Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Dec. 31, 2017 | Feb. 19, 2018 | |
Document And Entity Information | ||
Entity Registrant Name | Right On Brands, Inc. | |
Entity Central Index Key | 1,580,262 | |
Document Type | 10-Q | |
Document Period End Date | Dec. 31, 2017 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --03-31 | |
Entity a Well-known Seasoned Issuer | No | |
Entity a Voluntary Filer | No | |
Entity's Reporting Status Current | Yes | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 55,943,869 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,018 |
BALANCE SHEETS
BALANCE SHEETS - USD ($) | Dec. 31, 2017 | Mar. 31, 2017 |
Current assets | ||
Cash | $ 32,995 | $ 130,787 |
Accounts receivable | 756 | |
Prepaid expense | 16,719 | 8,833 |
Prepaid stock compensation | 224,935 | |
Inventory | 31,975 | 26,144 |
Deposit | 2,000 | 2,000 |
Total current assets | 309,380 | 167,764 |
Non-current assets | ||
Net property and equipment | 16,928 | 13,159 |
Net intangible assets | 922 | 1,024 |
Investments | 101,470 | |
Total non-current assets | 119,320 | 14,183 |
Total assets | 428,700 | 181,947 |
Current liabilities | ||
Accounts payable | 18,715 | 10,154 |
Accrued executive compensation | 9,869 | |
Accrued interest payable | 3,897 | 3,927 |
Net convertible debt | 44,889 | 68,000 |
Total current liabilities | 67,501 | 91,950 |
Total liabilities | 67,501 | 91,950 |
Stockholders' equity (deficit) | ||
Common stock; par value $.001; 100,000,000 shares authorized 54,991,369 and 50,215,585 shares issued December 31, 2017 and March 31, 2017, respectively | 54,992 | 50,216 |
Additional paid-in capital | 3,470,593 | 2,867,580 |
Common stock payable | 505,083 | 464,000 |
Accumulated deficit | (3,674,469) | (3,296,799) |
Total stockholders' equity (deficit) | 361,199 | 89,997 |
Total liabilities and stockholders' equity (deficit) | 428,700 | 181,947 |
Series A Preferred Stock [Member] | ||
Stockholders' equity (deficit) | ||
Preferred Stock | $ 5,000 | $ 5,000 |
BALANCE SHEETS (Parenthetical)
BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2017 | Mar. 31, 2017 |
Common stock, par value | $ .001 | $ .001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 54,991,369 | 50,215,585 |
Series A Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 5,000,000 | 5,000,000 |
STATEMENTS OF OPERATIONS (unaud
STATEMENTS OF OPERATIONS (unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Statements Of Operations | ||||
Revenue | $ 1,852 | $ 105 | $ 4,558 | $ 587 |
Cost of goods sold | 907 | 2,799 | ||
Gross profit | 945 | 105 | 1,759 | 587 |
Operating expenses | ||||
Depreciation and amortization | 5,584 | 5,000 | 19,858 | 15,000 |
General and administrative | 90,936 | 12,456 | 189,798 | 24,194 |
Advertising and promotion | 12,150 | 11,647 | 48,535 | 14,191 |
Legal and professional | 13,420 | 18,157 | 54,428 | 26,279 |
Executive compensation | 18,000 | 15,000 | 64,162 | 15,000 |
Total operating expenses | 140,090 | 62,260 | 376,781 | 94,664 |
Other expenses | ||||
Interest expense | (1,459) | (1,144) | (2,648) | (1,144) |
Loss on extinguishment of debt | (2,770,451) | (2,770,451) | ||
Total other expenses | (1,459) | (2,771,595) | (2,648) | (2,771,595) |
Net loss | $ (140,604) | $ (2,833,750) | $ (377,670) | $ (2,865,672) |
Loss per share | ||||
Basic and diluted loss per share | $ 0 | $ (0.06) | $ (0.01) | $ (0.08) |
Basic and diluted weighted average shares outstanding | 53,629,412 | 48,328,085 | 52,793,373 | 37,865,752 |
STATEMENTS OF CASH FLOWS (unaud
STATEMENTS OF CASH FLOWS (unaudited) - USD ($) | 9 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Cash flows (used in) operating activities | ||
Net loss | $ (377,670) | $ (2,865,672) |
Adjustments to reconcile net loss to net cash used in operating activities | ||
Depreciation and amortization | 19,858 | 15,000 |
Loss on extinguishment of debt | 2,770,451 | |
Amortization of prepaid stock compensation | 53,148 | |
Amortization of debt discount | 889 | |
(Increase) decrease in assets | ||
Accounts receivable | (756) | |
Prepaid expense | (7,886) | |
Inventory | (5,831) | |
Deposit | ||
Increase (decrease) in liabilities | ||
Accounts payable | 8,561 | 7,480 |
Accrued interest payable | 1,759 | 1,145 |
Accrued executive compensation | (9,869) | |
Net cash (used in) operating activities | (317,797) | (71,596) |
Cash flows (used in) investing activities | ||
Purchase investments | (101,470) | |
Purchase automobile | (13,597) | |
Purchase tenant improvements | (8,606) | |
Purchase office equipment | (1,322) | (1,780) |
Net cash (used in) investing activities | (124,995) | (1,780) |
Cash flows provided by financing activities | ||
Cash acquired at merger | 18,971 | |
Proceeds from due to officers | 16,850 | |
(Repayments) on due to officers | (3,050) | |
Proceeds from convertible debt | 50,000 | |
Proceeds from issuances of common stock | 295,000 | 92,600 |
Net cash provided by financing activities | 345,000 | 125,371 |
Increase (decrease) in cash | (97,792) | 51,995 |
Cash-beginning of period | 130,787 | 3,019 |
Cash-end of period | 32,995 | 55,014 |
Supplemental cash flow information | ||
Cash paid for Interest | ||
Cash paid for income taxes | ||
Non-cash activities | ||
Accounts payable assigned to former officers and directors | 10,000 | |
Convertible debt converted into common stock | $ 121,191 | $ 129,549 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | The interim unaudited condensed financial statements as of December 31, 2017 and 2016 have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information on the same basis as the annual financial statements and in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the Companys financial position, results of operations and cash flows for the periods shown. The results of operations for such periods are not necessarily indicative of the results expected for a full year or for any future period. They do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. Therefore, these condensed financial statements should be read in conjunction with the Companys audited consolidated financial statements and notes thereto for the year ended March 31, 2017 filed with the SEC on form 10-K on July 14, 2017. Cash and Cash Equivalents The Company considers all highly liquid debt instruments purchased with an original maturity of six months or less to be cash equivalents. Property and Equipment Property and equipment are stated at cost. Depreciation is provided by the straight-line method over the useful lives of the related assets, from five to seven years. The cost of building the Companys website has been capitalized and amortized over a period of six years. Expenditures for minor enhancements and maintenance are expensed as incurred. Inventory Inventories are stated at the lower of cost (average cost) or market (net realizable value). Inventory consists of raw materials, work in process inventory and finished goods inventory of $24,993, $0 and $6,982, respectively. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Income Taxes The Company is subject to income taxes in the U.S. Significant judgment is required in evaluating our uncertain tax positions and determining our provision for income taxes. In accordance with FASB ASC Topic 740, Income Taxes, the Company provides for the recognition of deferred tax assets if realization of such assets is more likely than not. The Company accounts for income tax under the provisions of FASB ASC Topic 740, Income Taxes, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of the events that have been included in the financial statements or tax returns. Deferred income taxes are recognized for all significant temporary differences between tax and financial statements bases of assets and liabilities. Valuation allowances are established against net deferred tax assets when it is more likely than not that some portion or all of the deferred tax asset will not be realized. Fair Value of Financial Instruments The Company applies the provisions of accounting guidance, FASB Topic ASC 825 that requires all entities to disclose the fair value of financial instruments, both assets and liabilities recognized and not recognized on the balance sheet, for which it is practicable to estimate fair value, and defines fair value of a financial instrument as the amount at which the instrument could be exchanged in a current transaction between willing parties. As of December 31, 2017 and March 31, 2017 the fair value of cash and accounts payable, approximated carrying value due to the short maturity of the instruments, quoted market prices or interest rates which fluctuate with market rates. Convertible Instruments The Company evaluates and account for conversion options embedded in convertible instruments in accordance with ASC 815 Derivatives and Hedging Activities Applicable GAAP requires companies to bifurcate conversion options from their host instruments and account for them as free standing derivative financial instruments according to certain criteria. The criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under other GAAP with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument. The Company accounts for convertible instruments (when it has been determined that the embedded conversion options should not be bifurcated from their host instruments) as follows: The Company records when necessary, discounts to convertible notes for the intrinsic value of conversion options embedded in debt instruments based upon the differences between the fair value of the underlying common stock at the commitment date of the note transaction and the effective conversion price embedded in the note. Debt discounts under these arrangements are amortized over the term of the related debt to their stated date of redemption. |
GOING CONCERN
GOING CONCERN | 9 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
2. GOING CONCERN | The accompanying financial statements have been prepared assuming the Company will continue as a going concern, which contemplates, among other things, the realization of assets and satisfaction of liabilities in the normal course of business. For the nine months ended December 31, 2017, the Company had an accumulated deficit of approximately $3,674,000, had net losses of approximately $378,000, and net cash used in operating activities of approximately $318,000, with little revenue earned since inception, and a lack of operational history. These matters, among others, raise substantial doubt about the Companys ability to continue as a going concern. While the Company is attempting to generate greater revenues, the Companys cash position may not be significant enough to support the Companys daily operations. The Company has completed an acquisition in hopes to increase revenue and profitability. Management intends to raise additional funds by way of additional public and/or private offerings of its stock. Management believes that the actions presently being taken to further implement its business plan and generate revenues provide the opportunity for the Company to continue as a going concern. While the Company believes in the viability of its strategy to generate revenues and in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon the Companys ability to further implement its business plan and generate revenues. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 9 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
3. PROPERTY AND EQUIPMENT | As of December 31, 2017 As of March 31, 2017 Website development $ 88,965 $ 88,965 Automobile 13,597 - Studio and office equipment 26,966 25,645 Tenant improvements 11,135 2,528 140,663 117,138 Less: accumulated depreciation and amortization (123,735 ) (103,979 ) Ending Balance $ 16,928 $ 13,159 Depreciation and amortization expense for the nine months ended December 31, 2017 and 2016 were $19,858 and $15,000, respectively. |
INVESTMENT
INVESTMENT | 9 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
4. INVESTMENT | Investments in partnerships, joint ventures and less-than-majority-owned subsidiaries in which we have significant influence are accounted for under the equity method. As of December 31, 2017, our investment includes a venture for the development of a commercial bottled water operation near Browning, Montana. The new venture will be operated through Spring Hill Water Company, LLC, a Nevada limited liability company (Spring Hill). Spring Hill is 49% owned by our newly-formed subsidiary corporation, Humble Water Company, and 51% owned by Doore, LLC. Doore, LLC, which will serve as the Manager of Spring Hill, has contributed the land and water source to be used in the new operation through a Land & Water Lease Agreement under which Spring Hill will have the use of 2 acres of land and no less than 5 acre-feet of water for an initial term of 25 years and at a lease rate of $1 per year. Through Humble Water Company, our initial capital contribution to Spring Hill will be $100,000 to be used in commencing operations. In addition, we have committed to provide additional capital to be used for a bottling facility and equipment, in an amount up to $530,000, within the next 3 years. Should we fail to provide this additional capital within the next 3 years, our ownership percentage in Spring Hill will be reduced from 49% to 20%. Although we hold a minority ownership percentage in Spring Hill, we will have voting control over the company with 75% of the voting membership units. Further, 100% of the losses, expenditures, and deductions from Spring Hill will be allocated to our subsidiary, Humble Water Company. As of December 31, 2017, our investment is $101,470. |
CONVERTIBLE DEBT
CONVERTIBLE DEBT | 9 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
5. CONVERTIBLE DEBT | During September 2016, the Company agreed to allow four unrelated noteholders holding a total of $129,549 in debt to convert into 5,000,000 shares of common stock which is a conversion rate of approximately $0.03 per share. There is no maturity date and no interest rate. The debt was acquired from John and Vicki Yawn. During October 2016, the Company extinguished $129,549 of debt in exchange for 5,000,000 shares of newly issued common stock. A total of 4,200,000 shares were issued to three of the four noteholders. As of December 31, 2016, the remaining balance of 800,000 shares of common stock which is due to one noteholder is recorded in common stock payable at the fair value of the common stock of $464,000. The Company recorded a loss on extinguishment of debt of $2,770,451. The Company acquired convertible debt from the acquisition of Humbly Hemp as described below. On February 1, 2016, the Company issued a convertible promissory note with an entity for $5,000. The unsecured note bears interest at 8% per annum and is due on January 31, 2017. This note is convertible at $0.01 per share and can be converted on or before the maturity date. The Company and lender mutually agreed to extend the maturity date of the note to March 10, 2017. During the nine months ended December 31, 2017, the entire principal amount was converted into 500,000 shares of common stock. On February 8, 2016, the Company issued a convertible promissory note with an entity for $8,000. The unsecured note bears interest at 8% per annum and is due on February 7, 2017. This note is convertible at $0.02 per share and can be converted on or before the maturity date. The Company and lender mutually agreed to extend the maturity date of the note to March 10, 2017. During the nine months ended December 31, 2017, the entire balance of principal amount of $8,000 and accrued interest of $822 and was converted into 441,118 shares of common stock. On April 11, 2016, the Company issued a convertible promissory note with an entity for $10,000. The unsecured note bears interest at 8% per annum and is due on February 7, 2017. This note is convertible at $0.01 per share and can be converted on or before the maturity date. The Company and lender mutually agreed to extend the maturity date of the note to March 10, 2017. During the nine months ended December 31, 2017, the principal amount of $7,000 was converted into 700,000 shares of common stock. On July 7, 2016, the Company issued a convertible promissory note with an entity for $25,000. The unsecured note bears interest at 6% per annum and is due on January 7, 2017. This note is convertible at $0.10 per share and can be converted on or before the maturity date. The Company and lender mutually agreed to extend the maturity date of the note to April 30, 2017. As of the date of this filing, the note is in default. On July 13, 2016, the Company issued a convertible promissory note with an entity for $20,000. The unsecured note bears interest at 6% per annum and is due on January 13, 2017. This note is convertible at $0.10 per share and can be converted on or before the maturity date. The Company and lender mutually agreed to extend the maturity date of the note to April 30, 2017. During the nine months ended December 31, 2017, the entire balance of principal amount of $20,000 and accrued interest of $967 and was converted into 209,666 shares of common stock. On November 21, 2017, the Company issued a convertible promissory note with an entity for $20,000. The unsecured note bears interest at 6% per annum and is due on May 21, 2018. This note is convertible at $0.20 per share and can be converted on or before the maturity date. During the nine months ended December 31, 2017 interest expense was $2,648 including amortization of debt discount of $889. As of December 31, 2017, the balance of accrued interest was $3,897. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 9 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
6. EARNINGS PER SHARE | FASB ASC Topic 260, Earnings Per Share, requires a reconciliation of the numerator and denominator of the basic and diluted earnings (loss) per share (EPS) computations. Basic earnings (loss) per share are computed by dividing income available to common shareholders by the weighted-average number of common shares outstanding during the period. Diluted earnings (loss) per share is computed similar to basic earnings per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. The Company had no potential additional dilutive securities outstanding for the nine months ended December 31, 2017 and 2016, except for the 550,000 and no, respectively, shares of common stock from the convertible debt. The following table sets forth the computation of basic and diluted net income per share: Nine Months Ended December 31, 2017 Nine Months Ended December 31, 2016 Net loss attributable to the common stockholders $ (377,670 ) $ (2,865,672 ) Basic weighted average outstanding shares of common stock 52,793,373 37,865,752 Dilutive effect of common stock equivalent - - Diluted weighted average common stock and common stock equivalents 52,793,373 37,865,752 Earnings (loss) per share: Basic and diluted $ (0.01 ) $ (0.08 ) |
STOCKHOLDERS_ EQUITY
STOCKHOLDERS’ EQUITY | 9 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
7. STOCKHOLDERS’ EQUITY | Series A Preferred Stock During October 2016, the Company designated Series A Preferred Stock. The Series A Preferred Stock is convertible to common stock at a rate of five shares for every share held and votes together with our common stock at a rate of sixteen votes for every share held. Our new Series A Preferred Stock ranks equally, on an as-converted basis, to our common stock with respect to rights upon winding up, dissolution, or liquidation. Our Series A Preferred Stock does not have any special dividend rights. Common Stock During the nine months ended December 31, 2017, the Company issued a total of 2,225,000 shares of common stock to thirteen investors for cash of $325,000. As of December 31, 2017, the company has to issue two investors a total of 150,000 shares and $30,000 was recorded to common stock payable. During the nine months ended December 31, 2017, the Company issued a total of 1,850,784 shares of common stock to four lenders for debt converted of $41,789 including $40,000 of principal and $1,789 in accrued interest. During the nine months ended December 31, 2017, the Company issued a total of 700,000 shares of common stock to for a lock up agreement of $39,000 and for services of $228,000. During the nine months ended December 31, 2017, the Company recorded $3,066 of consulting services and the balance of prepaid stock compensation of $224,934. During the nine months ended December 31, 2017, the Company recorded $11,083 to common stock payable and consulting services for the portion of 700,000 shares that were earned for consulting services. The shares were issued in February 2018. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
8. SUBSEQUENT EVENTS | In January 2018, the Company sold 200,000 shares of common stock in exchange for cash of $20,000. In January 2018, the Company agreed to issue 52,500 shares of common stock in exchange for a ninety-day consulting agreement. |
SUMMARY OF SIGNIFICANT ACCOUN14
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Dec. 31, 2017 | |
Summary Of Significant Accounting Policies Policies | |
Cash and Cash Equivalents | The Company considers all highly liquid debt instruments purchased with an original maturity of six months or less to be cash equivalents. |
Property and Equipment | Property and equipment are stated at cost. Depreciation is provided by the straight-line method over the useful lives of the related assets, from five to seven years. The cost of building the Companys website has been capitalized and amortized over a period of six years. Expenditures for minor enhancements and maintenance are expensed as incurred. |
Inventory | Inventories are stated at the lower of cost (average cost) or market (net realizable value). Inventory consists of raw materials, work in process inventory and finished goods inventory of $24,993, $0 and $6,982, respectively. |
Use of Estimates | The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Income Taxes | The Company is subject to income taxes in the U.S. Significant judgment is required in evaluating our uncertain tax positions and determining our provision for income taxes. In accordance with FASB ASC Topic 740, Income Taxes, the Company provides for the recognition of deferred tax assets if realization of such assets is more likely than not. The Company accounts for income tax under the provisions of FASB ASC Topic 740, Income Taxes, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of the events that have been included in the financial statements or tax returns. Deferred income taxes are recognized for all significant temporary differences between tax and financial statements bases of assets and liabilities. Valuation allowances are established against net deferred tax assets when it is more likely than not that some portion or all of the deferred tax asset will not be realized. |
Fair Value of Financial Instruments | The Company applies the provisions of accounting guidance, FASB Topic ASC 825 that requires all entities to disclose the fair value of financial instruments, both assets and liabilities recognized and not recognized on the balance sheet, for which it is practicable to estimate fair value, and defines fair value of a financial instrument as the amount at which the instrument could be exchanged in a current transaction between willing parties. As of December 31, 2017 and March 31, 2017 the fair value of cash and accounts payable, approximated carrying value due to the short maturity of the instruments, quoted market prices or interest rates which fluctuate with market rates. Convertible Instruments The Company evaluates and account for conversion options embedded in convertible instruments in accordance with ASC 815 Derivatives and Hedging Activities Applicable GAAP requires companies to bifurcate conversion options from their host instruments and account for them as free standing derivative financial instruments according to certain criteria. The criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under other GAAP with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument. The Company accounts for convertible instruments (when it has been determined that the embedded conversion options should not be bifurcated from their host instruments) as follows: The Company records when necessary, discounts to convertible notes for the intrinsic value of conversion options embedded in debt instruments based upon the differences between the fair value of the underlying common stock at the commitment date of the note transaction and the effective conversion price embedded in the note. Debt discounts under these arrangements are amortized over the term of the related debt to their stated date of redemption. |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 9 Months Ended |
Dec. 31, 2017 | |
Property And Equipment Tables | |
Property And Equipment | As of December 31, 2017 As of March 31, 2017 Website development $ 88,965 $ 88,965 Automobile 13,597 - Studio and office equipment 26,966 25,645 Tenant improvements 11,135 2,528 140,663 117,138 Less: accumulated depreciation and amortization (123,735 ) (103,979 ) Ending Balance $ 16,928 $ 13,159 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 9 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share Tables | |
Earnings loss per shares | Nine Months Ended December 31, 2017 Nine Months Ended December 31, 2016 Net loss attributable to the common stockholders $ (377,670 ) $ (2,865,672 ) Basic weighted average outstanding shares of common stock 52,793,373 37,865,752 Dilutive effect of common stock equivalent - - Diluted weighted average common stock and common stock equivalents 52,793,373 37,865,752 Earnings (loss) per share: Basic and diluted $ (0.01 ) $ (0.08 ) |
SUMMARY OF SIGNIFICANT ACCOUN17
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) | 9 Months Ended |
Dec. 31, 2017USD ($) | |
Raw materials inventory | $ 24,993 |
Work in process inventory | 0 |
Finished goods inventory | $ 6,982 |
Building [Member] | |
Period of amortization | 6 years |
Minimum [Member] | Property and Equipment [Member] | |
Estimated useful lives | 5 years |
Maximum [Member] | Property and Equipment [Member] | |
Estimated useful lives | 7 years |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2017 | |
Going Concern Details Narrative | |||||
Accumulated deficit | $ (3,674,469) | $ (3,674,469) | $ (3,296,799) | ||
Net loss | $ (140,604) | $ (2,833,750) | (377,670) | $ (2,865,672) | |
Net cash used in operating activities | $ (317,797) | $ (71,596) |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) | Dec. 31, 2017 | Mar. 31, 2017 |
Property and equipment, gross | $ 140,663 | $ 117,138 |
Less: accumulated depreciation and amortization | (123,735) | (103,979) |
Ending balance | 16,928 | 13,159 |
Website development [Member] | ||
Property and equipment, gross | 88,965 | 88,965 |
Automobile [Member] | ||
Property and equipment, gross | 13,597 | |
Studio and office equipment [Member] | ||
Property and equipment, gross | 26,966 | 25,645 |
Tenant Improvements [Member] | ||
Property and equipment, gross | $ 11,135 | $ 2,528 |
PROPERTY AND EQUIPMENT (Detai20
PROPERTY AND EQUIPMENT (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Property And Equipment Details Narrative | ||||
Depreciation and amortization expense | $ 5,584 | $ 5,000 | $ 19,858 | $ 15,000 |
INVESTMENT (Details Narrative)
INVESTMENT (Details Narrative) - USD ($) | 9 Months Ended | |
Dec. 31, 2017 | Mar. 31, 2017 | |
Investments | $ 101,470 | |
Bottling Facility And Equipment [Member] | ||
Commitment to additional capital | $ 530,000 | |
Commitment to additional capital term | 3 years | |
Failure commitment to additional capital contrbution | Fail to provide this additional capital within the next 3 years, our ownership percentage in Spring Hill will be reduced from 49% to 20%. | |
Spring Hill Water Company [Member] | ||
Voting membership units, percentage | 75.00% | |
Lease Agreement Description | Spring Hill will have the use of 2 acres of land and no less than 5 acre-feet of water for an initial term of 25 years and at a lease rate of $1 per year | |
Capital contribution | $ 100,000 | |
Lease term | 25 years | |
Lease rate per year | $ 1 | |
Losses,expenditures, and deductions Percentage | 100.00% | |
Humble Water Company [Member] | ||
Ownership percentage | 49.00% | |
Doore, LLC [Member] | ||
Ownership percentage | 51.00% |
CONVERTIBLE DEBT (Details Narra
CONVERTIBLE DEBT (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||
Dec. 31, 2016 | Oct. 31, 2016 | Sep. 30, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2017 | |
Common stock, shares issued | 54,991,369 | 54,991,369 | 50,215,585 | |||||
Loss on extinguishment of debt | $ (2,770,451) | $ (2,770,451) | ||||||
Interest expenses | (1,459) | (1,144) | (2,648) | (1,144) | ||||
Accrued interest payable | 3,897 | 3,897 | $ 3,927 | |||||
Amortization of debt discount | 889 | |||||||
November 21, 2017 [Member] | ||||||||
Convertible note payable | $ 20,000 | $ 20,000 | ||||||
Interest rate | 6.00% | 6.00% | ||||||
Debt conversion price | $ 0.20 | $ 0.20 | ||||||
Maturity date | May 21, 2018 | |||||||
July 13, 2016 [Member] | ||||||||
Convertible note payable | $ 20,000 | $ 20,000 | ||||||
Accrued interest converted into common shares | $ 967 | $ 967 | ||||||
Interest rate | 6.00% | 6.00% | ||||||
Debt conversion price | $ 0.10 | $ 0.10 | ||||||
Amount of debt converted | $ 20,000 | |||||||
Common stock shares issued upon conversion of debt | 209,666 | |||||||
Maturity date | Jan. 13, 2017 | |||||||
Extended maturity date | Apr. 30, 2017 | |||||||
July 7, 2016 [Member] | ||||||||
Convertible note payable | $ 25,000 | $ 25,000 | ||||||
Interest rate | 6.00% | 6.00% | ||||||
Debt conversion price | $ 0.10 | $ 0.10 | ||||||
Maturity date | Jan. 7, 2017 | |||||||
Extended maturity date | Apr. 30, 2017 | |||||||
April 11, 2016 [Member] | ||||||||
Convertible note payable | $ 10,000 | $ 10,000 | ||||||
Interest rate | 8.00% | 8.00% | ||||||
Debt conversion price | $ 0.01 | $ 0.01 | ||||||
Amount of debt converted | $ 7,000 | |||||||
Common stock shares issued upon conversion of debt | 700,000 | |||||||
Maturity date | Feb. 7, 2017 | |||||||
Extended maturity date | Mar. 10, 2017 | |||||||
Convertible note principal amount | $ 7,000 | |||||||
February 8, 2016 [Member] | ||||||||
Convertible note payable | $ 8,000 | 8,000 | ||||||
Accrued interest converted into common shares | $ 822 | $ 822 | ||||||
Interest rate | 8.00% | 8.00% | ||||||
Debt conversion price | $ 0.02 | $ 0.02 | ||||||
Amount of debt converted | $ 8,000 | |||||||
Common stock shares issued upon conversion of debt | 441,118 | |||||||
Maturity date | Feb. 7, 2017 | |||||||
Extended maturity date | Mar. 10, 2017 | |||||||
Convertible note principal amount | $ 8,000 | |||||||
February 1, 2016 [Member] | ||||||||
Convertible note payable | $ 5,000 | $ 5,000 | ||||||
Interest rate | 8.00% | 8.00% | ||||||
Debt conversion price | $ 0.01 | $ 0.01 | ||||||
Common stock shares issued upon conversion of debt | 500,000 | |||||||
Maturity date | Jan. 31, 2017 | |||||||
Extended maturity date | Mar. 10, 2017 | |||||||
Convertible Debt [Member] | ||||||||
Loan due from officers | $ 129,549 | |||||||
Common stock, shares issued | 5,000,000 | |||||||
Extinguishment of debt | $ 129,549 | |||||||
Debt conversion price | $ 0.03 | |||||||
Common stock shares issued upon conversion of debt | 5,000,000 | |||||||
Noteholders Three [Member] | ||||||||
Common stock, shares issued | 4,200,000 | |||||||
Loss on extinguishment of debt | $ 2,770,451 | |||||||
Noteholders One [Member] | ||||||||
Common stock payable, fair value | $ 464,000 | $ 464,000 | $ 464,000 | |||||
Common stock payable | 800,000 | 800,000 | 800,000 |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Earnings Per Share Details | ||||
Net loss attributable to the common stockholders | $ (377,670) | $ (2,865,672) | ||
Basic weighted average outstanding shares of common stock | 52,793,373 | 37,865,752 | ||
Dilutive effect of common stock equivalent | ||||
Diluted weighted average common stock and common stock equivalents | 52,793,373 | 37,865,752 | ||
Earnings (loss) per share: | ||||
Basic and diluted | $ 0 | $ (0.06) | $ (0.01) | $ (0.08) |
EARNINGS PER SHARE (Details Nar
EARNINGS PER SHARE (Details Narrative) - USD ($) | 9 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Earnings Per Share Details Narrative | ||
Potential dilutive securities outstanding | $ 550,000 |
STOCKHOLDERS_ EQUITY (Details N
STOCKHOLDERS’ EQUITY (Details Narrative) | 1 Months Ended | 9 Months Ended | ||
Oct. 31, 2016Integer | Dec. 31, 2017USD ($)Integershares | Dec. 31, 2016USD ($) | Mar. 31, 2017USD ($) | |
Proceeds from issuances of common stock | $ 295,000 | $ 92,600 | ||
Common stock payable | $ 505,083 | $ 464,000 | ||
Series A Preferred Stock [Member] | ||||
Convertible preferred stock, terms of conversion feature | The Series A Preferred Stock is convertible to common stock at a rate of five shares for every share held and votes together with our common stock at a rate of sixteen votes for every share held | |||
Number of votes for each common share issued upon conversion of preferred stock | Integer | 16 | |||
Two Investors [Member] | ||||
Number of investors | Integer | 2 | |||
Common stock shares reserved for future issuance | shares | 150,000 | |||
Common stock payable | $ 30,000 | |||
Lender [Member] | ||||
Conversion of debt to common stock | $ 41,789 | |||
Debt conversion converted instrument, shares issued | shares | 1,850,784 | |||
Number of investors | Integer | 4 | |||
Convertible principal amount | $ 40,000 | |||
Accrued interest converted into common shares | $ 1,789 | |||
Investor [Member] | ||||
Common stock, shares issued, shares | shares | 2,225,000 | |||
Proceeds from issuances of common stock | $ 325,000 | |||
Number of investors | Integer | 13 | |||
Lock up agreement [Member] | ||||
Common stock shares issued under agreement | shares | 700,000 | |||
Common stock value issued under agreement | $ 39,000 | |||
Common stock value issued for services | 228,000 | |||
Consulting services | 3,066 | |||
Prepaid stock compensation | 224,934 | |||
Common stock payable and consulting services attributable to the portion of shares issued under agreement | $ 11,083 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - Subsequent Event [Member] | 1 Months Ended |
Jan. 31, 2018USD ($)shares | |
Common stock shares issued for cash | 200,000 |
Proceeds from issuance of common stock | $ | $ 20,000 |
Consulting agreement [Member] | |
Common stock shares issued for services | 52,500 |
Term of consulting agreement | 90 days |