Wellness Center USA (WCUI) 10-Q 25 Mar 20 2020 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information	3 Months Ended
	Dec. 31, 2019shares
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, 2019
Amendment Flag	false
Current Fiscal Year End Date	--09-30
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business Flag	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding	107,497,077
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2020

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)	Dec. 31, 2019	Sep. 30, 2019
Current Assets
Cash	$ 42,363	$ 53,147
Prepaid expenses and other current assets	55,500	55,000
Total Current Assets	97,863	108,147
Property and equipment, net		1,562
Right of use asset	22,697
Total Other Assets	22,697	1,562
TOTAL ASSETS	120,560	109,709
Current Liabilities
Accounts payable and accrued expenses	775,566	691,619
Payroll taxes payable	102,899	102,834
Lease liability	22,697
Loans payable from officers and shareholders	534,250	399,250
Total Current Liabilities	1,435,412	1,193,703
Shareholders' Deficit
Common stock, par value $0.001, 200,000,000 shares authorized; 107,497,077 shares issued and outstanding, respectively	107,497	107,497
Additional paid-in capital	23,868,885	23,777,647
Accumulated deficit	(25,686,754)	(25,362,287)
Total Wellness Center USA shareholders' deficit	(1,710,372)	(1,477,143)
Non-controlling interest	395,520	393,149
Total Shareholder's deficit	(1,314,852)	(1,083,994)
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT	$ 120,560	$ 109,709

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2019	Sep. 30, 2019
Statement of Financial Position [Abstract]
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares, issued	107,497,077	107,497,077
Common stock, shares, outstanding	107,497,077	107,497,077

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Sales:
Total Sales		$ 12,875
Cost of goods sold		7,725
Gross profit		5,150
Operating expenses	337,273	475,864
Loss from operations	(337,273)	(470,714)
Other expenses
Amortization of debt discount		(50,689)
Financing costs		(51,434)
Interest expense	(9,323)	(4,851)
Total other expenses	(9,323)	(106,974)
NET LOSS	(346,596)	(577,688)
Net loss attributable to non-controlling interest	22,129	3,759
Loss from deconsolidation of non-controlling interest		(405,383)
NET LOSS ATTRIBUTABLE TO WELLNESS CENTER USA, INC.	$ (324,467)	$ (979,312)
BASIC AND DILUTED LOSS PER SHARE	$ 0	$ (0.01)
WEIGHTED-AVERAGE COMMON SHARES OUTSTANDING BASIC AND DILUTED	107,497,077	100,952,569
Trade [Member]
Sales:
Total Sales		$ 7,675
Consulting Services [Member]
Sales:
Total Sales		$ 5,200

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Shareholders' Deficit (Unaudited) - 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
Shares issued upon conversion of note payable	$ 2,483	171,300		173,783		173,783
Shares issued upon conversion of note payable, shares	2,482,441
Fair value of additional shares issued to 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
Termination of non-controlling interest agreement			(405,383)	(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
Balance at Sep. 30, 2019	$ 107,497	23,777,647	(25,362,287)	(1,477,143)	393,149	(1,083,994)
Balance, shares at Sep. 30, 2019	107,497,077
Fair value of vested stock options		65,738		65,738		65,738
Termination of non-controlling interest agreement
Contribution of capital by joint venture partner		25,500		25,500	24,500	50,000
Net loss			(324,467)	(324,467)	(22,129)	(346,596)
Balance at Dec. 31, 2019	$ 107,497	$ 23,868,885	$ (25,686,754)	$ (1,710,372)	$ 395,520	$ (1,314,852)
Balance, shares at Dec. 31, 2019	107,497,077

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Cash Flows from Operating Activities
Net loss	$ (346,596)	$ (577,688)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation expense	1,562	264
Amortization of right-of-use asset	5,144
Amortization of debt discount		50,689
Fair value of common shares issued for services		9,600
Fair value of stock options issued for services	65,738	85,951
Fair value of additional shares issued upon conversions of note payable		51,434
(Increase) Decrease in:
Prepaid expenses and other assets	(500)	1,550
(Decrease) Increase in:
Accounts payable and accrued expenses	84,012	62,615
Lease liability	(5,144)
Deferred revenue		1,125
Net cash used in operating activities	(195,784)	(314,460)
Cash Flows from Financing Activities
Proceeds from loans payable from officers and shareholders	135,000	60,000
Common stock and warrants issued for cash		10,000
Contribution of capital by joint venture partner	50,000	375,000
Net cash provided by financing activities	185,000	445,000
Net increase (decrease) in cash	(10,784)	130,540
Cash beginning of period	53,147	4,210
Cash end of period	42,363	134,750
Supplemental cash flows disclosures:
Interest paid
Taxes paid
Supplemental non-cash financing disclosures:
Initial recognition of right-of-use assets and operating lease liabilities upon adoption of ASC Topic 842	27,841
Conversion of convertible note payable into common shares		173,783
Conversion of accrued interest into common shares		$ 8,783

Basis of Presentation

Basis of Presentation	3 Months Ended
	Dec. 31, 2019
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, 2019 are not necessarily indicative of the results that may be expected for the year ending September 30, 2020. Going Concern The accompanying condensed 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 condensed consolidated financial statements, the Company has not yet generated significant revenues and has incurred recurring net losses. During the three months ended December 31, 2019, the Company incurred a net loss of $346,596 and used cash in operations of $195,784, and had a shareholders’ deficit of $1,314,852 as of December 31, 2019. In addition, $102,899 of payroll taxes are past due. 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, 2019 financial statements, has raised substantial doubt about the Company’s ability to continue as a going concern. At December 31, 2019, the Company had cash on hand in the amount of $42,363. 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, 2019, the Company received $185,000 through short-term loans and contributions of capital by a joint venture partner. 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, 2019
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 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 51 % 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 is 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, 2019 and 2018, the basic and diluted shares outstanding were the same, as potentially dilutive shares were considered anti-dilutive. At December 31, 2019 and 2018, the dilutive impact of outstanding stock options of 15,037,738 and 17,587,738 shares, respectively, and outstanding warrants for 66,484,049 and 68,192,442 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. There was no deferred revenue at December 31, 2019 and 2018. 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 wrote-off the non-controlling interest’s share of the accumulated losses and recorded a loss from the deconsolidation of a non-controlling interest 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. Pursuant to the Joint Venture Agreement, the 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. As of December 31, 2019, NEO’s operations required additional funding above the $700,000 documented in the agreement, and as of September 30, 2019, GEN2 had received $925,000 of investments to contribute to NEO. During the three months ended December 30, 2019, an additional $50,000 was contributed by GEN2 to NEO. As of December 31, 2019, GEN2 had received $975,000 of investments to contribute to NEO. As of December 31, 2019, the Company controlled 51% of the joint venture, GEN2 controlled 39% and another individual controlled the remaining 10%. The Company recorded its proportionate share of the contributions received of $497,250 to additional paid-in-capital and $477,750 to non-controlling interest as of that date. During the three months ended December 31, 2019, NEO recorded a loss of $45,162 relating to its operations. Repayment of the 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 of $700,000 from several WCUI officers and directors, including Calvin R. O’Harrow and Roy M. Harsch. 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. Leases In February 2016, the FASB issued 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 twelve 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 leases existing at, or entered into after, the beginning of the earliest period presented in the financial statements. The Company adopted ASU 2016-02 effective October 1, 2019. As a result, we recorded right-of-use assets of $27,841, and lease liabilities of the same amount, as of that date. In accordance with ASU 2016-02, the right-of-use assets are being amortized over the life of the underlying leases, and monthly lease payments are being recorded as reductions to the lease liability and imputed interest expense. See Note 4 for additional information. Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, Credit Losses - Measurement of Credit Losses on Financial Instruments (“ASC 326”). The standard significantly changes how entities will measure credit losses for most financial assets, including accounts and notes receivables. The standard will replace today’s “incurred loss” approach with an “expected loss” model, under which companies will recognize allowances based on expected rather than incurred losses. Entities will apply the standard’s provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. The standard is effective for interim and annual reporting periods beginning after December 15, 2019. The adoption of ASU 2016-13 is not expected to have a material impact on the Company’s financial position, results of operations, and cash flows. 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, 2019
Debt Disclosure [Abstract]
Loans Payable from Officers and Shareholders	NOTE 3 – LOANS PAYABLE FROM OFFICERS AND SHAREHOLDERS As of September 30, 2019, loans payable from officers and shareholders of $399,250 were outstanding. During the three months ended December 31, 2019, the Company borrowed $135,000 from its officers and shareholders. 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, 2019, loans payable to officers and shareholders of $534,250 were outstanding.

Lease Liabilities

Lease Liabilities	3 Months Ended
	Dec. 31, 2019
Leases [Abstract]
Lease Liabilities	NOTE 4 – LEASE LIABILITIES In February 2019, the Company’s PSI subsidiary entered into a , which requires a lessee to record a right-of-use asset and a corresponding lease liability at the inception of the lease initially measured at the present value of the lease payments. ASU 2016-02 requires recognition in the statement of operations of a single lease cost, calculated so that the cost of the lease is allocated over the lease term, generally on a straight-line basis. Rent expense for the three months ended December 31, 2019 was $5,144. During the three months ended December 31, 2019, the Company reflected amortization of right of use asset of $5,144 related to this lease, resulting in a net asset balance of $22,697 as of December 31, 2019.

Shareholders' Equity

Shareholders' Equity	3 Months Ended
	Dec. 31, 2019
Equity [Abstract]
Shareholders' Equity	NOTE 5 – SHAREHOLDERS’ EQUITY 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, 2019, the Company granted options to an employee to purchase a total of 62,500 shares of its common stock with an aggregate fair value of $2,313. The options have an exercise price of $0.04 per share and expire five years from the date of grant. The shares vested on December 31, 2019. The Company valued the options using a Black-Scholes option pricing model. The assumptions used for the option granted during the three months ended December 31, 2019 are as follows: Exercise price $ 0.04 Expected dividends - Expected volatility 157.6 % Risk free interest rate 1.60 % Expected life of options 2.5 During the three months ended December 31, 2019, the Company recorded $65,738 of stock compensation for the value of all outstanding options, and as of December 31, 2019, unvested compensation of $314,812 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, 2019: Number of Option Shares Exercise Price Range Per Share Weighted Average Exercise Price Fair Value at Date of Grant Balance, September 30, 2019 15,237,738 $ 0.03 - 2.00 $ 0.27 $ 3,255,121 Granted 62,500 0.04 0.04 2,313 Cancelled - - - - Exercised - - - - Expired (262,500 ) 0.11 0.11 - Balance, December 31, 2019 15,037,738 $ 0.03 – 2.00 $ 0.27 $ 3,257,434 Vested and exercisable, December 31, 2019 12,350,238 $ 0.03 – 2.00 $ 0.30 $ 2,189,047 Unvested, December 31, 2019 2,687,500 $ 0.14 $ 0.14 $ 1,068,387 There was no aggregate intrinsic value for option shares outstanding at December 31, 2019. As of December 31, 2019, there were 14,962,262 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, 2019: 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 13,575,238 2.93 $ 0.15 10,887,738 2.85 $ 0.15 0.40 - 0.99 62,500 2.25 0.40 62,500 2.25 0.40 1.00 - 1.99 750,000 1.00 1.00 750,000 1.00 1.00 2.00 650,000 1.00 2.00 650,000 1.00 2.00 $ 0.06 - 2.00 15,037,738 2.75 $ 0.27 12,350,238 2.64 $ 0.30 Stock Warrants The table below summarizes the Company’s warrants activities for the three months ended December 31, 2019: Number of Warrant Shares Exercise Price Range Per Share Weighted Average Exercise Price Fair Value at Date of Issuance Balance, September 30, 2019 66,484,049 $ 0.12 - 0.40 $ 0.17 $ 3,434,560 Granted - - - - Cancelled - - - - Exercised - - - - Expired - - - - Balance, December 31, 2019 66,484,049 $ 0.12 - 0.40 $ 0.17 $ 3,434,560 Vested and exercisable, December 31, 2019 66,484,049 $ 0.12 - 0.40 $ 0.17 $ 3,434,560 There was no aggregate intrinsic value for warrant shares outstanding at December 31, 2019. The following table summarizes information concerning outstanding and exercisable warrants as of December 31, 2019: 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 1.70 $ 0.15 59,279,384 1.70 $ 0.15 0.21 – 0.40 7,204,665 0.61 0.26 7,204,665 0.61 0.26 $ 0.12 – 0.67 66,484,049 1.58 $ 0.17 66,484,049 1.58 $ 0.17

Segment Reporting

Segment Reporting	3 Months Ended
	Dec. 31, 2019
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. 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: Assets By Segment December 31, 2019 Corporate Medical Devices Authentication and Encryption Total ASSETS Current Assets Cash $ 2,273 $ 33,330 $ 6,760 $ 42,363 Prepaid expenses and other current assets - 55,500 - 55,500 Total current assets 2,273 88,830 6,760 97,863 Right-of-use asset - 22,697 - 22,697 Total other assets - 22,697 - 22,697 TOTAL ASSETS $ 2,273 $ 111,527 $ 6,760 $ 120,560 Operations by Segment For the Three Months Ended December 31, 2019 Corporate Medical Devices Authentication and Encryption Total Sales:  Trade $ - $ - $ - $ - Consulting services - - - - Total Sales - - - - Cost of goods sold - - - - Gross profit - - - - Operating expenses 98,462 175,286 63,525 337,273 Loss from operations $ (98,462 ) $ (175,286 ) $ (63,525 ) $ (337,273 ) Operations by Segment For the Three Months 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 )

Legal Matters

Legal Matters	3 Months Ended
	Dec. 31, 2019
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. To date, we have negotiated settlement of all but $89,302 in ex-employee wage and benefits claims, with agreement to pay such remaining amount, together with interest at the rate of 4% per annum on the principal amount from time to time outstanding, when and as cash flow permits. One of the employees claims additional amounts due for certain statutory damages under the Illinois Wage Payment and Collection which currently could exceed $21,600 and would increase at the rate of 2% of the wages due per month plus attorneys’ fees if the employee elects to file suit for a violation of the Act and is successful in obtaining a judgment on his claim.

Commitments

Commitments	3 Months Ended
	Dec. 31, 2019
Commitments and Contingencies Disclosure [Abstract]
Commitments	NOTE 8 – COMMITMENTS Operating Leases The Company leased its corporate office facility in Hoffman Estates, Illinois pursuant to a non-cancellable lease initiated in July 2016 and expiring February 28, 2024. The lease terms require a monthly payment of approximately $11,000. The Company vacated the facility in April 2019, in favor of its present facilities in Tucson AZ, which are provided by a shareholder on a rent-free basis. The Company is in negotiations with the owners regarding the settlement of its lease obligations and expects that the property will be subleased or a settlement with the landlord will be reached at an amount significantly less than the remaining payment obligations. At the date of abandonment, the Company had a remaining lease obligation of $631,587. During the year ended September 30, 2019, the Company recorded an accrual for the estimated potential settlement and wrote-off its $15,000 security deposit relating to the lease. During the three months ended December 31, 2019, the Company recorded an additional expense of $37,815 relating to the lease obligation.

Proposed Sale of Stealthco, Inc

Proposed Sale of Stealthco, Inc.	3 Months Ended
	Dec. 31, 2019
Proposed Sale Of Stealthco Inc.
Proposed Sale of Stealthco, Inc.	NOTE 9 – PROPOSED SALE OF STEALTHCO, INC. On September 3, 2019, the Company’s Board of Directors unanimously approved, subject to stockholder approval: (1) execution and delivery of a proposed Share Exchange Agreement with DTI Holdings, Inc. (“DTI”) relating to the share exchange and transfer of certain assets of StealthCo, Inc. (“SCI”) pursuant to the terms and conditions of a Memorandum of Agreement in substantially the form of the copy presented to the Board (“Agreement”). As of September 18, 2019, holders of a majority of the outstanding shares of voting capital stock have executed written stockholder consents approving this action. The Agreement provides, among other things, that: (1) DTI will pay the Company $500,000 upon the execution of a definitive share exchange agreement (“Share Exchange Agreement”) which the parties will endeavor to negotiate and execute as quickly as possible, and not later than October 15, 2019; (2) DTI will pay the Company an additional $500,000 within seven days following the completion date of the transfer of all assets and/or full ownership of SCI to DTI, with such date to occur within 120 days following execution of the Share Exchange Agreement; (3) DTI will issue to the Company 3,112,000 shares of DTI common stock and will guaranty that the value of the 3,112,000 shares of DTI common stock will have a value of at least $4.50 per share ($14,004,000, in the aggregate), as of December 31, 2021; (4) To the extent that the value of the DTI common shares, as of December 31, 2021, is less than $4.50 per share ($14,004,000, in the aggregate), DTI will issue additional shares of DTI common stock, at the then current fair market value, in an amount sufficient to cause the resulting aggregate value of all shares of DTI common stock issued to the Company to be $14,004,000, in the aggregate; (5) DTI will assign the assets transferred by SCI, including trademarks, intellectual properties, and patents, to its subsidiary, Femtobitz, Inc., a Delaware corporation, and will pay to the Company 1% of annual gross revenue arising from or relating to operation of Femtobitz, Inc.; and (6) Upon closing of the share exchange, the Company’s Chairman will be appointed an advisory board member of DTI and a board member of Femtobitz, Inc. As of September 18, 2019, stockholders holding a majority of our outstanding common stock approved the share exchange and the Company began discussions and negotiations with DTI, which are currently on-going as of the date of this filing. There can be no assurance that the proposed transaction will be concluded successfully on the terms described or any alternate terms that may be proposed hereafter.

Subsequent Events

Subsequent Events	3 Months Ended
	Dec. 31, 2019
Subsequent Events [Abstract]
Subsequent Events	NOTE 10 – SUBSEQUENT EVENTS Subsequent to December 31, 2019, the Company borrowed $235,000 from its officers and shareholders. All of the loans are unsecured, have an interest rate of eight percent and are due one year from the date of issuance. Commencing on October 1, 2016, the Company’s wholly-owned subsidiary, StealthCo, entered into a non-cancellable lease agreement to lease its office facilities in Oak Ridge, Tennessee. The term of the lease is five years and expires September 30, 2021. On January 6, 2020, the Company entered into an agreement with the owners to terminate the agreement effective January 1, 2020. Under the agreement, the Company agreed to pay $11,000 and abandon certain Company property as documented in the agreement. Effective January 1, 2020, the Company’s Board of Directors approved the extension of the Company’s unexpired stock warrants as of December 31, 2019, by an additional one year period. This change would affect approximately 66 million warrant shares and approximately 20 million warrant shares that were set to expire by the year ending September 30, 2020. The 20 million warrant shares that were set to expire by September 30, 2020, had exercise prices ranging from $0.15 per share to $0.25 per share. The 66 million warrant shares had exercise prices ranging from $0.12 per share to $0.40 per share. The incremental fair value of the warrants resulting from modification is approximately $700,000 that will be recognized as an expense beginning with the period ending March 31, 2020, as the options vest.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Dec. 31, 2019
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 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 51 % 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 is 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, 2019 and 2018, the basic and diluted shares outstanding were the same, as potentially dilutive shares were considered anti-dilutive. At December 31, 2019 and 2018, the dilutive impact of outstanding stock options of 15,037,738 and 17,587,738 shares, respectively, and outstanding warrants for 66,484,049 and 68,192,442 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. There was no deferred revenue at December 31, 2019 and 2018.
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 wrote-off the non-controlling interest’s share of the accumulated losses and recorded a loss from the deconsolidation of a non-controlling interest 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. Pursuant to the Joint Venture Agreement, the 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. As of December 31, 2019, NEO’s operations required additional funding above the $700,000 documented in the agreement, and as of September 30, 2019, GEN2 had received $925,000 of investments to contribute to NEO. During the three months ended December 30, 2019, an additional $50,000 was contributed by GEN2 to NEO. As of December 31, 2019, GEN2 had received $975,000 of investments to contribute to NEO. As of December 31, 2019, the Company controlled 51% of the joint venture, GEN2 controlled 39% and another individual controlled the remaining 10%. The Company recorded its proportionate share of the contributions received of $497,250 to additional paid-in-capital and $477,750 to non-controlling interest as of that date. During the three months ended December 31, 2019, NEO recorded a loss of $45,162 relating to its operations. Repayment of the 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 of $700,000 from several WCUI officers and directors, including Calvin R. O’Harrow and Roy M. Harsch.
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.
Leases	Leases In February 2016, the FASB issued 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 twelve 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 leases existing at, or entered into after, the beginning of the earliest period presented in the financial statements. The Company adopted ASU 2016-02 effective October 1, 2019. As a result, we recorded right-of-use assets of $27,841, and lease liabilities of the same amount, as of that date. In accordance with ASU 2016-02, the right-of-use assets are being amortized over the life of the underlying leases, and monthly lease payments are being recorded as reductions to the lease liability and imputed interest expense. See Note 4 for additional information.
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, Credit Losses - Measurement of Credit Losses on Financial Instruments (“ASC 326”). The standard significantly changes how entities will measure credit losses for most financial assets, including accounts and notes receivables. The standard will replace today’s “incurred loss” approach with an “expected loss” model, under which companies will recognize allowances based on expected rather than incurred losses. Entities will apply the standard’s provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. The standard is effective for interim and annual reporting periods beginning after December 15, 2019. The adoption of ASU 2016-13 is not expected to have a material impact on the Company’s financial position, results of operations, and cash flows. 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, 2019
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 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 51 %

Shareholders' Equity (Tables)

Shareholders' Equity (Tables)	3 Months Ended
	Dec. 31, 2019
Equity [Abstract]
Schedule of Assumptions Used for Options Granted	The assumptions used for the option granted during the three months ended December 31, 2019 are as follows: Exercise price $ 0.04 Expected dividends - Expected volatility 157.6 % Risk free interest rate 1.60 % 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, 2019: Number of Option Shares Exercise Price Range Per Share Weighted Average Exercise Price Fair Value at Date of Grant Balance, September 30, 2019 15,237,738 $ 0.03 - 2.00 $ 0.27 $ 3,255,121 Granted 62,500 0.04 0.04 2,313 Cancelled - - - - Exercised - - - - Expired (262,500 ) 0.11 0.11 - Balance, December 31, 2019 15,037,738 $ 0.03 – 2.00 $ 0.27 $ 3,257,434 Vested and exercisable, December 31, 2019 12,350,238 $ 0.03 – 2.00 $ 0.30 $ 2,189,047 Unvested, December 31, 2019 2,687,500 $ 0.14 $ 0.14 $ 1,068,387
Schedule of Outstanding and Exercisable Options by Exercise Price Range	The following table summarizes information concerning outstanding and exercisable options as of December 31, 2019: 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 13,575,238 2.93 $ 0.15 10,887,738 2.85 $ 0.15 0.40 - 0.99 62,500 2.25 0.40 62,500 2.25 0.40 1.00 - 1.99 750,000 1.00 1.00 750,000 1.00 1.00 2.00 650,000 1.00 2.00 650,000 1.00 2.00 $ 0.06 - 2.00 15,037,738 2.75 $ 0.27 12,350,238 2.64 $ 0.30
Schedule of Warrant Activity	The table below summarizes the Company’s warrants activities for the three months ended December 31, 2019: Number of Warrant Shares Exercise Price Range Per Share Weighted Average Exercise Price Fair Value at Date of Issuance Balance, September 30, 2019 66,484,049 $ 0.12 - 0.40 $ 0.17 $ 3,434,560 Granted - - - - Cancelled - - - - Exercised - - - - Expired - - - - Balance, December 31, 2019 66,484,049 $ 0.12 - 0.40 $ 0.17 $ 3,434,560 Vested and exercisable, December 31, 2019 66,484,049 $ 0.12 - 0.40 $ 0.17 $ 3,434,560
Schedule of Outstanding and Exercisable Warrants by Exercise Price Range	The following table summarizes information concerning outstanding and exercisable warrants as of December 31, 2019: 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 1.70 $ 0.15 59,279,384 1.70 $ 0.15 0.21 – 0.40 7,204,665 0.61 0.26 7,204,665 0.61 0.26 $ 0.12 – 0.67 66,484,049 1.58 $ 0.17 66,484,049 1.58 $ 0.17

Segment Reporting (Tables)

Segment Reporting (Tables)	3 Months Ended
	Dec. 31, 2019
Segment Reporting [Abstract]
Schedule of Assets of Reportable Segments	The detailed segment information of the Company is as follows: Assets By Segment December 31, 2019 Corporate Medical Devices Authentication and Encryption Total ASSETS Current Assets Cash $ 2,273 $ 33,330 $ 6,760 $ 42,363 Prepaid expenses and other current assets - 55,500 - 55,500 Total current assets 2,273 88,830 6,760 97,863 Right-of-use asset - 22,697 - 22,697 Total other assets - 22,697 - 22,697 TOTAL ASSETS $ 2,273 $ 111,527 $ 6,760 $ 120,560
Schedule of Operations of Reportable Segments	Operations by Segment For the Three Months Ended December 31, 2019 Corporate Medical Devices Authentication and Encryption Total Sales:  Trade $ - $ - $ - $ - Consulting services - - - - Total Sales - - - - Cost of goods sold - - - - Gross profit - - - - Operating expenses 98,462 175,286 63,525 337,273 Loss from operations $ (98,462 ) $ (175,286 ) $ (63,525 ) $ (337,273 ) Operations by Segment For the Three Months 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 )

Basis of Presentation (Details

Basis of Presentation (Details Narrative) - USD ($)	3 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Sep. 30, 2019	Sep. 30, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Entity incorporation, state country name	Nevada
Net loss	$ (346,596)	$ (577,688)
Cash used in operations	(195,784)	(314,460)
Shareholders' deficit	(1,314,852)	$ (697,080)	$ (1,083,994)	$ (825,160)
Payroll taxes due	102,899		102,834
Cash on hand	42,363		$ 53,147
Proceeds from short-term loans and contributions of capital by joint venture partner	$ 185,000

Summary of Significant Accoun_4

Summary of Significant Accounting Policies (Details Narrative) - USD ($)	Nov. 15, 2018	Dec. 31, 2018	Dec. 31, 2019	Dec. 31, 2018	Oct. 02, 2019	Sep. 30, 2019
Deferred revenue
Measurement of tax benefit, percentage of realized upon settlement, minimum, description			More than 50 percent
Non-controlling interest's share of accumulated losses of joint venture	$ 405,383
Loss from deconsolidation of non-controlling interest				405,383
Noncontrolling interest, description		Pursuant to the Joint Venture Agreement, the 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 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.
Contributed capital		$ 700,000
Joint venture percentage			51.00%
Additional paid-in capital			$ 23,868,885			$ 23,777,647
Non-controlling interest			395,520			393,149
Operating loss			(337,273)	$ (470,714)
Distributable cash			300,000
Right-of-use assets			22,697		$ 27,841
Lease liabilities			22,697		$ 27,841
NEO [Member]
Contributed capital			50,000
Additional funding			700,000
GEN2 [Member]
Investments to others			$ 975,000			$ 925,000
Joint venture percentage			39.00%
Employees and Consultants [Member]
Additional units reserved for issuance		13.50%
Individual [Member]
Joint venture percentage			10.00%
Psoria-Shield, Inc [Member]
Ownership percentage			50.50%
Gen 2 Funding, Inc [Member]
Ownership percentage			36.00%
Proceeds from investment			$ 700,000
Illinois Limited Liability Company [Member]
Additional paid-in capital			497,250
Non-controlling interest			477,750
Operating loss			$ 45,162
Stock Option [Member]
Antidilutive securities excluded from computation of earnings per share			15,037,738	17,587,738
Warrants [Member]
Antidilutive securities excluded from computation of earnings per share			66,484,049	68,192,442

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Schedule of Company's Consolidated Subsidiaries (Details)	3 Months Ended
	Dec. 31, 2019
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	51.00%

Loans Payable from Officers a_2

Loans Payable from Officers and Shareholders (Details Narrative) - USD ($)	Dec. 31, 2019	Sep. 30, 2019
Loans payable from officers and shareholders	$ 534,250	$ 399,250
Due to officers and shareholders	$ 135,000
22 Short-Term Unsecured Loans [Member]
Debt instrument, interest rate, stated percentage		8.00%
Officers and Shareholders [Member]
Loans payable to related parties		$ 534,250

Lease Liabilities (Details Narr

Lease Liabilities (Details Narrative) - USD ($)	1 Months Ended	3 Months Ended
	Feb. 28, 2019	Dec. 31, 2019	Dec. 31, 2018
Leases [Abstract]
Lease term	24 months
Payment for lease liability	$ 1,800	$ 5,144
Lease expiration date	2021-01
Right of use assets	$ 27,841	$ 22,697
Lease, discount rate		4.00%
Lease liability	$ 42,467	$ 22,697
Lease rent expense		5,144
Amortization of right of use asset		$ 5,144

Shareholders' Equity (Details N

Shareholders' Equity (Details Narrative) - USD ($)	3 Months Ended	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2019	Sep. 30, 2019	Jan. 02, 2018	Jun. 30, 2010
Common stock, shares authorized	200,000,000	200,000,000	200,000,000
Number options to purchase of common stock	62,500
Options exercisable term	2 years 7 months 21 days
Unvested compensation	$ 314,812	$ 314,812
Aggregate intrinsic value	$ 3,257,434	3,257,434	$ 3,255,121
Stock Option [Member]
Stock based compensation		$ 65,738
Employee [Member]
Number options to purchase of common stock	62,500
Fair value of stock options	$ 2,313
Stock option exercise price per share	$ 0.04	$ 0.04
Options exercisable term	5 years
2010 Non-Qualified Stock Option Plan [Member]
Common stock, shares authorized				30,000,000	7,500,000
2010 Non-Qualified Stock Option Plan [Member] | Stock Option [Member]
Aggregate intrinsic value
Shares of stock options remaining available for issuance	14,962,262	14,962,262
Aggregate intrinsic value for warrant shares outstanding

Shareholders' Equity - Schedule

Shareholders' Equity - Schedule of Assumptions Used for Options Granted (Details)	3 Months Ended
	Dec. 31, 2019$ / shares
Equity [Abstract]
Exercise price	$ 0.04
Expected dividends
Expected volatility	157.60%
Risk free interest rate	1.60%
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, 2019USD ($)$ / sharesshares
Number of Option Shares Outstanding, Number, Beginning Balance | shares	15,237,738
Number of Option Shares Outstanding, Granted | shares	62,500
Number of Option Shares Outstanding, Cancelled | shares
Number of Option Shares Outstanding, Exercised | shares
Number of Option Shares Outstanding, Expired | shares	(262,500)
Number of Option Shares Outstanding, Number, Ending Balance | shares	15,037,738
Number of Option Shares Outstanding, Vested and exercisable, Ending Balance | shares	12,350,238
Number of Option Shares Outstanding, Unvested, Ending Balance | shares	2,687,500
Weighted Average Exercise Price, Number, Beginning Balance	$ 0.27
Weighted Average Exercise Price, Granted	0.04
Weighted Average Exercise Price, Cancelled
Weighted Average Exercise Price, Exercised
Weighted Average Exercise Price, Expired	0.11
Weighted Average Exercise Price, Number, Ending Balance	0.27
Weighted Average Exercise Price, Vested and exercisable, Ending Balance	0.30
Weighted Average Exercise Price, Unvested, Ending Balance	$ 0.14
Fair Value at Date of Grant, Number, Beginning Balance | $	$ 3,255,121
Fair Value at Date of Grant, Granted | $	2,313
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 | $	3,257,434
Fair Value at Date of Grant, Vested and exercisable, Ending Balance | $	2,189,047
Fair Value at Date of Grant, Unvested, Ending Balance | $	$ 1,068,387
Minimum [Member]
Weighted Average Exercise Price, Number, Beginning Balance	$ 0.03
Weighted Average Exercise Price, Granted
Weighted Average Exercise Price, Number, Ending Balance	0.03
Maximum [Member]
Weighted Average Exercise Price, Number, Beginning Balance	2
Weighted Average Exercise Price, Granted
Weighted Average Exercise Price, Number, Ending Balance	$ 2

Shareholders' Equity - Schedu_3

Shareholders' Equity - Schedule of Outstanding and Exercisable Options by Exercise Price Range (Details) - $ / shares	3 Months Ended
	Dec. 31, 2019	Sep. 30, 2019
Range of Exercise Prices, Lower Limit	$ 0.06
Range of Exercise Prices, Upper Limit	$ 2
Number of Options, Outstanding, Number	15,037,738	15,237,738
Number of Options, Outstanding, Weighted Average Remaining Contractual Term	2 years 9 months
Number of Options, Outstanding, Weighted Average Exercise Price	$ 0.27	$ 0.27
Number of Options, Exercisable, Number	12,350,238
Number of Options, Exercisable, Weighted Average Remaining Contractual Term	2 years 7 months 21 days
Number of Options, Exercisable, Weighted Average Exercise Price	$ 0.30
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	13,575,238
Number of Options, Outstanding, Weighted Average Remaining Contractual Term	2 years 11 months 4 days
Number of Options, Outstanding, Weighted Average Exercise Price	$ 0.15
Number of Options, Exercisable, Number	10,887,738
Number of Options, Exercisable, Weighted Average Remaining Contractual Term	2 years 10 months 6 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	62,500
Number of Options, Outstanding, Weighted Average Remaining Contractual Term	2 years 2 months 30 days
Number of Options, Outstanding, Weighted Average Exercise Price	$ 0.40
Number of Options, Exercisable, Number	62,500
Number of Options, Exercisable, Weighted Average Remaining Contractual Term	2 years 2 months 30 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	1 year
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	1 year
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	1 year
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	1 year
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, 2019USD ($)$ / sharesshares
Number of Warrant Shares Outstanding, Number, Beginning Balance | shares	66,484,049
Number of Warrant Shares Outstanding, Granted | shares
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	66,484,049
Number of Warrant Shares Outstanding, Vested and exercisable, Ending Balance | shares	66,484,049
Weighted Average Exercise Price, Number, Beginning Balance	$ 0.17
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	0.17
Weighted Average Exercise Price, Vested and exercisable, Ending Balance	$ 0.17
Fair Value at Date of Issuance, Beginning Balance | $	$ 3,434,560
Fair Value at Date of Issuance, Granted | $
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 | $	3,434,560
Fair Value at Date of Issuance, Vested and exercisable, Ending Balance | $	$ 3,434,560
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
Maximum [Member]
Weighted Average Exercise Price, Number, Beginning Balance	0.40
Weighted Average Exercise Price, Number, Ending Balance	0.40
Weighted Average Exercise Price, Vested and exercisable, Ending Balance	$ 0.40

Shareholders' Equity - Schedu_5

Shareholders' Equity - Schedule of Outstanding and Exercisable Warrants by Exercise Price Range (Details) - $ / shares	3 Months Ended
	Dec. 31, 2019	Sep. 30, 2019
Range of Exercise Prices, Lower Limit	$ 0.06
Range of Exercise Prices, Upper Limit	$ 2
Number of Warrants, Outstanding, Number	15,037,738	15,237,738
Number of Warrants, Outstanding, Weighted Average Remaining Contractual Term	2 years 9 months
Number of Warrants, Outstanding, Weighted Average Exercise Price	$ 0.27	$ 0.27
Number of Warrants, Exercisable, Number	12,350,238
Number of Warrants, Exercisable, Weighted Average Remaining Contractual Term	2 years 7 months 21 days
Number of Warrants, Exercisable, Weighted Average Exercise Price	$ 0.30
Exercise Price Range One [Member]
Range of Exercise Prices, Lower Limit	0.06
Range of Exercise Prices, Upper Limit	$ 0.39
Number of Warrants, Outstanding, Number	13,575,238
Number of Warrants, Outstanding, Weighted Average Remaining Contractual Term	2 years 11 months 4 days
Number of Warrants, Outstanding, Weighted Average Exercise Price	$ 0.15
Number of Warrants, Exercisable, Number	10,887,738
Number of Warrants, Exercisable, Weighted Average Remaining Contractual Term	2 years 10 months 6 days
Number of Warrants, 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 Warrants, Outstanding, Number	62,500
Number of Warrants, Outstanding, Weighted Average Remaining Contractual Term	2 years 2 months 30 days
Number of Warrants, Outstanding, Weighted Average Exercise Price	$ 0.40
Number of Warrants, Exercisable, Number	62,500
Number of Warrants, Exercisable, Weighted Average Remaining Contractual Term	2 years 2 months 30 days
Number of Warrants, Exercisable, Weighted Average Exercise Price	$ 0.40
Warrant [Member]
Range of Exercise Prices, Lower Limit	0.12
Range of Exercise Prices, Upper Limit	$ 0.67
Number of Warrants, Outstanding, Number	66,484,049
Number of Warrants, Outstanding, Weighted Average Remaining Contractual Term	1 year 6 months 29 days
Number of Warrants, Outstanding, Weighted Average Exercise Price	$ 0.17
Number of Warrants, Exercisable, Number	66,484,049
Number of Warrants, Exercisable, Weighted Average Remaining Contractual Term	1 year 6 months 29 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	1 year 8 months 12 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	1 year 8 months 12 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	$ 0.40
Number of Warrants, Outstanding, Number	7,204,665
Number of Warrants, Outstanding, Weighted Average Remaining Contractual Term	7 months 10 days
Number of Warrants, Outstanding, Weighted Average Exercise Price	$ 0.26
Number of Warrants, Exercisable, Number	7,204,665
Number of Warrants, Exercisable, Weighted Average Remaining Contractual Term	7 months 10 days
Number of Warrants, Exercisable, Weighted Average Exercise Price	$ 0.26

Segment Reporting - Schedule of

Segment Reporting - Schedule of Assets of Reportable Segments (Details) - USD ($)	Dec. 31, 2019	Sep. 30, 2019	Feb. 28, 2019
Cash	$ 42,363	$ 53,147
Prepaid expenses and other current assets	55,500	55,000
Total current assets	97,863	108,147
Right-of-use asset	22,697		$ 27,841
Total other assets	22,697	1,562
TOTAL ASSETS	120,560	$ 109,709
Corporate [Member]
Cash	2,273
Prepaid expenses and other current assets
Total current assets	2,273
Right-of-use asset
Total other assets
TOTAL ASSETS	2,273
Medical Devices [Member]
Cash	33,330
Prepaid expenses and other current assets	55,500
Total current assets	88,830
Right-of-use asset	22,697
Total other assets	22,697
TOTAL ASSETS	111,527
Authentication and Encryption [Member]
Cash	6,760
Prepaid expenses and other current assets
Total current assets	6,760
Right-of-use asset
Total other assets
TOTAL ASSETS	$ 6,760

Segment Reporting - Schedule _2

Segment Reporting - Schedule of Operations of Reportable Segments (Details) - USD ($)	3 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Total Sales		$ 12,875
Cost of goods sold		7,725
Gross profit		5,150
Operating expenses	337,273	475,864
Loss from operations	(337,273)	(470,714)
Trade [Member]
Total Sales		7,675
Consulting Services [Member]
Total Sales		5,200
Corporate [Member]
Total Sales
Cost of goods sold
Gross profit
Operating expenses	98,462	254,429
Loss from operations	(98,462)	(254,429)
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	175,286	119,720
Loss from operations	(175,286)	(119,720)
Medical Devices [Member] | Trade [Member]
Total Sales
Medical Devices [Member] | Consulting Services [Member]
Total Sales
Authentication and Encryption [Member]
Total Sales		12,875
Cost of goods sold		7,725
Gross profit		5,150
Operating expenses	63,525	101,715
Loss from operations	(63,525)	(96,565)
Authentication and Encryption [Member] | Trade [Member]
Total Sales		7,675
Authentication and Encryption [Member] | Consulting Services [Member]
Total Sales		$ 5,200

Legal Matters (Details Narrativ

Legal Matters (Details Narrative)	3 Months Ended
	Dec. 31, 2019USD ($)
Commitments and Contingencies Disclosure [Abstract]
Payment to negotiated settlement	$ 89,302
Interest rate of negotiated settlement	4.00%
Wages	$ 21,600
Wages increase rate	2.00%

Commitments (Details Narrative)

Commitments (Details Narrative) - USD ($)	3 Months Ended
	Dec. 31, 2019	Sep. 30, 2019
Commitments and Contingencies Disclosure [Abstract]
Lease expiration date	Feb. 28, 2024
Monthly lease payment	$ 11,000
Lease obligation remaining	631,587
Security deposit relating to the lease	$ 37,815	$ 15,000

Proposed Sale of Stealthco, I_2

Proposed Sale of Stealthco, Inc. (Details Narrative) - USD ($)	Dec. 31, 2021	Sep. 03, 2019	Dec. 31, 2018	Sep. 30, 2019	Dec. 31, 2019
Common stock new issue value			$ 10,000
Share Exchange Agreement [Member] | DTI Holdings Inc [Member]
Due from related party					$ 500,000
Due from related party in addition					$ 500,000
Agreement description		On September 3, 2019, the Company's Board of Directors unanimously approved, subject to stockholder approval: (1) execution and delivery of a proposed Share Exchange Agreement with DTI Holdings, Inc. ("DTI") relating to the share exchange and transfer of certain assets of StealthCo, Inc. ("SCI") pursuant to the terms and conditions of a Memorandum of Agreement in substantially the form of the copy presented to the Board ("Agreement"). As of September 18, 2019, holders of a majority of the outstanding shares of voting capital stock have executed written stockholder consents approving this action. The Agreement provides, among other things, that: (1) DTI will pay the Company $500,000 upon the execution of a definitive share exchange agreement ("Share Exchange Agreement") which the parties will endeavor to negotiate and execute as quickly as possible, and not later than October 15, 2019; (2) DTI will pay the Company an additional $500,000 within seven days following the completion date of the transfer of all assets and/or full ownership of SCI to DTI, with such date to occur within 120 days following execution of the Share Exchange Agreement; (3) DTI will issue to the Company 3,112,000 shares of DTI common stock and will guaranty that the value of the 3,112,000 shares of DTI common stock will have a value of at least $4.50 per share ($14,004,000, in the aggregate), as of December 31, 2021; (4) To the extent that the value of the DTI common shares, as of December 31, 2021, is less than $4.50 per share ($14,004,000, in the aggregate), DTI will issue additional shares of DTI common stock, at the then current fair market value, in an amount sufficient to cause the resulting aggregate value of all shares of DTI common stock issued to the Company to be $14,004,000, in the aggregate; (5) DTI will assign the assets transferred by SCI, including trademarks, intellectual properties, and patents, to its subsidiary, Femtobitz, Inc., a Delaware corporation, and will pay to the Company 1% of annual gross revenue arising from or relating to operation of Femtobitz, Inc.; and (6) Upon closing of the share exchange, the Company's Chairman will be appointed an advisory board member of DTI and a board member of Femtobitz, Inc. As of September 18, 2019, stockholders holding a majority of our outstanding common stock approved the share exchange and the Company began discussions and negotiations with DTI, which are currently on-going. There can be no assurance that the proposed transaction will be concluded successfully on the terms described or any alternate terms that may be proposed hereafter.
Share Exchange Agreement [Member] | Femtobitz, Inc. [Member]
Annual gross revenue				1.00%
Share Exchange Agreement [Member] | Forecast [Member] | DTI Holdings Inc [Member]
Common stock new issues	3,112,000
Common stock value per share	$ 4.50
Common stock new issue value	$ 14,004,000

Subsequent Events (Details Narr

Subsequent Events (Details Narrative) - USD ($)	Mar. 31, 2020	Dec. 31, 2019	Oct. 02, 2016	Dec. 31, 2019	Jan. 24, 2020	Mar. 25, 2020	Jan. 06, 2020	Jan. 01, 2020	Sep. 30, 2019
Loans payable to officers and shareholders		$ 534,250		$ 534,250					$ 399,250
Lease expiration date				Feb. 28, 2024
StealthCo [Member] | Non Cancellable Lease Agreement [Member]
Lease expiration date			Sep. 30, 2021
Lease term			5 years
Board of Directors [Member]
Unexpired stock warrants, extension period		1 year
Subsequent Event [Member]
Debt instrument, payment terms					Due one year from the date of issuance
Number of securities called by warrants								66,000,000
Incremental fair value of warrants	$ 700,000
Subsequent Event [Member] | Minimum [Member]
Exercise price of warrants								$ 0.12
Subsequent Event [Member] | Maximum [Member]
Exercise price of warrants								$ 0.40
Subsequent Event [Member] | September 30, 2020 [Member]
Number of securities called by warrants								20,000,000
Subsequent Event [Member] | September 30, 2020 [Member] | Minimum [Member]
Exercise price of warrants								$ 0.15
Subsequent Event [Member] | September 30, 2020 [Member] | Maximum [Member]
Exercise price of warrants								$ 0.25
Subsequent Event [Member] | StealthCo [Member] | Ownership Agreement [Member]
Non-cancellable lease payment							$ 11,000
Subsequent Event [Member] | Unsecured Loans [Member]
Debt instrument, interest rate, stated percentage						8.00%
Subsequent Event [Member] | Officers and Shareholders [Member]
Loans payable to officers and shareholders						$ 235,000