand. - 3,000 Loan payable to Pasquale Ferro, interest at 12% per annum, due December 2020. 30,000 - Total $ 35,000 $ 18,899 |
Preferred Stock
Preferred Stock | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Preferred Stock | NOTE 9 – Preferred Stock Note- The share and vote amounts referenced below are reflected prior to the 300:1 reverse split in March 2020. Each share of Series A Preferred Stock is convertible into 10,000,000 shares of CANB common stock and is entitled to 20,000,000 votes. Each share of Series B Preferred Stock has the first preference to dividends, distributions and payments upon liquidation, dissolution and winding-up of the Company, and is entitled to an accrued cumulative but not compounding dividend at the rate of 5% per annum whether or not declared. After six months of the issuance date, such share and any accrued but unpaid dividends can be converted into common stock at the conversion price which is the lower of (i) $0.0101; or (ii) the lower of the dollar volume weighted average price of CANB common stock on the trading day prior to the conversion day or the dollar volume weighted average price of CANB common stock on the conversion day. The shares of Series B Preferred Stock have no voting rights. On January 22, 2018, the Company issued 87,368 shares of CANB Series B Preferred Stock to RedDiamond Partners LLC (“RedDiamond”) pursuant to an amended Securities Purchase Agreement dated January 9, 2018, in exchange for proceeds of $83,000, or $0.95 per CANB Series B Preferred share. On February 12, 2018, the Company issued 1 share of CANB Series A Preferred Stock to David Posel pursuant to a service agreement. The fair value of the issuance is $373,000 and will be amortized over the vesting period of four years. On February 16, 2018, the Company issued 3 shares of CANB Series A Preferred Stock to Andrew Holtmeyer pursuant to a service agreement. The fair value of the issuance is $1,020,000 and will be amortized over the vesting period of one year. On February 16, 2018, the Company issued 87,368 shares of CANB Series B Preferred Stock to RedDiamond Partners LLC (“RedDiamond”) pursuant to an amended Securities Purchase Agreement dated January 9, 2018, in exchange for proceeds of $83,000, or $0.95 per CANB Series B Preferred share. On March 20, 2018, the Company issued 87,368 shares of CANB Series B Preferred Stock to RedDiamond Partners LLC (“RedDiamond”) pursuant to an amended Securities Purchase Agreement dated January 9, 2018, in exchange for proceeds of $83,000, or $0.95 per CANB Series B Preferred share. On April 13, 2018, April 25, 2018, May 3, 2018, June 19, 2018 and June 25, 2018, RedDiamond Partners converted its 10,000 shares, 10,000 shares, 10,000 shares, 15,000 shares and 10,000 shares of CANB Series B Preferred Stock to 1,287,129 shares, 1,287,129 shares, 1,287,129 shares, 3,545,455 shares, and 2,363,636 shares of CANB common stock, respectively. On May 14, 2018, the Company issued 1 share of CANB Series A Preferred Stock to a consultant pursuant to a Consulting Agreement dated May 11, 2018. The $150,000 fair value of the issuance was partially charged to consulting fees in the three months ended September 30, 2018. From July 24, 2018 to September 26, 2018, RedDiamond Partners converted aggregately 263,263 shares of CANB Series B Preferred Stock to 53,839,743 shares of CANB common stock. On August 28, 2018, September 14, 2018 and September 19, 2018, the Company issued 36,842 shares, 105,263 shares, and 105,263 shares of CANB Series B Preferred Stock, respectively, to RedDiamond Partners LLC (“RedDiamond”) pursuant to an amended Securities Purchase Agreement dated January 9, 2018, in exchange for proceeds of $35,000, $100,000 and $100,000, respectively, or $0.95 per CANB Series B Preferred share. From October 2, 2018 to November 7, 2018, RedDiamond Partners converted aggregately 101,736 shares of CANB Series B Preferred Stock to 13,094,733 shares of CANB common stock. On October 23, 2018 and November 14, 2018, the Company issued 200,000 shares and 52,500 shares of CANB Series B Preferred Stock, respectively, to RedDiamond Partners LLC (“RedDiamond”) in exchange for proceeds of $190,000 and $49,875, respectively, or $0.95 per CANB Series B Preferred share. On December 28,2018, Marco Alfonsi converted 3 shares of CANB Series A Preferred Stock to 30,000,000 shares of CANB common stock. On December 29, 2018 the Company issued 8 shares of CANB Series A Preferred Stock to three officers of the company (1 share to Stanley L. Teeple, 5 shares to Pasquale Ferro and 2 shares to Andrew Holtmeyer), pursuant to the employment agreements with them. The fair value of the issuance totaled at $4,624,000 and will be amortized over the vesting period of four years. On January 28, 2019, the Company issued 10,000,000 shares of CANB common stock to a consultant of the Company in exchange for the retirement of 1 share of CANB Series A Preferred Stock. From February 21, 2019 to March 12, 2019, the Company issued aggregately 20,221,436 shares of CANB common stock to RedDiamond in exchange for the retirement of 157,105 shares of CANB Series B Preferred Stock. On May 28, 2019, the Company issued 3 shares of CANB Series A Preferred Stock to Stanley L. Teeple pursuant to the employment agreement with him. The fair value of the issuance totaled at $1,203,000 and will be amortized over the vesting period of four years. On April 26, 2019, the Company issued 1,930,693 shares of CANB common stock to RedDiamond in exchange for the retirement of 15,000 shares of CANB Series B Preferred Stock. On May 1, 2019, the Company issued 2,574,257 shares of CANB common stock to RedDiamond in exchange for the retirement of 20,000 shares of CANB Series B Preferred Stock. On May 9, 2019, the Company issued 7,113,059 shares of CANB common stock to RedDiamond in exchange for the retirement of 55,263 shares of CANB Series B Preferred Stock. On June 7, 2019, the Company issued 3,217,822 shares of CANB common stock to RedDiamond in exchange for the retirement of 25,000 shares of CANB Series B Preferred Stock. On August 13, 2019, the Company issued 29,282,179 shares of CANB common stock to RedDiamond in exchange for the retirement of 227,590 shares of CANB Series B Preferred Stock. On December 16, 2019, the Company issued 10,700,000 shares of CANB common stock to RedDiamond as agreed for the early retirement of CANB Series B Preferred Stock converted in August 2019. |
Common Stock
Common Stock | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Common Stock | NOTE 10 – Common Stock Note- The share amounts referenced below are reflected prior to the 300:1 reverse split in March 2020. On February 7, 2018, the Company issued 250,000 shares of CANB common stock to a consultant for services rendered. The $9,825 fair value of the 250,000 shares of CANB common stock was partially charged to consulting fees in the three months ended March 31, 2018. On February 9, 2018, the Company issued 3,000,000 and 3,000,000 shares of CANB common stock to its two directors for services rendered, respectively. The $101,400 fair value of each 3,000,000 shares of CANB common stock was charged to directors fees in the three months ended March 31, 2018. The shares issued to one of the directors were converted to options at June 11, 2018 (see Note 11). On February 13, 2018, the Company issued 150,000 shares of CANB common stock to a consultant for services rendered. The $5,085 fair value of the 150,000 shares of CANB common stock was partially charged to consulting fees in the three months ended March 31, 2018. On February 14, 2018, the Company issued 250,000 shares of CANB common stock to a consultant for services rendered. The $8,500 fair value of the 250,000 shares of CANB common stock was partially charged to consulting fees in the three months ended March 31, 2018. On February 19, 2018, the Company issued 150,000 shares of CANB common stock to a consultant for services rendered. The $5,280 fair value of the 150,000 shares of CANB common stock was partially charged to consulting fees in the three months ended March 31, 2018. On February 26, 2018, the Company issued 250,000 shares of CANB common stock to a consultant for services rendered. The $11,375 fair value of the 250,000 shares of CANB common stock was partially charged to consulting fees in the three months ended March 31, 2018. On March 1, 2018, the Company issued 250,000 shares of CANB common stock to a consultant for services rendered. The $10,900 fair value of the 250,000 shares of CANB common stock was charged to consulting fees in the three months ended March 31, 2018. On March 20, 2018, the Company issued 250,000 shares of CANB common stock to a consultant for services rendered. The $6,500 fair value of the 250,000 shares of CANB common stock was charged to consulting fees in the three months ended March 31, 2018. On April 13, 2018, April 25, 2018, May 3, 2018, June 19, 2018 and June 25, 2018, the Company issued 1,287,129 shares, 1,287,129 shares, 1,287,129 shares, 3,545,455 shares, and 2,363,636 shares of CANB common stock to RedDiamond in exchange for the retirement of 10,000 shares, 10,000 shares, 10,000 shares, 15,000 shares and 10,000 shares of CANB Series B Preferred Stock, respectively. On May 9, 2018, the Company issued 125,000 shares of CANB common stock to a consultant for services rendered. The $1,812 fair value of the 125,000 shares of CANB common stock was partially charged to consulting fees in the three months ended June 30, 2018. On May 29, 2018, the Company issued 250,000 shares of CANB common stock to a consultant for services rendered. The $5,000 fair value of the 250,000 shares of CANB common stock was partially charged to consulting fees in the three months ended June 30, 2018. On May 31, 2018, the Company issued 250,000 shares of CANB common stock to a consultant for services rendered. The $4,600 fair value of the 250,000 shares of CANB common stock was charged to consulting fees in the three months ended June 30, 2018. On June 4, 2018, the Company issued 250,000 shares of CANB common stock to a consultant for services rendered. The $5,750 fair value of the 250,000 shares of CANB common stock was partially charged to consulting fees in the three months ended June 30, 2018. On June 11, 2018, the Company agreed to issue 2,749,429 shares of CANB common stock to a lender in satisfaction of notes payable of $15,000 and accrued interest payable of $4,246. The shares was issued at August 24, 2018. On June 18, 2018, the Company issued 250,000 shares of CANB common stock to a consultant for services rendered. The $6,250 fair value of the 250,000 shares of CANB common stock was partially charged to consulting fees in the three months ended June 30, 2018. On June 22, 2018, the Company issued 250,000 shares of CANB common stock to a consultant for services rendered. The $8,250 fair value of the 250,000 shares of CANB common stock was charged to consulting fees in the three months ended June 30, 2018. From July 24, 2018 to September 26, 2018, the Company issued aggregately 53,839,743 shares of CANB common stock to RedDiamond in exchange for the retirement of 263,263 shares of CANB Series B Preferred Stock. On July 31, 2018, the Company issued 250,000 shares of CANB common stock to a consultant for services rendered. The $3,225 fair value of the 250,000 shares of CANB common stock was charged to consulting fees in the three months ended September 30, 2018. On August 9, 2018, Company received a conversion notice from a lender. As a result, 9,544,292 shares of CANB common stock was issued to the lender in satisfaction of notes payable of $50,000 and accrued interest payable of $7,266 at August 21, 2018. On August 28, 2018, the Company issued 2,000,000 shares of CANB common stock to a consultant for services rendered. The $159,600 fair value of the 2,000,000 shares of CANB common stock was partially charged to consulting fees in the three months ended September 30, 2018. On September 6, 2018, the Company issued 300,000 shares of CANB common stock to a consultant for services rendered. The $16,500 fair value of the 300,000 shares of CANB common stock was partially charged to consulting fees in the three months ended September 30, 2018. On September 6, 2018, the Company issued 500,000 shares of CANB common stock to a consultant for services rendered. The $27,500 fair value of the 500,000 shares of CANB common stock was charged to consulting fees in the three months ended September 30, 2018. On September 6, 2018, the Company issued 8,430,331 shares of CANB common stock to a lender in satisfaction of notes payable of $38,500 and accrued interest payable of $7,867. On September 7, 2018, the Company issued 5,121,694 shares of CANB common stock to a lender in satisfaction of notes payable of $25,000 and accrued interest payable of $3,169. On September 7, 2018, the Company issued 10,045,667 shares of CANB common stock to a lender in satisfaction of notes payable of $50,000 and accrued interest payable of $10,274. On September 8, 2018, the Company issued 250,000 shares of CANB common stock to a consultant for services rendered. The $11,500 fair value of the 250,000 shares of CANB common stock was partially charged to consulting fees in the three months ended September 30, 2018. On September 10, 2018, the Company issued 500,000 shares of CANB common stock to a consultant for services rendered. The $19,950 fair value of the 500,000 shares of CANB common stock was partially charged to consulting fees in the three months ended September 30, 2018. On September 17, 2018, the Company issued 250,000 shares of CANB common stock to a consultant for services rendered. The $10,750 fair value of the 250,000 shares of CANB common stock was partially charged to consulting fees in the three months ended September 30, 2018. On September 18, 2018, the Company issued 250,000 shares of CANB common stock to a consultant for services rendered. The $13,725 fair value of the 250,000 shares of CANB common stock was partially charged to consulting fees in the three months ended September 30, 2018. On September 20, 2018, the Company issued 7,407,407 shares of CANB common stock to an investor pursuant to a Stock Purchase Agreement dated September 17, 2018, in exchange for proceeds of $200,000, or $0.027 per CANB common share. On September 21, 2018, the Company issued 250,000 shares of CANB common stock to a consultant for services rendered. The $14,500 fair value of the 250,000 shares of CANB common stock was partially charged to consulting fees in the three months ended September 30, 2018. On September 25, 2018, the Company issued 2,000,000 shares of CANB common stock to a consultant for services rendered. The $97,400 fair value of the 2,000,000 shares of CANB common stock was partially charged to consulting fees in the three months ended September 30, 2018. From October 2, 2018 to November 7, 2018, the Company issued aggregately 13,094,733 shares of CANB common stock to RedDiamond in exchange for the retirement of 101,736 shares of CANB Series B Preferred Stock. From November 5, 2018 to December 28, 2018, the Company issued aggregately 2,125,000 shares of CANB common stock to multiple consultants for services rendered. The $80,665 fair value of the 2,125,000 shares of CANB common stock was partially charged to consulting fees in the three months ended December 30, 2018. From December 3, 2018 to December 28, 2018, the Company issued aggregately 1,500,000 shares of CANB common stock to three board members for services rendered. The $62,342 fair value of the 1,500,000 shares of CANB common stock was charged to director fees in the three months ended December 30, 2018. From December 3, 2018 to December 28, 2018, the Company issued aggregately 22,413,794 shares of CANB common stock to multiple investors pursuant to relative Stock Purchase Agreements dated on various dates, in exchange for total proceeds of $650,000. On December 11, 2018, the Company issued 891,089 shares of CANB common stock to RedDiamond in satisfaction of dividend payable of $9,000. On December 19, 2018, the Company issued 891,089 shares of CANB common stock to Auctus, LLC pursuant to a cashless exercise of stock options. On December 21, 2018, Company received a conversion notice from a lender. As a result, 9,372,100 shares of CANB common stock was issued to the lender in satisfaction of notes payable of $83,500 and accrued interest payable of $10,221. On December 21, 2018, Company issued aggregately 4,370,629 shares of CANB common stock to four officers of the Company in satisfaction of accrued compensation of $192,300. On December 28, 2018, the Company issued 3,096,827 shares of CANB common stock for the acquisition of Pure Health Products, LLC. On December 28, 2018, the Company issued 245,789 shares of CANB common stock to an officer of the Company pursuant to the Employment Agreement dated December 29, 2018 with Andrew Holtmeyer. The $10,371 fair value of the issuance was charged to stock-based compensation in the three months ended December 31, 2018. On December 29, the Company issued 30,000,000 shares of CANB common stock to Marco Alfonsi in exchange for the return of 3 shares of CANB Series A Preferred Stock owned by Marco Alfonsi. From January 4, 2019 to March 27, 2019, the Company issued aggregately 41,431,994 shares of CANB common stock to multiple investors pursuant to relative Stock Purchase Agreements dated on various dates, in exchange for total proceeds of $1,196,100. On January 14, 2019, the Company issued 7,500,000 shares of CANB common stock to Hudilab, Inc. (“HUDI”), pursuant to a License and Acquisition Agreement for purchase of the technology owned by HUDI. From January 18, 2019 to March 17, 2019, the Company issued aggregately 24,600,000 shares of CANB common stock to multiple consultants for services rendered. From January 19, 2019 to March 27, 2019, the Company issued aggregately 1,167,959 shares of CANB common stock to employee and officers of the Company pursuant to employee agreement and in satisfaction of accrued compensation for the quarter ended March 31, 2019. On February 5, 2019, the Company issued 2,000,000 shares to the owner of TZ Wholesale LLC, pursuant to a Memorandum of Understanding (the “MOU”) dated November 9, 2018. On February 20, 2019, the Company issued 1,000,000 shares of CANB common stock to owners of Seven Chakras pursuant to an Asset Purchase Agreement (the “Agreement”) with Seven Chakras, LLC dated January 31, 2019. From April 1, 2019 through June 30, 2019 the company issued an aggregate of 15,511,767 shares of CANB Common Stock to multiple consultants for services rendered. From April 1, 2019 through June 30, 2019, the Company issued an aggregate of 4,174,886 shares of CANB Common Stock to members of the Advisory Board, Medical Advisory Board, and Sports Advisory Board for services rendered. From April 1, 2019 through June 30, 2019, the Company issued an aggregate of 1,384,621 shares of Common Stock under the terms of executive employment agreements. From April 1, 2019 through June 30, 2019, the Company issued an aggregate of 25,862,071 shares of CANB shares under the terms of the Stock Purchase Agreements for total proceeds of $750,000. From July 1, 2019 through September 30, 2019, the company issued an aggregate of 5,418,301 shares of CANB Common Stock to multiple consultants for services rendered. From July 1, 2019 through September 30, 2019, the Company issued an aggregate of 5,500,000 shares of CANB Common Stock to members of the Advisory Board, Medical Advisory Board, and Sports Advisory Board for services rendered. From July 1, 2019 through September 30, 2019, the Company issued an aggregate of 4,800,000 shares of Common Stock under the terms of executive employment agreements. From July 1, 2019 through September 30, 2019, the Company issued an aggregate of 46,572,416 shares of CANB shares under the terms of the Stock Purchase Agreements for total proceeds of $1,350,600. From July 1, 2019 through September 30, 2019, the Company issued an aggregate of 12,074,089 shares of CANB shares under the terms of the Joint Venture Agreement. From October 1, 2019 through December 31, 2019, the company issued an aggregate of 36,677,274 shares of CANB Common Stock to multiple consultants for services rendered. From October 1, 2019 through December 31, 2019, the Company issued an aggregate of 4,250,000 shares of CANB Common Stock to members of the Advisory Board, Medical Advisory Board, and Sports Advisory Board for services rendered. From October 1, 2019 through December 31, 2019, the Company issued an aggregate of 1,500,000 shares of Common Stock under the terms of executive employment agreements. From October 1, 2019 through December 31, 2019, the Company issued an aggregate of 37,500,000 shares of CANB Common Stock under the terms of an inventory purchase agreement for total proceeds of $487,500. |
Stock Options and Warrants - Pr
Stock Options and Warrants - Prior to 300:1 Reverse Stock Split | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Stock Options and Warrants - Prior to 300:1 Reverse Stock Split | NOTE 11 – Stock Options and Warrants – Prior to 300:1 reverse stock split A summary of stock options and warrants activity follows: Shares of Common Stock Exercisable Into Stock Options Warrants Total Balance, December 31, 2017 50,000 247,500 297,500 Granted in 2018 6,000,000 2,850,000 8,850,000 Cancelled in 2018 - - - Exercised in 2018 - (850,000 ) (850,000 ) Balance, December 31, 2018 6,050,000 2,247,500 8,297,500 Granted in Q1, Q2 & Q3 2019 17,000,000 - 17,000,000 Cancelled in Q1, Q2 Q3, & Q4 2019 (50,000 ) - (50,000 ) Exercised in Q1, Q2 Q3, & Q4 2019 - - - Balance, December 31, 2019 23,000,000 2,247,500 25,247,500 Issued and outstanding stock options as of December 31, 2019 consist of: Year Number Outstanding Exercise Year of Granted And Exercisable Price Expiration 2018 6,000,000 $ 0.001 2023 2019 17,000,000 $ 0.001 2022 23,000,000 On June 11, 2018, the Company granted 3,000,000 options of CANB common stock to Carl Dilley, a former director of the Company, in exchange for the retirement of a total of 3,000,000 shares of CANB common stock from Carl Dilley. The options are exercisable for the purchase of one share of the Registrant’s Common Stock at an exercise price of $0.001 per share. The Options are fully vested and are exercisable as of the Grant Date and all shall expire June 11, 2023. The value of the Stock Options ($84,000) were calculated using the Black Scholes option pricing model and the following assumptions: (i) $0.028 share price, (ii) 5 years term, (iii) 262.00% expected volatility, (iv) 2.80% risk free interest rate and the difference between this value and the fair value of retired shares was expensed in the quarterly period ended June 30, 2018. On October 21, 2018, the Company granted 3,000,000 options of CANB common stock to Stanley L. Teeple, an officer and Director of the Company. The options are exercisable for the purchase of one share of the Registrant’s Common Stock at an exercise price of $0.001 per share. The Options are fully vested and are exercisable as of the Grant Date and all shall expire October 1, 2023. The values of the Stock Options ($118,200) were calculated using the Black Scholes option pricing model and the following assumptions: (i) $0.0395 share price, (ii) 5 years term, (iii) 221.96% expected volatility, (iv) 3.05% risk free interest rate and the fair value of options was expensed in the quarterly period ended December 31, 2018 On September 9, 2019, the Company granted 8,000,000 options of CANB common stock to Johnny Mack, a former officer of the Company. The options are exercisable for the purchase of one share of the Registrant’s Common Stock at an exercise price of $0.001 per share. The Options are fully vested and are exercisable as of the Grant Date and all shall expire September 9, 2022. The values of the Stock Options ($192,000) were calculated using the Black Scholes option pricing model and the following assumptions: (i) $0.024 share price, (ii) 3 years term, (iii) 242% expected volatility, (iv) 1.46% risk free interest rate and the fair value of options was expensed in the quarterly period ended September 30, 2019. On October 15, 2019, the Company granted 3,000,000 options of CANB common stock each to Frederick Alger Boyer, Jr., Ronald A. Silver and James F. Murphy, directors of the Company. The options are exercisable for the purchase of one share of the Registrant’s Common Stock at an exercise price of $0.001 per share. The Options are fully vested and are exercisable as of the Grant Date and all shall expire October 15, 2022. The values of the Stock Options ($63,000 each) were calculated using the Black Scholes option pricing model and the following assumptions: (i) $0.021 share price, (ii) 3 years term, (iii) 242% expected volatility, (iv) 1.60% risk free interest rate and the fair value of options was expensed in the quarterly period ended December 31, 2019. Issued and outstanding warrants as of December 31, 2019 consist of: Year Number Outstanding Exercise Year of Granted And Exercisable Price Expiration 2010 247,500 $ 1.00 2020 2018 2,000,000 $ 0.04345 (a) 2023 Total 2,247,500 (a) 110% of the closing price of the Company’s common stock on the date that the Holder funds the full purchase price of the Note. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 12 – Income Taxes No provisions for income taxes were recorded for the periods presented since the Company incurred net losses in those periods. The provisions for (benefits from) income taxes differ from the amounts determined by applying the U.S. Federal income tax rate of 21% to pretax income (loss) as follows: December 31, 2019 2018 Expected income tax (benefit) at 21% $ (964,419 ) $ (863,578 ) Non-deductible stock-based compensation 648,729 583,653 Non-deductible amortization of debt discounts - 37,064 Loss on stock issuance - 136,344 Loss on debt conversion - 272,867 Non-deductible expense from derivative liability - (334,139 ) Loan forgiveness - 18,024 Increase in deferred income tax assets valuation allowance 315,690 149,765 Provision for (benefit from) income taxes $ - $ - Deferred income tax assets consist of: December 31, December 31, 2019 2018 Net operating loss carryforward 1,300,168 984,478 Valuation allowance (1,300,168 ) (984,478 ) Net $ - $ - Based on management’s present assessment, the Company has not yet determined it to be more likely than not that a deferred income tax asset of $1,300,168 attributable to the future utilization of the $6,191,273 net operating loss carryforward as of December 31, 2019 will be realized. Accordingly, the Company has maintained a 100% allowance against the deferred income tax asset in the financial statements at December 31, 2019. The Company will continue to review this valuation allowance and make adjustments as appropriate. The net operating loss carryforward expires in years 2025, 2026, 2027, 2028, 2029, 2030, 2031, 2032, 2033, 2034, 2035, 2036, 2037, 2038 and 2039 in the amount of $1,369, $518,390, $594,905, $686,775, $159,141, $151,874, $135,096, $166,911, $311,890, $25,511, $338,345, $381,638, $499,288, $716,858 and $1,503,282, respectively. Current tax laws limit the amount of loss available to be offset against future taxable income when a substantial change in ownership occurs. Therefore, the amount available to offset future taxable income may be limited. The Company’s U.S. Federal and state income tax returns prior to 2015 are closed and management continually evaluates expiring statutes of limitations, audits, proposed settlements, changes in tax law and new authoritative rulings. The statute of limitations on the 2015 tax year returns expired in September 2019. The Company recognizes interest and penalties associated with uncertain tax positions as part of the income tax provision and would include accrued interest and penalties with the related tax liability in the consolidated balance sheets. There were no interest or penalties paid during 2019 and 2018. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Segment Information | NOTE 13 – Segment Information The Company has one reportable segment: Durable Equipment Products. The accounting policies of the segment described above are the same as those described in Summary of Significant Accounting Policies in Note 3. The Company evaluates the performance of the Durable Equipment Products segment based on income (loss) before income taxes, which includes interest income. Durable Equipment Products Three months ended December 31, 2019 Revenue from external customers 466,920 Revenue from other segments - Segment profit 309,370 Segment assets 1,994,845 Twelve months ended December 31, 2019 Revenue from external customers 1,436,403 Revenue from other segments - Segment profit 809,631 Segment assets 1,994,845 Three Months Ended December 31, 2019 Twelve Months Ended December 31, 2019 Total profit for reportable segment $ 309,208 $ 810,060 Other income (expense) - net 162 (429 ) Income before income taxes $ 309,370 $ 809,631 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 14 – Commitments and Contingencies Employment Agreements On October 3, 2017, the Company executed an Executive Employment Agreement with Marco Alfonsi (“Alfonsi”) for Alfonsi to serve as the Company’s chief executive officer and interim chief financial officer and secretary for cash compensation of $10,000 per month. Pursuant to the agreement, the Company issued a share of CANB Series A Preferred Stock to Alfonsi on October 4, 2017 (see Note 9). Alfonsi may terminate his employment upon 30 days written notice to the Company. The Company may terminate Alfonsi’s employment upon written notice to Alfonsi by a vote of the Board of Directors. At October 21, 2018, this former Agreement was terminated due to the execution of a new Employment Agreement with Marco Alfonsi for Alfonsi to serve as the Company’s chief executive officer for cash compensation of $15,000 per month. Pursuant to the new Agreement, three of the eight previously issued shares of CANB Series A Preferred Stock will be returned to the Company and converted into 30,000,000 common shares. On December Alfonsi may terminate his employment upon 30 days written notice to the Company. The new Agreement has an initial term of four years and can be terminated upon the resignation or death of Mr. Alfonsi, and also can be terminated by the Company due to the failure or neglect of Mr. Alfonsi to perform his duties, or due to the misconduct of Mr. Alfonsi in connection with the performance. On February 12, 2018, the Company executed an Executive Service Agreement (“Agreement”) with David Posel. The Agreement provides that Mr. Posel services as the Company’s Chief Operating Officer for a term of 4 years. The Agreement also provides for compensation to Mr. Posel of $5,000 cash per month and the issuance of 1 share of Series A Preferred Stock at the inception of the Agreement. The Agreement can be terminated upon the resignation or death of Mr. Posel, and also can be terminated by the Company due to the failure or neglect of Mr. Posel to perform his duties, or due to the misconduct of Mr. Posel in connection with the performance. On February 12, 2018, 1 share of CANB Series A Preferred Stock were issued to Mr. Posel (see Note 9). Since execution of the Posel Agreement, Mr. Posel has been re-assigned to COO for Pure Health Products, the Company’s subsidiary. On February 16, 2018, the Company executed an Executive Service Agreement (“Agreement”) with Andrew W Holtmeyer. The Agreement provides that Mr. Holtmeyer services as the Company’s Executive Vice President Business for a term of 3 years. The Agreement also provides for compensation to Mr. Holtmeyer of $10,000 cash per month and the issuance of 3, 2 and 1 share of Series A Preferred Stock at the beginning of each year. The Agreement can be terminated upon the resignation or death of Mr. Holtmeyer, and also can be terminated by the Company due to the failure or neglect of Mr. Holtmeyer to perform his duties, or due to the misconduct of Mr. Holtmeyer in connection with the performance. At December 29, 2018, this Agreement was terminated due to the execution of a new Employment Agreement with Andrew W Holtmeyer. The Agreement provides that Mr. Holtmeyer services as the Company’s Executive Vice President Business for a term of 4 years. The Agreement also provides for compensation to Mr. Holtmeyer of $15,000 cash per month and the issuance of 245,789 shares of common stock (prior to 300:1 reverse stock split) upon signing of the agreement. On October 15, 2018, the Company executed an Employment Agreement (“Agreement”) with Stanley L. Teeple. The Agreement provides that Mr. Teeple services as the Company’s Chief Financial Officer and Secretary for a term of 4 years. The Agreement also provides for compensation to Mr. Teeple of $15,000 cash per month and the issuance of 1 share of Series A Preferred Stock proportionately vesting over four years beginning December 31, 2018 upon execution of the Agreement. The Agreement can be terminated upon the resignation or death of Mr. Teeple, and also can be terminated by the Company due to the failure or neglect of Mr. Teeple to perform his duties, or due to the misconduct of Mr. Teeple in connection with the performance. In May 2019 Mr. Teeple was granted an additional 3 shares of Series A Preferred. On December 28, 2018, the Company executed an Employment Agreement (“Agreement”) with Pasquale Ferro for Mr. Ferro to serve as Pure Health Products’ president for cash compensation of $15,000 per month and the total issuance of 5 share of Series A Preferred Stock proportionately vesting at the beginning of each year for a term of 4 years. Mr. Ferro may terminate his employment upon 30 days written notice to the Company. The Agreement has an initial term of four years and can be terminated upon the resignation or death of Mr. Ferro, and also can be terminated by the Company due to the failure or neglect of Mr. Ferro to perform his duties, or due to the misconduct of Mr. Ferro in connection with the performance. Effective September 6, 2019 (the “Effective Date”), Can B̅ Corp (the “Company” or “CANB”) approved the appointment of Johnny J. Mack (“Mack”) as its President and Chief Operating Officer. Mack had been serving as the Company’s interim COO. The Company and Mack have entered into a new Employee Services Agreement (the “Agreement”) to memorialize the terms of the foregoing. In consideration for Mack’s services, Mack will (i) receive a base salary of $15,000 per month, subject to increase after each yearly anniversary of the Agreement, (ii) be eligible to receive annual cash or stock bonuses, (iii) be entitled to four weeks’ vacation time and five paid days for illness in accordance with the Company’s policies, and (iv) receive a total of 32,000,000 options (“Options”) to purchase shares of the Company’s common stock, with 8,000,000 Options vesting on the effective date and additional tranches of 8,000,000 Options vesting on each of the first, second, and third anniversaries of the Effective Date, assuming Mack’s continued employment. Each Option is exercisable at a price of $0.001 per share (prior to 300:1 reverse stock split). The Company also agreed to hold harmless and indemnify Mack as authorized or permitted by law and the Company’s governing documents, as the same may be amended from time to time, except for acts constituting negligence or willful misconduct by Mack. The Company has agreed to pay Mack a severance in the event the Agreement is terminated by the Company without cause or by Mack for “good reason” or by reason of Mack’s death or disability. On October 4, 2019 Mack resigned from all of his office and director positions and the company settled his termination for payment of all accrued expenses, payout of all accrued time and base compensation of $13,315 and retention of his already earned 8 million options. Mr. Mack has left the Company. In addition, on October 10th, 2019 the Company appointed Philip Scala as its interim COO. Mr. Scala has acted as founder and CEO of Pathfinder Consultants International, Inc. (“Pathfinder”) since 2008. Pathfinder offers unique expertise and delivers the information you need to make informed decisions, whether in times of crisis or in the course of simply running your business. Prior to forming Pathfinder, Mr. Scala served the United States both as a Commissioned Officer in the US Army for five years followed by his 29 years of service with the FBI. Mr. Scala received his bachelor’s degree and Master of Business Administration in accounting from St. John’s University, he also earned a Master of Arts degree in Psychology from New York University. The Company has entered into an employment agreement with Mr. Scala. Pursuant to the agreement, Mr. Scala will receive a base salary of $2,500 per month. He will be entitled to incentive bonuses and pay increases in accordance with the Company’s normal policies and procedures. Mr. Scala will also receive options to buy 500,000 common shares of the Company at a price of $0.001 (prior to 300:1 reverse stock split) for a period of three years. The initial term of the agreement is for 90 days. The agreement otherwise contains standard covenants and conditions. Consulting Agreements On September 6, 2017, the Company executed a Consulting Agreement with T8 Partners LLC (“T8”) for T8 to serve as the Company’s consultant for stock compensation of a total of 10,000,000 restricted shares (prior to 300:1 reverse stock split). Pursuant to the agreement, the Company issued 2,500,000 restricted shares of CANB common stock to T8 on September 7, 2017. Effective October 27, 2017, the Company terminated the agreement due to non-performance by T8. The Company won the arbitration proceedings against T8 and T8 has been ordered to return its shares to the Company. On November 9, 2017, the Company executed a Consulting Agreement with Healthcare Advisory Group Company (“Healthcare”) for Healthcare to serve as the Company’s consultant for stock compensation of a total of 5,000,000 restricted shares (prior to 300:1 reverse stock split). Pursuant to the agreement, the Company issued 2,500,000 restricted shares of CANB common stock to Healthcare on November 9, 2017. Effective March 6, 2018, the Company terminated the agreement due to non-performance by Healthcare. On April 1, 2019, we engaged an advisor to provide consulting services under an Investor Relations and Advisory Agreement (the “Advisory Agreement”). Pursuant to the Advisory Agreement, we agreed to pay the Consulting Firm a restricted common stock monthly fee of $5,500 per month for consulting and services paid in advance of services each month. Starting May 1, 2019, the restricted common stock monthly fee will decrease to $4,000 per month. The number of shares to be issued will be calculated based on the closing price of our common shares on the 1st or preceding day of each month, if the 1st were to fall on a weekend or holiday. The shares shall not have registration rights, and the shares may be sold subject to Rule 144. Lease Agreements On December 1, 2014, Prosperity entered into a lease agreement with KLAM, Inc. for office space in Hicksville, New York for an initial term of one year commencing December 1, 2014. The lease provides for monthly rentals of $2,500 and provides Prosperity an option to renew the lease after the initial term. The Company has continued to occupy this space after November 30, 2015 under a month to month arrangement at $2,500 per month. On September 11, 2015, the Company executed a lease agreement with an unrelated third party for office space in Hicksville, New York for a term of 37 months. The lease provides for monthly rentals of $2,922 for lease year 1, $3,009 for lease year 2, and $3,100 for lease year 3. The lease also provides for additional rent based on increases in base year operating expenses and real estate taxes. On August 6, 2018, the Company renewed the lease agreement for a term of 36 months starting November 1, 2018. The lease provides for monthly rentals of $3,193 for lease year 1, $3,289 for lease year 2, and $3,388 for lease year 3. In October 2019, the Company modified and extended the lease agreement for a term of 30 months starting November 1, 2019. The lease provides for monthly rentals of $3,807.05 for year 1 and $3,921.26 for the remaining eighteen months. The original $100,681 right-of-use asset and $90,591 lease liability was adjusted to $103,260 with the modification. The Company leases office space in numerous medical facilities under month-to-month agreements. Rent expense for the years ended December 31, 2019 and 2018 was $246,968 and $67,165, respectively. At December 31, 2019, the future minimum lease payments under non-cancellable operating leases were: Year ended December 31, 2020 $ 45,913 Year ended December 31, 2021 47,055 Year ended December 31, 2022 15,685 Total $ 108,653 The lease liability of $97,279 at December 31, 2019 as presented in the Consolidated Balance Sheet represents the discounted (at our 10% estimated incremental borrowing rate) value of the future lease payments of 108,653 at December 31, 2019. Major Customers For the twelve months ended December 31, 2019, there were no customers that accounted for more than 10% of total revenues. For the twelve months ended December 31, 2018, one customer accounted for approximately 16% of total revenues. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE 15 – Related Party Transactions LI Accounting Associates, LLC (LIA), an entity controlled by a relative of the Managing Member PHP, is a vendor of CANB. At December 31, 2019, CANB did not have an account payable due to LIA. For the twelve months ended December 31, 2019, CANB had expenses to LIA of $10,750. During the twelve months ended December 31, 2019, we had products and service sales to related parties totaling $0. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 17 – Subsequent Events In accordance with FASB ASC 855, Subsequent Events, the Company has evaluated subsequent events through November 1, 2019, the date on which these consolidated financial statements were available to be issued. There were material subsequent events that required recognition or additional disclosure in these consolidated financial statements as follows: The Company acquired 51% of Green Grow Farms, Inc. (GGFI) in December 2019 for 37.5 million shares of CANB common stock. The remaining 49% of GGFI was held by New York Farm Group (NYFG). Post-closing of the original agreement, the Company discovered certain assets needed reassessment and reconsideration. In settlement of certain claims held by the Company as a result of the foregoing, NYFG agreed to assign the Company its 49% interest in GGFI and 1,000,000 shares of Iconic Brands, Inc (ICNB) stock in consideration for a release from the Company. The settlement agreement was executed on March 3, 2020. On January 30, 2020, the World Health Organization (“WHO”) announced a global health emergency because of a new strain of coronavirus originating in Wuhan, China (the “COVID-19 outbreak”) and the risks to the international community as the virus spreads globally beyond its point of origin. In March 2020, the WHO classified the COVID-19 outbreak as a pandemic, based on the rapid increase in exposure globally. The full impact of the COVID-19 outbreak continues to evolve as of the date of this report. As such, it is uncertain as to the full magnitude that the pandemic will have on our financial condition, liquidity, and future results of operations. Management is actively monitoring the impact of the global situation on our financial condition, liquidity, operations, suppliers, industry, and workforce. Given the daily evolution of the COVID-19 outbreak and the global responses to curb its spread, we are not able to estimate the effects of the COVID-19 outbreak on our results of operations, financial condition, or liquidity for the year ended December 31, 2020. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | (a) Principles of Consolidation The consolidated financial statements include the accounts of CANB and its wholly-owned subsidiaries, Pure Health Products, Duramed, Prosperity and Radical Tactical. All intercompany balances and transactions have been eliminated in consolidation. |
Use of Estimates | (b) Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. |
Fair Value of Financial Instruments | (c) Fair Value of Financial Instruments The Company’s financial instruments consist of cash and cash equivalents, accounts receivable, notes receivable, notes and loans payable, accounts payable, and accrued expenses payable. Except for the noncurrent note receivable, the fair value of these financial instruments approximate their carrying amounts reported in the balance sheets due to the short term maturity of these instruments. Based on comparable instruments with similar terms, the fair value of the noncurrent note receivable approximates its carrying value. Pursuant to ASC 820, Fair Value Measurements and Disclosures, an entity is required to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 prioritizes the inputs into three levels that may be used to measure fair value: Level 1 - applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. Level 2 - applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3 - applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. |
Cash and Cash Equivalents | (d) Cash and Cash Equivalents The Company considers all liquid investments purchased with a maturity of three months or less to be cash equivalents. |
Accounts Receivable | (e) Accounts receivable Accounts receivable are presented in the balance sheet net of the allowance for doubtful accounts. Accounts receivable are written off when they are determined to be uncollectible. The allowance for doubtful accounts is estimated based on the Company’s historical losses, the existing economic conditions in the industry, and the financial stability of its customers. Bad debt expense was $253,483 and $0 for the years ended December 31, 2019 and 2018. |
Inventory | (f) Inventory Inventories consist of raw materials and finished goods and are stated at the lower of cost or net realizable value. Cost is principally determined using the first-in, first-out (FIFO) method. |
Prepaid Expenses | (g) Prepaid expenses Prepaid expenses include stock-based officer, employee and consulting compensation of $2,459,830 and $2,576,070 at December 31, 2019 and 2018, respectively. The Company’s policy is to record stock-based compensation as prepaids and expense over the term of employment and consulting agreements. |
Property and Equipment, Net | (h) Property and Equipment, Net Property and equipment, net, is stated at cost less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the respective assets. Maintenance and repairs are charged to operations as incurred. |
Intangible Assets, Net | (i) Intangible Assets, Net Intangible assets, net, are stated at cost less accumulated amortization. Amortization is calculated using the straight-line method over the estimated economic lives of the respective assets. |
Goodwill | (j) Goodwill The Company does not amortize goodwill, but instead tests for impairment at least annually. When conducting the annual impairment test for goodwill, the Company compares the estimated fair value of a reporting unit containing goodwill to its carrying value. If the estimated fair value of the reporting unit is determined to be less than its carrying value, goodwill is reduced, and an impairment loss is recorded. |
Long-lived Assets | (k) Long-lived Assets The Company reviews long-lived assets held and used, intangible assets with finite useful lives and assets held for sale for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If an evaluation of recoverability is required, the estimated undiscounted future cash flows associated with the asset is compared to the asset’s carrying amount to determine if a write-down is required. If the undiscounted cash flows are less than the carrying amount, an impairment loss is recorded to the extent that the carrying amount exceeds the fair value. |
Revenue Recognition | (l) Revenue Recognition The Company recognizes revenue in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers, which requires that five basic steps be followed to recognize revenue: (1) a legally enforceable contract that meets criterial standards as to composition and substance is identified; (2) performance obligations relating to provision of goods or services to the customer are identified; (3) the transaction price, with consideration given to any variable, noncash, or other relevant consideration, is determined; (4) the transaction price is allocated to the performance obligations; and (5) revenue is recognized when control of goods or services is transferred to the customer with consideration given, whether that control happens over time or not. Determination of criteria (3) and (4) are based on our management’s judgments regarding the fixed nature of the selling prices of the products and services delivered and the collectability of those amounts. Private Label Customers, Global CBD, LLC and TZ Wholesale, are wholesale distributors of the Company’s product, under their own wholesale private label brand. The products are made to Company specifications and shipped directly to the wholesaler. The pricing is predicated upon a volume discount negotiated at the time of the placement of the orders. Product is produced and labeled in the Washington manufacturing facility and shipped directly to the Private Label customer who re-distributes to their retail and other customers. The products are fully paid when shipped. Revenue from product sales is recognized when an order has been obtained, the price is fixed and determinable, the product is shipped, title has transferred, and collectability is reasonably assured. The Company’s Duramed Division provides a sam® Pro 2.0 medical device to patients through a doctor program whereby the physician evaluates the patients’ needs for medical necessity, and if determined that the device use would be beneficial, writes a prescription for the patient who signs a rental form, for a 35 day cycle for the unit, that is submitted to Duramed who bills the appropriate insurance company. The insurance company pays the invoice, or a negotiated amount via arbitration, and that revenue is reported as revenue when invoiced to the insurance carrier. The collected amount is reconciled with the invoice amount on a daily basis. |
Cost of Product Sales | (m) Cost of Product Sales The cost of product sale is the total cost incurred to obtain a sale and the cost of the goods sold, and the Company’s policy is to recognize it in the same manner as, and in conjunction with, revenue recognition. Cost of product sale primarily consisted of the costs directly attributable to revenue recognized and includes expenses related to the production, packaging and labeling of our CBD products. |
Stock-Based Compensation | (m) Stock-Based Compensation Stock-based compensation is accounted for at fair value in accordance with Accounting Standards Codification (“ASC”) Topic 718, “Compensation – Stock Compensation” (“ASC718”) and ASC 505-50, “Equity – Based Payments to Non-Employees.” In addition to requiring supplemental disclosures, ASC 718 addresses the accounting for share-based payment transactions in which a company receives goods or services in exchange for (a) equity instruments of the company or (b) liabilities that are based on the fair value of the company’s equity instruments or that may be settled by the issuance of such equity instruments. ASC 718 focuses primarily on accounting for transactions in which a company obtains employee services in share-based payment transactions. In accordance with ASC 505-50, the Company determines the fair value of the stock-based payment as either the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. If the fair value of the equity instruments issued is used, it is measured using the stock price and other measurement assumptions as of the earlier of either (1) the date at which a commitment for performance by the counterparty to earn the equity instrument is reached, or (2) the date at which the counterparty’s performance is complete. Options and warrants The fair value of stock options and warrants is estimated on the measurement date using the Black-Scholes model with the following assumptions, which are determined at the beginning of each year and utilized in all calculations for that year: Risk-Free Interest Rate. We utilized the U.S. Treasury yield curve in effect at the time of grant with a term consistent with the expected term of our awards. Expected Volatility. We calculate the expected volatility based on a volatility index of peer companies as we did not have sufficient historical market information to estimate the volatility of our own stock. Dividend Yield. We have not declared a dividend on its common stock since its inception and have no intentions of declaring a dividend in the foreseeable future and therefore used a dividend yield of zero. Expected Term. The expected term of options granted represents the period of time that options are expected to be outstanding. We estimated the expected term of stock options by using the simplified method. For warrants, the expected term represents the actual term of the warrant. Forfeitures. Estimates of option forfeitures are based on our experience. We will adjust our estimate of forfeitures over the requisite service period based on the extent to which actual forfeitures differ, or are expected to differ, from such estimates. Changes in estimated forfeitures will be recognized through a cumulative catch-up adjustment in the period of change and will also impact the amount of compensation expense to be recognized in future periods. |
Advertising | (o) Advertising Advertising costs are expensed as incurred and amounted to $333,441 and $84,316 for the years ended December 31, 2019 and 2018, respectively. |
Research and Development | (p) Research and Development Research and development costs are expensed as incurred. In the period ended December 31, 2019 and 2018, the Company spent $150,000 and $75,000 in research and development which was expenses as spent, respectively. |
Income Taxes | (q) Income Taxes Income taxes are accounted for under the assets and liability method. Current income taxes are provided in accordance with the laws of the respective taxing authorities. Deferred income taxes are provided for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is not more likely than not that some portion or all of the deferred tax assets will be realized. The Company has adopted the provisions required by the Income Taxes topic of the FASB Accounting Standards Codification. The Codification Topic requires the recognition of potential liabilities as a result of management’s acceptance of potentially uncertain positions for income tax treatment on a “more-likely-than-not” probability of an assessment upon examination by a respective taxing authority. The Company believes that it has not taken any uncertain tax positions and thus has not recorded any liability. |
Net Income (Loss) Per Common Share | (r) Net Income (Loss) per Common Share Basic net income (loss) per common share is computed on the basis of the weighted average number of common shares outstanding during the period. Diluted net income (loss) per common share is computed on the basis of the weighted average number of common shares and dilutive securities (such as stock options and convertible securities) outstanding. Dilutive securities having an anti-dilutive effect on diluted net income (loss) per share are excluded from the calculation. For the periods presented, the diluted net loss per share calculation excluded the effect of Series B preferred stocks and stock options outstanding (see Notes 9, 10 and 11). |
Recent Accounting Pronouncements | (s) Recent Accounting Pronouncements In 2016, the FASB issued ASU 2016-2 (Topic 842) which establishes a new lease accounting model for lessees. Under the new guidance, lessees will be required to recognize right of use assets and liabilities for most leases having terms of 12 months or more. Effective January 1, 2019, we adopted this new accounting guidance using the effective date transition method, which permits entities to apply the new lease standards using a modified retrospective transition approach at the date of adoption. As such, historical periods will continue to be measured and presented under the previous guidance while current and future periods subject to this new accounting guidance. Upon adoption we recorded a $100,681 right-of-use asset related to our one operating lease (see Note 14) and a $90,591 lease liability. |
Reclassifications | (t) Reclassifications Certain amounts in the prior year consolidated financial statements have been reclassified to conform to the current year presentation. These reclassification adjustments had no effect on the Company’s previously reported net income. |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consist of: December 31, December 31, Raw materials $ 708,239 $ 79,652 Finished goods 76,258 7,452 Total $ 784,497 $ 87,104 |
Notes Receivable (Tables)
Notes Receivable (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Receivables [Abstract] | |
Schedule of Notes Receivable | Notes receivable consist of: December 31, December 31, 2018 Note receivable dated November 30, 2015 from Stock Market Manager, Inc, interest at 3% per annum due November 30, 2020 $ 19,389 $ 19,389 Note receivable dated February 8,2019 from an employee, weekly installments of $1,200 with interest at 8% per annum. 4,879 - Total 24,268 19,389 Current portion of notes receivable (24,268 ) - Noncurrent portion of notes receivable $ - $ 19,389 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property, Plant and Equipment | Property and Equipment, net, consist of: December 31, 2019 December 31, 2018 Furniture & Fixtures $ 19,018 $ 19,018 Office Equipment 12,378 20,992 Manufacturing Equipment 355,016 46,384 Medical Equipment 783,782 - Leasehold Improvements 21,603 - Total 1,191,797 86,394 Accumulated depreciation (116,555 ) (26,775 ) Net $ 1,075,242 $ 59,619 |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets and Goodwill | Intangible assets, net, consist of: December 31, 2019 December 31, 2018 Video conferencing software acquired by Prosperity in December 2009 $ 30,000 $ 30,000 Enterprise and audit software acquired by Prosperity in April 2008 20,000 20,000 Patent costs incurred by WRAP 6,880 6,880 Hemp license and technology 1,000,000 - CBD technology 198,655 - Other 3,548 3,548 Total 1,259,083 60,428 Accumulated amortization and Impairment (202,521 ) (60,428 ) Net $ 1,056,562 $ - |
Notes and Loans Payable (Tables
Notes and Loans Payable (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Notes and Loans Payable | Notes and loans payable consist of: December 31, December 31, Note payable to brother of Marco Alfonsi, Chief Executive Officer of the Company, interest at 10% per annum, due August 22, 2016 (now past due) 5,000 5,000 Note payable to Carl Dilley, a director of the Company, interest at 12.99% per annum, due February 1, 2021 - 10,899 Loan payable to McKenzie Webster Limited (“MWL”), non-interest bearing, due on demand. - 3,000 Loan payable to Pasquale Ferro, interest at 12% per annum, due December 2020. 30,000 - Total $ 35,000 $ 18,899 |
Stock Options and Warrants - _2
Stock Options and Warrants - Prior to 300:1 Reverse Stock Split (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Stock Options and Warrants Activity | A summary of stock options and warrants activity follows: Shares of Common Stock Exercisable Into Stock Options Warrants Total Balance, December 31, 2017 50,000 247,500 297,500 Granted in 2018 6,000,000 2,850,000 8,850,000 Cancelled in 2018 - - - Exercised in 2018 - (850,000 ) (850,000 ) Balance, December 31, 2018 6,050,000 2,247,500 8,297,500 Granted in Q1, Q2 & Q3 2019 17,000,000 - 17,000,000 Cancelled in Q1, Q2 Q3, & Q4 2019 (50,000 ) - (50,000 ) Exercised in Q1, Q2 Q3, & Q4 2019 - - - Balance, December 31, 2019 23,000,000 2,247,500 25,247,500 |
Schedule of Issued and Outstanding Stock Options | Issued and outstanding stock options as of December 31, 2019 consist of: Year Number Outstanding Exercise Year of Granted And Exercisable Price Expiration 2018 6,000,000 $ 0.001 2023 2019 17,000,000 $ 0.001 2022 23,000,000 |
Schedule of Issued and Outstanding Warrants | Issued and outstanding warrants as of December 31, 2019 consist of: Year Number Outstanding Exercise Year of Granted And Exercisable Price Expiration 2010 247,500 $ 1.00 2020 2018 2,000,000 $ 0.04345 (a) 2023 Total 2,247,500 (a) 110% of the closing price of the Company’s common stock on the date that the Holder funds the full purchase price of the Note. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of Provisions for (Benefits from) Income Taxes | The provisions for (benefits from) income taxes differ from the amounts determined by applying the U.S. Federal income tax rate of 21% to pretax income (loss) as follows: December 31, 2019 2018 Expected income tax (benefit) at 21% $ (964,419 ) $ (863,578 ) Non-deductible stock-based compensation 648,729 583,653 Non-deductible amortization of debt discounts - 37,064 Loss on stock issuance - 136,344 Loss on debt conversion - 272,867 Non-deductible expense from derivative liability - (334,139 ) Loan forgiveness - 18,024 Increase in deferred income tax assets valuation allowance 315,690 149,765 Provision for (benefit from) income taxes $ - $ - |
Schedule of Deferred Income Tax Assets | Deferred income tax assets consist of: December 31, December 31, 2019 2018 Net operating loss carryforward 1,300,168 984,478 Valuation allowance (1,300,168 ) (984,478 ) Net $ - $ - |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information | The Company evaluates the performance of the Durable Equipment Products segment based on income (loss) before income taxes, which includes interest income. Durable Equipment Products Three months ended December 31, 2019 Revenue from external customers 466,920 Revenue from other segments - Segment profit 309,370 Segment assets 1,994,845 Twelve months ended December 31, 2019 Revenue from external customers 1,436,403 Revenue from other segments - Segment profit 809,631 Segment assets 1,994,845 Three Months Ended December 31, 2019 Twelve Months Ended December 31, 2019 Total profit for reportable segment $ 309,208 $ 810,060 Other income (expense) - net 162 (429 ) Income before income taxes $ 309,370 $ 809,631 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Lease Payments Under Non-cancellable Operating Leases | At December 31, 2019, the future minimum lease payments under non-cancellable operating leases were: Year ended December 31, 2020 $ 45,913 Year ended December 31, 2021 47,055 Year ended December 31, 2022 15,685 Total $ 108,653 |
Organization and Description _2
Organization and Description of Business (Details Narrative) | Mar. 31, 2020 | Mar. 06, 2020 | Jun. 04, 2013 | Dec. 27, 2010 | Dec. 31, 2019 | Dec. 28, 2018 | Jan. 05, 2015 |
State of incorporated | Florida | ||||||
Entity date of incorporation | Oct. 11, 2005 | ||||||
Stockholders' equity, stock split | 10 for 1 forward stock split | ||||||
Stockholders' equity, reverse stock split | 1 for 10 reverse stock split | ||||||
Subsequent Event [Member] | |||||||
Stockholders' equity, reverse stock split | 300:1 reverse split | 300:1 reverse split | |||||
Prosperity Systems, Inc [Member] | |||||||
Business acquisition, percentage | 100.00% | ||||||
Pure Health Products, LLC [Member] | |||||||
Business acquisition, percentage | 100.00% |
Going Concern Uncertainty (Deta
Going Concern Uncertainty (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Cash and cash equivalents | $ 46,540 | $ 807,747 |
Working capital | 2,881,147 | |
Net income loss | $ 4,592,470 | $ 4,112,277 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Jan. 02, 2019 | |
Accounting Policies [Abstract] | |||
Bad debt expense | $ 253,483 | $ 0 | |
Prepaid expenses | 2,459,830 | 2,576,070 | |
Advertising expense | 333,441 | 84,316 | |
Research and development cost | 150,000 | 75,000 | |
Operating lease, right-of-use asset | 96,980 | $ 100,681 | |
Lease liability | $ 97,279 | $ 90,591 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 708,239 | $ 79,652 |
Finished goods | 76,258 | 7,452 |
Total | $ 784,497 | $ 87,104 |
Notes Receivable - Schedule of
Notes Receivable - Schedule of Notes Receivable (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Note receivable, Total | $ 24,268 | $ 19,389 |
Current portion of notes receivable | (24,268) | |
Noncurrent portion of notes receivable | 19,389 | |
Employee [Member] | ||
Note receivable, Total | 4,879 | |
Stock Market Manager, Inc [Member] | ||
Note receivable, Total | $ 19,389 | $ 19,389 |
Notes Receivable - Schedule o_2
Notes Receivable - Schedule of Notes Receivable (Details) (Parenthetical) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Employee [Member] | ||
Note receivable interest rate | 8.00% | |
Installments | $ 1,200 | |
Stock Market Manager, Inc [Member] | ||
Notes receivable due date | Nov. 30, 2020 | Nov. 30, 2020 |
Note receivable interest rate | 3.00% | 3.00% |
Property and Equipment, Net - S
Property and Equipment, Net - Summary of Property, Plant and Equipment (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Abstract] | ||
Furniture & Fixtures | $ 19,018 | $ 19,018 |
Office Equipment | 12,378 | 20,992 |
Manufacturing Equipment | 355,016 | 46,384 |
Medical Equipment | 783,782 | |
Leasehold Improvements | 21,603 | |
Total | 1,191,797 | 86,394 |
Accumulated depreciation | (116,555) | (20,248) |
Net | $ 1,075,242 | $ 59,619 |
Intangible Assets, Net (Details
Intangible Assets, Net (Details Narrative) - USD ($) | Feb. 20, 2019 | Jan. 14, 2019 | Dec. 31, 2019 | Dec. 31, 2018 |
Cash payments | $ 550,000 | $ 46,384 | ||
Intangible assets, net | $ 0 | |||
License and Acquisition Agreement [Member] | Hudilab, Inc. [Member] | ||||
Shares issued to acquire assets | 7,500,000 | |||
Shares issued to acquire assets, value | $ 131,625 | |||
Asset Purchase Agreement [Member] | Seven Chakras, LLC [Member] | ||||
Shares issued to acquire assets | 1,000,000 | |||
Shares issued to acquire assets, value | $ 17,030 | |||
Cash payments | $ 50,000 |
Intangible Assets, Net - Schedu
Intangible Assets, Net - Schedule of Intangible Assets and Goodwill (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Patent costs incurred by WRAP | $ 6,880 | $ 6,880 |
Hemp license and technology | 1,000,000 | |
CBD technology | 198,655 | |
Other | 3,548 | 3,548 |
Total | 1,259,083 | 60,428 |
Accumulated amortization and Impairment | (202,521) | (60,428) |
Net | 1,056,562 | |
Video Conferencing Software Acquired by Prosperity in December 2009 [Member] | ||
Software acquired | 30,000 | 30,000 |
Enterprise and Audit Software Acquired by Prosperity in April 2008 [Member] | ||
Software acquired | $ 20,000 | $ 20,000 |
Notes and Loans Payable - Sched
Notes and Loans Payable - Schedule of Notes and Loans Payable (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Notes and loans payable | $ 35,000 | $ 19,205 |
Notes Payable One [Member] | ||
Notes and loans payable | 5,000 | 5,000 |
Notes Payable Two [Member] | ||
Notes and loans payable | 10,899 | |
Loan Payable One [Member] | ||
Notes and loans payable | 3,000 | |
Loan Payable Two [Member] | ||
Notes and loans payable | $ 30,000 |
Notes and Loans Payable - Sch_2
Notes and Loans Payable - Schedule of Notes and Loans Payable (Details) (Parenthetical) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Notes Payable One [Member] | ||
Debt instrument, interest rate | 10.00% | 10.00% |
Debt instrument, maturity date | Aug. 22, 2016 | Aug. 22, 2016 |
Notes Payable Two [Member] | ||
Debt instrument, interest rate | 12.99% | 12.99% |
Debt instrument, maturity date | Feb. 1, 2021 | Feb. 1, 2021 |
Loan Payable Two [Member] | ||
Debt instrument, interest rate | 12.00% | 12.00% |
Debt instrument, maturity date | Dec. 31, 2020 | Dec. 31, 2020 |
Preferred Stock (Details Narrat
Preferred Stock (Details Narrative) - USD ($) | Mar. 31, 2020 | Mar. 06, 2020 | Dec. 16, 2019 | Aug. 13, 2019 | Jun. 07, 2019 | May 28, 2019 | May 09, 2019 | May 01, 2019 | Apr. 26, 2019 | Jan. 28, 2019 | Dec. 29, 2018 | Dec. 28, 2018 | Nov. 14, 2018 | Oct. 23, 2018 | Oct. 15, 2018 | Sep. 19, 2018 | Sep. 14, 2018 | Aug. 28, 2018 | May 14, 2018 | Mar. 20, 2018 | Feb. 16, 2018 | Feb. 12, 2018 | Jan. 22, 2018 | Jun. 04, 2013 | May 31, 2019 | Mar. 12, 2019 | Dec. 31, 2019 | Sep. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Nov. 07, 2018 | Sep. 26, 2018 | Jun. 25, 2018 | Jun. 19, 2018 | May 03, 2018 | Apr. 25, 2018 | Apr. 13, 2018 |
Stockholders' equity, reverse stock split | 1 for 10 reverse stock split | ||||||||||||||||||||||||||||||||||||
Proceeds from issuance of preferred stock | $ 723,875 | ||||||||||||||||||||||||||||||||||||
Shares issued during the period, value | $ 3,296,700 | $ 850,000 | |||||||||||||||||||||||||||||||||||
Common Stock [Member] | |||||||||||||||||||||||||||||||||||||
Shares issued during the period | 113,866,481 | 29,821,201 | |||||||||||||||||||||||||||||||||||
Shares issued during the period, value | $ 3,296,700 | $ 850,000 | |||||||||||||||||||||||||||||||||||
Consultant [Member] | |||||||||||||||||||||||||||||||||||||
Stock issued during period, shares, issued for services | 36,677,274 | ||||||||||||||||||||||||||||||||||||
Consultant [Member] | Common Stock [Member] | |||||||||||||||||||||||||||||||||||||
Stock issued during period, shares, issued for services | 10,000,000 | ||||||||||||||||||||||||||||||||||||
RedDiamond Partners LLC [Member] | Common Stock [Member] | |||||||||||||||||||||||||||||||||||||
Number of convertible shares | 13,094,733 | 53,839,743 | |||||||||||||||||||||||||||||||||||
Shares issued during the period | 10,700,000 | 29,282,179 | 3,217,822 | 7,113,059 | 2,574,257 | 1,930,693 | 20,221,436 | ||||||||||||||||||||||||||||||
RedDiamond Partners LLC [Member] | Securities Purchase Agreement [Member] | Common Stock [Member] | |||||||||||||||||||||||||||||||||||||
Number of convertible shares | 2,363,636 | 3,545,455 | 1,287,129 | 1,287,129 | 1,287,129 | ||||||||||||||||||||||||||||||||
Marco [Member] | Common Stock [Member] | |||||||||||||||||||||||||||||||||||||
Number of convertible shares | 30,000,000 | ||||||||||||||||||||||||||||||||||||
Series A Preferred Stock [Member] | |||||||||||||||||||||||||||||||||||||
Number of convertible shares | 10,000,000 | 10,000,000 | |||||||||||||||||||||||||||||||||||
Common stock, voting rights | Each share of Series A Preferred Stock is convertible into 10,000,000 shares of CANB common stock and is entitled to 20,000,000 votes. | ||||||||||||||||||||||||||||||||||||
Number of voting rights per share | 20,000,000 | ||||||||||||||||||||||||||||||||||||
Series A Preferred Stock [Member] | Andrew Holtmeyer [Member] | |||||||||||||||||||||||||||||||||||||
Shares issued during the period | 2 | ||||||||||||||||||||||||||||||||||||
Series A Preferred Stock [Member] | Three Officers [Member] | |||||||||||||||||||||||||||||||||||||
Shares issued during the period | 8 | ||||||||||||||||||||||||||||||||||||
Amortized vesting period | 4 years | ||||||||||||||||||||||||||||||||||||
Shares issued during the period, value | $ 4,624,000 | ||||||||||||||||||||||||||||||||||||
Series A Preferred Stock [Member] | Stanley L. Teeple [Member] | |||||||||||||||||||||||||||||||||||||
Shares issued during the period | 1 | ||||||||||||||||||||||||||||||||||||
Series A Preferred Stock [Member] | Pasquale Ferro [Member] | |||||||||||||||||||||||||||||||||||||
Shares issued during the period | 5 | ||||||||||||||||||||||||||||||||||||
Series A Preferred Stock [Member] | Consultant [Member] | |||||||||||||||||||||||||||||||||||||
Stock issued in exchange for retirement of shares | 1 | ||||||||||||||||||||||||||||||||||||
Series A Preferred Stock [Member] | Service Agreement [Member] | David Posel [Member] | |||||||||||||||||||||||||||||||||||||
Shares issued during the period | 1 | ||||||||||||||||||||||||||||||||||||
Proceeds from issuance of preferred stock | $ 373,000 | ||||||||||||||||||||||||||||||||||||
Amortized vesting period | 4 years | ||||||||||||||||||||||||||||||||||||
Series A Preferred Stock [Member] | Service Agreement [Member] | Andrew Holtmeyer [Member] | |||||||||||||||||||||||||||||||||||||
Shares issued during the period | 3 | ||||||||||||||||||||||||||||||||||||
Proceeds from issuance of preferred stock | $ 1,020,000 | ||||||||||||||||||||||||||||||||||||
Amortized vesting period | 1 year | ||||||||||||||||||||||||||||||||||||
Series A Preferred Stock [Member] | Consulting Agreements [Member] | |||||||||||||||||||||||||||||||||||||
Shares issued during the period | 1 | ||||||||||||||||||||||||||||||||||||
Shares issued during the period, value | $ 150,000 | ||||||||||||||||||||||||||||||||||||
Series A Preferred Stock [Member] | Employment Agreement [Member] | Stanley L. Teeple [Member] | |||||||||||||||||||||||||||||||||||||
Shares issued during the period | 3 | ||||||||||||||||||||||||||||||||||||
Proceeds from issuance of preferred stock | $ 1,203,000 | ||||||||||||||||||||||||||||||||||||
Amortized vesting period | 4 years | ||||||||||||||||||||||||||||||||||||
Stock issued during period, shares, issued for services | 1 | 3 | |||||||||||||||||||||||||||||||||||
Series A Preferred Stock [Member] | Employment Agreement [Member] | Pasquale Ferro [Member] | |||||||||||||||||||||||||||||||||||||
Stock issued during period, shares, issued for services | 5 | ||||||||||||||||||||||||||||||||||||
Series A Preferred Stock [Member] | Marco [Member] | |||||||||||||||||||||||||||||||||||||
Number of convertible shares | 3 | ||||||||||||||||||||||||||||||||||||
Series B Preferred Stock [Member] | |||||||||||||||||||||||||||||||||||||
Dividend, description | Each share of Series B Preferred Stock has the first preference to dividends, distributions and payments upon liquidation, dissolution and winding-up of the Company, and is entitled to an accrued cumulative but not compounding dividend at the rate of 5% per annum whether or not declared. After six months of the issuance date, such share and any accrued but unpaid dividends can be converted into common stock at the conversion price which is the lower of (i) $0.0101; or (ii) the lower of the dollar volume weighted average price of CANB common stock on the trading day prior to the conversion day or the dollar volume weighted average price of CANB common stock on the conversion day. The shares of Series B Preferred Stock have no voting rights. | ||||||||||||||||||||||||||||||||||||
Preferred stock, dividend rate, percentage | 5.00% | ||||||||||||||||||||||||||||||||||||
Preferred stock, voting rights | The shares of Series B Preferred Stock have no voting rights. | ||||||||||||||||||||||||||||||||||||
Series B Preferred Stock [Member] | RedDiamond Partners LLC [Member] | |||||||||||||||||||||||||||||||||||||
Number of convertible shares | 101,736 | 263,263 | |||||||||||||||||||||||||||||||||||
Shares issued during the period | 52,500 | 200,000 | |||||||||||||||||||||||||||||||||||
Proceeds from issuance of preferred stock | $ 49,875 | $ 190,000 | |||||||||||||||||||||||||||||||||||
Shares issued, price per share | $ 0.95 | $ 0.95 | |||||||||||||||||||||||||||||||||||
Stock issued in exchange for retirement of shares | 227,590 | 25,000 | 55,263 | 20,000 | 15,000 | 157,105 | |||||||||||||||||||||||||||||||
Series B Preferred Stock [Member] | RedDiamond Partners LLC [Member] | Securities Purchase Agreement [Member] | |||||||||||||||||||||||||||||||||||||
Number of convertible shares | 10,000 | 15,000 | 10,000 | 10,000 | 10,000 | ||||||||||||||||||||||||||||||||
Shares issued during the period | 105,263 | 105,263 | 36,842 | 87,368 | 87,368 | 87,368 | |||||||||||||||||||||||||||||||
Proceeds from issuance of preferred stock | $ 100,000 | $ 100,000 | $ 35,000 | $ 83,000 | $ 83,000 | $ 83,000 | |||||||||||||||||||||||||||||||
Shares issued, price per share | $ 0.95 | $ 0.95 | $ 0.95 | $ 0.95 | $ 0.95 | $ 0.95 | |||||||||||||||||||||||||||||||
Subsequent Event [Member] | |||||||||||||||||||||||||||||||||||||
Stockholders' equity, reverse stock split | 300:1 reverse split | 300:1 reverse split |
Common Stock (Details Narrative
Common Stock (Details Narrative) - USD ($) | Mar. 31, 2020 | Mar. 06, 2020 | Feb. 20, 2019 | Feb. 05, 2019 | Jan. 28, 2019 | Jan. 14, 2019 | Dec. 29, 2018 | Dec. 28, 2018 | Dec. 21, 2018 | Dec. 19, 2018 | Dec. 11, 2018 | Sep. 25, 2018 | Sep. 21, 2018 | Sep. 20, 2018 | Sep. 18, 2018 | Sep. 17, 2018 | Sep. 10, 2018 | Sep. 08, 2018 | Sep. 07, 2018 | Sep. 06, 2018 | Aug. 28, 2018 | Aug. 21, 2018 | Jul. 31, 2018 | Jun. 25, 2018 | Jun. 22, 2018 | Jun. 19, 2018 | Jun. 18, 2018 | Jun. 11, 2018 | Jun. 04, 2018 | May 31, 2018 | May 29, 2018 | May 09, 2018 | May 03, 2018 | Apr. 25, 2018 | Apr. 13, 2018 | Mar. 20, 2018 | Mar. 01, 2018 | Feb. 26, 2018 | Feb. 19, 2018 | Feb. 14, 2018 | Feb. 13, 2018 | Feb. 09, 2018 | Feb. 07, 2018 | Jun. 04, 2013 | Dec. 28, 2018 | Nov. 07, 2018 | Mar. 27, 2019 | Mar. 17, 2019 | Dec. 28, 2018 | Sep. 26, 2018 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 27, 2019 | Dec. 31, 2018 | Dec. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 |
Stockholders' equity, reverse stock split | 1 for 10 reverse stock split | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | $ 287,441 | $ 117,718 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Proceeds from issuance of common stock | $ 3,296,700 | $ 850,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Common stock, shares issued for cashless exercise of stock options | 850,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to stock-based compensation | $ 3,089,188 | $ 2,779,300 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during the period, value | $ 3,296,700 | $ 850,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consultant [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during period, shares, issued for services | 36,677,274 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Medical Advisory Board, and Sports Advisory Board [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during period, shares, issued for services | 4,250,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock Purchase Agreement [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during the period | 46,572,416 | 25,862,071 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Proceeds from issuance of common stock | $ 1,350,600 | $ 750,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock Purchase Agreement [Member] | Multiple Investors [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during the period | 41,431,994 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during the period, value | $ 1,196,100 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Executive Employment Agreements [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during period, shares, issued for services | 1,500,000 | 4,800,000 | 1,384,621 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Joint Venture Agreement [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during the period | 12,074,089 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Investor Purchase Agreement [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during period, shares, issued for services | 37,500,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Proceeds from issuance of common stock | $ 487,500 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Common Stock [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during the period | 113,866,481 | 29,821,201 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock retired during period, shares | (3,000,000) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during the period, value | $ 3,296,700 | $ 850,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Common Stock [Member] | Multiple Investors [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during period, shares, issued for services | 24,600,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Common Stock [Member] | Consultant [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during period, shares, issued for services | 10,000,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Common Stock [Member] | New Employment Agreement [Member] | Andrew W Holtmeyer [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during period, shares, issued for services | 245,789 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to stock-based compensation | $ 10,371 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Common Stock [Member] | New Employment Agreement [Member] | Marco [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during period, shares, issued for services | 30,000,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Common Stock [Member] | Employee Agreement [Member] | Employees and Officers [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during period, shares, issued for services | 1,167,959 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Pure Health Products, LLC [Member] | Common Stock [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during period, shares, issued for services | 3,096,827 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
TZ Wholesale LLC [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during period, shares, issued for services | 2,000,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Series A Preferred Stock [Member] | New Employment Agreement [Member] | Marco [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Shares returned to the company | 3 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consultant [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during period, shares, issued for services | 2,000,000 | 250,000 | 250,000 | 250,000 | 500,000 | 250,000 | 2,000,000 | 250,000 | 250,000 | 250,000 | 250,000 | 250,000 | 250,000 | 125,000 | 250,000 | 250,000 | 250,000 | 150,000 | 250,000 | 150,000 | 250,000 | 5,418,301 | 15,511,767 | |||||||||||||||||||||||||||||||||||||
Consultant [Member] | February 7, 2018 [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | $ 9,825 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consultant [Member] | February 13, 2018 [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | 5,085 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consultant [Member] | February 14, 2018 [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | 8,500 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consultant [Member] | February 19, 2018 [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | 5,280 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consultant [Member] | February 26, 2018 [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | 11,375 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consultant [Member] | March 1, 2018 [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | 10,900 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consultant [Member] | March 20, 2018 [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | 6,500 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consultant [Member] | May 9, 2018 [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | $ 1,812 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consultant [Member] | May 29, 2018 [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | 5,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consultant [Member] | May 31, 2018 [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | 4,600 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consultant [Member] | June 4, 2018 [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | 5,750 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consultant [Member] | June 18, 2018 [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | 6,250 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consultant [Member] | June 22, 2018 [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | $ 8,250 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consultant [Member] | July 31, 2018 [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | 3,225 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consultant [Member] | August 28, 2018 [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | 159,600 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consultant [Member] | September 8, 2018 [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | 11,500 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consultant [Member] | September 10, 2018 [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | 19,950 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consultant [Member] | September 17, 2018 [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | 10,750 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consultant [Member] | September 18, 2018 [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | 13,725 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consultant [Member] | September 21, 2018 [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | 14,500 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consultant [Member] | September 25, 2018 [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | 97,400 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Director One [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during period, shares, issued for services | 3,000,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Director One [Member] | February 9, 2018 [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | 101,400 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Director Two [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during period, shares, issued for services | 3,000,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Director Two [Member] | February 9, 2018 [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | $ 101,400 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
RedDiamond [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during the period | 891,089 | 2,363,636 | 3,545,455 | 1,287,129 | 1,287,129 | 1,287,129 | 13,094,733 | 53,839,743 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Dividend payable | $ 9,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
RedDiamond [Member] | Series B Preferred Stock [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock retired during period, shares | 10,000 | 15,000 | 10,000 | 10,000 | 10,000 | 101,736 | 263,263 | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Lender [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during period, shares, issued for services | 2,749,429 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | $ 15,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accrued interest payable | $ 10,221 | $ 7,867 | $ 7,266 | $ 4,246 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Common stock, shares issued in satisfaction of notes payable | 9,372,100 | 8,430,331 | 9,544,292 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Notes payable | $ 83,500 | $ 38,500 | $ 50,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consultant One [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during period, shares, issued for services | 300,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consultant One [Member] | September 6, 2018 [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | 16,500 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consultant Two [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during period, shares, issued for services | 500,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consultant Two [Member] | September 6, 2018 [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | $ 27,500 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Lender One [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accrued interest payable | $ 3,169 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Common stock, shares issued in satisfaction of notes payable | 5,121,694 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Notes payable | $ 25,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Lender Two [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accrued interest payable | $ 10,274 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Common stock, shares issued in satisfaction of notes payable | 10,045,667 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Notes payable | $ 50,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Investor [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during the period | 7,407,407 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Proceeds from issuance of common stock | $ 200,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Common stock price per share | $ 0.027 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Multiple Consultants [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during period, shares, issued for services | 2,125,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | $ 80,665 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Three Board Members [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during period, shares, issued for services | 1,500,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of common stock charged to fees of related period | $ 62,342 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Multiple Investors [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during the period | 22,413,794 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Proceeds from issuance of common stock | $ 650,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Auctus, LLC [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Common stock, shares issued for cashless exercise of stock options | 891,089 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Four Officers [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during period, shares, issued for services | 4,370,629 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accrued compensation | $ 192,300 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Hudilab, Inc. [Member] | License and Acquisition Agreement [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Shares issued to acquire assets | 7,500,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Seven Chakras, LLC [Member] | Asset Purchase Agreement [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Shares issued to acquire assets | 1,000,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Members of Advisory Board, Medical Advisory Board, and Sports Advisory Board [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock issued during period, shares, issued for services | 5,500,000 | 4,174,886 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Subsequent Event [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stockholders' equity, reverse stock split | 300:1 reverse split | 300:1 reverse split |
Stock Options and Warrants - P
Stock Options and Warrants - Prior to 300:1 Reverse Stock Split (Details Narrative) - USD ($) | Oct. 15, 2019 | Sep. 09, 2019 | Oct. 21, 2018 | Jun. 11, 2018 | Dec. 31, 2019 | Sep. 30, 2019 | Dec. 31, 2018 | Jun. 30, 2018 |
Exercisable price per share | ||||||||
Stock options, fair value | $ 63,000 | $ 192,000 | $ 118,200 | $ 84,000 | ||||
Stock options, share price | $ 0.021 | $ 0.024 | $ 0.0395 | $ 0.028 | ||||
Stock options, expected term | 3 years | 3 years | 5 years | 5 years | ||||
Stock options, expected volatility rate | 242.00% | 242.00% | 221.96% | 262.00% | ||||
stock options, risk-free interest rate | 1.60% | 1.46% | 3.05% | 2.80% | ||||
Carl Dilley [Member] | ||||||||
Granted options | 3,000,000 | |||||||
Stock issued in exchange for retirement of shares | 3,000,000 | |||||||
Options exercisable for purchase of share | 1 | |||||||
Exercisable price per share | $ 0.001 | |||||||
Expiration date | Jun. 11, 2023 | |||||||
Stanley L. Teeple [Member] | ||||||||
Granted options | 3,000,000 | |||||||
Exercisable price per share | $ 0.001 | |||||||
Expiration date | Oct. 1, 2023 | |||||||
Johnny Mack [Member] | ||||||||
Granted options | 8,000,000 | |||||||
Options exercisable for purchase of share | 1 | |||||||
Exercisable price per share | $ 0.001 | |||||||
Expiration date | Sep. 9, 2022 | |||||||
Frederick Alger Boyer [Member] | ||||||||
Granted options | 3,000,000 | |||||||
Options exercisable for purchase of share | 1 | |||||||
Exercisable price per share | $ 0.001 | |||||||
Jr., Ronald A. Silver [Member] | ||||||||
Granted options | 3,000,000 | |||||||
Options exercisable for purchase of share | 1 | |||||||
Exercisable price per share | $ 0.001 | |||||||
James F. Murphy [Member] | ||||||||
Granted options | 3,000,000 | |||||||
Options exercisable for purchase of share | 1 | |||||||
Exercisable price per share | $ 0.001 |
Stock Options and Warrants -_2
Stock Options and Warrants - Prior to 300:1 Reverse Stock Split - Summary of Stock Options and Warrants Activity (Details) - shares | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Beginning balance | 8,297,500 | 297,500 |
Granted | 17,000,000 | 8,850,000 |
Cancelled | (50,000) | |
Exercised | (850,000) | |
Ending balance | 25,247,500 | 8,297,500 |
Warrant [Member] | ||
Beginning balance | 2,247,500 | 247,500 |
Granted | 2,850,000 | |
Cancelled | ||
Exercised | (850,000) | |
Ending balance | 2,247,500 | 2,247,500 |
Stock Option [Member] | ||
Beginning balance | 6,050,000 | 50,000 |
Granted | 17,000,000 | 6,000,000 |
Cancelled | (50,000) | |
Exercised | ||
Ending balance | 23,000,000 | 6,050,000 |
Stock Options and Warrants -_3
Stock Options and Warrants - Prior to 300:1 Reverse Stock Split - Schedule of Issued and Outstanding Stock Options (Details) | 12 Months Ended |
Dec. 31, 2019$ / sharesshares | |
Number of Options Outstanding and Exercisable, Number | shares | 23,000,000 |
Number of Options Outstanding and Exercisable, Weighted Average Exercise Price | $ / shares | |
Stock Option 2018 [Member] | |
Number of Options Outstanding and Exercisable, Number | shares | 6,000,000 |
Number of Options Outstanding and Exercisable, Weighted Average Exercise Price | $ / shares | $ 0.001 |
Number of Options Outstanding and Exercisable, Expiration year | 2023 |
Stock Option 2019 [Member] | |
Number of Options Outstanding and Exercisable, Number | shares | 17,000,000 |
Number of Options Outstanding and Exercisable, Weighted Average Exercise Price | $ / shares | $ 0.001 |
Number of Options Outstanding and Exercisable, Expiration year | 2022 |
Stock Options and Warrants -_4
Stock Options and Warrants - Prior to 300:1 Reverse Stock Split - Schedule of Issued and Outstanding Warrants (Details) | 12 Months Ended | |
Dec. 31, 2019$ / sharesshares | ||
Warrant [Member] | ||
Number of Warrants Outstanding and Exercisable, Number | 2,247,500 | |
2010 Warrant [Member] | ||
Number of Warrants Outstanding and Exercisable, Number | 247,500 | |
Number of Warrants Outstanding and Exercisable, Weighted Average Exercise Price | $ / shares | $ 1 | |
Number of Warrants Outstanding and Exercisable, Expiration year | 2020 | |
2018 Warrant [Member] | ||
Number of Warrants Outstanding and Exercisable, Number | 2,000,000 | |
Number of Warrants Outstanding and Exercisable, Weighted Average Exercise Price | $ / shares | $ 0.04345 | [1] |
Number of Warrants Outstanding and Exercisable, Expiration year | 2023 | |
[1] | 110% of the closing price of the Company's common stock on the date that the Holder funds the full purchase price of the Note. |
Stock Options and Warrants -_5
Stock Options and Warrants - Prior to 300:1 Reverse Stock Split - Schedule of Issued and Outstanding Warrants (Details) (Parenthetical) | 12 Months Ended |
Dec. 31, 2019 | |
2018 Warrant [Member] | |
Percentage of closing price of common stock funding purchase price | 110.00% |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||
Provision for income taxes | $ 2,084 | |
Federal income tax rate | 21.00% | |
Deferred income tax asset, valuation allowance | $ 1,300,168 | 984,478 |
Operating loss carryforwards | $ 6,191,273 | |
Effective income tax rate reconciliation, change in deferred tax assets valuation allowance, percent | 100.00% | |
Operating loss carryforwards, 2025 | $ 1,369 | |
Operating loss carryforwards, 2026 | 518,390 | |
Operating loss carryforwards, 2027 | 594,905 | |
Operating loss carryforwards, 2028 | 686,775 | |
Operating loss carryforwards, 2029 | 159,141 | |
Operating loss carryforwards, 2030 | 151,874 | |
Operating loss carryforwards, 2031 | 135,096 | |
Operating loss carryforwards, 2032 | 166,911 | |
Operating loss carryforwards, 2033 | 311,890 | |
Operating loss carryforwards, 2034 | 25,511 | |
Operating loss carryforwards, 2035 | 338,345 | |
Operating loss carryforwards, 2036 | 381,638 | |
Operating loss carryforwards, 2037 | 499,288 | |
Operating loss carryforwards, 2038 | 716,858 | |
Operating loss carryforwards, 2039 | 1,503,282 | |
Income tax examination, penalties and interest expense |
Income Taxes - Schedule of Prov
Income Taxes - Schedule of Provisions for (Benefits from) Income Taxes (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||
Expected income tax (benefit) at 21% | $ (964,419) | $ (863,578) |
Non-deductible stock-based compensation | 648,729 | 583,653 |
Non-deductible amortization of debt discounts | 37,064 | |
Loss on stock issuance | 136,344 | |
Loss on debt conversion | 272,867 | |
Non-deductible expense from derivative liability | (334,139) | |
Loan forgiveness | 18,024 | |
Increase in deferred income tax assets valuation allowance | 315,690 | 149,765 |
Provision for (benefit from) income taxes | $ 2,084 |
Income Taxes - Schedule of Pr_2
Income Taxes - Schedule of Provisions for (Benefits from) Income Taxes (Details) (Parenthetical) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Federal income tax rate | 21.00% |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Income Tax Assets (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Income Tax Disclosure [Abstract] | ||
Net operating loss carryforward | $ 1,300,168 | $ 984,478 |
Valuation Allowance | (1,300,168) | (984,478) |
Net |
Segment Information (Details Na
Segment Information (Details Narrative) | 12 Months Ended |
Dec. 31, 2019Integer | |
Segment Reporting [Abstract] | |
Number of reportable segments | 1 |
Segment Information - Schedule
Segment Information - Schedule of Segment Reporting Information (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue from external customers | $ 2,305,503 | $ 668,603 | |
Segment assets | $ 6,930,870 | 6,930,870 | 3,693,675 |
Income before income taxes | (4,590,386) | $ (4,112,277) | |
Durable Equipment Products [Member] | |||
Revenue from external customers | 466,920 | 1,436,403 | |
Revenue from other segments | |||
Segment profit | 309,370 | 809,631 | |
Segment assets | 1,994,845 | 1,994,845 | |
Total profit for reportable segment | 309,208 | 810,060 | |
Other income (expense) - net | 162 | (429) | |
Income before income taxes | $ 309,370 | $ 809,631 |
Commitments and Contingencies_2
Commitments and Contingencies (Details Narrative) - USD ($) | Oct. 10, 2019 | Oct. 04, 2019 | Sep. 06, 2019 | May 01, 2019 | Apr. 02, 2019 | Dec. 29, 2018 | Dec. 28, 2018 | Nov. 12, 2018 | Oct. 21, 2018 | Oct. 15, 2018 | Feb. 16, 2018 | Feb. 12, 2018 | Nov. 09, 2017 | Oct. 03, 2017 | Sep. 06, 2017 | Dec. 01, 2014 | May 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Oct. 31, 2019 | Jan. 02, 2019 | Aug. 06, 2018 | Sep. 11, 2015 |
Employee cash compensation per month | $ 2,263,566 | $ 1,478,987 | |||||||||||||||||||||
Exercisable price per share | |||||||||||||||||||||||
Professional fees | $ 287,441 | 117,718 | |||||||||||||||||||||
Rent expense | 246,968 | 67,165 | |||||||||||||||||||||
Monthly rentals for lease year 1 | 45,913 | ||||||||||||||||||||||
Monthly rentals for lease year 2 | 47,055 | ||||||||||||||||||||||
Monthly rentals for lease year 3 | 15,685 | ||||||||||||||||||||||
Operating lease, right-of-use asset | 96,980 | $ 100,681 | |||||||||||||||||||||
Lease liability | $ 97,279 | $ 90,591 | |||||||||||||||||||||
Estimated incremental borrowing rate | 10.00% | ||||||||||||||||||||||
Future lease payments | $ 108,653 | ||||||||||||||||||||||
Sales Revenue, Net [Member] | No Customer [Member] | |||||||||||||||||||||||
Concentration risk percentage | 10.00% | ||||||||||||||||||||||
Sales Revenue, Net [Member] | One Customer [Member] | |||||||||||||||||||||||
Concentration risk percentage | 16.00% | ||||||||||||||||||||||
Stanley L. Teeple [Member] | |||||||||||||||||||||||
Granted options to purchase stock | 3,000,000 | ||||||||||||||||||||||
Exercisable price per share | $ 0.001 | ||||||||||||||||||||||
Executive Employment Agreement [Member] | Marco [Member] | |||||||||||||||||||||||
Employee cash compensation per month | $ 10,000 | ||||||||||||||||||||||
New Employment Agreement [Member] | Marco [Member] | |||||||||||||||||||||||
Employee cash compensation per month | $ 15,000 | ||||||||||||||||||||||
New Employment Agreement [Member] | Marco [Member] | Common Stock [Member] | |||||||||||||||||||||||
Number of shares issued as a result of conversion | 30,000,000 | ||||||||||||||||||||||
Stock issued during period, shares, issued for services | 30,000,000 | ||||||||||||||||||||||
New Employment Agreement [Member] | Andrew W Holtmeyer [Member] | |||||||||||||||||||||||
Employee cash compensation per month | $ 15,000 | ||||||||||||||||||||||
Employment term | 4 years | ||||||||||||||||||||||
New Employment Agreement [Member] | Andrew W Holtmeyer [Member] | Common Stock [Member] | |||||||||||||||||||||||
Stock issued during period, shares, issued for services | 245,789 | ||||||||||||||||||||||
Executive Service Agreement [Member] | David Posel [Member] | |||||||||||||||||||||||
Employee cash compensation per month | $ 5,000 | ||||||||||||||||||||||
Employment term | 4 years | ||||||||||||||||||||||
Executive Service Agreement [Member] | David Posel [Member] | Series A Preferred Stock [Member] | |||||||||||||||||||||||
Stock issued during period, shares, issued for services | 1 | ||||||||||||||||||||||
Executive Service Agreement [Member] | Andrew W Holtmeyer [Member] | |||||||||||||||||||||||
Employee cash compensation per month | $ 10,000 | ||||||||||||||||||||||
Employment term | 3 years | ||||||||||||||||||||||
Executive Service Agreement [Member] | Andrew W Holtmeyer [Member] | Series A Preferred Stock [Member] | |||||||||||||||||||||||
Issuance of shares, description | 3, 2 and 1 share of Series A Preferred Stock at the beginning of each year | ||||||||||||||||||||||
Employment Agreement [Member] | Stanley L. Teeple [Member] | |||||||||||||||||||||||
Employee cash compensation per month | $ 15,000 | ||||||||||||||||||||||
Employment term | 4 years | ||||||||||||||||||||||
Employment Agreement [Member] | Stanley L. Teeple [Member] | Series A Preferred Stock [Member] | |||||||||||||||||||||||
Stock issued during period, shares, issued for services | 1 | 3 | |||||||||||||||||||||
Employment Agreement [Member] | Pasquale Ferro [Member] | |||||||||||||||||||||||
Employee cash compensation per month | $ 15,000 | ||||||||||||||||||||||
Vesting term | 4 years | ||||||||||||||||||||||
Employment Agreement [Member] | Pasquale Ferro [Member] | Series A Preferred Stock [Member] | |||||||||||||||||||||||
Stock issued during period, shares, issued for services | 5 | ||||||||||||||||||||||
New Employment Services Agreement [Member] | Johnny J. Mack [Member] | |||||||||||||||||||||||
Employee cash compensation per month | $ 15,000 | ||||||||||||||||||||||
Granted options to purchase stock | 32,000,000 | ||||||||||||||||||||||
Number of stock options vesting | 8,000,000 | ||||||||||||||||||||||
Exercisable price per share | $ 0.001 | ||||||||||||||||||||||
Accrued employee benefits | $ 13,315 | ||||||||||||||||||||||
Retention of options | 8,000,000 | ||||||||||||||||||||||
New Employment Services Agreement [Member] | Johnny J. Mack [Member] | First Anniversary [Member] | |||||||||||||||||||||||
Number of stock options vesting | 8,000,000 | ||||||||||||||||||||||
New Employment Services Agreement [Member] | Johnny J. Mack [Member] | Second Anniversary [Member] | |||||||||||||||||||||||
Number of stock options vesting | 8,000,000 | ||||||||||||||||||||||
New Employment Services Agreement [Member] | Johnny J. Mack [Member] | Third Anniversary [Member] | |||||||||||||||||||||||
Number of stock options vesting | 8,000,000 | ||||||||||||||||||||||
Employee Agreement [Member] | Philip Scala [Member] | |||||||||||||||||||||||
Employee cash compensation per month | $ 2,500 | ||||||||||||||||||||||
Employment term | 3 years | ||||||||||||||||||||||
Granted options to purchase stock | 500,000 | ||||||||||||||||||||||
Shares issued price per share | $ 0.001 | ||||||||||||||||||||||
Consulting Agreement [Member] | T8 Partners LLC [Member] | Restricted Stock [Member] | |||||||||||||||||||||||
Stock issued during period, shares, issued for services | 10,000,000 | ||||||||||||||||||||||
Consulting Agreement [Member] | Healthcare Advisory Group [Member] | Restricted Stock [Member] | |||||||||||||||||||||||
Stock issued during period, shares, issued for services | 5,000,000 | ||||||||||||||||||||||
Consulting Agreement [Member] | Common Stock [Member] | T8 Partners LLC [Member] | Restricted Stock [Member] | |||||||||||||||||||||||
Stock issued during period, shares, issued for services | 2,500,000 | ||||||||||||||||||||||
Consulting Agreement [Member] | Common Stock [Member] | Healthcare Advisory Group [Member] | Restricted Stock [Member] | |||||||||||||||||||||||
Stock issued during period, shares, issued for services | 2,500,000 | ||||||||||||||||||||||
Investor Relations and Advisory Agreement [Member] | Restricted Stock [Member] | |||||||||||||||||||||||
Professional fees | $ 5,500 | ||||||||||||||||||||||
Decrease in fee amount | $ 4,000 | ||||||||||||||||||||||
Lease Agreement [Member] | KLAM, Inc [Member] | |||||||||||||||||||||||
Initial term of lease | 1 year | ||||||||||||||||||||||
Rent expense | $ 2,500 | ||||||||||||||||||||||
Lease Agreement [Member] | Unrelated Third Party [Member] | |||||||||||||||||||||||
Initial term of lease | 37 months | ||||||||||||||||||||||
Monthly rentals for lease year 1 | $ 2,922 | ||||||||||||||||||||||
Monthly rentals for lease year 2 | 3,009 | ||||||||||||||||||||||
Monthly rentals for lease year 3 | $ 3,100 | ||||||||||||||||||||||
Renewed Lease Agreement [Member] | Unrelated Third Party [Member] | |||||||||||||||||||||||
Monthly rentals for lease year 1 | $ 3,807 | $ 3,193 | |||||||||||||||||||||
Monthly rentals for lease year 2 | $ 3,921 | 3,289 | |||||||||||||||||||||
Monthly rentals for lease year 3 | $ 3,388 | ||||||||||||||||||||||
Renewal term of lease | 30 months | 36 months | |||||||||||||||||||||
Operating lease, right-of-use asset | $ 100,681 | ||||||||||||||||||||||
Lease liability | 90,591 | ||||||||||||||||||||||
Adjusted modification of lease liabilities | $ 103,260 |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Future Minimum Lease Payments Under Non-cancellable Operating Leases (Details) | Dec. 31, 2019USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Year ended December 31, 2020 | $ 45,913 |
Year ended December 31, 2021 | 47,055 |
Year ended December 31, 2022 | 15,685 |
Total | $ 108,653 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Products sales to related parties | $ 0 |
LI Accounting Associates, LLC [Member] | |
Related party expense | $ 10,750 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Mar. 03, 2020 | |
Iconic Brands, Inc. [Member] | ||
Equity interest, description | The Company acquired 51% of Green Grow Farms, Inc. (GGFI) in December 2019 for 37.5 million shares of CANB common stock. The remaining 49% of GGFI was held by New York Farm Group (NYFG). Post-closing of the original agreement, the Company discovered certain assets needed reassessment and reconsideration. In settlement of certain claims held by the Company as a result of the foregoing, NYFG agreed to assign the Company its 49% interest in GGFI and 1,000,000 shares of Iconic Brands, Inc (ICNB) stock in consideration for a release from the Company. The settlement agreement was executed on March 3, 2020. | |
Number of shares issued for acquisition | 37,500,000 | |
Iconic Brands, Inc. [Member] | Subsequent Event [Member] | ||
Ownership percentage | 51.00% | |
Number of shares issued for acquisition, value | $ 1,000,000 | |
New York Farm Group [Member] | Subsequent Event [Member] | ||
Ownership percentage | 49.00% | |
Number of shares issued for acquisition, value | $ 1,000,000 |