Wellness Center USA (WCUI) 10-Q 29 Mar 19 2019 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information	3 Months Ended
	Dec. 31, 2018shares
Document And Entity Information
Entity Registrant Name	Wellness Center USA, Inc.
Entity Central Index Key	0001516887
Document Type	10-Q
Document Period End Date	Dec. 31, 2018
Amendment Flag	false
Current Fiscal Year End Date	--09-30
Entity Filer Category	Non-accelerated Filer
Entity Small Business Flag	true
Entity Emerging Growth Company	false
Entity Ex Transition Period	false
Entity Common Stock, Shares Outstanding	103,697,867
Trading Symbol	WCUI
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2019

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)	Dec. 31, 2018	Sep. 30, 2018
Current Assets
Cash	$ 134,750	$ 4,210
Prepaid expenses and other current assets		1,550
Total Current Assets	134,750	5,760
Property and equipment, net	2,355	2,619
Other assets	16,760	16,760
Total Other Assets	19,115	19,379
TOTAL ASSETS	153,865	25,139
Current Liabilities
Accounts payable and accrued expenses	626,584	572,753
Deferred revenue	9,750	8,624
Convertible notes payable	88,611	202,922
Loans payable from officers and shareholders	126,000	66,000
Total Current Liabilities	850,945	850,299
Shareholders' Deficit
Common stock, par value $0.001, 185,000,000 shares authorized; 103,697,867 and 100,952,569 shares issued and outstanding, respectively	103,698	100,952
Additional paid-in capital	22,627,891	22,450,252
Accumulated deficit	(23,548,669)	(22,974,740)
Total Wellness Center USA shareholders' deficit	(817,080)	(423,536)
Non-controlling interest	120,000	(401,624)
Total Shareholder's deficit	(697,080)	(825,160)
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT	$ 153,865	$ 25,139

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2018	Sep. 30, 2018
Statement of Financial Position [Abstract]
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	185,000,000	185,000,000
Common stock, shares, issued	103,697,867	100,952,569
Common stock, shares, outstanding	103,697,867	100,952,569

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended
	Dec. 31, 2018	Dec. 31, 2017
Sales:
Total Sales	$ 12,875	$ 26,500
Cost of goods sold	7,725	16,992
Gross profit	5,150	9,508
Operating expenses	475,864	334,163
Loss from operations	(470,714)	(324,655)
Other expenses
Amortization of debt discount	(50,689)	(70,047)
Financing costs	(51,434)
Interest expense	(4,851)	(3,300)
Total other expenses	(106,974)	(73,347)
NET LOSS	(577,688)	(398,002)
Net loss attributable to non-controlling interest	3,759	45,969
NET LOSS ATTRIBUTABLE TO WELLNESS CENTER USA, INC.	$ (573,929)	$ (352,033)
BASIC AND DILUTED LOSS PER SHARE	$ (0.01)	$ 0
WEIGHTED-AVERAGE COMMON SHARES OUTSTANDING BASIC AND DILUTED	100,952,569	90,336,112
Trade [Member]
Sales:
Total Sales	$ 7,675	$ 15,500
Consulting Services [Member]
Sales:
Total Sales	$ 5,200	$ 11,000

Condensed Consolidated Statem_2

Condensed Consolidated Statement of Shareholders' Deficit (Unaudited) - 3 months ended Dec. 31, 2018 - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Accumulated Deficit [Member]	Total WCUI Deficit [Member]	Non-controlling Interest [Member]	Total
Balance at Sep. 30, 2018	$ 100,952	$ 22,450,252	$ (22,974,740)	$ (423,536)	$ (401,624)	$ (825,160)
Balance, shares at Sep. 30, 2018	100,952,569
Common shares issued for cash	$ 143	9,857		10,000		$ 10,000
Common shares issued for cash, shares	142,857					142,857
Shares issued upon conversions of note payable	$ 2,483	171,300		173,783		$ 173,783
Shares issued upon conversions of note payable, shares	2,482,441
Fair value of additional shares issued upon conversions of note payable		51,434		51,434		51,434
Fair value of vested stock options		85,951		85,951		85,951
Fair value of common stock issued for services	$ 120	9,480		9,600		$ 9,600
Fair value of common stock issued for services, shares	120,000					120,000
Termination of non-controlling interest agreement		(405,383)		(405,383)	405,383
Contribution of capital by joint venture partner		255,000		255,000	120,000	375,000
Net loss			(573,929)	(573,929)	(3,759)	(577,688)
Balance at Dec. 31, 2018	$ 103,698	$ 23,033,274	$ (23,954,052)	$ (817,080)	$ 120,000	$ (697,080)
Balance, shares at Dec. 31, 2018	103,697,867

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Dec. 31, 2018	Dec. 31, 2017
Cash Flows from Operating Activities
Net loss	$ (577,688)	$ (398,002)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation expense	264	1,014
Amortization of debt discount	50,689	70,046
Fair value of common shares issued for services	9,600	21,000
Fair value of stock options issued for services	85,951
Fair value of additional shares issued upon conversions of note payable	51,434
(Increase) Decrease in:
Accounts receivable		19,999
Inventories		223
Prepaid expenses and other current assets	1,550	(645)
(Decrease) Increase in:
Accounts payable and accrued expenses	62,615	111,559
Accrued payroll - officers		30,367
Deferred revenue	1,125	(2,750)
Net cash used in operating activities	(314,460)	(147,189)
Cash Flows from Financing Activities
Proceeds from loans payable from officers and shareholders	60,000	30,500
Common stock issued for cash	10,000
Exercise of stock warrants		110,914
Contribution of capital by joint venture partner	375,000
Net cash provided by financing activities	445,000	141,414
Net increase (decrease) in cash	130,540	(5,775)
Cash beginning of period	4,210	29,369
Cash end of period	134,750	23,594
Supplemental cash flows disclosures:
Interest paid
Taxes paid
Supplemental non-cash financing disclosures:
Conversion of convertible note payable into common shares	173,783
Conversion of accrued interest into common shares	8,783
Non-controlling interest's share in losses of a subsidiary	$ 3,759	$ 45,969

Basis of Presentation

Basis of Presentation	3 Months Ended
	Dec. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
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”) and StealthCo Inc. (“SCI”), d/b/a Stealth Mark, Inc. 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, 2018 are not necessarily indicative of the results that may be expected for the year ending September 30, 2019. 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, 2018, the Company incurred a net loss of $577,688 and used cash in operations of $314,460, and had a shareholders’ deficit of $697,080 as of December 31, 2018. 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, 2018 financial statements, has raised substantial doubt about the Company’s ability to continue as a going concern. At December 31, 2018, the Company had cash on hand in the amount of $134,750. 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, 2018, the Company received $445,000 through short-term loans, contributions of capital by a joint venture partner and the sale of common stock. 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.

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Dec. 31, 2018
Accounting Policies [Abstract]
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/November 15, 2018 50 % NEO Phototherapy LLC (“NEO”) The State of Illinois December 2018 50.5 % Through October 2018, PSI was operated by PDC, a joint venture between PSI and the Medical Alliance, Inc (“TMA”). On November 15, 2018, the Company and TMA entered into a Withdraw and Mutual Release Agreement to terminate their joint venture agreement. In December 2018, the Company and its wholly-owned subsidiary, Psoria-Shield, Inc. (“PSI”), entered into a Joint Venture Agreement with PSI Gen 2 Funding, Inc. (“GEN2”), an Illinois corporation, to further development, marketing, licensing and/or sale of PSI technology and products. The joint venture will be conducted through NEO Phototherapy, LLC, a recently formed Illinois limited liability company (“NEO”), with principal offices and records to be maintained at WCUI’s offices. See Non-Controlling Interests in Note 2 for more details. 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 accounts receivable and allowance for uncollectible amounts, inventory and obsolescence reserves, accruals for potential liabilities, valuations of stock-based compensation, realization of deferred tax assets, 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, 2018 and 2017, the basic and diluted shares outstanding were the same, as potentially dilutive shares were considered anti-dilutive. At December 31, 2018 and 2017, the dilutive impact of outstanding stock options of 17,587,738 and 6,822,000 shares, respectively, and outstanding warrants for 68,192,442 and 62,716,019 shares, respectively, have been excluded because their impact on the loss per share is anti-dilutive. Revenue Recognition In May 2014, the FASB issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606). For trade sales, the Company generates its revenue from sales contracts with customers with revenues being generated upon the shipment of merchandise, or for c We sell our products through two main sales channels: 1) directly to customers who use our products (the “Direct Channel”) and 2) to distribution partners who resell our products (the “Indirect Channel”). Under the Direct Channel, we sell our products to and we receive payment directly from customers who purchase our products. Under our Indirect Channel, we have entered into distribution agreements that allow the distributors to sell our products and fulfill performance obligations under the agreements. We determine revenue recognition through the following steps: ● Identification of the contract, or contracts, with a customer ● Identification of the performance obligations in the contract ● Determination of the transaction price ● Allocation of the transaction price to the performance obligations in the contract ● Recognition of revenue when, or as, we satisfy a performance obligation. Revenue is generally recognized upon shipment or when a service has been completed, unless we have significant performance obligations for services still to be completed. We recognize revenue when a material reversal is no longer probable. Payments received before the relevant criteria for revenue recognition are satisfied are recorded as deferred revenue. Deferred revenue at December 31, 2018 and 2017 was $9,750 and $8,624, respectively. Non-controlling Interests Through November 2018, non-controlling interest represented 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. On November 15, 2018, PSI and TMA entered into a Withdraw and Mutual Release Agreement to terminate their joint venture agreement. On the date of termination, the non-controlling interest’s share of the accumulated losses of the joint venture totaled to $405,383. Upon termination, during the three months ended December 31, 2018, the Company forgave the non-controlling interest’s share of the accumulated losses and recorded a reduction of additional paid-in-capital of $405,383. In December 2018, PSI entered into a Joint Venture Agreement with GEN2 to further development, marketing, licensing and/or sale of PSI technology and products. The joint venture will be conducted through NEO. PSI and GEN2 will be the members of NEO, owning 50.5% and 36.0%, respectively, of the Units issued in connection with the organization of NEO. An additional 13.5% of such Units will be reserved for issuance as incentives for key employees and consultants. Until such shares are distributed, the Company controls 68% of the joint venture and GEN2 the remaining 32%. PSI and GEN2 will manage NEO’s day-to-day operations. PSI will contribute PSI technology to NEO and GEN2 will contribute $700,000. Repayment of the $700,000 investment by GEN2 will begin through and upon the date which NEO has realized and retained cumulative net income/distributable cash in the amount of $300,000. Distributions thereafter will be made to PSI, GEN2 and other members in proportion to their respective Unit ownership, at the times and in the manner determined from time to time by the managers, in their sole discretion. GEN2 consists of accredited investors, and investment participation from several WCUI officers and directors, including Calvin R. O’Harrow and Roy M. Harsch. As of December 31, 2018, GEN2 had received $375,000 of investments to contribute to NEO and the Company recorded its proportionate share of $255,000 to additional paid-in-capital and $120,000 to non-controlling interest. During the three months ended December 31, 2018, NEO did not record any income or expenses relating to its operations. 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 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.

Loans Payable from Officers and

Loans Payable from Officers and Shareholders	3 Months Ended
	Dec. 31, 2018
Debt Disclosure [Abstract]
Loans Payable from Officers and Shareholders	NOTE 3 – LOANS PAYABLE FROM OFFICERS AND SHAREHOLDERS As of September 30, 2018, loans payable from officers and shareholders of $66,000 were outstanding. During the three months ended December 31, 2018, the Company borrowed $60,000 from its Officers and Directors. All of the loans are unsecured, have an interest rate of eight percent and are due one year from the date of issuance. As of December 31, 2018, loans payable to officers and shareholders of $126,000 were outstanding.

Convertible Note Agreements

Convertible Note Agreements	3 Months Ended
	Dec. 31, 2018
Debt Disclosure [Abstract]
Convertible Note Agreements	NOTE 4 – CONVERTIBLE NOTE AGREEMENTS December 31, 2018 September 30, 2018 Convertible note payable (a) $ - $ 165,000 Convertible note payable (b) 110,000 110,000 Debt discount – unamortized balance (21,389 ) (72,078 ) Convertible note payable, net $ 88,611 $ 202,922 (a) On March 5, 2018, 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 after payment of a $15,000 fee to the lender was $150,000. In connection with the agreement, the Company issued the individual 300,000 restricted shares of its common stock with a fair value of $48,000 and warrants to purchase 660,000 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 $0.20 per share. The note payable accrues interest at eight percent per annum, is unsecured and is convertible at any time after the 90 th The Company calculated the related fair value of the warrants issued to the noteholder to be $55,032 using a Black Scholes Merton option pricing model and performing a relative value calculation. The Company then made a calculation to determine if a beneficial conversion feature (BCF) existed. The beneficial conversion was based upon the effective conversion price based on the proceeds received that were allocated to the convertible instrument. Based upon the Company’s calculation, it was determined that a beneficial conversion feature existed amounting to $94,968 and was recorded as a debt discount. As such the Company recognized a debt discount at the date of issuance in the aggregate amount of $165,000 relating to the $15,000 fees paid to the lender, the relative value of the warrants and the BCF. The note discount is being amortized over the term of the note and the unamortized portion is recognized as a reduction to the carrying amount of the Convertible note (a valuation debt discount). During the three months ended December 31, 2018, the individual converted $165,000 of the convertible note payable and $8,783 of accrued interest into 2,482,441 shares of the Company’s common stock. During the three months ended December 31, 2018, the Company amortized the remaining $3,837 of debt discount, leaving no unamortized balance at December 31, 2018. During the three months ended December 31, 2018, the Company amended the terms of the agreement by extending the maturity date to January 2019 and reducing the conversion price to $0.07 per share, from $0.10 per share. The reduction of the conversion price caused the Company to issue an additional 744,732 shares, which on the conversion dates had a combined total fair value of $51,434, which was recorded a financing cost during the three months ended December 31, 2018. (b) On July 11, 2018, the Company entered into another Convertible Note Payable Agreement with the same individual under which the Company borrowed an additional $110,000. Net proceeds received by the Company under the agreement after payment of a $10,000 fee to the lender was $100,000. In connection with the agreement, the Company issued the individual 200,000 restricted shares of its common stock with a fair value of $36,000 and warrants to purchase 440,000 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 $0.18 per share. The note payable accrues interest at eight percent per annum, is unsecured and is convertible at any time after the 90 th The Company calculated the related fair value of the warrants issued to the noteholder to be $66,440 using a Black Scholes Merton option pricing model and performing a relative value calculation. The Company then made a calculation to determine if a beneficial conversion feature (BCF) existed. The beneficial conversion was based upon the effective conversion price based on the proceeds received that were allocated to the convertible instrument. Based upon the Company’s calculation, it was determined that a beneficial conversion feature existed amounting to $33,560 and was recorded as a debt discount. As such the Company recognized a debt discount at the date of issuance in the aggregate amount of $110,000 relating to the $10,000 fees paid to the lender, the relative value of the warrants and the BCF. The note discount is being amortized over the term of the note and the unamortized portion is recognized as a reduction to the carrying amount of the Convertible note (a valuation debt discount). As of September 30, 2018, the Company had amortized $41,759 of debt discount, leaving an unamortized balance of $68,241 at September 30, 2018. During the three months ended December 31, 2018, the Company amortized $46,852 of debt discount, leaving an unamortized balance of $21,389 at December 31, 2018.

Shareholders' Equity

Shareholders' Equity	3 Months Ended
	Dec. 31, 2018
Equity [Abstract]
Shareholders' Equity	NOTE 5 – SHAREHOLDERS’ EQUITY Common shares issued for cash During the three months ended December 31, 2018, the Company received $10,000 from the sale of 142,857 shares of its common stock. In connection with the sale, the Company issued a warrant to the shareholder to purchase 284,714 shares of the Company’s common stock. The warrant expires five years from the date of grant and has an exercise price of $0.15 per share. Common shares issued for Services During the three months ended December 31, 2018, the Company issued 120,000 shares of its common stock valued at $9,600 for services provided by 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. Effective January 1, 2018, the Board of Directors approved to increase the number of authorized shares of the Company’s common stock that may be subject to, or issued pursuant to, the terms of the plan from 7,500,000 to 30,000,000. The Company’s policy is to recognize compensation cost for awards with only service conditions and a graded vesting schedule on a straight-line basis over the requisite service period for the entire award. Additionally, the Company’s policy is to issue new shares of common stock to satisfy stock option exercises. The Company applied fair value accounting for all share based payments awards. The fair value of each option granted is estimated on the date of grant using the Black-Scholes option-pricing model. During the three months ended December 31, 2018, the Company granted an option to an employee to purchase 62,500 shares of its common stock with a fair value of $3,206. The option has an exercise price of $0.06 per share and expires five years from the date of grant. The shares vested on December 31, 2018. The Company valued the option using a Black-Scholes option pricing model. The assumptions used for the option granted during the three months ended December 31, 2018 are as follows: Exercise price $ 0.06 Expected dividends - Expected volatility 126.8 % Risk free interest rate 2.85 % Expected life of options 2.5 During the three months ended December 31, 2018, the Company recorded $85,951 of stock compensation for the fair value of the vested options, and as of December 31, 2018, unvested compensation of $614,914 remained that will be amortized over the remaining vesting period. The table below summarizes the Company’s stock option activities for the three months ended December 31, 2018: Number of Option Shares Exercise Price Range Per Share Weighted Average Exercise Price Fair Value at Date of Grant Balance, September 30, 2018 17,946,667 $ 0.10 - 2.00 $ 0.28 $ 3,244,755 Granted 62,500 0.06 0.06 3,206 Cancelled (421,429 ) 0.19 0.19 - Exercised - - - - Expired - - - - Balance, December 31, 2018 17,587,738 $ 0.06 – 2.00 $ 0.28 $ 3,247,961 Vested and exercisable, December 31, 2018 12,418,095 $ 0.06 – 2.00 $ 0.34 $ 2,153,024 Unvested, December 31, 2018 5,591,072 $ 0.14 – 0.19 $ 0.15 $ 1,094,937 There was no aggregate intrinsic value for option shares outstanding at December 31, 2018. As of December 31, 2018, there were 11,990,833 shares of stock options remaining available for issuance under the 2010 Plan. The following table summarizes information concerning outstanding and exercisable options as of December 31, 2018: 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 $ 0.06 - 0.39 14,075,238 3.79 $ 0.15 8,905,595 3.53 $ 0.15 0.40 - 0.99 2,112,500 0.31 0.40 2,112,500 0.31 0.40 1.00 - 1.99 750,000 2.00 1.00 750,000 2.00 1.00 2.00 650,000 2.00 2.00 650,000 2.00 2.00 $ 0.06 - 2.00 17,587,738 3.23 $ 0.28 12,418,095 2.81 $ 0.34 Stock Warrants During the three months ended December 31, 2018, the Company issued a warrant to purchase 284,714 shares with an exercise price of $0.15 per share as part of the sale of equity units. The warrant expires five years from the date of grant. The table below summarizes the Company’s warrants activities for the three months ended December 31, 2018: Number of Warrant Shares Exercise Price Range Per Share Weighted Average Exercise Price Fair Value at Date of Issuance Balance, September 30, 2018 67,907,728 $ 0.12 - 0.67 $ 0.17 $ 3,434,560 Granted 284,714 0.15 0.15 17,803 Cancelled - - - - Exercised - - - - Expired - - - - Balance, December 31, 2018 68,192,442 $ 0.12 - 0.67 $ 0.17 $ 3,452,363 Vested and exercisable, December 31, 2018 68,192,442 $ 0.12 - 0.67 $ 0.17 $ 3,452,363 Unvested, December 31, 2018 - $ - $ - $ - There was no aggregate intrinsic value for warrant shares outstanding at December 31, 2018. The following table summarizes information concerning outstanding and exercisable warrants as of December 31, 2018: Warrants Outstanding Warrants 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 59,279,384 2.61 $ 0.15 59,279,384 2.61 $ 0.15 0.21 – 0.49 8,574,570 1.36 0.28 8,574,570 1.36 0.28 0.50 – 0.67 338,488 0.30 0.68 338,488 0.30 0.68 $ 0.12 – 0.67 68,192,442 2.46 $ 0.17 68,192,442 2.46 $ 0.17

Segment Reporting

Segment Reporting	3 Months Ended
	Dec. 31, 2018
Segment Reporting [Abstract]
Segment Reporting	NOTE 6 – 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. 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. December 31, 2018 Corporate Medical Devices Authentication and Encryption Total ASSETS Current Assets Cash $ 36,996 $ 97,307 $ 447 $ 134,750 Total current assets 36,996 97,307 447 134,750 Property and equipment, net - - 2,355 2,355 Other assets 15,000 1,760 - 16,760 Total other assets 15,000 1,760 2,355 19,115 TOTAL ASSETS $ 51,996 $ 99,067 $ 2,802 $ 153,865 Wellness Center USA, Inc. Operations by Segments For the Period Ended December 31, 2018 Corporate Medical Devices Authentication and Encryption Total Sales: Trade $ - $ - $ 7,675 $ 7,675 Consulting services - - 5,200 5,200 Total Sales - - 12,875 12,875 Cost of goods sold - - 7,725 7,725 Gross profit - - 5,150 5,150 Operating expenses 254,429 119,720 101,715 475,864 Loss from operations $ (254,429 ) $ (119,720 ) $ (96,565 ) $ (470,714 ) Wellness Center USA, Inc. Operations by Segments For the Period 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 )

Legal Matters

Legal Matters	3 Months Ended
	Dec. 31, 2018
Commitments and Contingencies Disclosure [Abstract]
Legal Matters	NOTE 7 – 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. However, we recently decided to attempt to preserve revenue and reduce operating expenses through actions including, but not limited to, facilities consolidation and staff reductions, which we hope to implement through negotiated transactions with lessors, employees and other third parties. Such actions may result in disputes with and claims by such parties which, if not resolved through negotiations, may impact negatively the Company’s ability to continue as a going concern. In periodic reports on Forms 10K and 10Q for the periods ending September 30, 2017 and December 31, 2017, respectively, the Company disclosed that on May 25, 2017, the SEC’s Chicago Regional Office informed it that it had made a preliminary determination to recommend filing of an enforcement action against the Company and its CEO based on possible violations of Section 10(b) of the Exchange Act and Rule 10b-5 thereunder, and Section 17(a) of the Securities Act, and Section 15(a) of the Exchange Act. Subsequent discussions resulted in the submission of an Offer of Settlement (“Settlement”) through an administrative cease and desist action on November 17, 2017, which was accepted by the SEC on April 12, 2018, as disclosed on Form 8K filed April 18, 2018. Pursuant to the Settlement, the Company neither admitted nor denied any of the allegations, but was enjoined from violating the above-referenced Sections and Rule. The Settlement imposed no financial penalties or sanctions against the Company. The Form 8K also disclosed that on April 13, 2018, the SEC filed a separate complaint against the CEO in the U.S. District Court for the Northern District of Illinois, asserting the allegations noted above, as well as allegations that he manipulated the price of company shares through undisclosed trading, realizing more than $130,000 from such trading. On the date of filing, the CEO voluntarily resigned as an officer and director of the Company. Without admitting or denying the allegations, the CEO consented to the entry of the judgment, which was entered on September 26, 2018 by the U.S. District Court for the Northern District of Illinois. The judgment permanently enjoined him from violating the anti-fraud provisions of Section 17(a) of the Securities Act of 1933, Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder, and the broker registration provisions of Section 15(a) of the Exchange Act. It also bars him from serving as an officer or director of a public company and from participating in penny stock offerings, and ordered disgorgement and interest and penalties to be determined by the court. On January 31, 2019, the employment agreement between the Company and its ex-CEO dated April 1, 2018 was terminated and his service thereunder as Director of Business Development ceased as of that date.

Subsequent Events

Subsequent Events	3 Months Ended
	Dec. 31, 2018
Subsequent Events [Abstract]
Subsequent Events	NOTE 8 – SUBSEQUENT EVENTS [OPEN]

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Dec. 31, 2018
Accounting Policies [Abstract]
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/November 15, 2018 50 % NEO Phototherapy LLC (“NEO”) The State of Illinois December 2018 50.5 % Through October 2018, PSI was operated by PDC, a joint venture between PSI and the Medical Alliance, Inc (“TMA”). On November 15, 2018, the Company and TMA entered into a Withdraw and Mutual Release Agreement to terminate their joint venture agreement. In December 2018, the Company and its wholly-owned subsidiary, Psoria-Shield, Inc. (“PSI”), entered into a Joint Venture Agreement with PSI Gen 2 Funding, Inc. (“GEN2”), an Illinois corporation, to further development, marketing, licensing and/or sale of PSI technology and products. The joint venture will be conducted through NEO Phototherapy, LLC, a recently formed Illinois limited liability company (“NEO”), with principal offices and records to be maintained at WCUI’s offices. See Non-Controlling Interests in Note 2 for more details.
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 accounts receivable and allowance for uncollectible amounts, inventory and obsolescence reserves, accruals for potential liabilities, valuations of stock-based compensation, realization of deferred tax assets, among others. Actual results could differ from these estimates.
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, 2018 and 2017, the basic and diluted shares outstanding were the same, as potentially dilutive shares were considered anti-dilutive. At December 31, 2018 and 2017, the dilutive impact of outstanding stock options of 17,587,738 and 6,822,000 shares, respectively, and outstanding warrants for 68,192,442 and 62,716,019 shares, respectively, have been excluded because their impact on the loss per share is anti-dilutive.
Revenue Recognition	Revenue Recognition In May 2014, the FASB issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606). For trade sales, the Company generates its revenue from sales contracts with customers with revenues being generated upon the shipment of merchandise, or for c We sell our products through two main sales channels: 1) directly to customers who use our products (the “Direct Channel”) and 2) to distribution partners who resell our products (the “Indirect Channel”). Under the Direct Channel, we sell our products to and we receive payment directly from customers who purchase our products. Under our Indirect Channel, we have entered into distribution agreements that allow the distributors to sell our products and fulfill performance obligations under the agreements. We determine revenue recognition through the following steps: ● Identification of the contract, or contracts, with a customer ● Identification of the performance obligations in the contract ● Determination of the transaction price ● Allocation of the transaction price to the performance obligations in the contract ● Recognition of revenue when, or as, we satisfy a performance obligation. Revenue is generally recognized upon shipment or when a service has been completed, unless we have significant performance obligations for services still to be completed. We recognize revenue when a material reversal is no longer probable. Payments received before the relevant criteria for revenue recognition are satisfied are recorded as deferred revenue. Deferred revenue at December 31, 2018 and 2017 was $9,750 and $8,624, respectively.
Non-Controlling Interests	Non-controlling Interests Through November 2018, non-controlling interest represented 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. On November 15, 2018, PSI and TMA entered into a Withdraw and Mutual Release Agreement to terminate their joint venture agreement. On the date of termination, the non-controlling interest’s share of the accumulated losses of the joint venture totaled to $405,383. Upon termination, during the three months ended December 31, 2018, the Company forgave the non-controlling interest’s share of the accumulated losses and recorded a reduction of additional paid-in-capital of $405,383. In December 2018, PSI entered into a Joint Venture Agreement with GEN2 to further development, marketing, licensing and/or sale of PSI technology and products. The joint venture will be conducted through NEO. PSI and GEN2 will be the members of NEO, owning 50.5% and 36.0%, respectively, of the Units issued in connection with the organization of NEO. An additional 13.5% of such Units will be reserved for issuance as incentives for key employees and consultants. Until such shares are distributed, the Company controls 68% of the joint venture and GEN2 the remaining 32%. PSI and GEN2 will manage NEO’s day-to-day operations. PSI will contribute PSI technology to NEO and GEN2 will contribute $700,000. Repayment of the $700,000 investment by GEN2 will begin through and upon the date which NEO has realized and retained cumulative net income/distributable cash in the amount of $300,000. Distributions thereafter will be made to PSI, GEN2 and other members in proportion to their respective Unit ownership, at the times and in the manner determined from time to time by the managers, in their sole discretion. GEN2 consists of accredited investors, and investment participation from several WCUI officers and directors, including Calvin R. O’Harrow and Roy M. Harsch. As of December 31, 2018, GEN2 had received $375,000 of investments to contribute to NEO and the Company recorded its proportionate share of $255,000 to additional paid-in-capital and $120,000 to non-controlling interest. During the three months ended December 31, 2018, NEO did not record any income or expenses relating to its operations.
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.
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements 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.

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	3 Months Ended
	Dec. 31, 2018
Accounting Policies [Abstract]
Schedule of Company's Consolidated Subsidiaries	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/November 15, 2018 50 % NEO Phototherapy LLC (“NEO”) The State of Illinois December 2018 50.5 %

Convertible Note Agreements (Ta

Convertible Note Agreements (Tables)	3 Months Ended
	Dec. 31, 2018
Debt Disclosure [Abstract]
Schedule of Convertible Notes Payable	December 31, 2018 September 30, 2018 Convertible note payable (a) $ - $ 165,000 Convertible note payable (b) 110,000 110,000 Debt discount – unamortized balance (21,389 ) (72,078 ) Convertible note payable, net $ 88,611 $ 202,922 (a) On March 5, 2018, 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 after payment of a $15,000 fee to the lender was $150,000. In connection with the agreement, the Company issued the individual 300,000 restricted shares of its common stock with a fair value of $48,000 and warrants to purchase 660,000 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 $0.20 per share. The note payable accrues interest at eight percent per annum, is unsecured and is convertible at any time after the 90 th The Company calculated the related fair value of the warrants issued to the noteholder to be $55,032 using a Black Scholes Merton option pricing model and performing a relative value calculation. The Company then made a calculation to determine if a beneficial conversion feature (BCF) existed. The beneficial conversion was based upon the effective conversion price based on the proceeds received that were allocated to the convertible instrument. Based upon the Company’s calculation, it was determined that a beneficial conversion feature existed amounting to $94,968 and was recorded as a debt discount. As such the Company recognized a debt discount at the date of issuance in the aggregate amount of $165,000 relating to the $15,000 fees paid to the lender, the relative value of the warrants and the BCF. The note discount is being amortized over the term of the note and the unamortized portion is recognized as a reduction to the carrying amount of the Convertible note (a valuation debt discount). During the three months ended December 31, 2018, the individual converted $165,000 of the convertible note payable and $8,783 of accrued interest into 2,482,441 shares of the Company’s common stock. During the three months ended December 31, 2018, the Company amortized the remaining $3,837 of debt discount, leaving no unamortized balance at December 31, 2018. During the three months ended December 31, 2018, the Company amended the terms of the agreement by extending the maturity date to January 2019 and reducing the conversion price to $0.07 per share, from $0.10 per share. The reduction of the conversion price caused the Company to issue an additional 744,732 shares, which on the conversion dates had a combined total fair value of $51,434, which was recorded a financing cost during the three months ended December 31, 2018. (b) On July 11, 2018, the Company entered into another Convertible Note Payable Agreement with the same individual under which the Company borrowed an additional $110,000. Net proceeds received by the Company under the agreement after payment of a $10,000 fee to the lender was $100,000. In connection with the agreement, the Company issued the individual 200,000 restricted shares of its common stock with a fair value of $36,000 and warrants to purchase 440,000 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 $0.18 per share. The note payable accrues interest at eight percent per annum, is unsecured and is convertible at any time after the 90 th The Company calculated the related fair value of the warrants issued to the noteholder to be $66,440 using a Black Scholes Merton option pricing model and performing a relative value calculation. The Company then made a calculation to determine if a beneficial conversion feature (BCF) existed. The beneficial conversion was based upon the effective conversion price based on the proceeds received that were allocated to the convertible instrument. Based upon the Company’s calculation, it was determined that a beneficial conversion feature existed amounting to $33,560 and was recorded as a debt discount. As such the Company recognized a debt discount at the date of issuance in the aggregate amount of $110,000 relating to the $10,000 fees paid to the lender, the relative value of the warrants and the BCF. The note discount is being amortized over the term of the note and the unamortized portion is recognized as a reduction to the carrying amount of the Convertible note (a valuation debt discount). As of September 30, 2018, the Company had amortized $41,759 of debt discount, leaving an unamortized balance of $68,241 at September 30, 2018. During the three months ended December 31, 2018, the Company amortized $46,852 of debt discount, leaving an unamortized balance of $21,389 at December 31, 2018.

Shareholders' Equity (Tables)

Shareholders' Equity (Tables)	3 Months Ended
	Dec. 31, 2018
Equity [Abstract]
Schedule of Assumptions Used for Options Granted	The assumptions used for the option granted during the three months ended December 31, 2018 are as follows: Exercise price $ 0.06 Expected dividends - Expected volatility 126.8 % Risk free interest rate 2.85 % Expected life of options 2.5
Schedule of Stock Option Activity	The table below summarizes the Company’s stock option activities for the three months ended December 31, 2018: Number of Option Shares Exercise Price Range Per Share Weighted Average Exercise Price Fair Value at Date of Grant Balance, September 30, 2018 17,946,667 $ 0.10 - 2.00 $ 0.28 $ 3,244,755 Granted 62,500 0.06 0.06 3,206 Cancelled (421,429 ) 0.19 0.19 - Exercised - - - - Expired - - - - Balance, December 31, 2018 17,587,738 $ 0.06 – 2.00 $ 0.28 $ 3,247,961 Vested and exercisable, December 31, 2018 12,418,095 $ 0.06 – 2.00 $ 0.34 $ 2,153,024 Unvested, December 31, 2018 5,591,072 $ 0.14 – 0.19 $ 0.15 $ 1,094,937
Schedule of Outstanding and Exercisable Options by Exercise Price Range	The following table summarizes information concerning outstanding and exercisable options as of December 31, 2018: 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 $ 0.06 - 0.39 14,075,238 3.79 $ 0.15 8,905,595 3.53 $ 0.15 0.40 - 0.99 2,112,500 0.31 0.40 2,112,500 0.31 0.40 1.00 - 1.99 750,000 2.00 1.00 750,000 2.00 1.00 2.00 650,000 2.00 2.00 650,000 2.00 2.00 $ 0.06 - 2.00 17,587,738 3.23 $ 0.28 12,418,095 2.81 $ 0.34
Schedule of Warrant Activity	The table below summarizes the Company’s warrants activities for the three months ended December 31, 2018: Number of Warrant Shares Exercise Price Range Per Share Weighted Average Exercise Price Fair Value at Date of Issuance Balance, September 30, 2018 67,907,728 $ 0.12 - 0.67 $ 0.17 $ 3,434,560 Granted 284,714 0.15 0.15 17,803 Cancelled - - - - Exercised - - - - Expired - - - - Balance, December 31, 2018 68,192,442 $ 0.12 - 0.67 $ 0.17 $ 3,452,363 Vested and exercisable, December 31, 2018 68,192,442 $ 0.12 - 0.67 $ 0.17 $ 3,452,363 Unvested, December 31, 2018 - $ - $ - $ -
Schedule of Outstanding and Exercisable Warrants by Exercise Price Range	The following table summarizes information concerning outstanding and exercisable warrants as of December 31, 2018: Warrants Outstanding Warrants 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 59,279,384 2.61 $ 0.15 59,279,384 2.61 $ 0.15 0.21 – 0.49 8,574,570 1.36 0.28 8,574,570 1.36 0.28 0.50 – 0.67 338,488 0.30 0.68 338,488 0.30 0.68 $ 0.12 – 0.67 68,192,442 2.46 $ 0.17 68,192,442 2.46 $ 0.17

Segment Reporting (Tables)

Segment Reporting (Tables)	3 Months Ended
	Dec. 31, 2018
Segment Reporting [Abstract]
Schedule of Assets of Reportable Segments	The detailed segment information of the Company is as follows: Wellness Center USA, Inc. December 31, 2018 Corporate Medical Devices Authentication and Encryption Total ASSETS Current Assets Cash $ 36,996 $ 97,307 $ 447 $ 134,750 Total current assets 36,996 97,307 447 134,750 Property and equipment, net - - 2,355 2,355 Other assets 15,000 1,760 - 16,760 Total other assets 15,000 1,760 2,355 19,115 TOTAL ASSETS $ 51,996 $ 99,067 $ 2,802 $ 153,865
Schedule of Operations of Reportable Segments	Wellness Center USA, Inc. Operations by Segments For the Period Ended December 31, 2018 Corporate Medical Devices Authentication and Encryption Total Sales: Trade $ - $ - $ 7,675 $ 7,675 Consulting services - - 5,200 5,200 Total Sales - - 12,875 12,875 Cost of goods sold - - 7,725 7,725 Gross profit - - 5,150 5,150 Operating expenses 254,429 119,720 101,715 475,864 Loss from operations $ (254,429 ) $ (119,720 ) $ (96,565 ) $ (470,714 ) Wellness Center USA, Inc. Operations by Segments For the Period 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 )

Basis of Presentation (Details

Basis of Presentation (Details Narrative) - USD ($)	3 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Sep. 30, 2018	Sep. 30, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Entity incorporation, state country name	Nevada
Net loss	$ (577,688)	$ (398,002)
Cash used in operations	(314,460)	(147,189)
Shareholders' deficit	(697,080)		$ (825,160)
Cash on hand	134,750	$ 23,594	$ 4,210	$ 29,369
Proceeds from short-term loans, contributions of capital by a joint venture partner and the sale of common stock	$ 445,000

Summary of Significant Accoun_4

Summary of Significant Accounting Policies (Details Narrative) - USD ($)	Nov. 15, 2018	Dec. 31, 2018	Dec. 31, 2018	Dec. 31, 2017	Sep. 30, 2018
Deferred revenue		$ 9,750	$ 9,750	$ 8,624	$ 8,624
Non-controlling interest's share of accumulated losses of joint venture	$ 405,383
Reduction of additional paid-in-capital			405,383
Contributed capital		700,000
Repayment of investments		700,000
Distributable cash		$ 300,000	300,000
Noncontrolling interest, description		The joint venture will be conducted through NEO. PSI and GEN2 will be the members of NEO, owning 50.5% and 36.0%, respectively, of the Units issued in connection with the organization of NEO. An additional 13.5% of such Units will be reserved for issuance as incentives for key employees and consultants. Until such shares are distributed, the Company controls 68% of the joint venture and GEN2 the remaining 32%. PSI and GEN2 will manage NEO's day-to-day operations. PSI will contribute PSI technology to NEO and GEN2 will contribute $700,000. Repayment of the $700,000 investment by GEN2 will begin through and upon the date which NEO has realized and retained cumulative net income/distributable cash in the amount of $300,000.
Additional paid-in capital		$ 22,627,891	22,627,891		22,450,252
Non-controlling interest		$ 120,000	$ 120,000		$ (401,624)
Employees and Consultants [Member]
Additional units reserved for issuance		13.50%
Psoria-Shield, Inc [Member]
Ownership percentage		50.50%	50.50%
Gen 2 Funding, Inc [Member]
Ownership percentage		36.00%	36.00%
Proceeds from investments		$ 375,000
Illinois Limited Liability Company [Member]
Additional paid-in capital		255,000	$ 255,000
Non-controlling interest		$ 120,000	$ 120,000
Stock Option [Member]
Antidilutive securities excluded from computation of earnings per share			17,587,738	6,822,000
Warrants [Member]
Antidilutive securities excluded from computation of earnings per share			68,192,442	62,716,019

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Schedule of Company's Consolidated Subsidiaries (Details)	3 Months Ended
	Dec. 31, 2018
State or other jurisdiction of incorporation or organization	Nevada
Psoria-Shield, Inc [Member]
Name of consolidated subsidiary or entity	Psoria-Shield Inc. ("PSI")
State or other jurisdiction of incorporation or organization	The State of Florida
Date of incorporation or formation	Jun. 17, 2009
Date of acquisition/disposition	Aug. 24, 2012
Attributable interest	100.00%
StealthCo, Inc. [Member]
Name of consolidated subsidiary or entity	StealthCo, Inc. ("StealthCo")
State or other jurisdiction of incorporation or organization	The State of Illinois
Date of incorporation or formation	Mar. 18, 2014
Attributable interest	100.00%
Psoria Development Company LLC. [Member]
Name of consolidated subsidiary or entity	Psoria Development Company LLC. ("PDC")
State or other jurisdiction of incorporation or organization	The State of Illinois
Date of incorporation or formation	Jan. 15, 2015
Date of acquisition/disposition	Nov. 15, 2018
Attributable interest	50.00%
NEO Phototherapy LLC [Member]
Name of consolidated subsidiary or entity	NEO Phototherapy LLC ("NEO")
State or other jurisdiction of incorporation or organization	The State of Illinois
Date of incorporation or formation	Dec. 31, 2018
Attributable interest	50.50%

Loans Payable from Officers a_2

Loans Payable from Officers and Shareholders (Details Narrative) - USD ($)	3 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Sep. 30, 2018
Loans payable from officers and shareholders	$ 126,000		$ 66,000
Proceeds from short term debt	60,000	$ 30,500
Unsecured Loans [Member]
Loans payable from officers and shareholders	$ 126,000		$ 66,000
Debt instrument, interest rate, stated percentage	8.00%
Debt instrument, payment terms	due one year from the date of issuance
Unsecured Loans [Member] | Officers and Directors [Member]
Proceeds from short term debt	$ 60,000

Convertible Note Agreements - S

Convertible Note Agreements - Schedule of Convertible Notes Payable (Details) - USD ($)		Dec. 31, 2018	Sep. 30, 2018
Debt discount - unamortized balance		$ (21,389)	$ (72,078)
Convertible note payable, net		88,611	202,922
Convertible Note Payable One [Member]
Convertible note payable	[1]		165,000
Convertible Note Payable Two [Member]
Convertible note payable	[2]	$ 110,000	$ 110,000
[1]	On March 5, 2018, 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 after payment of a $15,000 fee to the lender was $150,000. In connection with the agreement, the Company issued the individual 300,000 restricted shares of its common stock with a fair value of $48,000 and warrants to purchase 660,000 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 $0.20 per share. The note payable accrues interest at eight percent per annum, is unsecured and is convertible at any time after the 90th day from the issue date into the Company's common stock at the fixed conversion price of $0.10 per share. The note matures in October 2018, but may be extended at the option of the individual. The Company may prepay the note at any time immediately following the issue date upon seven days' prior written notice. The note is currently past due. The Company calculated the related fair value of the warrants issued to the noteholder to be $55,032 using a Black Scholes Merton option pricing model and performing a relative value calculation. The Company then made a calculation to determine if a beneficial conversion feature (BCF) existed. The beneficial conversion was based upon the effective conversion price based on the proceeds received that were allocated to the convertible instrument. Based upon the Company's calculation, it was determined that a beneficial conversion feature existed amounting to $94,968 and was recorded as a debt discount. As such the Company recognized a debt discount at the date of issuance in the aggregate amount of $165,000 relating to the $15,000 fees paid to the lender, the relative value of the warrants and the BCF. The note discount is being amortized over the term of the note and the unamortized portion is recognized as a reduction to the carrying amount of the Convertible note (a valuation debt discount). During the three months ended December 31, 2018, the individual converted $165,000 of the convertible note payable and $8,783 of accrued interest into 2,482,441 shares of the Company's common stock. During the three months ended December 31, 2018, the Company amortized the remaining $3,837 of debt discount, leaving no unamortized balance at December 31, 2018. During the three months ended December 31, 2018, the Company amended the terms of the agreement by extending the maturity date to January 2019 and reducing the conversion price to $0.07 per share, from $0.10 per share. The reduction of the conversion price caused the Company to issue an additional 744,732 shares, which on the conversion dates had a combined total fair value of $51,434, which was recorded a financing cost during the three months ended December 31, 2018.
[2]	On July 11, 2018, the Company entered into another Convertible Note Payable Agreement with the same individual under which the Company borrowed an additional $110,000. Net proceeds received by the Company under the agreement after payment of a $10,000 fee to the lender was $100,000. In connection with the agreement, the Company issued the individual 200,000 restricted shares of its common stock with a fair value of $36,000 and warrants to purchase 440,000 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 $0.18 per share. The note payable accrues interest at eight percent per annum, is unsecured and is convertible at any time after the 90th day from the issue date into the Company's common stock at the fixed conversion price of $0.15 per share. The note matures in February 2019, but may be extended at the option of the individual. The Company may prepay the note at any time immediately following the issue date upon seven days' prior written notice. The note is currently past due. The Company calculated the related fair value of the warrants issued to the noteholder to be $66,440 using a Black Scholes Merton option pricing model and performing a relative value calculation. The Company then made a calculation to determine if a beneficial conversion feature (BCF) existed. The beneficial conversion was based upon the effective conversion price based on the proceeds received that were allocated to the convertible instrument. Based upon the Company's calculation, it was determined that a beneficial conversion feature existed amounting to $33,560 and was recorded as a debt discount. As such the Company recognized a debt discount at the date of issuance in the aggregate amount of $110,000 relating to the $10,000 fees paid to the lender, the relative value of the warrants and the BCF. The note discount is being amortized over the term of the note and the unamortized portion is recognized as a reduction to the carrying amount of the Convertible note (a valuation debt discount). As of September 30, 2018, the Company had amortized $41,759 of debt discount, leaving an unamortized balance of $68,241 at September 30, 2018. During the three months ended December 31, 2018, the Company amortized $46,852 of debt discount, leaving an unamortized balance of $21,389 at December 31, 2018.

Convertible Note Agreements -_2

Convertible Note Agreements - Schedule of Convertible Notes Payable (Details) (Parenthetical) - USD ($)	Sep. 30, 2018	Jul. 11, 2018	Mar. 05, 2018	Dec. 31, 2018	Dec. 31, 2017
Number of warrants issued to purchase shares				284,714
Warrant term				5 years
Warrant exercise price				$ 0.15
Debt instrument, unamortized discount	$ 72,078			$ 21,389
Amortization of debt discount				46,852
Fair value of additional shares issued upon conversions of note payable				$ 51,434
Convertible Note Payable Agreement One [Member]
Debt instrument maturity date description				January 2019
Conversion of debt into common stock				$ 165,000
Accrued interest				$ 8,783
Conversion of debt into common stock, shares				2,482,441
Amortization of debt discount				$ 3,837
Reducing conversion price per shares				$ 0.07
Additional number of shares issued for conversion debt				744,732
Fair value of additional shares issued upon conversions of note payable				$ 51,434
Convertible Note Payable Agreement One [Member] | Individual [Member]
Debt instrument, face amount			$ 165,000
Lender fee			15,000
Proceeds from convertible notes payable			$ 150,000
Number of restricted shares issued			300,000
Restricted shares of common stock at fair value			$ 48,000
Number of warrants issued to purchase shares			660,000
Warrant term			5 years
Warrant exercise price			$ 0.20
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 stock at the fixed conversion price of $0.10 per share.
Debt instrument conversion price			$ 0.10
Debt instrument maturity date description			October 2018
Fair value of warrants			$ 55,032
Debt instrument, unamortized discount			$ 94,968
Convertible Note Payable Agreement Two [Member] | Individual [Member]
Debt instrument, face amount		$ 110,000
Lender fee		10,000
Proceeds from convertible notes payable		$ 100,000
Number of restricted shares issued		200,000
Restricted shares of common stock at fair value		$ 36,000
Number of warrants issued to purchase shares		440,000
Warrant term		5 years
Warrant exercise price		$ 0.18
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 stock at the fixed conversion price of $0.15 per share.
Debt instrument conversion price		$ 0.15
Debt instrument maturity date description		February 2019
Fair value of warrants		$ 66,440
Debt instrument, unamortized discount	68,241	$ 33,560
Amortization of debt discount	$ 41,759

Shareholders' Equity (Details N

Shareholders' Equity (Details Narrative) - USD ($)	3 Months Ended
	Dec. 31, 2018	Sep. 30, 2018	Jan. 02, 2018	Jun. 30, 2010
Common stock issued for cash	$ 10,000
Common stock issued for cash, shares	142,857
Number of warrants issued to purchase common shares	284,714
Warrant exercise price	$ 0.15
Warrant term	5 years
Number of stock issued for service	120,000
Number of stock issued for service, amount	$ 9,600
Common stock, shares authorized	185,000,000	185,000,000	30,000,000	7,500,000
Number options to purchase of common stock	62,500
Options exercisable term	2 years 9 months 22 days
Stock based compensation	$ 85,951
Unvested compensation	$ 614,914
Stock Option [Member] | 2010 Plan [Member]
Shares of stock options remaining available for issuance	11,990,833
Warrant [Member]
Number of warrants issued to purchase common shares	284,714
Warrant exercise price	$ 0.15
Warrant term	5 years
Aggregate intrinsic value for warrant shares outstanding
Employee [Member]
Number options to purchase of common stock	62,500
Fair value of stock options	$ 3,206
Stock option exercise price per share	$ 0.06
Options exercisable term	5 years

Shareholders' Equity - Schedule

Shareholders' Equity - Schedule of Assumptions Used for Options Granted (Details)	3 Months Ended
	Dec. 31, 2018$ / shares
Equity [Abstract]
Exercise price	$ 0.06
Expected dividends	0.00%
Expected volatility	126.80%
Risk free interest rate	2.85%
Expected life of options	2 years 6 months

Shareholders' Equity - Schedu_2

Shareholders' Equity - Schedule of Stock Option Activity (Details)	3 Months Ended
	Dec. 31, 2018USD ($)$ / sharesshares
Number of Option Shares Outstanding, Number, Beginning Balance | shares	17,946,667
Number of Option Shares Outstanding, Granted | shares	62,500
Number of Option Shares Outstanding, Cancelled | shares	(421,429)
Number of Option Shares Outstanding, Exercised | shares
Number of Option Shares Outstanding, Expired | shares
Number of Option Shares Outstanding, Number, Ending Balance | shares	17,587,738
Number of Option Shares Outstanding, Vested and exercisable, Ending Balance | shares	12,418,095
Number of Option Shares Outstanding, Unvested, Ending Balance | shares	5,591,072
Weighted Average Exercise Price, Number, Beginning Balance	$ 0.28
Weighted Average Exercise Price, Granted	0.06
Weighted Average Exercise Price, Cancelled	0.19
Weighted Average Exercise Price, Exercised
Weighted Average Exercise Price, Expired
Weighted Average Exercise Price, Number, Ending Balance	0.28
Weighted Average Exercise Price, Vested and exercisable, Ending Balance	0.34
Weighted Average Exercise Price, Unvested, Ending Balance	$ 0.15
Fair Value at Date of Grant, Number, Beginning Balance | $	$ 3,244,755
Fair Value at Date of Grant, Granted | $	3,206
Fair Value at Date of Grant, Cancelled | $
Fair Value at Date of Grant, Exercised | $
Fair Value at Date of Grant, Expired | $
Fair Value at Date of Grant, Number, Ending Balance | $	3,247,961
Fair Value at Date of Grant, Vested and exercisable, Ending Balance | $	2,153,024
Fair Value at Date of Grant, Unvested, Ending Balance | $	$ 1,094,937
Minimum [Member]
Weighted Average Exercise Price, Number, Beginning Balance	$ 0.10
Weighted Average Exercise Price, Granted
Weighted Average Exercise Price, Cancelled
Weighted Average Exercise Price, Exercised
Weighted Average Exercise Price, Expired
Weighted Average Exercise Price, Number, Ending Balance	0.06
Weighted Average Exercise Price, Vested and exercisable, Ending Balance	0.06
Weighted Average Exercise Price, Unvested, Ending Balance	0.14
Maximum [Member]
Weighted Average Exercise Price, Number, Beginning Balance	2
Weighted Average Exercise Price, Granted	0.06
Weighted Average Exercise Price, Cancelled	0.19
Weighted Average Exercise Price, Exercised
Weighted Average Exercise Price, Expired
Weighted Average Exercise Price, Number, Ending Balance	2
Weighted Average Exercise Price, Vested and exercisable, Ending Balance	2
Weighted Average Exercise Price, Unvested, Ending Balance	$ 0.19

Shareholders' Equity - Schedu_3

Shareholders' Equity - Schedule of Outstanding and Exercisable Options by Exercise Price Range (Details) - $ / shares	3 Months Ended
	Dec. 31, 2018	Sep. 30, 2018
Range of Exercise Prices, Lower Limit	$ 0.06
Range of Exercise Prices, Upper Limit	$ 2
Number of Options, Outstanding, Number	17,587,738	17,946,667
Number of Options, Outstanding, Weighted Average Remaining Contractual Term	3 years 2 months 23 days
Number of Options, Outstanding, Weighted Average Exercise Price	$ 0.28	$ 0.28
Number of Options, Exercisable, Number	12,418,095
Number of Options, Exercisable, Weighted Average Remaining Contractual Term	2 years 9 months 22 days
Number of Options, Exercisable, Weighted Average Exercise Price	$ 0.34
Exercise Price Range One [Member]
Range of Exercise Prices, Lower Limit	0.06
Range of Exercise Prices, Upper Limit	$ 0.39
Number of Options, Outstanding, Number	14,075,238
Number of Options, Outstanding, Weighted Average Remaining Contractual Term	3 years 9 months 14 days
Number of Options, Outstanding, Weighted Average Exercise Price	$ 0.15
Number of Options, Exercisable, Number	8,905,595
Number of Options, Exercisable, Weighted Average Remaining Contractual Term	3 years 6 months 10 days
Number of Options, Exercisable, Weighted Average Exercise Price	$ 0.15
Exercise Price Range Two [Member]
Range of Exercise Prices, Lower Limit	0.40
Range of Exercise Prices, Upper Limit	$ 0.99
Number of Options, Outstanding, Number	2,112,500
Number of Options, Outstanding, Weighted Average Remaining Contractual Term	3 months 22 days
Number of Options, Outstanding, Weighted Average Exercise Price	$ 0.40
Number of Options, Exercisable, Number	2,112,500
Number of Options, Exercisable, Weighted Average Remaining Contractual Term	3 months 22 days
Number of Options, Exercisable, Weighted Average Exercise Price	$ 0.40
Exercise Price Range Three [Member]
Range of Exercise Prices, Lower Limit	1
Range of Exercise Prices, Upper Limit	$ 1.99
Number of Options, Outstanding, Number	750,000
Number of Options, Outstanding, Weighted Average Remaining Contractual Term	2 years
Number of Options, Outstanding, Weighted Average Exercise Price	$ 1
Number of Options, Exercisable, Number	750,000
Number of Options, Exercisable, Weighted Average Remaining Contractual Term	2 years
Number of Options, Exercisable, Weighted Average Exercise Price	$ 1
Exercise Price Range Four [Member]
Range of Exercise Prices, Upper Limit	$ 2
Number of Options, Outstanding, Number	650,000
Number of Options, Outstanding, Weighted Average Remaining Contractual Term	2 years
Number of Options, Outstanding, Weighted Average Exercise Price	$ 2
Number of Options, Exercisable, Number	650,000
Number of Options, Exercisable, Weighted Average Remaining Contractual Term	2 years
Number of Options, Exercisable, Weighted Average Exercise Price	$ 2

Shareholders' Equity - Schedu_4

Shareholders' Equity - Schedule of Warrant Activity (Details) - Warrant [Member]	3 Months Ended
	Dec. 31, 2018USD ($)$ / sharesshares
Number of Warrant Shares Outstanding, Number, Beginning Balance | shares	67,907,728
Number of Warrant Shares Outstanding, Granted | shares	284,714
Number of Warrant Shares Outstanding, Cancelled | shares
Number of Warrant Shares Outstanding, Exercised | shares
Number of Warrant Shares Outstanding, Expired | shares
Number of Warrant Shares Outstanding, Number, Ending Balance | shares	68,192,442
Number of Warrant Shares Outstanding, Vested and exercisable, Ending Balance | shares	68,192,442
Number of Warrant Shares Outstanding, Unvested, Ending Balance | shares
Weighted Average Exercise Price, Number, Beginning Balance	$ 0.17
Weighted Average Exercise Price, Granted	0.15
Weighted Average Exercise Price, Cancelled
Weighted Average Exercise Price, Exercised
Weighted Average Exercise Price, Expired
Weighted Average Exercise Price, Number, Ending Balance	0.17
Weighted Average Exercise Price, Vested and exercisable, Ending Balance	0.17
Weighted Average Exercise Price, Unvested, Ending Balance
Fair Value at Date of Issuance, Number, Beginning Balance | $	$ 3,434,560
Fair Value at Date of Issuance, Granted | $	17,803
Fair Value at Date of Issuance, Cancelled | $
Fair Value at Date of Issuance, Exercised | $
Fair Value at Date of Issuance, Expired | $
Fair Value at Date of Issuance, Number, Ending Balance | $	3,452,363
Fair Value at Date of Issuance, Vested and exercisable, Ending Balance | $	3,452,363
Fair Value at Date of Issuance, Unvested, Ending Balance | $
Minimum [Member]
Weighted Average Exercise Price, Number, Beginning Balance	$ 0.12
Weighted Average Exercise Price, Number, Ending Balance	0.12
Weighted Average Exercise Price, Vested and exercisable, Ending Balance	0.12
Weighted Average Exercise Price, Unvested, Ending Balance
Maximum [Member]
Weighted Average Exercise Price, Number, Beginning Balance	0.67
Weighted Average Exercise Price, Granted	0.15
Weighted Average Exercise Price, Cancelled
Weighted Average Exercise Price, Exercised
Weighted Average Exercise Price, Expired
Weighted Average Exercise Price, Number, Ending Balance	0.67
Weighted Average Exercise Price, Vested and exercisable, Ending Balance	0.67
Weighted Average Exercise Price, Unvested, Ending Balance

Shareholders' Equity - Schedu_5

Shareholders' Equity - Schedule of Outstanding and Exercisable Warrants by Exercise Price Range (Details) - $ / shares	3 Months Ended
	Dec. 31, 2018	Sep. 30, 2018
Range of Exercise Prices, Lower Limit	$ 0.06
Range of Exercise Prices, Upper Limit	2
Exercise Price Range One [Member]
Range of Exercise Prices, Lower Limit	0.06
Range of Exercise Prices, Upper Limit	0.39
Exercise Price Range Two [Member]
Range of Exercise Prices, Lower Limit	0.40
Range of Exercise Prices, Upper Limit	0.99
Exercise Price Range Three [Member]
Range of Exercise Prices, Lower Limit	1
Range of Exercise Prices, Upper Limit	1.99
Warrant [Member]
Range of Exercise Prices, Lower Limit	0.12
Range of Exercise Prices, Upper Limit	$ 0.67
Number of Warrants, Outstanding, Number	68,192,442	67,907,728
Number of Warrants, Outstanding, Weighted Average Remaining Contractual Term	2 years 5 months 16 days
Number of Warrants, Outstanding, Weighted Average Exercise Price	$ 0.17
Number of Warrants, Exercisable, Number	68,192,442
Number of Warrants, Exercisable, Weighted Average Remaining Contractual Term	2 years 5 months 16 days
Number of Warrants, Exercisable, Weighted Average Exercise Price	$ 0.17
Warrant [Member] | Exercise Price Range One [Member]
Range of Exercise Prices, Lower Limit	0.12
Range of Exercise Prices, Upper Limit	$ 0.20
Number of Warrants, Outstanding, Number	59,279,384
Number of Warrants, Outstanding, Weighted Average Remaining Contractual Term	2 years 7 months 10 days
Number of Warrants, Outstanding, Weighted Average Exercise Price	$ 0.15
Number of Warrants, Exercisable, Number	59,279,384
Number of Warrants, Exercisable, Weighted Average Remaining Contractual Term	2 years 7 months 10 days
Number of Warrants, Exercisable, Weighted Average Exercise Price	$ 0.15
Warrant [Member] | Exercise Price Range Two [Member]
Range of Exercise Prices, Lower Limit	0.21
Range of Exercise Prices, Upper Limit	$ 0.49
Number of Warrants, Outstanding, Number	8,574,570
Number of Warrants, Outstanding, Weighted Average Remaining Contractual Term	1 year 4 months 9 days
Number of Warrants, Outstanding, Weighted Average Exercise Price	$ 0.28
Number of Warrants, Exercisable, Number	8,574,570
Number of Warrants, Exercisable, Weighted Average Remaining Contractual Term	1 year 4 months 9 days
Number of Warrants, Exercisable, Weighted Average Exercise Price	$ 0.28
Warrant [Member] | Exercise Price Range Three [Member]
Range of Exercise Prices, Lower Limit	0.50
Range of Exercise Prices, Upper Limit	$ 0.67
Number of Warrants, Outstanding, Number	338,488
Number of Warrants, Outstanding, Weighted Average Remaining Contractual Term	3 months 19 days
Number of Warrants, Outstanding, Weighted Average Exercise Price	$ 0.68
Number of Warrants, Exercisable, Number	338,488
Number of Warrants, Exercisable, Weighted Average Remaining Contractual Term	3 months 19 days
Number of Warrants, Exercisable, Weighted Average Exercise Price	$ 0.68

Segment Reporting - Schedule of

Segment Reporting - Schedule of Assets of Reportable Segments (Details) - USD ($)	Dec. 31, 2018	Sep. 30, 2018	Dec. 31, 2017	Sep. 30, 2017
Cash	$ 134,750	$ 4,210	$ 23,594	$ 29,369
Total current assets	134,750	5,760
Property and equipment, net	2,355	2,619
Other assets	16,760	16,760
Total other assets	19,115	19,379
TOTAL ASSETS	153,865	$ 25,139
Corporate [Member]
Cash	36,996
Total current assets	36,996
Property and equipment, net
Other assets	15,000
Total other assets	15,000
TOTAL ASSETS	51,996
Medical Devices [Member]
Cash	97,307
Total current assets	97,307
Property and equipment, net
Other assets	1,760
Total other assets	1,760
TOTAL ASSETS	99,067
Authentication and Encryption [Member]
Cash	447
Total current assets	447
Property and equipment, net	2,355
Other assets
Total other assets	2,355
TOTAL ASSETS	$ 2,802

Segment Reporting - Schedule _2

Segment Reporting - Schedule of Operations of Reportable Segments (Details) - USD ($)	3 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 30, 2017
Total Sales	$ 12,875	$ 26,500
Cost of goods sold	7,725	16,992
Gross profit	5,150	9,508
Operating expenses	475,864	334,163
Loss from operations	(470,714)	(324,655)
Trade [Member]
Total Sales	7,675	15,500
Consulting Services [Member]
Total Sales	5,200	11,000	$ 11,000
Corporate [Member]
Total Sales
Cost of goods sold
Gross profit
Operating expenses	254,429	161,405
Loss from operations	(254,429)	(161,405)
Corporate [Member] | Trade [Member]
Total Sales
Corporate [Member] | Consulting Services [Member]
Total Sales
Medical Devices [Member]
Total Sales
Cost of goods sold
Gross profit
Operating expenses	119,720	92,672
Loss from operations	(119,720)	(92,672)
Medical Devices [Member] | Trade [Member]
Total Sales
Medical Devices [Member] | Consulting Services [Member]
Total Sales
Authentication and Encryption [Member]
Total Sales	12,875	26,500
Cost of goods sold	7,725	16,992
Gross profit	5,150	9,508
Operating expenses	101,715	80,086
Loss from operations	(96,565)	(70,578)
Authentication and Encryption [Member] | Trade [Member]
Total Sales	7,675	15,500
Authentication and Encryption [Member] | Consulting Services [Member]
Total Sales	$ 5,200	$ 11,000

Legal Matters (Details Narrativ

Legal Matters (Details Narrative)	Dec. 31, 2018USD ($)
CEO [Member] | Minimum [Member]
Trading expense	$ 130,000