KushCo (KSHB) 10-Q 9 Jul 19 2019 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	May 31, 2019	Jul. 05, 2019
Document and Entity Information:
Entity Registrant Name	KushCo Holdings, Inc.
Entity Central Index Key	0001604627
Current Fiscal Year End Date	--08-31
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		88,840,127
Document Type	10-Q
Document Period End Date	May 31, 2019
Entity Current Reporting Status	Yes
Amendment Flag	false
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q3
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	true
Entity Shell Company	false

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	May 31, 2019	Aug. 31, 2018	[1]
Current assets:
Cash	$ 12,230	$ 13,467
Accounts receivable, net of allowance	14,504	8,601
Prepaid expenses and other current assets	13,019	13,623
Inventory, net	53,013	11,814
Total current assets	92,766	47,505
Goodwill	52,267	52,267
Intangible assets, net	3,340	4,488
Property and equipment, net	8,813	4,135
Other assets	3,473	250
Total Assets	160,659	108,645
Current liabilities:
Accounts payable	16,075	2,822
Accrued expenses and other current liabilities	9,489	3,009
Contingent consideration payable	2,961	5,488
Notes payable - current portion	117	62
Line of credit	1,150	918
Total current liabilities	29,792	12,299
Long-term liabilities:
Notes payable	18,495	172
Warrant liability	8,221	14,430
Deferred rent	614	106
Total liabilities	57,122	27,007
Commitments and contingencies (Note 16)
Stockholders' equity
Preferred stock, $0.001 par value, 10,000 shares authorized, no shares issued and outstanding
Common stock, $0.001 par value, 265,000 shares authorized, 88,840 and 78,273 shares issued and outstanding as of May 31, 2019 and August 31, 2018, respectively	89	78
Additional paid-in capital	154,898	104,918
Accumulated deficit	(51,450)	(23,358)
Total stockholders' equity	103,537	81,638
Total liabilities and stockholders' equity	$ 160,659	$ 108,645
[1]	Restated

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parentheticals) - $ / shares	May 31, 2019	Aug. 31, 2018
Statement of Financial Position [Abstract]
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized	10,000	10,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	265,000	265,000
Common stock, shares issued	88,840	78,273
Common stock, shares outstanding	88,840	78,273

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands	3 Months Ended			9 Months Ended
	May 31, 2019	May 31, 2018	[1]	May 31, 2019	May 31, 2018	[1]
Income Statement [Abstract]
Net revenue	$ 41,486	$ 12,905		$ 101,982	$ 32,113
Cost of goods sold	34,090	9,247		86,834	22,860
Gross profit	7,396	3,658		15,148	9,253
Operating expenses:
Selling, general and administrative	20,719	5,742		52,032	12,067
Gain on disposition of assets				(1,254)
Change in fair value of contingent consideration	2,961	7,041		(2,247)	18,182
Total operating expenses	23,680	12,783		48,531	30,249
Loss from operations	(16,284)	(9,125)		(33,383)	(20,996)
Other income (expense):
Change in fair value of warrant liability	6,254			7,309
Change in fair value of equity investment	(71)			(663)
Interest expense	(474)	(81)		(1,452)	(112)
Other income, net	(10)			110
Total other income (expense), net	5,699	(81)		5,304	(112)
Loss before income taxes	(10,585)	(9,206)		(28,079)	(21,108)
Income tax expense	13			13	66
Net loss	$ (10,598)	$ (9,206)		$ (28,092)	$ (21,174)
Net loss per share:
Basic and diluted net loss per common share (in dollars per share)	$ (0.12)	$ (0.14)		$ (0.34)	$ (0.34)
Basic and diluted weighted average common shares outstanding (in shares)	88,286	64,680		83,338	61,995
[1]	Restated

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands		Common Shares	Additional Paid-in Capital	Accumulated Deficit	Total
Balance at Aug. 31, 2017	[1]	$ 59	$ 29,677	$ 979	$ 30,715
Balance (in shares) at Aug. 31, 2017	[1]	58,607
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation		$ 1	3,570		3,571
Stock-based compensation (in shares)		1,265
Stock sold to investors		$ 6	16,429		16,435
Stock sold to investors (in shares)		5,877
Stock issued for acquisitions		$ 1	33,372		33,373
Stock issued for acquisitions (In shares)		640
Net loss				(21,174)	(21,174)	[1]
Balance at May. 31, 2018	[1]	$ 67	83,048	(20,195)	62,920
Balance (in shares) at May. 31, 2018	[1]	66,389
Balance at Aug. 31, 2018	[1]	$ 78	104,918	(23,358)	81,638
Balance (in shares) at Aug. 31, 2018	[1]	78,273
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation		$ 1	8,256		8,257
Stock-based compensation (in shares)		828
Stock sold to investors		$ 9	41,584		41,593
Stock sold to investors (in shares)		9,077
Stock issued for acquisitions		$ 1	140		141
Stock issued for acquisitions (In shares)		662
Net loss				(28,092)	(28,092)
Balance at May. 31, 2019		$ 89	$ 154,898	$ (51,450)	$ 103,537
Balance (in shares) at May. 31, 2019		88,840
[1]	Restated

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands		9 Months Ended
		May 31, 2019	May 31, 2018
Cash flows from operating activities
Net loss		$ (28,092)	$ (21,174)	[1]
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		1,711	792	[1]
Gain on disposition of assets		(1,254)
Change in fair value of equity investment		663
Stock-based compensation		8,839	1,905	[1]
Change in fair value of warrant liability		(7,309)
Provision for deferred taxes	[1]		(273)
Change in fair value of contingent consideration		(2,247)	18,182	[1]
Changes in operating assets and liabilities:
Accounts receivable		(5,903)	(4,119)	[1]
Prepaids		(1,632)	(3,715)	[1]
Inventory		(41,313)	(6,068)	[1]
Other assets		(706)	(571)	[1]
Accounts payable		13,278	1,371	[1]
Accrued expenses and other current liabilities		6,485	869	[1]
Net cash used in operating activities		(57,480)	(12,801)	[1]
Cash flows from investing activities
Purchase of property, equipment and intangibles		(5,420)	(997)	[1]
Acquisition of Summit, net of cash received	[1]		(945)
Net cash used in investing activities		(5,420)	(1,942)	[1]
Cash flows from financing activities
Repayment of capital leases		(105)	(248)	[1]
Proceeds from (repayment of) notes payable		19,935	(583)	[1]
Proceeds from stock option exercises		42	246	[1]
Proceeds from sale of stock, net of costs		41,593	16,435	[1]
Proceeds from line of credit		94,808	2,434	[1]
Repayments on line of credit		(94,610)
Repayment of Summit loans	[1]		(712)
Payments for contingent consideration	[1]		(170)
Net cash provided by financing activities		61,663	17,402	[1]
Net (decrease) increase in cash		(1,237)	2,659	[1]
Cash at beginning of period	[1]	13,467	917
Cash at end of period		12,230	3,576	[1]
Cash paid for:
Interest		959	74	[1]
Income taxes	[1]		330
Non-cash investing and financing activities
Services prepaid for in common stock		1,277	1,421	[1]
Purchase of equity investment		1,791
Stock issued for acquisition of Hybrid		141
Purchase of property and equipment		$ 356	204	[1]
Reclass Summit tax payable from loan payable short term	[1]		$ 274
[1]	Restated

NATURE OF BUSINESS AND SIGNIFIC

NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	May 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES	NOTE 1 - NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES Nature of Business KushCo Holdings, Inc. (“the Company”) was incorporated in the state of Nevada on February 26, 2014. The Company specializes in marketing and selling packaging products, vaporizers, hydrocarbon gases, solvents, accessories and branding solutions to customers operating in the regulated medical and recreational cannabis industries. The Company provides custom branding on packaging products, and its testing standards meet the requirements set by the Consumer Product Safety Commission. The Company’s packaging products primarily consists of bottles, bags, tubes and containers. The Company maintains relationships with a broad range of manufacturers and also has sophisticated in-house labeling and customization capabilities. The Company sells a wide selection of vaporizer cartridges with a variety of core materials and heating technologies, as well as a wide selection of batteries to match the cartridges. The Company provides ultra-pure hydrocarbon gases, including isobutene, n-butane, propane, ethanol, pre-mixes, custom blends and other solvents, which are essential in the extraction process. The Company’s wholly-owned subsidiary, The Hybrid Creative, LLC, is a full-service creative agency that serves both cannabis and non-cannabis clients across the U.S., Canada and Europe. Basis of Presentation The accompanying unaudited condensed consolidated financial statements include the activity of the Company and its wholly-owned subsidiaries and have been prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP") for interim financial information pursuant to Securities and Exchange Commission (“SEC”) rules and regulations. Accordingly, they do not include all the information and notes required by generally accepted accounting principles for annual financial statements. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation have been included in the condensed consolidated financial statements for the interim periods presented herein, but are not necessarily indicative of operating results to be achieved for full fiscal years or other interim periods. The condensed consolidated balance sheet as of August 31, 2018 was derived from the audited financial statements as of that date, as restated, but does not include all disclosures as required by GAAP. These condensed consolidated financial statements and notes should be read in conjunction with the Company’s audited consolidated financial statements and accompanying notes for the fiscal year ended August 31, 2018, as restated, and notes thereto included in the Company’s Form 10-K/A for the year then ended and filed with the SEC on April 11, 2019. References to amounts in these notes to condensed consolidated financial statements are in thousands, except per share data, unless otherwise specified. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amount of revenues and expenses during the reporting period. Significant estimates relied upon in preparing these condensed consolidated financial statements include revenue recognition, accounts receivable reserves, inventory and related reserves, valuations and purchase price allocations related to business combinations, expected future cash flows used to evaluate the recoverability of long-lived assets, estimated fair values of long-lived assets used to record impairment charges related to intangible assets and goodwill, amortization periods, accrued expenses, stock-based compensation, and recoverability of the Company’s net deferred tax assets and any related valuation allowance. Although the Company regularly assesses these estimates, actual results could differ materially from these estimates. Changes in estimates are recorded in the period in which they become known. The Company bases its estimates on historical experience and various other assumptions that it believes to be reasonable under the circumstances. Actual results may differ from management’s estimates if past experience or other assumptions do not turn out to be substantially accurate. The Company is subject to a number of risks similar to those of other companies of similar size and having a focus of serving the cannabis industry, including, the development stage of certain products, competition, limited number of suppliers, integration of acquisitions, substantial indebtedness, government regulations, protection of proprietary rights, and dependence on key individuals. Reclassifications Certain classifications have been made to the prior year condensed consolidated financial statements to conform to the current year presentation. The reclassifications had no impact on previously reported net loss or retained earnings (accumulated deficit). Accounts Receivable Trade accounts receivable are carried at their estimated collectible amounts. Trade credit is generally extended on a short-term basis, thus, trade receivables do not bear interest. Trade accounts receivables are periodically evaluated for collectability based on past credit history and their current financial condition. The Company’s allowance for doubtful accounts was $578 and $1,000 as of May 31, 2019 and August 31, 2018, respectively. Inventory Inventories are stated at the lower of cost or net realizable value using the first-in first out (FIFO) method. The Company’s inventory consists of finished goods of $53,013 and $11,814 as of May 31, 2019 and August 31, 2018, respectively. The Company also makes prepayments against the future delivery of inventory classified as prepaid inventory. The Company’s prepaid inventory was $10,266 and $11,019 as of May 31, 2019 and August 31, 2018, respectively. Net Loss Per Share The Company computes earnings per share under Accounting Standards Codification subtopic 260-10, "Earnings per Share" (“ASC 260-10”). Basic net loss per common share is computed by dividing net loss by the weighted-average number of shares of common stock outstanding during the period. Diluted net income (loss) per share is computed using the weighted-average number of common shares and common shares equivalents outstanding during the period using the treasury stock method. Revenue Recognition The Company markets and sells packaging products, vaporizers, hydrocarbon gases, solvents, accessories and branding solutions to customers operating in the regulated medical and recreational cannabis industries. The Company expenses fulfillment costs as incurred because the amortization period would be less than one year in accordance with the ASC 606 practical expedient. In accordance with ASC 606, the Company applies the following steps to recognize revenue for the sale of products that reflects the consideration to which the Company expects to be entitled to receive in exchange for the promised goods: 1. Identify the contract with a customer A contract with a customer exists when the Company enters into an enforceable contract with a customer. The contract is based on either the acceptance of standard terms, or the execution of terms and conditions contracts. These contracts define each party's rights, payment terms and other contractual terms and conditions of the sale. The Company applies judgment in determining the customer’s ability and intention to pay, which is based on a variety of factors including the customer’s historical payment experience and, in some circumstances, published credit and financial information pertaining to the customer. 2. Identify the performance obligations in the contract Performance obligations promised in a contract are identified based on the goods that will be transferred to the customer that are both capable of being distinct and are distinct in the context of the contract, whereby the transfer of the goods is separately identifiable from other promises in the contract. The Company has concluded the sale of finished goods and related shipping and handling are accounted for as a single performance obligation. 3. Determine the transaction price The transaction price is determined based on the consideration to which the Company will be entitled to receive in exchange for transferring goods to the customer. The Company estimates the amount of potential refunds at each reporting period using a portfolio approach of historical data, adjusted for changes in expected customer experience, including seasonality and changes in economic factors. Discounts provided to customers are accounted for as an element of the transaction price and as a reduction to revenue. Discounts were $5 and $140 for the three months ended May 31, 2019 and 2018, respectively, and $625 and $257 for the nine months ended May 31, 2019 and 2018, respectively. Revenue is presented net of taxes collected from customers and remitted to governmental authorities. 4. Allocate the transaction price to the performance obligations in the contract The Company’s products are sold at their standalone selling price. 5. Recognize revenue when the Company satisfies a performance obligation Revenue is recognized when control of the finished goods is transferred to the customer. Control of the finished goods is transferred at a point in time, upon delivery to the customer. The period of time between the satisfaction of the performance obligation and when payment is due from the customer is not significant. In the following table, product sales are disaggregated as follows for the three and nine months ended May 31, 2018 and 2019: Three Months Ended May 31, Nine months Ended May 31, 2019 2018 2019 2018 Manufacturing $ 40,956 $ 12,894 $ 100,992 $ 32,086 Services 530 11 990 27 Total Net Revenue $ 41,486 $ 12,905 $ 101,982 $ 32,113 Advertising The Company conducts advertising for the promotion of its products and services. In accordance with ASC subtopic 720-35-25 (“ASC 720”), advertising costs are charged to expense when incurred. Advertising costs were $207 and $225 for the three months ended May 31, 2019 and 2018, respectively. Advertising costs were $877 and $385 for the nine months ended May 31, 2019 and 2018, respectively. Recently Issued Accounting Pronouncements Fair Value Measurement (Topic 820), - Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement. Intangibles — Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. Leases (“ASC 842”) Other Accounting standards that have been issued or proposed by FASB that do not require adoption until a future date are not expected to have a material impact on the condensed consolidated financial statements upon adoption. The Company does not discuss recent pronouncements that are not anticipated to have an impact on or are unrelated to its financial condition, results of operations, cash flows or disclosures.

RESTATEMENT

RESTATEMENT	9 Months Ended
	May 31, 2019
Accounting Changes and Error Corrections [Abstract]
RESTATEMENT	NOTE 2 - RESTATEMENT In connection with the preparation of the Company’s condensed consolidated interim financial statements as of and for the fiscal quarter ended February 28, 2019, the Company identified inadvertent errors in the accounting for certain shared-settled contingent consideration obligations relating to the Company’s acquisition of CMP Wellness in May 2017, Summit Innovations in May 2018, and Hybrid Creative in July 2018. In connection with those acquisitions, contingent equity consideration relating to certain earn-out arrangements were accounted for as equity. Upon further evaluation, the Company determined that the share-settled contingent consideration should have been accounted for as liabilities with fair value changes recorded in the Company’s consolidated statements of operations. Accordingly, on April 11, 2019, the Company filed Amendment No. 1 to its Annual Report on Form 10-K/A (the “Amended 10-K”), which restated the Company’s previously issued audited consolidated financial statements as of and for the fiscal years ended August 31, 2018 and 2017 and unaudited condensed consolidated interim financial statements as of and for the fiscal periods ended May 31, 2017, November 30, 2017, February 28, 2018, May 31, 2018 and November 30, 2018. Tables summarizing the effects of the restatement adjustments to the Company’s condensed consolidated balance sheet as of August 31, 2018 and condensed consolidated statements of operations as of and for the three and nine months ended May 31, 2018 were presented in Note 2, “Restatement” and Note 18, “Quarterly Information (Unaudited)” to the consolidated financial statements in the Amended 10-K.

ACQUISITION OF SUMMIT INNOVATIO

ACQUISITION OF SUMMIT INNOVATIONS, LLC	9 Months Ended
	May 31, 2019
ACQUISITION OF SUMMIT INNOVATIONS, LLC
Business Acquisition [Line Items]
ACQUISITION OF SUMMIT INNOVATIONS, LLC	NOTE 3 - ACQUISITION OF SUMMIT INNOVATIONS, LLC On May 2, 2018, the Company completed its acquisition of Summit Innovations, LLC (“Summit”), a leading distributor of hydrocarbon gases to the legal cannabis industry. Pursuant to the terms of the merger agreement with Summit, Summit merged with and into KCH Energy, LLC, a wholly-owned subsidiary of the Company. The acquisition was accounted for using the acquisition method of accounting in accordance with ASC 805, Business Combinations

ACQUISITION OF THE HYBRID CREAT

ACQUISITION OF THE HYBRID CREATIVE, LLC	9 Months Ended
	May 31, 2019
ACQUISITION OF HYBRID CREATIVE, LLC
Business Acquisition [Line Items]
ACQUISITION OF THE HYBRID CREATIVE, LLC	NOTE 4 - ACQUISITION OF THE HYBRID CREATIVE, LLC On July 11, 2018, the Company completed its acquisition of Zack Darling Creative Associates (“ZDCA”), and its wholly-owned subsidiary The Hybrid Creative, LLC (“Hybrid”), which together operated as a specialist design agency. Pursuant to the terms of the purchase agreement with the members of ZDCA, the Company purchased the entire issued member interest of ZDCA. Following the acquisition, ZDCA operates as a wholly-owned subsidiary of the Company, with Hybrid continuing to operate as wholly-owned subsidiary of ZDCA. The acquisition was accounted for using the acquisition method of accounting in accordance with ASC 805, Business Combinations

CONCENTRATIONS OF RISK

CONCENTRATIONS OF RISK	9 Months Ended
	May 31, 2019
Risks and Uncertainties [Abstract]
CONCENTRATIONS OF RISK	NOTE 5 - CONCENTRATIONS OF RISK Supplier Concentrations The Company purchases inventory from various suppliers and manufacturers. For the nine months ended May 31, 2019, one vendor accounted for approximately 42% of total inventory purchases. For the nine months ended May 31, 2018, two vendors, accounted for approximately 14% of total inventory purchases. Customer Concentrations During the nine months ended May 31, 2019, there was one customer which represented over 10% of the Company’s revenues. During the nine months ended May 31, 2018, no customer represented over 10% of the Company’s revenues. As of May 31, 2019, there was one customer who represented 24% of accounts receivable. As of May 31, 2018, there were no customers who represented more than 10% of accounts receivable.

SALE OF RUB

SALE OF RUB	9 Months Ended
	May 31, 2019
Sale Of Rub [Abstract]
SALE OF RUB	NOTE 6 - SALE OF RUB On September 21, 2018, Smoke Cartel, Inc. (“Smoke Cartel”) and the Company entered into an agreement to sell a web domain and inventory related to the Company’s Roll-uh-Bowl (“RUB”) product line. The Company received 1,410 shares of Smoke Cartel common stock as part of the consideration for this transaction. The fair value of its equity investment as of September 21, 2018 was based upon the closing stock price of Smoke Cartel. The following sets forth the calculation of the gain on disposition of assets upon completion of the sale: Fair value of Smoke Cartel as of September 21, 2018 $ 1,790 RUB web domain and inventory sold (536 ) Gain on disposition of assets $ 1,254 The sale of the RUB assets did not qualify as a discontinued operation as the sale is not a strategic shift that has (or will have) a major effect on the Company’s operations and financial results. As of May 31, 2019, the 1,410 shares of Smoke Cartel were valued at $1,128 and is recorded in Other assets on the Company’s unaudited condensed consolidated balance sheet.

PROPERTY AND EQUIPMENT

PROPERTY AND EQUIPMENT	9 Months Ended
	May 31, 2019
Property, Plant and Equipment [Abstract]
PROPERTY AND EQUIPMENT	NOTE 7 - PROPERTY AND EQUIPMENT The major classes of fixed assets consist of the following as of May 31, 2019 and August 31, 2018: May 31, August 31, 2019 2018 Machinery and equipment $ 3,897 $ 2,938 Vehicles 677 381 Office Equipment 2,811 385 Leasehold improvements 1,889 1,319 Construction in Progress 1,392 - 10,666 5,023 Accumulated Depreciation (1,853 ) (888 ) $ 8,813 $ 4,135 Of the $677 of vehicles as of May 31, 2019, $240 consisted of capital leased assets. Depreciation and amortization expense was $397 and $113, for the three months ended May 31, 2019 and 2018, respectively. Of the $397 of depreciation and amortization expense related to property and equipment for the three months ended May 31, 2019, $266 is included in selling, general and administrative expense and $131 is included in cost of goods sold in the condensed consolidated statements of operations. Of the $113 of depreciation and amortization expense for the three months ended May 31, 2018, $71 is included in selling, general and administrative expense and $42 is included in cost of goods sold in the condensed consolidated statements of operations. Depreciation and amortization expense was $965 and $228, for the nine months ended May 31, 2019 and 2018, respectively. Of the $965 of depreciation and amortization expense related to property and equipment for the nine months ended May 31, 2019, $623 is included in selling, general and administrative expense and $342 is included in cost of goods sold in the condensed consolidated statements of operations. Of the $228 of depreciation and amortization expense for the nine months ended May 31, 2018, $103 is included in selling, general and administrative expense and $125 is included in cost of goods sold in the condensed consolidated statements of operations.

INTANGIBLE ASSETS

INTANGIBLE ASSETS	9 Months Ended
	May 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
INTANGIBLE ASSETS	NOTE 8 - INTANGIBLE ASSETS Intangible assets consist of the following as of May 31, 2019 and August 31, 2018: Weighted As of May 31, 2019 As of August 31, 2018 Estimated Gross Gross Useful Carrying Accumulated Net Carrying Accumulated Net Description Life Value Amortization Amount Value Amortization Amount Domain name 5 years $ - $ - $ - $ 599 $ (166 ) $ 433 Trade name 6 years 2,600 (903 ) 1,697 2,600 (578 ) 2,022 Non-compete agreement 4 years 2,370 (727 ) 1,643 2,370 (337 ) 2,033 $ 4,970 $ (1,630 ) $ 3,340 $ 5,569 $ (1,081 ) $ 4,488 Amortization expense was $237 and $188 for the three months ended and $746 and $564, for the nine months ended May 31, 2019 and 2018, respectively. The following table shows the remaining estimated amortization expense associated with finite lived intangible assets as of May 31, 2019: Intangible Assets 2019 $ 237 2020 947 2021 881 2022 747 2023 528 $ 3,340

ACCRUED EXPENSES AND OTHER CURR

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES	9 Months Ended
	May 31, 2019
Accrued Liabilities and Other Liabilities [Abstract]
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES	NOTE 9 - ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES Accrued expenses and other current liabilities consist of the following as of May 31, 2019 and August 31, 2018: May 31, August 31, 2019 2018 Customer deposits $ 3,022 $ 769 Accrued compensation 3,328 993 Sales tax payable 833 432 Other accrued expenses 2,306 815 $ 9,489 $ 3,009

DEBT

DEBT	9 Months Ended
	May 31, 2019
Debt Disclosure [Abstract]
DEBT	NOTE 10 – DEBT Line of Credit On November 16, 2017, the Company and its wholly-owned subsidiary KIM International Corporation (“KIM”) as borrowers, and all of the Company’s other subsidiaries, as credit parties, entered into a Loan and Security Agreement (the “Loan Agreement”) with Gerber Finance Inc., as lender (“Gerber”), effective as of November 6, 2017. The Loan Agreement originally provided a secured revolving credit facility (the “Revolving Line”) in an aggregate principal amount of up to $2.0 million at any time outstanding. Under the original terms of the Loan Agreement, the principal amount of loans, plus the face amount of any outstanding letters of credit, at any time outstanding could not exceed up to 85% of the Company’s eligible receivables minus reserves. Under the terms of the Loan Agreement, the Company may also request letters of credit from Gerber. The proceeds of the loans under the Loan Agreement will be used for working capital and general corporate purposes. The Revolving Line has a maturity date of November 6, 2019. Borrowings under the Revolving Line accrues interest at a rate based on the prime rate as customarily defined, plus a margin of 3.0%. On March 8, 2018, the Company and KIM entered into a first amendment to the Loan Agreement with Gerber. Pursuant to the first amendment, the aggregate principal amount of the Revolving Line at any time outstanding was increased to $4.0 million and the principal amount of loans, plus the face amount of any outstanding letters of credit, at any time outstanding could not exceed the lesser of (i) 40% of the value of certain inventory and (ii) 50% of certain accounts receivable. On November 9, 2018, the Company and KIM entered into a second amendment to the Loan Agreement with Gerber. Pursuant to the second amendment, the aggregate principal amount of the Revolving Line at any time outstanding was increased to $8.0 million. Additionally, subject to certain exceptions, the face amount of any outstanding letters of credit, at any time outstanding cannot exceed the lesser of (i) 25% of the value of certain inventory (increasing to 40% upon receipt of certain landlord waivers) and (ii) 50% of certain accounts receivable. In April 2019, the Company obtained a waiver of non-compliance with certain covenant violations associated with the restatements described in Note 2. Long-term Debt On April 29, 2019, On the Maturity Date, the Company must repay an amount equal to 120% of the Aggregate Principal. The Company has an option to redeem the Note (i) between the issuance date and three months following issuance at an amount equal to 106.5% of the Aggregate Principal with respect to outstanding principal and any accrued interest or late charges, (ii) between three and six months following issuance at an amount equal to 112% of the Aggregate Principal with respect to outstanding principal and any accrued interest or late charges, (iii) between six and ten months at an amount equal to 115% of the Aggregate Principal with respect to outstanding principal and any accrued interest or late charges, and (iv) thereafter through the Maturity Date at an amount equal to 120% of the Aggregate Principal with respect to outstanding principal and any accrued interest or late charges. The Note includes customary affirmative and negative covenants, including a limitation on the Company’s ability to incur additional indebtedness, subject to certain permitted exceptions. The Note includes customary events of default including, among others, payment defaults, breach of covenant defaults, bankruptcy and insolvency defaults, cross defaults with certain indebtedness, a change of control default, judgment defaults, and inaccuracies of representations and warranties defaults. The Investor may require the Company to redeem, upon the occurrence of an event of default, all or a portion of the Note at a redemption premium of 135% of Aggregate Principal with respect to outstanding principal and any accrued interest or late charges. Any late payments under the Note will accrue late charges at a rate of 18% per annum, unless such payments are also subject to the Default Rate Pursuant to the Purchase Agreement, the Company granted to the Investor participation rights for the longer of (i) the second anniversary of the closing of the Private Placement or (ii) the date when the Note is no longer outstanding, pursuant to which the Investor will receive pro rata rights to participate in future financing transactions up to an aggregate of 15% of such transactions (or, except for certain permitted indebtedness, up to an aggregate of 100% of debt issuances). See Note 12.

WARRANT LIABILITY

WARRANT LIABILITY	9 Months Ended
	May 31, 2019
Warrant Liabilities [Abstract]
WARRANT LIABILITY	NOTE 11 - WARRANT LIABILITY In June of 2018, the Company issued warrants to purchase 3,750 shares of its common stock to investors in a registered direct offering. The warrants have a term of five years from the date of issuance. The exercise price of the warrants is protected in the event the Company issues securities with a variable conversion or exercise price during the three-year period following the warrants’ issuance. Pursuant to ASC 815, the fair value of the warrants of $15,350 was recorded as a derivative liability on the issuance date. The estimated fair values of the warrants were computed at issuance using an option pricing model. The estimated fair value of the outstanding warrant liability was $7,410 and $14,430 as of May 31, 2019 and August 31, 2018, respectively. Increases or decreases in the fair value of the derivative liability are included as a component of other income (expense) in the accompanying condensed consolidated statements of operations for the respective period. Accordingly, the changes to the derivative liability for warrants resulted in a decrease of $5,965 and $7,020 in warrant liability and a corresponding gain for the three and nine months ended May 31, 2019. The estimated fair value of the warrants was computed as of May 31, 2019 and August 31, 2018 using the following assumptions: May 31, August 31, 2019 2018 Stock price volatility 69% 81% Risk-free interest rates 1.93% 2.74% Annual dividend yield -% -% Term (years) 4.0 4.0 In addition, as applicable management assessed the probabilities of future financing assumptions in the valuation models.

FAIR VALUE OF FINANCIAL INSTRUM

FAIR VALUE OF FINANCIAL INSTRUMENTS	9 Months Ended
	May 31, 2019
Fair Value Disclosures [Abstract]
FAIR VALUE OF FINANCIAL INSTRUMENTS	NOTE 12 - FAIR VALUE OF FINANCIAL INSTRUMENTS Fair value measurements are performed in accordance with the guidance provided by ASC Topic 820, “Fair Value Measurements and Disclosures.” ASC Topic 820 establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Assets and liabilities recorded at fair value in the financial statements are categorized based upon the hierarchy of levels of judgment associated with the inputs used to measure their fair value. Hierarchical levels directly related to the amount of subjectivity associated with the inputs to fair valuation of these assets and liabilities, are as follows: Level 1 - Quoted prices in active markets for identical assets or liabilities that an entity has the ability to access. Level 2 - Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. Level 3 - Unobservable inputs that are supportable by little or no market activity and that are significant to the fair value of the asset or liability. The carrying amounts of the Company’s financial instruments, including cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities, capital lease obligations and deferred revenue approximate their fair values based on their short-term nature. The carrying amount of the Company’s long-term notes payable approximates its fair value based on interest rates available to the Company for similar debt instruments and similar remaining maturities. The estimated fair value of the contingent consideration related to the Company's business combinations is recorded using significant unobservable measures and other fair value inputs and is therefore classified as a Level 3 financial instrument. The Company accounts for its investment in Smoke Cartel at fair value. On September 21, 2018, Smoke Cartel and the Company entered into an agreement to sell the RUB web domain and inventory related to this product line and in exchange, received 1,410 shares of Smoke Cartel common stock (see Note 6 above.) The fair value of its investment as of September 21, 2018 and May 31, 2019 was based upon the closing stock price of Smoke Cartel. The investment was classified as a Level 2 financial instrument. In connection with the Company’s registered direct offering in June 2018, the Company issued warrants to purchase shares of its common stock and recorded embedded conversion features which are accounted for as derivative liabilities (see Note 11 above.) The estimated fair value of the derivatives is recorded using significant unobservable measures and other fair value inputs and is therefore classified as a Level 3 financial instrument. In connection with the Company’s private placement offering in April 2019, the Company entered into a Purchase Agreement, whereby it granted to the Investor participation rights in future financing transactions up to an aggregate of 15% of such transactions (or, except for certain permitted indebtedness, up to an aggregate of 100% of debt issuances). These participation rights are recorded as a derivative liability with estimated fair value determined using significant unobservable measures and other fair value inputs and is therefore classified as a Level 3 financial instrument. The following tables details the fair value measurements within the fair value hierarchy of the Company’s financial instruments, which includes the Level 2 assets and the Level 3 liabilities: Fair Value at May 31, 2019 Total Level 1 Level 2 Level 3 Assets: Equity investment $ 1,728 $ - $ 1,728 $ - Liabilities: Participation rights derivative liability 811 - - 811 Contingent consideration payable 2,961 2,961 Warrant liability 7,410 - - 7,410 Total liabilities $ 11,182 $ - $ - $ 11,182 Fair Value at August 31, 2018 Total Level 1 Level 2 Level 3 Liabilities: Contingent consideration payable $ 5,488 $ - $ - $ 5,488 Warrant liability 14,430 - - 14,430 Total liabilities $ 19,918 $ - $ - $ 19,918 The following table reflects the activity for the Company’s investment in Smoke Cartel measured at fair value using Level 2 inputs: Investment in Smoke Cartel Balance at August 31, 2018 $ - Acquisition of equity investment 1,791 Adjustments to estimated fair value (663 ) Balance at May 31, 2019 $ 1,128 The following table reflects the activity for the Company’s warrant derivative liability for the June 2018 registered offering measured at fair value using Level 3 inputs: Warrant Liability Balance at August 31, 2018 $ 14,430 Adjustments to estimated fair value (7,020 ) Balance at May 31, 2019 $ 7,410 The following table reflects the activity for the Company’s participation rights derivative liability for the April 2019 private debt offering measured at fair value using Level 3 inputs: Warrant Liability Balance at April 30, 2019 $ 1,100 Adjustments to estimated fair value (289 ) Balance at May 31, 2019 $ 811 The following table reflects the activity for the Company’s contingent consideration measured at fair value using Level 3 inputs: Total As of August 31, 2018 $ 5,488 Change in Fair Value 394 As of November 30, 2018 5,882 Change in Fair Value (5,602 ) Cash Payment (140 ) Settled in shares- Hybrid (140 ) As of February 28, 2019 - Change in Fair Value 2,961 As of May 31, 2019 $ 2,961 The fair value of contingent consideration is evaluated each reporting period using projected financial information, discount rates, and key inputs. Projected contingent payment amounts are discounted back to the current period using a discount rate. Financial information is based on the Company’s most recent internal operational budgets and forecasts. Changes in projected financial information may result in higher fair value measurements. Increases in discount rates and the time to payment may result in lower fair value measurements. Increases (decreases) in any of those inputs in isolation may result in a significantly lower (higher) fair value measurement.

STOCKHOLDERS' EQUITY

STOCKHOLDERS' EQUITY	9 Months Ended
	May 31, 2019
Stockholders' Equity Note [Abstract]
STOCKHOLDERS' EQUITY	NOTE 13 - STOCKHOLDERS' EQUITY Preferred Stock The authorized preferred stock is 10,000 shares with a par value of $0.001. As of May 31, 2019, and August 31, 2018, the Company has no shares of preferred stock issued or outstanding. Common Stock The authorized common stock is 265,000 shares with a par value of $0.001. As of May 31, 2019, and August 31, 2018, 88,840 and 78,273 shares were issued and outstanding, respectively. On January 15, 2019, the Company entered into a securities purchase agreement with certain accredited investors pursuant to which the Company sold an aggregate of 6,476 shares of its common stock and warrants to purchase 3,238 shares of common stock in a registered direct offering. The securities were offered by the Company pursuant to its shelf registration statement on Form S-3 (File No. 333-221910) initially filed with the Securities and Exchange Commission on December 5, 2017, as amended on January 25, 2018 and February 14, 2018, and declared effective on February 28, 2018, and an additional registration statement on Form S-3 filed pursuant to Rule 462(b) under the Securities Act, which became effective upon filing on January 16, 2019. Subject to certain ownership limitations, the warrants became immediately exercisable at an exercise price equal to $5.75 per share of common stock. The warrants are exercisable for five years from the date of issuance. The combined per share purchase price for a share of common stock and a half of a warrant was $5.25. The offering closed on January 18, 2019 with aggregate gross proceeds of approximately $34.0 million. The aggregate net proceeds from the offering, after deducting the placement agent fees and other estimated offering expenses, were approximately $31.2 million. During the nine months ended May 31, 2019, the Company sold 9,077 shares of its common stock to investors in exchange for aggregate net proceeds of approximately $41.6 million. During the nine months ended May 31, 2018, the Company sold 5,877 shares of its common stock to investors in exchange for cash of $16.4 million. Stock-based Compensation The Company recorded stock-based compensation-related charges of $8,771 and $1,905 to additional paid in capital for the nine months ended May 31, 2019 and 2018, respectively, in connection with the issuance of shares of common stock and amortization of stock option expense for stock awards issued to employees and directors as compensation and to service providers as consideration for services received. During the nine months ended May 31, 2018, the Company entered into a separation agreement dated as of January 12, 2018 with one employee. The Company issued 100 restricted common shares as part of the separation agreement to this employee, which valued at $667 and was recorded as stock-based compensation as of May 31, 2018. Stock Options The Company’s 2016 Stock Incentive Plan (the “Plan”) was adopted on February 9, 2016. The Plan, as amended, permits the grant of share options and shares to its employees and directors for up to 18,000 shares of common stock. The Company believes that such awards better align the interests of its employees with those of its shareholders. Option awards are generally granted with an exercise price equal to the market price of the Company's stock at the date of grant; those option awards generally vest based on three years of continuous service and have 10-year contractual terms. The Company estimates the fair value of share-based compensation utilizing the Black-Scholes option pricing model, which is dependent upon several variables such as the expected option term, expected volatility of our stock price over the expected option term, expected risk-free interest rate over the expected option term, expected dividend yield rate over the expected option term, and an estimate of expected forfeiture rates. The Company believes this valuation methodology is appropriate for estimating the fair value of stock options granted to employees and directors which are subject to ASC 718 requirements. These amounts are estimates and thus may not be reflective of actual future results, nor amounts ultimately realized by recipients of these grants. The Company recognizes compensation on a straight-line basis over the requisite service period for each award. The following table summarizes the assumptions the Company utilized to record compensation expense for stock options granted during the nine months ended May 31, 2019 and 2018: May 31, May 31, 2019 2018 Expected term in years 1-3 1-4 Expected volatility 69% - 87% 60% Risk-free interest rate 2.29% -3.01% 0.67% - 0.81% Expected dividend yield -% -% The expected life is computed using the simplified method, which is the average of the vesting term and the contractual term. The expected volatility is based on management's analysis of historical volatility. The risk-free interest rate is based on the U.S. Treasury yields with terms equivalent to the expected term of the related option at the time of the grant. While the Company believes these estimates are reasonable, the compensation expense recorded would increase if the expected life was increased, a higher expected volatility was used, or if the expected dividend-yield increased. During the nine months ended May 31, 2019 and 2018, the Company granted 6,936 and 4,096 stock options, respectively, pursuant to the Company’s 2016 Stock Incentive Plan. A summary of the Company’s stock option activity during the nine months ended May 31, 2019 is presented below: Weighted Weighted Average Average Remaining Aggregate Stock Exercise Contractual Intrinsic Options Price Term (in years) Value Balance Outstanding, August 31, 2018 9,368 $ 3.85 9.1 $ 14,463 Granted 6,936 $ 5.63 - - Exercised (534 ) $ 3.69 - - Forfeited (3,108 ) $ 4.08 - - Balance Outstanding, May 31, 2019 12,662 $ 4.78 9.2 $ 4,131 Exercisable, May 31, 2019 2,945 $ 3.22 8.5 $ 3,427 The weighted-average grant-date fair value of options granted during the nine months ended May 31, 2019 and 2018, was $2.59 and $2.22, respectively. During the nine months ended May 31, 2019 and 2018, the aggregate intrinsic value of stock options exercised was $2,773 and $4,503, respectively. As of May 31, 2019, there was $23,741 of total unrecognized compensation cost related to non-vested stock-based compensation arrangements granted under the Plan. That cost is expected to be recognized over a weighted-average period of 1.3 years.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	May 31, 2019
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	NOTE 14 - COMMITMENTS AND CONTINGENCIES Other Commitments In the ordinary course of business, the Company may enter into contractual purchase obligations and other agreements that are legally binding and specify certain minimum payment terms. Litigation The Company may be subject to legal proceedings and claims which arise in the ordinary course of its business. Although occasional adverse decisions or settlements may occur, the Company believes that the final disposition of such matters should not have a material adverse effect on its financial position, results of operations or liquidity. Securities class and derivative litigation During the three months ended May 31, 2019, lawsuits have been filed in California federal and state court by various purported shareholders against, variously, the Company, each of the current members of the Company’s Board of Directors, May v. KushCo Holdings, Inc., et al. Salsberg v. Kovacevich, et al . Neysmith v. Baum, et al . Savage vs. Kovacevich, et al .

NATURE OF BUSINESS AND SIGNIF_2

NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
	May 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed consolidated financial statements include the activity of the Company and its wholly-owned subsidiaries and have been prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP") for interim financial information pursuant to Securities and Exchange Commission (“SEC”) rules and regulations. Accordingly, they do not include all the information and notes required by generally accepted accounting principles for annual financial statements. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation have been included in the condensed consolidated financial statements for the interim periods presented herein, but are not necessarily indicative of operating results to be achieved for full fiscal years or other interim periods. The condensed consolidated balance sheet as of August 31, 2018 was derived from the audited financial statements as of that date, as restated, but does not include all disclosures as required by GAAP. These condensed consolidated financial statements and notes should be read in conjunction with the Company’s audited consolidated financial statements and accompanying notes for the fiscal year ended August 31, 2018, as restated, and notes thereto included in the Company’s Form 10-K/A for the year then ended and filed with the SEC on April 11, 2019. References to amounts in these notes to condensed consolidated financial statements are in thousands, except per share data, unless otherwise specified.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amount of revenues and expenses during the reporting period. Significant estimates relied upon in preparing these condensed consolidated financial statements include revenue recognition, accounts receivable reserves, inventory and related reserves, valuations and purchase price allocations related to business combinations, expected future cash flows used to evaluate the recoverability of long-lived assets, estimated fair values of long-lived assets used to record impairment charges related to intangible assets and goodwill, amortization periods, accrued expenses, stock-based compensation, and recoverability of the Company’s net deferred tax assets and any related valuation allowance. Although the Company regularly assesses these estimates, actual results could differ materially from these estimates. Changes in estimates are recorded in the period in which they become known. The Company bases its estimates on historical experience and various other assumptions that it believes to be reasonable under the circumstances. Actual results may differ from management’s estimates if past experience or other assumptions do not turn out to be substantially accurate. The Company is subject to a number of risks similar to those of other companies of similar size and having a focus of serving the cannabis industry, including, the development stage of certain products, competition, limited number of suppliers, integration of acquisitions, substantial indebtedness, government regulations, protection of proprietary rights, and dependence on key individuals.
Reclassification	Reclassifications Certain classifications have been made to the prior year condensed consolidated financial statements to conform to the current year presentation. The reclassifications had no impact on previously reported net loss or retained earnings (accumulated deficit).
Accounts Receivable	Accounts Receivable Trade accounts receivable are carried at their estimated collectible amounts. Trade credit is generally extended on a short-term basis, thus, trade receivables do not bear interest. Trade accounts receivables are periodically evaluated for collectability based on past credit history and their current financial condition. The Company’s allowance for doubtful accounts was $578 and $1,000 as of May 31, 2019 and August 31, 2018, respectively.
Inventory	Inventory Inventories are stated at the lower of cost or net realizable value using the first-in first out (FIFO) method. The Company’s inventory consists of finished goods of $53,013 and $11,814 as of May 31, 2019 and August 31, 2018, respectively. The Company also makes prepayments against the future delivery of inventory classified as prepaid inventory. The Company’s prepaid inventory was $10,266 and $11,019 as of May 31, 2019 and August 31, 2018, respectively.
Net Loss Per Share	Net Loss Per Share The Company computes earnings per share under Accounting Standards Codification subtopic 260-10, "Earnings per Share" (“ASC 260-10”). Basic net income (loss) per common share is computed by dividing net income or loss by the weighted-average number of shares of common stock outstanding during the period. Diluted net income (loss) per share is computed using the weighted-average number of common shares and common shares equivalents outstanding during the period using the treasury stock method.
Revenue Recognition	Revenue Recognition The Company markets and sells packaging products, vaporizers, hydrocarbon gases, solvents, accessories and branding solutions to customers operating in the regulated medical and recreational cannabis industries. The Company expenses fulfillment costs as incurred because the amortization period would be less than one year in accordance with the ASC 606 practical expedient. In accordance with ASC 606, the Company applies the following steps to recognize revenue for the sale of products that reflects the consideration to which the Company expects to be entitled to receive in exchange for the promised goods: 1. Identify the contract with a customer A contract with a customer exists when the Company enters into an enforceable contract with a customer. The contract is based on either the acceptance of standard terms, or the execution of terms and conditions contracts. These contracts define each party's rights, payment terms and other contractual terms and conditions of the sale. The Company applies judgment in determining the customer’s ability and intention to pay, which is based on a variety of factors including the customer’s historical payment experience and, in some circumstances, published credit and financial information pertaining to the customer. 2. Identify the performance obligations in the contract Performance obligations promised in a contract are identified based on the goods that will be transferred to the customer that are both capable of being distinct and are distinct in the context of the contract, whereby the transfer of the goods is separately identifiable from other promises in the contract. The Company has concluded the sale of finished goods and related shipping and handling are accounted for as a single performance obligation. 3. Determine the transaction price The transaction price is determined based on the consideration to which the Company will be entitled to receive in exchange for transferring goods to the customer. The Company estimates the amount of potential refunds at each reporting period using a portfolio approach of historical data, adjusted for changes in expected customer experience, including seasonality and changes in economic factors. Discounts provided to customers are accounted for as an element of the transaction price and as a reduction to revenue. Discounts were $5K and $140K for the three months ended May 31, 2019 and 2018, respectively, and $625K and $257K for the nine months ended May 31, 2019 and 2018, respectively. Revenue is presented net of taxes collected from customers and remitted to governmental authorities. 4. Allocate the transaction price to the performance obligations in the contract The Company’s products are sold at their standalone selling price. 5. Recognize revenue when the Company satisfies a performance obligation Revenue is recognized when control of the finished goods is transferred to the customer. Control of the finished goods is transferred at a point in time, upon delivery to the customer. The period of time between the satisfaction of the performance obligation and when payment is due from the customer is not significant. In the following table, product sales are disaggregated as follows for the three and nine months ended May 31, 2018 and 2019: Three Months Ended May 31, Nine months Ended May 31, 2019 2018 2019 2018 Manufacturing $ 40,956 $ 12,894 $ 100,992 $ 32,086 Services 530 11 990 27 Total Net Revenue $ 41,486 $ 12,905 $ 101,982 $ 32,113
Advertising	Advertising The Company conducts advertising for the promotion of its products and services. In accordance with ASC subtopic 720-35-25 (“ASC 720”), advertising costs are charged to expense when incurred. Advertising costs were $207 and $225 for the three months ended May 31, 2019 and 2018, respectively. Advertising costs were $877 and $385 for the nine months ended May 31, 2019 and 2018, respectively.
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements Fair Value Measurement (Topic 820), - Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement. Intangibles — Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. Leases (“ASC 842”) Other Accounting standards that have been issued or proposed by FASB that do not require adoption until a future date are not expected to have a material impact on the condensed consolidated financial statements upon adoption. The Company does not discuss recent pronouncements that are not anticipated to have an impact on or are unrelated to its financial condition, results of operations, cash flows or disclosures.

NATURE OF BUSINESS AND SIGNIF_3

NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES (Tables)	9 Months Ended
	May 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Schedule of disaggregation of revenue	Three Months Ended May 31, Nine months Ended May 31, 2019 2018 2019 2018 Manufacturing $ 40,956 $ 12,894 $ 100,992 $ 32,086 Services 530 11 990 27 Total Net Revenue $ 41,486 $ 12,905 $ 101,982 $ 32,113

SALE OF RUB (Tables)

SALE OF RUB (Tables)	9 Months Ended
	May 31, 2019
Sale Of Rub [Abstract]
Schedule of gain on disposition of assets	Fair value of Smoke Cartel as of September 21, 2018 $ 1,790 RUB web domain and inventory sold (536 ) Gain on disposition of assets $ 1,254

PROPERTY AND EQUIPMENT (Tables)

PROPERTY AND EQUIPMENT (Tables)	9 Months Ended
	May 31, 2019
Property, Plant and Equipment [Abstract]
Schedule of property, plant and equipment	May 31, August 31, 2019 2018 Machinery and equipment $ 3,897 $ 2,938 Vehicles 677 381 Office Equipment 2,811 385 Leasehold improvements 1,889 1,319 Construction in Progress 1,392 - 10,666 5,023 Accumulated Depreciation (1,853 ) (888 ) $ 8,813 $ 4,135

INTANGIBLE ASSETS (Tables)

INTANGIBLE ASSETS (Tables)	9 Months Ended
	May 31, 2019
Intangible Assets Disclosure [Abstract]
Schedule of intangible assets	Weighted As of May 31, 2019 As of August 31, 2018 Estimated Gross Gross Useful Carrying Accumulated Net Carrying Accumulated Net Description Life Value Amortization Amount Value Amortization Amount Domain name 5 years $ - $ - $ - $ 599 $ (166 ) $ 433 Trade name 6 years 2,600 (903 ) 1,697 2,600 (578 ) 2,022 Non-compete agreement 4 years 2,370 (727 ) 1,643 2,370 (337 ) 2,033 $ 4,970 $ (1,630 ) $ 3,340 $ 5,569 $ (1,081 ) $ 4,488
Schedule of remaining amortization expense associated with finite lived intangible assets	Intangible Assets 2019 $ 237 2020 947 2021 881 2022 747 2023 528 $ 3,340

ACCRUED EXPENSES AND OTHER CU_2

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Tables)	9 Months Ended
	May 31, 2019
Accrued Liabilities and Other Liabilities [Abstract]
Schedule of accrued expenses and other current liabilities	May 31, August 31, 2019 2018 Customer deposits $ 3,022 $ 769 Accrued compensation 3,328 993 Sales tax payable 833 432 Other accrued expenses 2,306 815 $ 9,489 $ 3,009

WARRANT LIABILITY (Tables)

WARRANT LIABILITY (Tables)	9 Months Ended
	May 31, 2019
Warrant Liabilities [Abstract]
Schedule of estimated fair value of the warrants	May 31, August 31, 2019 2018 Stock price volatility 69% 81% Risk-free interest rates 1.93% 2.74% Annual dividend yield -% -% Term (years) 4.0 4.0

FAIR VALUE OF FINANCIAL INSTR_2

FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables)	9 Months Ended
	May 31, 2019
Fair Value Disclosures [Abstract]
Schedule of fair value of financial instruments	Fair Value at May 31, 2019 Total Level 1 Level 2 Level 3 Assets: Equity investment $ 1,728 $ - $ 1,728 $ - Liabilities: Participation rights derivative liability 811 - - 811 Contingent consideration payable 2,961 2,961 Warrant liability 7,410 - - 7,410 Total liabilities $ 11,182 $ - $ - $ 11,182 Fair Value at August 31, 2018 Total Level 1 Level 2 Level 3 Liabilities: Contingent consideration payable $ 5,488 $ - $ - $ 5,488 Warrant liability 14,430 - - 14,430 Total liabilities $ 19,918 $ - $ - $ 19,918
Schedule of fair value investment in smoke cartel	Investment in Smoke Cartel Balance at August 31, 2018 $ - Acquisition of equity investment 1,791 Adjustments to estimated fair value (663 ) Balance at May 31, 2019 $ 1,128
Schedule of warrant derivative liability	Warrant Liability Balance at August 31, 2018 $ 14,430 Adjustments to estimated fair value (7,020 ) Balance at May 31, 2019 $ 7,410 Warrant Liability Balance at April 30, 2019 $ 1,100 Adjustments to estimated fair value (289 ) Balance at May 31, 2019 $ 811
Schedule of contingent consideration measured at fair value	Total As of August 31, 2018 $ 5,488 Change in Fair Value 394 As of November 30, 2018 5,882 Change in Fair Value (5,602 ) Cash Payment (140 ) Settled in shares- Hybrid (140 ) As of February 28, 2019 - Change in Fair Value 2,961 As of May 31, 2019 $ 2,961

STOCKHOLDERS' EQUITY (Tables)

STOCKHOLDERS' EQUITY (Tables)	9 Months Ended
	May 31, 2019
Stockholders' Equity Note [Abstract]
Schedule of assumptions used	May 31, May 31, 2019 2018 Expected term in years 1-3 1-4 Expected volatility 69% - 87% 60% Risk-free interest rate 2.29% -3.01% 0.67% - 0.81% Expected dividend yield -% -%
Schedule of stock option activity	Weighted Weighted Average Average Remaining Aggregate Stock Exercise Contractual Intrinsic Options Price Term (in years) Value Balance Outstanding, August 31, 2018 9,368 $ 3.85 9.1 $ 14,463 Granted 6,936 $ 5.63 - - Exercised (534 ) $ 3.69 - - Forfeited (3,108 ) $ 4.08 - - Balance Outstanding, May 31, 2019 12,662 $ 4.78 9.2 $ 4,131 Exercisable, May 31, 2019 2,945 $ 3.22 8.5 $ 3,427

NATURE OF BUSINESS AND SIGNIF_4

NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES - Summary of revenue of product sales (Details) - USD ($) $ in Thousands	3 Months Ended			9 Months Ended
	May 31, 2019	May 31, 2018		May 31, 2019	May 31, 2018
Product Information [Line Items]
Total Net Revenue	$ 41,486	$ 12,905	[1]	$ 101,982	$ 32,113	[1]
Manufacturing
Product Information [Line Items]
Total Net Revenue	40,956	12,894		100,992	32,086
Services
Product Information [Line Items]
Total Net Revenue	$ 530	$ 11		$ 990	$ 27
[1]	Restated

NATURE OF BUSINESS AND SIGNIF_5

NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES (Detail Textuals) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	May 31, 2019	May 31, 2018	May 31, 2019	May 31, 2018	Aug. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Allowance for doubtful accounts	$ 578		$ 578		$ 1,000
Inventory finished goods	53,013		53,013		11,814
Prepaid inventory	10,266		10,266		$ 11,019
Discounts provided to customers of transaction price and as a reduction to revenue	5	$ 140	625	$ 257
Advertising costs	$ 207	$ 225	$ 877	$ 385

ACQUISITION OF SUMMIT INNOVAT_2

ACQUISITION OF SUMMIT INNOVATIONS, LLC (Detail Textuals) - ACQUISITION OF SUMMIT INNOVATIONS, LLC - USD ($) $ in Thousands	May 02, 2018	May 31, 2019
Business Acquisition [Line Items]
Cash held back	$ 188
Share consideration held back period	15 months
Contingent consideration of fair value		$ 2,961
Common Shares
Business Acquisition [Line Items]
Cash consideration, aggregated in cash	$ 905
Shares Held Back (in shares)	640
Company stock (in shares)	1,280
Number of shares issued for purchase consideration (in shares)		707
Common Shares | Earn-out Consideration
Business Acquisition [Line Items]
Maximum earn out consideration of common stock shares to be entitled to members	1,280

ACQUISITION OF THE HYBRID CRE_2

ACQUISITION OF THE HYBRID CREATIVE, LLC (Detail Textuals) - ACQUISITION OF HYBRID CREATIVE, LLC $ in Thousands	Jul. 11, 2018USD ($)shares
Business Acquisition [Line Items]
Cash consideration, aggregated in cash	$ 847
Cash held back	$ 82
Aggregate shares common stock (in shares) | shares	360
Earn-out Consideration | Zack Darling Creative Associates ("ZDCA")
Business Acquisition [Line Items]
Cash consideration, aggregated in cash	$ 485
Aggregate shares common stock (in shares) | shares	213

CONCENTRATIONS OF RISK (Detail

CONCENTRATIONS OF RISK (Detail Textuals)	9 Months Ended
	May 31, 2019VendorCustomer	May 31, 2018VendorCustomer
Purchase | Supplier Concentration Risk
Concentration Risk [Line Items]
Number of vendors | Vendor	1	2
Concentration risk description	One vendor accounted for approximately 42% of total inventory purchases	Two vendors, accounted for approximately 14% of total inventory purchases
Concentration risk, percentage	42.00%
Purchase | Supplier Concentration Risk | Vendor 1
Concentration Risk [Line Items]
Concentration risk, percentage	42.00%
Purchase | Supplier Concentration Risk | Vendor 2
Concentration Risk [Line Items]
Concentration risk, percentage		14.00%
Revenue | Customer Concentration Risk
Concentration Risk [Line Items]
Concentration risk description	One customer which represented over 10% of the Company's revenues	No customer represented over 10% of the Company's revenues
Concentration risk, percentage	10.00%	10.00%
Number of customer	1	0
Accounts Receivable | Customer Concentration Risk
Concentration Risk [Line Items]
Concentration risk description	One customer who represented 24% of accounts receivable	No customers who represented more than 10% of accounts receivable
Concentration risk, percentage	24.00%	10.00%
Number of customer	1	0

SALE OF RUB (Details)

SALE OF RUB (Details) - USD ($) $ in Thousands	1 Months Ended	9 Months Ended
	Sep. 21, 2018	May 31, 2019
Product Information [Line Items]
Gain on disposition of assets		$ 1,254
Smoke Cartel, Inc.
Product Information [Line Items]
Fair value of Smoke Cartel as of September 21, 2018	$ 1,790
RUB web domain and inventory sold	(536)
Gain on disposition of assets	$ 1,254

SALE OF RUB (Detail Textuals)

SALE OF RUB (Detail Textuals) - Smoke Cartel, Inc. - USD ($) $ in Thousands	1 Months Ended
	Sep. 21, 2018	May 31, 2019
Product Information [Line Items]
Common stock issued for consideration to sell web domain and inventory related to Roll-uh-Bowl ("RUB") product line	1,410
Equity investments		$ 1,128

PROPERTY AND EQUIPMENT - Major

PROPERTY AND EQUIPMENT - Major classes of fixed assets (Details) - USD ($) $ in Thousands	May 31, 2019	Aug. 31, 2018
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	$ 10,666	$ 5,023
Accumulated Depreciation	(1,853)	(888)
Property, plant and equipment, net	8,813	4,135	[1]
Machinery and equipment
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	3,897	2,938
Vehicles
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	677	381
Office Equipment
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	2,811	385
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	1,889	1,319
Construction in progress
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	$ 1,392	$ 0
[1]	Restated

PROPERTY AND EQUIPMENT (Detail

PROPERTY AND EQUIPMENT (Detail Textuals) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	May 31, 2019	May 31, 2018	May 31, 2019	May 31, 2018	Aug. 31, 2018
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	$ 10,666		$ 10,666		$ 5,023
Depreciation expense	397	$ 113	965	$ 288
Selling, general and administrative expense
Property, Plant and Equipment [Line Items]
Depreciation expense	266	71	623	103
Cost of goods sold
Property, Plant and Equipment [Line Items]
Depreciation expense	131	$ 42	342	$ 125
Vehicles
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	677		677		$ 381
Capital leased assets	$ 240		$ 240

INTANGIBLE ASSETS AND GOODWILL

INTANGIBLE ASSETS AND GOODWILL (Details) - USD ($) $ in Thousands	9 Months Ended
	May 31, 2019	Aug. 31, 2018
Acquired Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	$ 4,970	$ 5,569
Accumulated Amortization	(1,630)	(1,081)
Net Amount	$ 3,340	4,488
Domain name
Acquired Finite-Lived Intangible Assets [Line Items]
Weighted average estimated useful life	5 years
Gross Carrying Value	$ 0	599
Accumulated Amortization	0	(166)
Net Amount	$ 0	433
Trade name
Acquired Finite-Lived Intangible Assets [Line Items]
Weighted average estimated useful life	6 years
Gross Carrying Value	$ 2,600	2,600
Accumulated Amortization	(903)	(578)
Net Amount	$ 1,697	2,022
Non-compete agreement
Acquired Finite-Lived Intangible Assets [Line Items]
Weighted average estimated useful life	4 years
Gross Carrying Value	$ 2,370	2,370
Accumulated Amortization	(727)	(337)
Net Amount	$ 1,643	$ 2,033

INTANGIBLE ASSETS AND GOODWIL_2

INTANGIBLE ASSETS AND GOODWILL (Details 1) - USD ($) $ in Thousands	May 31, 2019	Aug. 31, 2018
Year ended August 31,
2019	$ 237
2020	947
2021	881
2022	747
2023	528
Amortization expense	$ 3,340	$ 4,488

INTANGIBLE ASSETS AND GOODWIL_3

INTANGIBLE ASSETS AND GOODWILL (Detail Textuals) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	May 31, 2019	May 31, 2018	May 31, 2019	May 31, 2018
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization expense	$ 237	$ 188	$ 746	$ 564

ACCRUED EXPENSES AND OTHER CU_3

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Details) - USD ($) $ in Thousands	May 31, 2019	Aug. 31, 2018
Accrued Liabilities And Other Liabilities Current [Abstract]
Customer deposits	$ 3,022	$ 769
Accrued compensation	3,328	993
Sales tax payable	833	432
Other accrued expenses	2,306	815
Accrued expenses and other current liabilities	$ 9,489	$ 3,009	[1]
[1]	Restated

DEBT (Detail Textuals)

DEBT (Detail Textuals) - USD ($) $ in Millions	Nov. 09, 2018	Mar. 08, 2018	Nov. 06, 2017	Apr. 29, 2019
Loan and Security Agreement (the "Loan Agreement") | Kim International Corporation | Gerber Finance Inc., as lender ("Gerber") | Secured revolving credit facility (the "Revolving Line")
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 8	$ 4	$ 2
Percentage of threshold maximum borrowing capacity			85.00%
Maturity date			Nov. 6, 2019
Margin added in interest rate			3.00%
Letters of credit, maximum percentage of inventory		40.00%
Letters of credit, maximum percentage of accounts receivable		50.00%
Revolving line of credit facility description	The face amount of any outstanding letters of credit, at any time outstanding cannot exceed the lesser of (i) 25% of the value of certain inventory (increasing to 40% upon receipt of certain landlord waivers) and (ii) 50% of certain accounts receivable.
Securities Purchase Agreement (the "Purchase Agreement") | Private placement offering (the "Private Placement")
Line of Credit Facility [Line Items]
Aggregate principal amount				$ 21.3
Gross proceeds from private placement				$ 20
Redemption premium				135.00%
Long term debt maturity date terms and conditions				On the Maturity Date, the Company must repay an amount equal to 120% of the Aggregate Principal. The Company has an option to redeem the Note (i) between the issuance date and three months following issuance at an amount equal to 106.5% of the Aggregate Principal with respect to outstanding principal and any accrued interest or late charges, (ii) between three and six months following issuance at an amount equal to 112% of the Aggregate Principal with respect to outstanding principal and any accrued interest or late charges, (iii) between six and ten months at an amount equal to 115% of the Aggregate Principal with respect to outstanding principal and any accrued interest or late charges, and (iv) thereafter through the Maturity Date at an amount equal to 120% of the Aggregate Principal with respect to outstanding principal and any accrued interest or late charges.
Percentage of accrue late charges rate				18.00%
Percentage of investor participation rights				15.00%
Percentage of debt issuances				100.00%

WARRANT LIABILITY (Details)

WARRANT LIABILITY (Details) - Percent	May 31, 2019	Aug. 31, 2018
Stock price volatility
Credit Derivatives [Line Items]
Measurement input	69	81
Risk-free interest rates
Credit Derivatives [Line Items]
Measurement input	1.93	2.74
Annual dividend yield
Credit Derivatives [Line Items]
Measurement input	0	0
Term (years)
Credit Derivatives [Line Items]
Term of outstanding warrant liabilities	4 years	4 years

WARRANT LIABILITY (Detail Textu

WARRANT LIABILITY (Detail Textuals) - Derivative warrant liability - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	May 31, 2019	May 31, 2019	Aug. 31, 2018	Jun. 30, 2018
Credit Derivatives [Line Items]
Number of warrants issued				3,750
Term of outstanding warrant liabilities				5 years
Estimated fair value of outstanding warrant liabilities	$ 7,410	$ 7,410	$ 14,430	$ 15,350
Changes in derivative liability	$ 5,965	$ 7,020

FAIR VALUE OF FINANCIAL INSTR_3

FAIR VALUE OF FINANCIAL INSTRUMENTS (Details) - Recurring - USD ($) $ in Thousands	May 31, 2019	Apr. 30, 2019	Aug. 31, 2018
Assets:
Equity investments	$ 1,728
Liabilities
Participation rights derivative liability	811
Contingent consideration payable	2,961		$ 5,488
Warrant liability	7,410		14,430
Total liabilities	11,182		19,918
Level 1
Assets:
Equity investments	0
Liabilities
Participation rights derivative liability	0
Contingent consideration payable			0
Warrant liability	0		0
Total liabilities	0		0
Level 2
Assets:
Equity investments	1,728
Liabilities
Participation rights derivative liability	0
Contingent consideration payable			0
Warrant liability	0		0
Total liabilities	0		0
Level 3
Assets:
Equity investments	0
Liabilities
Participation rights derivative liability	811	$ 1,100
Contingent consideration payable	2,961		5,488
Warrant liability	7,410		14,430
Total liabilities	$ 11,182		$ 19,918

FAIR VALUE OF FINANCIAL INSTR_4

FAIR VALUE OF FINANCIAL INSTRUMENTS (Details 1) - Smoke Cartel, Inc. $ in Thousands	9 Months Ended
	May 31, 2019USD ($)
Investment in Smoke Cartel
Balance at May 31, 2019	$ 1,128
Level 2
Investment in Smoke Cartel
Balance at August 31, 2018	0
Acquisition of equity investment	1,791
Adjustments to estimated fair value	(663)
Balance at May 31, 2019	$ 1,128

FAIR VALUE OF FINANCIAL INSTR_5

FAIR VALUE OF FINANCIAL INSTRUMENTS (Details 2) - Recurring - USD ($) $ in Thousands	1 Months Ended	9 Months Ended
	May 31, 2019	May 31, 2019
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Balance at August 31, 2018		$ 14,430
Balance at November 30, 2018	$ 7,410	7,410
Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Balance at August 31, 2018		14,430
Adjustments to estimated fair value	(289)	(7,020)
Balance at November 30, 2018	$ 7,410	$ 7,410

FAIR VALUE OF FINANCIAL INSTR_6

FAIR VALUE OF FINANCIAL INSTRUMENTS (Details 3) - Recurring - USD ($) $ in Thousands	1 Months Ended	9 Months Ended
	May 31, 2019	May 31, 2019
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Balance at May 31, 2019	$ 811	$ 811
Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Balance at April 30, 2019	1,100
Adjustments to estimated fair value	(289)	(7,020)
Balance at May 31, 2019	$ 811	$ 811

FAIR VALUE OF FINANCIAL INSTR_7

FAIR VALUE OF FINANCIAL INSTRUMENTS (Details 4) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended		6 Months Ended	9 Months Ended
	May 31, 2019	May 31, 2019	Nov. 30, 2018	May 31, 2019	May 31, 2019
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Begining balance	$ 1,010		$ 14,430		$ 14,430
Ending balance	811	$ 811		$ 811	811
Contingent consideration
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Begining balance			5,488	5,882	5,488
Change in Fair Value		2,961	394	(5,602)
Cash payment				(140)
Settled in shares- Hybrid				(140)
Ending balance	$ 0	$ 0	$ 5,882	$ 0	$ 0

FAIR VALUE OF FINANCIAL INSTR_8

FAIR VALUE OF FINANCIAL INSTRUMENTS (Detail Textuals) - shares	1 Months Ended
	Apr. 30, 2019	Sep. 21, 2018
Purchase Agreement
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Percentage of investor participation rights	15.00%
Percentage of debt issuances	100.00%
Smoke Cartel, Inc.
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Common stock issued for consideration to sell a web domain and inventory related to the Company's Roll-uh-Bowl ("RUB") product line		14,101

STOCKHOLDERS' EQUITY - Schedule

STOCKHOLDERS' EQUITY - Schedule of assumptions used (Details)	9 Months Ended
	May 31, 2019	May 31, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility		60.00%
Expected dividend yield	0.00%	0.00%
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term in years	1 year	1 year
Expected volatility	69.00%
Risk-free interest rate	2.29%	0.67%
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term in years	3 years	4 years
Expected volatility	87.00%
Risk-free interest rate	3.01%	0.81%

STOCKHOLDERS' EQUITY - Stock op

STOCKHOLDERS' EQUITY - Stock option activity (Details 1) - USD ($) $ / shares in Units, $ in Thousands	9 Months Ended	12 Months Ended
	May 31, 2019	Aug. 31, 2018
Stock Options
Balance Outstanding	9,368
Granted	6,936
Exercised	(534)
Balance Outstanding	12,662	9,368
Exercisable	2,945
Weighted Average Exercise Price
Balance Outstanding	$ 3.85
Granted	5.63
Exercised	3.69
Forfeited	4.08
Balance Outstanding	4.78	$ 3.85
Exercisable	$ 3.22
Weighted Average Remaining Contractual Term Outstanding	9 years 2 months 12 days	9 years 1 month 6 days
Weighted Average Remaining Contractual Term Exercisable	8 years 6 months
Aggregate Intrinsic Value
Aggregate Intrinsic Value, Balance Outstanding	$ 14,463
Aggregate Intrinsic Value Granted	0
Aggregate Intrinsic Value Exercised	0
Aggregate Intrinsic Value Forfeited	0
Aggregate Intrinsic Value, Balance Outstanding	4,131	$ 14,463
Aggregate Intrinsic Value Exercisable	$ 3,427

STOCKHOLDERS' EQUITY (Detail Te

STOCKHOLDERS' EQUITY (Detail Textuals) - USD ($) $ / shares in Units, $ in Millions	Jan. 15, 2019	Jan. 18, 2019	May 31, 2019	May 31, 2018	Aug. 31, 2018
Stockholders Equity [Line Items]
Preferred stock, shares authorized			10,000		10,000
Preferred stock, par value (in dollars per share)			$ 0.001		$ 0.001
Preferred stock, shares issued			0		0
Preferred stock, shares outstanding			0		0
Common stock, shares authorized			265,000		265,000
Common stock, par value (in dollars per share)			$ 0.001		$ 0.001
Common stock, shares issued			88,840		78,273
Common stock, shares outstanding			88,840		78,273
Common Shares
Stockholders Equity [Line Items]
Number of stock issued to investor in exchange for cash			9,077	5,877
Value of stock issued to investor in exchange for aggregate net proceeds			$ 41.6	$ 16.4
Securities purchase agreement (the "Purchase Agreement") | Certain accredited investors (the "Purchasers")
Stockholders Equity [Line Items]
Number of shares sold to investors	6,476
Common stock, par value	$ 0.001
Number of warrants issued	3,238
Warrants exercise price	$ 5.75
Combined per share purchase price for a share of Common Stock and half of a Warrant		$ 5.25
Gross proceeds from the Offering		$ 34
Net proceeds from the Offering		$ 31.2

STOCKHOLDERS' EQUITY (Detail _2

STOCKHOLDERS' EQUITY (Detail Textuals 1) - USD ($) $ in Thousands	Jan. 12, 2018	May 31, 2019	May 31, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation-related charges		$ 8,771	$ 1,905
One employee | Separation agreement
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of restricted stock issued	100
Value for number of restricted stock issued	$ 667

STOCKHOLDERS' EQUITY (Detail _3

STOCKHOLDERS' EQUITY (Detail Textuals 2) - USD ($) $ / shares in Units, $ in Thousands	9 Months Ended		12 Months Ended
	May 31, 2019	May 31, 2018	Aug. 31, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average remaining contractual term	9 years 2 months 12 days		9 years 1 month 6 days
Number of shares issued	6,936
Aggregate Intrinsic Value Exercised	$ 0
2016 Stock Incentive Plan (the Plan)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares issued	18,000
Share-based payment award vesting period	3 years
Weighted average remaining contractual term	10 years
Number of shares issued	6,936	4,096
Weighted-average grant-date fair value of options granted	$ 2.59	$ 2.22
Aggregate Intrinsic Value Exercised	$ 2,773	$ 4,503
Unrecognized compensation cost related to non-vested share	$ 23,741
Weighted-average period, cost expected to be recognized	1 year 3 months 18 days