Diego Pellicer Worldwide (DPWW) 10-K 2 Jun 20 2019 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2019	May 26, 2020	Jun. 30, 2019
Document And Entity Information
Entity Registrant Name	DIEGO PELLICER WORLDWIDE, INC
Entity Central Index Key	0001559172
Document Type	10-K
Document Period End Date	Dec. 31, 2019
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filer	No
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Entity's Reporting Status Current	Yes
Entity Emerging Growth Company	false
Entity Small Business	true
Entity Shell Company	false
Entity File Number	000-54530
Entity Interactive Data Current	Yes
Entity Incorporation, State or Country Code	DE
Entity Common Stock, Shares Outstanding		130,247,932
Entity Public Float			$ 0
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2019

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Current assets:
Cash and cash equivalents	$ 317,446	$ 60,437
Accounts receivable	391,273	148,859
Prepaid expenses	12,111	54,170
Total current assets	720,830	263,466
Property and equipment, net		139,595
Other receivables	788,177	344,761
Security deposits	150,000	270,000
Right of Use Assets	3,009,163
Total assets	4,668,170	1,017,822
Current liabilities:
Accounts payable	514,196	612,580
Accrued payable - related party	1,293,238	414,106
Accrued expenses	587,707	354,121
Notes payable - related party	140,958	140,958
Notes payable	133,403	133,403
Convertible notes, net of discount and costs	2,352,530	1,173,319
Deferred rent		178,210
Derivative liabilities	5,024,321	6,000,830
Contingent liabilities		257,910
Lease Liabilities	676,336
Warrant liabilities	967	16,576
Total current liabilities	10,723,656	9,282,013
Lease Liabilities	2,299,152
Total liabilities	13,022,808	9,282,013
Redeemable convertible preferred stock, Series C, par value $.00001 per share; 1,500,000 shares authorized, 140,000 and nil shares issued and outstanding, respectively	8,750
Deficiency in stockholders' equity:
Preferred stock, Series A and B, par value $.0001 per share; 5,000,000 shares authorized, none issued and outstanding
Common stock, par value $.000001 per share; 840,000,000 shares authorized, 113,926,332 and 28,287,414 shares issued, respectively	114	28
Additional paid-in capital	43,478,139	40,378,973
Stock to be issued	127,261	710,838
Accumulated deficit	(51,968,902)	(49,354,030)
Total deficiency in stockholders' equity	(8,363,388)	(8,264,191)
Total liabilities and deficiency in stockholders' equity	$ 4,668,170	$ 1,017,822

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Discount		$ 2,449,275
Common stock, par value	$ 0.000001	$ 0.000001
Common stock, shares authorized	840,000,000	840,000,000
Common stock, shares issued	113,926,332	28,287,414
Series A Preferred Stock [Member]
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Series B Preferred Stock [Member]
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Redeemable convertible preferred stock, Series C [Member]
Preferred stock, par value	$ 0.00001	$ 0.00001
Preferred stock, shares authorized	1,500,000	1,500,000
Preferred stock, shares issued	140,000	0
Preferred stock, shares outstanding	140,000	0
Discount	$ 131,250	$ 0

Consolidated Statements Of Oper

Consolidated Statements Of Operations - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Revenues
Net rental revenue	$ 1,646,369	$ 1,456,939
Rental expense	(1,189,352)	(1,130,135)
Gross profit	457,017	326,804
Operating expenses:
General and administrative expenses	2,521,649	2,786,615
Selling expense	52,605	66,511
Depreciation expense	139,595	498,400
Loss from Operations	(2,256,832)	(3,024,722)
Other income (expense)
Other income (expense)	153,782	2,984
Interest expense	(3,184,951)	(2,758,160)
Gain on sale of lease	534,649
Loss on debt issuance		(2,892,033)
Write off of accounts receviables		(23,966)
Extinguishment of debt	218,196	121,217
Change in derivative liabilities	1,948,643	1,493,962
Change in value of warrants	15,609	175,774
Total other expense, net	(314,072)	(3,880,222)
Provision for taxes
Net loss	(2,570,904)	(6,904,944)
Deemed dividend on preferred stock	(43,968)
Net loss attributable to common stockholders	$ (2,614,872)	$ (6,904,944)
Loss per share - basic	$ (0.04)	$ (0.45)
Loss per share - diluted	$ (0.04)	$ (0.45)
Weighted average common shares outstanding - basic	59,828,096	15,301,015
Weighted average common shares outstanding - diluted	59,828,096	15,301,015

Consolidated Statements of Stoc

Consolidated Statements of Stockholders' Deficit - USD ($)	Redeemable Convertible Preferred Stock	Common Stock	Preferred Stock	Additional Paid-In Capital	Retained Earnings (Accumulated Deficit)	Common Stock To Be Issued	Total
Balance, beginning at Dec. 31, 2017		$ 7		$ 34,422,474	$ (42,449,086)	$ 2,397,218	$ (5,629,387)
Balance, beginning, shares at Dec. 31, 2017		7,128,849
Sale of common stock				19,770		1,102	$ 20,872
Sale of common stock, shares		41,054					41,054
Issuance of common shares for services		$ 2		1,045,569		(427,039)	$ 618,532
Issuance of common shares for services, shares		1,780,074
Issuance of common shares for services - related parties		$ 5		2,108,064		(1,295,342)	812,727
Issuance of common shares for services - related parties, shares		5,041,044
Common stock issued upon conversion of notes payable		$ 16		2,771,543		143,020	2,914,579
Common stock issued upon conversion of notes payable, shares		16,172,750
Fair value of warrants and options granted for services				279,528			279,528
Shares Issued to settle accounts payable				47,254			47,254
Shares Issued to settle accounts payable, shares		75,000
Issuance of common shares for inducement of lease extension				20,500			20,500
Issuance of common shares for inducement of lease extension, shares		125,000
Security shares
Security shares, shares		40,500
Shares cancelled for convertible note		$ (2)		(335,729)		(108,121)	(443,852)
Shares cancelled for convertible note, shares		(2,116,857)
Net loss					(6,904,944)		(6,904,944)
Balance, ending at Dec. 31, 2018		$ 28		40,378,973	(49,354,030)	710,838	(8,264,191)
Balance, ending, shares at Dec. 31, 2018		28,287,414
Sale of common stock				2,648		(2,648)
Sale of common stock, shares		5,000
Issuance of common shares for services		$ 5		481,179		(310,836)	170,348
Issuance of common shares for services, shares		4,987,610
Issuance of common shares for services - related parties		$ 25		977,200		(245,196)	732,029
Issuance of common shares for services - related parties, shares		24,566,400
Common stock issued upon conversion of notes payable		$ 48		1,583,887		(133,018)	1,450,917
Common stock issued upon conversion of notes payable, shares		48,684,667
Fair value of warrants and options granted for services				162,381			162,381
Shares cancelled for convertible note				(108,121)		108,121
Shares cancelled for convertible note, shares		(675,759)
Cashless warrant exercise		$ 8		(8)
Cashless warrant exercise (Shares)		8,071,000
Series C preferred stock issued for cash, net of costs and discounts	140,000
Accretion of conversion feature on Series C preferred stock	$ 8,750				(8,750)		(8,750)
Net loss					(2,570,904)		(2,570,904)
Balance, ending at Dec. 31, 2019	$ 8,750	$ 114		$ 43,478,139	$ (51,968,902)	$ 127,261	$ (8,363,388)
Balance, ending, shares at Dec. 31, 2019	140,000	113,926,332

Consolidated Statement Of Cash

Consolidated Statement Of Cash Flow - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Cash flows from operating activities:
Net loss	$ (2,570,904)	$ (6,904,944)
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation	139,595	498,400
Impairment
Change in fair value of derivative liability	(1,948,643)	(1,493,962)
Change in value of warrants	(15,609)	(175,774)
Write off of inventory		(23,966)
Write off accounts receivable		23,966
Amortization of debt related costs	2,833,612	2,518,134
Extinguishment of debt	(218,196)	(121,217)
Loss on debt issuance		2,892,033
Stock based compensation	1,014,756	1,731,267
Gain on sale of lease	(534,649)
Changes in operating assets and liabilities:
Accounts receivable	(222,414)	45,784
Inventory	0	8,979
Prepaid expenses	42,059	(32,549)
Other assets	(463,416)	(294,761)
Accounts payable	(98,385)	23,069
Accrued liability - related parties	879,132	83,262
Accrued expenses	294,217	(163,581)
Lease liabilities	(107,236)	(73,668)
Contingent liabilities	(207,910)	257,910
Cash used by operating activities	(1,183,991)	(1,201,618)
Cash flows from investing activities:
Proceeds from sale of lease	550,000	0
Cash flows from investing activities	550,000	0
Cash flows from financing activities:
Debt costs	(16,225)	(16,000)
Proceeds from convertible notes payable	897,725	1,173,750
Repayments of convertible notes payable, net	(120,500)	(75,269)
Repayments of notes payable
Proceeds from sale of preferred stock, net	130,000
Proceeds from sale of common stock		20,872
Cash provided by financing activities	891,000	1,103,353
Net increase (decrease) in cash	257,009	(98,265)
Cash, beginning of period	60,437	158,702
Cash, end of period	317,446	60,437
Cash paid for interest
Cash paid for taxes
Supplemental schedule of noncash financial activities:
Notes converted to stock	842,712	1,019,933
Accrued interest converted to stock	60,627	78,107
Value of common stock to be issued for conversion of notes and accrued interest		168,862
Value of derivative liability extinguished upon conversion and pay off of notes and accrued interest	891,922	1,807,899
Accounts payable and accrued expenses paid with common stock	50,000	165,474
Note issue discount	905,500
Leasehold improvements paid by tenant		228,866
Debt issuance costs deducted from proceeds of notes	$ 16,225	$ 35,250

Organization and Operations

Organization and Operations	12 Months Ended
	Dec. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Operations	Note 1 - Organization and Operations History On March 13, 2015, Diego Pellicer Worldwide, Inc. (the Company) (f/k/a Type 1 Media, Inc.) closed on a merger and share exchange agreement by and among (i) the Company, and (ii) Diego Pellicer World-wide 1, Inc., a Delaware corporation, (“Diego”), and (iii) Jonathan White, the majority shareholder of the Company. Diego was merged with and into the Company with the Company to continue as the surviving corporation in the merger. The Company succeeded to and assumed all the rights, assets, liabilities, debts, and obligations of Diego. Prior to the merger, 3,135,000 shares of Type 1 Media, Inc. were issued and outstanding. The principal owners of the Company agreed to transfer their 2,750,000 issued and outstanding shares to a third party in consideration for $169,000 and cancellation of their 2,750,000 shares. The remaining issued and outstanding shares are still available for trading in the marketplace. At the time of the merger, Type 1 Media, Inc. had no assets or liabilities. Accordingly, the business conducted by Type 1 prior to the merger is not being operated by the combined entity post-merger. At the closing of the merger, Diego common stock issued and outstanding immediately prior to the closing of the merger was exchanged for the right to receive one share of the surviving corporation for each share of Diego. An aggregate of 1,081,613 common shares of the surviving corporation were issued to the holders of Diego in exchange for their common shares representing approximately 74% of the combined entity. The merger has been accounted for as a reverse merger and recapitalization in which Diego is treated as the accounting acquirer and Diego Pellicer Worldwide, Inc. is the surviving corporation. Business Operations The Company leases real estate to licensed marijuana operators providing complete turnkey growing space, processing space, recreational and medical retail sales space and related facilities to licensed marijuana growers, processors, dispensary and recreational store operators. Additionally, the Company plans to explore ancillary opportunities in the regulated marijuana industry as well as offering for wholesale distribution branded non-marijuana clothing and accessories. The properties generating rents in 2019 are as follows: Purpose Size City State Retail store (recreational and medical) 3,300 sq. Denver CO Cultivation warehouse 18,600 sq. Denver CO Cultivation warehouse 14,800 sq. Denver CO Retail store (recreational and medical) - Sold 4,500 sq. Seattle WA The Company’s three properties are leased to Royal Asset Management, LLC (“Royal Asset Management”). Royal Asset Management opened the Diego Denver branded flagship store in February 2017. This store known as “Diego Colorado”. The retail facilities have shown steady growth in sales since its opening. For the other two properties subleased, Royal Asset Management uses these properties for its cultivation facilities in Denver, CO. Production at these facilities began in late 2016. The Company is currently is exploring the acquisition of this entity, and the parties are in negotiation. In regards to the Seattle property, on May 6, 2019, the Company entered into an agreement with a third party, and sold the Seattle leased location. The sale provided $550,000 in capital and executive resources for expansion which the company allocated to its efforts in a new location and cannabis grow facilities in Colorado.

Significant and Critical Accoun

Significant and Critical Accounting Policies and Practices	12 Months Ended
	Dec. 31, 2019
Accounting Policies [Abstract]
Significant and Critical Accounting Policies and Practices	Note 2 - Significant and Critical Accounting Policies and Practices The management of the Company is responsible for the selection and use of appropriate accounting policies and the appropriateness of accounting policies and their application. Critical accounting policies and practices are those that are both most important to the portrayal of the Company's financial condition and results and require management's most difficult, subjective, or complex judgments, often because of the need to make estimates about the effects of matters that are inherently uncertain. The Company's significant and critical accounting policies and practices are disclosed below as required by generally accepted accounting principles. Basis of Presentation The accompanying consolidated financial statements and related notes have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) and presented in accordance with accounting principles generally accepted in the United States of America (US GAAP). Principles of Consolidation The financial statements include the accounts of Diego Pellicer Worldwide, Inc., and its wholly-owned subsidiary Diego Pellicer World-wide 1, Inc. Intercompany balances and transactions have been eliminated in consolidation. Reclassifications $344,761 of other receivable of prior year amounts were reclassified from current assets to long term assets to conform to the manner of presentation in the current period. These reclassifications had no effect on the Company's balance sheet, net loss or stockholders' equity. Use of Estimates The preparation of the financial statements in conformity with GAAP 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 dates of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates. These estimates and assumptions include valuing equity securities and derivative financial instruments issued in financing transactions and share based payment arrangements, the collectability of accounts receivable and other receivables (See Note 6), valuation of right of use assets and lease liabilities and deferred taxes and related valuation allowances. Certain estimates, including evaluating the collectability of accounts receivable, could be affected by external conditions, including those unique to our industry, and general economic conditions. It is possible that these external factors could influence our estimates that could cause actual results to differ from our estimates. The Company intends to re-evaluate all its accounting estimates at least quarterly based on these conditions and record adjustments when necessary. Fair Value Measurements The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the consolidated statements of operations. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date. Fair Value of Financial Instruments As required by the Fair Value Measurements and Disclosures Topic of the FASB ASC, fair value is measured based on a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2: Quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability; and Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity). Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of December 31, 2019 and December 31, 2018. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values. These financial instruments include cash, prepaid expenses and accounts payable. Fair values were assumed to approximate carrying values for cash and payables because they are short term in nature and their carrying amounts approximate fair values or they are payable on demand. The following table reflects assets and liabilities that are measured at fair value on a recurring basis (in thousands): As of December 31, 2019 Fair Value Measurement Using Level 1 Level 2 Level 3 Total Derivative liabilities $ — $ — $ 5,024 $ 5,024 Stock warrant liabilities — — 1 1 $ — $ — $ 5,025 $ 5,025 As of December 31, 2018 Fair Value Measurement Using Level 1 Level 2 Level 3 Total Derivative Liabilities $ — $ — $ 6,001 $ 6,001 Stock warrant Liabilities — — 17 17 $ — $ — $ 6,018 $ 6,018 Derivative liabilities and stock warrant liberties were valued use Binomial Option Pricing Model in calculating the embedded conversion features for the year ended December 31, 2019 and Black-Scholes Option Pricing Model in calculating the embedded conversion features and current liabilities for the year ended December 31, 2018. Cash The Company maintains cash balances at various financial institutions. Accounts at each institution are insured by the Federal Deposit Insurance Corporation, and the National Credit Union Share Insurance Fund, up to $250,000. The Company's accounts at these institutions may, at times, exceed the federal insured limits. The Company has not experienced any losses in such accounts. Revenue recognition In accordance with ASC 842, Leases During the initial term of the lease, management has a policy of partial rent forbearance when the tenant first opens the facility to assure that the tenant has the opportunity for success. Management may be required to exercise considerable judgment in estimating revenue to be recognized. Prior to the adoption of ASC Topic 842, Leases Leases When management concludes that the Company is the owner of tenant improvements, management records the cost to construct the tenant improvements as a capital asset. In addition, management records the cost of certain tenant improvements paid for or reimbursed by tenants as capital assets when management concludes that the Company is the owner of such tenant improvements. For these tenant improvements, management records the amount funded or reimbursed by tenants as deferred revenue, which is amortized as additional rental income over the term of the related lease. When management concludes that the tenant is the owner of tenant improvements for accounting purposes, management records the Company’s contribution towards those improvements as a lease incentive, which is amortized as a reduction to rental revenue on a straight-line basis over the term of the lease. The Company has adopted the new revenue recognition guidelines in accordance with ASC 606, Revenue from Contracts with Customers Leases. The Company analyzes its contracts to assess that they are within the scope and in accordance with ASC 606. In determining the appropriate amount of revenue to be recognized as the Company fulfills its obligations under each of its agreements, whether for goods and services or licensing, the Company performs the following steps: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations based on estimated selling prices; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. Advertising During the year ended December 31, 2019 and 2018, advertising expense was $52,605 and $66,511, respectively. Income Taxes Income taxes are provided for using the liability method of accounting in accordance with the Income Taxes Topic of the FASB ASC. Deferred tax assets and liabilities are determined based on differences between the financial reporting and tax basis of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. A valuation allowance is established when necessary to reduce deferred tax assets to the amount expected to be realized and when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The computation of limitations relating to the amount of such tax assets, and the determination of appropriate valuation allowances relating to the realizing of such assets, are inherently complex and require the exercise of judgment. As additional information becomes available, the Company continually assesses the carrying value of their net deferred tax assets. Common Stock Purchase Warrants and Other Derivative Financial Instruments The Company classifies as equity any contracts that require physical settlement or net-share settlement or provide us a choice of net cash settlement or settlement in our own shares (physical settlement or net-share settlement) provided that such contracts are indexed to our own stock as defined in ASC Topic 815-40 "Contracts in Entity's Own Equity." The Company classifies as assets or liabilities any contracts that require net-cash settlement including a requirement to net cash settle the contract if an event occurs and if that event is outside our control or give the counterparty a choice of net-cash settlement or settlement in shares. The Company assesses classification of its common stock purchase warrants and other free-standing derivatives at each reporting date to determine whether a change in classification between assets and liabilities is required. Stock-Based Compensation The Company recognizes compensation expense for stock-based compensation in accordance with ASC Topic 718. The Company calculates the fair value of the award on the date of grant using the Black-Scholes method for stock options and the quoted price of our common stock for unrestricted shares; the expense is recognized over the service period for awards expected to vest. The estimation of stock-based awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from original estimates, such amounts are recorded as a cumulative adjustment in the period estimates are revised. The Company considers many factors when estimating expected forfeitures, including types of awards, employee class, and historical experience. The adoption of new standard did not have a material impact on the Company’s Consolidated Financial Statements. Income (loss) per common share The Company utilizes ASC 260, “Earnings per Share” for calculating the basic and diluted loss per share. In accordance with ASC 260, the basic and diluted loss per share is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding. Diluted net loss per share is computed similar to basic loss per share except that the denominator is adjusted for the potential dilution that could occur if stock options, warrants, and other convertible securities were exercised or converted into common stock. Potentially dilutive securities are not included in the calculation of the diluted loss per share if their effect would be anti-dilutive. The Company has 631,737,597 and 60,158,160 common stock equivalents at December 31, 2019 and 2018, respectively. For the year ended December 31, 2019, the potential shares were excluded from the shares used to calculate diluted earnings per share as their inclusion would reduce net loss per share. Legal and regulatory environment The cannabis industry is subject to numerous laws and regulations of federal, state and local governments. These laws and regulations include, but are not limited to, matters such as licensure, accreditation, and different taxation between federal and state. Federal government activity may increase in the future with respect to companies involved in the cannabis industry concerning possible violations of federal statutes and regulations. Management believes that the Company is in compliance with local, state and federal regulations, while no regulatory inquiries have been made, compliance with such laws and regulations can be subject to future government review and interpretation, as well as regulatory actions unknown or unasserted at this time. Recent accounting pronouncements. Leasing Effective January 1, 2019 the Company adopted the Financial Accounting Standards Board's ("FASB") Accounting Standards Update No. 2016-02, “Leases (Topic 842)” which superseded previous lease guidance ASC 840, Leases. Topic 842 is a new lease model that requires a company to recognize right-of-use (“ROU”) assets and lease liabilities on the balance sheet. The Company adopted the standard using the modified retrospective approach that does not require the restatement of prior year financial statements. The adoption of Topic 842 did not have a material impact on the Company’s consolidated income statement or consolidated cash flow statement. The adoption of Topic 842 resulted in the recognition of ROU assets of $4,069,296 and corresponding lease liabilities of $4,151,427 as of January 1, 2019 for leases classified as operating leases. In addition, the deferred rent liability as of January 1, 2019, was reclassified as a reduction in the ROU assets. Topic 842 also applies to the Company's sub-lease revenues, however, the adoption of Topic 842 did not have a significant impact on the Company's accounting for its sub-lease agreements. The Company adopted the package of practical expedients and transition provisions available for expired or existing contracts, which allowed the Company carryforward its historical assessments of 1) whether contracts are or contain leases, 2) lease classification and 3) initial direct costs. Additionally, for real estate leases, the Company adopted the practical expedient that allows lessees to treat the lease and non-lease components of leases as a single lease component. The Company also elected the hindsight practical expedient to determine the reasonably certain lease term for existing leases. Further, the Company elected the short-term lease exception policy, permitting it exclude the recognition requirements for leases with terms of 12 months or less. See Note 10 for additional information about leases. Stock Compensation In June 2018, the FASB issued ASU No. 2018-07 “Improvements to Non-employee Share-based Payment Accounting" ("ASU 2018-07"). ASU 2018-07 amends ASC 718, "Compensation - Stock Compensation" ("ASC 718"), with the intent of simplifying the accounting for share-based payments granted to non-employees for goods and services and aligning the accounting for share-based payments granted to non-employees with the accounting for share-based payments granted to employees. The Company adopted ASU 2018-07 on January 1, 2019 using the modified retrospective approach as required. ASU 2018-07 replaced ASC 505-50, "Equity-Based Payments to Non-employees" ("ASC 505-50") which was previously applied by the Company for warrants granted to consultants and non-employees. In July 2018, the FASB issued ASU 2018-09, Codification Improvements. Compensation-Stock Compensation-Income Taxes, Compensation-Stock Compensation-Income Taxes, Income Taxes In March 2018, the FASB issued ASU 2018-05, Income Taxes (Topic 740) - Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118. This standard amends Accounting Standards Codification 740, Income Taxes (ASC 740) to provide guidance on accounting for the tax effects of the Tax Cuts and Jobs Act (the Tax Reform Act) pursuant to Staff Accounting Bulletin No. 118, which allows companies to complete the accounting under ASC 740 within a one-year measurement period from the Tax Act enactment date. This standard is effective upon issuance. As described in the footnotes to the Annual Report on Form 10-K, the Company’s accounting for the tax effects of enactment of the Tax Reform Act is being assessed; however, in certain cases, as described below, we made a reasonable estimate of the effects on our existing deferred tax balances and valuation allowance. The Company believes that other recently issued accounting pronouncements and other authoritative guidance for which the effective date is in the future either will not have an impact on its accounting or reporting or that such impact will not be material to its financial position, results of operations and cash flows when implemented.

Going Concern

Going Concern	12 Months Ended
	Dec. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Going Concern	Note 3 - Going Concern The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company has incurred losses since inception, its current liabilities exceed its current assets by $10,002,826, and has an accumulated deficit of $ 51,968,902 at December 31, 2019. These factors raise substantial doubt about its ability to continue as a going concern over the next twelve months. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. The Company believes that it has sufficient cash on hand and cash generated by real estate leases to sustain operations provided that management and board members continue to agree to be paid company stock in exchange for accrued compensation. There are other future noncash charges in connection with financing such as a change in derivative liability that will affect income but have no effect on cash flow. Although the Company has been successful raising additional capital, there is no assurance that the company will sell additional shares of stock or borrow additional funds. The Company's inability to raise additional cash could have a material adverse effect on its financial position, results of operations, and its ability to continue in existence. These financial statements do not include any adjustments that might result from the outcome of this uncertainty. Management believes that the Company's future success is dependent upon its ability to achieve profitable operations, generate cash from operating activities and obtain additional financing. There is no assurance that the Company will be able to generate sufficient cash from operations, sell additional shares of stock or borrow additional funds. However, cash generated from lease revenues is currently exceeding lease costs, but is insufficient to cover operating expenses.

Property and Equipment

Property and Equipment	12 Months Ended
	Dec. 31, 2019
Property, Plant and Equipment [Abstract]
Property and Equipment	Note 4 - Property and Equipment As of December 31, 2019 and December 31, 2018, fixed assets and the estimated lives used in the computation of depreciation are as follows: Estimated Useful Lives December 31, 2019 December 31, 2018 Leasehold improvements 10 years 515,450 1,082,280 Less: Accumulated depreciation and amortization (515,450 ) (942,685 ) Property and equipment, net $ — $ 139,595 On May 6, 2019, the Company entered into an agreement with a third party, which the Company sold the Seattle leased location for $550,000 in cash. The Company plans to allocate to its efforts in a new location and cannabis grow facilities in Colorado. In connection with the that, full amortized leasehold improvements with a historical cost of $566,830 were sold during the sale. During the years ended December 31, 2019 and 2018, the Company recorded depreciation expense of $139,595 and $498,400, respectively.

Other Assets

Other Assets	12 Months Ended
	Dec. 31, 2019
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Other Assets	Note 5 – Other Assets Security deposits: Deposits – end of lease:

Accounts Receivables and Other

Accounts Receivables and Other Receivables	12 Months Ended
	Dec. 31, 2019
Notes to Financial Statements
Accounts Receivables and Other Receivables	Note 6 – Accounts Receivables and Other Receivables As disclosed in Note 1, the Company subleases three properties in Colorado to Royal Asset Management. At December 31, 2019, the Company had outstanding receivables from the subleases totaling $391,273, and during 2019 the Company’s subleases with Royal Asset Management accounted for 93% of the Company’s revenues. In addition to the receivables from the subleases, the Company has agreed to provide Royal Asset Management and affiliates of Royal Asset Management up to aggregate amount of $1,030,000 in financing. These notes accrue interest at the rates ranging from 12% to 18% per annum. As of December 31, 2019, the outstanding balance of these notes receivable total $1,017,143, including accrued interest of $153,509. The amount presented in our balance sheet is $788,177, which represents the $1,017,143 due to us, less $228,966 that we owe to Royal Asset Management for leasehold improvements. The notes are secured by a UCC filing and also $400,000 of the balance is personally guaranteed by the managing member of Royal Asset Management. If we do acquire Royal Asset Management, part of the purchase price will be paid through receivables that are owed to us.

Related Party Transactions

Related Party Transactions	12 Months Ended
	Dec. 31, 2019
Related Party Transactions [Abstract]
Related Party Transactions	Note 7 – Related Party Transactions As of December 31, 2019 and 2018, the Company has accrued compensation to CEO, CFO and Director in the amount of $155,841, and $414,106, respectively. As of December 31, 2019 and 2018, accrued payable due to former officers were $1,137,397 and $0. For the years ended December 31, 2019 and 2018, total cash-based compensation to related parties was $507,430 and $716,753, respectively. For the years ended December 31, 2019 and 2018, total share-based compensation to related parties was $894,408 and $960,915 respectively. These amounts are included in general and administrative expenses in the accompanying financial statements. From 2017 to 2019, Mr. Gonfiantini, CEO, personally and through his Company, Crystal Bay Financial LLC, loaned an aggregate amount of $1,020,000 to Royal Asset Management. These notes accrue interest at 17%-18% per annum, and require monthly payment approximately from $5,000 to $20,000. These notes are personally guaranteed by the managing member of Royal Asset Management, and secured by certain equipment and other tangible properties of Royal Asset Management. Among these notes, $500,000 note was also secured by the medical marijuana licenses held by Royal Asset Management. At December 31, 2019, the Company owed Mr. Throgmartin, former CEO (See Note 11), $140,958 pursuant to a promissory note dated August 12, 2016. This note accrued interest at the rate of 8% per annum and payable upon the earlier date of (i) the second anniversary date of the promissory notes, (ii) the date all of the current investor notes, in the outstanding aggregate principal and accrued interest amount of approximately $1,480,000 at September 30, 2016, have been paid in full and the Company has achieved gross revenues of at least $3,000,000 over any consecutive 12-month period. The balance of related party note was $140,958 and $140,958 at December 31, 2019 and December 31, 2018, respectively. As of March 31, 2020, the note was past the maturity date, however the Company has not yet received a default notice.

Notes Payable

Notes Payable	12 Months Ended
	Dec. 31, 2019
Notes Payable [Abstract]
Notes Payable	Note 8 – Notes Payable On August 31, 2015, the Company issued a note in the amount of $126,000 with third parties for use as operating capital. The note was amended to include accrued interest on October 31, 2016 and extended the maturity date to October 31, 2018. As of December 31, 2019 and December 31, 2018 the outstanding principal balance of the note was $133,403. As of December 31, 2019, the note was past the maturity date, however the Company has not yet received a default notice.

Convertible Notes Payable

Convertible Notes Payable	12 Months Ended
	Dec. 31, 2019
Debt Disclosure [Abstract]
Convertible Notes Payable	Note 9 – Convertible Notes Payable The Company has issued several convertible notes which are outstanding. The note holders shall have the right to convert principal and accrued interest outstanding into shares of common stock at a discounted price to the market price of our common stock. The conversion feature was recognized as an embedded derivative and was valued using a Binomial Option Pricing Model that resulted in a derivative liability of $4,834,190 at December 31, 2019 and using Black-Scholes Option Pricing Model that resulted in a derivative liability of $6,000,830 at December 31, 2018. All notes accrue interest ranging from 8% to 12% and will mature in 2020. In connection with the issuance of certain of these notes, the Company also issued warrants to purchase its common stock. Several convertible note holders elected to convert their notes to stock during the year ended December 31, 2019. The table below provides the note payable activity for the year ended December 31, 2019, and also a reconciliation of the beginning and ending balances for the derivative liabilities measured using fair significant unobservable inputs (Level 3) for the year ended December 31, 2019: Convertible Notes Discount Convertible Notes, Net of Discount Derivative Liabilities Balance, December 31, 2018 $ 3,324,487 $ 2,151,168 $ 1,173,319 $ 6,000,830 Issuance of convertible notes 905,500 905,500 — 1,803,495 Conversion of convertible notes (842,712 ) (233,571 ) (609,141 ) (940,382 ) Repayment of convertible notes (120,500 ) (3,659 ) (116,841 ) (56,197 ) Change in fair value of derivatives — — — (1,973,556 ) Amortization — (1,905,193 ) 1,905,193 — Balance December 31, 2019 $ 3,266,775 $ 914,245 $ 2,352,530 $ 4,834,190 During the year ended December 31, 2019, the Company entered into several convertible notes in an aggregate amount of $905,500, bearing interest ranging from 10% to 12% per annum. During the year ended December 31, 2019, $120,500 of notes principal and $14,195 of accrued interest were repaid to a debt holder. During the year ended December 31, 2019, $842,712 of notes and $60,627 of accrued interest was converted into 48,684,667 shares of common stock and 434,783 shares were issued which were authorized as of December 31, 2018. A gain on extinguishment of debt of $159,233, extinguishment of debt discount of $233,571 and reduction of derivative liabilities of $940,382 have been recorded related to these conversions. As of December 31, 2019, several convertible notes in aggregate principal of $217,500 were past their maturity dates, however the Company has not yet received a default notice. On July 17, 2018, the Company entered into a certain Equity and Debt Restructure Agreement with two, long-time investors in the Company (the “Restructure Agreement”). Pursuant to the material terms of the Restructure Agreement, the investors agreed to return and cancel their collective 2,774,093 restricted Company common shares, which had been received from the prior conversion of their older convertible notes, in exchange for the Company’s issue to them recast convertible promissory notes. Accordingly, on the same date, these investors were each issued a First Priority Secured Promissory Note (the “Note” or “Notes”), in the principal amount of $1,683,558 and $545,607, respectively. In connection with this transaction, one of these investors agreed to loan the Company an additional $700,000. In 2018, the Company has received $220,000 cash proceeds of the additional $700,000 loan. Fair value of 2,774,093 restricted Company common shares were determined in the amount of $443,855 using market price and fair value of the embedded conversion feature were determined in the amount of $3,555,888 using Black Sholes Merton Option Model. As the result of the transaction, the Company recorded $2,892,033 in financing costs, and $2,449,275 as debt discount during year ended December 31, 2018. On March 29, 2019, the Company received $100,000 cash proceeds from the additional $700,000 loan. The conversion feature related to $100,000 were determined in the amount of $154,861 using Binomial Option Pricing Model. During year ended December 31, 2019, the Company received $380,000 cash proceeds from the additional $700,000 loan. The conversion feature related to $380,0000 were determined in the amount of $586,710 using Binomial Option Pricing Model. During the year ended December 31, 2019, we recorded $206,710 loss related to financing costs and $380,000 as debt discount. The following assumptions were used in the Binomial Option Pricing Model in calculating the embedded conversion features and current liabilities for the year ended December 31, 2019 and Black-Scholes Option Pricing Model in calculating the embedded conversion features and current liabilities for the year ended December 31, 2018. December 31, 2019 December 31, 2018 Risk-free interest rates 1.53 – 2.60 % 1.89-2.33 % Expected life (years) 0.08 – 1.25 0.03-2.00 Expected dividends 0 % 0 % Expected volatility 70-557 % 100-233 %

Stockholder's Equity (Deficit)

Stockholder's Equity (Deficit)	12 Months Ended
	Dec. 31, 2019
Equity [Abstract]
Stockholder's Equity (Deficit)	Note 10 – Stockholders’ Equity (Deficit) Series C Preferred Stock On December 16, 2019, Diego Pellicer Worldwide sold 140,000 of its Series C Convertible Preferred Shares, with an annual accruing dividend of 10%, to Geneva Roth Remark Holdings, Inc. (“Geneva”), for $130,000 pursuant to a Series C Preferred Purchase Agreement with Geneva. To accommodate this transaction, Registrant’s Board of Directors approved and filed a certain Certificate of Designations with the Secretary of State of Delaware, designating 1,500,000 of its available preferred shares as Series C Preferred Convertible Stock, Stated Value of $1.00 per share, and with a par value of $0.0001 per share. This Certificate of Designations provides Registrant with the opportunity to redeem the Series C Shares at various increased prices at time intervals up to the 6-month anniversary of the closing and mandates full redemption on the 24-month anniversary. Geneva may convert the Series C Shares into Registrant’s common shares, commencing on the 6-month anniversary of the closing at a 30% discount to the public market price. The Company recorded a derivative liability of $165,218, valued using a Binomial Option Pricing Model, associated with Series C Preferred Shares. On December 31, 2019, the fair value of the conversion feature was a derivative liability of $190,131, valued using a Binomial Option Pricing Model, associated with Series C Preferred Shares. The Series C Preferred Stock is classified as temporary equity due to that the shares are immediately convertible at the option of the note holder. During the year ended Decembers 31, 2019, we recorded $8,750 accretion of discount. As of December 31, 2019, there were 140,000 shares outstanding and a discount of $131,250. The following assumptions were used in the Binomial Option Pricing Model in calculating the embedded conversion features and current liabilities for the year ended December 31, 2019. December 31, 2019 Risk-free interest rates 1.58 – 1.66 % Expected life (years) 1.95 – 2.00 Expected dividends 0 % Expected volatility 248-250 % Common Stock During the year ended December 31, 2019: During the year ended December 31, 2019, $842,712 of notes and $60,627 of accrued interest was converted into 48,684,667 shares of common stock and 434,783 shares were issued which were authorized as of December 31, 2018. A gain on extinguishment of debt of $159,233, extinguishment of debt discount of $233,571 and reduction of derivative liabilities of $940,382 have been recorded related to these conversions. As of December 31, 2019, 35,844 shares, valued at $35,844 for debt conversion were authorized, but not issued as of December 31, 2019. We issued 4,987,610 shares of common stock, valued at $170,348, for services. As December 31, 2019, 209,782 shares, valued at $11,598 for services were authorized, but not issued as of December 31, 2019, and included in stock to be issued in the accompanying condensed consolidated balance sheet. In connection with Debt Restructure Agreements dated on July 17, 2018, 675,759 shares of common stock were cancelled, valued at $108,121. We issued 24,566,400 shares of common stock, valued at $732,029 , for related party services. As December 31, 2019, 3,299,665 shares, valued at $79,817 for services were authorized, but not issued as of December 31, 2019. During the year ended December 31, 2019, 8,071,000 shares were issued for cashless warrant exercise. During the year ended December 31, 2019, we issued 5,000 shares for $2,648, which were authorized in prior period. During the year ended December 31, 2018: We sold 41,054 shares of common stock and received proceeds of $20,872. Additionally, 5,000 valued at $2,648 were not issued as of December 31, 2018. We issued 16,804 shares of common stock that were sold in 2017 and classified as shares to be issued at December 31, 2017. Holders of convertible notes converted $1,019,933 of notes and $78,107 of accrued interest into 15,230,423 shares of common stock valued at $2,726,567. Additionally, 85,110 shares, valued at $168,862, for the conversion of notes, were authorized but not issued as of December 31, 2018. 2,116,857 shares of common stock were returned in connection with Debt Restructure Agreements dated On July 17, 2018, additionally 675,759 shares of common stock, valued at $108,121, were agreed to be cancelled, has not been returned as of December 31, 2018. We issued 40,500 common shares as security for the payment of convertible notes. The shares, valued at $26,730 are held in escrow, are refundable and are recorded in a contra equity account. We issued 1,780,074 shares of common stock, valued at $618,532, for services. Additionally, 1,980,179 shares, valued at $322,433 for services, were authorized but not issued as of December 31, 2018. We issued 669,082 shares of common stock for payment of a former employee note in the amount of $166,354, plus accrued interest of $21,658. In addition, 273,245 excessive shares of common stock were issued, these shares are in the process of being cancelled. We issued 75,000 shares of common stock, valued at $47,254, to settle accounts payable to a consultant. We issued 125,000 shares of common stock, valued at $20,500, for an inducement of extension of sublease. We issued 2,308,938 shares of common stock, valued at $202,443 as share-based compensation to related parties. Additionally, 29,486 shares, valued at $95,983 were authorized to be issued for related party services, but were not issued as of December 31, 2018. As a condition of management employment, the Board of Directors approved employment agreements with two key executives. This agreement provided that additional shares will be granted each year at February 1 over the term of the agreement should their shares as a percentage of the total shares outstanding fall below prescribed ownership percentages. The CEO received an annual grant of additional shares each year to maintain his ownership percentage at 10% of the outstanding stock. The other two executives receive a similar grant to maintain each executive’s ownership percentage at 7.5% of the outstanding stock. During the year ended December 31, 2018, 2,732,106 shares were issued. At December 31, 2018, there is $229,031 accrued for the annual grants, representing 649,541 shares authorized not issued. The Company recorded compensation expense of $610,284 for the year ended December 31, 2018. Common stock warrant activity: The Company has determined that certain of its warrants are subject to derivative accounting. The table below provides a reconciliation of the beginning and ending balances for the warrant liabilities measured using fair significant unobservable inputs (Level 3) for the year ended December 31, 2019: Balance at December 31, 2018 $ 16,576 Issuance of warrants — Change in fair value during period (15,609 ) Balance at December 31, 2019 $ 967 The following assumptions were used in calculations of the Binomial Option Pricing Model for the periods ended December 31, 2019 and the Black-Scholes Option Pricing Model in calculating the embedded conversion features and current liabilities for the periods ended December 31, 2018. December 31, 2019 December 31, 2018 Annual dividend yield 0 % 0 % Expected life (years) 0.42 – 8.13 1.67 – 8.9 Risk-free interest rate 1.56 – 2.40 % 2.52 – 3.05 % Expected volatility 165 - 318 % 188 - 230 % The following represents a summary of all common stock warrant activity: Number of Weighted Average Weighted Average Balance outstanding, December 31, 2018 263,866 $ 12.04 3.62 Exercised (12,500 ) 2.95 2.55 Expired (39,540 ) 20.00 - Balance outstanding, December 31, 2019 211,826 $ 10.08 3.51 Exercisable, December 31, 2019 211,826 $ 10.08 3.51 Common stock option activity: The Company maintains an Equity Incentive Plan pursuant of which 124,000 shares of Common Stock are reserved for issuance thereunder. This Plan was established to award certain founding members, who were instrumental in the development of the Company, as well as key employees, directors and consultants, and to promote the success of the Company’s business. The terms allow for each option to vest immediately, with a term no greater than 10 years from the date of grant, at an exercise price equal to par value at date of the grant. As of December 31, 2019, 88,750 shares had been granted, with 10,000 of those shares granted with warrants attached. There remain 35,250 shares available for future grants. During the years ended December 31, 2019 and 2018, the Company recorded total option expense of $162,381 and $279,528, respectively. Unamortized stock option expense at December 31, 2019 is $86,606, which will be charged to expense in 2020. The aggregate intrinsic value of stock options outstanding at December 31, 2019 is $0. The following represents a summary of all common stock option activity: Number of Weighted Average Weighted Average Balance outstanding, December 31, 2018 294,959 $ 5.17 7.15 Granted — — Forfeited (122,480 ) 5.00 7.09 Balance outstanding, December 31, 2019 172,479 $ 5.29 5.47 Exercisable, December 31, 2019 162,479 $ 5.25 5.72

Commitments and Contingencies

Commitments and Contingencies	12 Months Ended
	Dec. 31, 2019
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 11 – COMMITMENTS AND CONTINGENCIES Leases The Company leases property under operating leases. Property leases include retail and warehouse space with fixed rent payments and lease terms ranging from three to five years. The Company is obligated to pay the lessor for maintenance, real estate taxes, insurance and other operating expenses on certain property leases. These expenses are variable and are not included in the measurement of the lease asset or lease liability. These expenses are recognized as variable lease expense when incurred. The Company records the lease asset and lease liability at the present value of lease payments over the lease term. The leases typically do not provide an implicit rate; therefore, the Company uses its estimated incremental borrowing rate at the time of lease commencement to discount the present value of lease payments. The Company’s discount rate for operating leases at December 31, 2019 was 12%. Leases often include rental escalation clauses, renewal options and/or termination options that are factored into the determination of lease payments when appropriate. Lease expense is recognized on a straight-line basis over the lease term to the extent that collection is considered probable. As a result the Company been recognizing rents as they become payable. Our weighted-average remaining lease term is 4.24 years. As of December 31, 2019, the maturities of operating leases liabilities are as follows (in thousands): Operating Leases 2020 $ 985 2021 863 2022 719 2023 733 2024 445 2025 and beyond 45 Total 3,791 Less: amount representing interest (816 ) Present value of future minimum lease payments 2,975 Less: current obligations under leases 676 Long-term lease obligations $ 2,299 Rent expense is recognized on a straight-line basis over the life of the lease. Rent expense consists of the following: Year ended December 31, 2019 Operating lease costs $ 756,515 Variable rent costs 432,837 Total rent expense $ 1,189,352 Right of use assets obtained in exchange for lease liabilities: Operating lease $ 4,069,296 As of December 31, 2018, the aggregate remaining minimal annual lease payments under these operating leases plus NNN were as follows: (in thousands): 2019 $ 1,258 2020 1,099 2021 964 2022 809 2023 801 2024 498 2025 264 Total $ 5,693 Other information related to leases is as follows: Year ended December 31, 2019 Other information: Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 1,294,653 Weighted-average remaining lease term - operating leases 4.24 yr Weighted-average discount rate - operating leases 12 % The Company recognized sublease income of $1,646,369 and $1,456,939 during the years ended December 31, 2019 and 2018, respectively. These three leases have three to five years terms with optional extension, expiration dates range from July 2021 to June 2025, and monthly base rent approximately $20,000-$40,000 plus variable NNN. As of December 31, 2019, the maturities of expected base sublease income are as follows (in thousands): Operating Leases 2020 $ 1,256 2021 1,079 2022 855 2023 868 2024 550 2025 and beyond 58 Total $ 4,666 Employment Agreements As a condition of their employment, the Board of Directors approved employment agreements with three key executives. This agreement provided that additional shares will be granted each year over the term of the agreement should their shares as a percentage of the total shares outstanding fall below prescribed ownership percentages. The CEO received an annual grant of additional shares each year to maintain his ownership percentage at 10% of the outstanding stock. One other executive received a similar grant each to maintain his ownership percentage at 2% of the outstanding stock. During the year ended December 31, 2019, the Company accrued compensation expense of approximately $593,000 on 20,782,014 shares of common stock, of which 19,494,887 were issued, under these agreements. Departure of Executive Officer On January 30, 2019, the Company executed a Separation Agreement and Release with David Thompson, its former Senior Vice President- Finance, finalizing his departure from the Company as an employee. Pursuant to its material terms, the Company agreed to pay Mr. Thompson aggregate cash payments of $206,250 , based upon the Company’s receipt of certain gross sales receipts derived from its Alameda Store in Colorado, and certain stock grants based upon the Company’s outstanding common shares as of February 1, 2019, including a stock grant of 53,717 restricted common shares for accrued salary and 122,934 restricted common shares in exchange for his approximate 122,000 of stock options. During the year ended December 31, 2019, $9,450 were paid under this agreement. As of December 31, 2019, the outstanding balance was $196,800, and is included in Accrued payable – related party in the accompanying Consolidated Balance Sheet. On October 29, 2019, Diego Pellicer Worldwide, Inc. (“Registrant”) accepted the resignation of Ron Throgmartin from his positions as CEO, President and Director. Mr. Throgmartin’s resignation was not the result of any disagreements with Registrant’s plan of operations, policies or management. On the same date, Registrant appointed Christopher D. Strachan, Registrant’s Chief Financial Officer, to membership on Registrant’s Board of Directors and appointed Nello Gonfiatini III, Regiatrant’s Chief Operations Officer, to the additional post of Chief Executive Officer. Ron Throgmartin signed a 5-year term Separation Agreement which, among other matters, terminated his Employment Agreement, as amended. On the date of the Separation Agreement, the Company acknowledged it owed Mr. Throgmartin the amount of $517,252.06 in principle and accrued interest of note payable, salary and fees, accrued during the 5 years of his employment. In addition, the Corporation further acknowledge that it will pay Mr Throgmartin fifty (50%) percent of his compensation due under the remaining Employment Agreement, or $614,583.33 under certain condition, which the Company accrued in full as the date of Mr Throgmartin’s separation. This agreement provides that the Registrant will pay him $5,000 monthly against his accrued salary/fees and 50% of future compensation due under his terminated Employment Agreement, with certain accelerated payments in the event Registrant’s financial results attain certain EBITA benchmarks. Registrant shall have the right to require Mr. Throgmartin to provide consulting services to Registrant for a per diem fee of $500.

Deferred Tax Assets and Income

Deferred Tax Assets and Income Tax Provision	12 Months Ended
	Dec. 31, 2019
Income Tax Disclosure [Abstract]
Deferred Tax Assets and Income Tax Provision	Note 12 – Deferred Tax Assets and Income Tax Provision The U.S. tax reform bill that Congress voted to approve December 20, 2017, also known as the “Tax Cuts and Jobs Act”, made sweeping modifications to the Internal Revenue Code, including a much lower corporate tax rate, changes to credits and deductions, and a move to a territorial system for corporations that have overseas earnings. The act replaced the prior-law graduated corporate tax rate, which taxed income over $10 million at 35%, with a flat rate of 21%. The reconciliation of income tax benefit at the U.S. statutory rate of 21% for the year ended December 31, 2019 and for the year ended December 31, 2018 respectively to the Company’s effective tax rate is as follows: Year Ended Year Ended December 31, 2019 December 31, 2018 Statutory federal income tax rate (21 )% (21 )% State income tax, net of federal benefits (5 )% (5 )% Change in federal tax rate — % — % Change in valuation allowance 26 % 26 % Income tax provision (benefit) — % — % The benefit for income tax is summarized as follows: Year Ended Year Ended Federal Current $ — $ — Deferred 479,000 278,000 State Current — — Deferred 105,000 51,775 Change in valuation allowance (584,000 ) (329,775 ) Income tax provision (benefit) $ — $ — Deferred tax assets (liabilities) consist of the following: Year Ended Year Ended December 31, 2019 December 31, 2018 Net operating loss carry forwards $ (6,413,626 ) $ (5,934,619 ) Warrants issued for services 1,417,025 1,232,477 Impairment of investment 111,662 311,365 Depreciation 101,728 95,159 Interest expense on convertible notes 2,140,769 2,034,683 Change in fair value of derivative liability Total gross deferred tax asset/liabilities (2,642,442 ) (2,260,935 ) Valuation allowance 2,642,442 2,260,935 Net deferred taxes $ — $ — As of December 31, 2019, the Company had accumulated Federal net operating loss carryovers (“NOLs”) of $30,541,077. These NOLs can be carried forward indefinitely and the utilization of NOLs may be subject to limitation under the Internal Revenue Code Section 382 should there be a greater than 50% ownership change as determined under the regulations. The Tax Cuts and Jobs Act (the "Act") was enacted on December 22, 2017. Among other things, the Act reduces the U.S. federal corporate tax rate from 34 percent to 21 percent, eliminates the alternative minimum tax (“AMT”) for corporations, and creates a one-time deemed repatriation of profits earned outside of the U.S. The tax rate reduction also resulted in a write-down of the net deferred tax asset of approximately $5 million. The write-down of the net deferred tax asset related to the rate reduction resulted in a corresponding write-down of the valuation allowance of approximately $4 million. The Company fully reserves its deferred tax assets as such there was no impact. In assessing the realization of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. Based on the assessment, management has established a full valuation allowance against the entire deferred tax asset relating to NOLs for every period because it is more likely than not that all of the deferred tax asset will not be realized. The Company files U.S. Federal and various State tax returns that are subject to audit by tax authorities beginning with the year ended December 31, 2014. The Company’s policy is to classify assessments, if any, for tax and related interest and penalties as tax expense.

Subsequent Events

Subsequent Events	12 Months Ended
	Dec. 31, 2019
Subsequent Events [Abstract]
Subsequent Events	Note 13 – Subsequent Events The Company evaluated subsequent events and transactions that occur after the balance sheet date up to the date that the consolidated financial statements are available to be issued. Any material events that occur between the balance sheet date and the date that the consolidated financial statements were available for issuance are disclosed as subsequent events, while the consolidated financial statements are adjusted to reflect any conditions that existed at the balance sheet date. Based upon this review, except as disclosed within the footnotes or as discussed below, the Company did not identify any recognized or non-recognized subsequent events that would have required adjustment or disclosure in the consolidated financial statements. During Q1 2020, $89,000 of notes and $6,282 of accrued interest was converted into 13,767,631 shares of common stock. On May 13, 2020, the company issued 2,049,386 shares of common stock to a former officer per separation agreement. On May 13, 2020, the company issued 504,583 shares of common stock to Mr. Strachan for services rendered. On January 30, 2020, the World Health Organization (“WHO”) announced a global health emergency in response to a new strain of a coronavirus (the “COVID-19 outbreak”). In March 2020, the WHO classified the COVID-19 outbreak as a pandemic based on the rapid increase in exposure globally. The full impact of the COVID-19 outbreak continues to evolve as of the date of this report. Management is actively monitoring the global situation and its effects on the Company’s industry, financial condition, liquidity, and operations. Given the daily evolution of the COVID-19 outbreak and the global responses to curb its spread, the Company is not able to estimate the effects of the COVID-19 outbreak on its results of operations, financial condition, or liquidity for fiscal year 2020. However, if the pandemic continues, it may have a material adverse effect on the Company’s results of future operations, financial position, and liquidity in fiscal year 2020.

Significant and Critical Acco_2

Significant and Critical Accounting Policies and Practices (Policies)	12 Months Ended
	Dec. 31, 2019
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying consolidated financial statements and related notes have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) and presented in accordance with accounting principles generally accepted in the United States of America (US GAAP).
Principles of Consolidation	Principles of Consolidation The financial statements include the accounts of Diego Pellicer Worldwide, Inc., and its wholly-owned subsidiary Diego Pellicer World-wide 1, Inc. Intercompany balances and transactions have been eliminated in consolidation.
Reclassifications	Reclassifications $344,761 of other receivable of prior year amounts were reclassified from current assets to long term assets to conform to the manner of presentation in the current period. These reclassifications had no effect on the Company's balance sheet, net loss or stockholders' equity.
Use of Estimates	Use of Estimates The preparation of the financial statements in conformity with GAAP 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 dates of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates. These estimates and assumptions include valuing equity securities and derivative financial instruments issued in financing transactions and share based payment arrangements, the collectability of accounts receivable and other receivables (See Note 6), valuation of right of use assets and lease liabilities and deferred taxes and related valuation allowances. Certain estimates, including evaluating the collectability of accounts receivable, could be affected by external conditions, including those unique to our industry, and general economic conditions. It is possible that these external factors could influence our estimates that could cause actual results to differ from our estimates. The Company intends to re-evaluate all its accounting estimates at least quarterly based on these conditions and record adjustments when necessary.
Fair Value Measurements	Fair Value Measurements The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the consolidated statements of operations. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date.
Fair Value of Financial Instruments	Fair Value of Financial Instruments As required by the Fair Value Measurements and Disclosures Topic of the FASB ASC, fair value is measured based on a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2: Quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability; and Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity). Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of December 31, 2019 and December 31, 2018. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values. These financial instruments include cash, prepaid expenses and accounts payable. Fair values were assumed to approximate carrying values for cash and payables because they are short term in nature and their carrying amounts approximate fair values or they are payable on demand. The following table reflects assets and liabilities that are measured at fair value on a recurring basis (in thousands): As of December 31, 2019 Fair Value Measurement Using Level 1 Level 2 Level 3 Total Derivative liabilities $ — $ — $ 5,024 $ 5,024 Stock warrant liabilities — — 1 1 $ — $ — $ 5,025 $ 5,025 As of December 31, 2018 Fair Value Measurement Using Level 1 Level 2 Level 3 Total Derivative Liabilities $ — $ — $ 6,001 $ 6,001 Stock warrant Liabilities — — 17 17 $ — $ — $ 6,018 $ 6,018 Derivative liabilities and stock warrant liberties were valued use Binomial Option Pricing Model in calculating the embedded conversion features for the year ended December 31, 2019 and Black-Scholes Option Pricing Model in calculating the embedded conversion features and current liabilities for the year ended December 31, 2018.
Cash	Cash The Company maintains cash balances at various financial institutions. Accounts at each institution are insured by the Federal Deposit Insurance Corporation, and the National Credit Union Share Insurance Fund, up to $250,000. The Company's accounts at these institutions may, at times, exceed the federal insured limits. The Company has not experienced any losses in such accounts.
Revenue Recognition	Revenue recognition In accordance with ASC 842, Leases During the initial term of the lease, management has a policy of partial rent forbearance when the tenant first opens the facility to assure that the tenant has the opportunity for success. Management may be required to exercise considerable judgment in estimating revenue to be recognized. Prior to the adoption of ASC Topic 842, Leases Leases When management concludes that the Company is the owner of tenant improvements, management records the cost to construct the tenant improvements as a capital asset. In addition, management records the cost of certain tenant improvements paid for or reimbursed by tenants as capital assets when management concludes that the Company is the owner of such tenant improvements. For these tenant improvements, management records the amount funded or reimbursed by tenants as deferred revenue, which is amortized as additional rental income over the term of the related lease. When management concludes that the tenant is the owner of tenant improvements for accounting purposes, management records the Company’s contribution towards those improvements as a lease incentive, which is amortized as a reduction to rental revenue on a straight-line basis over the term of the lease. The Company has adopted the new revenue recognition guidelines in accordance with ASC 606, Revenue from Contracts with Customers Leases. The Company analyzes its contracts to assess that they are within the scope and in accordance with ASC 606. In determining the appropriate amount of revenue to be recognized as the Company fulfills its obligations under each of its agreements, whether for goods and services or licensing, the Company performs the following steps: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations based on estimated selling prices; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation.
Advertising	Advertising During the year ended December 31, 2019 and 2018, advertising expense was $52,605 and $66,511, respectively.
Income Taxes	Income Taxes Income taxes are provided for using the liability method of accounting in accordance with the Income Taxes Topic of the FASB ASC. Deferred tax assets and liabilities are determined based on differences between the financial reporting and tax basis of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. A valuation allowance is established when necessary to reduce deferred tax assets to the amount expected to be realized and when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The computation of limitations relating to the amount of such tax assets, and the determination of appropriate valuation allowances relating to the realizing of such assets, are inherently complex and require the exercise of judgment. As additional information becomes available, the Company continually assesses the carrying value of their net deferred tax assets.
Common Stock Purchase Warrants and Other Derivative Financial Instruments	Common Stock Purchase Warrants and Other Derivative Financial Instruments The Company classifies as equity any contracts that require physical settlement or net-share settlement or provide us a choice of net cash settlement or settlement in our own shares (physical settlement or net-share settlement) provided that such contracts are indexed to our own stock as defined in ASC Topic 815-40 "Contracts in Entity's Own Equity." The Company classifies as assets or liabilities any contracts that require net-cash settlement including a requirement to net cash settle the contract if an event occurs and if that event is outside our control or give the counterparty a choice of net-cash settlement or settlement in shares. The Company assesses classification of its common stock purchase warrants and other free-standing derivatives at each reporting date to determine whether a change in classification between assets and liabilities is required.
Stock-Based Compensation	Stock-Based Compensation The Company recognizes compensation expense for stock-based compensation in accordance with ASC Topic 718. The Company calculates the fair value of the award on the date of grant using the Black-Scholes method for stock options and the quoted price of our common stock for unrestricted shares; the expense is recognized over the service period for awards expected to vest. The estimation of stock-based awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from original estimates, such amounts are recorded as a cumulative adjustment in the period estimates are revised. The Company considers many factors when estimating expected forfeitures, including types of awards, employee class, and historical experience. The adoption of new standard did not have a material impact on the Company’s Consolidated Financial Statements.
Income (loss) per common share	Income (loss) per common share The Company utilizes ASC 260, “Earnings per Share” for calculating the basic and diluted loss per share. In accordance with ASC 260, the basic and diluted loss per share is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding. Diluted net loss per share is computed similar to basic loss per share except that the denominator is adjusted for the potential dilution that could occur if stock options, warrants, and other convertible securities were exercised or converted into common stock. Potentially dilutive securities are not included in the calculation of the diluted loss per share if their effect would be anti-dilutive. The Company has 631,737,597 and 60,158,160 common stock equivalents at December 31, 2019 and 2018, respectively. For the year ended December 31, 2019, the potential shares were excluded from the shares used to calculate diluted earnings per share as their inclusion would reduce net loss per share.
Legal and Regulatory Environment	Legal and regulatory environment The cannabis industry is subject to numerous laws and regulations of federal, state and local governments. These laws and regulations include, but are not limited to, matters such as licensure, accreditation, and different taxation between federal and state. Federal government activity may increase in the future with respect to companies involved in the cannabis industry concerning possible violations of federal statutes and regulations. Management believes that the Company is in compliance with local, state and federal regulations, while no regulatory inquiries have been made, compliance with such laws and regulations can be subject to future government review and interpretation, as well as regulatory actions unknown or unasserted at this time.
Recent accounting pronouncements	Recent accounting pronouncements. Leasing Effective January 1, 2019 the Company adopted the Financial Accounting Standards Board's ("FASB") Accounting Standards Update No. 2016-02, “Leases (Topic 842)” which superseded previous lease guidance ASC 840, Leases. Topic 842 is a new lease model that requires a company to recognize right-of-use (“ROU”) assets and lease liabilities on the balance sheet. The Company adopted the standard using the modified retrospective approach that does not require the restatement of prior year financial statements. The adoption of Topic 842 did not have a material impact on the Company’s consolidated income statement or consolidated cash flow statement. The adoption of Topic 842 resulted in the recognition of ROU assets of $4,069,296 and corresponding lease liabilities of $4,151,427 as of January 1, 2019 for leases classified as operating leases. In addition, the deferred rent liability as of January 1, 2019, was reclassified as a reduction in the ROU assets. Topic 842 also applies to the Company's sub-lease revenues, however, the adoption of Topic 842 did not have a significant impact on the Company's accounting for its sub-lease agreements. The Company adopted the package of practical expedients and transition provisions available for expired or existing contracts, which allowed the Company carryforward its historical assessments of 1) whether contracts are or contain leases, 2) lease classification and 3) initial direct costs. Additionally, for real estate leases, the Company adopted the practical expedient that allows lessees to treat the lease and non-lease components of leases as a single lease component. The Company also elected the hindsight practical expedient to determine the reasonably certain lease term for existing leases. Further, the Company elected the short-term lease exception policy, permitting it exclude the recognition requirements for leases with terms of 12 months or less. See Note 10 for additional information about leases. Stock Compensation In June 2018, the FASB issued ASU No. 2018-07 “Improvements to Non-employee Share-based Payment Accounting" ("ASU 2018-07"). ASU 2018-07 amends ASC 718, "Compensation - Stock Compensation" ("ASC 718"), with the intent of simplifying the accounting for share-based payments granted to non-employees for goods and services and aligning the accounting for share-based payments granted to non-employees with the accounting for share-based payments granted to employees. The Company adopted ASU 2018-07 on January 1, 2019 using the modified retrospective approach as required. ASU 2018-07 replaced ASC 505-50, "Equity-Based Payments to Non-employees" ("ASC 505-50") which was previously applied by the Company for warrants granted to consultants and non-employees. In July 2018, the FASB issued ASU 2018-09, Codification Improvements. Compensation-Stock Compensation-Income Taxes, Compensation-Stock Compensation-Income Taxes, Income Taxes In March 2018, the FASB issued ASU 2018-05, Income Taxes (Topic 740) - Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118. This standard amends Accounting Standards Codification 740, Income Taxes (ASC 740) to provide guidance on accounting for the tax effects of the Tax Cuts and Jobs Act (the Tax Reform Act) pursuant to Staff Accounting Bulletin No. 118, which allows companies to complete the accounting under ASC 740 within a one-year measurement period from the Tax Act enactment date. This standard is effective upon issuance. As described in the footnotes to the Annual Report on Form 10-K, the Company’s accounting for the tax effects of enactment of the Tax Reform Act is being assessed; however, in certain cases, as described below, we made a reasonable estimate of the effects on our existing deferred tax balances and valuation allowance. The Company believes that other recently issued accounting pronouncements and other authoritative guidance for which the effective date is in the future either will not have an impact on its accounting or reporting or that such impact will not be material to its financial position, results of operations and cash flows when implemented.

Organization and Operations (Ta

Organization and Operations (Tables)	12 Months Ended
	Dec. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Schedule of properties generating rents	The properties generating rents in 2019 are as follows: Purpose Size City State Retail store (recreational and medical) 3,300 sq. Denver CO Cultivation warehouse 18,600 sq. Denver CO Cultivation warehouse 14,800 sq. Denver CO Retail store (recreational and medical) - Sold 4,500 sq. Seattle WA

Significant and Critical Acco_3

Significant and Critical Accounting Policies and Practices (Tables)	12 Months Ended
	Dec. 31, 2019
Accounting Policies [Abstract]
Schedule of fair value, assets and liabilities measured on recurring basis	The following table reflects assets and liabilities that are measured at fair value on a recurring basis (in thousands): As of December 31, 2019 Fair Value Measurement Using Level 1 Level 2 Level 3 Total Derivative liabilities $ — $ — $ 5,024 $ 5,024 Stock warrant liabilities — — 1 1 $ — $ — $ 5,025 $ 5,025 As of December 31, 2018 Fair Value Measurement Using Level 1 Level 2 Level 3 Total Derivative Liabilities $ — $ — $ 6,001 $ 6,001 Stock warrant Liabilities — — 17 17 $ — $ — $ 6,018 $ 6,018

Property and Equipment (Tables)

Property and Equipment (Tables)	12 Months Ended
	Dec. 31, 2019
Property, Plant and Equipment [Abstract]
Schedule of Property and Equipment	As of December 31, 2019 and December 31, 2018, fixed assets and the estimated lives used in the computation of depreciation are as follows: Estimated Useful Lives December 31, 2019 December 31, 2018 Leasehold improvements 10 years 515,450 1,082,280 Less: Accumulated depreciation and amortization (515,450 ) (942,685 ) Property and equipment, net $ — $ 139,595

Convertible Notes Payable (Tabl

Convertible Notes Payable (Tables)	12 Months Ended
	Dec. 31, 2019
Debt Disclosure [Abstract]
Schedule of Liabilities Measured Using Fair Significant Unobservable Inputs (Level 3)	The table below provides the note payable activity for the year ended December 31, 2019, and also a reconciliation of the beginning and ending balances for the derivative liabilities measured using fair significant unobservable inputs (Level 3) for the year ended December 31, 2019: Convertible Notes Discount Convertible Notes, Net of Discount Derivative Liabilities Balance, December 31, 2018 $ 3,324,487 $ 2,151,168 $ 1,173,319 $ 6,000,830 Issuance of convertible notes 905,500 905,500 — 1,803,495 Conversion of convertible notes (842,712 ) (233,571 ) (609,141 ) (940,382 ) Repayment of convertible notes (120,500 ) (3,659 ) (116,841 ) (56,197 ) Change in fair value of derivatives — — — (1,973,556 ) Amortization — (1,905,193 ) 1,905,193 — Balance December 31, 2019 $ 3,266,775 $ 914,245 $ 2,352,530 $ 4,834,190
Schedule of Assumptions Used Black Scholes Model	The following assumptions were used in the Binomial Option Pricing Model in calculating the embedded conversion features and current liabilities for the year ended December 31, 2019 and Black-Scholes Option Pricing Model in calculating the embedded conversion features and current liabilities for the year ended December 31, 2018. December 31, 2019 December 31, 2018 Risk-free interest rates 1.53 – 2.60 % 1.89-2.33 % Expected life (years) 0.08 – 1.25 0.03-2.00 Expected dividends 0 % 0 % Expected volatility 70-557 % 100-233 %

Stockholder's Equity (Deficit)

Stockholder's Equity (Deficit) (Tables)	12 Months Ended
	Dec. 31, 2019
Equity [Abstract]
Schedule of assumptions	The following assumptions were used in the Binomial Option Pricing Model in calculating the embedded conversion features and current liabilities for the year ended December 31, 2019. December 31, 2019 Risk-free interest rates 1.58 – 1.66 % Expected life (years) 1.95 – 2.00 Expected dividends 0 % Expected volatility 248-250 %
Schedule of Warrant Liabilities Measured using Fair Significant Unobservable Inputs (Level 3)	The Company has determined that certain of its warrants are subject to derivative accounting. The table below provides a reconciliation of the beginning and ending balances for the warrant liabilities measured using fair significant unobservable inputs (Level 3) for the year ended December 31, 2019: Balance at December 31, 2018 $ 16,576 Issuance of warrants — Change in fair value during period (15,609 ) Balance at December 31, 2019 $ 967
Schedule of Fair Value on Assumptions	The following assumptions were used in calculations of the Binomial Option Pricing Model for the periods ended December 31, 2019 and the Black-Scholes Option Pricing Model in calculating the embedded conversion features and current liabilities for the periods ended December 31, 2018. December 31, 2019 December 31, 2018 Annual dividend yield 0 % 0 % Expected life (years) 0.42 – 8.13 1.67 – 8.9 Risk-free interest rate 1.56 – 2.40 % 2.52 – 3.05 % Expected volatility 165 - 318 % 188 - 230 %
Schedule of stock warrant activity	The following represents a summary of all common stock warrant activity: Number of Weighted Average Weighted Average Balance outstanding, December 31, 2018 263,866 $ 12.04 3.62 Exercised (12,500 ) 2.95 2.55 Expired (39,540 ) 20.00 - Balance outstanding, December 31, 2019 211,826 $ 10.08 3.51 Exercisable, December 31, 2019 211,826 $ 10.08 3.51
Schedule of Stock Option Activity	The following represents a summary of all common stock option activity: Number of Weighted Average Weighted Average Balance outstanding, December 31, 2018 294,959 $ 5,17 7.15 Granted — — Forfeited (122,480 ) 5.00 7.09 Balance outstanding, December 31, 2019 172,479 $ 5.29 5.47 Exercisable, December 31, 2019 162,479 $ 5.25 5.72

Commitments and Contingencies (

Commitments and Contingencies (Tables)	12 Months Ended
	Dec. 31, 2019
Commitments and Contingencies Disclosure [Abstract]
Schedule of maturities of operating leases liabilities	As of December 31, 2019, the maturities of operating leases liabilities are as follows (in thousands): Operating Leases 2020 $ 985 2021 863 2022 719 2023 733 2024 445 2025 and beyond 45 Total 3,791 Less: amount representing interest (816 ) Present value of future minimum lease payments 2,975 Less: current obligations under leases 676 Long-term lease obligations $ 2,299
Schedule of rent expense is recognized on a straight-line basis	Rent expense is recognized on a straight-line basis over the life of the lease. Rent expense consists of the following: Year ended December 31, 2019 Operating lease costs $ 756,515 Variable rent costs 432,837 Total rent expense $ 1,189,352
Operating lease	Right of use assets obtained in exchange for lease liabilities: Operating lease $ 4,069,296
Schedule of cash flows of operating leases over the next five years	As of December 31, 2018, the aggregate remaining minimal annual lease payments under these operating leases plus NNN were as follows: (in thousands): 2019 $ 1,258 2020 1,099 2021 964 2022 809 2023 801 2024 498 2025 264 Total $ 5,693
Schedule of other information related to leases	Other information related to leases is as follows: Year ended December 31, 2019 Other information: Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 1,294,653 Weighted-average remaining lease term - operating leases 4.24 yr Weighted-average discount rate - operating leases 12 %
Sublease income	As of December 31, 2019, the maturities of expected base sublease income are as follows (in thousands): Operating Leases 2020 $ 1,256 2021 1,079 2022 855 2023 868 2024 550 2025 and beyond 58 Total $ 4,666

Deferred Tax Assets and Incom_2

Deferred Tax Assets and Income Tax Provision (Tables)	12 Months Ended
	Dec. 31, 2019
Income Tax Disclosure [Abstract]
Schedule of Reconciliation of Effective Income Tax Benefit Rate	The reconciliation of income tax benefit at the U.S. statutory rate of 21% for the year ended December 31, 2019 and for the year ended December 31, 2018 respectively to the Company’s effective tax rate is as follows: Year Ended Year Ended December 31, 2019 December 31, 2018 Statutory federal income tax rate (21 )% (21 )% State income tax, net of federal benefits (5 )% (5 )% Change in federal tax rate — % — % Change in valuation allowance 26 % 26 % Income tax provision (benefit) — % — %
Schedule of Income Tax Benefit	The benefit for income tax is summarized as follows: Year Ended Year Ended Federal Current $ — $ — Deferred 479,000 278,000 State Current — — Deferred 105,000 51,775 Change in valuation allowance (584,000 ) (329,775 ) Income tax provision (benefit) $ — $ —
Schedule of Deferred Tax Assets	Deferred tax assets (liabilities) consist of the following: Year Ended Year Ended December 31, 2019 December 31, 2018 Net operating loss carry forwards $ (6,413,626 ) $ (5,934,619 ) Warrants issued for services 1,417,025 1,232,477 Impairment of investment 111,662 311,365 Depreciation 101,728 95,159 Interest expense on convertible notes 2,140,769 2,034,683 Change in fair value of derivative liability Total gross deferred tax asset/liabilities (2,642,442 ) (2,260,935 ) Valuation allowance 2,642,442 2,260,935 Net deferred taxes $ — $ —

Organization and Operations (De

Organization and Operations (Details)	12 Months Ended
	Dec. 31, 2019ft²
State	DE
Retail store (recreational and medical)
Area	3,300
City	Denver
State	CO
Cultivation warehouse
Area	18,600
City	Denver
State	CO
Cultivation warehouse
Area	14,800
City	Denver
State	CO
Retail store (recreational and medical) - Sold
Area	4,500
City	Seattle
State	WA

Organization and Operations (_2

Organization and Operations (Details Narrative) - Type 1 Media, Inc [Member]	12 Months Ended
	Dec. 31, 2019USD ($)shares
Number of shares issued and outstanding prior merger	3,135,000
Number of shares agreed to issued and outstanding by principal owner | $	$ 2,750,000
Consideration for agreed shares | $	$ 169,000
Number of shares cancellation during the period	2,750,000
Exchanged for right to receive share	1
Stock issued during period convertible securities	1,081,613
Percentage of combined entity	74.00%

Significant and Critical Acco_4

Significant and Critical Accounting Policies and Practices (Details) - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Derivative liabilities	$ 5,024	$ 6,001
Stock warrant liabilities	1	17
Total	5,025	6,018
Level 1 [Member]
Derivative liabilities
Stock warrant liabilities
Total
Level 2 [Member]
Derivative liabilities
Stock warrant liabilities
Total
Level 3 [Member]
Derivative liabilities	5,024	6,001
Stock warrant liabilities	1	17
Total	$ 5,025	$ 6,018

Significant and Critical Acco_5

Significant and Critical Accounting Policies and Practices (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Jan. 02, 2019
Other receivable	$ 344,761
Common stock equivalents	631,737,597	60,158,160
Right of use assets			$ 4,069,296
Lease obligations			$ 4,151,427
Advertising expense	$ 52,605	$ 66,511
Maximum [Member]
Cash insured by FDIC	$ 250,000

Going Concern (Details Narrativ

Going Concern (Details Narrative) - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Working capital deficit	$ (10,002,826)
Accumulated deficit	$ (51,968,902)	$ (49,354,030)

Property and Equipment (Details

Property and Equipment (Details) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Leasehold Improvements	$ 515,450	$ 1,082,280
Less: Accumulated depreciation and amortization	(515,450)	(942,685)
Property and equipment, net		$ 139,595
Leasehold Improvements [Member]
Property and Equipment Estimated Useful Lives	10 years

Property and Equipment (Detai_2

Property and Equipment (Details Narrative) - USD ($)	May 06, 2019	Dec. 31, 2019	Dec. 31, 2018
Property, Plant and Equipment [Abstract]
Sale of seattle leased location	$ 550,000
Amortized of leasehold improvements	$ 566,830
Depreciation expense		$ 139,595	$ 498,400

Other Assets (Details Narrative

Other Assets (Details Narrative) - USD ($)	May 06, 2019	Dec. 31, 2019	Dec. 31, 2018
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Security deposits		$ 150,000	$ 170,000
Settlement of security deposit	$ 20,000
Deposits - end of lease		$ 0	100,000
Deposit applied			$ 50,000

Accounts Receivables and Othe_2

Accounts Receivables and Other Receivables (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Notes receivable	$ 1,017,143
Accrued interest receivable	153,509
Leasing hold improvement paid	228,966
Receivables guaranteed	400,000
Other receivables	788,177	$ 344,761
Receivables from subleases	$ 391,273
Minimum [Member]
Interest rate	12.00%
Maximum [Member]
Interest rate	18.00%
Third Parties [Member]
Other Receivables	$ 1,030,000

Related Party Transactions (Det

Related Party Transactions (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2016
Accrued fees - related parties	$ 155,841	$ 414,106
Accrued payable	1,137,397	0
Cash based compensation - related parties	507,430	716,753
Share based compensation - related parties	894,408	960,915
Gross revenues	457,017	326,804
Notes payable related parties	$ 140,958	$ 140,958
Related party description	From 2017 to 2019, Mr. Gonfiantini, CEO, personally and through his Company, Crystal Bay Financial LLC, loaned aggregate amount of $1,020,000 to our Colorado tenant. These notes accrue interest at 17%-18% per annum, and require monthly payment approximately from $5,000 to $20,000. These notes were personally guaranteed by the managing member of our Colorado’s tenant, and secured by certain equipment and other tangible properties of our Colorado’s tenant. Among these notes, $500,000 note was also secured by the medical marijuana licenses held by our Colorado tenant.
Mr. Throgmartin [Member]
Accrued interest			$ 1,480,000
Debt instrument face amount	$ 140,958
Debt instrument interest rate	8.00%
Gross revenues	$ 3,000,000

Notes Payable (Details Narrativ

Notes Payable (Details Narrative) - USD ($)	Apr. 02, 2018	Dec. 31, 2019	Dec. 31, 2018	Aug. 31, 2015
Note maturity date	Oct. 31, 2018
Note payable		$ 133,403	$ 133,403
Third Parties [Member]
Note payable principal amount				$ 126,000

Convertible Notes Payable (Deta

Convertible Notes Payable (Details) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Issuance of convertible notes	$ 897,725	$ 1,173,750
Conversion of convertible notes		(1,086,933)
Repayment of convertible notes	(120,500)	(75,269)
Convertible Debt [Member]
Balance, beginning	3,324,487
Issuance of convertible notes	905,500
Conversion of convertible notes	(842,712)
Repayment of convertible notes	(120,500)
Change in fair value of derivatives	0
Amortization	0
Balance, ending	3,266,775	3,324,487
Discount [Member]
Balance, beginning	2,151,168
Issuance of convertible notes	905,500
Conversion of convertible notes	(233,571)
Repayment of convertible notes	(3,659)
Change in fair value of derivatives	0
Amortization	(1,905,193)
Balance, ending	914,245	2,151,168
Convertible Note Net of Discount [Member]
Balance, beginning	1,173,319
Issuance of convertible notes	0
Conversion of convertible notes	(609,141)
Repayment of convertible notes	(116,841)
Change in fair value of derivatives	0
Amortization	1,905,193
Balance, ending	2,352,530	1,173,319
Derivative Liabilities [Member]
Balance, beginning	6,000,830
Issuance of convertible notes	1,803,495
Conversion of convertible notes	(940,382)
Repayment of convertible notes	(56,197)
Change in fair value of derivatives	(1,973,556)
Amortization	0
Balance, ending	$ 4,834,190	$ 6,000,830

Convertible Notes Payable (De_2

Convertible Notes Payable (Details 1)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Expected Dividends [Member]
Fair value assumptions, percentage	0.00%	0.00%
Minimum [Member] | Risk Free Interest Rates [Member]
Fair value assumptions, percentage	1.53%	1.89%
Minimum [Member] | Expected Life [Member]
Fair value assumptions, term	29 days	11 days
Minimum [Member] | Expected Volatility [Member]
Fair value assumptions, percentage	70.00%	100.00%
Maximum [Member] | Risk Free Interest Rates [Member]
Fair value assumptions, percentage	2.60%	2.33%
Maximum [Member] | Expected Life [Member]
Fair value assumptions, term	1 year 2 months 30 days	2 years
Maximum [Member] | Expected Volatility [Member]
Fair value assumptions, percentage	557.00%	233.00%

Convertible Notes Payable (De_3

Convertible Notes Payable (Details Narrative) - USD ($)	1 Months Ended		3 Months Ended	12 Months Ended
	Mar. 29, 2019	Jul. 17, 2018	Mar. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Derivative liability				$ 4,834,190	$ 6,000,830
Conversion of convertible notes					1,086,933
Accrued interest					$ 78,107
Debt instruments conversion into shares					15,230,423
Common stock issued				113,926,332	28,287,414
Gain on extinguishment of debt				$ 218,196	$ 121,217
Financing costs					2,892,033
Debt discount					2,449,275
Black Sholes Merton Option Model [Member]
Loan				700,000
Proceeds from loan	$ 100,000			380,000
Financing costs				206,710
Debt discount				380,000
Convertible notes past due	$ 154,861			586,710
Subsequent Event [Member]
Conversion of convertible notes			$ 89,000
Accrued interest			$ 6,282
Debt instruments conversion into shares			13,767,631
Convertible notes past due			$ 217,500
Equity and Debt Restructure Agreement [Member] | Second Investors [Member]
Principal amount		$ 545,607
Equity and Debt Restructure Agreement [Member] | First Investors [Member]
Principal amount		1,683,558
Loan		700,000
Proceeds from loan		$ 220,000
Equity and Debt Restructure Agreement [Member] | Investors [Member]
Number of restricted common shares cancelled		2,774,093
Fair value of restricted common shares		$ 443,855
Fair value of embedded conversion feature		3,555,888
Conversion feature		$ 3,555,888
Several Convertible Notes [Member]
Conversion of convertible notes				$ 905,500
Several Convertible Notes [Member] | Maximum [Member]
Interest rate				12.00%
Several Convertible Notes [Member] | Minimum [Member]
Interest rate				10.00%
Holder [Member]
Convertible notes				$ 842,712
Conversion of convertible notes				842,712	1,019,933
Accrued interest				$ 60,627	$ 78,107
Debt instruments conversion into shares				48,684,667	15,230,423
Common stock issued				434,783
Gain on extinguishment of debt				$ 159,233	$ 165,659
Repayment of debt				120,500
Accrued interest repaid				14,195
Extinguishment of debt discount				233,571
Reduction of derivative liabilities				$ 940,382

Stockholder's Equity (Deficit_2

Stockholder's Equity (Deficit) (Details)	12 Months Ended
	Dec. 31, 2019
Expected dividends	0.00%
Minimum [Member]
Risk-free interest rate	1.58%
Expected life (years)	1 year 11 months 12 days
Expected volatility	248.00%
Maximum [Member]
Risk-free interest rate	1.66%
Expected life (years)	2 years
Expected volatility	250.00%

Stockholder's Equity (Deficit_3

Stockholder's Equity (Deficit) (Details 1) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Change in fair value during period	$ (15,609)	$ (175,774)
Level 3 [Member]
Balance at beginning	16,576
Issuance of warrants	0
Change in fair value during period	(15,609)
Balance at end	$ 967	$ 16,576

Stockholder's Equity (Deficit_4

Stockholder's Equity (Deficit) (Details 2)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Annual dividend yield		0.00%
Minimum [Member]
Expected life (years)	5 months 1 day	1 year 8 months 2 days
Risk-free interest rate	1.56%	2.52%
Expected volatility	165.00%	188.00%
Maximum [Member]
Expected life (years)	8 years 1 month 16 days	8 years 10 months 25 days
Risk-free interest rate	2.40%	3.05%
Expected volatility	318.00%	230.00%

Stockholders_ Equity (Deficit)

Stockholders’ Equity (Deficit) (Details 3) - $ / shares	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Number of warrant, Forfeited	(122,480)
Weighted Average Exercise Price, Beginning balance	$ 5.17
Weighted Average Exercise Price, Forfeited	5
Weighted Average Exercise Price, Ending balance	5.29	$ 5.17
Weighted Average Exercise Price, Exercisable ending balance	$ 5.25
Weighted Average Remaining Contractual Term	5 years 5 months 20 days	7 years 1 month 24 days
Weighted Average Remaining Contractual Term, Exercisable ending balance	5 years 8 months 19 days
Warrant [Member]
Number of warrant, Beginning balance	263,866
Number of warrant, Exercised	(12,500)
Number of warrant, Forfeited	(39,540)
Number of warrant, Ending balance	211,826	263,866
Number of warrant,Exercisable ending balance	211,826
Weighted Average Exercise Price, Beginning balance	$ 12.04
Weighted Average Exercise Price, Exercised	2.95
Weighted Average Exercise Price, Forfeited	20
Weighted Average Exercise Price, Ending balance	10.08	$ 12.04
Weighted Average Exercise Price, Exercisable ending balance	$ 10.08
Weighted Average Remaining Contractual Term	3 years 6 months 3 days	3 years 7 months 13 days
Weighted Average Remaining Contractual Term, Exercised	2 years 6 months 18 days
Weighted Average Remaining Contractual Term, Exercisable ending balance	3 years 6 months 3 days

Stockholders_ Equity (Deficit_2

Stockholders’ Equity (Deficit) (Details 4) - $ / shares	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Equity [Abstract]
Number of Options, Beginning balance	294,959
Number of Options, Granted
Number of Options, Forfeited	(122,480)
Number of Options, Ending balance	172,479	294,959
Number of Options, Exercisable ending balance	162,479
Weighted Average Exercise Price, Beginning balance	$ 5.17
Weighted Average Exercise Price, Granted
Weighted Average Exercise Price, Forfeited	5
Weighted Average Exercise Price, Ending balance	5.29	$ 5.17
Weighted Average Exercise Price, Exercisable ending balance	$ 5.25
Weighted Average Remaining Contractual Term	5 years 5 months 20 days	7 years 1 month 24 days
Weighted Average Remaining Contractual Term, Forfeited	7 years 1 month 2 days
Weighted Average Remaining Contractual Term, Exercisable ending balance	5 years 8 months 19 days

Stockholder's Equity (Deficit_5

Stockholder's Equity (Deficit) (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Derivative liability	$ 5,024	$ 6,001
Discount		$ 2,449,275
Common stock shares authorized	840,000,000	840,000,000
Number of shares issued for conversion of notes, value		$ 1,086,933
Debt converted into share		15,230,423
Accrued interest		$ 78,107
Common stock issued	113,926,332	28,287,414
Number of unissued shares during period, shares		5,000
Number of unissued shares during period, value		$ 2,648
Number of common stock issued, shares		41,054
Stock issued during period, value, new issues		$ 20,872
Number of unissued shares during period		100,000
Stock issued during period, shares, share-based compensation, gross		2,308,938
Stock issued during period, value, share-based compensation		$ 202,443
Shares authorized for services but not issued, shares		1,980,179
Shares authorized for services but not issued, value		$ 322,433
Number of common stock issued for services, shares	4,987,610	1,780,074
Number of common stock issued for services, value	$ 170,348	$ 618,532
Additionally Shares authorized for services but not issued, shares	209,782
Additionally Shares authorized for services but not issued, value	$ 11,598
Ownership interest		10.00%
Accrued value annual grant		$ 229,031
Shares available for future grants	35,250	649,541
Net credit of compensation		$ 610,284
Number of common stock accrued during period		2,732,106
Stock issued for inducement of extension of sublease, share		125,000
Stock issued for inducement of extension of sublease, Value		$ 20,500
Common stock returned		2,116,857
Common stock cancelled		675,759
Common stock cancelled, value		$ 108,121
Stock option expenses	$ 162,381	279,528
Unamortized stock option	$ 86,606
Number of common stock sold	5,000
Proceeds from sale of common stock	$ 2,648
Gain on extinguishment of debt	218,196	121,217
Intrinsic value of stock options outstanding	$ 0
Reserved for issuance	124,000
Shares granted	88,750
Related Party Note [Member]
Accrued interest		$ 21,658
Number of common stock issued, shares		13,381,637
Stock issued during period, value, new issues		$ 166,354
Convertible Notes [Member]
Number of shares issued for conversion of notes, value		$ 2,726,567
Common shares issued for security payment of convertible notes		40,500
Common shares issued for security payment of convertible notes, value		$ 26,730
Holder [Member]
Number of shares issued for conversion of notes, value	$ 842,712	$ 1,019,933
Debt converted into share	48,684,667	15,230,423
Accrued interest	$ 60,627	$ 78,107
Extinguishment of debt discount	233,571
Reduction of derivative liabilities	$ 940,382
Common stock issued	434,783
Common stock, shares authorized but not issued, shares	35,844	85,110
Common stock, shares authorized but not issued, value	$ 35,844	$ 168,862
Gain on extinguishment of debt	$ 159,233	$ 165,659
Related Party [Member]
Stock issued during period, shares, share-based compensation, gross		29,486
Stock issued during period, value, share-based compensation		$ 95,983
Stock issued during period of cancellation, shares		273,245
Consultant [Member]
Number of shares issued to settle accounts payable, shares		75,000
Number of shares issued to settle accounts payable		$ 47,254
Two Executives [Member]
Ownership interest		7.50%
Related Party Note [Member]
Number of shares issued for conversion of notes, value		$ 166,354
Debt converted into share		669,082
Stock issued during period, shares, share-based compensation, gross	3,299,665
Stock issued during period, value, share-based compensation	$ 79,817
Number of common stock issued for services, shares	24,566,400
Number of common stock issued for services, value	$ 732,029
Redeemable convertible preferred stock, Series C [Member]
Preferred stock, shares outstanding	140,000	0
Derivative liability	$ 165,218
Conversion feature	190,131
Accretion of discount	8,750
Discount	$ 131,250	$ 0

Commitments and Contingencies_2

Commitments and Contingencies (Details)	Dec. 31, 2019USD ($)
Commitments and Contingencies Disclosure [Abstract]
2020	$ 985,000
2021	863,000
2022	719,000
2023	733,000
2024	445,000
2025 and beyond	45,000
Total	3,791,000
Less: amount representing interest	(816,000)
Present value of future minimum lease payments	2,975,000
Less: current obligations under leases	676,000
Long-term lease obligations	$ 2,299,000

Commitments and Contingencies_3

Commitments and Contingencies (Details 1)	12 Months Ended
	Dec. 31, 2019USD ($)
Commitments and Contingencies Disclosure [Abstract]
Operating lease costs	$ 756,515
Variable rent costs	432,837
Total rent expense	$ 1,189,352

Commitments and Contingencies_4

Commitments and Contingencies (Details 2)	12 Months Ended
	Dec. 31, 2019USD ($)
Commitments and Contingencies Disclosure [Abstract]
Operating lease	$ 4,069,296

Commitments and Contingencies_5

Commitments and Contingencies (Details 3)	Dec. 31, 2018USD ($)
Commitments and Contingencies Disclosure [Abstract]
2019	$ 1,256,000
2020	1,079,000
2021	855,000
2022	868,000
2023	550,000
2024 and beyond	58,000
Total minimum lease payments	$ 4,666,000

Commitments and Contingencies_6

Commitments and Contingencies (Details 4)	12 Months Ended
	Dec. 31, 2019USD ($)
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$ 1,294,653
Weighted-average remaining lease term - operating leases	4 years 2 months 27 days
Weighted-average discount rate - operating leases	12.00%

Commitments and Contingencies_7

Commitments and Contingencies (Details 5)	Dec. 31, 2019USD ($)
Commitments and Contingencies Disclosure [Abstract]
2020	$ 1,256,000
2021	1,079,000
2022	855,000
2023	868,000
2024	550,000
2025 and beyond	58,000
Total	$ 4,666,000

Commitments and Contingencies_8

Commitments and Contingencies (Details Narrative) - USD ($)	Feb. 01, 2019	Oct. 29, 2019	Dec. 31, 2019	Dec. 31, 2018
Ownership percentage				10.00%
Stock options issued			88,750
Operating leases discount rate			12.00%
Weighted-average remaining lease term			4 years 2 months 27 days
Sublease income			$ 1,646,369	$ 1,456,939
Stock issued for employment agreements			$ 593,000
Stock issued for employment agreements, Shares			20,782,014
CEO [Member]
Stock grant for restricted common shares for accrued salary	53,717
Restricted common share issued for stock option	122,934
Stock options issued	122,000
Payment of compensation			$ 9,450
Accrued compensation			$ 196,800
Colorado [Member] | Minimum [Member]
Lease term			3 years
Colorado [Member] | Maximum [Member]
Lease term			5 years
Employment Agreements [Member] | CEO [Member]
Ownership percentage			10.00%
Employment Agreements [Member] | Other Executives [Member]
Ownership percentage			2.00%
Employment Agreements [Member] | Ron Throgmartin
Term		5 years
Accrued salary		$ 5,000
Diem fee		$ 500
Debt description		Corporation currently owes to the Mr. Throgmartin the amount of $517,252.06 in principle and accrued interest of note payable, salary and fees, accrued during the 5 years of his employment. In addition, the Corporation further acknowledges that it will pay Mr Throgmartin fifty (50%) percent of his compensation due under the remaining Employment Agreement, or $614,583.33 under certain condition.

Deferred Tax Assets and Incom_3

Deferred Tax Assets and Income Tax Provision - Schedule of Reconciliation of Effective Income Tax Benefit Rate (Details)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Income Tax Disclosure [Abstract]
Statutory federal income tax rate	(21.00%)	(21.00%)
State income tax, net of federal benefits	(5.00%)	(5.00%)
Change in federal tax rate	0.00%	0.00%
Change in valuation allowance	26.00%	26.00%
Income tax provision (benefit)	0.00%	0.00%

Deferred Tax Assets and Incom_4

Deferred Tax Assets and Income Tax Provision - Schedule of Income Tax Benefit (Details) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Income Tax Disclosure [Abstract]
Federal Current
Federal Deferred	479,000	278,000
State Current
State Deferred	105,000	51,775
Change in valuation allowance	(584,000)	(329,775)
Income tax provision (benefit)

Deferred Tax Assets and Incom_5

Deferred Tax Assets and Income Tax Provision - Schedule of Deferred Tax Assets Liabilities (Details) - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Income Tax Disclosure [Abstract]
Net operating loss carry forwards	$ (6,413,626)	$ (5,934,619)
Warrants issued for services	1,417,025	1,232,477
Impairment of investment	111,662	311,365
Depreciation	101,728	95,159
Interest expense on convertible notes	2,140,769	2,034,683
Change in fair value of derivative liability
Total gross deferred tax asset/liabilities	(2,642,442)	(2,260,935)
Valuation allowance	2,642,442	2,260,935
Net deferred taxes

Deferred Tax Assets and Incom_6

Deferred Tax Assets and Income Tax Provision (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Income Tax Disclosure [Abstract]
Percentage of reconciliation of income tax benefit at U.S. statutory rate	21.00%	21.00%
Federal net operating loss carryovers	$ 30,541,077
Percentage of changes in ownership	50.00%
Income tax examination, description	The Tax Cuts and Jobs Act (the "Act") was enacted on December 22, 2017. Among other things, the Act reduces the U.S. federal corporate tax rate from 34 percent to 21 percent, eliminates the alternative minimum tax (“AMT”) for corporations, and creates a one-time deemed repatriation of profits earned outside of the U.S.
Write-down of net deferred asset after reduction	$ 5,000,000
Write-down of valuation allowance after reduction	$ 4,000,000

Subsequent Events (Details Narr

Subsequent Events (Details Narrative) - USD ($)	May 13, 2020	Mar. 31, 2020	Dec. 31, 2018
Conversion of convertible notes			$ 1,086,933
Accrued interest			$ 78,107
Debt instruments conversion into shares			15,230,423
Subsequent Event [Member]
Conversion of convertible notes		$ 89,000
Accrued interest		$ 6,282
Debt instruments conversion into shares		13,767,631
Number of shares issued for separation agreement	2,049,386
Issuance of common shares for services, shares	504,583