Wellness Center USA (WCUI) 10-Q/A 1 Mar 18 2018 Q1 Quarterly report (amended) Financial data

Document and Entity Information

Document and Entity Information	3 Months Ended
	Dec. 31, 2017$ / sharesshares
Details
Registrant Name	Wellness Center USA, Inc.
Registrant CIK	1,516,887
SEC Form	10-Q
Period End date	Dec. 31, 2017
Fiscal Year End	--09-30
Trading Symbol	wcui
Tax Identification Number (TIN)	272,980,395
Number of common stock shares outstanding | shares	91,329,202
Filer Category	Smaller Reporting Company
Current with reporting	Yes
Voluntary filer	No
Well-known Seasoned Issuer	No
Amendment Flag	false
Document Fiscal Year Focus	2,018
Document Fiscal Period Focus	Q1
Entity Incorporation, State Country Name	Nevada
Contained File Information, File Number	333-173216
Entity Address, Address Line One	2500 West Higgins Road, Ste. 780
Entity Address, City or Town	Hoffman Estates
Entity Address, State or Province	IL
Entity Address, Postal Zip Code	60,169
City Area Code	(847)
Local Phone Number	925-1885
Entity Listing, Par Value Per Share | $ / shares	$ 0.001

Consolidated Balance Sheets (De

Consolidated Balance Sheets (December 31, 2017 unaudited) - USD ($)	Dec. 31, 2017	Sep. 30, 2017
Current Assets
Cash and cash equivalents	$ 23,594	$ 29,369
Accounts receivable	5,000	24,999
Inventories	12,112	12,335
Prepaid expenses	2,396	1,751
Total current assets	43,102	68,454
Property and equipment, net	4,112	5,126
Other Assets, Current	16,760	16,760
Total Other Assets	20,872	21,886
Total assets	63,974	90,340
Current liabilities:
Accounts Payable and Accrued Liabilities, Current	314,926	203,367
Accrued payroll - officers	43,807	13,440
Deferred revenue	52,348	55,098
Convertible note payable	119,930	49,884
Loans payable from shareholders	89,500	59,000
Total current liabilities	620,511	380,789
Shareholders' deficit:
Common stock, par value $0.001, 185,000,000 shares authorized; 91,329,202 and 90,284,916 shares issued and outstanding, respectively	91,329	90,285
Additional paid-in capital	19,200,081	19,069,211
Accumulated deficit	(19,484,590)	(19,132,557)
Total Wellness Center USA shareholders' equity (deficit)	(193,180)	26,939
Non-controlling interest	(363,357)	(317,388)
Total shareholders' deficit	(556,537)	(290,449)
Total liabilities and shareholders' deficit	$ 63,974	$ 90,340

Consolidated Balance Sheets (D3

Consolidated Balance Sheets (December 31, 2017 unaudited) - Parenthetical - $ / shares	Dec. 31, 2017	Sep. 30, 2017
Details
Common Stock, Par or Stated Value Per Share	$ 0.001	$ 0.001
Common Stock, Shares Authorized	185,000,000	185,000,000
Common Stock, Shares, Issued	91,329,202	90,284,916
Common Stock, Shares, Outstanding	91,329,202	90,284,916

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (unaudited) - USD ($)	3 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Sales:
Trade	$ 15,500	$ 89,000
Consulting services	11,000	14,125
Total Sales	26,500	103,125
Cost of goods sold	16,992	60,500
Gross profit	9,508	42,625
Operating expenses	334,163	416,563
Operating loss	(324,655)	(373,938)
Other Nonoperating Income (Expense)
Amortization of debt discount	(70,047)	0
Interest expense	(3,300)	0
Total other expenses	(73,347)	0
LOSS FROM CONTINUING OPERATIONS	(398,002)	(373,938)
DISCONTINUED OPERATIONS
Loss from discontinued operations	0	(41,562)
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest	(398,002)	(415,500)
Net loss attributable to non-controlling interest	45,969	6,528
NET LOSS ATTRIBUTABLE TO WELLNESS CENTER USA, INC.	$ (352,033)	$ (408,972)
BASIC AND DILUTED LOSS PER SHARE
Loss per share from continuing operations	$ 0	$ 0
Income (loss) per share from discontinued operations	0	0
Net loss per share	$ 0	$ (0.01)
Basic and diluted weighted-average common shares outstanding	90,336,112	80,998,306

Condensed Consolidated Stateme5

Condensed Consolidated Statement of Shareholders' Deficit (unaudited) - 3 months ended Dec. 31, 2017 - USD ($)	Common Stock	Additional Paid-in Capital	Retained Earnings	With non-controlling interest	Noncontrolling Interest	Total
Shareholders' Equity, Value - Starting Balance at Sep. 30, 2017	$ 90,285	$ 19,069,211	$ (19,132,557)	$ 26,939	$ (317,388)	$ (290,449)
Shares, Outstanding, Ending Balance at Sep. 30, 2017	90,284,916
Stock Issued During Period, Value, Conversion of Convertible Securities	$ 924	109,990	0	110,914	0	110,914
Stock Issued During Period, Shares, Conversion of Convertible Securities	924,286
Fair value of common stock issued for services	$ 120	20,880	0	21,000	0	21,000
Fair value of common stock issued for services	120,000
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest	$ 0	0	(352,033)	(352,033)	(45,969)	(398,002)
Shares, Outstanding, Ending Balance at Dec. 31, 2017	91,329,202
Shareholders' Equity, Value - Ending Balance at Dec. 31, 2017	$ 91,329	$ 19,200,081	$ (19,484,590)	$ (193,180)	$ (363,357)	$ (556,537)

Condensed Consolidated Stateme6

Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($)	3 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Cash Flows from Operating Activities
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest	$ (398,002)	$ (415,500)
Adjustments to reconcile net loss to net cash used in operating activities of continuing operations
Loss from discontinued operations	0	41,562
Depreciation expense	1,014	2,701
Amortization of debt discount	70,046	0
Fair value of common shares issued for services	21,000	38,150
Changes in Assets and Liabilities
Accounts receivable	19,999	(14,000)
Inventories	223	39,994
Prepaid expenses and other current assets	(645)	24,479
Accounts payable and accrued expenses	111,559	27,066
Accrued payroll taxes	0	12,204
Accrued payroll - officers	30,367	17,953
Deferred revenue	(2,750)	(5,701)
Net cash used in operating activities from continuing operations	(147,189)	(231,092)
Net cash used in operating activities from discontinued operations	0	(11,887)
Net cash used in operating activities	(147,189)	(242,979)
Cash Flows from Investing Activities
Purchases of property and equipment	0	(546)
Net cash used in investing activities from continuing operations	0	(546)
Net cash used in investing activities from discontinued operations	0	(1,704)
Net cash used in investing activities	0	(2,250)
Net Cash Provided by (Used in) Financing Activities
Proceeds from loans payable	30,500	0
Exercise of stock warrants	110,914	0
Proceeds from common stock issuable	0	309,000
Net Cash Provided by (Used in) Financing Activities	141,414	309,000
Cash and Cash Equivalents, Period Increase (Decrease)	(5,775)	63,771
Cash and Cash Equivalents, at Carrying Value, Beginning Balance	29,369	81,479
Cash and Cash Equivalents, at Carrying Value, Ending Balance	23,594	145,250
Supplemental Cash Flow Information
Interest Paid	0	0
Income Taxes Paid, Net	0	0
Cash Flow, Noncash Investing and Financing Activities Disclosure
Non-controlling interest's share in losses of a subsidiary	$ 45,969	$ 6,528

Note 1 - Organization and Basis

Note 1 - Organization and Basis of Presentation	3 Months Ended
	Dec. 31, 2017
Notes
Note 1 - Organization and Basis of Presentation	NOTE 1 – BASIS OF PRESENTATION Organization and Operations Wellness Center USA, Inc. ("WCUI" or the “Company”) was incorporated in June 2010 under the laws of the State of Nevada. The Company initially engaged in online sports and nutrition supplements marketing and distribution. The Company subsequently expanded into additional businesses within the healthcare and medical sectors through acquisitions, including Psoria-Shield Inc. (“PSI”), National Pain Centers, Inc. (“NPC”), and StealthCo Inc. (“SCI”), d/b/a Stealth Mark, Inc. On August 11, 2017, the Company entered into an agreement to sell 100% of the issued and outstanding shares of NPC, which has been accounted for as a discontinued operation on the condensed consolidated statement of operations for the three months ended December 31, 2016. See Note 3 for details relating to the sale. The Company currently operates in the following business segments: (i) distribution of targeted Ultra Violet ("UV") phototherapy devices for dermatology; and (ii) authentication and encryption products and services. The segments are operated, respectively, through PSI and SCI. Basis of Presentation of Unaudited Financial Information The accompanying unaudited condensed consolidated financial statements of Wellness Center USA, Inc. and Subsidiaries (the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all normal recurring adjustments considered necessary for a fair presentation have been included. Operating results for the three months ended December 31, 2017 are not necessarily indicative of the results that may be expected for the year ending September 30, 2018. Going Concern The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. As reflected in the accompanying consolidated financial statements, the Company has not yet generated significant revenues and has incurred recurring net losses. During the three months ended December 31, 2017, the Company incurred a net loss from continuing operations of $398,002 and used cash in operations from continuing operations of $147,189, and had a shareholders’ deficit of $556,537 as of December 31, 2017. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to raise additional funds and implement its strategies. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. In addition, the Company's independent registered public accounting firm, in its report on the Company's September 30, 2017 financial statements, has raised substantial doubt about the Company's ability to continue as a going concern. At December 31, 2017, the Company had cash on hand in the amount of $23,594. The ability to continue as a going concern is dependent on the Company attaining and maintaining profitable operations in the future and raising additional capital soon to meet its obligations and repay its liabilities arising from normal business operations when they come due. Since inception, we have funded our operations primarily through equity and debt financings and we expect to continue to rely on these sources of capital in the future. During the three months ended December 31, 2017, the Company received $141,114 through debt financing and the exercise of stock warrants. No assurance can be given that any future financing will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, it may contain undue restrictions on our operations, in the case of debt financing or cause substantial dilution for our stock holders, in case of equity financing.

Note 2 - Summary of Significant

Note 2 - Summary of Significant Accounting Policies	3 Months Ended
	Dec. 31, 2017
Notes
Note 2 - Summary of Significant Accounting Policies	NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Consolidation The Company's consolidated subsidiaries and/or entities are as follows: Name of consolidated subsidiary or entity State or other jurisdiction of incorporation or organization Date of incorporation or formation (date of acquisition/disposition, if applicable) Attributable interest Psoria-Shield Inc. (“PSI”) The State of Florida June 17, 2009 (August 24, 2012) 100% StealthCo, Inc. (“StealthCo”) The State of Illinois March 18, 2014 100% Psoria Development Company LLC. (“PDC”) The State of Illinois January 15, 2015 50% Use of Estimates The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the U.S requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the financial statement date, and reported amounts of revenue and expenses during the reporting period. Significant estimates are used in the valuation of inventory and obsolescence and valuations of stock-based compensation calculations, among others. Actual results could differ from these estimates. Income (Loss) Per Share Basic loss per share is computed by dividing net loss applicable to common stockholders by the weighted average number of outstanding common shares during the period. Diluted loss per share is computed by dividing the net loss applicable to common stockholders by the weighted average number of common shares outstanding plus the number of additional common shares that would have been outstanding if all dilutive potential common shares had been issued. For the three months ended December 31, 2017 and 2016, the basic and diluted shares outstanding were the same, as potentially dilutive shares were considered anti-dilutive. At December 31, 2017 and 2016, the dilutive impact of outstanding stock options of 6,822,000 and 5,785,000 shares, respectively, and outstanding warrants for 62,716,019and 64,208,158 shares, respectively, have been excluded because their impact on the loss per share is anti-dilutive. Revenue Recognition The Company recognizes revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the product has been shipped or the services have been rendered to the customer, (iii) the sales price is fixed or determinable, and (iv) collectability is reasonably assured. In addition to the aforementioned general policy, the following are the specific revenue recognition policies for each major category of revenue: (i) Sale of products : (ii) Consulting services: Payments received before the relevant criteria for revenue recognition are satisfied are recorded as deferred revenue. Deferred revenue at December 31, 2017 and 2016 was $52,348 and $55,098, respectively. Non-controlling Interest Non-controlling interest represents the non-controlling interest holder’s proportionate share of the equity of the Company’s majority-owned subsidiary, PDC. Non-controlling interest is adjusted for the non-controlling interest holder’s proportionate share of the earnings or losses and other comprehensive income (loss), if any, and the non-controlling interest continues to be attributed its share of losses even if that attribution results in a deficit non-controlling interest balance. Stock-Based Compensation The Company periodically grants stock options and warrants to employees and non-employees in non-capital raising transactions as compensation for services rendered. The Company accounts for stock option and stock warrant grants to employees based on the authoritative guidance provided by the Financial Accounting Standards Board where the value of the award is measured on the date of grant and recognized over the vesting period. The Company accounts for stock option and stock warrant grants to non-employees in accordance with the authoritative guidance of the Financial Accounting Standards Board where the value of the stock compensation is determined based upon the measurement date at either a) the date at which a performance commitment is reached, or b) at the date at which the necessary performance to earn the equity instruments is complete. Non-employee stock-based compensation charges generally are amortized over the vesting period on a straight-line basis. In certain circumstances where there are no future performance requirements by the non-employee, option or warrant grants are immediately vested and the total stock-based compensation charge is recorded in the period of the measurement date. The fair value of the Company’s common stock option and warrant grants are estimated using a Black-Scholes Merton option pricing model, which uses certain assumptions related to risk-free interest rates, expected volatility, expected life of the common stock options, estimated forfeitures and future dividends. Compensation expense is recorded based upon the value derived from the Black-Scholes option pricing model, and based on actual experience. The assumptions used in the Black-Scholes Merton option pricing model could materially affect compensation expense recorded in future periods. Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers. ASU 2014-09 is a comprehensive revenue recognition standard that will supersede nearly all existing revenue recognition guidance under current U.S. GAAP and replace it with a principle based approach for determining revenue recognition. ASU 2014-09 will require that companies recognize revenue based on the value of transferred goods or services as they occur in the contract. The ASU also will require additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. ASU 2014-09 is effective for interim and annual periods beginning after December 15, 2017. Early adoption is permitted only in annual reporting periods beginning after December 15, 2016, including interim periods therein. Entities will be able to transition to the standard either retrospectively or as a cumulative-effect adjustment as of the date of adoption. The Company is in the process of evaluating the impact of ASU 2014-09 on the Company’s financial statements and disclosures. In February 2016, the FASB issued Accounting Standards Update (ASU) No. 2016-02, Leases. ASU 2016-02 requires a lessee to record a right of use asset and a corresponding lease liability on the balance sheet for all leases with terms longer than 12 months. ASU 2016-02 is effective for all interim and annual reporting periods beginning after December 15, 2018. Early adoption is permitted. A modified retrospective transition approach is required for lessees for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. The Company is in the process of evaluating the impact of ASU 2016-02 on the Company’s financial statements and disclosures. Other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statements.

Note 3 - Discontinued Operation

Note 3 - Discontinued Operations	3 Months Ended
	Dec. 31, 2017
Notes
Note 3 - Discontinued Operations	NOTE 3 – DISCONTINUED OPERATIONS On August 11, 2017, the Company entered into an agreement with Dr. Jay Joshi to sell 100% of the issued and outstanding shares of NPC Inc. (“NPC”) to Dr. Joshi. As part of the agreement, Dr. Joshi and NPC released the Company from any and all liabilities, claims and obligations of the Company in favor of Dr. Joshi or NPC and arising from or relating to the operation of the NPC business. Also as part of the agreement, Dr. Joshi’s employment agreement with NPC was terminated and all assets and liabilities of NPC were transferred to Dr. Joshi as of the date of the agreement, including $365,459 of accrued compensation and shareholder advances owed to Dr. Joshi by NPC. The Company agreed to sell NPC to Dr. Joshi so that it could focus on its other business segments, PSI and Stealth Mark, which are technology companies, while NPC was a service business. Further, the elimination of the underlined NPC liabilities to Dr. Joshi will significantly improve Wellness Center Inc.’s financial position. As part of the agreement, the Company agreed to issue Dr. Joshi stock options to purchase 500,000 shares of its common stock with an exercise price of $0.25 per share. Dr. Joshi continued to serve on the Company’s board of directors until February 5, 2018. During the year ended September 30, 2017, the Company recorded a $252,508 gain relating to this transaction. Components of the statement of operations relating to NPC for the three months ended December 31, 2016 were as follows: Total Sales $ 37,402 Operating expenses 78,964 Loss from discontinued operations $ (41,562)

Note 4 - Loans Payable from Sha

Note 4 - Loans Payable from Shareholders	3 Months Ended
	Dec. 31, 2017
Notes
Note 4 - Loans Payable from Shareholders	NOTE 4 – LOANS PAYABLE FROM SHAREHOLDERS Loans payable of $59,000 at September 30, 2017 consist of two unsecured note agreements issued in 2014 totaling to $9,000, and two short-term unsecured loans issued in fiscal 2017 totaling to $50,000. The loans have no stated interest rate and are due on demand. During the three months ended December 31, 2017, the Company borrowed $30,500 under three short-term unsecured loans. The loans have no stated interest rate and are due on demand. As of December 31, 2017, loans payable of $89,500 were outstanding.

Note 5 - Convertible Note Agree

Note 5 - Convertible Note Agreement	3 Months Ended
	Dec. 31, 2017
Notes
Note 5 - Convertible Note Agreement	NOTE 5 – CONVERTIBLE NOTE AGREEMENT December 31, September 30, 2017 2017 Convertible note payable $ 165,000 $ 165,000 Debt discount – unamortized balance (45,070) (115,116) Convertible note payable, net $ 119,930 $ 49,884 In July 2017, the Company entered into a Convertible Note Payable Agreement with an individual under which the Company borrowed $165,000. Net proceeds received by the Company under the agreement were $150,000. In connection with the agreement, the Company issued the individual 165,000 restricted shares of its common stock and warrants to purchase 330,000 shares of its common stock, which vested upon grant. The warrants expire five years from the date of grant and have an exercise price of $0.50 per share. The note payable accrues interest at eight percent per annum, is unsecured and is convertible at any time after the 90 th On the date of the agreement, the closing price of the common stock was $0.31 per share. As the conversion price embedded in the note agreement was below the trading price of the common stock on the date of issuance, a beneficial conversion feature (BCF) was recognized at the date of issuance. The Company recognized a debt discount at the date of issuance in the aggregate amount of $150,000 related to the relative fair value of the warrants and beneficial conversion features, which comprised $94,704 related to the intrinsic value of beneficial conversion features and $55,296 related to the relative fair value of the warrants. The aggregate fair value of the warrants of $87,582 was based on a probability effected Black-Scholes option pricing model with a stock price of $0.31, volatility of 139.98% and risk-free rate of 1.28%. The unamortized balance of the debt discount at September 30, 2017 was $115,116. During the three months ended December 31, 2017, the Company amortized $70,046 of debt discount, leaving an unamortized balance of $119,930 at December 31, 2017.

Note 6 - Shareholders' Equity

Note 6 - Shareholders' Equity	3 Months Ended
	Dec. 31, 2017
Notes
Note 6 - Shareholders' Equity	NOTE 6 – SHAREHOLDERS’ EQUITY Common shares issued for Services During the three months ended December 31, 2017, the Company issued 120,000 shares of its common stock valued at $21,000 for services provided by accounting and PSI consultants. The shares were valued at the trading price of the common stock at the date of issuance. Stock Options On December 22, 2010, effective retroactively as of June 30, 2010, the Company’s board of directors approved the adoption of the “2010 Non-Qualified Stock Option Plan” (“2010 Option Plan”) by unanimous consent. The 2010 Option Plan was initiated to encourage and enable officers, directors, consultants, advisors and key employees of the Company to acquire and retain a proprietary interest in the Company by ownership of its common stock. A total of 7,500,000 of the authorized shares of the Company’s common stock may be subject to, or issued pursuant to, the terms of the plan. The table below summarizes the Company’s stock option activities for the three months ended December 31, 2017: Number of Option Shares Exercise Price Range Per Share Weighted Average Exercise Price Fair Value at Date of Grant Balance, September 30, 2017 6,822,500 $ 0.10 - 2.00 $ 0.51 $ 1,865,628 Granted - - - - Cancelled - - - - Exercised - - - - Expired - - - - Balance, December 31, 2017 6,822,500 $ 0.10 – 2.00 $ 0.51 $ 1,865,628 Vested and exercisable, December 31, 2017 6,822,500 $ 0.10 – 2.00 $ 0.51 $ 1,865,628 Unvested, December 31, 2017 - $ - $ - $ - The aggregate intrinsic value for option shares outstanding at December 31, 2017 was $119,688. The following table summarizes information concerning outstanding and exercisable options as of December 31, 2017: Options Outstanding Options Exercisable Range of Exercise Prices Number Outstanding Average Remaining Contractual Life (in years) Weighted Average Exercise Price Number Exercisable Average Remaining Contractual Life (in years) Weighted Average Exercise Price $0.10 - 0.39 3,300,000 3.31 $ 0.17 3,300,000 3.31 $ 0.17 0.40 - 0.99 2,122,500 1.30 0.40 2,122,500 1.30 0.40 1.00 - 1.99 750,000 3.00 1.00 750,000 3.00 1.00 2.00 650,000 3.00 2.00 650,000 3.00 2.00 $0.01 - 2.00 6,822,500 2.62 $ 0.51 6,822,500 2.62 $ 0.51 As of December 31, 2017, there were 677,500 shares of stock options remaining available for issuance under the 2010 Plan. Stock Warrants During the three months ended December, 31, 2017, warrants to purchase 924,286 shares of the Company’s common stock were exercised for $110,914. The table below summarizes the Company’s warrants activities for the three months ended December 31, 2017: Number of Warrant Shares Exercise Price Range Per Share Weighted Average Exercise Price Fair Value at Date of Issuance Balance, September 30, 2017 64,161,304 $ 0.12 - 1.00 $ 0.24 $ 2,151,219 Granted - - - - Cancelled - - - - Exercised (924,286) 0.12 0.12 - Expired (520,999) 0.45 0.45 - Balance, December 31, 2017 62,716,019 $ 0.12 - 1.00 $ 0.24 $ 2,151,219 Vested and exercisable, December 31, 2017 62,716,019 $ 0.12 - 1.00 $ 0.24 $ 2,151,219 Unvested, December 31, 2017 - $ - $ - $ - The aggregate intrinsic value for warrant shares outstanding December 31, 2017 was $1,811,221. The following table summarizes information concerning outstanding and exercisable warrants as of December 31, 2017: Options Outstanding Options Exercisable Range of Exercise Prices Number Outstanding Average Remaining Contractual Life (in years) Weighted Average Exercise Price Number Exercisable Average Remaining Contractual Life (in years) Weighted Average Exercise Price $0.12 – 0.20 43,006,773 2.27 $ 0.15 43,006,773 2.27 $ 0.15 0.21 – 0.49 15,209,508 1.17 0.34 15,209,508 1.17 0.34 0.50 – 1.00 4,499,738 0.64 0.75 4,499,738 0.64 0.75 $0.12 – 1.00 62,716,019 1.89 $ 0.24 62,716,019 1.89 $ 0.24

Note 7 - Segment Reporting

Note 7 - Segment Reporting	3 Months Ended
	Dec. 31, 2017
Notes
Note 7 - Segment Reporting	NOTE 7 – SEGMENT REPORTING Reportable segments are components of an enterprise about which separate financial information is available and that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company's reportable segments are based on products and services, geography, legal structure, management structure, or any other manner in which management disaggregates a company. During the year ended September 30, 2017, the Company discontinued operations of its NPC segment (see Note 3). The Company operates in the following business segments: (i) Medical Devices: (ii) Authentication and Encryption Products and Services: The detailed segment information of the Company is as follows: Wellness Center USA, Inc. Assets By Segments December 31, 2017 Corporate Medical Devices Authentication and Encryption Total ASSETS Current Assets Cash $ 15,800 $ 2,367 $ 5,427 $ 23,594 Accounts receivable - - 5,000 5,000 Inventories - - 12,112 12,112 Prepaid expenses and other current assets - - 2,396 2,396 Total current assets 15,800 2,367 24,935 43,102 Property and equipment, net 700 - 3,412 4,112 Other assets 15,000 1,760 - 16,760 Total other assets 15,700 1,760 3,412 20,872 TOTAL ASSETS $ 31,500 $ 4,127 $ 28,347 $ 63,974 Wellness Center USA, Inc. Operations by Segments For the Three Months Ended December 31, 2017 Corporate Medical Devices Authentication and Encryption Total Sales: Trade $ - $ - $ 15,500 $ 15,500 Consulting services - - 11,000 11,000 Total Sales - - 26,500 26,500 Cost of goods sold - - 16,992 16,992 Gross profit - - 9,508 9,508 Operating expenses 161,405 92,672 80,086 334,163 Loss from operations $ (161,405) $ (92,672) $ (70,578) $ (324,655) Wellness Center USA, Inc. Operations by Segments For the Three Months Ended December 31, 2016 Corporate Medical Devices Authentication and Encryption Total Sales: Trade $ - $ 84,000 $ 5,000 $ 89,000 Consulting services - - 14,125 14,125 Total Sales - 84,000 19,125 103,125 Cost of goods sold - 40,033 20,467 60,500 Gross profit (loss) - 43,967 (1,342) 42,625 Operating expenses 236,905 65,656 114,002 416,563 Loss from operations $ (236,905) $ (21,689) $ (115,344) $ (373,938)

Note 8 - Legal Matters

Note 8 - Legal Matters	3 Months Ended
	Dec. 31, 2017
Notes
Note 8 - Legal Matters	NOTE 8 – LEGAL MATTERS The Company is periodically engaged in legal proceedings arising from and relating to its business operations. We currently are not involved in any litigation that we believe could have a material adverse effect on our financial condition or results of operations. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the executive officers of our Company or any of our subsidiaries, threatened against or affecting our Company, our common stock, any of our subsidiaries or of our Company’s or our subsidiaries’ officers or directors in their capacities as such, in which an adverse decision could have a material adverse effect on our financial condition or results of operations. In June, 2015, the Company and its CEO received a formal order of investigation from the Chicago Regional Staff of the SEC. The Company and its CEO cooperated and delivered requested documents, testimony, and tolling agreements. In May, 2017, the Staff issued a Wells Notice stating its preliminary determination to recommend an enforcement action against the Company and its CEO based on possible violations of Section 17(a) of the Securities Act, Sections 15 (a) and 10(b) of the Exchange Act, and Rule 10b-5 thereunder. The Staff would allege, among other things, that periodic reports issued during 2013 and 2014 were misleading because they failed to disclose or mischaracterized as “salary”, “prepayments” or “loans,” several payments totaling $450,000 made to our CEO during those years without prior Board approval; that two press releases issued in 2015 touted shipments of several Psoria-Light devices that were not closed sales; and that we used an unregistered broker-dealer to identify and solicit potential investors during 2013, 2015 and 2017. Subsequent discussions resulted in our submission of an Offer of Settlement (“Offer”) through an administrative cease and desist action on November 17, 2017. Pursuant to the Offer, we neither admit nor deny any of the proposed allegations, but are enjoined from violating the above-referenced Sections and Rule. The Offer imposes no financial penalties or sanctions against the Company, and is subject to final SEC approval. The CEO did not join in the Offer and may contest any action that may be asserted against him.

Note 9 - Subsequent Events

Note 9 - Subsequent Events	3 Months Ended
	Dec. 31, 2017
Notes
Note 9 - Subsequent Events	NOTE 9 – SUBSEQUENT EVENTS On January 1, 2018, the Company entered into employment agreements with three employees of SCI, under which their employment shall continue in effect for a period of three years. Each agreement allows for a base salary that can increase each year based on certain profitability goals of SCI or SCI products. Under the agreements, the Company will issue options to purchase a combined total of 1,775,000 shares of its common stock. The options are exercisable over a term of five years, with an exercise price equal to the fair market value of the common stock on the date of grant. A combined total of 675,000 shares will vest in equal amounts over a three-month period, starting on January 1, 2018, with the remainder vesting in equal amounts over the following one year and two months. Further, provided the employees remain employed by the Company, beginning on January 1, 2018, they will be granted additional stock options to purchase up to an aggregate total of 250,000 shares of the Company’s common stock each quarter, exercisable over a five year period, and issuable on the last day of each quarter ending, with an exercise price to be set at the then fair market value and based on the closing trading price on the last day of each quarter end. All Options shall accelerate and become fully vested upon the sale or change of control of the Company. In January 2018, the Company entered into a promissory note payable agreement with one of its investors. Under the agreement, the Company borrowed $50,000. The note accrued interest at 8% per annum, is unsecured and is due in January 2019. In February 2018, the Company entered into a promissory note payable agreement with one of its investors. Under the agreement, the Company borrowed $37,500. The note accrued interest at 8% per annum, is unsecured and is due in February 2019. In February 2018, the Company entered into a promissory note payable agreement with one of its investors. Under the agreement, the Company borrowed $30,000. The note accrued interest at 8% per annum, is unsecured and is due in February 2019. Subsequent to December 31, 2017, the Company issued 30,000 shares of its common stock for services provided by a PSI consultant. The shares were valued at the trading price of the common stock at the date of issuance. Subsequent to December 31, 2017, warrants were exercised to purchase 416,667 shares of the Company’s common stock for $50,000.

Note 1 - Organization and Bas16

Note 1 - Organization and Basis of Presentation: Organization and Operations (Policies)	3 Months Ended
	Dec. 31, 2017
Policies
Organization and Operations	Organization and Operations Wellness Center USA, Inc. ("WCUI" or the “Company”) was incorporated in June 2010 under the laws of the State of Nevada. The Company initially engaged in online sports and nutrition supplements marketing and distribution. The Company subsequently expanded into additional businesses within the healthcare and medical sectors through acquisitions, including Psoria-Shield Inc. (“PSI”), National Pain Centers, Inc. (“NPC”), and StealthCo Inc. (“SCI”), d/b/a Stealth Mark, Inc. On August 11, 2017, the Company entered into an agreement to sell 100% of the issued and outstanding shares of NPC, which has been accounted for as a discontinued operation on the condensed consolidated statement of operations for the three months ended December 31, 2016. See Note 3 for details relating to the sale. The Company currently operates in the following business segments: (i) distribution of targeted Ultra Violet ("UV") phototherapy devices for dermatology; and (ii) authentication and encryption products and services. The segments are operated, respectively, through PSI and SCI.

Note 1 - Organization and Bas17

Note 1 - Organization and Basis of Presentation: Basis of Presentation of Unaudited Financial Information (Policies)	3 Months Ended
	Dec. 31, 2017
Policies
Basis of Presentation of Unaudited Financial Information	Basis of Presentation of Unaudited Financial Information The accompanying unaudited condensed consolidated financial statements of Wellness Center USA, Inc. and Subsidiaries (the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all normal recurring adjustments considered necessary for a fair presentation have been included. Operating results for the three months ended December 31, 2017 are not necessarily indicative of the results that may be expected for the year ending September 30, 2018.

Note 1 - Organization and Bas18

Note 1 - Organization and Basis of Presentation: Substantial Doubt about Going Concern (Policies)	3 Months Ended
	Dec. 31, 2017
Policies
Substantial Doubt about Going Concern	Going Concern The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. As reflected in the accompanying consolidated financial statements, the Company has not yet generated significant revenues and has incurred recurring net losses. During the three months ended December 31, 2017, the Company incurred a net loss from continuing operations of $398,002 and used cash in operations from continuing operations of $147,189, and had a shareholders’ deficit of $556,537 as of December 31, 2017. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to raise additional funds and implement its strategies. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. In addition, the Company's independent registered public accounting firm, in its report on the Company's September 30, 2017 financial statements, has raised substantial doubt about the Company's ability to continue as a going concern. At December 31, 2017, the Company had cash on hand in the amount of $23,594. The ability to continue as a going concern is dependent on the Company attaining and maintaining profitable operations in the future and raising additional capital soon to meet its obligations and repay its liabilities arising from normal business operations when they come due. Since inception, we have funded our operations primarily through equity and debt financings and we expect to continue to rely on these sources of capital in the future. During the three months ended December 31, 2017, the Company received $141,114 through debt financing and the exercise of stock warrants. No assurance can be given that any future financing will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, it may contain undue restrictions on our operations, in the case of debt financing or cause substantial dilution for our stock holders, in case of equity financing.

Note 2 - Summary of Significa19

Note 2 - Summary of Significant Accounting Policies: Basis of Consolidation (Policies)	3 Months Ended
	Dec. 31, 2017
Policies
Basis of Consolidation	Basis of Consolidation The Company's consolidated subsidiaries and/or entities are as follows: Name of consolidated subsidiary or entity State or other jurisdiction of incorporation or organization Date of incorporation or formation (date of acquisition/disposition, if applicable) Attributable interest Psoria-Shield Inc. (“PSI”) The State of Florida June 17, 2009 (August 24, 2012) 100% StealthCo, Inc. (“StealthCo”) The State of Illinois March 18, 2014 100% Psoria Development Company LLC. (“PDC”) The State of Illinois January 15, 2015 50%

Note 2 - Summary of Significa20

Note 2 - Summary of Significant Accounting Policies: Policy 2 - Use of Estimates (Policies)	3 Months Ended
	Dec. 31, 2017
Policies
Policy 2 - Use of Estimates	Use of Estimates The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the U.S requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the financial statement date, and reported amounts of revenue and expenses during the reporting period. Significant estimates are used in the valuation of inventory and obsolescence and valuations of stock-based compensation calculations, among others. Actual results could differ from these estimates.

Note 2 - Summary of Significa21

Note 2 - Summary of Significant Accounting Policies: Income (Loss) per Share (Policies)	3 Months Ended
	Dec. 31, 2017
Policies
Income (Loss) per Share	Income (Loss) Per Share Basic loss per share is computed by dividing net loss applicable to common stockholders by the weighted average number of outstanding common shares during the period. Diluted loss per share is computed by dividing the net loss applicable to common stockholders by the weighted average number of common shares outstanding plus the number of additional common shares that would have been outstanding if all dilutive potential common shares had been issued. For the three months ended December 31, 2017 and 2016, the basic and diluted shares outstanding were the same, as potentially dilutive shares were considered anti-dilutive. At December 31, 2017 and 2016, the dilutive impact of outstanding stock options of 6,822,000 and 5,785,000 shares, respectively, and outstanding warrants for 62,716,019and 64,208,158 shares, respectively, have been excluded because their impact on the loss per share is anti-dilutive.

Note 2 - Summary of Significa22

Note 2 - Summary of Significant Accounting Policies: Policy 4 - Revenue Recognition (Policies)	3 Months Ended
	Dec. 31, 2017
Policies
Policy 4 - Revenue Recognition	Revenue Recognition The Company recognizes revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the product has been shipped or the services have been rendered to the customer, (iii) the sales price is fixed or determinable, and (iv) collectability is reasonably assured. In addition to the aforementioned general policy, the following are the specific revenue recognition policies for each major category of revenue: (i) Sale of products : (ii) Consulting services: Payments received before the relevant criteria for revenue recognition are satisfied are recorded as deferred revenue. Deferred revenue at December 31, 2017 and 2016 was $52,348 and $55,098, respectively.

Note 2 - Summary of Significa23

Note 2 - Summary of Significant Accounting Policies: Non-controlling Interest (Policies)	3 Months Ended
	Dec. 31, 2017
Policies
Non-controlling Interest	Non-controlling Interest Non-controlling interest represents the non-controlling interest holder’s proportionate share of the equity of the Company’s majority-owned subsidiary, PDC. Non-controlling interest is adjusted for the non-controlling interest holder’s proportionate share of the earnings or losses and other comprehensive income (loss), if any, and the non-controlling interest continues to be attributed its share of losses even if that attribution results in a deficit non-controlling interest balance.

Note 2 - Summary of Significa24

Note 2 - Summary of Significant Accounting Policies: Stock-Based Compensation (Policies)	3 Months Ended
	Dec. 31, 2017
Policies
Stock-Based Compensation	Stock-Based Compensation The Company periodically grants stock options and warrants to employees and non-employees in non-capital raising transactions as compensation for services rendered. The Company accounts for stock option and stock warrant grants to employees based on the authoritative guidance provided by the Financial Accounting Standards Board where the value of the award is measured on the date of grant and recognized over the vesting period. The Company accounts for stock option and stock warrant grants to non-employees in accordance with the authoritative guidance of the Financial Accounting Standards Board where the value of the stock compensation is determined based upon the measurement date at either a) the date at which a performance commitment is reached, or b) at the date at which the necessary performance to earn the equity instruments is complete. Non-employee stock-based compensation charges generally are amortized over the vesting period on a straight-line basis. In certain circumstances where there are no future performance requirements by the non-employee, option or warrant grants are immediately vested and the total stock-based compensation charge is recorded in the period of the measurement date. The fair value of the Company’s common stock option and warrant grants are estimated using a Black-Scholes Merton option pricing model, which uses certain assumptions related to risk-free interest rates, expected volatility, expected life of the common stock options, estimated forfeitures and future dividends. Compensation expense is recorded based upon the value derived from the Black-Scholes option pricing model, and based on actual experience. The assumptions used in the Black-Scholes Merton option pricing model could materially affect compensation expense recorded in future periods.

Note 2 - Summary of Significa25

Note 2 - Summary of Significant Accounting Policies: Policy 8 - Recently Issued Accounting Pronouncments (Policies)	3 Months Ended
	Dec. 31, 2017
Policies
Policy 8 - Recently Issued Accounting Pronouncments	Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers. ASU 2014-09 is a comprehensive revenue recognition standard that will supersede nearly all existing revenue recognition guidance under current U.S. GAAP and replace it with a principle based approach for determining revenue recognition. ASU 2014-09 will require that companies recognize revenue based on the value of transferred goods or services as they occur in the contract. The ASU also will require additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. ASU 2014-09 is effective for interim and annual periods beginning after December 15, 2017. Early adoption is permitted only in annual reporting periods beginning after December 15, 2016, including interim periods therein. Entities will be able to transition to the standard either retrospectively or as a cumulative-effect adjustment as of the date of adoption. The Company is in the process of evaluating the impact of ASU 2014-09 on the Company’s financial statements and disclosures. In February 2016, the FASB issued Accounting Standards Update (ASU) No. 2016-02, Leases. ASU 2016-02 requires a lessee to record a right of use asset and a corresponding lease liability on the balance sheet for all leases with terms longer than 12 months. ASU 2016-02 is effective for all interim and annual reporting periods beginning after December 15, 2018. Early adoption is permitted. A modified retrospective transition approach is required for lessees for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. The Company is in the process of evaluating the impact of ASU 2016-02 on the Company’s financial statements and disclosures. Other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statements.

Note 2 - Summary of Significa26

Note 2 - Summary of Significant Accounting Policies: Basis of Consolidation: Schedule of the Company's Consolidated Subsidiaries (Tables)	3 Months Ended
	Dec. 31, 2017
Tables/Schedules
Schedule of the Company's Consolidated Subsidiaries	Name of consolidated subsidiary or entity State or other jurisdiction of incorporation or organization Date of incorporation or formation (date of acquisition/disposition, if applicable) Attributable interest Psoria-Shield Inc. (“PSI”) The State of Florida June 17, 2009 (August 24, 2012) 100% StealthCo, Inc. (“StealthCo”) The State of Illinois March 18, 2014 100% Psoria Development Company LLC. (“PDC”) The State of Illinois January 15, 2015 50%

Note 3 - Discontinued Operati27

Note 3 - Discontinued Operations: Discontinued Operations, Statements of Operations (Tables)	3 Months Ended
	Dec. 31, 2017
Tables/Schedules
Discontinued Operations, Statements of Operations	Components of the statement of operations relating to NPC for the three months ended December 31, 2016 were as follows: Total Sales $ 37,402 Operating expenses 78,964 Loss from discontinued operations $ (41,562)

Note 5 - Convertible Note Agr28

Note 5 - Convertible Note Agreement: Convertible Debt (Tables)	3 Months Ended
	Dec. 31, 2017
Tables/Schedules
Convertible Debt	December 31, September 30, 2017 2017 Convertible note payable $ 165,000 $ 165,000 Debt discount – unamortized balance (45,070) (115,116) Convertible note payable, net $ 119,930 $ 49,884

Note 6 - Shareholders' Equity_

Note 6 - Shareholders' Equity: Share-based Compensation, Activity (Tables)	3 Months Ended
	Dec. 31, 2017
Tables/Schedules
Share-based Compensation, Activity	Number of Option Shares Exercise Price Range Per Share Weighted Average Exercise Price Fair Value at Date of Grant Balance, September 30, 2017 6,822,500 $ 0.10 - 2.00 $ 0.51 $ 1,865,628 Granted - - - - Cancelled - - - - Exercised - - - - Expired - - - - Balance, December 31, 2017 6,822,500 $ 0.10 – 2.00 $ 0.51 $ 1,865,628 Vested and exercisable, December 31, 2017 6,822,500 $ 0.10 – 2.00 $ 0.51 $ 1,865,628 Unvested, December 31, 2017 - $ - $ - $ -

Note 6 - Shareholders' Equity30

Note 6 - Shareholders' Equity: Schedule of information concerning outstanding and exercisable options (Tables)	3 Months Ended
	Dec. 31, 2017
Tables/Schedules
Schedule of information concerning outstanding and exercisable options	Options Outstanding Options Exercisable Range of Exercise Prices Number Outstanding Average Remaining Contractual Life (in years) Weighted Average Exercise Price Number Exercisable Average Remaining Contractual Life (in years) Weighted Average Exercise Price $0.10 - 0.39 3,300,000 3.31 $ 0.17 3,300,000 3.31 $ 0.17 0.40 - 0.99 2,122,500 1.30 0.40 2,122,500 1.30 0.40 1.00 - 1.99 750,000 3.00 1.00 750,000 3.00 1.00 2.00 650,000 3.00 2.00 650,000 3.00 2.00 $0.01 - 2.00 6,822,500 2.62 $ 0.51 6,822,500 2.62 $ 0.51

Note 6 - Shareholders' Equity31

Note 6 - Shareholders' Equity: Schedule of Warrant Activity (Tables)	3 Months Ended
	Dec. 31, 2017
Tables/Schedules
Schedule of Warrant Activity	Number of Warrant Shares Exercise Price Range Per Share Weighted Average Exercise Price Fair Value at Date of Issuance Balance, September 30, 2017 64,161,304 $ 0.12 - 1.00 $ 0.24 $ 2,151,219 Granted - - - - Cancelled - - - - Exercised (924,286) 0.12 0.12 - Expired (520,999) 0.45 0.45 - Balance, December 31, 2017 62,716,019 $ 0.12 - 1.00 $ 0.24 $ 2,151,219 Vested and exercisable, December 31, 2017 62,716,019 $ 0.12 - 1.00 $ 0.24 $ 2,151,219 Unvested, December 31, 2017 - $ - $ - $ -

Note 6 - Shareholders' Equity32

Note 6 - Shareholders' Equity: Schedule of Outstanding and Exercisable Warrants (Tables)	3 Months Ended
	Dec. 31, 2017
Tables/Schedules
Schedule of Outstanding and Exercisable Warrants	Options Outstanding Options Exercisable Range of Exercise Prices Number Outstanding Average Remaining Contractual Life (in years) Weighted Average Exercise Price Number Exercisable Average Remaining Contractual Life (in years) Weighted Average Exercise Price $0.12 – 0.20 43,006,773 2.27 $ 0.15 43,006,773 2.27 $ 0.15 0.21 – 0.49 15,209,508 1.17 0.34 15,209,508 1.17 0.34 0.50 – 1.00 4,499,738 0.64 0.75 4,499,738 0.64 0.75 $0.12 – 1.00 62,716,019 1.89 $ 0.24 62,716,019 1.89 $ 0.24

Note 7 - Segment Reporting_ Ass

Note 7 - Segment Reporting: Assets By Segments (Tables)	3 Months Ended
	Dec. 31, 2017
Tables/Schedules
Assets By Segments	Wellness Center USA, Inc. Assets By Segments December 31, 2017 Corporate Medical Devices Authentication and Encryption Total ASSETS Current Assets Cash $ 15,800 $ 2,367 $ 5,427 $ 23,594 Accounts receivable - - 5,000 5,000 Inventories - - 12,112 12,112 Prepaid expenses and other current assets - - 2,396 2,396 Total current assets 15,800 2,367 24,935 43,102 Property and equipment, net 700 - 3,412 4,112 Other assets 15,000 1,760 - 16,760 Total other assets 15,700 1,760 3,412 20,872 TOTAL ASSETS $ 31,500 $ 4,127 $ 28,347 $ 63,974

Note 7 - Segment Reporting_ Ope

Note 7 - Segment Reporting: Operations by Segments (Tables)	3 Months Ended
	Dec. 31, 2017
Tables/Schedules
Operations by Segments	Wellness Center USA, Inc. Operations by Segments For the Three Months Ended December 31, 2017 Corporate Medical Devices Authentication and Encryption Total Sales: Trade $ - $ - $ 15,500 $ 15,500 Consulting services - - 11,000 11,000 Total Sales - - 26,500 26,500 Cost of goods sold - - 16,992 16,992 Gross profit - - 9,508 9,508 Operating expenses 161,405 92,672 80,086 334,163 Loss from operations $ (161,405) $ (92,672) $ (70,578) $ (324,655) Wellness Center USA, Inc. Operations by Segments For the Three Months Ended December 31, 2016 Corporate Medical Devices Authentication and Encryption Total Sales: Trade $ - $ 84,000 $ 5,000 $ 89,000 Consulting services - - 14,125 14,125 Total Sales - 84,000 19,125 103,125 Cost of goods sold - 40,033 20,467 60,500 Gross profit (loss) - 43,967 (1,342) 42,625 Operating expenses 236,905 65,656 114,002 416,563 Loss from operations $ (236,905) $ (21,689) $ (115,344) $ (373,938)

Note 1 - Organization and Bas35

Note 1 - Organization and Basis of Presentation: Organization and Operations (Details)	3 Months Ended
	Dec. 31, 2017
Details
Entity Incorporation, State Country Name	Nevada

Note 1 - Organization and Bas36

Note 1 - Organization and Basis of Presentation: Substantial Doubt about Going Concern (Details) - USD ($)	3 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Sep. 30, 2017
Details
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest	$ (398,002)	$ (415,500)
Net cash used in operating activities from continuing operations	(147,189)	$ (231,092)
Total shareholders' deficit	$ (556,537)		$ (290,449)

Note 2 - Summary of Significa37

Note 2 - Summary of Significant Accounting Policies: Policy 4 - Revenue Recognition (Details) - USD ($)	Dec. 31, 2017	Sep. 30, 2017	Dec. 31, 2016
Details
Deferred revenue	$ 52,348	$ 55,098	$ 55,098

Note 3 - Discontinued Operati38

Note 3 - Discontinued Operations: Discontinued Operations, Statements of Operations (Details) - Discontinued	3 Months Ended
	Dec. 31, 2017USD ($)
Total Sales	$ 37,402
Operating expenses	78,964
Operating loss	$ (41,562)

Note 4 - Loans Payable from S39

Note 4 - Loans Payable from Shareholders (Details) - USD ($)	3 Months Ended
	Dec. 31, 2017	Sep. 30, 2017
Loans payable from Shareholders
Loans payable, outstanding	$ 89,500	$ 59,000
Debt Instrument, Interest Rate, Stated Percentage	0.00%
Debt Instrument, Payment Terms	due on demand
Proceeds from Loans	$ 30,500
Two unsecured note agreements
Loans payable, outstanding	9,000
Two short-term unsecured loans
Loans payable, outstanding	$ 50,000

Note 5 - Convertible Note Agr40

Note 5 - Convertible Note Agreement: Convertible Debt (Details) - USD ($)	Dec. 31, 2017	Sep. 30, 2017
Details
Convertible note payable	$ 165,000	$ 165,000
Debt discount - unamortized balance	(45,070)	(115,116)
Convertible note payable, net	$ 119,930	$ 49,884

Note 5 - Convertible Note Agr41

Note 5 - Convertible Note Agreement (Details) - Convertible Note 1	3 Months Ended
	Dec. 31, 2017USD ($)
Debt Instrument, Description	Convertible Note Payable Agreement
Debt Instrument, Face Amount	$ 165,000
Long-term Debt, Fair Value	$ 150,000
Debt Instrument, Collateral	unsecured
Debt Instrument, Convertible, Terms of Conversion Feature	convertible at any time after the 90th day from the issue date into the Company’s common
Debt Instrument, Unamortized Discount	$ 150,000

Note 6 - Shareholders' Equity (

Note 6 - Shareholders' Equity (Details)	3 Months Ended
	Dec. 31, 2017USD ($)shares
Aggregate intrinsic value for option shares outstanding | $	$ 119,688
Shares of stock options remaining available for issuance | shares	677,500
Aggregate intrinsic value for warrant shares outstanding | $	$ 1,811,221
Transaction 1
Shares, Issued | shares	120,000
Stock Issued | $	$ 21,000
Transaction 2
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures | shares	924,286

Note 6 - Shareholders' Equity43

Note 6 - Shareholders' Equity: Share-based Compensation, Activity (Details) - Stock option	3 Months Ended
	Dec. 31, 2017USD ($)$ / sharesshares
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Beginning Balance | shares	6,822,500
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Beginning Balance	$ 0.51
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $	$ 1,865,628
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | shares	0
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price	$ 0
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | shares	0
Share-based Compensation Arrangements by Share-based Payment Award, Options, Forfeitures in Period, Weighted Average Exercise Price	$ 0
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | shares	0
Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price	$ 0
Share-based Compensation Arrangement by Share-based Payment Award, Options, Expirations in Period | shares	0
Share-based Compensation Arrangements by Share-based Payment Award, Options, Expirations in Period, Weighted Average Exercise Price	$ 0
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Ending Balance | shares	6,822,500
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Ending Balance	$ 0.51
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $	$ 1,865,628
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | shares	6,822,500
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price	$ 0.51
Minimum
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Beginning Balance	0.10
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Ending Balance	0.10
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price	0.10
Maximum
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Beginning Balance	2
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Ending Balance	2
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price	$ 2

Note 6 - Shareholders' Equity44

Note 6 - Shareholders' Equity: Schedule of information concerning outstanding and exercisable options (Details) - Stock option - $ / shares	Dec. 31, 2017	Sep. 30, 2017
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number	6,822,500	6,822,500
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price	$ 0.51	$ 0.51
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number	6,822,500
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price	$ 0.51
$0.10 - 0.39
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number	3,300,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term	3 years 3 months 22 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price	$ 0.17
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number	3,300,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term	3 years 3 months 22 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price	$ 0.17
0.40 - 0.99
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number	2,122,500
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term	1 year 3 months 18 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price	$ 0.40
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number	2,122,500
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term	1 year 3 months 18 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price	$ 0.40
1.00 - 1.99
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number	750,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term	3 years
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price	$ 1
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number	750,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term	3 years
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price	$ 1
2
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number	650,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term	3 years
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price	$ 2
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number	650,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term	3 years
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price	$ 2
$0.01 - 2.00
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number	6,822,500
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term	2 years 7 months 13 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price	$ 0.51
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number	6,822,500
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term	2 years 7 months 13 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price	$ 0.51

Note 6 - Shareholders' Equity45

Note 6 - Shareholders' Equity: Schedule of Warrant Activity (Details) - Warrants	3 Months Ended
	Dec. 31, 2017$ / sharesshares
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Beginning Balance | shares	64,161,304
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Beginning Balance	$ 0.24
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | shares	0
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price	$ 0
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | shares	0
Share-based Compensation Arrangements by Share-based Payment Award, Options, Forfeitures in Period, Weighted Average Exercise Price	$ 0
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | shares	(924,286)
Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price	$ 0.12
Share-based Compensation Arrangement by Share-based Payment Award, Options, Expirations in Period | shares	(520,999)
Share-based Compensation Arrangements by Share-based Payment Award, Options, Expirations in Period, Weighted Average Exercise Price	$ 0.45
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Ending Balance | shares	62,716,019
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Ending Balance	$ 0.24
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | shares	62,716,019
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price	$ 0.24
Minimum
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Beginning Balance	0.12
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Ending Balance	0.12
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price	0.12
Maximum
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Beginning Balance	1
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Ending Balance	1
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price	$ 1

Note 6 - Shareholders' Equity46

Note 6 - Shareholders' Equity: Schedule of Outstanding and Exercisable Warrants (Details) - Warrants - $ / shares	Dec. 31, 2017	Sep. 30, 2017
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number	62,716,019	64,161,304
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price	$ 0.24	$ 0.24
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number	62,716,019
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price	$ 0.24
$0.12 - 0.20
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number	43,006,773
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term	2 years 3 months 7 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price	$ 0.15
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number	43,006,773
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term	2 years 3 months 7 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price	$ 0.15
0.21 - 0.49
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number	15,209,508
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term	1 year 2 months 1 day
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price	$ 0.34
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number	15,209,508
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term	1 year 2 months 1 day
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price	$ 0.34
0.50 - 1.00
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number	4,499,738
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term	7 months 20 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price	$ 0.75
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number	4,499,738
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term	7 months 20 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price	$ 0.75
$0.12 - 1.00
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number	62,716,019
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term	1 year 10 months 20 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price	$ 0.24
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number	62,716,019
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term	1 year 10 months 20 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price	$ 0.24

Note 7 - Segment Reporting_ A47

Note 7 - Segment Reporting: Assets By Segments (Details) - USD ($)	Dec. 31, 2017	Sep. 30, 2017	Dec. 31, 2016	Sep. 30, 2016
Current Assets
Cash and cash equivalents	$ 23,594	$ 29,369	$ 145,250	$ 81,479
Accounts receivable	5,000	24,999
Inventories	12,112	12,335
Prepaid expenses	2,396	1,751
Total current assets	43,102	68,454
Property and equipment, net	4,112	5,126
Other Assets, Noncurrent	16,760
Total Other Assets	20,872	21,886
Total assets	63,974	$ 90,340
Corporate
Current Assets
Cash and cash equivalents	15,800
Accounts receivable	0
Inventories	0
Prepaid expenses	0
Total current assets	15,800
Property and equipment, net	700
Other Assets, Noncurrent	15,000
Total Other Assets	15,700
Total assets	31,500
Medical Devices
Current Assets
Cash and cash equivalents	2,367
Accounts receivable	0
Inventories	0
Prepaid expenses	0
Total current assets	2,367
Property and equipment, net	0
Other Assets, Noncurrent	1,760
Total Other Assets	1,760
Total assets	4,127
Authentication and Encryption
Current Assets
Cash and cash equivalents	5,427
Accounts receivable	5,000
Inventories	12,112
Prepaid expenses	2,396
Total current assets	24,935
Property and equipment, net	3,412
Other Assets, Noncurrent	0
Total Other Assets	3,412
Total assets	$ 28,347

Note 7 - Segment Reporting_ O48

Note 7 - Segment Reporting: Operations by Segments (Details) - USD ($)	3 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Sales:
Trade	$ 15,500	$ 89,000
Consulting services	11,000	14,125
Total Sales	26,500	103,125
Cost of goods sold	16,992	60,500
Gross profit	9,508	42,625
Operating expenses	334,163	416,563
Operating loss	(324,655)	(373,938)
Corporate
Sales:
Trade	0	0
Consulting services	0	0
Total Sales	0	0
Cost of goods sold	0	0
Gross profit	0	0
Operating expenses	161,405	236,905
Operating loss	(161,405)	(236,905)
Medical Devices
Sales:
Trade	0	84,000
Consulting services	0	0
Total Sales	0	84,000
Cost of goods sold	0	40,033
Gross profit	0	43,967
Operating expenses	92,672	65,656
Operating loss	(92,672)	(21,689)
Authentication and Encryption
Sales:
Trade	15,500	5,000
Consulting services	11,000	14,125
Total Sales	26,500	19,125
Cost of goods sold	16,992	20,467
Gross profit	9,508	(1,342)
Operating expenses	80,086	114,002
Operating loss	$ (70,578)	$ (115,344)

Note 9 - Subsequent Events (Det

Note 9 - Subsequent Events (Details)	3 Months Ended
	Dec. 31, 2017USD ($)shares
Event 1
Subsequent Event, Date	Jan. 1, 2018
Subsequent Event, Description	Company entered into employment agreements with three employees of SCI
Event 2
Subsequent Event, Description	Company entered into a promissory note payable agreement with one of its investors
Proceeds from Loans	$ 50,000
Event 3
Subsequent Event, Description	Company entered into a promissory note payable agreement with one of its investors
Proceeds from Loans	$ 37,500
Event 4
Subsequent Event, Description	Company entered into a promissory note payable agreement with one of its investors
Proceeds from Loans	$ 30,000
Event 5
Subsequent Event, Description	Company issued 30,000 shares of its common stock for services provided by a PSI consultant
Stock Issued	$ 30,000
Event 6
Subsequent Event, Description	warrants were exercised to purchase 416,667 shares of the Company’s common stock
Stock Issued	$ 50,000
Shares, Issued | shares	416,667