Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Mar. 31, 2017 | Jul. 13, 2017 | Sep. 30, 2016 | |
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Mar. 31, 2017 | ||
Trading Symbol | wter | ||
Entity Registrant Name | ALKALINE WATER Co INC | ||
Entity Central Index Key | 1,532,390 | ||
Current Fiscal Year End Date | --08-31 | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Common Stock, Shares Outstanding | 18,263,739 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Well Known Seasoned Issuer | No | ||
Entity Public Float | $ 19,526,012 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED BALANCE SHEET
CONSOLIDATED BALANCE SHEET - USD ($) | Mar. 31, 2017 | Mar. 31, 2016 |
Current assets | ||
Cash and cash equivalents | $ 603,805 | $ 1,192,119 |
Accounts receivable | 1,419,281 | 911,390 |
Inventory | 819,988 | 434,708 |
Prepaid expenses | 307,247 | 10,806 |
Total current assets | 3,150,321 | 2,549,023 |
Fixed assets - net | 1,120,148 | 1,226,534 |
Total assets | 4,270,469 | 3,775,557 |
Current liabilities | ||
Accounts payable | 1,343,824 | 847,452 |
Accrued expenses | 455,916 | 251,613 |
Revolving financing | 1,436,083 | 475,273 |
Current portion of capital leases | 190,207 | 243,623 |
Note payable, net of debt discount | 0 | 283,120 |
Note payable with original issue discount, net of debt discount | 0 | 41,248 |
Derivative liability | 3,407 | 11,143 |
Total current liabilities | 3,429,437 | 2,153,472 |
Long-term Liabilities | ||
Capitalized leases | 8,006 | 95,204 |
Total long-term liabilities | 8,006 | 95,204 |
Total liabilities | 3,437,443 | 2,248,676 |
Stockholders' equity | ||
Preferred stock, $0.001 par value, 100,000,000 shares authorized, Series A issued 20,000,000, Series C issued 3,000,000 | 23,000 | 23,000 |
Common stock, Class A - $0.001 par value, 200,000,000 shares authorized 17,532,451 and 14,568,970 share issued and outstanding at March 31, 2017 and March 31, 2016, respectively | 17,531 | 14,568 |
Additional paid in capital | 24,181,029 | 21,423,247 |
Accumulated deficit | (23,388,534) | (19,933,934) |
Total stockholders' equity | 833,026 | 1,526,881 |
Total liabilities and stockholders' equity | $ 4,270,469 | $ 3,775,557 |
CONSOLIDATED BALANCE SHEET (Par
CONSOLIDATED BALANCE SHEET (Parenthetical) - $ / shares | Mar. 31, 2017 | Mar. 31, 2016 |
Preferred Stock, Par Value Per Share | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 100,000,000 | 100,000,000 |
Common Stock, Par Value Per Share | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 200,000,000 | 200,000,000 |
Common Stock, Shares, Issued | 17,532,451 | 14,568,970 |
Common Stock, Shares, Outstanding | 17,532,451 | 14,568,970 |
Series A Preferred Stock [Member] | ||
Preferred Stock, Shares Issued | 20,000,000 | 20,000,000 |
Series C Preferred Stock [Member] | ||
Preferred Stock, Shares Issued | 3,000,000 | 3,000,000 |
CONSOLIDATED STATEMENT OF OPERA
CONSOLIDATED STATEMENT OF OPERATIONS - USD ($) | 12 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Revenue | $ 12,763,630 | $ 7,088,806 |
Cost of Goods Sold | 7,350,394 | 4,432,459 |
Gross Profit | 5,413,236 | 2,656,347 |
Operating expenses | ||
Sales and marketing expenses | 4,428,572 | 2,931,870 |
General and administrative | 3,164,101 | 6,883,287 |
Depreciation | 359,556 | 318,328 |
Total operating expenses | 7,952,229 | 10,133,485 |
Total operating loss | (2,538,993) | (7,477,138) |
Other income (expense) | ||
Interest income | 103 | 97 |
Interest expense | (367,115) | (350,053) |
Amortization of debt discount and accretion | (556,331) | (498,458) |
Change in derivative liability | 7,736 | 43,968 |
Total other income (expense) | (915,607) | (804,446) |
Net loss | $ (3,454,600) | $ (8,281,584) |
EARNINGS PER SHARE (Basic) | $ (0.22) | $ (2.19) |
WEIGHTED AVERAGE SHARES OUTSTANDING (Basic) | 15,550,257 | 3,772,941 |
CONSOLIDATED STATEMENT OF STOCK
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY - USD ($) | Preferred Stock [Member] | Common Stock [Member] | Additional Paid in Capital [Member] | Deficit Accumulated [Member] | Total |
Beginning Balance at Mar. 31, 2015 | $ 20,000 | $ 2,491 | $ 11,899,999 | $ (11,652,350) | $ 270,140 |
Beginning Balance (Shares) at Mar. 31, 2015 | 20,000,000 | 2,489,917 | |||
Value of warrants issued with Capital lease agreement | 78,031 | 78,031 | |||
Shares issued for cash Private Placement | $ 9,222 | 3,731,042 | 3,740,264 | ||
Shares issued for cash Private Placement (Shares) | 9,223,200 | ||||
Shares issued in connection with note payable | $ 871 | 1,053,279 | 1,054,150 | ||
Shares issued in connection with note payable (Shares) | 871,246 | ||||
Shares issued to contractors | $ 1,600 | 2,124,541 | 2,126,141 | ||
Shares issued to contractors (Shares) | 1,600,000 | ||||
Shares issued to employees | $ 129 | 168,065 | 168,194 | ||
Shares issued to employees (Shares) | 129,000 | ||||
Warrant exercises | $ 255 | 127,090 | 127,345 | ||
Warrant exercises (Shares) | 255,607 | ||||
Stock Options issued to employees | 2,241,200 | 2,241,200 | |||
Preferred Stock issued to directors | $ 3,000 | 3,000 | |||
Preferred Stock issued to directors (Shares) | 3,000,000 | ||||
Net (loss) | (8,281,584) | (8,281,584) | |||
Ending Balance at Mar. 31, 2016 | $ 23,000 | $ 14,568 | 21,423,247 | (19,933,934) | 1,526,881 |
Ending Balance (Shares) at Mar. 31, 2016 | 23,000,000 | 14,568,970 | |||
Shares issued for cash Private Placement | $ 425 | 424,575 | 425,000 | ||
Shares issued for cash Private Placement (Shares) | 425,000 | ||||
Shares issued in connection with note payable | $ 1,240 | 1,698,380 | 1,699,620 | ||
Shares issued in connection with note payable (Shares) | 1,240,000 | ||||
Shares issued to contractors | $ 251 | 378,874 | 379,125 | ||
Shares issued to contractors (Shares) | 251,220 | ||||
Warrant exercises | $ 814 | 299,185 | 299,999 | ||
Warrant exercises (Shares) | 814,518 | ||||
Stock Options issued to employees | $ 250 | (250) | |||
Stock Options issued to employees (Shares) | 249,887 | ||||
Stock Repurchase | $ (17) | (42,982) | (42,999) | ||
Stock Repurchase (Shares) | (17,144) | ||||
Net (loss) | (3,454,600) | (3,454,600) | |||
Ending Balance at Mar. 31, 2017 | $ 23,000 | $ 17,531 | $ 24,181,029 | $ (23,388,534) | $ 833,026 |
Ending Balance (Shares) at Mar. 31, 2017 | 23,000,000 | 17,532,451 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (3,454,600) | $ (8,281,584) |
Adjustments to reconcile net loss to net cash used in operating | ||
Depreciation expense | 359,556 | 318,328 |
Stock compensation expense | 379,125 | 4,551,961 |
Amortization of debt discount and accretion | 556,330 | 639,524 |
Interest expense relating to amortization of capital lease discount | 103,009 | 102,781 |
Change in derivative liabilities | (7,736) | (43,968) |
Changes in operating assets and liabilities: | ||
Accounts receivable | (507,891) | (495,017) |
Inventory | (385,280) | (241,353) |
Prepaid expenses and other current assets | (296,441) | 6,694 |
Accounts payable | 496,372 | 284,953 |
Accounts payable - related party | 0 | (43,036) |
Accrued expenses | 204,303 | 91,176 |
NET CASH USED IN OPERATING ACTIVITIES | (2,553,253) | (3,109,541) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Purchase of fixed assets | (253,170) | (344,961) |
CASH USED IN INVESTING ACTIVITIES | (253,170) | (344,961) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from notes payable | 0 | 2,075,000 |
Proceeds from convertible note payable | 1,260,000 | 435,000 |
Proceeds from revolving financing | 960,810 | 232,398 |
Proceeds from sale of common stock, net | 425,000 | 3,751,200 |
Proceeds for the exercise of warrants, net | 300,000 | 0 |
Repayment of notes payable | (440,078) | (1,729,821) |
Repayment of capital lease | (243,623) | (207,269) |
Repurchase of common stock | (43,000) | 0 |
CASH PROVIDED BY FINANCING ACTIVITIES | 2,219,109 | 4,556,508 |
NET CHANGE IN CASH | (587,314) | 1,102,006 |
CASH AT BEGINNING OF PERIOD | 1,192,119 | 90,113 |
CASH AT END OF PERIOD | 604,805 | 1,192,119 |
INTEREST PAID | $ 367,115 | $ 152,557 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Mar. 31, 2017 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Text Block] | NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation The audited consolidated financial statements included herein, presented in accordance with United States generally accepted accounting principles and stated in U.S. dollars, have been prepared by the Company, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. These statements reflect all adjustments, consisting of normal recurring adjustments, which in the opinion of management, are necessary for fair presentation of the information contained therein. Principles of consolidation The consolidated financial statements include the accounts of The Alkaline Water Company Inc. (a Nevada Corporation), Alkaline Water Corp. (an Arizona Corporation) and Alkaline 88, LLC (an Arizona Limited Liability Company). All significant intercompany balances and transactions have been eliminated. The Alkaline Water Company Inc. (a Nevada Corporation), Alkaline Water Corp. (an Arizona Corporation) and Alkaline 88, LLC (an Arizona Limited Liability Company) will be collectively referred herein to as the “Company”. Any reference herein to “The Alkaline Water Company Inc.”, the “Company”, “we”, “our” or “us” is intended to mean The Alkaline Water Company Inc., including the subsidiaries indicated above, unless otherwise indicated. Reverse split Effective December 30, 2015, the Company effected a fifty for one reverse stock split of its authorized and issued and outstanding shares of common stock. As a result, the authorized common stock has decreased from 1,125,000,000 shares of common stock, with a par value of $0.001 per share, to 22,500,000 shares of common stock, with a par value of $0.001 per share. All shares and per share amounts have been retroactively restated to reflect such split. On January 21, 2016, stockholders of our company approved, by written consents, an amendment to the articles of incorporation of our company to increase the number of authorized shares of our common stock from 22,500,000 to 200,000,000. The Company received written consents representing 20,776,000 votes from the holders of shares of its common stock and our Series A Preferred Stock voting as a single class, representing approximately 61% of the voting power of its outstanding common stock and its outstanding Series A Preferred Stock voting as a single class as of the record date (January 12, 2016). On January 21, 2016, there were no written consents received by the Company representing a vote against, abstention or broker non-vote with respect to the proposal. Our authorized preferred stock was not affected by the reverse stock split and continues to be 100,000,000 shares of preferred stock, with a par value of $0.001 per share. In addition, the number of issued and outstanding shares of Series A Preferred Stock continues to be 20,000,000. However, holders of Series A Preferred Stock had 0.2 vote per share of Series A Preferred Stock, instead of 10 votes per share of Series A Preferred Stock, as a result of the reverse stock split. On January 22, 2016, the Company amended the certificate of designation for our Series A Preferred Stock by filing an amendment to certificate of designation with the Secretary of State of the State of Nevada. The Company amended the certificate of designation for our Series A Preferred Stock by deleting Section 2.2 of the certificate of designation, which proportionately increases or decreases the number of votes per share of Series A Preferred Stock in the event of any dividend or other distribution on our common stock payable in its common stock or a subdivision or consolidation of the outstanding shares of its common stock. Accordingly, holders of Series A Preferred Stock will have 10 votes per share of Series A Preferred Stock, instead of 0.2 votes per share of Series A Preferred Stock. On March 30, 2016, the Company designated 3,000,000 shares of the authorized and unissued preferred stock of our company as “Series C Preferred Stock” by filing a Certificate of Designation with the Secretary of State of the State of Nevada. Each share of the Series C Preferred Stock will be convertible, without the payment of any additional consideration by the holder and at the option of the holder, into one fully paid and non-assessable share of our common stock at any time after (i) the Company achieves consolidated revenue equal to or greater than $15,000,000 in any 12 month period, ending on the last day of any quarterly period of our fiscal year; or (ii) a Negotiated Trigger Event, defined as an event upon which the Series C Preferred Stock will be convertible as may be agreed by our company and the holder in writing from time to time. On May 3, 2017, we designated 3,000,000 shares of the authorized and unissued preferred stock of our company as “Series D Preferred Stock” by filing a Certificate of Designation with the Secretary of State of the State of Nevada. Each share of the Series D Preferred Stock will be convertible, without the payment of any additional consideration by the holder and at the option of the holder, into one fully paid and non-assessable share of our common stock at any time after (i) we achieve the consolidated revenue of our company and all of its subsidiaries equal to or greater than $40,000,000 in any 12 month period, ending on the last day of any quarterly period of our fiscal year; or (ii) a Negotiated Trigger Event, defined as an event upon which the Series D Preferred Stock will be convertible as may be agreed by our company and the holder in writing from time to time. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ significantly from those estimates. Cash and Cash Equivalents The Company considers all highly liquid instruments with an original maturity of three months or less to be considered cash equivalents. The carrying value of these investments approximates fair value. The Company had $603,805 and $1,192,119 in cash and cash equivalents at March 31, 2017 and 2016, respectively. Accounts Receivable and Allowance for Doubtful Accounts The Company generally does not require collateral, and the majority of its trade receivables are unsecured. The carrying amount for accounts receivable approximates fair value. Accounts receivable consisted of the following as of March 31, 2017 and 2016: 2017 2016 Trade receivables $ 1,419,281 $ 911,390 Less: Allowance for doubtful accounts (-0- ) (-0- ) Net accounts receivable $ 1,419,281 $ 911,390 Accounts receivable are periodically evaluated for collectability based on past credit history with clients. Provisions for losses on accounts receivable are determined on the basis of loss experience, known and inherent risk in the account balance and current economic conditions. Inventory Inventory represents raw and blended chemicals and other items valued at the lower of cost or market with cost determined using the weight average method which approximates first-in first-out method, and with market defined as the lower of replacement cost or realizable value. As of March 31, 2017 and 2016, inventory consisted of the following: 2017 2016 Raw materials $ 587,688 $ 300,575 Finished goods 232, 300 134,133 Total inventory $ 819,988 $ 434,708 Property and Equipment The Company records all property and equipment at cost less accumulated depreciation. Improvements are capitalized while repairs and maintenance costs are expensed as incurred. Depreciation is calculated using the straight-line method over the estimated useful life of the assets or the lease term, whichever is shorter. Depreciation periods are as follows for the relevant fixed assets: Equipment 5 years Equipment under capital lease 3 years or term of the lease Stock-Based Compensation The Company accounts for stock-based compensation to employees in accordance with Accounting Standards Codification (“ASC”) 718. Stock-based compensation to employees is measured at the grant date, based on the fair value of the award, and is recognized as expense over the requisite employee service period. The Company accounts for stock-based compensation to other than employees in accordance with ASC 505-50. Equity instruments issued to other than employees are valued at the earlier of a commitment date or upon completion of the services, based on the fair value of the equity instruments and is recognized as expense over the service period. The Company estimates the fair value of stock-based payments using the Black-Scholes option-pricing model for common stock options and warrants and the closing price of the Company’s common stock for common share issuances. Advertising Advertising costs are charged to operations when incurred. Advertising expenses for the years ended March 31, 2017 and 2016 were $367,456 and $244,890, respectively. Revenue Recognition The Company recognizes revenue when all of the following conditions are satisfied: (1) there is persuasive evidence of an arrangement; (2) the product or service has been provided to the customer; (3) the amount to be paid by the customer is fixed or determinable; and (4) the collection of such amount is probable. The Company records revenue when it is realizable and earned upon shipment of the finished products. The Company does not accept returns due to the nature of the product. However, the Company will provide credit to our customers for damaged goods. Fair Value Measurements The valuation of our embedded derivatives and warrant derivatives are determined primarily by the multinomial distribution (Lattice) model. An embedded derivative is a derivative instrument that is embedded within another contract, which under the convertible note (the host contract) includes the right to convert the note by the holder, certain default redemption right premiums and a change of control premium (payable in cash if a fundamental change occurs). In accordance with ASC 815 “ Accounting for Derivative Instruments and Hedging Activities” Level 1 unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access as of the measurement date. Level 2 inputs other than quoted prices included within Level 1 that are directly observable for the asset or liability or indirectly observable through corroboration with observable market data. Level 3 unobservable inputs for the asset or liability only used when there is little, if any, market activity for the asset or liability at the measurement date. This hierarchy requires the Company to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. To determine the fair value of our embedded derivatives, management evaluates assumptions regarding the probability of certain future events. Other factors used to determine fair value include our period end stock price, historical stock volatility, risk free interest rate and derivative term. The fair value recorded for the derivative liability varies from period to period. This variability may result in the actual derivative liability for a period either above or below the estimates recorded on our consolidated financial statements, resulting in significant fluctuations in other income (expense) because of the corresponding non-cash gain or loss recorded. Concentration The Company has 2 major customers that together account for 38% ( 21% and 17% respectively) of accounts receivable at March 31, 2017, and 3 customers that together account for 58% ( 29% 15%, and 14%, respectively) of the total revenues earned for the year ended March 31, 2017. The Company has 2 vendors that accounted for 51% ( 37% and 14% respectively) of purchases for the year ended March 31, 2017. The Company has 3 major customers that together account for 57% ( 24%, 17%, and 15% respectively) of accounts receivable at March 31, 2016, and 4 customers that together account for 60% ( 20%, 17%, and 12%, respectively) of the total revenues earned for the year ended March 31, 2016. The Company has 5 vendors that accounted for 74% ( 24%, 17%, 17%, and 16%, respectively) of purchases for the year ended March 31, 2016. Income Taxes In accordance with ASC 740 “ Accounting for Income Taxes Basic and Diluted Loss Per Share Basic and diluted earnings or loss per share (“EPS”) amounts in the consolidated financial statements are computed in accordance ASC 260 – 10 “ Earnings per Share Business Segments The Company operates on one segment in one geographic location the United States of America and, therefore, segment information is not presented. Fair Value of Financial Instruments The carrying amounts of the company’s financial instruments including accounts payable, accrued expenses, and notes payable approximate fair value due to the relative short period for maturity these instruments. Environmental Costs Environmental expenditures that relate to current operations are expensed or capitalized as appropriate. Expenditures that relate to an existing condition caused by past operations, and which do not contribute to current or future revenue generation, are expensed. Liabilities are recorded when environmental assessments and/or remedial efforts are probable, and the cost can be reasonably estimated. Generally, the timing of these accruals coincides with the earlier of completion of a feasibility study or the Company’s commitments to a plan of action based on the then known facts. The Company incurred no environmental expenses during the years ended March 31, 2017 and 2016, respectively. Reclassification Certain accounts in the prior period were reclassified to conform to the current period financial statements presentation. Newly Issued Accounting Pronouncements In July 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2015-11 (ASU 2015-11) "Simplifying the Measurement of Inventory". According to ASU 2015-11 an entity should measure inventory within the scope of this update at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. Subsequent measurement is unchanged for inventory measured using LIFO or the retail inventory method. The amendments in ASU 2015-11 more closely align the measurement of inventory in GAAP with the measurement of inventory in International Financial Reporting Standards (IFRS). The Board has amended some of the other guidance in Topic 330 to more clearly articulate the requirements for the measurement and disclosure of inventory. However, the Board does not intend for those clarifications to result in any changes in practice. Other than the change in the subsequent measurement guidance from the lower of cost or market to the lower of cost and net realizable value for inventory within the scope of ASU 2015-11, there are no other substantive changes to the guidance on measurement of inventory. For public business entities, the amendments in ASU 2015-11 are effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. For all other entities, the amendments in ASU 2015-11 are effective for fiscal years beginning after December 15, 2016, and interim periods within fiscal years beginning after December 15, 2017. The amendments in ASU 2015-11 should be applied prospectively with earlier application permitted as of the beginning of an interim or annual reporting period. The Board decided that the only disclosures required at transition should be the nature of and reason for the change in accounting principle. An entity should disclose that information in the first annual period of adoption and in the interim periods within the first annual period if there is a measurement-period adjustment during the first annual period in which the changes are effective. The Company has evaluated other recent accounting pronouncements through June 2017 and believes that none of them will have a material effect on our financial statements. |
GOING CONCERN
GOING CONCERN | 12 Months Ended |
Mar. 31, 2017 | |
GOING CONCERN [Text Block] | NOTE 2 – GOING CONCERN The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the recoverability and/or acquisition and sale of assets and the satisfaction of liabilities in the normal course of business. Since its inception, the Company has been engaged substantially in financing activities, developing its business plan and building its initial customer and distribution base for its products. As a result, the Company incurred accumulated net losses from Inception (June 19, 2012) through the period ended March 31, 2017 of ($23,388,534). In addition, the Company’s development activities since inception have been financially sustained through debt and equity financing. The ability of the Company to continue as a going concern is dependent upon its ability to raise additional capital from the sale of common stock and, ultimately, the achievement of significant operating revenues. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from this uncertainty. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Mar. 31, 2017 | |
PROPERTY AND EQUIPMENT [Text Block] | NOTE 3 – PROPERTY AND EQUIPMENT Fixed assets consisted of the following at: March 31, 2017 March 31, 2016 Machinery and Equipment $ 1,012,000 $ 970,728 Machinery under Capital Lease 735,781 735,781 Office Equipment 79,681 53,631 Leasehold Improvements 3,979 3,979 Less: Accumulated Depreciation (897,149 ) (537,555 ) Fixed Assets, net $ 1,120,148 $ 1,226,534 Depreciation expense for the years ended March 31, 2017 and 2016 was $359,556 and $318,328, respectively. |
EQUIPMENT DEPOSITS - RELATED PA
EQUIPMENT DEPOSITS - RELATED PARTY | 12 Months Ended |
Mar. 31, 2017 | |
EQUIPMENT DEPOSITS - RELATED PARTY [Text Block] | NOTE 4 – EQUIPMENT DEPOSITS – RELATED PARTY The Company paid for equipment to Water Engineering Solutions, LLC, a related party, $104,619 and $312,500 for the years ended March 31, 2017 and March 31, 2016. At March 31, 2017 and March 31, 2016, the Company owed $0.00 and $43,036 respectively to Water Engineering Solutions, LLC. The equipment was being manufactured by and under an exclusive manufacturing contract from Water Engineering Solutions, LLC, an entity that is controlled and majority owned by Steven P. Nickolas and Richard A. Wright, for the production of our alkaline water. |
REVOLVING FINANCING
REVOLVING FINANCING | 12 Months Ended |
Mar. 31, 2017 | |
REVOLVING FINANCING [Text Block] | NOTE 5 – REVOLVING FINANCING On February 1, 2017, The Alkaline Water Company Inc. and its subsidiaries (the “Company”) entered into a Credit and Security Agreement (the “Credit Agreement”) with SCM Specialty Finance Opportunities Fund, L.P. (the “Lender”). The Credit Agreement provides the Company with a revolving credit facility (the “Revolving Facility”), the proceeds of which are to be used to repay existing indebtedness of the Company, transaction fees incurred in connection with the Credit Agreement and for working capital needs of the Company. Under the terms of the Credit Agreement, the Lender has agreed to make cash advances to the Company in an aggregate principal at any one time outstanding not to exceed the lesser of (i) $3 million (the “Revolving Loan Commitment Amount”) and (ii) the Borrowing Base (defined to mean, as of any date of determination, 85% of net eligible billed receivables plus 65% of eligible unbilled receivables, minus certain reserves). The Credit Agreement has a term of three years, unless earlier terminated by the parties in accordance with the terms of the Credit Agreement. The principal amount of the Revolving Facility outstanding bears interest at a rate per annum equal to (i) a fluctuating interest rate per annum equal at all times to the rate of interest announced, from time to time, within Wells Fargo Bank at its principal office in San Francisco as its “prime rate,” plus (ii) 3.25%, payable monthly in arrears. To secure the payment and performance of the obligations under the Credit Agreement, the Company granted to the Lender a continuing security interest in all of the Company’s assets and agreed to a lockbox account arrangement in respect of certain eligible receivables. In connection with the Credit Agreement, the Company paid to the Lender a $30,000 facility fee. The Company agreed to pay to Lender monthly an unused line fee in amount equal to 0.083% per month of the difference derived by subtracting (i) the average daily outstanding balance under the Revolving Facility during the preceding month, from (ii) the Revolving Loan Commitment Amount. The unused line fee will be payable monthly in arrears. The Company also agreed to pay the Lender as additional interest a monthly collateral management fee equal to 0.35% per month calculated on the basis of the average daily balance under the Revolving Facility outstanding during the preceding month. The collateral management fee will be payable monthly in arrears. Upon a termination of the Revolving Facility, the Company agreed to pay the Lender a termination fee in an amount equal to 2% of the Revolving Loan Commitment Amount if the termination occurs before February 1, 2020. The Company must also pay certain fees in the event that receivables are not properly deposited in the appropriate lockbox account. The interest rate will be increased by 5% in the event of a default under the Credit Agreement. Events of default under the Credit Agreement, some of which are subject to certain cure periods, include a failure to pay obligations when due, the making of a material misrepresentation to the Lender, the rendering of certain judgments or decrees against the Company and the commencement of a proceeding for the appointment of a receiver, trustee, liquidator or conservator or filing of a petition seeking reorganization or liquidation or similar relief. The Credit Agreement contains customary representations and warranties and various affirmative and negative covenants including the right of first refusal to provide financing for the Company and the financial and loan covenants, such as the loan turnover rate, minimum EBTDA, fixed charge coverage ratio and minimum liquidity requirements. As of February 1, 2017, the Company and Gibraltar (“Gilbralter”) entered into a payoff agreement (the “Payoff Agreement”), pursuant to which the Company agreed to pay an amount equal to the outstanding indebtedness and obligations owing from the Company to Gibraltar (the “Gibraltar Obligations”). The Payoff Agreement provided that the Payoff Agreement will confirm that, upon receipt via wire transfer of immediately available funds to Gibraltar in the aggregate amount of $628,782.94, all of the Gibraltar Obligations will be terminated and satisfied in full as of the close of business on February 1, 2017. On February 20, 2014, The Alkaline Water Company Inc., and subsidiaries, Alkaline 88, LLC and Alkaline Water Corp., entered into a revolving accounts receivable funding agreement with Gibraltar Business Capital, LLC (“Gibraltar”). Under the agreement, from time to time, the Company agreed to tender to Gibraltar all of our accounts (which is defined as our rights to payment whether or not earned by performance, (i) for property that has been or is to be sold, leased, licensed, assigned or otherwise disposed of, or (ii) for services rendered or to be rendered, or (iii) as otherwise defined in the Uniform Commercial Code of the State of Illinois). Gibraltar will have the right, but will not be obligated, to purchase such accounts tendered in its sole discretion. If Gibraltar purchases such accounts, Gibraltar will make cash advances to us as the purchase price for the purchased accounts. The initial indebtedness is $500,000 and the Company increased the amount available under the revolving accounts receivable funding agreement to $900,000 on May 12, 2016. The Company may request further increase(s) to the in $100,000 increments up to $5,000,000, subject the Company’s financial performance and/or projections are satisfactory to Gibraltar, and absent an event of default. The Company also granted to Gibraltar a security interest in all of our presently-owned and hereafter-acquired personal and fixture property, wherever located. The agreement will continue until the first to occur of (i) demand by Gibraltar; or (ii) 24 months from the first day of the month following the date that the first purchased account is purchased and will be automatically renewed for successive periods of 12 months thereafter unless, at least 30 days prior to the end of the term, the Company gives Gibraltar notice of our intention to terminate the agreement. In addition, the Company will be able to exit the agreement at any time for a fee of 2% of the line of credit in place at the time of prepayment. On March 31, 2016 the amount borrowed on this facility was $475,273. |
DERIVATIVE LIABILITY
DERIVATIVE LIABILITY | 12 Months Ended |
Mar. 31, 2017 | |
DERIVATIVE LIABILITY [Text Block] | NOTE 6 – DERIVATIVE LIABILITY On May 1, 2014, the Company completed the offering and sale of an aggregate of shares of our common stock and warrants. Each share of common stock sold in the offering was accompanied by a warrant to purchase one-half of a share of common stock. The warrants include down-round provisions that reduce the exercise price of a warrant and convertible instrument. As required by ASC 815 “Derivatives and Hedging”, if the Company either issues equity shares for a price that is lower than the exercise price of those instruments or issues new warrants or convertible instruments that have a lower exercise price, the investors will be entitled to down-round protection. The Company evaluated whether its warrants and convertible debt instruments contain provisions that protect holders from declines in its stock price or otherwise could result in modification of either the exercise price or the shares to be issued under the respective warrant agreements. The Company determined that a portion of its outstanding warrants and conversion instruments contained such provisions thereby concluding were not indexed to the Company’s own stock and therefore a derivative instrument. On August 20, 2014, the Company entered into a warrant amendment agreement with certain holders of the Company’s outstanding common stock purchase warrants whereby the Company agreed to reduce the exercise price of the Existing Warrants the Holders are to be issued new common stock purchase warrants of the Company in the form of the Existing Warrants to purchase up to a number of shares of our common stock equal to the number of Existing Warrants exercised by the Holders The Company analyzed the warrants and conversion feature under ASC 815 “Derivatives and Hedging” to determine the derivative liability as of march 31, 2017 was $3,407. |
STOCKHOLDERS EQUITY
STOCKHOLDERS EQUITY | 12 Months Ended |
Mar. 31, 2017 | |
STOCKHOLDERS EQUITY [Text Block] | NOTE 7 – STOCKHOLDERS’ EQUITY Preferred Shares On October 7, 2013, the Company amended its articles of incorporation to create 100,000,000 shares of preferred stock by filing a Certificate of Amendment to Articles of Incorporation with the Secretary of State of Nevada. The preferred stock may be divided into and issued in series, with such designations, rights, qualifications, preferences, limitations and terms as fixed and determined by our board of directors. The Series A Preferred Stock had 10 votes per share (reduced to 0.2 votes per share as a result of the fifty for one reverse stock split, which became effective as of December 30, 2015) and are not convertible into shares of our common stock. Grant of Series A Preferred Stock On October 8, 2013, the Company issued a total of 20,000,000 shares of non-convertible Series A Preferred Stock to Steven Nickolas and Richard Wright ( 10,000,000 shares to each), our directors and executive officers, in consideration for the past services, at a deemed value of $0.001 per share. The company valued these shares based on the cost considering the time and average billing rate of these individuals and recorded a $20,000 stock compensation cost for the year ended March 31, 2014. Our authorized preferred stock was not affected by the reverse stock split and continues to be 100,000,000 shares of preferred stock, with a par value of $0.001 per share. In addition, the number of issued and outstanding shares of Series A Preferred Stock continues to be 20,000,000. However, holders of Series A Preferred Stock had 0.2 vote per share of Series A Preferred Stock, instead of 10 votes per share of Series A Preferred Stock, as a result of the reverse-stock split. On January 22, 2016, the Company amended the certificate of designation for our Series A Preferred Stock by filing an amendment to certificate of designation with the Secretary of State of the State of Nevada. The Company amended the certificate of designation for our Series A Preferred Stock by deleting Section 2.2 of the certificate of designation, which proportionately increases or decreases the number of votes per share of Series A Preferred Stock in the event of any dividend or other distribution on our common stock payable in its common stock or a subdivision or consolidation of the outstanding shares of its common stock. Accordingly, holders of Series A Preferred Stock will have 10 votes per share of Series A Preferred Stock, instead of 0.2 votes per share of Series A Preferred Stock. Grant of Series C Convertible Preferred Stock On March 30, 2016, the Company designated 3,000,000 shares of the authorized and unissued preferred stock of our company as “Series C Preferred Stock” by filing a Certificate of Designation with the Secretary of State of the State of Nevada. Each share of the Series C Preferred Stock will be convertible, without the payment of any additional consideration by the holder and at the option of the holder, into one fully paid and non-assessable share of our common stock at any time after (i) the Company achieves consolidated revenue equal to or greater than $15,000,000 in any 12 month period, ending on the last day of any quarterly period of our fiscal year; or (ii) a Negotiated Trigger Event, defined as an event upon which the Series C Preferred Stock will be convertible as may be agreed by our company and the holder in writing from time to time. Effective March 31, 2016, the Company issued a total of 3,000,000 shares of our Series C Preferred Stock to Steven Nickolas and Richard Wright ( 1,500,000 shares to each), pursuant to their employment agreements dated effective March 1, 2016. Common Stock The Company is authorized to issue 1,125,000,000 shares of $0.001 par value common stock. On May 31, 2013, the Company effected a 15 -for- 1 forward stock split of our $0.001 par value common stock. All shares and per share amounts have been retroactively restated to reflect such split. Prior to the acquisition of Alkaline Water Corp., the Company had 109,500,000 shares of common stock issued and outstanding. On May 31, 2013, the Company issued 43,000,000 shares in exchange for a 100% interest in Alkaline Water Corp. For accounting purposes, the acquisition of Alkaline Water Corp. by The Alkaline Water Company Inc. has been recorded as a reverse acquisition of a company and recapitalization of Alkaline Water Corp. based on the factors demonstrating that Alkaline Water Corp. represents the accounting acquirer. Consequently, after the closing of this agreement the Company adopted the business of Alkaline Water Corp.’s wholly-owned subsidiary, Alkaline 88, LLC. As part of the acquisition, the former management of the Company agreed to cancel 75,000,000 shares of common stock. On December 30, 2015, the Company effected a fifty for one reverse stock split of its authorized and issued and outstanding shares of common stock. As a result, the authorized common stock has decreased from 1,125,000,000 shares of common stock, with a par value of $0.001 per share, to 22,500,000 shares of common stock, with a par value of $0.001 per share. All shares and per share amounts have been retroactively restated to reflect such split. On January 21, 2016, stockholders of our company approved, by written consents, an amendment to the articles of incorporation of our company to increase the number of authorized shares of our common stock from 22,500,000 to 200,000,000. The Company received written consents representing 20,776,000 votes from the holders of shares of its common stock and our Series A Preferred Stock voting as a single class, representing approximately 61% of the voting power of its outstanding common stock and its outstanding Series A Preferred Stock voting as a single class as of the record date (January 12, 2016). On January 21, 2016, there were no written consents received by the Company representing a vote against, abstention or broker non-vote with respect to the proposal. Sale of Restricted Shares On June 10, 2016, the Company entered into loan agreements with five lenders, pursuant to which the Company issued promissory notes in the aggregate principal amount of $260,000 in exchange for the loan in the amount of $260,000. The promissory notes bear interest at the rate of 10% per annum, payable quarterly. Payment of the principal and interest is due and payable on or before June 10, 2017. The lenders have the option to convert the amount due under the promissory notes into shares of our common stock at a conversion price of $1.00 per share. On June 14, 2016, pursuant to the May Exchange Agreement, the Company issued an aggregate of 163,202 shares of our common stock upon exchange of the above mentioned May Warrants valued at the market value on that date of $1.98 per share. On July 6, 2016, the Company issued an aggregate of 425,000 shares of our common stock to three investors in a private placement, at a purchase price of $1.00 per share for gross proceeds of $425,000. Common Stock Issued for Services In the year ended March 31, 2016, the company issued 1,645,000 shares of restricted common stock to consultants for services rendered that were valued at 2,177,860. In issuing these shares, we relied on an exemption from the registration requirements of the Securities Act of 1933 provided by Section 4(a)(2) of the Securities Act of 1933. In the year ended March 31, 2017, the company issued 251,200 shares of restricted common stock to consultants for services rendered that were valued at 379,125. In issuing these shares, we relied on an exemption from the registration requirements of the Securities Act of 1933 provided by Section 4(a)(2) of the Securities Act of 1933. Common Stock Issued in Conjunction with Notes and Warrant Exchanges On May 22, 2015, the Company issued 20,000 restricted common shares in conjunction with a $250,000 note payable that were valued at the market value on that date of $3.95 per share. On August, 20, 2015, the Company issued 20,000 restricted common shares in conjunction with a $240,000 note payable that were valued at the market value on that date of $5.75 per share. On October 28, 2015, the Company issued 10,000 restricted common shares in conjunction with a $62,000 note payable that were valued at the market value on that date of $4.25 per share. On March 30, 2016 pursuant to a convertible note issued September 28, 2015 the $89,100 of principal balance was converted to 270,000 common shares of the Company Stock. On March 31, 2016, the Company entered into a promissory note and warrant exchange agreement (the “March Exchange Agreement”) with six holders of our promissory notes (each, a “Note”) in the aggregate principal amount of $310,000 and warrants (each, a “March Warrant”) to purchase an aggregate of 88,563 shares of our common stock, whereby we exchanged the holders’ Notes and March Warrants, for no additional consideration, for an aggregate of 551,246 shares of our common stock (the “March Exchange”), and following the March Exchange, the Notes and March Warrants were automatically cancelled and terminated and the holders have no further rights pursuant to the Notes, March Warrants and any agreement or instrument pursuant to which such Notes or March Warrants were issued. Pursuant to the March Exchange Agreement, the Company issued an aggregate of 551,246 shares of our common stock upon exchange of the above mentioned Notes and March Warrants. On of May 16, 2016, the Company entered into a warrant exchange agreement (the “May Exchange Agreement”) with six holders of our warrants (each, a “May Warrant”) to purchase an aggregate of 163,202 shares of our common stock, whereby the Company exchanged the holders’ May Warrants, for no additional consideration, for an aggregate of 163,202 shares of our common stock (the “May Exchange”), and following the May Exchange, the May Warrants were automatically cancelled and terminated and the holders have no further rights pursuant to the May Warrants and any agreement or instrument pursuant to which such May Warrants were issued. As of March 31, 2017, pursuant to a Note Exchange Agreements, we issued an aggregate of 210,000 shares of our common stock upon exchange of the above mentioned Notes. In issuing these shares, we relied on an exemption from the registration requirements of the Securities Act of 1933 provided by Section 3(a)(9) and/or Section 4(a)(2) of the Securities Act of 1933. As of March 31, 2017, pursuant to a Warrant Exchange Agreements, we issued an aggregate of 25,716 shares of our common stock upon exchange of the above mentioned Warrants. In issuing these shares, we relied on an exemption from the registration requirements of the Securities Act of 1933 provided by Section 3(a)(9) and/or Section 4(a)(2) of the Securities Act of 1933. |
OPTIONS AND WARRANTS
OPTIONS AND WARRANTS | 12 Months Ended |
Mar. 31, 2017 | |
OPTIONS AND WARRANTS [Text Block] | NOTE 9 – OPTIONS AND WARRANTS Stock Option Awards On January 29, 2016, the Company granted a total of 1,310,000 stock options to certain employees. The stock options are exercisable at the exercise price of $0.52 per share for a period of 7.6 years from the date of grant and vested upon the date of grant. On January 29, 2016, the Company granted a total of 3,000,000 stock options Steven A. Nickolas and Richard A. Wright ( 1,500,000 stock options to each). The stock options are exercisable at the exercise price of $0.52 per share for a period of 7.6 years from the date of grant and vested upon the date of grant. On March 4, 2016, the Company completed the offering and sale of an aggregate of 9,000,000 shares of our common stock the offering included warrants to purchase an aggregate of 4,500,000 shares of our common stock, at an exercise price of $0.50 per share for a period of two years from the date of issuance. For the years ended March 31, 2017 and March 31, 2016 the Company has recognized compensation expense of $0 and $2,425,495 respectively, on the stock options granted that vested. The fair value of the unvested shares is $0 as of March, 2017. The aggregate intrinsic value of these options was $0 at March 31, 2016. Stock option activity summary covering options is presented in the table below: Weighted- Weighted- Average Average Remaining Number of Exercise Contractual Shares Price Term (years) Outstanding at March 31, 2015 343,000 $ 7.00 8.5 Granted 4,310,000 0.52 8.9 Exercised - - 9.2 Expired/Forfeited - - 8.2 Outstanding at March 31, 2016 4,653,400 0.92 8.2 Granted - - 7.8 Exercised (485,000 ) 0.52 - Expired/Forfeited (192,600 ) 0.52 - Outstanding at March 31, 2017 4,145,800 0.92 7.7 Exercisable at March 31, 2017 4,145,800 0.92 7.7 Warrants The following is a summary of the status of all of our warrants as of March 31, 2017 and changes during the period ended on that date: Weighted- Number Average of Warrants Exercise Price Outstanding at March 31, 2015 460,608 $ 7.00 Granted 4,858,057 1.22 Exercised (254,763 ) 8.00 Cancelled or Expired (75,780 ) 6.00 Outstanding at March 31, 2016 4,988,116 1.39 Granted - - Exercised (600,000 ) 0.50 Cancelled or Expired (195,200 ) 1.50 Outstanding at March 31, 2017 4,192,916 0.79 Warrants exercisable at March 31, 2017 4,192,916 0.79 The following table summarizes information about stock warrants outstanding and exercisable at March 31, 2017: STOCK WARRANTS OUTSTANDING AND EXERCISABLE Number of Weighted-Average Warrants Remaining Contractual Exercise Price Outstanding Life in Years $ 27.50 2,326 1.07 9.375 19,067 2.55 6.25 6,667 2.05 5.00 233,429 1.02 3.50 31,429 1.02 0.50 3,900,000 0.91 On October 22, 2014, the Company entered into a master lease agreement with Veterans Capital Fund, LLC (the “Lessor”) for the secured lease line of credit financing in an amount not to exceed $600,000. The lease is expected to be secured by three new alkaline generating electrolysis system machines. Our wholly-owned subsidiary, Alkaline 88, LLC, and Water Engineering Solutions, LLC acted as co-lessees. Water Engineering Solutions, LLC is an entity that is controlled and owned by our President, Chief Executive Officer, director and major stockholder, Steven P. Nickolas, and our Vice-President, Secretary, Treasurer and director, Richard A. Wright. Pursuant to the master lease agreement, the Lessor agreed to lease to us the equipment described in any equipment schedule signed by us and approved by the Lessor. It is expected that any lease under the master lease agreement will be structured for a three-year lease term with fixed monthly lease rental payments based on a monthly lease rate factor of 3.4667% of the Lessor’s capital cost. In connection with the entering into the master lease agreement, the Company also entered into a warrant agreement with the Lessor, pursuant to which the Company agreed to issue a warrant to purchase 72,000 shares of our common stock to the Lessor and/or its affiliates at an exercise price of $6.25 per share for a period of five years. 18,000 shares vested. On February 25, 2015, the Company amended the master lease agreement with Veterans Capital Fund, LLC for the increase in the secured lease line of credit financing to an amount not to exceed $800,000. The lease was secured by new alkaline generating electrolysis system machines by our wholly-owned subsidiary, Alkaline 88, LLC, and Water Engineering Solutions, LLC. Water Engineering Solutions, LLC is an entity that is controlled and owned by our President, Chief Executive Officer, director and major stockholder, Steven P. Nickolas, and our Vice-President, Secretary, Treasurer and director, Richard A. Wright. Pursuant to the master lease agreement, the Lessor agreed to lease to us the equipment described in any equipment schedule signed by us and approved by the Lessor. It is expected that any lease under the master lease agreement will be structured for a three-year lease term with fixed monthly lease rental payments based on a monthly lease rate factor of 3.4667% of the Lessor’s capital cost. In connection with the entering into the master lease agreement, the Company entered into a warrant agreement with the Lessor, pursuant to which the Company agreed to cancel the previous issued warrant for 72,000 and issue a warrant to purchase 102,000 shares of our common stock to the Lessor and/or its affiliates at an exercise price of $5.00 per share for a period of five years. 18,000 shares vested on October 22, 2014, 13,316 shares on October 28, 2014, 13,606 shares on December 22, 2014, 6,945 shares on February 3, 2015 and 15,799 shares on March 5, 2015. The remaining 18,105 shares will vest on a pro rata basis according to any mounts the Lessor funds pursuant to any lease schedules under the master lease agreement, provided that if we draw on 90% or more of the total lease line under the master lease agreement, then all such shares will be deemed to be vested. The Company recorded the bifurcated value of $309,028 of the warrants issued as additional paid in capital, the value was determine using a Black-Scholes, a level 3 valuation measure. The fair value of the warrants granted during the year ended March 31, 2017 was estimated at the date of agreement using the Black-Scholes option-pricing model and a level 3 valuation measure, with the following assumptions: Market value of stock on purchase date $3.75 to $7.10 Risk-free interest rate . 26% to 1.42% Dividend yield 0.00% Volatility factor 116% to 161% Weighted average expected life (years) 2 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Mar. 31, 2017 | |
RELATED PARTY TRANSACTIONS [Text Block] | NOTE 10 – RELATED PARTY TRANSACTIONS On October 31, 2014, the Company amended the 2013 Equity Incentive Plan to, among other things, to increase the number of shares of stock of the Company available for the grant of awards under the plan from 20,000,000 shares to 35,000,000 shares. On October 31, 2014, the Company reduced the exercise price of an aggregate of 120,000 stock options granted to Steven P. Nickolas and Richard A. Wright, , to $7.50 per share as noted below: New Exercise Old Exercise Price per Number of Stock Name of Optionee Grant Date Price per Share Share Expiration Date Options Steven P. Nickolas October 9, 2013 $30.25 $7.50 October 9, 2023 60,000 Richard A. Wright October 9, 2013 $30.25 $7.50 October 9, 2023 60,000 On May 21, 2014, the Company granted a total of 120,000 stock options Steven A. Nickolas and Richard A. Wright ( 60,000 stock options to each). The stock options are exercisable at the exercise price of $7.275 per share for a period of ten years from the date of grant. 60,000 stock options vested upon the date of grant and 60,000 stock options will vest on November 21, 2014. On October 9, 2013, the Company granted a total of 120,000 stock options to Steven A. Nickolas and Richard A. Wright ( 60,000 stock options to each). The stock options are exercisable at the exercise price of $30.25 per share for a period of ten years from the date of grant. For each individual, the stock options vest as follows: (i) 20,000 upon the date of grant; and (ii) 10,000 per quarter until fully vested. On October 8, 2013, the Company issued a total of 20,000,000 shares of non-convertible Series A Preferred Stock to Steven A. Nickolas and Richard A. Wright ( 10,000,000 shares to each), our directors and executive officers, in consideration for the past services, at a deemed value of $0.001 per share. We valued these shares based on the cost considering the time and average billing rate of these individuals and recorded a $20,000 stock compensation cost for the year ended March 31, 2014. On January 29, 2016, the Company granted a total of 3,000,000 stock options Steven A. Nickolas and Richard A. Wright ( 1,500,000 stock options to each). The stock options are exercisable at the exercise price of $0.52 per share for a period of 7.6 years from the date of grant and vested upon the date of grant. Effective March 31, 2016, the Company issued a total of 3,000,000 shares of our Series C Preferred Stock to Steven P. Nickolas and Richard A. Wright ( 1,500,000 shares to each), our directors and executive officers, pursuant to their employment agreements dated effective March 1, 2016. Employment Agreement with Steven P. Nickolas On March 30, 2016, the Company entered into an employment agreement dated effective March 1, 2016 with Steven P. Nickolas, our president, chief executive officer and director, pursuant to which Mr. Nickolas agreed to perform such duties as are regularly and customarily performed by the president and chief executive officer of a corporation, and any other duties consistent with Mr. Nickolas’s position in our company. Pursuant to the terms of the employment agreement, the Company have agreed to (i) pay Mr. Nickolas $15,000 per month or such other amount as may be determined by our board of directors from time to time; and (ii) issue to Mr. Nickolas 1,500,000 shares of our Series C Preferred Stock (issued effective as of March 31, 2016). The Company also agreed that each of the following events constitute a “Negotiated Trigger Event” as defined in the Certificate of Designation for the Series C Preferred Stock: (i) the occurrence of a change of control event; (ii) the death of Mr. Nickolas; and (iii) the termination of the employment agreement for any reason. On November 18, 2016, our company provided notice to Steven Nickolas, our CEO and President, of our board of director’s finding that there is “just cause” for termination of Mr. Nickolas’s employment and of our company’s intent to terminate the employment of Mr. Nickolas for “just cause” pursuant to the provision of the Employment Agreement with Mr. Nickolas dated March 1, 2016. Under the Employment Agreement, Mr. Nickolas had 30 days to cure the failures and breaches creating “just cause” for termination. Mr. Nickolas failed to cure such failure and breaches and, on April 7, 2017, our company terminated the employment of Mr. Nickolas for cause. In addition, our company removed Mr. Nickolas as the President and Chief Executive Officer of our company. Employment Agreement with Richard A. Wright On March 30, 2016, the Company entered into an employment agreement dated effective March 1, 2016 with Richard A. Wright, our vice-president, secretary, treasurer and director, pursuant to which Mr. Wright agreed to perform such duties as are regularly and customarily performed by the vice president, secretary and treasurer of a corporation, and any other duties consistent with Mr. Wright’s position in our company. Pursuant to the terms of the employment agreement, the Company have agreed to (i) pay Mr. Wright $14,000 per month or such other amount as may be determined by our board of directors from time to time; and (ii) issue to Mr. Wright 1,500,000 shares of our Series C Preferred Stock (issued effective as of March 31, 2016). The Company also agreed that each of the following events constitute a “Negotiated Trigger Event” as defined in the Certificate of Designation for the Series C Preferred Stock: (i) the occurrence of a change of control event; (ii) the death of Mr. Wright; and (iii) the termination of the employment agreement for any reason. In addition, the Company may (i) grant awards under our 2013 equity incentive plan to Mr. Wright from time to time and (ii) pay to Mr. Wright an annual discretionary performance bonus in an amount to be determined by our board of directors in its sole discretion. Mr. Wright will also be eligible to participate in other bonus programs offered by our company to our senior staff from time to time. In addition, Mr. Wright will be entitled to participate in all of our employee benefit plans provided by our company to our senior officers. If the Company do not provide such plans at any time, the Company agreed to reimburse Mr. Wright for the reasonable cost of any such plans obtained privately. The Company also agreed to (i) provide Mr. Wright with vehicle leased in our company’s name, with lease payments not exceeding $700 /month or such other amount as may be determined by our board of directors; (ii) pay Mr. Wright an allowance of $5,000 per month or such other amount as may be determined by our board of directors, which may be used by Mr. Wright as he sees fit, including without limitation, the funding of non-qualified retirement plans; (iii) reimburse Mr. Wright for any expenses that he incurs in connection with his duties under his employment agreement. Mr. Wright will be entitled in each year to five weeks’ paid vacation, in addition to weekends and statutory holidays, to be taken in installments of no more than three consecutive weeks of paid time off. The initial term of the employment agreement is three years and, on the third anniversary of the effective date of the employment and on each annual anniversary date thereafter, the term of the employment agreement will automatically be extended by one additional year unless either party gives 90 days’ written notice to the other of its intention not to renew the employment agreement. If, within 90 days of the occurrence of a change of control event, Mr. Wright resigns from his employment relationship with our company or our company terminates his employment agreement for any reason other than for just cause, then the Company agreed to pay Mr. Wright severance in an amount equal to the following: 36 months’ salary plus an amount, if any, equal to the following: one month’s salary multiplied by the number of calendar years, starting on the effective date of the employment agreement, that Mr. Wright is employed by our company under his employment agreement. The Company may terminate Mr. Wright’s employment at any time for other than just cause by delivering to Mr. Wright written notice of termination. In such a case, the Company agreed to pay Mr. Wright severance in an amount equal to the following: 36 months’ salary plus an amount, if any, equal to the following: one month’s salary multiplied by the number of calendar years, starting on the effective date of the employment, that Mr. Wright is employed by our company under his employment agreement. Subject to applicable employment laws or similar legislation, the Company may terminate Mr. Wright’s employment in the event he has been unable to perform his duties for a period of eight consecutive months or a cumulative period of 12 months in any consecutive 24 month period, because of a physical or mental disability. Mr. Wright’s employment will automatically terminate on his death. In the event Mr. Wright’s employment with our company terminates by reason of Mr. Wright’s death or disability, then upon and immediately effective on the date of termination the Company agreed to promptly pay and provide Mr. Wright (or in the event of Mr. Wright’s death, Mr. Wright’s estate); any unpaid salary and any outstanding and accrued regular and special vacation pay through the date of termination; reimbursement for any unreimbursed expenses incurred through to the date of termination; and any outstanding amounts due under any awards which will be dealt with in accordance with our 2013 equity incentive plan and the award agreement. In the event Mr. Wright’s employment is terminated due to a disability, the Company agreed to pay to Mr. Wright the severance referred to above. The Company may terminate Mr. Wright’s employment for just cause at any time by delivering to Mr. Wright written notice of termination. In the event that Mr. Wright’s employment with our company is terminated by our company for just cause, Mr. Wright will not be entitled to any additional payments or benefits (except as otherwise provided in his employment agreement), other than for amounts due and owing to Mr. Wright by our company as of the date of termination, except for any awards under our 2013 equity incentive plan will be dealt with in accordance with the plan and award agreement. Provided that Mr. Wright has acted within the scope of his authority, the Company agreed to indemnify and save harmless Mr. Wright (including his heirs and legal representatives) against any and all costs, claims and expenses (including any amounts paid to settle any actions or satisfy any judgments) which: he may suffer or incur by reason of any matter or thing which he may in good faith do or have done or caused to be done as an employee, officer or director of our company, any of its subsidiaries or of any of their respective affiliates; or was reasonably incurred by him in respect of any civil, criminal or administrative action or proceeding to which he is made a party by reason of being or having been an employee, officer or director of our company, any of its subsidiaries or of any of their respective affiliates; provided that, the foregoing indemnification will apply only if: he acted honestly and in good faith with a view to the best interests of our company, any of its subsidiaries or any of their respective affiliates; and in the case of a criminal or administrative action or proceeding that is enforced by a monetary penalty, he had reasonable grounds for believing that his conduct was lawful. Mr. Wright agreed to indemnify and save harmless our company against, and agree to hold it harmless from, any and all damages, injuries, claims, demands, actions, liability, costs and expenses (including reasonable legal fees) incurred or made against our company arising from or connected with the performance or non-performance of his employment by him or the beach of any warranty, representation or covenant herein by him, other than claims by him pursuant to his employment agreement. If and to the extent the Company maintain directors’ and officers’ liability insurance for the protection of our executives in connection with acts and omissions occurring during their employment with our company, the Company agreed that Mr. Wright will be included as an officer and director who is covered by such policy on a basis no less favorable than made available to other executives of our company. On April 7, 2017, our board of directors appointed Richard A. Wright as president of our company. On April 28, 2017, Mr. Wright resigned as the secretary and treasurer of our company and he was appointed as the chief executive officer of our company. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Mar. 31, 2017 | |
INCOME TAXES [Text Block] | NOTE 11 – INCOME TAXES Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The Company recorded the valuation allowance due to the uncertainty of future realization of federal and state net operating loss carryforwards. The deferred income tax assets are comprised of the following at March 31, 2017: 2017 201 6 Deferred income tax assets: $ 3,850,000 $ 2,100,000 Valuation allowance (3,850,000 ) (2,100,000 ) Net total $ - $ - At March 31, 2017, the Company had net operating loss carryforwards of approximately $11,000,000 and net operating loss carryforwards expire in 2023 through 2037. The valuation allowance was increased by $1,750,000 during the year ended March 31, 2017. The current income tax benefit of $1,750,000 and $1,270,000 generated for the years ended March 31, 2017 and 2016, respectively, was offset by an equal increase in the valuation allowance. The valuation allowance was increased due to uncertainties as to the Company’s ability to generate sufficient taxable income to utilize the net operating loss carryforwards and other deferred income tax items. The Company recognizes interest and penalties related to uncertain tax positions in general and administrative expense. As of March 31, 2017, the Company has no unrecognized uncertain tax positions, including interest and penalties |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Mar. 31, 2017 | |
COMMITMENTS AND CONTINGENCIES [Text Block] | NOTE 12 – COMMITMENTS AND CONTINGENCIES Leases The Company has long-term leases for its offices under cancelable operating leases from August 1, 2013 through September 30, 2017. At March 31, 2017, future minimum contractual obligations were as follows: Facilities Equipment Year ending March 31, 2018 $ 75,750 $ 4,348 Total Minimum Lease Payments: $ 75,750 $ 4,348 On October 3, 2014, the Company entered into a 3 -year sub-lease agreement requiring a monthly payment of $5,000 for office space in Scottsdale, Arizona, with a basic monthly lease increase to $6,000 per month in second year of the lease and to $7,000 per month in the third year of the lease. The Company shall have the option to extend this lease for one (1) additional three (3) year term for increased monthly rent. On August 2, 2013, the Company entered into a 4 -year lease agreement for certain office equipment requiring a monthly payment of $870. On April 1, 2016, the Company entered into an 18 -month lease agreement for certain warehouse space requiring a monthly payment of $1,125. On December 1, 2016, the Company entered into a 16 -month lease agreement for certain warehouse space requiring a monthly payment of $2,250. |
CAPITAL LEASE
CAPITAL LEASE | 12 Months Ended |
Mar. 31, 2017 | |
CAPITAL LEASE [Text Block] | NOTE 13 – CAPITAL LEASE On October 22, 2014, the Company entered into a master lease agreement with Veterans Capital Fund, LLC (the “Lessor”) for the secured lease line of credit financing in an amount not to exceed $600,000. The lease is expected to be secured by three new alkaline generating electrolysis system machines. Our wholly-owned subsidiary, Alkaline 88, LLC, and Water Engineering Solutions, LLC acted as co-lessees. Water Engineering Solutions, LLC is an entity that is controlled and owned by our former President, Chief Executive Officer, Steven P. Nickolas, and our current President and Chief Executive Officer, Richard A. Wright. Pursuant to the master lease agreement, the Lessor agreed to lease to us the equipment described in any equipment schedule signed by us and approved by the Lessor. It is expected that any lease under the master lease agreement will be structured for a three year lease term with fixed monthly lease rental payments based on a monthly lease rate factor of 3.4667% of the Lessor’s capital cost. In connection with the entering into the master lease agreement, the Company also entered into a warrant agreement with the Lessor, pursuant to which the Company agreed to issue a warrant to purchase 72,000 shares of our common stock to the Lessor and/or its affiliates at an exercise price of $6. 25 per share for a period of five years, 18,000 shares vested. On February 25, 2015, the Company amended the master lease agreement with Veterans Capital Fund, LLC for the increase in the secured lease line of credit financing to an amount not to exceed $800,000. The lease was secured by new alkaline generating electrolysis system machines by our wholly-owned subsidiary, Alkaline 88, LLC, and Water Engineering Solutions, LLC. Water Engineering Solutions, LLC is an entity that is controlled and owned by our former President, Chief Executive Officer, Steven P. Nickolas, and our Vice-President, Secretary, Treasurer and director, Richard A. Wright. Pursuant to the master lease agreement, the Lessor agreed to lease to us the equipment described in any equipment schedule signed by us and approved by the Lessor. It is expected that any lease under the master lease agreement will be structured for a three year lease term with fixed monthly lease rental payments based on a monthly lease rate factor of 3.4667% of the Lessor’s capital cost. In connection with the entering into the master lease agreement, the Company entered into a warrant agreement with the Lessor, pursuant to which the Company agreed to cancel the previous issued warrant for72,000 and issue a warrant to purchase 102,000 shares of our common stock to the Lessor and/or its affiliates at an exercise price of $5.00 per share for a period of five years. 18,000 shares vested on October 22, 2014, 13,316 shares on October 28, 2014, 13,606 shares on December 22, 2014, 6,945 shares on February 3, 2015 and 15,799 shares on March 5, 2015. The remaining 18,105 shares will vest on a pro rata basis according to any mounts the Lessor funds pursuant to any lease schedules under the master lease agreement, provided that if the Company draws on 90% or more of the total lease line under the master lease agreement, then all such shares will be deemed to be vested. The Company recorded the bifurcated value of $309,028 of the warrants issued as additional paid in capital, the value was determine using a Black-Scholes, a level 3 valuation measure. During the year ended March 31, 2015 the Company agreed to lease the specialized equipment used to make our alkaline water with a value of $735,781 under the above Master Lease agreement. The Company evaluated this lease under ASC 840-30 “Leases- Capital Leases” and concluded that these lease where a capital asset. |
NOTES PAYABLE
NOTES PAYABLE | 12 Months Ended |
Mar. 31, 2017 | |
NOTES PAYABLE [Text Block] | NOTE 14 – NOTES PAYABLE On May 11, 2015, the Company entered into a securities purchase agreement with Assurance Funding Solutions LLC, pursuant to which the Company issued a secured term note of our company in the aggregate principal amount of $250,000, together with 20,000 shares of our common stock, in consideration for $250,000. The secured term note bears interest at the rate of 15% per annum and matured on May 11, 2016. The Company prepaid the note by paying the holder 110% of the principal amount outstanding together with accrued but unpaid interest thereon, the Company provided written notice to the holder at least 30 days prior to the date of prepayment which occurred in May, 2016. Pursuant to the securities purchase agreement, the Company paid Assurance Funding Solutions LLC $10,000 for legal fees incurred by it and granted it piggyback registration rights. In connection with the securities purchase agreement, the Company also entered into a general security agreement dated May 11, 2015 with Assurance Funding Solutions LLC. The Company evaluated this transaction under ASC 470-20-30 “Debt – liability and equity component” On August 19, 2015, the Company entered into a securities purchase agreement pursuant to which the Company issued a secured term note of our company in the aggregate principal amount of $240,000, together with 20,000 shares of our common stock, in consideration for $200,000. The secured term note requires monthly payments of $20,000 per month, along with a final payment on August 20, 2016. On September 20, 2016, we entered into a loan facility agreement (the “Loan Agreement”) with Turnstone Capital Inc. (the “Lender”), whereby the Lender agreed to make available to our company a loan in the aggregate principal amount of $1,500,000 (the “Loan Amount”). Pursuant to the Loan Agreement, the Lender agreed to make one or more advances of the Loan Amount to our company as requested from time to time by our company in an amount to be agreed upon by our company and the Lender (each, an “Advance”). During the year ended March 31, 2017, the lender made advances totaling $1,000,000. This amount together with accrued interest of $30,000 was converted to 1,030,000 common shares on March 31, 2017. |
CONVERTIBLE NOTES PAYABLE
CONVERTIBLE NOTES PAYABLE | 12 Months Ended |
Mar. 31, 2017 | |
CONVERTIBLE NOTES PAYABLE [Text Block] | NOTE 15 – CONVERTIBLE NOTES PAYABLE During the year ended March, 31 2017, the Company entered into a promissory notes totaling $360,000 of which $50,000 was repaid and the remaining amount of $310,000 was converted into equity on March 31, 2016. During the year ended March 31, 2017, the Company entered into promissory notes totaling $260,000 of which $50,000 was repaid and the remaining amount of $260,000 was converted into equity on March 31, 2017. On March 31, 2016, the Company entered into a promissory note and warrant exchange agreement (the “ |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Mar. 31, 2017 | |
SUBSEQUENT EVENTS [Text Block] | NOTE 16 – SUBSEQUENT EVENTS Effective April 28, 2017, we granted a total of 1,790,000 stock options to our directors, officers, consultants employees. The stock options are exercisable at the exercise price of $1.29 per share for a period of ten years from the date of grant. 360,000 of the stock options vest as follows: (i) 120,000 upon the date of grant; and (ii) 120,000 on each anniversary date of grant. 1,430,000 of the stock options vest as follows: (i) 357,500 upon the date of grant; and (ii) 357,500 on each anniversary date of grant. We granted the stock options to 12 U.S. Persons and 3 non U.S. Persons (as that term is defined in Regulation S of the Securities Act of 1933) and in issuing securities we relied on the registration exemption provided for in Regulation S and/or Section 4(a)(2) of the Securities Act of 1933. Effective April 28, 2017, we issued 585,000 shares of common stock to five persons, one of whom is a director and officer of our company. Of these shares, 560,000 are restricted from transfer for a period of two years. On May 3, 2017, the Company designated 3,000,000 shares of the authorized and unissued preferred stock of our company as “Series D Preferred Stock” by filing a Certificate of Designation with the Secretary of State of the State of Nevada. Each share of the Series D Preferred Stock will be convertible, without the payment of any additional consideration by the holder and at the option of the holder, into one fully paid and non-assessable share of our common stock at any time after (i) we achieve the consolidated revenue of our company and all of its subsidiaries equal to or greater than $40,000,000 in any 12 month period, ending on the last day of any quarterly period of our fiscal year; or (ii) a Negotiated Trigger Event, defined as an event upon which the Series D Preferred Stock will be convertible as may be agreed by our company and the holder in writing from time to time. The company then issued a total of 3,000,000 shares of our Series D Preferred Stock to our directors, officers, consultants and employees. We issued these shares relying on the registration exemption provided for in Section 4(a)(2) of the Securities Act of 1933. |
Summary of Significant Accoun22
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Mar. 31, 2017 | |
Basis of presentation [Policy Text Block] | Basis of presentation The audited consolidated financial statements included herein, presented in accordance with United States generally accepted accounting principles and stated in U.S. dollars, have been prepared by the Company, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. These statements reflect all adjustments, consisting of normal recurring adjustments, which in the opinion of management, are necessary for fair presentation of the information contained therein. |
Principles of consolidation [Policy Text Block] | Principles of consolidation The consolidated financial statements include the accounts of The Alkaline Water Company Inc. (a Nevada Corporation), Alkaline Water Corp. (an Arizona Corporation) and Alkaline 88, LLC (an Arizona Limited Liability Company). All significant intercompany balances and transactions have been eliminated. The Alkaline Water Company Inc. (a Nevada Corporation), Alkaline Water Corp. (an Arizona Corporation) and Alkaline 88, LLC (an Arizona Limited Liability Company) will be collectively referred herein to as the “Company”. Any reference herein to “The Alkaline Water Company Inc.”, the “Company”, “we”, “our” or “us” is intended to mean The Alkaline Water Company Inc., including the subsidiaries indicated above, unless otherwise indicated. |
Reverse split [Policy Text Block] | Reverse split Effective December 30, 2015, the Company effected a fifty for one reverse stock split of its authorized and issued and outstanding shares of common stock. As a result, the authorized common stock has decreased from 1,125,000,000 shares of common stock, with a par value of $0.001 per share, to 22,500,000 shares of common stock, with a par value of $0.001 per share. All shares and per share amounts have been retroactively restated to reflect such split. On January 21, 2016, stockholders of our company approved, by written consents, an amendment to the articles of incorporation of our company to increase the number of authorized shares of our common stock from 22,500,000 to 200,000,000. The Company received written consents representing 20,776,000 votes from the holders of shares of its common stock and our Series A Preferred Stock voting as a single class, representing approximately 61% of the voting power of its outstanding common stock and its outstanding Series A Preferred Stock voting as a single class as of the record date (January 12, 2016). On January 21, 2016, there were no written consents received by the Company representing a vote against, abstention or broker non-vote with respect to the proposal. Our authorized preferred stock was not affected by the reverse stock split and continues to be 100,000,000 shares of preferred stock, with a par value of $0.001 per share. In addition, the number of issued and outstanding shares of Series A Preferred Stock continues to be 20,000,000. However, holders of Series A Preferred Stock had 0.2 vote per share of Series A Preferred Stock, instead of 10 votes per share of Series A Preferred Stock, as a result of the reverse stock split. On January 22, 2016, the Company amended the certificate of designation for our Series A Preferred Stock by filing an amendment to certificate of designation with the Secretary of State of the State of Nevada. The Company amended the certificate of designation for our Series A Preferred Stock by deleting Section 2.2 of the certificate of designation, which proportionately increases or decreases the number of votes per share of Series A Preferred Stock in the event of any dividend or other distribution on our common stock payable in its common stock or a subdivision or consolidation of the outstanding shares of its common stock. Accordingly, holders of Series A Preferred Stock will have 10 votes per share of Series A Preferred Stock, instead of 0.2 votes per share of Series A Preferred Stock. On March 30, 2016, the Company designated 3,000,000 shares of the authorized and unissued preferred stock of our company as “Series C Preferred Stock” by filing a Certificate of Designation with the Secretary of State of the State of Nevada. Each share of the Series C Preferred Stock will be convertible, without the payment of any additional consideration by the holder and at the option of the holder, into one fully paid and non-assessable share of our common stock at any time after (i) the Company achieves consolidated revenue equal to or greater than $15,000,000 in any 12 month period, ending on the last day of any quarterly period of our fiscal year; or (ii) a Negotiated Trigger Event, defined as an event upon which the Series C Preferred Stock will be convertible as may be agreed by our company and the holder in writing from time to time. On May 3, 2017, we designated 3,000,000 shares of the authorized and unissued preferred stock of our company as “Series D Preferred Stock” by filing a Certificate of Designation with the Secretary of State of the State of Nevada. Each share of the Series D Preferred Stock will be convertible, without the payment of any additional consideration by the holder and at the option of the holder, into one fully paid and non-assessable share of our common stock at any time after (i) we achieve the consolidated revenue of our company and all of its subsidiaries equal to or greater than $40,000,000 in any 12 month period, ending on the last day of any quarterly period of our fiscal year; or (ii) a Negotiated Trigger Event, defined as an event upon which the Series D Preferred Stock will be convertible as may be agreed by our company and the holder in writing from time to time. |
Use of Estimates [Policy Text Block] | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ significantly from those estimates. |
Cash and Cash Equivalents [Policy Text Block] | Cash and Cash Equivalents The Company considers all highly liquid instruments with an original maturity of three months or less to be considered cash equivalents. The carrying value of these investments approximates fair value. The Company had $603,805 and $1,192,119 in cash and cash equivalents at March 31, 2017 and 2016, respectively. |
Accounts Receivable and Allowance for Doubtful Accounts [Policy Text Block] | Accounts Receivable and Allowance for Doubtful Accounts The Company generally does not require collateral, and the majority of its trade receivables are unsecured. The carrying amount for accounts receivable approximates fair value. Accounts receivable consisted of the following as of March 31, 2017 and 2016: 2017 2016 Trade receivables $ 1,419,281 $ 911,390 Less: Allowance for doubtful accounts (-0- ) (-0- ) Net accounts receivable $ 1,419,281 $ 911,390 Accounts receivable are periodically evaluated for collectability based on past credit history with clients. Provisions for losses on accounts receivable are determined on the basis of loss experience, known and inherent risk in the account balance and current economic conditions. |
Inventory [Policy Text Block] | Inventory Inventory represents raw and blended chemicals and other items valued at the lower of cost or market with cost determined using the weight average method which approximates first-in first-out method, and with market defined as the lower of replacement cost or realizable value. As of March 31, 2017 and 2016, inventory consisted of the following: 2017 2016 Raw materials $ 587,688 $ 300,575 Finished goods 232, 300 134,133 Total inventory $ 819,988 $ 434,708 |
Property and Equipment [Policy Text Block] | Property and Equipment The Company records all property and equipment at cost less accumulated depreciation. Improvements are capitalized while repairs and maintenance costs are expensed as incurred. Depreciation is calculated using the straight-line method over the estimated useful life of the assets or the lease term, whichever is shorter. Depreciation periods are as follows for the relevant fixed assets: Equipment 5 years Equipment under capital lease 3 years or term of the lease |
Stock-Based Compensation [Policy Text Block] | Stock-Based Compensation The Company accounts for stock-based compensation to employees in accordance with Accounting Standards Codification (“ASC”) 718. Stock-based compensation to employees is measured at the grant date, based on the fair value of the award, and is recognized as expense over the requisite employee service period. The Company accounts for stock-based compensation to other than employees in accordance with ASC 505-50. Equity instruments issued to other than employees are valued at the earlier of a commitment date or upon completion of the services, based on the fair value of the equity instruments and is recognized as expense over the service period. The Company estimates the fair value of stock-based payments using the Black-Scholes option-pricing model for common stock options and warrants and the closing price of the Company’s common stock for common share issuances. |
Advertising [Policy Text Block] | Advertising Advertising costs are charged to operations when incurred. Advertising expenses for the years ended March 31, 2017 and 2016 were $367,456 and $244,890, respectively. |
Revenue Recognition [Policy Text Block] | Revenue Recognition The Company recognizes revenue when all of the following conditions are satisfied: (1) there is persuasive evidence of an arrangement; (2) the product or service has been provided to the customer; (3) the amount to be paid by the customer is fixed or determinable; and (4) the collection of such amount is probable. The Company records revenue when it is realizable and earned upon shipment of the finished products. The Company does not accept returns due to the nature of the product. However, the Company will provide credit to our customers for damaged goods. |
Fair Value Measurements [Policy Text Block] | Fair Value Measurements The valuation of our embedded derivatives and warrant derivatives are determined primarily by the multinomial distribution (Lattice) model. An embedded derivative is a derivative instrument that is embedded within another contract, which under the convertible note (the host contract) includes the right to convert the note by the holder, certain default redemption right premiums and a change of control premium (payable in cash if a fundamental change occurs). In accordance with ASC 815 “ Accounting for Derivative Instruments and Hedging Activities” Level 1 unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access as of the measurement date. Level 2 inputs other than quoted prices included within Level 1 that are directly observable for the asset or liability or indirectly observable through corroboration with observable market data. Level 3 unobservable inputs for the asset or liability only used when there is little, if any, market activity for the asset or liability at the measurement date. This hierarchy requires the Company to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. To determine the fair value of our embedded derivatives, management evaluates assumptions regarding the probability of certain future events. Other factors used to determine fair value include our period end stock price, historical stock volatility, risk free interest rate and derivative term. The fair value recorded for the derivative liability varies from period to period. This variability may result in the actual derivative liability for a period either above or below the estimates recorded on our consolidated financial statements, resulting in significant fluctuations in other income (expense) because of the corresponding non-cash gain or loss recorded. |
Concentration [Policy Text Block] | Concentration The Company has 2 major customers that together account for 38% ( 21% and 17% respectively) of accounts receivable at March 31, 2017, and 3 customers that together account for 58% ( 29% 15%, and 14%, respectively) of the total revenues earned for the year ended March 31, 2017. The Company has 2 vendors that accounted for 51% ( 37% and 14% respectively) of purchases for the year ended March 31, 2017. The Company has 3 major customers that together account for 57% ( 24%, 17%, and 15% respectively) of accounts receivable at March 31, 2016, and 4 customers that together account for 60% ( 20%, 17%, and 12%, respectively) of the total revenues earned for the year ended March 31, 2016. The Company has 5 vendors that accounted for 74% ( 24%, 17%, 17%, and 16%, respectively) of purchases for the year ended March 31, 2016. |
Income Taxes [Policy Text Block] | Income Taxes In accordance with ASC 740 “ Accounting for Income Taxes |
Basic and Diluted Loss Per Share [Policy Text Block] | Basic and Diluted Loss Per Share Basic and diluted earnings or loss per share (“EPS”) amounts in the consolidated financial statements are computed in accordance ASC 260 – 10 “ Earnings per Share |
Business Segments [Policy Text Block] | Business Segments The Company operates on one segment in one geographic location the United States of America and, therefore, segment information is not presented. |
Fair Value of Financial Instruments [Policy Text Block] | Fair Value of Financial Instruments The carrying amounts of the company’s financial instruments including accounts payable, accrued expenses, and notes payable approximate fair value due to the relative short period for maturity these instruments. |
Environmental Costs [Policy Text Block] | Environmental Costs Environmental expenditures that relate to current operations are expensed or capitalized as appropriate. Expenditures that relate to an existing condition caused by past operations, and which do not contribute to current or future revenue generation, are expensed. Liabilities are recorded when environmental assessments and/or remedial efforts are probable, and the cost can be reasonably estimated. Generally, the timing of these accruals coincides with the earlier of completion of a feasibility study or the Company’s commitments to a plan of action based on the then known facts. The Company incurred no environmental expenses during the years ended March 31, 2017 and 2016, respectively. |
Reclassification [Policy Text Block] | Reclassification Certain accounts in the prior period were reclassified to conform to the current period financial statements presentation. |
Newly Issued Accounting Pronouncements [Policy Text Block] | Newly Issued Accounting Pronouncements In July 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2015-11 (ASU 2015-11) "Simplifying the Measurement of Inventory". According to ASU 2015-11 an entity should measure inventory within the scope of this update at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. Subsequent measurement is unchanged for inventory measured using LIFO or the retail inventory method. The amendments in ASU 2015-11 more closely align the measurement of inventory in GAAP with the measurement of inventory in International Financial Reporting Standards (IFRS). The Board has amended some of the other guidance in Topic 330 to more clearly articulate the requirements for the measurement and disclosure of inventory. However, the Board does not intend for those clarifications to result in any changes in practice. Other than the change in the subsequent measurement guidance from the lower of cost or market to the lower of cost and net realizable value for inventory within the scope of ASU 2015-11, there are no other substantive changes to the guidance on measurement of inventory. For public business entities, the amendments in ASU 2015-11 are effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. For all other entities, the amendments in ASU 2015-11 are effective for fiscal years beginning after December 15, 2016, and interim periods within fiscal years beginning after December 15, 2017. The amendments in ASU 2015-11 should be applied prospectively with earlier application permitted as of the beginning of an interim or annual reporting period. The Board decided that the only disclosures required at transition should be the nature of and reason for the change in accounting principle. An entity should disclose that information in the first annual period of adoption and in the interim periods within the first annual period if there is a measurement-period adjustment during the first annual period in which the changes are effective. The Company has evaluated other recent accounting pronouncements through June 2017 and believes that none of them will have a material effect on our financial statements. |
SUMMARY OF SIGNIFICANT ACCOUN23
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Schedule of Accounts Receivable [Table Text Block] | 2017 2016 Trade receivables $ 1,419,281 $ 911,390 Less: Allowance for doubtful accounts (-0- ) (-0- ) Net accounts receivable $ 1,419,281 $ 911,390 |
Schedule of Inventory, Current [Table Text Block] | 2017 2016 Raw materials $ 587,688 $ 300,575 Finished goods 232, 300 134,133 Total inventory $ 819,988 $ 434,708 |
Straight-line Method of Depreciation [Table Text Block] | Equipment 5 years Equipment under capital lease 3 years or term of the lease |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Schedule of Property, Plant and Equipment [Table Text Block] | March 31, 2017 March 31, 2016 Machinery and Equipment $ 1,012,000 $ 970,728 Machinery under Capital Lease 735,781 735,781 Office Equipment 79,681 53,631 Leasehold Improvements 3,979 3,979 Less: Accumulated Depreciation (897,149 ) (537,555 ) Fixed Assets, net $ 1,120,148 $ 1,226,534 |
OPTIONS AND WARRANTS (Tables)
OPTIONS AND WARRANTS (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | Weighted- Weighted- Average Average Remaining Number of Exercise Contractual Shares Price Term (years) Outstanding at March 31, 2015 343,000 $ 7.00 8.5 Granted 4,310,000 0.52 8.9 Exercised - - 9.2 Expired/Forfeited - - 8.2 Outstanding at March 31, 2016 4,653,400 0.92 8.2 Granted - - 7.8 Exercised (485,000 ) 0.52 - Expired/Forfeited (192,600 ) 0.52 - Outstanding at March 31, 2017 4,145,800 0.92 7.7 Exercisable at March 31, 2017 4,145,800 0.92 7.7 |
Schedule of Stockholders' Equity Note, Warrants or Rights, Activity [Table Text Block] | 2017 and changes during the period ended on that date: Weighted- Number Average of Warrants Exercise Price Outstanding at March 31, 2015 460,608 $ 7.00 Granted 4,858,057 1.22 Exercised (254,763 ) 8.00 Cancelled or Expired (75,780 ) 6.00 Outstanding at March 31, 2016 4,988,116 1.39 Granted - - Exercised (600,000 ) 0.50 Cancelled or Expired (195,200 ) 1.50 Outstanding at March 31, 2017 4,192,916 0.79 Warrants exercisable at March 31, 2017 4,192,916 0.79 |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | Number of Weighted-Average Warrants Remaining Contractual Exercise Price Outstanding Life in Years $ 27.50 2,326 1.07 9.375 19,067 2.55 6.25 6,667 2.05 5.00 233,429 1.02 3.50 31,429 1.02 0.50 3,900,000 0.91 |
Schedule of Share-based Payment Award, Warrants, Valuation Assumptions [Table Text Block] | Market value of stock on purchase date $3.75 to $7.10 Risk-free interest rate . 26% to 1.42% Dividend yield 0.00% Volatility factor 116% to 161% Weighted average expected life (years) 2 |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Schedule of Stock Options for Directors and Executive Officers [Table Text Block] | New Exercise Old Exercise Price per Number of Stock Name of Optionee Grant Date Price per Share Share Expiration Date Options Steven P. Nickolas October 9, 2013 $30.25 $7.50 October 9, 2023 60,000 Richard A. Wright October 9, 2013 $30.25 $7.50 October 9, 2023 60,000 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | 2017 201 6 Deferred income tax assets: $ 3,850,000 $ 2,100,000 Valuation allowance (3,850,000 ) (2,100,000 ) Net total $ - $ - |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Facilities Equipment Year ending March 31, 2018 $ 75,750 $ 4,348 Total Minimum Lease Payments: $ 75,750 $ 4,348 |
SUMMARY OF SIGNIFICANT ACCOUN29
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Narrative) (Details) | 12 Months Ended |
Mar. 31, 2017USD ($)mo$ / sharesshares | |
Summary Of Significant Accounting Policies 1 | shares | 1,125,000,000 |
Summary Of Significant Accounting Policies 2 | $ / shares | $ 0.001 |
Summary Of Significant Accounting Policies 3 | shares | 22,500,000 |
Summary Of Significant Accounting Policies 4 | $ / shares | $ 0.001 |
Summary Of Significant Accounting Policies 5 | 22,500,000 |
Summary Of Significant Accounting Policies 6 | 200,000,000 |
Summary Of Significant Accounting Policies 7 | 20,776,000 |
Summary Of Significant Accounting Policies 8 | 61.00% |
Summary Of Significant Accounting Policies 9 | shares | 100,000,000 |
Summary Of Significant Accounting Policies 10 | $ / shares | $ 0.001 |
Summary Of Significant Accounting Policies 11 | 20,000,000 |
Summary Of Significant Accounting Policies 12 | 0.2 |
Summary Of Significant Accounting Policies 13 | 10 |
Summary Of Significant Accounting Policies 14 | 10 |
Summary Of Significant Accounting Policies 15 | 0.2 |
Summary Of Significant Accounting Policies 16 | shares | 3,000,000 |
Summary Of Significant Accounting Policies 17 | $ 15,000,000 |
Summary Of Significant Accounting Policies 18 | mo | 12 |
Summary Of Significant Accounting Policies 19 | shares | 3,000,000 |
Summary Of Significant Accounting Policies 20 | $ 40,000,000 |
Summary Of Significant Accounting Policies 21 | mo | 12 |
Summary Of Significant Accounting Policies 22 | $ 603,805 |
Summary Of Significant Accounting Policies 23 | 1,192,119 |
Summary Of Significant Accounting Policies 24 | 367,456 |
Summary Of Significant Accounting Policies 25 | $ 244,890 |
Summary Of Significant Accounting Policies 26 | 2 |
Summary Of Significant Accounting Policies 27 | 38.00% |
Summary Of Significant Accounting Policies 28 | 21.00% |
Summary Of Significant Accounting Policies 29 | 17.00% |
Summary Of Significant Accounting Policies 30 | 3 |
Summary Of Significant Accounting Policies 31 | 58.00% |
Summary Of Significant Accounting Policies 32 | 29.00% |
Summary Of Significant Accounting Policies 33 | 15.00% |
Summary Of Significant Accounting Policies 34 | 14.00% |
Summary Of Significant Accounting Policies 35 | 2 |
Summary Of Significant Accounting Policies 36 | 51.00% |
Summary Of Significant Accounting Policies 37 | 37.00% |
Summary Of Significant Accounting Policies 38 | 14.00% |
Summary Of Significant Accounting Policies 39 | 3 |
Summary Of Significant Accounting Policies 40 | 57.00% |
Summary Of Significant Accounting Policies 41 | 24.00% |
Summary Of Significant Accounting Policies 42 | 17.00% |
Summary Of Significant Accounting Policies 43 | 15.00% |
Summary Of Significant Accounting Policies 44 | 4 |
Summary Of Significant Accounting Policies 45 | 60.00% |
Summary Of Significant Accounting Policies 46 | 20.00% |
Summary Of Significant Accounting Policies 47 | 17.00% |
Summary Of Significant Accounting Policies 48 | 12.00% |
Summary Of Significant Accounting Policies 49 | 5 |
Summary Of Significant Accounting Policies 50 | 74.00% |
Summary Of Significant Accounting Policies 51 | 24.00% |
Summary Of Significant Accounting Policies 52 | 17.00% |
Summary Of Significant Accounting Policies 53 | 17.00% |
Summary Of Significant Accounting Policies 54 | 16.00% |
GOING CONCERN (Narrative) (Deta
GOING CONCERN (Narrative) (Details) | 12 Months Ended |
Mar. 31, 2017USD ($) | |
Going Concern 1 | $ 23,388,534 |
PROPERTY AND EQUIPMENT (Narrati
PROPERTY AND EQUIPMENT (Narrative) (Details) | 12 Months Ended |
Mar. 31, 2017USD ($) | |
Property And Equipment 1 | $ 359,556 |
Property And Equipment 2 | $ 318,328 |
EQUIPMENT DEPOSITS - RELATED 32
EQUIPMENT DEPOSITS - RELATED PARTY (Narrative) (Details) | 12 Months Ended |
Mar. 31, 2017USD ($) | |
Equipment Deposits - Related Party 1 | $ 104,619 |
Equipment Deposits - Related Party 2 | 312,500 |
Equipment Deposits - Related Party 3 | 0 |
Equipment Deposits - Related Party 4 | $ 43,036 |
REVOLVING FINANCING (Narrative)
REVOLVING FINANCING (Narrative) (Details) | 12 Months Ended |
Mar. 31, 2017USD ($)mod | |
Revolving Financing 1 | $ 3,000,000 |
Revolving Financing 2 | 85.00% |
Revolving Financing 3 | 65.00% |
Revolving Financing 4 | 3.25% |
Revolving Financing 5 | $ 30,000 |
Revolving Financing 6 | 0.083% |
Revolving Financing 7 | 0.35% |
Revolving Financing 8 | 2.00% |
Revolving Financing 9 | 5.00% |
Revolving Financing 10 | $ 628,782.94 |
Revolving Financing 11 | 500,000 |
Revolving Financing 12 | 900,000 |
Revolving Financing 13 | 100,000 |
Revolving Financing 14 | $ 5,000,000 |
Revolving Financing 15 | mo | 24 |
Revolving Financing 16 | mo | 12 |
Revolving Financing 17 | d | 30 |
Revolving Financing 18 | 2.00% |
Revolving Financing 19 | $ 475,273 |
DERIVATIVE LIABILITY (Narrative
DERIVATIVE LIABILITY (Narrative) (Details) | 12 Months Ended |
Mar. 31, 2017USD ($) | |
Derivative Liability 1 | $ 3,407 |
STOCKHOLDERS EQUITY (Narrative)
STOCKHOLDERS EQUITY (Narrative) (Details) | 12 Months Ended |
Mar. 31, 2017USD ($)mo$ / sharesshares | |
Stockholders Equity 1 | 100,000,000 |
Stockholders Equity 2 | 10 |
Stockholders Equity 3 | 0.2 |
Stockholders Equity 4 | 20,000,000 |
Stockholders Equity 5 | 10,000,000 |
Stockholders Equity 6 | $ / shares | $ 0.001 |
Stockholders Equity 7 | $ | $ 20,000 |
Stockholders Equity 8 | 100,000,000 |
Stockholders Equity 9 | $ / shares | $ 0.001 |
Stockholders Equity 10 | 20,000,000 |
Stockholders Equity 11 | 0.2 |
Stockholders Equity 12 | 10 |
Stockholders Equity 13 | 10 |
Stockholders Equity 14 | 0.2 |
Stockholders Equity 15 | 3,000,000 |
Stockholders Equity 16 | $ | $ 15,000,000 |
Stockholders Equity 17 | mo | 12 |
Stockholders Equity 18 | 3,000,000 |
Stockholders Equity 19 | 1,500,000 |
Stockholders Equity 20 | 1,125,000,000 |
Stockholders Equity 21 | $ | $ 0.001 |
Stockholders Equity 22 | 15 |
Stockholders Equity 23 | 1 |
Stockholders Equity 24 | $ | $ 0.001 |
Stockholders Equity 25 | 109,500,000 |
Stockholders Equity 26 | 43,000,000 |
Stockholders Equity 27 | 100.00% |
Stockholders Equity 28 | 88 |
Stockholders Equity 29 | 75,000,000 |
Stockholders Equity 30 | 1,125,000,000 |
Stockholders Equity 31 | $ / shares | $ 0.001 |
Stockholders Equity 32 | 22,500,000 |
Stockholders Equity 33 | $ / shares | $ 0.001 |
Stockholders Equity 34 | 22,500,000 |
Stockholders Equity 35 | 200,000,000 |
Stockholders Equity 36 | 20,776,000 |
Stockholders Equity 37 | 61.00% |
Stockholders Equity 38 | $ | $ 260,000 |
Stockholders Equity 39 | $ | $ 260,000 |
Stockholders Equity 40 | 10.00% |
Stockholders Equity 41 | $ / shares | $ 1 |
Stockholders Equity 42 | 163,202 |
Stockholders Equity 43 | $ / shares | $ 1.98 |
Stockholders Equity 44 | 425,000 |
Stockholders Equity 45 | $ / shares | $ 1 |
Stockholders Equity 46 | $ | $ 425,000 |
Stockholders Equity 47 | 1,645,000 |
Stockholders Equity 48 | 2,177,860 |
Stockholders Equity 49 | 1,933 |
Stockholders Equity 50 | 251,200 |
Stockholders Equity 51 | 379,125 |
Stockholders Equity 52 | 1,933 |
Stockholders Equity 53 | 20,000 |
Stockholders Equity 54 | $ | $ 250,000 |
Stockholders Equity 55 | $ / shares | $ 3.95 |
Stockholders Equity 56 | 20,000 |
Stockholders Equity 57 | $ | $ 240,000 |
Stockholders Equity 58 | $ / shares | $ 5.75 |
Stockholders Equity 59 | 10,000 |
Stockholders Equity 60 | $ | $ 62,000 |
Stockholders Equity 61 | $ / shares | $ 4.25 |
Stockholders Equity 62 | $ | $ 89,100 |
Stockholders Equity 63 | 270,000 |
Stockholders Equity 64 | $ | $ 310,000 |
Stockholders Equity 65 | 88,563 |
Stockholders Equity 66 | 551,246 |
Stockholders Equity 67 | 551,246 |
Stockholders Equity 68 | 163,202 |
Stockholders Equity 69 | 163,202 |
Stockholders Equity 70 | 210,000 |
Stockholders Equity 71 | 25,716 |
OPTIONS AND WARRANTS (Narrative
OPTIONS AND WARRANTS (Narrative) (Details) | 12 Months Ended |
Mar. 31, 2017USD ($)yr$ / sharesshares | |
Options And Warrants 1 | 1,310,000 |
Options And Warrants 2 | $ / shares | $ 0.52 |
Options And Warrants 3 | yr | 7.6 |
Options And Warrants 4 | 3,000,000 |
Options And Warrants 5 | 1,500,000 |
Options And Warrants 6 | $ / shares | $ 0.52 |
Options And Warrants 7 | yr | 7.6 |
Options And Warrants 8 | 9,000,000 |
Options And Warrants 9 | 4,500,000 |
Options And Warrants 10 | $ / shares | $ 0.50 |
Options And Warrants 11 | $ | $ 0 |
Options And Warrants 12 | $ | 2,425,495 |
Options And Warrants 13 | $ | 0 |
Options And Warrants 14 | $ | 0 |
Options And Warrants 15 | $ | $ 600,000 |
Options And Warrants 16 | 3.4667% |
Options And Warrants 17 | 72,000 |
Options And Warrants 18 | $ / shares | $ 6.25 |
Options And Warrants 19 | 18,000 |
Options And Warrants 20 | $ | $ 800,000 |
Options And Warrants 21 | 3.4667% |
Options And Warrants 22 | 72,000 |
Options And Warrants 23 | 102,000 |
Options And Warrants 24 | $ / shares | $ 5 |
Options And Warrants 25 | 18,000 |
Options And Warrants 26 | 13,316 |
Options And Warrants 27 | 13,606 |
Options And Warrants 28 | 6,945 |
Options And Warrants 29 | 15,799 |
Options And Warrants 30 | 18,105 |
Options And Warrants 31 | 90.00% |
Options And Warrants 32 | $ | $ 309,028 |
RELATED PARTY TRANSACTIONS (Nar
RELATED PARTY TRANSACTIONS (Narrative) (Details) | 12 Months Ended |
Mar. 31, 2017USD ($)yrmod$ / shares$ / moshares | |
Related Party Transactions 1 | 20,000,000 |
Related Party Transactions 2 | 35,000,000 |
Related Party Transactions 3 | 120,000 |
Related Party Transactions 4 | $ / shares | $ 7.50 |
Related Party Transactions 5 | 120,000 |
Related Party Transactions 6 | 60,000 |
Related Party Transactions 7 | $ / shares | $ 7.275 |
Related Party Transactions 8 | 60,000 |
Related Party Transactions 9 | 60,000 |
Related Party Transactions 10 | 120,000 |
Related Party Transactions 11 | 60,000 |
Related Party Transactions 12 | $ / shares | $ 30.25 |
Related Party Transactions 13 | 20,000 |
Related Party Transactions 14 | 10,000 |
Related Party Transactions 15 | 20,000,000 |
Related Party Transactions 16 | 10,000,000 |
Related Party Transactions 17 | $ / shares | $ 0.001 |
Related Party Transactions 18 | $ | $ 20,000 |
Related Party Transactions 19 | 3,000,000 |
Related Party Transactions 20 | 1,500,000 |
Related Party Transactions 21 | $ / shares | $ 0.52 |
Related Party Transactions 22 | yr | 7.6 |
Related Party Transactions 23 | 3,000,000 |
Related Party Transactions 24 | 1,500,000 |
Related Party Transactions 25 | $ / mo | 15,000 |
Related Party Transactions 26 | 1,500,000 |
Related Party Transactions 27 | d | 30 |
Related Party Transactions 28 | $ / mo | 14,000 |
Related Party Transactions 29 | 1,500,000 |
Related Party Transactions 30 | $ | $ 700 |
Related Party Transactions 31 | $ / mo | 5,000 |
Related Party Transactions 32 | d | 90 |
Related Party Transactions 33 | d | 90 |
Related Party Transactions 34 | mo | 36 |
Related Party Transactions 35 | mo | 36 |
Related Party Transactions 36 | mo | 12 |
Related Party Transactions 37 | mo | 24 |
INCOME TAXES (Narrative) (Detai
INCOME TAXES (Narrative) (Details) | 12 Months Ended |
Mar. 31, 2017USD ($) | |
Income Taxes 1 | $ 11,000,000 |
Income Taxes 2 | 1,750,000 |
Income Taxes 3 | 1,750,000 |
Income Taxes 4 | $ 1,270,000 |
COMMITMENTS AND CONTINGENCIES39
COMMITMENTS AND CONTINGENCIES (Narrative) (Details) | 12 Months Ended |
Mar. 31, 2017USD ($)$ / mo | |
Commitments And Contingencies 1 | 3 |
Commitments And Contingencies 2 | $ 5,000 |
Commitments And Contingencies 3 | $ / mo | 6,000 |
Commitments And Contingencies 4 | $ / mo | 7,000 |
Commitments And Contingencies 5 | 4 |
Commitments And Contingencies 6 | $ 870 |
Commitments And Contingencies 7 | 18 |
Commitments And Contingencies 8 | $ 1,125 |
Commitments And Contingencies 9 | 16 |
Commitments And Contingencies 10 | $ 2,250 |
CAPITAL LEASE (Narrative) (Deta
CAPITAL LEASE (Narrative) (Details) | 12 Months Ended |
Mar. 31, 2017USD ($)$ / sharesshares | |
Capital Lease 1 | $ | $ 600,000 |
Capital Lease 2 | 3.4667% |
Capital Lease 3 | 72,000 |
Capital Lease 4 | $ | $ 6 |
Capital Lease 5 | 25 |
Capital Lease 6 | 18,000 |
Capital Lease 7 | $ | $ 800,000 |
Capital Lease 8 | 3.4667% |
Capital Lease 9 | 102,000 |
Capital Lease 10 | $ / shares | $ 5 |
Capital Lease 11 | 18,000 |
Capital Lease 12 | 13,316 |
Capital Lease 13 | 13,606 |
Capital Lease 14 | 6,945 |
Capital Lease 15 | 15,799 |
Capital Lease 16 | 18,105 |
Capital Lease 17 | 90.00% |
Capital Lease 18 | $ | $ 309,028 |
Capital Lease 19 | $ | $ 735,781 |
NOTES PAYABLE (Narrative) (Deta
NOTES PAYABLE (Narrative) (Details) - 12 months ended Mar. 31, 2017 | USD ($)d$ / moshares | CADd$ / moshares |
Notes Payable 1 | $ 250,000 | |
Notes Payable 2 | shares | 20,000 | 20,000 |
Notes Payable 3 | $ 250,000 | |
Notes Payable 4 | 15.00% | 15.00% |
Notes Payable 5 | 110.00% | 110.00% |
Notes Payable 6 | d | 30 | 30 |
Notes Payable 7 | CAD | CAD 10,000 | |
Notes Payable 8 | $ 79,000 | |
Notes Payable 9 | 1 | 1 |
Notes Payable 10 | $ 13.167 | |
Notes Payable 11 | 65,833 | |
Notes Payable 12 | $ 240,000 | |
Notes Payable 13 | shares | 20,000 | 20,000 |
Notes Payable 14 | $ 200,000 | |
Notes Payable 15 | $ / mo | 20,000 | 20,000 |
Notes Payable 16 | $ 1,500,000 | |
Notes Payable 17 | 1,000,000 | |
Notes Payable 18 | $ 30,000 | |
Notes Payable 19 | shares | 1,030,000 | 1,030,000 |
CONVERTIBLE NOTES PAYABLE (Narr
CONVERTIBLE NOTES PAYABLE (Narrative) (Details) | 12 Months Ended |
Mar. 31, 2017USD ($)shares | |
Convertible Notes Payable 1 | $ 360,000 |
Convertible Notes Payable 2 | 50,000 |
Convertible Notes Payable 3 | 310,000 |
Convertible Notes Payable 4 | 260,000 |
Convertible Notes Payable 5 | 50,000 |
Convertible Notes Payable 6 | 260,000 |
Convertible Notes Payable 7 | $ 310,000 |
Convertible Notes Payable 8 | shares | 88,563 |
Convertible Notes Payable 9 | shares | 551,246 |
SUBSEQUENT EVENTS (Narrative) (
SUBSEQUENT EVENTS (Narrative) (Details) | 12 Months Ended |
Mar. 31, 2017USD ($)mo$ / sharesshares | |
Subsequent Events 1 | 1,790,000 |
Subsequent Events 2 | $ / shares | $ 1.29 |
Subsequent Events 3 | 360,000 |
Subsequent Events 4 | 120,000 |
Subsequent Events 5 | 120,000 |
Subsequent Events 6 | 1,430,000 |
Subsequent Events 7 | 357,500 |
Subsequent Events 8 | 357,500 |
Subsequent Events 9 | 12 |
Subsequent Events 10 | 3 |
Subsequent Events 11 | 585,000 |
Subsequent Events 12 | 560,000 |
Subsequent Events 13 | 3,000,000 |
Subsequent Events 14 | $ | $ 40,000,000 |
Subsequent Events 15 | mo | 12 |
Subsequent Events 16 | 3,000,000 |
Schedule of Accounts Receivable
Schedule of Accounts Receivable (Details) | 12 Months Ended |
Mar. 31, 2017USD ($) | |
Summary Of Significant Accounting Policies Schedule Of Accounts Receivable 1 | $ 1,419,281 |
Summary Of Significant Accounting Policies Schedule Of Accounts Receivable 2 | 911,390 |
Summary Of Significant Accounting Policies Schedule Of Accounts Receivable 3 | 0 |
Summary Of Significant Accounting Policies Schedule Of Accounts Receivable 4 | 0 |
Summary Of Significant Accounting Policies Schedule Of Accounts Receivable 5 | 1,419,281 |
Summary Of Significant Accounting Policies Schedule Of Accounts Receivable 6 | $ 911,390 |
Schedule of Inventory, Current
Schedule of Inventory, Current (Details) | 12 Months Ended |
Mar. 31, 2017USD ($) | |
Summary Of Significant Accounting Policies Schedule Of Inventory, Current 1 | $ 587,688 |
Summary Of Significant Accounting Policies Schedule Of Inventory, Current 2 | 300,575 |
Summary Of Significant Accounting Policies Schedule Of Inventory, Current 3 | 232 |
Summary Of Significant Accounting Policies Schedule Of Inventory, Current 4 | 300 |
Summary Of Significant Accounting Policies Schedule Of Inventory, Current 5 | 134,133 |
Summary Of Significant Accounting Policies Schedule Of Inventory, Current 6 | 819,988 |
Summary Of Significant Accounting Policies Schedule Of Inventory, Current 7 | $ 434,708 |
Straight-line Method of Depreci
Straight-line Method of Depreciation (Details) | 12 Months Ended |
Mar. 31, 2017yr | |
Summary Of Significant Accounting Policies Straight-line Method Of Depreciation 1 | 5 |
Summary Of Significant Accounting Policies Straight-line Method Of Depreciation 2 | 3 |
Schedule of Property, Plant and
Schedule of Property, Plant and Equipment (Details) | 12 Months Ended |
Mar. 31, 2017USD ($) | |
Property And Equipment Schedule Of Property, Plant And Equipment 1 | $ 1,012,000 |
Property And Equipment Schedule Of Property, Plant And Equipment 2 | 970,728 |
Property And Equipment Schedule Of Property, Plant And Equipment 3 | 735,781 |
Property And Equipment Schedule Of Property, Plant And Equipment 4 | 735,781 |
Property And Equipment Schedule Of Property, Plant And Equipment 5 | 79,681 |
Property And Equipment Schedule Of Property, Plant And Equipment 6 | 53,631 |
Property And Equipment Schedule Of Property, Plant And Equipment 7 | 3,979 |
Property And Equipment Schedule Of Property, Plant And Equipment 8 | 3,979 |
Property And Equipment Schedule Of Property, Plant And Equipment 9 | (897,149) |
Property And Equipment Schedule Of Property, Plant And Equipment 10 | (537,555) |
Property And Equipment Schedule Of Property, Plant And Equipment 11 | 1,120,148 |
Property And Equipment Schedule Of Property, Plant And Equipment 12 | $ 1,226,534 |
Schedule of Share-based Compens
Schedule of Share-based Compensation, Stock Options, Activity (Details) | 12 Months Ended |
Mar. 31, 2017USD ($) | |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 1 | $ 343,000 |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 2 | 7 |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 3 | 8.5 |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 4 | $ 4,310,000 |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 5 | 0.52 |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 6 | 8.9 |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 7 | $ 0 |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 8 | $ 0 |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 9 | 9.2 |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 10 | $ 0 |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 11 | $ 0 |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 12 | 8.2 |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 13 | $ 4,653,400 |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 14 | 0.92 |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 15 | 8.2 |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 16 | $ 0 |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 17 | $ 0 |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 18 | 7.8 |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 19 | $ (485,000) |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 20 | 0.52 |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 21 | $ 0 |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 22 | $ (192,600) |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 23 | 0.52 |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 24 | $ 0 |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 25 | $ 4,145,800 |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 26 | 0.92 |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 27 | 7.7 |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 28 | $ 4,145,800 |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 29 | 0.92 |
Options And Warrants Schedule Of Share-based Compensation, Stock Options, Activity 30 | 7.7 |
Schedule of Stockholders' Equit
Schedule of Stockholders' Equity Note, Warrants or Rights, Activity (Details) | 12 Months Ended |
Mar. 31, 2017USD ($) | |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights, Activity 1 | $ 460,608 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights, Activity 2 | 7 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights, Activity 3 | $ 4,858,057 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights, Activity 4 | 1.22 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights, Activity 5 | $ (254,763) |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights, Activity 6 | 8 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights, Activity 7 | $ (75,780) |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights, Activity 8 | 6 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights, Activity 9 | $ 4,988,116 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights, Activity 10 | 1.39 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights, Activity 11 | $ 0 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights, Activity 12 | 0 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights, Activity 13 | $ (600,000) |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights, Activity 14 | 0.50 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights, Activity 15 | $ (195,200) |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights, Activity 16 | 1.50 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights, Activity 17 | $ 4,192,916 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights, Activity 18 | 0.79 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights, Activity 19 | $ 4,192,916 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights, Activity 20 | 0.79 |
Schedule of Stockholders' Equ50
Schedule of Stockholders' Equity Note, Warrants or Rights (Details) | 12 Months Ended |
Mar. 31, 2017USD ($) | |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights 1 | 27.50 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights 2 | $ 2,326 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights 3 | 1.07 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights 4 | 9.375 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights 5 | $ 19,067 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights 6 | 2.55 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights 7 | 6.25 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights 8 | $ 6,667 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights 9 | 2.05 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights 10 | 5 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights 11 | $ 233,429 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights 12 | 1.02 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights 13 | 3.50 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights 14 | $ 31,429 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights 15 | 1.02 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights 16 | 0.50 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights 17 | $ 3,900,000 |
Options And Warrants Schedule Of Stockholders' Equity Note, Warrants Or Rights 18 | 0.91 |
Schedule of Share-based Payment
Schedule of Share-based Payment Award, Warrants, Valuation Assumptions (Details) | 12 Months Ended |
Mar. 31, 2017USD ($) | |
Options And Warrants Schedule Of Share-based Payment Award, Warrants, Valuation Assumptions 1 | $ 3.75 |
Options And Warrants Schedule Of Share-based Payment Award, Warrants, Valuation Assumptions 2 | $ 7.10 |
Options And Warrants Schedule Of Share-based Payment Award, Warrants, Valuation Assumptions 3 | 26.00% |
Options And Warrants Schedule Of Share-based Payment Award, Warrants, Valuation Assumptions 4 | 1.42% |
Options And Warrants Schedule Of Share-based Payment Award, Warrants, Valuation Assumptions 5 | 0.00% |
Options And Warrants Schedule Of Share-based Payment Award, Warrants, Valuation Assumptions 6 | 116.00% |
Options And Warrants Schedule Of Share-based Payment Award, Warrants, Valuation Assumptions 7 | 161.00% |
Options And Warrants Schedule Of Share-based Payment Award, Warrants, Valuation Assumptions 8 | $ 2 |
Schedule of Stock Options for D
Schedule of Stock Options for Directors and Executive Officers (Details) | 12 Months Ended |
Mar. 31, 2017USD ($) | |
Related Party Transactions Schedule Of Stock Options For Directors And Executive Officers 1 | $ 30.25 |
Related Party Transactions Schedule Of Stock Options For Directors And Executive Officers 2 | 7.50 |
Related Party Transactions Schedule Of Stock Options For Directors And Executive Officers 3 | 60,000 |
Related Party Transactions Schedule Of Stock Options For Directors And Executive Officers 4 | 30.25 |
Related Party Transactions Schedule Of Stock Options For Directors And Executive Officers 5 | 7.50 |
Related Party Transactions Schedule Of Stock Options For Directors And Executive Officers 6 | $ 60,000 |
Schedule of Deferred Tax Assets
Schedule of Deferred Tax Assets and Liabilities (Details) | 12 Months Ended |
Mar. 31, 2017USD ($) | |
Income Taxes Schedule Of Deferred Tax Assets And Liabilities 1 | $ 3,850,000 |
Income Taxes Schedule Of Deferred Tax Assets And Liabilities 2 | 2,100,000 |
Income Taxes Schedule Of Deferred Tax Assets And Liabilities 3 | (3,850,000) |
Income Taxes Schedule Of Deferred Tax Assets And Liabilities 4 | (2,100,000) |
Income Taxes Schedule Of Deferred Tax Assets And Liabilities 5 | 0 |
Income Taxes Schedule Of Deferred Tax Assets And Liabilities 6 | $ 0 |
Schedule of Future Minimum Rent
Schedule of Future Minimum Rental Payments for Operating Leases (Details) | 12 Months Ended |
Mar. 31, 2017USD ($) | |
Commitments And Contingencies Schedule Of Future Minimum Rental Payments For Operating Leases 1 | $ 75,750 |
Commitments And Contingencies Schedule Of Future Minimum Rental Payments For Operating Leases 2 | 4,348 |
Commitments And Contingencies Schedule Of Future Minimum Rental Payments For Operating Leases 3 | 75,750 |
Commitments And Contingencies Schedule Of Future Minimum Rental Payments For Operating Leases 4 | $ 4,348 |