Sterling Consolidated (STCC) 10-Q 4 May 21 2020 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2020	Apr. 27, 2021
Document and Entity Information
Document Type	10-Q
Document Period End Date	Jun. 30, 2020
Entity Registrant Name	STERLING CONSOLIDATED Corp
Entity Current Reporting Status	No
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		47,284,689
Entity Central Index Key	0001555972
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	Q2
Amendment Flag	false
Title of 12(b) Security	Common
Trading Symbol	STCC

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($)	Jun. 30, 2020	Dec. 31, 2019
Current assets
Cash and cash equivalents	$ 45,827	$ 106,348
Account receivable, net	1,272,756	1,384,439
Inventory, net	2,944,326	3,337,843
Notes receivable and other current assets	127,508	63,582
Total current assets	4,390,417	4,892,212
Property and equipment, net	1,475,771	1,536,519
Intangible assets, net	101,784	105,284
Deferred tax asset	385,344	374,193
Total assets	6,353,316	6,908,208
Current liabilities
Accounts payable and accrued expenses	876,320	1,341,865
Asset-based line of credit	853,470	1,044,386
Other liabilities	5,330	5,330
Current portion of long-term notes payable, rel. party	52,702	52,702
Current portion of long-term notes payable	258,477	138,257
Total current liabilities	2,046,299	2,582,540
Other liabilities
Long-term notes payable, related parties	962,253	1,193,686
Long-term notes payable	1,855,271	1,619,175
Total other liabilities	2,817,524	2,812,861
Total liabilities	4,863,823	5,395,401
Stockholders' equity
Preferred stock, $0.001 par value; 10,000,000 shares authorized, no shares issued
Common stock, $0.001 par value; 200,000,000 shares authorized, 47,284,689 shares issued and outstanding as of June 30, 2020 and December 31, 2019.	47,285	47,285
Additional paid-in capital	2,569,249	2,569,249
Accumulated deficit	(1,127,041)	(1,103,727)
Total stockholders' equity	1,489,493	1,512,807
Total liabilities and stockholders' equity	$ 6,353,316	$ 6,908,208

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Jun. 30, 2020	Dec. 31, 2019
CONSOLIDATED BALANCE SHEETS
Preferred Stock, Par or Stated Value Per Share	$ 0.001	$ 0.001
Preferred Stock, Shares Authorized	10,000,000	10,000,000
Preferred Stock, Shares Issued	0	0
Common Stock, Par or Stated Value Per Share	$ 0.001	$ 0.001
Common Stock, Shares Authorized	200,000,000	200,000,000
Common Stock, Shares, Issued	47,284,689	47,284,689
Common Stock, Shares, Outstanding	47,284,689	47,284,689

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Revenues
Total revenues	$ 2,157,473	$ 2,063,463	$ 4,553,127	$ 4,313,901
Cost of sales
Total cost of sales	1,997,671	1,753,640	3,572,190	3,364,927
Gross profit	159,802	309,823	980,937	948,974
Operating expenses
Sales and marketing	15,900	(144)	91,257	84,750
General and administrative	457,874	384,548	825,877	838,787
Research and development	0	0		30,000
Total operating expenses	473,774	384,404	917,134	953,537
Operating income (loss)	(313,972)	(74,581)	63,803	(4,563)
Other income (expense)
Other	2,981	(4,794)	5,963	1,206
Loss on theft	0	0	(10,000)
Interest expense	(41,331)	(32,968)	(93,335)	(80,539)
Total other expense	(38,350)	(37,762)	(97,372)	(79,333)
Loss before provision for income taxes	(352,322)	(112,343)	(33,569)	(83,896)
(Benefit from) income taxes	(106,502)	(31,945)	(10,255)	(23,174)
Net loss	$ (245,820)	$ (80,398)	$ (23,314)	$ (60,722)
Net loss per share of common stock:
Basic and diluted	$ (0.01)	$ 0	$ 0	$ 0
Weighted average number of shares outstanding
Basic and diluted	47,284,689	47,284,689	47,284,689	45,760,356
O-rings and rubber product sales [Member]
Revenues
Total revenues	$ 2,112,057	$ 2,022,107	$ 4,476,530	$ 4,239,815
Cost of sales
Total cost of sales	1,932,632	1,689,017	3,441,246	3,220,119
Freight services [Member]
Revenues
Total revenues	45,416	41,356	76,597	74,086
Cost of sales
Total cost of sales	$ 65,039	$ 64,623	$ 130,944	$ 144,808

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019
Cash flows from operating activities
Net loss	$ (23,314)	$ (60,722)
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	64,248	69,558
Changes in operating assets and liabilities:
Accounts receivable	111,683	(318,723)
Inventory	393,517	19,804
Prepaids and other current assets	(63,926)	(5,945)
Deferred tax asset	(11,151)	(24,330)
Accounts payable and accrued interest payable	(465,545)	307,976
Other liabilities		999
Net cash provided by (used in) operating activities	5,512	(11,383)
Cash flows from investing activities
Net cash paid for acquisition of business		(280,000)
Net cash used in investing activities		(280,000)
Cash flows from financing activities
(Paydown) borrowing on asset-based line of credit	(190,916)	332,826
Net borrowing on notes payable	356,316
Net paydown on related party note	(231,433)	(69,394)
Net cash provided by (used in) financing activities	(66,033)	263,432
Net change in cash and cash equivalents	(60,521)	(27,951)
Cash and cash equivalents at the beginning of period	106,348	32,034
Cash and cash equivalents at the end of period	45,827	4,083
Supplemental disclosures of cash flow information:
Cash paid for interest	93,335	80,539
Cash paid for taxes	$ 1,338	2,191
Supplemental non-cash investing and financing activities:
Common stock issued for business acquisition		500,000
Note payable issued for business acquisition		$ 100,000

CONSOLIDATED STATEMENT OF STOCK

CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Accumulated Deficit [Member]	Total
Balance at Dec. 31, 2018	$ 41,966	$ 2,074,568	$ (1,315,907)	$ 800,627
Balance (in shares) at Dec. 31, 2018	41,965,540
Shares issued to acquire F&S Distributors, Inc.	$ 5,319	494,681	0	500,000
Shares issued to acquire F&S Distributors, Inc. (in shares)	5,319,149
Net income	$ 0	0	(60,722)	(60,722)
Balance at Jun. 30, 2019	$ 47,285	2,569,249	(1,376,629)	1,239,905
Balance (in shares) at Jun. 30, 2019	47,284,689
Balance at Dec. 31, 2019	$ 47,285	2,569,249	(1,103,727)	1,512,807
Balance (in shares) at Dec. 31, 2019	47,284,689
Net income	$ 0	0	(23,314)	(23,314)
Balance at Jun. 30, 2020	$ 47,285	$ 2,569,249	$ (1,127,041)	$ 1,489,493
Balance (in shares) at Jun. 30, 2020	47,284,689

BASIS OF PRESENTATION

BASIS OF PRESENTATION	6 Months Ended
	Jun. 30, 2020
BASIS OF PRESENTATION
BASIS OF PRESENTATION	NOTE 1 – BASIS OF PRESENTATION The accompanying interim financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows as of and for the period ended, and for all periods presented herein, have been made. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s December 31, 2020 audited financial statements. The results of operations for the periods ended June 30, 2020 and June 30, 2019 are not necessarily indicative of the operating results for the full years.

SIGNIFICANT ACCOUNTING POLICIES

SIGNIFICANT ACCOUNTING POLICIES	6 Months Ended
	Jun. 30, 2020
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES	NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES The accounting policies applied by the Company in these condensed interim financial statements are the same as those applied by the Company in its audited consolidated financial statements as at and for the year ended December 31, 2020. ASU 2016-13, "Financial Instruments - Credit Losses" (Topic 326) This pronouncement, along with subsequent ASUs issued to clarify provisions of ASU 2016-13, changes the impairment model for most financial assets and will require the use of an "expected loss" model for instruments measured at amortized cost. Under this model, entities will be required to estimate the lifetime expected credit loss on such instruments and record an allowance to offset the amortized cost basis of the financial asset, resulting in a net presentation of the amount expected. The standard was effective for fiscal years beginning after December 15, 2019. Management has evaluated the impact in 2020 and has concluded the effect is not material to the Consolidated Financial Statements as a whole. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and the accompanying notes. Actual results could differ materially from these estimates. On an ongoing basis, we evaluate our estimates, including those related to the accounts receivable and sales allowances, fair values of financial instruments, useful lives of intangible assets and property and equipment, inventory valuations, income taxes, and contingent liabilities, among others. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Inventories Inventories, which are comprised of finished goods, are stated at the lower of cost (based on weighted average method) or market. Cost does not include shipping and handling fees, which are charged directly to income. The Company provides for estimated losses from obsolete or slow-moving inventories, which is approximately 20% of the total inventory, and writes down the cost of inventory at the time such determinations are made. Reserves are estimated based upon inventory on hand, historical sales activity, industry trends, the business environment, and the expected net realizable value. The net realizable value is determined based upon current awareness of market prices. Inventory Type June 30, 2020 December 31, 2019 Finished goods $ 3,673,820 $ 4,069,035 Raw materials — — Work-in-progress 1,698 — Inventory Reserve (731,192) (731,192) Net Inventory $ 2,944,326 $ 3,337,843 Revenue Recognition The Company recognizes revenue based on Account Standards Codification ("ASC") 606, Revenue from Contracts with Customers , and all of the related amendments ("new revenue standard"). In the case of Sterling, revenue is recognized only when the price is fixed or determinable, persuasive evidence of an arrangement exists, shipment of the product has occurred, price is fixed or determinable and collectability of the resulting receivable is reasonably assured. For provision of third-party freight services provided by Integrity, revenue is recognized on a gross basis in accordance with ASC 606. Revenue is generally recognized when the contracted goods arrive at their destination point. When revenues and expenses straddle a period end due to the time between shipment and delivery, Integrity allocates revenue between reporting periods based on relative transit time in each period with expenses recognized as incurred. Cost of goods is comprised of sale of o-rings and related rubber products. Freight services is comprised of freight forwarding and related services earned by Integrity and rental services is comprised of revenue from rental of commercial space to third parties. Basic and Diluted Earnings per Share The computation of basic earnings (loss) per share of common stock is based on the weighted average number of shares outstanding during the periods presented. The computation of fully diluted earnings (loss) per share includes common stock equivalents outstanding at the balance sheet date. The Company had 10,800,000 and 10,800,000 stock options that would have been included in the fully diluted earnings per share for the three and six month periods ended June 30, 2020 and 2019, respectively.

STOCK TRANSACTIONS

STOCK TRANSACTIONS	6 Months Ended
	Jun. 30, 2020
STOCK TRANSACTIONS
STOCK TRANSACTIONS	NOTE 3 – STOCK TRANSACTIONS In the first quarter of 2019, the Company issued 5,319,149 shares of common stock as part of the acquisition of F&S Distributors, Inc. that were valued at $500,000.

BUSINESS ACQUISITION

BUSINESS ACQUISITION	6 Months Ended
	Jun. 30, 2020
BUSINESS ACQUISITION
BUSINESS ACQUISITION	NOTE 4 – BUSINESS ACQUISITION On February 12, 2019 the Company acquired F & S Distributors, Inc., a New Jersey, distributor of o-rings and rubber products. The consideration paid consisted of $300,000 cash and 5,319,149 shares of common stock that were valued at $500,000 on the date of acquisition and a note payable carried by the seller, for $100,000 payable in two equal installments of $50,000 paid 12 months after closing and another $50,000 paid 18 months after closing. The acquisition was accounted for under the purchase method of accounting. The following assets and liabilities were acquired as part of the transaction: Assets Acquired Cash $ 20,000 Accounts receivable 312,418 Inventory 763,822 Inventory reserve (145,428) Security deposit 9,961 Client list 50,000 Equipment 2,000 Total assets acquired 1,012,773 Liabilities Acquired Accounts payable 112,773 Net Assets Acquired $ 900,000

DEBT TRANSACTIONS

DEBT TRANSACTIONS	6 Months Ended
	Jun. 30, 2020
DEBT TRANSACTIONS
DEBT TRANSACTIONS	NOTE 5 – DEBT TRANSACTIONS COVID-19 In the first quarter of 2020 the Company was affected by COVID-19. The COVID-19 pandemic has caused us to modify our business practices (including employee travel, employee work locations, and reduction of physical participation in meetings, events and conferences), and we may take further actions as may be required by government authorities or that we determine are in the best interests of our employees, customers and business partners. There is no certainty that such measures will be sufficient to mitigate the risks posed by the virus or otherwise be satisfactory to government authorities. We reiterate that COVID 19 has affected our results of operations and the second quarter 2020 financial results are not necessarily indicative of the annual 2020 results. The extent to which COVID-19 impacts our business, results of operations and financial condition will depend on future developments, which are uncertain and cannot be predicted, including, but not limited to, the duration and spread of the outbreak, its severity, the actions to contain the virus or treat its impact, and how quickly and to what extent normal economic and operating conditions can resume. Even after the coronavirus outbreak has subsided, we may continue to experience materially adverse impacts to our business as a result of its global economic impact, including any recession that has occurred or may occur in the future. COVID-19 related financing PPP Note On April 21, 2020, Sterling Seal & Supply, Inc. ("Sterling Seal"), a wholly owned subsidiary of Sterling Consolidated Corp. (the "Company"), received loan proceeds in the amount of approximately $326,100 under the Paycheck Protection Program (the "PPP"). The PPP, established as part of the Coronavirus Aid, Relief and Economic Security Act of 2020 (the "CARES Act") and administered by the U.S. Small Business Administration (the "SBA"), provides for loans to qualifying businesses for amounts up to 2.5 times of the average monthly payroll expenses of the qualifying business. The unsecured loan (the "PPP Loan") is evidenced by a promissory note (the "PPP Note") issued by Sterling Seal, dated April 21, 2020, in the principal amount of $326,100 with TrustBank (the "Lender"), Under the terms of the PPP Note and the PPP, interest accrues on the outstanding principal at the rate of 1.0% per annum with a deferral of payments for the first six months. The term of the PPP Note is two years, though it may be payable sooner in connection with an event of default under the PPP Note. To the extent the amount of the PPP Loan is not forgiven under the PPP, Sterling Seal will be obligated to make equal monthly payments of principal and interest beginning after a six-month deferral period provided in the PPP Note and through April 21, 2022. The CARES Act and the PPP provide a mechanism for forgiveness of up to the full amount borrowed. Under the PPP, Sterling Seal may apply for forgiveness for all or a part of the PPP Loan. The amount of PPP Loan proceeds eligible for forgiveness is based on a formula that takes into account a number of factors, including: (i) the amount of PPP Loan proceeds that are used by Sterling Seal during the eight-week period after the PPP Loan origination date for certain specified purposes including payroll costs, interest on certain mortgage obligations, rent payments on certain leases, and certain qualified utility payments, provided that at least 75% of the PPP Loan amount is used for eligible payroll costs; (ii) Sterling Seal maintaining or rehiring employees, and maintaining salaries at certain levels; and (iii) other factors established by the SBA. Subject to the other requirements and limitations on PPP Loan forgiveness, only that portion of the PPP Loan proceeds spent on payroll and other eligible costs during the covered eight-week period will qualify for forgiveness. Although Sterling Seal currently intends to use the entire amount of the PPP Loan for qualifying expenses, no assurance is provided that the Company will obtain forgiveness of the PPP Loan in whole or in part. The PPP Note may be prepaid in part or in full, at any time, without penalty. The PPP Note provides for certain customary events of default, including Sterling Seal's: (i) failure to make a payment when due under the PPP Note; (ii) breach of the terms of the PPP Note; (iii) default on any other loan with the Lender; (iv) filing of a bankruptcy petition by or against Sterling Seal; (v) reorganization merger, consolidation or other change in ownership or business structure without the Lender's prior written consent; (vi) adverse change in financial condition or business operation that the Lender believes may affect Sterling Seal's ability to pay the PPP Note; and (vii) default on any loan or agreement with another creditor, if the Lender believes the default may materially affect Sterling Seal's ability to pay the PPP Note. Upon the occurrence of an event of default, the Lender has customary remedies and may, among other things, require immediate payment of all amounts owed under the PPP Note, collect all amounts owing from Sterling Seal, and file suit and obtain judgment against Sterling Seal. The foregoing description of the PPP Note does not purport to be complete is qualified in its entirety by reference to the full text of the PPP Note, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K. EIDL Note Additionally, on May 28, 2020, the Company received $150,000 in loan funding from the SBA under the Economic Injury Disaster Loan ("EIDL") program administered by the SBA, which program was expanded pursuant to the CARES Act. The EIDL is evidenced by a promissory note, dated May 28, 2020 (the "EIDL Note") in the original principal amount of $150,000 with the SBA, the lender. Under the terms of the EIDL Note, interest accrues on the outstanding principal at the rate of 3.75% per annum. The term of the EIDL Note is 30 years, though it may be payable sooner upon an event of default under the EIDL Note. Under the EIDL Note, the Company will be obligated to make equal monthly payments of principal and interest beginning on May 28, 2022 through the maturity date of May 28, 2050. The EIDL Note may be prepaid in part or in full, at any time, without penalty. The EIDL Note provides for certain customary events of default, including: (i) a failure to comply with any provision of the EIDL Note, the related Loan Authorization and Agreement, or other EIDL loan documents; (ii) a default on any other SBA loan; (iii) a sale or transfer of, or failure to preserve or account to SBA's satisfaction for, any of the collateral or its proceeds; (iv) a failure of the Company or anyone acting on its behalf to disclose any material fact to SBA; (v) the making of a materially false or misleading representation to SBA by the Company or anyone acting on their behalf; (vi) a default on any loan or agreement with another creditor, if SBA believes the default may materially affect the Company's ability to pay the EIDL Note; (vii) a failure to pay any taxes when due; (viii) if the Company becomes the subject of a proceeding under any bankruptcy or insolvency law; (ix) if a receiver or liquidator is appointed for any part of the Company's business or property; (x) the making of an assignment for the benefit of creditors; (xi) has any adverse change in financial condition or business operation that SBA believes may materially affect the Company's ability to pay the EIDL Note; (xii) effects any reorganization, merger, consolidation, or other transaction changing ownership or business structure without SBA's prior written consent; or (xiii) becomes the subject of a civil or criminal action that SBA believes may materially affect the Company's ability to pay the EIDL Note.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	6 Months Ended
	Jun. 30, 2020
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	NOTE 6 – SUBSEQUENT EVENTS Closure of Florida Operations and Sale of Property In the first quarter of 2020, the Company closed down its Florida operations and consolidated the sales accounts with its New Jersey based sales force based out of the Company’s headquarters in Neptune, New Jersey. The Company owned the Florida property unencumbered and sold the property for $712,500 on March 30, 2021The closure was an effort to reduce costs and consolidate operations and was not related to COVID-19.

SIGNIFICANT ACCOUNTING POLICI_2

SIGNIFICANT ACCOUNTING POLICIES (Policies)	6 Months Ended
	Jun. 30, 2020
SIGNIFICANT ACCOUNTING POLICIES
Use of Estimates	Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and the accompanying notes. Actual results could differ materially from these estimates. On an ongoing basis, we evaluate our estimates, including those related to the accounts receivable and sales allowances, fair values of financial instruments, useful lives of intangible assets and property and equipment, inventory valuations, income taxes, and contingent liabilities, among others. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities.
Inventories	Inventories Inventories, which are comprised of finished goods, are stated at the lower of cost (based on weighted average method) or market. Cost does not include shipping and handling fees, which are charged directly to income. The Company provides for estimated losses from obsolete or slow-moving inventories, which is approximately 20% of the total inventory, and writes down the cost of inventory at the time such determinations are made. Reserves are estimated based upon inventory on hand, historical sales activity, industry trends, the business environment, and the expected net realizable value. The net realizable value is determined based upon current awareness of market prices. Inventory Type June 30, 2020 December 31, 2019 Finished goods $ 3,673,820 $ 4,069,035 Raw materials — — Work-in-progress 1,698 — Inventory Reserve (731,192) (731,192) Net Inventory $ 2,944,326 $ 3,337,843
Revenue Recognition	Revenue Recognition The Company recognizes revenue based on Account Standards Codification ("ASC") 606, Revenue from Contracts with Customers , and all of the related amendments ("new revenue standard"). In the case of Sterling, revenue is recognized only when the price is fixed or determinable, persuasive evidence of an arrangement exists, shipment of the product has occurred, price is fixed or determinable and collectability of the resulting receivable is reasonably assured. For provision of third-party freight services provided by Integrity, revenue is recognized on a gross basis in accordance with ASC 606. Revenue is generally recognized when the contracted goods arrive at their destination point. When revenues and expenses straddle a period end due to the time between shipment and delivery, Integrity allocates revenue between reporting periods based on relative transit time in each period with expenses recognized as incurred. Cost of goods is comprised of sale of o-rings and related rubber products. Freight services is comprised of freight forwarding and related services earned by Integrity and rental services is comprised of revenue from rental of commercial space to third parties.
Basic and Diluted Earnings per Share	Basic and Diluted Earnings per Share The computation of basic earnings (loss) per share of common stock is based on the weighted average number of shares outstanding during the periods presented. The computation of fully diluted earnings (loss) per share includes common stock equivalents outstanding at the balance sheet date. The Company had 10,800,000 and 10,800,000 stock options that would have been included in the fully diluted earnings per share for the three and six month periods ended June 30, 2020 and 2019, respectively.

SIGNIFICANT ACCOUNTING POLICI_3

SIGNIFICANT ACCOUNTING POLICIES (Tables)	6 Months Ended
	Jun. 30, 2020
SIGNIFICANT ACCOUNTING POLICIES
Schedule of inventory	Inventory Type June 30, 2020 December 31, 2019 Finished goods $ 3,673,820 $ 4,069,035 Raw materials — — Work-in-progress 1,698 — Inventory Reserve (731,192) (731,192) Net Inventory $ 2,944,326 $ 3,337,843

BUSINESS ACQUISITION (Tables)

BUSINESS ACQUISITION (Tables)	6 Months Ended
	Jun. 30, 2020
BUSINESS ACQUISITION
Schedule of assets and liabilities were acquired as part of the transaction	The following assets and liabilities were acquired as part of the transaction: Assets Acquired Cash $ 20,000 Accounts receivable 312,418 Inventory 763,822 Inventory reserve (145,428) Security deposit 9,961 Client list 50,000 Equipment 2,000 Total assets acquired 1,012,773 Liabilities Acquired Accounts payable 112,773 Net Assets Acquired $ 900,000

SIGNIFICANT ACCOUNTING POLICI_4

SIGNIFICANT ACCOUNTING POLICIES - Inventories (Details) - USD ($)	Jun. 30, 2020	Dec. 31, 2019
SIGNIFICANT ACCOUNTING POLICIES
Finished goods	$ 3,673,820	$ 4,069,035
Raw materials	0	0
Work-in-progress	1,698	0
Inventory Reserve	(731,192)	(731,192)
Net Inventory	$ 2,944,326	$ 3,337,843

SIGNIFICANT ACCOUNTING POLICI_5

SIGNIFICANT ACCOUNTING POLICIES - Additional Information (Details) - shares	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
SIGNIFICANT ACCOUNTING POLICIES
Estimated Losses of Obsolete or Slow Moving Inventory Percent			20.00%
Incremental Common Shares Attributable to Dilutive Effect of Call Options and Warrants	10,800,000	10,800,000	10,800,000	10,800,000

STOCK TRANSACTIONS (Details)

STOCK TRANSACTIONS (Details) - USD ($)	Feb. 12, 2019	Mar. 31, 2019	Jun. 30, 2019
Stockholders Equity Note [Line Items]
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable			$ 500,000
F S Distributors Inc [Member]
Stockholders Equity Note [Line Items]
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares	5,319,149	5,319,149
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable	$ 500,000	$ 500,000

BUSINESS ACQUISITION (Details)

BUSINESS ACQUISITION (Details)	Feb. 12, 2019USD ($)
Assets Acquired
Cash	$ 20,000
Accounts receivable	312,418
Inventory	763,822
Inventory reserve	(145,428)
Security deposit	9,961
Client list	50,000
Equipment	2,000
Total assets acquired	1,012,773
Liabilities Acquired
Accounts payable	112,773
Net Assets Acquired	$ 900,000

BUSINESS ACQUISITION - Addition

BUSINESS ACQUISITION - Additional Information (Details) - USD ($)	Feb. 12, 2019	Mar. 31, 2019	Jun. 30, 2019
Business Acquisition [Line Items]
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable			$ 500,000
Business Combination, Consideration Transferred, Liabilities Incurred			$ 100,000
F S Distributors Inc [Member]
Business Acquisition [Line Items]
Payments to Acquire Businesses, Gross	$ 300,000
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares	5,319,149	5,319,149
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable	$ 500,000	$ 500,000
Business Combination, Consideration Transferred, Liabilities Incurred	100,000
F S Distributors Inc [Member] | Twelve Months After Closing [Member]
Business Acquisition [Line Items]
Business Combination, Consideration Transferred, Liabilities Incurred	50,000
F S Distributors Inc [Member] | Eighteen Months After Closing [Member]
Business Acquisition [Line Items]
Business Combination, Consideration Transferred, Liabilities Incurred	$ 50,000

DEBT TRANSACTIONS (Details)

DEBT TRANSACTIONS (Details)	May 28, 2020USD ($)	Apr. 21, 2020USD ($)
Paycheck Protection Program
Debt Instrument [Line Items]
Principal amount		$ 326,100
Proceeds from loan		$ 326,100
Term of the loan		2 years
Rate of interest accrues on outstanding principal		1
Economic Injury Disaster Loan
Debt Instrument [Line Items]
Principal amount	$ 150,000
Proceeds from loan	$ 150,000
Term of the loan	30 years
Rate of interest accrues on outstanding principal	3.75

SUBSEQUENT EVENTS (Details)

SUBSEQUENT EVENTS (Details)	Mar. 30, 2021USD ($)
Subsequent Event.
Subsequent Event
Proceeds from sale of florida property	$ 712,500