Veritas Farms (VFRM) 10-K 15 May 20 2019 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2019	May 14, 2020	Jun. 30, 2019
Document and Entity Information
Entity Registrant Name	Veritas Farms, Inc.
Entity Central Index Key	0001669400
Document Type	10-K
Document Period End Date	Dec. 31, 2019
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2019
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Reporting Status Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Emerging Growth Company	true
Entity Small Business	true
Entity Interactive Data Current	Yes
Entity Ex Transition Period	true
Entity Shell Company	false
Entity File Number	333-21090
Entity Incorporation, State or Country Code	NV
Entity Public Float			$ 234,158,814
Entity Common Stock, Shares Outstanding		41,623,366

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Dec. 31, 2019	Dec. 31, 2018
CURRENT ASSETS
Cash and Cash Equivalents	$ 1,076,543	$ 164,086
Inventories	6,600,455	2,508,954
Accounts Receivable	523,033	244,150
Prepaid Expenses	622,922	116,403
Total Current Assets	8,822,953	3,033,593
PROPERTY PLANT AND EQUIPMENT, net of accumulated depreciation of $976,005 and $580,232 respectively	4,914,063	3,932,459
Intellectual Property	55,000
Right of Use Assets, net of accumulated amortization	134,345
Deposits	292,196	48,034
TOTAL ASSETS	14,218,557	7,014,086
CURRENT LIABILITIES
Accounts Payable	1,567,611	189,431
Accrued Expenses	51,240	165,677
Accrued Interest - Related Parties	18,828	17,949
Notes Payable - Related Parties		262,924
Deferred Rent		7,045
Deferred Revenue		45,018
Current Portion of Right of Use Lease Liability	80,046
Current Portion of Long Term Debt	67,996	50,432
Total Current Liabilities	1,785,721	738,476
LONG-TERM LIABILITIES
Long-term Debt, net of current portion	184,826	196,261
Right of Use Lease Liability, net of current portion	52,798
Total Liabilities	2,023,345	934,737
STOCKHOLDERS' EQUITY
Common Stock, $0.004 par value, 50,000,000 shares authorized, 41,421,698 and 27,876,208 shares issued and outstanding at December 31, 2019 and 2018 respectively	165,446	111,505
Additional Paid in Capital	31,104,373	13,894,844
Accumulated Deficit	(19,074,608)	(7,927,000)
Total Stockholders' Equity	12,195,212	6,079,349
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$ 14,218,557	$ 7,014,086

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Statement of Financial Position [Abstract]
Accumulated depreciation	$ 976,005	$ 580,232
Common stock, par value (in dollars per share)	$ 0.004	$ 0.004
Common stock, authorized	50,000,000	50,000,000
Common stock, issued	41,421,698	27,876,208
Common stock, outstanding	41,421,698	27,876,208

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Income Statement [Abstract]
Sales	$ 7,291,908	$ 2,079,981
Cost of sales	3,753,807	1,203,667
Plant Inventory Write-off	77,387
Total Cost of sales	3,831,194	1,203,667
Gross profit	3,460,714	876,314
Operating Expenses
Selling, General and Administrative	14,590,155	5,282,744
Total Operating Expenses	14,590,155	5,282,744
Operating loss	(11,129,441)	(4,406,430)
Other Expenses (Income)
Interest Expense - Related Party	5,714	22,048
Interest Expense - Other	12,453	6,420
Gain on Forgiveness of Debt		(598,915)
Total Other Expenses (Income)	18,167	(570,447)
Loss before Provision for Income Taxes	(11,147,608)	(3,835,983)
Income Tax Provision
NET LOSS	$ (11,147,608)	$ (3,835,983)
Net Loss per Share - Basic and fully diluted	$ (0.32)	$ (0.19)
Weighted Average Shares Outstanding - Basic and fully diluted	34,712,692	19,744,350

Consolidated Statements of Stoc

Consolidated Statements of Stockholders' Equity - USD ($)	Common Stock	Additional Paid in Capital	Accumulated Deficit	Total
Balance at beginning at Dec. 31, 2017	$ 59,895	$ 7,139,409	$ (4,091,017)	$ 3,108,287
Balance at beginning (in shares) at Dec. 31, 2017	14,973,750
Issuance of Common Stock for Cash	$ 50,385	5,482,467		5,532,852
Issuance of Common Stock for Cash (in shares)	12,596,208
Issuance of Common Stock for Services	$ 1,225	386,775		388,000
Issuance of Common Stock for Services (in shares)	306,250
Stock-based Compensation		886,193		886,193
Net Loss			(3,835,983)	(3,835,983)
Balance at end at Dec. 31, 2018	$ 111,505	13,894,844	(7,927,000)	6,079,349
Balance at end (in shares) at Dec. 31, 2018	27,876,208
Issuance of Common Stock for Cash	$ 38,350	13,323,991		13,362,342
Issuance of Common Stock for Cash (in shares)	9,643,854
Issuance of Common Stock for Services	$ 63	16,813		16,875
Issuance of Common Stock for Services (in shares)	15,625
Stock-based Compensation		2,366,752		2,366,752
Warrants Exercised	$ 15,528	1,501,973		1,517,502
Warrants Exercised (in shares)	3,886,011
Net Loss			(11,147,608)	(11,147,608)
Balance at end at Dec. 31, 2019	$ 165,446	$ 31,104,373	$ (19,074,608)	$ 12,195,212
Balance at end (in shares) at Dec. 31, 2019	41,421,698

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
CASH FLOWS FROM OPERATING ACTIVITIES
Net Loss	$ (11,147,608)	$ (3,835,983)
Adjustments to Reconcile Net Loss to Net Cash Used Operating Activities
Depreciation	404,622	274,194
Amortization of Right of Use Assets	80,607
Stock-based Compensation	2,383,627	1,274,193
Gain on Forgiveness of Debt		(538,254)
Loss on Disposal of Property and Equipment	2,207
Changes in Operating Assets and Liabilities
Inventories	(4,091,501)	(1,080,196)
Prepaid Expenses	(506,519)	(74,309)
Accounts Receivable	(278,883)	(164,249)
Deposits	(244,162)	(25,034)
Deferred Rent	(7,045)	7,045
Deferred Revenue	(45,018)	45,018
Accrued Interest - Related Parties	879	1,719
Right of Use Lease Liability	(82,108)
Accrued Expenses	(114,437)	5,773
Accounts Payable	1,378,180	(55,651)
NET CASH USED IN OPERATING ACTIVITIES	(12,267,159)	(4,165,734)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of Property and Equipment	(1,388,433)	(597,469)
Purchase of Intangible Asset	(55,000)
NET CASH USED IN INVESTING ACTIVITIES	(1,443,433)	(597,469)
CASH FLOWS FROM FINANCING ACTIVITIES
Payments of Long-term Debt	6,129	(13,001)
Repayment of Notes Payable - Related Parties	(262,924)	(767,156)
Proceeds from Note Payable		146,791
Proceeds from Stock Warrants Exercised	1,517,502
Proceeds from Issuance of Common Stock	13,362,342	5,532,852
NET CASH PROVIDED BY FINANCING ACTIVITIES	14,623,049	4,899,486
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS	912,457	136,283
CASH AND CASH EQUIVALENTS - Beginning of Period	164,086	27,803
CASH AND CASH EQUIVALENTS - End of Period	1,076,543	164,086
Supplemental Disclosure of Cash Flow Information:
Cash Paid for Interest	12,500	26,749
Cash Paid for Income Taxes
Non-Cash Financing Activities
Operating Lease Right of Use Asset Obtained in Exchange for Lease Obligations	$ 214,952

Nature of Business and Summary

Nature of Business and Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 1: NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Nature of Business Veritas Farms, Inc. (the "Company"), was incorporated as Armeau Brands Inc. in the State of Nevada on March 15, 2011. On October 13, 2017, the Company filed Amended and Restated Articles of Incorporation with the Nevada Secretary of State changing the name from "Armeau Brands Inc." to "SanSal Wellness Holdings, Inc." Effective February 5, 2019, the Company changed its name from "SanSal Wellness Holdings, Inc." to "Veritas Farms, Inc." The Company's business objectives are to produce natural rich-hemp products, using strict natural protocols and materials yielding broad spectrum phytocannabinoid rich hemp oils, distillates and isolates. The Company is licensed by the Colorado Department of Agriculture to grow industrial hemp pursuant to Federal law on its farm. Effective September 27, 2017, the Company acquired 100% of the issued and outstanding limited liability company membership interests of 271 Lake Davis Holdings LLC dba SanSal Wellness ("271 Lake Davis") in exchange for 11,700,000 (46,800,000 prior to reverse split) restricted shares of the Company's common stock, which represented 100% of 271 Lake Davis's total membership interests outstanding immediately following the closing of the transaction. The transaction has been accounted for as a reverse merger, whereby 271 Lake Davis is the accounting survivor and the historical financial statements presented are those of 271 Lake Davis. Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America. ("U.S. GAAP"). Principles of Consolidation The accompanying consolidated financial statements reflect the accounts of Veritas Farms, Inc. and 271 Lake Davis Holdings and its wholly owned subsidiary, SanSal, LLC. All significant inter-company accounts and transactions have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Actual results could differ from these estimates. Fair Value Measurement The Company has adopted the provisions of ASC Topic 820, Fair Value Measurements and Disclosures, which defines fair value as used in numerous accounting pronouncements, establishes a framework for measuring fair value and expands disclosure of fair value measurements. The estimated fair value of certain financial instruments, including cash and cash equivalents, accounts receivable, accounts payable and accrued expenses are carried at historical cost basis, which approximates their fair values because of the short-term nature of these instruments. The carrying amounts of the Company's short and long-term credit obligations approximate fair value because the effective yields on these obligations, which include contractual interest rates taken together with other features such as concurrent issuances of warrants and/or embedded conversion options, are comparable to rates of returns for instruments of similar credit risk. ASC 820 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 describes three levels of inputs that may be used to measure fair value: Level 1 – quoted prices in active markets for identical assets or liabilities Level 2 – quoted prices for similar assets and liabilities in active markets or inputs that are observable Level 3 – inputs that are unobservable (for example cash flow modeling inputs based on assumptions) The Company does not have any assets or liabilities measured at fair value on a recurring basis. Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. At times, cash and cash equivalents may be in excess of FDIC insurance limits. Revenue Recognition In May 2014, the FASB issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers (Topic 606), which supersedes all existing revenue recognition requirements, including most industry specific guidance. This new standard requires a company to recognize revenues when it transfers goods or services to customers in an amount that reflects the consideration that the company expects to receive for those goods or services. The FASB subsequently issued the following amendments to ASU No. 2014-09 that have the same effective date and transition date: ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations; ASU No. 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing; ASU No. 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients; and ASU No. 2016-20, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers. The Company adopted these amendments with ASU 2014-09 (collectively, the new revenue standards). The new revenue standards became effective for the Company on January 1, 2018 and were adopted using the modified retrospective method. The adoption of the new revenue standards as of January 1, 2018 did not change the Company's revenue recognition as the majority of its revenues continue to be recognized when the customer takes control of its product. As the Company did not identify any accounting changes that impacted the amount of reported revenues with respect to its product revenues, no adjustment to retained earnings was required upon adoption. Under the new revenue standards, the Company recognizes revenues when its customer obtains control of promised goods or services, in an amount that reflects the consideration which it expects to receive in exchange for those goods. The Company recognizes revenues following the five-step model prescribed under ASU No. 2014-09: (i) identify contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenues when (or as) we satisfy the performance obligation. Revenues from product sales are recognized when the customer obtains control of the Company's product, which occurs at a point in time, typically upon delivery to the customer. The Company expenses incremental costs of obtaining a contract as and when incurred if the expected amortization period of the asset that it would have recognized is one year or less or the amount is immaterial. Cost of Goods Sold Hemp Cultivation and Production Cost of goods sold includes the costs directly attributable to production of inventory such as cultivation costs, extraction costs, packaging costs, security, and allocated overhead. Overhead expenses include allocations of rent, administrative salaries, utilities, and related costs. Inventories Inventories consist of growing and processed plants and oils and are valued at the lower of cost or net realizable value. In evaluating whether inventories are stated at lower of cost or net realizable value, management considers such factors as inventories in hand, estimated time to sell such inventories and current market conditions. Write-offs for inventory obsolescence are recorded when, in the opinion of management, the value of specific inventory items has been impaired. Property, Plant and Equipment Purchase of property, plant and equipment are recorded at cost. Improvements and replacements of property, plant and equipment are capitalized. Maintenance and repairs that do not improve or extend the lives of property and equipment are charged to expense as incurred. When assets are sold or retired, their cost and related accumulated depreciation are removed from the accounts and any gain or loss is reported in the Consolidated Statements of Operations Impairment of Long-Lived Assets The carrying value of long-lived assets are reviewed when facts and circumstances suggest that the assets may be impaired or that the amortization period may need to be changed. The Company considers internal and external factors relating to each asset, including cash flows, local market developments, industry trends and other publicly available information. If these factors and the projected undiscounted cash flows of the Company over the remaining amortization period indicate that the asset will not be recoverable, the carrying value will be adjusted to the fair market value. The Company has determined that no impairment exists at December 31, 2019 and December 31, 2018. Compensation and Benefits The Company records compensation and benefits expense for all cash and deferred compensation, benefits, and related taxes as earned by its employees. Compensation and benefits expense also includes compensation earned by temporary employees and contractors who perform similar services to those performed by the Company's employees. Stock-Based Compensation The Company accounts for share-based payments in accordance with ASC 718, "Compensation - Stock Compensation," which requires all share-based payments to employees, including grants of employee stock options, to be recognized in the financial statements based on the grant date fair value of the award. In accordance with ASC 718-10-30-9, "Measurement Objective – Fair Value at Grant Date," the Company estimates the fair value of the award using the Black-Scholes option pricing model for valuation of the share- based payments. The Company believes this model provides the best estimate of fair value due to its ability to incorporate inputs that change over time, such as volatility and interest rates, and to allow for actual exercise behavior of option holders. The simplified method is used to determine compensation expense since historical option exercise experience is limited relative to the number of options issued. The compensation cost is recognized ratably using the straight-line method over the expected vesting period. The Company accounts for stock-based compensation to other than employees in accordance with FASB ASC 505-50. Equity instruments issued to other than employees are valued at the earlier of a commitment date or upon completion of the services, based on the fair value of the equity instruments, and is recognized as expense over the service period. Income Taxes The Company accounts for income taxes under ASC 740 Income Taxes. Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations. In accordance with Financial Accounting Standards Board ASC Topic 740, Income Taxes, management evaluated the Company's tax positions and concluded that the Company had taken no uncertain tax positions that require adjustment to the financial statements to comply with the provisions of this guidance. The Company is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress. Income tax benefits are recognized for income tax positions taken or expected to be taken in a tax return, only when it is determined that the income tax position will more-likely than-not be sustained upon examination by taxing authorities. The Company has analyzed tax positions taken for filings with the Internal Revenue Service and all tax jurisdictions where it operates. The Company believes that income tax filing positions will be sustained upon examination and does not anticipate any adjustments that would result in a material adverse effect on the Company's financial condition, results of operations or cash flows. Accordingly, the Company has not recorded any reserves, or related accruals for interest and penalties for uncertain income tax positions at December 31, 2019 and December 31, 2018. Leases The Company has one leased buildings in Fort Lauderdale, Florida that is classified as operating lease right-of use ("ROU") assets and operating lease liabilities in the Company's consolidated balance sheet. ROU assets and lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at the commencement date for leases exceeding 12 months. Minimum lease payments include only the fixed lease component of the agreement. Operating lease expense is recognized on a straight-line basis over the lease term and is included in cost of Selling, General and Administrative expenses. ASC 842 was effective for us beginning January 1, 2019. The Company elected the available practical expedients on adoption. The adoption had a material impact on our consolidated balance sheets, but did not have a material impact on our consolidated income statements. The most significant impact was the recognition of ROU assets and lease liabilities for operating leases. Finance leases are not material to the Company and were not impacted by the adoption of ASC 842, as finance lease liabilities and the corresponding assets were already recorded in the balance sheet under the previous guidance, ASC 840. Related Party Transactions The Company follows FASB ASC subtopic 850-10, Related Party Disclosures, for the identification of related parties and disclosure of related party transactions. Pursuant to ASC 850-10-20, related parties include: a) affiliates of the Company; b) entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825–10–15, to be accounted for by the equity method by the investing entity; c) trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; d) principal owners of the Company; e) management of the Company; f) other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and g) other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests. The consolidated financial statements shall include disclosures of related party transactions, other than compensation arrangements, expense allowances, and other similar items in the ordinary course of business. However, disclosure of transactions that are eliminated in the preparation of consolidated or combined financial statements is not required in those statements. The disclosures shall include: a) the nature of the relationship(s) involved; b) a description of the transactions, including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which statements of operation are presented, and such other information deemed necessary to an understanding of the effects of the transactions on the financial statements; c) the dollar amounts of transactions for each of the periods for which statements of operations are presented and the effects of any change in the method of establishing the terms from that used in the preceding period; and d) amounts due from or to related parties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement. Legal Proceedings Currently there are no material legal proceedings pending or threatened against the Company. However, from time to time, the Company may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. Litigation is subject to inherent uncertainties, and an adverse result in any such matter may harm the Company's business. Subsequent Events The Company has evaluated subsequent events through the date which the financial statements were issued.

Inventories

Inventories	12 Months Ended
	Dec. 31, 2019
Inventory Disclosure [Abstract]
INVENTORIES	NOTE 2: INVENTORIES Inventory consists of: December 31, December 31, 2019 2018 Inventory Work In Progress $ 4,062,890 $ 2,241,554 Finished Goods 1,983,107 72,604 Other 554,458 194,796 Inventory $ 6,600,455 $ 2,508,954 During the periods ending December 31, 2019 and December 31, 2018 the Company realized a loss from destruction of plants in the amounts of $77,387 and $0, respectively.

Going Concern

Going Concern	12 Months Ended
	Dec. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
GOING CONCERN	NOTE 3: GOING CONCERN The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States, which contemplate continuation of the Company as a going concern. However, the Company has sustained substantial losses from operations since its inception. As of and for the period ended December 31, 2019, the Company had an accumulated deficit of $19,074,608, and a net loss of $11,147,608. These factors, among others, raise substantial doubt about the ability of the Company to continue as a going concern. Continuation as a going concern is dependent on the ability to raise additional capital and financing, though there is no assurance of success. The Company's rebranded line of hemp oil and extract product allowed market penetration into large retail chains vastly increasing brand exposure and awareness. The initial rollouts have been successful creating opportunities for thousands of new retail outlets across the country. The shift from smaller order fulfillment to larger "big box store" orders creates an economy of scale and increased profitability. Currently, the Company incorporates an aggressive marketing plan to compete in the Cannabinoid industry. To become market leaders in the market, the Company will use three primary departments to market its products including: web-based marketing, traditional marketing, and medical marketing departments. The Company believes that it will require additional financing to fund its growth and achieve profitability The Company anticipates that such financing, will be generated from subsequent public or private offerings of its equity and/or debt securities. Outside financing, in concert with increased profitability of "Big Box" retail orders and Ecommerce allow management to conclude that the Company will continue as a going concern. The accompanying financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the possible inability of the Company to continue as a going concern.

Property and Equipment

Property and Equipment	12 Months Ended
	Dec. 31, 2019
Property, Plant and Equipment [Abstract]
PROPERTY AND EQUIPMENT	NOTE 4: PROPERTY AND EQUIPMENT December 31, December 31, Life 2019 2018 PROPERTY AND EQUIPMENT Land and Land Improvements - $ 398,126 398,126 Building and Improvements 39 1,510,175 1,465,245 Greenhouse 39 920,896 693,987 Fencing and Irrigation 15 203,793 203,793 Machinery and Equipment 7 2,480,475 1,475,644 Furniture and Fixtures 7 236,344 224,682 Computer Equipment 5 20,053 20,053 Vehicles 5 120,206 31,161 $ 5,890,068 $ 4,512,691 Less Accumulated Depreciation (976,005 ) (580,232 ) Property and Equipment $ 4,914,063 3,932,459 Total depreciation expense was $404,346 and $274,195 for the years ended December 31, 2019 and 2018, respectively.

Long-Term Debt

Long-Term Debt	12 Months Ended
	Dec. 31, 2019
Long-term Debt, Unclassified [Abstract]
LONG-TERM DEBT	NOTE 5: LONG-TERM DEBT December 31, December 31, 2019 2018 Note Payable which requires monthly payments of $1,618 including interest at 6.00% per annum until February 1, 2020 when the balance is due in full. The note is secured by specific assets of the Company. $ - $ 99,902 Notes Payable which require monthly payments of $3,690, $669, and $1,691, including interest at 5.16% per annum until December 1, 2022, May 1, 2023, and August 1, 2024, when the balance is due in full. The note is secured by specific assets of the Company. 211,952 146,791 Note Payable which require monthly payments of $758, including interest at 3.4% per annum until April 1, 2025, when the balance is due in full. The note is secured by specific assets of the Company. 40,870 - 252,822 246,693 Less Current Portion (67,996 ) (50,432 ) Long-Term Debt - net of current portion $ 184,826 $ 196,261 Long-term debt consisted of the following: Future principal payments are as follows as of the year ended December 31, 2019: 2020 $ 67,996 2021 67,996 2022 67,996 2023 27,299 2024 18,980 Thereafter 2,554 $ 252,822

Stock Based Compensation

Stock Based Compensation	12 Months Ended
	Dec. 31, 2019
Share-based Payment Arrangement [Abstract]
STOCK-BASED COMPENSATION	NOTE 6: STOCK-BASED COMPENSATION The Company approved their 2017 Incentive Stock Plan on September 27, 2017 (the "Incentive Plan") which authorizes the Company to grant or issue non-qualified stock options, incentive stock options, stock appreciation rights, restricted stock, restricted stock units and other equity awards up to a total of 45 million shares. Under the terms of the Incentive Plan, awards may be granted to our employees, directors or consultants. Awards issued under the Incentive Plan vest as determined by the Board of Directors or any of the Committees appointed under the Incentive Plan at the time of grant. The Company's outstanding stock options have a 10-year term. Outstanding non-qualified stock options granted to employees and a consultant vest on a case by case basis. Outstanding incentive stock options issued to employees vest over a three-year period. The incentive stock options granted vest based solely upon continued employment ("time-based"). The Company's time-based share awards that vest in their entirety at the end of three-year periods, time-based share awards where 33.3% of the award vests on each of the three anniversary dates. Outstanding incentive stock options issued to executives vest partially upon grant date, with the residual vesting over the subsequent 6 or 12 months. Stock-based compensation expense was as follows: Twelve Months Ended December 31: 2019 2018 Non-Qualified Stock Options - Immediate $ 998,603 $ 251,023 Incentive Stock Options - Time Bases 1,368,149 623,620 Total Stock-based Compensation Expense $ 2,366,752 $ 874,643 Stock option activity was as follows in the periods ended December 31, 2019 (Post Reverse Split) and December 31, 2018: Stock Weighted- Average Weighted- Average Options Exercise Remaining Outstanding at December 31, 2018 2,275,000 $ 1.06 9.30 Granted 2,043,750 $ 1.23 9.53 Exercised - Forfeited/Canceled - Outstanding at Dec 31, 2019 4,318,750 $ 1.14 8.91 Vested at Dec 31, 2019 2,448,958 $ 1.14 8.51 Exercisable at Dec 31, 2019 2,448,958 $ 1.14 8.51 The Company estimated the fair value of each stock option on the date of grant using the Black Scholes valuation model with the following assumptions: Valuation Assumptions Risk-free interest rate 2.14% – 2.94% Expected dividend yield 0% Expected stock price volatility 105% to 180% Expected life of stock options (in years) 10

Leases

Leases	12 Months Ended
	Dec. 31, 2019
Leases [Abstract]
LEASES	NOTE 7: LEASES We adopted ASC 842 using the modified retrospective approach, electing the practical expedient that allows us not to restate our comparative periods prior to the adoption of the standard on January 1, 2019. As such, the disclosures required under ASC 842 are not presented for periods before the date of adoption. The Company recognized the following related to leases in its Consolidated Balance Sheet: December 31, December 31, 2019 2018 Right of Use Lease Liabilities Current portion $ 80,046 $ - Long-term portion 52,798 - $ 132,844 $ - On January 15, 2017, the Company entered an agreement with Pueblo, CO Board of Water Works to lease water for the Company's cultivation process. The agreement went into effect as of November 1, 2016 with a term of 10 years expiring on October 31, 2026, with an option to extend the lease upon expiration for 10 additional years. This agreement replaced previously entered agreements with Pueblo, CO Board of Water Works. The lease requires annual non-refundable minimum service fees of $15,000 and a usage charge of $1,063 per acre for 30 acres. The minimum service fees and usage charges are subject to escalators for each year based upon percentage increases of Pueblo, CO Board of Water Works rates from the previous calendar year. Total water lease expense was $34,632 and $44,813 for the years ended December 31, 2019 and 2018, respectively. The Company analyzed the classification of the lease under ASC 842, and as it did not meet any of the criteria for a financing lease it has been classified as an operating lease. The Company determined the Right of Use asset and Lease liability values at inception calculated at the present value of all future lease payments for the lease term, using an incremental borrowing rate of 5%. The Lease Liability will be expensed each month, on a straight line basis, over the life of the lease. On June 22, 2018, the Company entered into a sublease agreement with ESDA Inc., a Florida Corporation. The Agreement went into effect as of July 1, 2018 with a term of three years expiring August 31, 2021. The lease contains annual escalators and charges Florida sales tax. Total depreciation expense related to the lease was $80,607 for the year ended December 31, 2019. Prior to 2019 the lease was treated as an operating lease and right of use asset guidance was not applicable. As of December 31, 2019 and December 31, 2018, operating leases have no minimum rental commitments.

Common Stock

Common Stock	12 Months Ended
	Dec. 31, 2019
Equity [Abstract]
COMMON STOCK	NOTE 8: COMMON STOCK During the year ending December 31, 2018, the Company issued 12,596,208 shares of common stock for proceeds of $5,532,852, net of $409,495 issuance costs, and 306,250 shares of common stock for marketing services valued at $388,000. In September of 2019, the board of directors approved an amendment to the Company's Certificate of Incorporation, as amended, to effect a 1-for-4 reverse stock split on the issued and outstanding common. All relevant information relating to numbers of shares and warrants and per share information have been retrospectively adjusted to reflect the reverse stock split for all periods presented. The reverse split was effective on September 19, 2019. During the year ending December 31, 2019, warrants to purchase 3,886,011 shares of common stock were exercised for $1,519,467. Included in warrants exercised are 1,290,570 shares of common stock issued in accordance with a cashless exercise of warrants. During the year ending December 31, 2019, the Company issued 9,643,854 shares of common stock for proceeds of $13,360,377, net of $2,069,603 issuance costs, and 15,625 shares of common stock for marketing services valued at $16,875.

Income Tax

Income Tax	12 Months Ended
	Dec. 31, 2019
Income Tax Disclosure [Abstract]
INCOME TAX	NOTE 9: INCOME TAX The reconciliation of income tax computed at the Federal statutory rate to the provision (benefit) for income taxes from continuing operations is as follows: Year Ended Year Ended December 31, December 31, Federal Taxes (credits) at statutory rates $ (2,470,000 ) $ (965,000 ) State and local taxes, net of Federal benefit (526,000 ) (177,000 ) Change in valuation allowance 2,996,000 1,142,000 $ - $ - Components of deferred tax assets are as follows: Year Ended December 31, December 31, Deferred Tax Assets; Net Operating Loss Carryforwards $ 3,930,000 $ 1,515,000 Stock Compensation 910,000 - Accrued Related Party Expenses - 5,000 Total Deferred Tax Assets 4,840,000 1,520,000 Valuation Allowance (4,300,000 ) (1,304,000 ) Total Deferred Tax Assets net of Valuation Allowance $ 540,000 $ 216,000 Depreciation and Amortization 370,000 200,000 Prepaid Expense 170,000 16,000 Total Deferred Tax Liabilities 540,000 216,000 Net Deferred Tax Assets $ - $ - The Company has approximately $14,500,000 net operating loss carryforwards that are available to reduce future taxable income. Those NOLs begin to expire in 2038. In assessing the realization of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. Based on the assessment, management has established a full valuation allowance against all of the deferred tax assets for every period because it is more likely than not that all of the deferred tax assets will not be realized. The Company's deferred tax liability associated with timing differences related to depreciation and amortization includes $69,000 of liability resulting from tax depreciation deducted in excess of GAAP depreciation prior to the Company becoming taxed as a C-Corporation. The Company files income tax returns in the U.S. federal jurisdiction, and the state of Colorado. The Company adopted the provisions of FASB ASC 740, A ccounting for Uncertainty in Income Taxes

Concentrations

Concentrations	12 Months Ended
	Dec. 31, 2019
Risks and Uncertainties [Abstract]
CONCENTRATIONS	NOTE 10: CONCENTRATIONS The Company had two customers in year ended December 31, 2019 accounting for 25% and 14% of sales. For the year ended December 31, 2018, one customer accounted for 31% of sales. The Company had two customers at December 31, 2019 accounting for 47% and 12% of accounts receivable. At December 31, 2018, the Company had two customers accounting for 30% and 24% of accounts receivable.

Related Party

Related Party	12 Months Ended
	Dec. 31, 2019
Related Party Transactions [Abstract]
RELATED PARTY	NOTE 11: RELATED PARTY The Company incurred $59,906 and $239,305 of related party legal expenses during the years ended December 31, 2019 and 2018, respectively for legal services. As of December 31, 2019 and December 31, 2018, the Company had related party legal accruals for $0. The Company entered into various note payables with stockholders of the company between June 2017 and March 2019. The notes bear interest between 2.00% and 3.00% per annum. The principal balance due on these notes was $0 and $262,924 as of December 31, 2019 and December 31, 2018. Interest accrued was $0 and $17,949 as of December 31, 2019 and December 31, 2018, respectively. The principal balance has been paid in full as of June 30, 2019. The Company issued stock incentives to various directors and employees. Refer to Note 5 for additional details. The Company also issued 125,000 shares stock incentives to a related party in 2019 that immediately vested with an exercise price of $0.98 with related stock compensation expense of $660,810.

Subsequent Events

Subsequent Events	12 Months Ended
	Dec. 31, 2019
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 12: SUBSEQUENT EVENTS The Company has evaluated subsequent events through the date the financial statements were available to be issued. The Company entered into a 61 month building lease for extraction, manufacturing and distribution, commencing on February 28, 2020. For the first 13 months, monthly payments will be $18,699, increasing 3% per year. A $200,000 deposit was made in 2019, but the lease was not executed until March 2020. On January 16, 2020, warrants to purchase 153,279 shares of common stock were exercised on a cashless basis. On April 7, 2020, the Company issued 50,000 shares of common stock for marketing services. In December 2019, a novel strain of coronavirus (COVID-19) emerged in Wuhan, Hubei Province, China. While initially the outbreak was largely concentrated in China and caused significant disruptions to its economy, it has now spread to most other countries and infections have been reported globally. Because COVID-19 infections have been reported throughout the United States, certain federal, state and local governmental authorities have issued stay-at-home orders, proclamations and/or directives aimed at minimizing the spread of COVID-19. The ultimate impact of the COVID-19 pandemic on the Company's operations is unknown and will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the duration of the COVID-19 outbreak, new information which may emerge concerning the severity of the COVID-19 pandemic, and any additional preventative and protective actions that governments, or the Company, may direct, which may result in an extended period of continued business disruption, and reduced operations. Any resulting financial impact cannot be reasonably estimated at this time but it may have a material adverse impact on our business, financial condition and results of operations. Management expects that its business will be impacted to some degree, but the significance of the impact of the COVID-19 outbreak on the Company's business and the duration for which it may have an impact cannot be determined at this time.

Nature of Business and Summar_2

Nature of Business and Summary of Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of Business	Nature of Business Veritas Farms, Inc. (the "Company"), was incorporated as Armeau Brands Inc. in the State of Nevada on March 15, 2011. On October 13, 2017, the Company filed Amended and Restated Articles of Incorporation with the Nevada Secretary of State changing the name from "Armeau Brands Inc." to "SanSal Wellness Holdings, Inc." Effective February 5, 2019, the Company changed its name from "SanSal Wellness Holdings, Inc." to "Veritas Farms, Inc." The Company's business objectives are to produce natural rich-hemp products, using strict natural protocols and materials yielding broad spectrum phytocannabinoid rich hemp oils, distillates and isolates. The Company is licensed by the Colorado Department of Agriculture to grow industrial hemp pursuant to Federal law on its farm. Effective September 27, 2017, the Company acquired 100% of the issued and outstanding limited liability company membership interests of 271 Lake Davis Holdings LLC dba SanSal Wellness ("271 Lake Davis") in exchange for 11,700,000 (46,800,000 prior to reverse split) restricted shares of the Company's common stock, which represented 100% of 271 Lake Davis's total membership interests outstanding immediately following the closing of the transaction. The transaction has been accounted for as a reverse merger, whereby 271 Lake Davis is the accounting survivor and the historical financial statements presented are those of 271 Lake Davis.
Basis of Presentation	Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America. ("U.S. GAAP").
Principles of Consolidation	Principles of Consolidation The accompanying consolidated financial statements reflect the accounts of Veritas Farms, Inc. and 271 Lake Davis Holdings and its wholly owned subsidiary, SanSal, LLC. All significant inter-company accounts and transactions have been eliminated in consolidation.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Actual results could differ from these estimates.
Fair Value Measurement	Fair Value Measurement The Company has adopted the provisions of ASC Topic 820, Fair Value Measurements and Disclosures, which defines fair value as used in numerous accounting pronouncements, establishes a framework for measuring fair value and expands disclosure of fair value measurements. The estimated fair value of certain financial instruments, including cash and cash equivalents, accounts receivable, accounts payable and accrued expenses are carried at historical cost basis, which approximates their fair values because of the short-term nature of these instruments. The carrying amounts of the Company's short and long-term credit obligations approximate fair value because the effective yields on these obligations, which include contractual interest rates taken together with other features such as concurrent issuances of warrants and/or embedded conversion options, are comparable to rates of returns for instruments of similar credit risk. ASC 820 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 describes three levels of inputs that may be used to measure fair value: Level 1 – quoted prices in active markets for identical assets or liabilities Level 2 – quoted prices for similar assets and liabilities in active markets or inputs that are observable Level 3 – inputs that are unobservable (for example cash flow modeling inputs based on assumptions) The Company does not have any assets or liabilities measured at fair value on a recurring basis.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. At times, cash and cash equivalents may be in excess of FDIC insurance limits.
Revenue Recognition	Revenue Recognition In May 2014, the FASB issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers (Topic 606), which supersedes all existing revenue recognition requirements, including most industry specific guidance. This new standard requires a company to recognize revenues when it transfers goods or services to customers in an amount that reflects the consideration that the company expects to receive for those goods or services. The FASB subsequently issued the following amendments to ASU No. 2014-09 that have the same effective date and transition date: ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations; ASU No. 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing; ASU No. 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients; and ASU No. 2016-20, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers. The Company adopted these amendments with ASU 2014-09 (collectively, the new revenue standards). The new revenue standards became effective for the Company on January 1, 2018 and were adopted using the modified retrospective method. The adoption of the new revenue standards as of January 1, 2018 did not change the Company's revenue recognition as the majority of its revenues continue to be recognized when the customer takes control of its product. As the Company did not identify any accounting changes that impacted the amount of reported revenues with respect to its product revenues, no adjustment to retained earnings was required upon adoption. Under the new revenue standards, the Company recognizes revenues when its customer obtains control of promised goods or services, in an amount that reflects the consideration which it expects to receive in exchange for those goods. The Company recognizes revenues following the five-step model prescribed under ASU No. 2014-09: (i) identify contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenues when (or as) we satisfy the performance obligation. Revenues from product sales are recognized when the customer obtains control of the Company's product, which occurs at a point in time, typically upon delivery to the customer. The Company expenses incremental costs of obtaining a contract as and when incurred if the expected amortization period of the asset that it would have recognized is one year or less or the amount is immaterial.
Cost of Goods Sold	Cost of Goods Sold Hemp Cultivation and Production Cost of goods sold includes the costs directly attributable to production of inventory such as cultivation costs, extraction costs, packaging costs, security, and allocated overhead. Overhead expenses include allocations of rent, administrative salaries, utilities, and related costs.
Inventories	Inventories Inventories consist of growing and processed plants and oils and are valued at the lower of cost or net realizable value. In evaluating whether inventories are stated at lower of cost or net realizable value, management considers such factors as inventories in hand, estimated time to sell such inventories and current market conditions. Write-offs for inventory obsolescence are recorded when, in the opinion of management, the value of specific inventory items has been impaired.
Property, Plant and Equipment	Property, Plant and Equipment Purchase of property, plant and equipment are recorded at cost. Improvements and replacements of property, plant and equipment are capitalized. Maintenance and repairs that do not improve or extend the lives of property and equipment are charged to expense as incurred. When assets are sold or retired, their cost and related accumulated depreciation are removed from the accounts and any gain or loss is reported in the Consolidated Statements of Operations
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets The carrying value of long-lived assets are reviewed when facts and circumstances suggest that the assets may be impaired or that the amortization period may need to be changed. The Company considers internal and external factors relating to each asset, including cash flows, local market developments, industry trends and other publicly available information. If these factors and the projected undiscounted cash flows of the Company over the remaining amortization period indicate that the asset will not be recoverable, the carrying value will be adjusted to the fair market value. The Company has determined that no impairment exists at December 31, 2019 and December 31, 2018.
Compensation and Benefits	Compensation and Benefits The Company records compensation and benefits expense for all cash and deferred compensation, benefits, and related taxes as earned by its employees. Compensation and benefits expense also includes compensation earned by temporary employees and contractors who perform similar services to those performed by the Company's employees.
Stock-Based Compensation	Stock-Based Compensation The Company accounts for share-based payments in accordance with ASC 718, "Compensation - Stock Compensation," which requires all share-based payments to employees, including grants of employee stock options, to be recognized in the financial statements based on the grant date fair value of the award. In accordance with ASC 718-10-30-9, "Measurement Objective – Fair Value at Grant Date," the Company estimates the fair value of the award using the Black-Scholes option pricing model for valuation of the share- based payments. The Company believes this model provides the best estimate of fair value due to its ability to incorporate inputs that change over time, such as volatility and interest rates, and to allow for actual exercise behavior of option holders. The simplified method is used to determine compensation expense since historical option exercise experience is limited relative to the number of options issued. The compensation cost is recognized ratably using the straight-line method over the expected vesting period. The Company accounts for stock-based compensation to other than employees in accordance with FASB ASC 505-50. Equity instruments issued to other than employees are valued at the earlier of a commitment date or upon completion of the services, based on the fair value of the equity instruments, and is recognized as expense over the service period.
Income Taxes	Income Taxes The Company accounts for income taxes under ASC 740 Income Taxes. Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations. In accordance with Financial Accounting Standards Board ASC Topic 740, Income Taxes, management evaluated the Company's tax positions and concluded that the Company had taken no uncertain tax positions that require adjustment to the financial statements to comply with the provisions of this guidance. The Company is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress. Income tax benefits are recognized for income tax positions taken or expected to be taken in a tax return, only when it is determined that the income tax position will more-likely than-not be sustained upon examination by taxing authorities. The Company has analyzed tax positions taken for filings with the Internal Revenue Service and all tax jurisdictions where it operates. The Company believes that income tax filing positions will be sustained upon examination and does not anticipate any adjustments that would result in a material adverse effect on the Company's financial condition, results of operations or cash flows. Accordingly, the Company has not recorded any reserves, or related accruals for interest and penalties for uncertain income tax positions at December 31, 2019 and December 31, 2018.
Lease	Leases The Company has one leased buildings in Fort Lauderdale, Florida that is classified as operating lease right-of use ("ROU") assets and operating lease liabilities in the Company's consolidated balance sheet. ROU assets and lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at the commencement date for leases exceeding 12 months. Minimum lease payments include only the fixed lease component of the agreement. Operating lease expense is recognized on a straight-line basis over the lease term and is included in cost of Selling, General and Administrative expenses. ASC 842 was effective for us beginning January 1, 2019. The Company elected the available practical expedients on adoption. The adoption had a material impact on our consolidated balance sheets, but did not have a material impact on our consolidated income statements. The most significant impact was the recognition of ROU assets and lease liabilities for operating leases. Finance leases are not material to the Company and were not impacted by the adoption of ASC 842, as finance lease liabilities and the corresponding assets were already recorded in the balance sheet under the previous guidance, ASC 840.
Related Party Transactions	Related Party Transactions The Company follows FASB ASC subtopic 850-10, Related Party Disclosures, for the identification of related parties and disclosure of related party transactions. Pursuant to ASC 850-10-20, related parties include: a) affiliates of the Company; b) entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825–10–15, to be accounted for by the equity method by the investing entity; c) trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; d) principal owners of the Company; e) management of the Company; f) other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and g) other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests. The consolidated financial statements shall include disclosures of related party transactions, other than compensation arrangements, expense allowances, and other similar items in the ordinary course of business. However, disclosure of transactions that are eliminated in the preparation of consolidated or combined financial statements is not required in those statements. The disclosures shall include: a) the nature of the relationship(s) involved; b) a description of the transactions, including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which statements of operation are presented, and such other information deemed necessary to an understanding of the effects of the transactions on the financial statements; c) the dollar amounts of transactions for each of the periods for which statements of operations are presented and the effects of any change in the method of establishing the terms from that used in the preceding period; and d) amounts due from or to related parties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement.
Legal Proceedings	Legal Proceedings Currently there are no material legal proceedings pending or threatened against the Company. However, from time to time, the Company may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. Litigation is subject to inherent uncertainties, and an adverse result in any such matter may harm the Company's business.
Subsequent Events	Subsequent Events The Company has evaluated subsequent events through the date which the financial statements were issued.

Inventories (Tables)

Inventories (Tables)	12 Months Ended
	Dec. 31, 2019
Inventory Disclosure [Abstract]
Schedule of inventories	December 31, December 31, 2019 2018 Inventory Work In Progress $ 4,062,890 $ 2,241,554 Finished Goods 1,983,107 72,604 Other 554,458 194,796 Inventory $ 6,600,455 $ 2,508,954

Property and Equipment (Tables)

Property and Equipment (Tables)	12 Months Ended
	Dec. 31, 2019
Property, Plant and Equipment [Abstract]
Schedule of property and equipment	December 31, December 31, Life 2019 2018 PROPERTY AND EQUIPMENT Land and Land Improvements - $ 398,126 398,126 Building and Improvements 39 1,510,175 1,465,245 Greenhouse 39 920,896 693,987 Fencing and Irrigation 15 203,793 203,793 Machinery and Equipment 7 2,480,475 1,475,644 Furniture and Fixtures 7 236,344 224,682 Computer Equipment 5 20,053 20,053 Vehicles 5 120,206 31,161 $ 5,890,068 $ 4,512,691 Less Accumulated Depreciation (976,005 ) (580,232 ) Property and Equipment $ 4,914,063 3,932,459

Long-Term Debt (Tables)

Long-Term Debt (Tables)	12 Months Ended
	Dec. 31, 2019
Long-term Debt, Unclassified [Abstract]
Schedule of long-term debt	December 31, December 31, 2019 2018 Note Payable which requires monthly payments of $1,618 including interest at 6.00% per annum until February 1, 2020 when the balance is due in full. The note is secured by specific assets of the Company. $ - $ 99,902 Notes Payable which require monthly payments of $3,690, $669, and $1,691, including interest at 5.16% per annum until December 1, 2022, May 1, 2023, and August 1, 2024, when the balance is due in full. The note is secured by specific assets of the Company. 211,952 146,791 Note Payable which require monthly payments of $758, including interest at 3.4% per annum until April 1, 2025, when the balance is due in full. The note is secured by specific assets of the Company. 40,870 - 252,822 246,693 Less Current Portion (67,996 ) (50,432 ) Long-Term Debt - net of current portion $ 184,826 $ 196,261
Schedule of future principal payments	2020 $ 67,996 2021 67,996 2022 67,996 2023 27,299 2024 18,980 Thereafter 2,554 $ 252,822

Stock Based Compensation (Table

Stock Based Compensation (Tables)	12 Months Ended
	Dec. 31, 2019
Share-based Payment Arrangement [Abstract]
Schedule of stock-based compensation expense	Twelve Months Ended December 31: 2019 2018 Non-Qualified Stock Options - Immediate $ 998,603 $ 251,023 Incentive Stock Options - Time Bases 1,368,149 623,620 Total Stock-based Compensation Expense $ 2,366,752 $ 874,643
Schedule of stock option	Stock Weighted- Average Weighted- Average Options Exercise Remaining Outstanding at December 31, 2018 2,275,000 $ 1.06 9.30 Granted 2,043,750 $ 1.23 9.53 Exercised - Forfeited/Canceled - Outstanding at Dec 31, 2019 4,318,750 $ 1.14 8.91 Vested at Dec 31, 2019 2,448,958 $ 1.14 8.51 Exercisable at Dec 31, 2019 2,448,958 $ 1.14 8.51
Schedule of black scholes valuation model	Valuation Assumptions Risk-free interest rate 2.14% – 2.94% Expected dividend yield 0% Expected stock price volatility 105% to 180% Expected life of stock options (in years) 10

Leases (Tables)

Leases (Tables)	12 Months Ended
	Dec. 31, 2019
Leases [Abstract]
Lease	December 31, December 31, 2019 2018 Right of Use Lease Liabilities Current portion $ 80,046 $ - Long-term portion 52,798 - $ 132,844 $ -

Income Tax (Tables)

Income Tax (Tables)	12 Months Ended
	Dec. 31, 2019
Income Tax Disclosure [Abstract]
Schedule of income tax reconciliation	Year Ended Year Ended December 31, December 31, Federal Taxes (credits) at statutory rates $ (2,470,000 ) $ (965,000 ) State and local taxes, net of Federal benefit (526,000 ) (177,000 ) Change in valuation allowance 2,996,000 1,142,000 $ - $ -
Schedule of deferred tax assets	Year Ended December 31, December 31, Deferred Tax Assets; Net Operating Loss Carryforwards $ 3,930,000 $ 1,515,000 Stock Compensation 910,000 - Accrued Related Party Expenses - 5,000 Total Deferred Tax Assets 4,840,000 1,520,000 Valuation Allowance (4,300,000 ) (1,304,000 ) Total Deferred Tax Assets net of Valuation Allowance $ 540,000 $ 216,000 Depreciation and Amortization 370,000 200,000 Prepaid Expense 170,000 16,000 Total Deferred Tax Liabilities 540,000 216,000 Net Deferred Tax Assets $ - $ -

Nature of Business and Summar_3

Nature of Business and Summary of Significant Accounting Policies (Details) - USD ($)	1 Months Ended	12 Months Ended
	Sep. 27, 2017	Dec. 31, 2019	Dec. 31, 2018
Ownership percentage	100.00%
Impairment		$ 0	$ 0
Income tax penalties and interest accrued		$ 0	$ 0
Restricted Stock [Member]
Stock issued	11,700,000
Stock Issued during period, shares, prior to reverse-splits	46,800,000

Inventories (Details)

Inventories (Details) - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Inventory
Work In Progress	$ 4,062,890	$ 2,241,554
Finished Goods	1,983,107	72,604
Other	554,458	194,796
Inventory	$ 6,600,455	$ 2,508,954

Inventories (Details Textual)

Inventories (Details Textual) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Inventory Disclosure [Abstract]
Loss from destruction of plants	$ 77,387	$ 0

Going Concern (Details)

Going Concern (Details) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Going Concern (Textual)
Accumulated deficit	$ (19,074,608)	$ (7,927,000)
Net loss	$ (11,147,608)	$ (3,835,983)

Property and Equipment (Details

Property and Equipment (Details) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
PROPERTY AND EQUIPMENT
Property and equipment, gross	$ 5,890,068	$ 4,512,691
Less Accumulated Depreciation	(976,005)	(580,232)
Property and Equipment	$ 4,914,063	3,932,459
Land and Land Improvements
PROPERTY AND EQUIPMENT
Life	0 years
Property and equipment, gross	$ 398,126	398,126
Building and Improvements [Member]
PROPERTY AND EQUIPMENT
Life	39 years
Property and equipment, gross	$ 1,510,175	1,465,245
Greenhouse [Member]
PROPERTY AND EQUIPMENT
Life	39 years
Property and equipment, gross	$ 920,896	693,987
Fencing and Irrigation [Member]
PROPERTY AND EQUIPMENT
Life	15 years
Property and equipment, gross	$ 203,793	203,793
Machinery and Equipment [Member]
PROPERTY AND EQUIPMENT
Life	7 years
Property and equipment, gross	$ 2,480,475	1,475,644
Furniture and Fixtures [Member]
PROPERTY AND EQUIPMENT
Life	7 years
Property and equipment, gross	$ 236,344	224,682
Computer Equipment [Member]
PROPERTY AND EQUIPMENT
Life	5 years
Property and equipment, gross	$ 20,053	20,053
Vehicles [Member]
PROPERTY AND EQUIPMENT
Life	5 years
Property and equipment, gross	$ 120,206	$ 31,161

Property and Equipment (Detai_2

Property and Equipment (Details Textual) - USD ($)	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Property and Equipment (Textual)
Depreciation expense	$ 404,346	$ 274,195

Long-Term Debt (Details)

Long-Term Debt (Details) - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Long-term debt	$ 252,822	$ 246,693
Less Current Portion	(67,996)	(50,432)
Long-Term Debt - net of current portion	184,826	196,261
Note Payable [Member]
Long-term debt		99,902
Note Payable Two [Member]
Long-term debt	211,952	146,791
Note Payable Three [Member]
Long-term debt	$ 40,870

Long-Term Debt (Details 1)

Long-Term Debt (Details 1)	Dec. 31, 2019USD ($)
Long-term Debt, Unclassified [Abstract]
2020	$ 67,996
2021	67,996
2022	67,996
2023	27,299
2024	18,980
Thereafter	2,554
Total	$ 252,822

Long-Term Debt (Details Textual

Long-Term Debt (Details Textual)	12 Months Ended
	Dec. 31, 2019USD ($)
Note Payable [Member]
Monthly payments	$ 1,618
Debt interest rate, percentage	6.00%
Maturity term	Feb. 1, 2020
Note Payable Two [Member]
Monthly payments	$ 3,690
Debt interest rate, percentage	5.16%
Maturity term	Dec. 1, 2022
Note Payable Three [Member]
Monthly payments	$ 669
Debt interest rate, percentage	5.16%
Maturity term	May 1, 2023
Note Payable Four [Member]
Monthly payments	$ 1,691
Debt interest rate, percentage	5.16%
Maturity term	Aug. 1, 2024
Note Payable Five [Member]
Monthly payments	$ 758
Debt interest rate, percentage	3.40%
Maturity term	Apr. 1, 2025

Stock Based Compensation (Detai

Stock Based Compensation (Details) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Total Stock-based Compensation Expense	$ 2,366,752	$ 874,643
2017 Incentive Stock Plan [Member] | Non-Qualified Stock Options [Member]
Total Stock-based Compensation Expense	998,603	251,023
2017 Incentive Stock Plan [Member] | Incentive Stock Options [Member]
Total Stock-based Compensation Expense	$ 1,368,149	$ 623,620

Stock Based Compensation (Det_2

Stock Based Compensation (Details 1) - $ / shares	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Stock Options
Outstanding beginning balance	2,275,000
Granted	2,043,750
Forfeited/Canceled
Outstanding ending balance	4,318,750	2,275,000
Vested	2,448,958
Exercisable	2,448,958
Weighted- Average Exercise Price per Share
Outstanding beginning balance (in dollars per share)	$ 1.06
Granted (in dollars per share)	1.23
Outstanding ending balance (in dollars per share)	1.14	$ 1.06
Vested (in dollars per share)	1.14
Exercisable (in dollars per share)	$ 1.14
Weighted Average Remaining Contractual
Outstanding (in years)	9 years 3 months 19 days	8 years 10 months 28 days
Granted (in years)	9 years 6 months 10 days
Vested (in years)	8 years 6 months 3 days
Exercisable (in years)	8 years 6 months 3 days

Stock Based Compensation (Det_3

Stock Based Compensation (Details 2)	12 Months Ended
	Dec. 31, 2019
Expected dividend yield	0.00%
Expected life of stock options (in years)	10 years
Minimum [Member]
Risk-free interest rate	2.14%
Maximum [Member]
Risk-free interest rate	2.94%
Minimum [Member]
Expected stock price volatility	105.00%
Maximum [Member]
Expected stock price volatility	180.00%

Stock Based compensation (Det_4

Stock Based compensation (Details Textual) - 2017 Incentive Stock Plan [Member] - shares	12 Months Ended
	Dec. 31, 2019	Sep. 27, 2017
Authorized stock		45,000,000
Incentive Stock Options [Member]
Stock options term	10 years
Stock options vesting term	3 years
Description of stock options vesting	Vest in their entirety at the end of three-year periods, time-based share awards where 33.3% of the award vests on each of the three anniversary dates.

Leases (Details)

Leases (Details) - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Leases [Abstract]
Current portion	$ 80,046
Long-term portion	52,798
Operating lease, liability	$ 132,844

Leases (Details Textual)

Leases (Details Textual)	Jan. 15, 2017USD ($)a	Dec. 31, 2019USD ($)	Dec. 31, 2018USD ($)
Water lease expense		$ 34,632	$ 44,813
Depreciation expense related to lease		$ 80,607
Pueblo CO Board of Water Works [Member] | Agreement One [Member]
Operating lease term	10 years
Lease expiration date	Oct. 31, 2026
Operating additional extend year	10 years
Non-refundable minimum service fee	$ 15,000
Water usage charge	$ 1,063
Area of land | a	30

Common Stock (Details)

Common Stock (Details) - USD ($)	1 Months Ended	12 Months Ended
	Sep. 30, 2019	Dec. 31, 2019	Dec. 31, 2018
Common Stock (Textual)
Common stock issued		9,643,854	12,596,208
Proceeds from issuance of common stock		$ 13,362,342	$ 5,532,852
Issuance costs		$ 2,069,603	$ 409,495
Common stock issued for marketing services, Shares		15,625	306,250
Common stock issued for marketing services, value		$ 16,875	$ 388,000
Stock warrants exercised, shares		3,886,011
Stock warrants exercised		$ 1,519,467
Cashless exercise of warrants		1,290,570
Description of reverse stock split	The board of directors approved an amendment to the Company's Certificate of Incorporation, as amended, to effect a 1-for-4 reverse stock split on the issued and outstanding common.

Income Tax (Details)

Income Tax (Details) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Income Tax Disclosure [Abstract]
Federal taxes (credits) at statutory rates	$ (2,470,000)	$ (965,000)
State and local taxes, net of Federal benefit	(526,000)	(177,000)
Change in valuation allowance	2,996,000	1,142,000
Income tax provision

Income Tax (Details 1)

Income Tax (Details 1) - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Deferred Tax Assets;
Net Operating Loss Carryforwards	$ 3,930,000	$ 1,515,000
Stock Compensation	910,000
Accrued Related Party Expenses		5,000
Total Deferred Tax Assets	4,840,000	1,520,000
Valuation Allowance	(4,300,000)	(1,304,000)
Total Deferred Tax Assets net of Valuation Allowance	540,000	216,000
Depreciation and Amortization	370,000	200,000
Prepaid Expense	170,000	16,000
Total Deferred Tax Liabilities	540,000	216,000
Net Deferred Tax Assets

Income Tax (Details Textual)

Income Tax (Details Textual)	12 Months Ended
	Dec. 31, 2019USD ($)
Income Tax (Textual)
Net operating loss carry forward	$ 14,500,000
Operating loss carry forwards expiration date	Dec. 31, 2038
Depreciation and amortization	$ 69,000

Concentrations (Details)

Concentrations (Details) - Customer	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Sales Revenue, Net [Member] | First Customer [Member]
Concentration risk, percentage	25.00%	31.00%
Number of customer	2	1
Sales Revenue, Net [Member] | Second Customer [Member]
Concentration risk, percentage	14.00%
Number of customer	2
Accounts Receivable [Member] | First Customer [Member]
Concentration risk, percentage	47.00%	30.00%
Number of customer	2	2
Accounts Receivable [Member] | Second Customer [Member]
Concentration risk, percentage	12.00%	24.00%
Number of customer	2	2

Related Party (Details)

Related Party (Details) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Related Party (Textual)
Accrued legal related party	$ 0	$ 0
Notes payable - related parties		262,924
Accrued interest	0	17,949
Related party legal expenses	$ 59,906	$ 239,305
Stock issued incentives to related party	125,000
Exercise price	$ 0.98
Stock compensation expense	$ 660,810
Shareholders [Member]
Related Party (Textual)
Due date	Jun. 30, 2019
Maximum [Member] | Shareholders [Member]
Related Party (Textual)
Interest rate	3.00%
Minimum [Member] | Shareholders [Member]
Related Party (Textual)
Interest rate	2.00%

Subsequent Events (Details)

Subsequent Events (Details) - USD ($)	Apr. 07, 2020	Jan. 16, 2020	Dec. 31, 2019	Dec. 31, 2018
Subsequent Events (Textual)
Subsequent event, description			The Company entered into a 61 month building lease for extraction, manufacturing and distribution, commencing on February 28, 2020. For the first 13 months, monthly payments will be $18,699, increasing 3% per year. A $200,000 deposit was made in 2019, but the lease was not executed until March 2020.
Common stock issued for marketing services, value			$ 16,875	$ 388,000
Subsequent Event [Member]
Subsequent Events (Textual)
Common stock issued for marketing services, value	$ 50,000
Warrants to purchase of common stock		153,279