Stem (STMH) 10-Q 19 Mar 20 2020 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Dec. 31, 2019	Mar. 18, 2020
Document And Entity Information
Entity Registrant Name	Stem Holdings, Inc.
Entity Central Index Key	0001697834
Document Type	10-Q
Document Period End Date	Dec. 31, 2019
Amendment Flag	false
Current Fiscal Year End Date	--09-30
Entity Reporting Status Current	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business Flag	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	true
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		63,388,977
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2020

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2019	Sep. 30, 2019	[1]
Current assets
Cash and cash equivalents	$ 671	$ 3,339
Accounts receivable	420	427
Inventory	812	611
Prepaid expenses and other current assets	279	491
Total current assets	2,182	4,868
Property and equipment, net	15,042	14,706
Investment in equity method investees	1,762	1,771
Investments in affiliates	1,827	1,827
Deposits and other assets	86	47
Intangible assets	6,195	6,316
Goodwill	1,070	1,070
Due from related party	954	492
Total assets	29,118	31,097
Current liabilities
Accounts payable and accrued expenses	1,276	1,082
Convertible notes, net	2,212	1,888
Short term notes and advances	2,498	3,384
Acquisition notes payable	708	708
Derivative liability	137	158
Warrant liability	245	283
Total current liabilities	7,076	7,503
Long-term debt, mortgages	864
Total liabilities	7,940	7,503
Commitments and contingencies (Note 15)
Shareholders' equity
Preferred stock, Value
Common stock, $0.001 par value; 300,000,000 shares authorized; 52,754,211 and 52,254,941 shares issued and issuable outstanding as of December 31, 2019 and September 30, 2019, respectively	53	52
Additional paid-in capital	62,097	61,202
Accumulated deficit	(43,461)	(40,384)
Total Stem Holdings stockholder's equity	18,689	20,870
Noncontrolling interest	2,489	2,724
Total shareholders' equity	21,178	23,594
Total liabilities and shareholders' equity	29,118	31,097
Series A Preferred Stock [Member]
Shareholders' equity
Preferred stock, Value
Series B Preferred Stock [Member]
Shareholders' equity
Preferred stock, Value
[1]	Derived from audited information

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2019	Sep. 30, 2019
Preferred stock, shares outstanding
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	300,000,000	300,000,000
Common stock, shares issued	52,754,211	52,254,941
Common stock, shares outstanding	52,754,211	52,254,941
Series A Preferred Stock [Member]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	50,000,000	50,000,000
Preferred stock, shares outstanding
Series B Preferred Stock [Member]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	50,000,000	50,000,000
Preferred stock, shares outstanding

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Income Statement [Abstract]
Revenues	$ 1,321	$ 338
Cost of goods sold	1,069
Gross Profit	252	338
Operating expenses:
Consulting fees	509	1,103
Professional fees	639	442
General and administration	1,990	1,578
Total operating expenses	3,138	3,123
Loss from operations	(2,886)	(2,785)
Other income (expenses), net
Interest expense	(408)	(558)
Inducement cost		(824)
Change in fair value of derivative liability	21
Change in fair value of warrant liability	39
Foreign currency exchange loss	(69)
Total other expense	(417)	(1,382)
Loss from equity method investees	(9)
Net loss	(3,312)	(4,167)
Net loss attributable to non-controlling interest	(235)
Net loss attributable to Stem Holdings	$ (3,077)	$ (4,167)
Net loss per share, basic and diluted	$ (0.06)	$ (0.30)
Weighted-average shares outstanding, basic and diluted	52,402,300	13,931,370

Condensed Consolidated Statem_2

Condensed Consolidated Statement of Changes In Stockholders' Equity (Unaudited) - USD ($) $ in Thousands	Common Stock [Member]	Additional Paid-In Capital [Member]	Accumulated Deficit [Member]	Total Stem Holdings Shareholders' Equity [Member]	Non-Controlling Interest [Member]	Total
Balance at Sep. 30, 2018	$ 10	$ 19,810	$ (11,533)	$ 8,287		$ 8,287
Balance, shares at Sep. 30, 2018	10,177,496
Stock based compensation	$ 1	1,746		1,747		1,747
Stock based compensation, shares	669,233
Exercise of stock options
Exercise of stock options, shares	(15,662)
Common stock issued in connection with conversion of notes payable	$ 1	2,574		2,575		2,575
Common stock issued in connection with conversion of notes payable, shares	1,430,556
Yerba Buena acquisition	$ 2	4,440		4,442		4,442
Yerba Buena acquisition, shares	1,931,506
Asset Purchase Agreement - 399 & 451 Wallis St and Applegate	$ 1	978		979		979
Asset Purchase Agreement - 399 & 451 Wallis St and Applegate, shares	457,191
Investment in YMY		450		450		450
Investment in YMY, shares	187,500
Canaccord Fee		35		35		35
Canaccord Fee, shares	16,666
Inducement cost to convert convertible notes		824		824		824
Debt discount for warrants		84		84		84
Issuance of Canaccord warrants		483		483		483
Net loss			(4,167)	(4,167)		(4,167)
Balance at Dec. 31, 2018	$ 15	31,424	(15,700)	15,739		15,739
Balance, shares at Dec. 31, 2018	14,854,486
Balance at Sep. 30, 2019	$ 52	61,202	(40,384)	20,870	2,724	23,594	[1]
Balance, shares at Sep. 30, 2019	52,254,941
Stock based compensation	$ 1	497		498		498
Stock based compensation, shares	100,000
Issuance of common stock in connection with consulting agreement		4		4		4
Issuance of common stock in connection with consulting agreement, shares	5,000
Issuance of common stock in connection with asset acquisitions		394		394		394
Issuance of common stock in connection with asset acquisitions, shares	394,270
Net loss			(3,077)	(3,077)	(235)	(3,312)
Balance at Dec. 31, 2019	$ 52	$ 62,097	$ (43,461)	$ 18,689	$ 2,489	$ 21,178
Balance, shares at Dec. 31, 2019	52,754,211
[1]	Derived from audited information

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Sep. 30, 2018
Cash flows from operating activities
Net loss	$ (3,312)	$ (4,167)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation expense	497	1,748
Issuance of common stock in connection with consulting agreement	4
Depreciation and amortization	379	221
Amortization of intangible assets	121
Convertible notes inducement expense		824
Accrued interest	37	383
Amortization of debt discount	253
Loss on equity method investments	9
Change in fair value of derivative liability	(21)
Change in fair value of warrant liability	(39)
Foreign currency translation adjustment	69
Changes in operating assets and liabilities:
Accounts receivable	7
Prepaid expenses and other current assets	69	207
Other assets	(96)
Notes payable	106
Accounts payable and accrued expenses	162	473
Deferred revenue		(324)
Net cash used in operating activities	(1,755)	(635)
Cash flows from investing activities
Purchase of property and equipment	(321)	(467)
Advances to related entities	(462)	(21)
Investment in equity method investees		(301)
Investment in affiliates		(14)
Net cash used in investing activities	(783)	(803)
Cash flows from financing activities
Proceeds from advance from NVDRE		300
Proceeds from Stem Ventures funds		3,493
Proceeds from notes payable and advances		150
Proceeds from the convertible notes, net of fees paid		735
Cash paid from loan fees		(86)
Repayments of notes payable	(130)	(121)
Net cash (used in) provided by financing activities	(130)	4,471
Net (decrease) increase in cash and cash equivalents	(2,668)	3,033
Cash and cash equivalents at the beginning of the period	3,339	761
Cash and cash equivalents at the end of the period	671	3,794	$ 761
Supplemental disclosure of cash flow information:
Cash paid for interest	69
Supplemental disclosure of noncash activities:
Common stock issued in connection with conversion of notes payable		2,575
Transfer of deposit to fixed assets		41
Investment in Yerba Buena		4,442
Investment in YMY		450
Projects costs paid in equity		978
Building acquired from related party with equity, net of lien acquired	$ 394

Incorporation and Operations an

Incorporation and Operations and Going Concern	3 Months Ended
	Dec. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Incorporation and Operations and Going Concern	1. Incorporation and Operations and Going Concern Stem Holdings, Inc. (“Stem” or the “Company”) is a Nevada corporation incorporated on June 7, 2016. The Company is a multi-state, vertically integrated, cannabis company that purchases, improves, leases, operates and invests in properties for use in the production, distribution and sales of cannabis and cannabis-infused products licensed under the laws of the states of Oregon, Nevada, California and Oklahoma. As of December 31, 2019, Stem had ownership interests in 26 state issued cannabis licenses including six (6) licenses for cannabis cultivation, three (3) licenses for cannabis production, five (5) licenses for cannabis processing, one (1) license for cannabis wholesale distribution, one (1) license for hemp production and ten (10) cannabis dispensary licenses. Stem’s partner consumer brands are award-winning and nationally known, and include: cultivators, TJ’s Gardens, Travis X James, and Yerba Buena; retail brands, Stem and TJ’s; infused product manufacturers, Cannavore and Supernatural Honey; and a CBD company, Dose-ology. As of December 31, 2019, the Company has acquired three commercial properties and leased a fourth property, all in Oregon, and has entered into leases to related entities for these four properties (see Note 15). As of December 31, 2019, the buildout of these properties to support cannabis related operations was either complete or near completion. The Company has recently incorporated six wholly-owned subsidiaries –Stem Holdings Oregon, Inc., Stem Holdings IP, Inc., Opco, LLC, Stem Agri, LLC., Stem Group Oklahoma, Inc. and Stem Holdings Florida, Inc. Stem, through its subsidiaries, is currently in the process of finalizing the investment in and acquisition of entities that engage directly in the production and sale of cannabis, thereby transitioning from a real estate company, with a focus on cannabis industry tenants, to a vertically integrated, multi-state cannabis operating company. The Company’s stock is publicly traded and is listed on the Canadian Securities Exchange under the symbol “STEM” and the OTCQX exchange under the symbol “STMH”. Going Concern At December 31, 2019, the Company had approximate balances of cash and cash equivalents of $0.7 million, negative working capital of $4.6 million, total stockholders’ equity of $21 million and an accumulated deficit of $43.5 million. These unaudited condensed consolidated financial statements have been prepared on a going concern basis, which assumes that the Company will be able to realize its assets and discharge its liabilities in the normal course of business. While the recreational use of cannabis is legal under the laws of certain States, where the Company has and is working towards further finalizing the acquisition of entities or investment in entities that directly produce or sell cannabis, the use and possession of cannabis is illegal under United States Federal law for any purpose, by way of Title II of the Comprehensive Drug Abuse Prevention and Control Act of 1970, otherwise known as the Controlled Substances Act of 1970 (the “ACT”). Cannabis is currently included under Schedule 1 of the Act, making it illegal to cultivate, sell or otherwise possess in the United States. On January 4, 2018 the office of the Attorney General published a memo regarding cannabis enforcement that rescinds directives promulgated under former President Obama that eased federal enforcement. In a January 8, 2018 memo, Jefferson B. Sessions, then Attorney General of the United States, indicated enforcement decisions will be left up to the U.S. Attorney’s in their respective states clearly indicating that the burden is with “federal prosecutors deciding which cases to prosecute by weighing all relevant considerations, including federal law enforcement priorities set by the Attorney General, the seriousness of the crime, the deterrent effect of federal prosecution, and the cumulative impact of particular crimes on the community.” Subsequently, in April 2018, President Trump promised to These conditions raise substantial doubt as to the Company’s ability to continue as a going concern should it complete its acquisitions and investments, which it considers likely as of the date of these condensed consolidated financial statements. Should the United States Federal Government choose to begin enforcement of the provisions under the Act, the Company through its wholly owned subsidiaries could be prosecuted under the Act and the Company may have to immediately cease operations and/or be liquidated upon their closing of the acquisition or investment in entities that engage directly in the production and or sale of cannabis. Management believes that the Company has access to capital resources through potential public or private issuances of debt or equity securities. However, if the Company is unable to raise additional capital, it may be required to curtail operations and take additional measures to reduce costs, including reducing its workforce, eliminating outside consultants and reducing legal fees to conserve its cash in amounts sufficient to sustain operations and meet its obligations. These matters raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying condensed consolidated financial statements do not include any adjustments that might become necessary should the Company be unable to continue as a going concern.

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Dec. 31, 2019
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	2. Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The unaudited condensed financial statements included herein are unaudited. Such financial statements, in the opinion of management, contain all adjustments necessary to present fairly the financial position and results of operations as of and for the periods indicated. All such adjustments are of a normal recurring nature. These interim results are not necessarily indicative of the results to be expected for the year ending September 30, 2020 or for any other period. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission, and because of this, for further information, readers should refer to the financial statements and footnotes included in its Form 10-K for the fiscal year ended September 30, 2019 filed on March 2, 2020. The Company believes that the disclosures are adequate to make the interim information presented not misleading. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. The most significant estimates included in these condensed consolidated financial statements are those associated with the assumptions used to value equity instruments, valuation of its long live assets for impairment testing and the deferral of rents. These estimates and assumptions are based on current facts, historical experience and various other factors believed to be reasonable given the circumstances that exist at the time the financial statements are prepared. Actual results may differ materially and adversely from these estimates. To the extent there are material differences between the estimates and actual results, the Company’s future results of operations will be affected. Principals of Consolidation The Company’s policy is to consolidate all entities that it controls by ownership of a majority of the outstanding voting stock. In addition, the Company consolidates entities that meet the definition of a variable interest entity (“VIE”) for which it is the primary beneficiary. The primary beneficiary is the party who has the power to direct the activities of a VIE that most significantly impact the entity’s economic performance and who has an obligation to absorb losses of the entity or a right to receive benefits from the entity that could potentially be significant to the entity. For consolidated entities that are less than wholly owned, the third party’s holding of equity interest is presented as noncontrolling interests in the Company’s condensed consolidated balance sheets and condensed consolidated statements of changes in stockholders’ equity. The portion of net loss attributable to the noncontrolling interests is presented as net loss attributable to noncontrolling interests in the Company’s condensed consolidated statements of operations. The accompanying unaudited condensed consolidated financial statements include the accounts of Stem Holdings, Inc. and its wholly-owned subsidiaries, Stem Holdings Oregon, Inc., Stem Holdings IP, Inc., Opco, LLC, Stem Agri, LLC., Stem Group Oklahoma, Inc. and Stem Holdings Florida, Inc. All material intercompany accounts, transactions, and profits have been eliminated in consolidation. Our wholly owned subsidiaries had no operations, assets or liabilities as of December 31, 2019. Loss per Share ASC 260, Earnings Per Share, requires dual presentation of basic and diluted earnings per share (“EPS”) with a reconciliation of the numerator and denominator of the basic EPS computation to the numerator and denominator of the diluted EPS computation. Basic EPS excludes dilution. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the entity. Basic net loss per share of common stock excludes dilution and is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share of common stock reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the entity unless inclusion of such shares would be anti-dilutive. Since the Company has only incurred losses, basic and diluted net loss per share is the same. Securities that could potentially dilute loss per share in the future that were not included in the computation of diluted loss per share at December 31, 2019 is as follows: Convertible notes 1,429,050 Options to purchase common stock 2,355,416 Unvested restricted stock awards 100,000 Warrants to purchase common stock 2,241,920 6,126,386 Revenue Recognition The Company recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that an entity determines are within the scope of Accounting Standards Codification (ASC) Topic 606, Revenue from Contracts with Customers (Topic 606), the entity performs the following five steps: (i) identify the 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 revenue when (or as) the entity satisfies a performance obligation. The Company only applies the five-step model to contracts when it is probable that the entity will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. At contract inception, once the contract is determined to be within the scope of Topic 606, the Company assesses the goods or services promised within each contract and determines those that are performance obligations and assesses whether each promised good or service is distinct. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. Revenue for the Company’s product sales has not been adjusted for the effects of a financing component as the Company expects, at contract inception, that the period between when the Company’s transfers control of the product and when the Company receives payment will be one year or less. Product shipping and handling costs are included in cost of product sales. Effective October 1, 2019, the Company adopted the requirements of ASU 2014-09 (ASC 606) and related amendments, using the modified retrospective method. The adoption of ASC 606 did not have a significant impact on the Company’s revenue recognition policy as revenues related to wholesale and retail revenue are recorded upon transfer of merchandise to the customer, which was the effective policy under ASC 605 previously. The following policies reflect specific criteria for the various revenue streams of the Company: Revenue is recognized upon transfer of retail merchandise to the customer upon sale transaction. The Company’s sales environment is somewhat unique, in that once the product is sold to the customer (retail) or delivered (wholesale) there are essentially no returns allowed under the various state laws. Revenue related to wholesale products is recognized upon receipt of the customer. Disaggregation of Revenue In the three months ended December 31, 2018, the Company’s revenue was primarily rental of land, buildings and improvements in nature, and governed primarily under ASC 840. In the three months ended December 31, 2019, all of the Company’s rental revenue is eliminated upon consolidation, and the revenue reported is primarily from the sale of cannabis and related products accounted for under ASC 606. The following table illustrates our revenue by type related to the three months ended December 31, 2019 and 2018: Period Ended December 31, 2019 2018 Revenue Wholesale $ 480 $ - Retail 833 - Rental - 338 Other 8 - Total Revenue $ 1,321 $ 338 Recent Accounting Guidance In June 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) ASU 2018-07, C ompensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers In February 2016, the FASB issued ASU No. 2016-02, Leases In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments

Property, Plant & Equipment

Property, Plant & Equipment	3 Months Ended
	Dec. 31, 2019
Property, Plant and Equipment [Abstract]
Property, Plant & Equipment	3. Property, Plant & Equipment Property and equipment consists of the following (in thousands): December 31, 2019 September 30, 2019 Land $ 1,451 $ 1,451 Automobiles 61 61 Signage 19 19 Furniture and equipment 2,156 2,125 Leasehold improvements 3,303 3,197 Buildings and property improvements 10,297 9,719 Computer software 59 59 17,346 16,631 Accumulated depreciation (2,304 ) (1,925 ) Property and equipment, net $ 15,042 $ 14,706 Depreciation and amortization expense was approximately $0.4 million for the three months ended December 31, 2019 and $0.2 million for the three months ended December 31, 2018.

Inventory

Inventory	3 Months Ended
	Dec. 31, 2019
Inventory Disclosure [Abstract]
Inventory	4. Inventory Inventory consists of the following (in thousands): December 31, 2019 September 30, 2019 Raw materials $ 246 $ 169 Work-in-progress 42 42 Finished goods 524 400 Total Inventory $ 812 $ 611 The Company’s inventory is related to five subsidiaries of which four are consolidated because of their VIE status, one is wholly owned by the Company and one subsidiary that is 50% owned by the Company. Raw materials and work-in-progress include the costs incurred for cultivation materials and live plants. Finished goods consists of cannabis products ready to be sold. There was no inventory reserve as of December 31, 2019 and September 30, 2019.

Asset Acquisitions

Asset Acquisitions	3 Months Ended
	Dec. 31, 2019
Business Combinations [Abstract]
Asset Acquisitions	5. Asset Acquisitions November 1, 2019, the Company received 100.0% interest in Empire Holdings, LLC (“EH”). EH leases its facilities to Kind Care, LLC. The Company purchased the property for $500,000 less the lien amount of $105,732 paid in kind and issued 394,270 shares of its common stock in satisfaction of the purchase price.

Non-Controlling Interests

Non-Controlling Interests	3 Months Ended
	Dec. 31, 2019
Noncontrolling Interest [Abstract]
Non-Controlling Interests	6. Non-Controlling Interests Non-controlling interests in consolidated entities are as follows (in thousands): As of December 31, 2019 NCI Equity Share Net Loss Attributable to NCI NCI in Consolidated Entities Non-Controlling Ownership % NVD RE Corp. $ 989 $ (14 ) $ 975 62.5 % Western Coast Ventures, Inc. 1,288 (73 ) 1,215 49.0 % YMY Ventures, Inc. 447 (148 ) 299 50.0 % $ 2,724 $ (235 ) $ 2,489

Intangible Assets, Net

Intangible Assets, Net	3 Months Ended
	Dec. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible Assets, Net	7. Intangible Assets, net Intangible assets as of December 31, 2019 (in thousands): Estimated Useful Life Cannabis Licenses Tradename Customer Relationship Non-compete Accumulated Amortization Net Carrying Amount Balance as September 30, 2018 $ - $ - $ - $ - $ - $ - Balance as September 30, 2019 5,814 147 135 220 - 6,316 YMY Ventures (1) 15 - - - - (13 ) (13 ) Western Coast Ventures, Inc. (1) 15 - - - - (41 ) (41 ) Yerba Buena 3-15 years - - - - (63 ) (63 ) Other 5 - - - - (4 ) (4 ) Balance as December 31, 2019 $ 5,814 $ 147 $ 135 $ 220 $ (121 ) $ 6,195 (1) These represent provisional licenses that the Company acquired during the fiscal years ended September 30, 2019 and 2018. Once these licenses are approved by their respective regulatory bodies, the Company will amortize these cannabis licenses over a 15-year estimated useful life.

Related Party

Related Party	3 Months Ended
	Dec. 31, 2019
Related Party Transactions [Abstract]
Related Party	8. Related party In the period ended December 31, 2019, the Company advanced funds to two related parties. Approximately $272 was advanced to Consolidated Ventures of Oregon for operating expenses. In addition, the Company advanced $190 to Community Growth Ventures (see Note 16) for start up expenses associated with the building of a dispensary.

Accounts Payable and Accrued Ex

Accounts Payable and Accrued Expenses	3 Months Ended
	Dec. 31, 2019
Payables and Accruals [Abstract]
Accounts Payable and Accrued Expenses	9. Accounts payable and accrued expenses Accounts payable and accrued expenses consist of the following (in thousands): December 31, 2019 September 30, 2019 Accounts payable $ 991 $ 707 Accrued credit cards 28 31 Accrued interest 37 106 Other 220 238 Total Accounts Payable and Accrued Expenses $ 1,276 $ 1,082

Notes Payable and Advances

Notes Payable and Advances	3 Months Ended
	Dec. 31, 2019
Debt Disclosure [Abstract]
Notes Payable and Advances	10. Notes Payable and Advances The following table summarizes the Company’s short-term notes, mortgages, and advances as of December 31, 2019 and September 30, 2019 (in thousands): December 31, 2019 September 30, 2019 Equipment financing $ 28 $ 33 Insurance financing 71 160 Mortgages and liens payable 2,263 2,191 Promissory note 1,000 1,000 $ 3,362 $ 3,384 Acquisition notes payable 708 708 Total notes payable and advances $ 4,070 $ 4,092 Long-term mortgages 864 Current Portion $ 3,206 Equipment financing Effective May 29, 2018, the Company entered into a 24-month premium finance agreement in consideration for a MT85 wide track loader in the principal amount of $27,844. The note bears no annual interest rate and requires the Company to make 24 monthly payments of $1,160 over the term of the note. As of December 31, 2019, the obligation outstanding is $5,800. No amount was recorded for the premium for the non- interest-bearing feature of the note as it was immaterial. The note is secured by the equipment financed. Effective April 29, 2018, the Company entered into a 36-month premium finance agreement in consideration for a John Deere Gator Tractor in the principal amount of $15,710. The note bears no annual interest rate and requires the Company to make thirty-six monthly payments of $442 over the term of the note. As of December 31, 2019, the obligation outstanding is $7,080. No amount was recorded for the premium for the non-interest bearing feature of the note as it was immaterial. The note is secured by the equipment financed. November 2017, the Company entered into a promissory note in the amount of $21,749 from a vendor of the Company to finance the acquisition of a security electronics system in one of its properties. The promissory note bears an interest rate of 18% per annum and also contains a 10% servicing fee. The note matures 24 months after issuance and is secured by certain security electronics purchased with proceeds of the note. This vendor is currently in a restructuring and is likely to go out of business. As of September 30, 2019, the Company has been notified that the vendor holding the note is in bankruptcy and during the year ended September 30, 2019, the Company withheld payment under the note. The obligation remains outstanding at $14,950 as of December 31, 2019. Insurance financing Effective July 31, 2019, the Company entered into a 10-month premium finance agreement in partial consideration for an insurance policy in the principal amount of $63,101. The note bears an annual interest rate of 7.63% and requires the Company to make ten monthly payments of $4,582 over the term of the note. As of December 31, 2019, the obligation outstanding is $27,494. Effective July 31, 2019, the Company entered into a 10-month premium finance agreement in partial consideration for an insurance policy in the principal amount of $78,900. The note bears an annual interest rate of 7.25% and requires the Company to make ten monthly payments of $5,756 over the term of the note. As of December 31, 2019, the obligation outstanding is $34,535. Effective March 8, 2019, the Company entered into a 10-month premium finance agreement in partial consideration for an insurance policy in the principal amount of $5,975. The note bears an annual interest rate of 5.75% and requires the Company to make ten monthly payments of $513 over the term of the note. As of December 31, 2019, the obligation outstanding is $636. Effective May 24, 2019, the Company entered into a 9-month premium finance agreement in partial consideration for an insurance policy in the principal amount of $11,440. The note bears an annual interest rate of 8.7% and requires the Company to make 9 monthly payments of $1,322 over the term of the note. As of December 31, 2019, the obligation outstanding is $2,645. Effective December 5, 2019, the Company entered into a 12-month premium finance agreement in partial consideration for an insurance policy in the principal amount of $9,490. The note bears an annual interest rate of 8.7% and requires the Company to make 9 monthly payments of $685 over the term of the note. As of December 31, 2019, the obligation outstanding is $6,161. Notes payable In July 2018 the Company entered into a promissory note in the principal amount of $1.0 million payable to ECP as part of its investment in the LLC. The promissory is payable in five installments commencing upon the effective date (the date of grant of license to engage in cannabis operations issuable by the government of the State of Florida), over the course of 1 year, with an interest rate of 1% per annum for the first six months, then increasing to 5.5% per annum for the remainder of the note period through maturity. In the event the LLC is denied the licenses necessary to operate, the note is cancelled in full. Mortgages payable On January 16, 2018 the Company consummated a “Contract for Sale” for a Farm Property in Mulino OR (the “Mulino Property”). The purchase price was $1,700,000 which was reduced by a rental credit of approximately $135,000 which is equivalent to nine months’ rent at $15,000 a month and an additional credit of $9,500 for additional work done on the property. In connection with the purchase of the property, the Company made a cash payment as down payment plus payment of closing costs in the amount of $370,637 and issued a promissory note in the amount of $1,200,000 with a maturity of January 2020. The Company will pay monthly installments of principal and interest (at a rate of 2% per annum) in the amount of $13,500, commencing in July 2018 through the maturity date (January 2020), at which time the entire unpaid principal balance and any remaining accrued interest shall be due and payable in full. No amount was recorded for the premium for the below market rate feature of the note as it was immaterial. The note is secured by a deed of trust on the property. The Company performed an analysis and determined that the rate obtained was below market, however, no premium was recorded as the Company determined it was immaterial. At December 31, 2019, the balance due is $993,000. On February 28, 2018, the Company executed a $550,000 mortgage payable on the Willamette property to acquire additional funds. The mortgage bears interest at 15% per annum. Monthly interest only payments began March 1, 2018 and continue each month thereafter until paid. The entire unpaid balance is due on March 1, 2020, the maturity date of the mortgage, and is secured by the underlying property. The Company paid costs of approximately $28,000 to close on the mortgage. The mortgage terms do not allow participation by the lender in either the appreciation in the fair value of the mortgaged real estate project or the results of operations of the mortgaged real estate project. The note has been cross guaranteed by the CEO and Director of the Company. As of December 31, 2019, $550,000 was outstanding under this mortgage. In March 2020, the Company completed a refinance of this mortgage. In the refinance, the Company entered into a mortgage, secured by the property with an additional personal guaranty of the CEO of the Company, for $700,000 with an annual interest rate of 15%, paid points at closing totaling $42,000 and a maturity date of March 31, 2022. The Company has included the mortgage outstanding as of December 31, 2019 in long-term liabilities as a result of the success refinance. On April 4, 2018, the Company executed a $314,000 mortgage payable on the Powell property to acquire additional funds. At closing $75,000 of the proceeds was put into escrow. The mortgage bears interest at 15% per annum. Monthly interest only payments began May 1, 2018 and continue each month thereafter until paid. The entire unpaid balance is due on April 1, 2020, the maturity date of the mortgage, and is secured by the underlying property. The Company plaid costs of approximately $19,000 to close on the mortgage. The mortgage terms do not allow participations by the lender in either the appreciation in the fair value of the mortgaged real estate project or the results of operations of the mortgaged real estate project. The note has been cross guaranteed by the CEO and Director of the Company. As of December 31, 2019, $314,000 was outstanding under this mortgage. In January 2020, the Company completed a refinance of this mortgage. In the refinance, the Company entered into a mortgage, secured by the property with an additional personal guaranty of the CEO plus an assignment of the right and title in all of CEO’s common shares of the Company as collateral under the mortgage, for $400,000 with an annual interest rate of 15%, paid points at closing totaling $24,000 and a maturity date of January 31, 2022. The Company has included the mortgage outstanding as of December 31, 2019 in long-term liabilities as a result of the success refinance. In April 2018, the Company received a 37.5% interest in NVD RE Corp. (“NVD”) upon its issuance to NVD of a commitment to contribute $1.275 million to NVD which included the purchase price of $600,000 and an additional commitment to pay tenant improvement costs of $675,000. In the year ended September 30, 2019, NVD obtained $300,000 in proceeds from a mortgage on its property. The funds from this mortgage were advanced to the Company. The advance is undocumented, non-interest bearing and due on demand. At December 31, 2019, the balance due totals $300,000. Acquisition Notes Payable In April 2019, the Company entered into a promissory note with a principal balance of $0.4 million related to its acquisition of Yerba Buena, Oregon LLC. The note was issued on April 8, 2019 and is due on April 8, 2021. The note has a coupon interest rate of 8%. As of December 31, 2019, the Company has not made any principal and interest payments. In September 2018, the Company entered into an agreement to acquire 50% of the membership interest of YMY. In connection with this agreement, the Company recorded a note payable of approximately $0.3 million. As of December 31, 2019, the Company has not made any payments related to this note.

Convertible Debt

Convertible Debt	3 Months Ended
	Dec. 31, 2019
Debt Disclosure [Abstract]
Convertible Debt	11. Convertible debt 8% Convertible notes Six-month term During the year ended September 30, 2018, the Company issued convertible promissory notes with a principal balance of $975,000 to accredited investors (the “Note Holders”). The notes matured in March 2019 and had an annual rate of interest of 8%. Unless the notes are prepaid, the notes will automatically convert at the maturity date into shares of the Company’s common stock at a conversion price of $2.50 per share. In October 2018, the Company offered the convertible note holders the opportunity to receive a reduced conversion price from $2.50 per share to $1.80 per share as an inducement for the Note Holders to convert the notes. As of October 31, 2018, all of the convertible note holders agreed to convert at the reduced price offered by the Company. The Company issued 541,668 shares of common stock in conversion of the notes. T he Company recognized an inducement cost associated with the conversion of the of approximately $0.368 million with a corresponding credit to additional paid-in capital In connection with the issuance of the convertible promissory notes, the Company issued the Note Holders common stock purchase warrants with a three year term from the issuance date, providing the Note Holders the right to purchase 97,500 shares of the Company’s common stock at $2.50 per share, with standard anti-dilution protection. After allocating issuance proceeds to the warrant liability, the effective conversion price of the was below the quoted market price of the Company’s common stock. As such, the Company recognized beneficial conversion feature equal to the intrinsic value of the conversion feature on the issuance date, resulting in an additional discount to the initial carrying value of the of approximately $0.5 million with a corresponding credit to additional paid-in capital. As of December 31, 2019 the remaining balance of the warrant liability for these debentures is $23,844. Twelve-month term In May and June 2018, the Company issued senior unsecured convertible notes with a principal balance of $1.5 million to accredited investors (the “Note Holders”). The notes matured in May 2019 and had an annual rate of interest at 8%. Accrued interest was payable quarterly in arrears on the fifth day of each calendar quarter. The notes ranked senior to all obligations not designated as a primary obligation by the Company. The Note Holders were entitled to convert all or any amount of the principal balance then outstanding into shares of the Company’s common stock at a conversion price of $2.50 per share. On November 1, 2018, the Company reduced the conversion price from $2.50 per share to $1.80 per share as an inducement for the Note Holders to convert the notes. Since the notes are optionally convertible by the Note Holders, were issued at par value and did not contain any detachable instruments, the effective conversion price is equal to the stated conversion price of $1.80 per share. T he Company recognized an inducement cost associated with the conversion of the of approximately $0.9 million with a corresponding credit to additional paid-in capital. During October 2018, the Note Holders fully converted the notes into 833,333 shares of the Company’s common stock and the debt discount related to the notes was fully amortized. Canaccord On December 27, 2018, the Company entered into an Agency Agreement (the “Agency Agreement”) for a private offering of up to 10,000 convertible debenture special warrants of the Company (the “CD Special Warrants”) for aggregate gross proceeds of up to CDN$10,000,000 (the “Offering”). The net proceeds of the Offering were used for expansion initiatives and general corporate purposes. The Company’s functional currency is U.S. dollars. In December 2018 and January 2019, the Company issued 3,121 CD Special Warrants in the first closing of the Offering, at a price of CDN $1,000 per CD Special Warrant, and received aggregate gross proceeds of CDN $3.1 million or $2.3 million USD. In connection with this offering, the Company issued the agents in such offering 52,430 convertible debenture special warrants (the “Broker CD Special Warrants”) as partial satisfaction of a selling commission. On March 14, 2019, the Company issued 962 CD Special Warrants in the second and final closing of the Offering, at a price of CDN $1,000 per CD Special Warrant, and received aggregate gross proceeds of CDN $1.0 million or $0.7 million USD. In connection with this offering, the Company issued the agents in such offering 5,600 convertible debenture special warrants (the “Broker CD Special Warrants”) as partial satisfaction of a selling commission. The total aggregate proceeds of the Offering totaled $4.1 million CDN or $3.1 million USD. Each CD Special Warrant will be exchanged (with no further action on the part of the holder thereof and for no further consideration) for one convertible debenture unit of the Company (a “Convertible Debenture Unit”), on the earlier of: (i) the third business day after the date on which both (A) a receipt (the “Receipt”) for a (final) prospectus (the “Qualification Prospectus”) qualifying the distribution of the Convertible Debentures (as defined below) and Warrants (as defined below) issuable upon exercise of the CD Special Warrants has been issued by the applicable securities regulatory authorities in the Canadian jurisdictions in which purchasers of the CD Special Warrants are resident (the “Canadian Jurisdictions”), and (B) a registration statement (the “Registration Statement”) registering the resale of the common shares underlying the Convertible Debentures and Warrants has been declared effective by the U.S. Securities and Exchange Commission (the “Registration”); and (ii) the date that is six months following the closing of the Offering. The Company has also provided certain registration rights to purchasers of the CD Special Warrants. The CD Special Warrants were exchanged for Convertible Debenture Units after six months as U.S. and Canadian registrations were not effective at that time. Each Convertible Debenture Unit is comprised of CDN $1,000 principal amount 8.0% senior unsecured convertible debenture (each, a “Convertible Debenture”) of the Company and 167 common share purchase warrants of the Company (each, a “Warrant”). Each Warrant entitles the holder to purchase one common share of the Company (each, a “Warrant Share”) at an exercise price of CDN $3.90 per Warrant Share for a period of 24 months following the closing of the Offering. The Company has agreed to use its best efforts to obtain the Receipt and Registration within six months following the closing of the Offering. In the event that the Receipt and Registration have not been obtained on or before 5:00 p.m. (PST) on the date that is 120 days following the closing of the Offering, each unexercised CD Special Warrant will thereafter entitle the holder thereof to receive, upon the exercise thereof and at no additional cost, 1.05 Convertible Debenture Units per CD Special Warrant (instead of 1.0 Convertible Debenture Unit per CD Special Warrant). Until the Receipt and Registration have been obtained, securities issued in connection with the Offering (including any underlying securities issued upon conversion or exercise thereof) will be subject to a 6-month hold period from the date of issue. Since the CD Special Warrants were exchanged for Convertible Debenture Units after 6 months as U.S. and Canadian registrations were not effective at that time, the holders received 1.05 Convertible Debenture Units per CD Special Warrant. The brokered portion of the Offering (CDN $2.5 million, $1.9 million USD) was completed by a syndicate of agents (collectively, the “Agents”). The Company paid the Agents a cash commission equal to 7.0% of the gross proceeds raised in the brokered portion of the Offering. As additional consideration, the Company issued the Agents such number of non-transferable broker convertible debenture special warrants (the “Broker CD Special Warrants”) as is equal to 7.0% of the number of CD Special Warrants sold under the brokered portion of the Offering. Each Broker CD Special Warrant shall be exchanged, on the same terms as the CD Special Warrants, into broker warrants of the Company (the “Broker Warrants”). Each Broker Warrant entitles the holder to acquire one Convertible Debenture Unit at an exercise price of CDN $1,000, until the date that is 24 months from the closing date of the Offering. The distribution of the Broker Warrants issuable upon the exchange of the Broker CD Special Warrants shall also be qualified under the Qualification Prospectus and the resale of the common shares underlying the Broker Warrants will be registered under the Registration Statement. The Company also paid the lead agent a commission noted above of CDN$157,290, corporate finance fee equal to CDN $50,000 in cash and as to $50,000 in common shares of the Company at a price per share of CDN $3.00 plus additional expenses of CDN$20,000. In addition, the Company paid the trustees legal fees of CDN$181,365. In total the Company approx. USD $0.32 million in fees and expenses associated with the offering. The issuance of the securities was made in reliance on the exemption provided by Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), for the offer and sale of securities not involving a public offering, Regulation D promulgated under the Securities Act, Regulation S, in Canada to “accredited investors” within the meaning of National Instrument 45106 and other exempt purchasers in each province of Canada, except Quebec, and/or outside Canada and the United States on a basis which does not require the qualification or registration. The securities being offered have not been registered under the Securities Act and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. The Convertible Debenture features contain the following embedded derivatives: ● Conversion Option - The Convertible Debentures provide the holder the right to convert all or any portion of the outstanding principal into common shares of the Company at a conversion price of C$3.00 such that 333.33 common shares are issued for each C$1,000 of principal of Convertible Debentures converted. ● Contingent Put - Upon an Event of Default, the Convertible Debentures settle for cash at the outstanding principal and interest amount (at discretion of the Indenture Trustee or upon request of Holders of 25% or more of principal of the Convertible Debentures). ● Contingent Put - Upon a Change in Control, the Convertible Debentures settle for cash at the outstanding amount and principal and interest * 105% ( where Holder accepts a Change of Control Offer The conversion option, the contingent put feature upon an Event of Default, and the contingent put feature upon a Change in Control should be bifurcated and recognized collectively as a compound embedded derivative at fair value at inception and at each quarterly reporting period. A five percent penalty assessed for failure to timely file a registration statement to register the stock underlying the CD special warrants. The Company valued the warrants granted using the Black-Scholes pricing model and determined that the value at grant date was approximately $424,000 USD (this includes the warrants issued as part of the penalty for failure to timely file the required registration statement under the indenture agreement). The significant assumptions used in the valuation are as follows: Fair value of underlying common shares $ 1.78 to 2.10 Exercise price (converted to USD) $ 2.925 Dividend yield - Historical volatility 85 % Risk free interest rate 1.40 to 1.90 % The warrants are not indexed to the Company’s own stock under ASC 815, Derivatives and Hedging. As such, the warrants do not meet the scope exception in ASC 815-10-15-74(a) to derivative accounting and therefore were accounted for as a liability in accordance with the guidance in ASC 815. The warrant liability was recorded at the date of grant at fair value with subsequent changes in fair value recognized in earnings each reporting period. The table below shows the warrant liability and embedded derivative liability recorded in connection with the Canaccord convertible notes and the subsequent fair value measurement during the three months ended December 31, 2019 in USD, ( in thousands Warrant Liability Derivative Liability Balance at September 30, 2019 $ 42 $ 158 Change in fair value (7 ) (21 ) Balance at December 31, 2019 $ 35 $ 137 The table below shows the net amount of convertible notes as of December 31, 2019 in USD ( in thousands December 31, 2019 Principal value of 8%, convertible at $2.27 at December 31, 2019, due December 27, 2020 including penalty provision of $155,239 $ 3,309 Fair value of bifurcated contingent put option of convertible debenture 137 Debt discount (1,062 ) Cumulative foreign currency impact (35 ) Carrying value of convertible notes $ 2,349 Total long-term carrying value of convertible notes $ 2,349

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Dec. 31, 2019
Fair Value Disclosures [Abstract]
Fair Value Measurements	12. Fair Value Measurements In accordance with ASC 820 (Fair Value Measurements and Disclosures), the Company uses various inputs to measure the outstanding warrants and certain embedded conversion feature associated with convertible debt on a recurring basis to determine the fair value of the liability. ASC 820 also establishes a hierarchy categorizing inputs into three levels used to measure and disclose fair value. The hierarchy gives the highest priority to quoted prices available in active markets and the lowest priority to unobservable inputs. An explanation of each level in the hierarchy is described below: Level 1 – Unadjusted quoted prices in active markets for identical instruments that are accessible by the Company on the measurement date Level 2 – Quoted prices in markets that are not active or inputs which are either directly or indirectly observable Level 3 – Unobservable inputs for the instrument requiring the development of assumptions by the Company The following table classifies the Company’s liabilities measured at fair value on a recurring basis into the fair value hierarchy as of December 31, 2019 (in thousands): Fair value measured at December 31, 2019 Fair Value Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) Warrant liability $ 245 $ - $ - $ 245 Embedded derivative liability 137 - - 137 Total fair value $ 382 $ - $ - $ 382 There were no transfers between Level 1, 2 or 3 during the three months ended December 31, 2019. The following table presents changes in Level 3 liabilities measured at fair value for the three months ended December 31, 2019. Both observable and unobservable inputs were used to determine the fair value of positions that the Company has classified within the Level 3 category. Unrealized gains and losses associated with liabilities within the Level 3 category include changes in fair value that were attributable to both observable (e.g., changes in market interest rates) and unobservable (e.g., changes in unobservable long- dated volatilities) inputs (in thousands). Warrant Liability Derivative Liability Total Balance – September 30, 2019 $ 283 $ 158 $ 441 Warrants granted for stock-based compensation - - - Change in fair value (38 ) (21 ) (59 ) Balance - December 31, 2019 $ 245 $ 137 $ 382 A summary of the weighted average (in aggregate) significant unobservable inputs (Level 3 inputs) used in measuring the Company’s warrant liabilities and embedded conversion feature that are categorized within Level 3 of the fair value hierarchy as of December 30, 2019 is as follows: Warrant Liability As of December 31, 2019 Strike price $ 2.97 Contractual term (years) 1.6 Volatility (annual) 104 % Risk-free rate 2 % Dividend yield (per share) 0 % Embedded Derivative Liability As of December 31, 2019 As of September 30, 2019 Strike price $ .87 $ 0.80 Contractual term (years) .90 1.2 Volatility (annual) 85 % 85 % Risk-free rate 2 % 2 % Dividend yield (per share) 0 % 0 % Credit spread 11.12 % 11.12 % The Company used a lattice based trinomial model developed by Tsiveriotis, K. and Fernades in which the three lattices incorporate (1) the Company’s underlying common stock price; (2) the value of the debt components of the convertible notes; and (3) the value of the equity component of the convertible notes. The main drivers of sensitivity for the model are volatility and the credit spread. The model used will vary by approximately 1.5% for a 4% change in volatility and will vary by less than 1% for each 1% change in credit spread.

Shareholders' Equity

Shareholders' Equity	3 Months Ended
	Dec. 31, 2019
Equity [Abstract]
Shareholders' Equity	13. Shareholders’ Equity Preferred shares The Company had two series of preferred shares designated with no preferred shares issued and outstanding as of December 31, 2019 and September 30, 2019. Common shares During the three months ended December 31, 2019, the Company issued 394,270 shares of its common stock in connection with a Membership Interest Purchase Agreement for real property located in Eugene, Oregon. The agreed upon purchase price was $500,000 less the lien of $105,732. The Company acquired the property from a related party and recorded the building at its carrying value of approximately $500,000. In connection with this transaction the Company issued 394,270 common shares at $1.00 per share. Common stock issuances for compensation: During the three months ended December 31, 2019, the Company issued 5,000 shares of its common stock related to a consulting agreement for a fair value of approximately $4,000 or $0.89 per share.

Stock Based Compensation

Stock Based Compensation	3 Months Ended
	Dec. 31, 2019
Compensation Related Costs [Abstract]
Stock Based Compensation	14. Stock Based Compensation Stock Options The fair value of the Company’s common stock was based upon the publicly quoted price on the date that the final approval of the awards was obtained. The Company does not expect to pay dividends in the foreseeable future so therefore the expected dividend yield is 0%. The expected term for stock options granted with service conditions represents the average period the stock options are expected to remain outstanding and is based on the expected term calculated using the approach prescribed by the Securities and Exchange Commission’s Staff Accounting Bulletin for “plain vanilla” options for options granted in 2019. The expected term for stock options granted with performance and/or market conditions represents the period estimated by management by which the performance conditions will be met. The Company obtained the risk-free interest rate from publicly available data published by the Federal Reserve. The Company uses a methodology in estimating its volatility percentage from a computation that was based on a comparison of average volatility rates of similar companies to a computation based on the standard deviation of the Company’s own underlying stock price’s daily logarithmic returns. The fair value of options granted during the three months ended December 31, 2019 were estimated using the following weighted-average assumptions: Options: For the Three Months Ended December 31, 2019 Exercise price $ 0.89 - $1.25 Expected term (years) 2.0 - 4.0 Expected stock price volatility 105.8% - 115.9 Risk-free rate of interest 2 % Expected dividend rate 0 % A summary of option activity under the Company’s stock option plan for three months ended December 31, 2019 is presented below: Number of Shares Weighted Average Exercise Price Total Intrinsic Value Weighted Average Remaining Contractual Life (in years) Outstanding as of September 30, 2019 3,210,416 $ 2.45 $ - 2.1 Granted 1,262,500 $ 1.19 $ - 2.3 Outstanding as of December 31, 2019 4,472,916 $ 2.09 $ - 2.0 Options vested and exercisable 3,712,916 $ 2.28 $ - 1.8 Estimated future stock-based compensation expense relating to unvested stock options was approximately $0.3 million as of December 31, 2019. Weighted average remaining contractual life of the options is 2.0 years. Stock-based Compensation Expense Stock-based compensation expense for the three months ended December 31, 2019 and 2018 was comprised of the following (in thousands): Three months ended December 31, 2019 2018 Stock grants $ 82 $ 1,355 Stock options 415 308 Warrants - 85 Total stock-based compensation $ 497 $ 1,748 In the 4 th

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Dec. 31, 2019
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	15. Commitments and Contingencies As noted earlier in Note 1, the Company, engages in a business that constitutes an illegal act under the laws of the United States Federal Government. This raises several possible issues which may impact the Company’s overall operations, not the least of which are related to traditional banking and other key operational risks. Since cannabis remains illegal on the federal level, and most traditional banks are federally insured, those financial institutions will not service cannabis businesses. In states where medical or recreational marijuana is legal, dispensary owners, manufacturers, and anybody who “touches the plant,” continue to face a host of operational hurdles. While local, state-chartered banks and credit unions now accept cannabis commerce, there remains a reluctance by traditional banks to do business with them. Aside from a huge inconvenience and the need to find creative ways to manage financial flow, payroll logistics, and payment of taxes, this also poses tremendous risks to controls as a result of operating a lucrative business in cash. This lack of access to traditional banking may inhibit industry growth. In the period ended December 31, 2019, the Company’s accounts with a major money center bank were closed as the bank would not allow the Company to continue to use its banking network. Despite the uncertainties surrounding the Federal government’s position on legalized marijuana, the Company does not believe these risks will have a substantive impact on its planned operations in the near term. As of December 31, 2019, the Company has acquired interests in several entities. As part of those interests, the Company has commitments to fund the acquisition of licenses and permits to allow for the cultivation and sale of cannabis and related products in the United States and Eswatini. As of December 31, 2019, Company estimates that its investees will need up to approximately $2.5 million to complete the acquisition of licenses and permits, to fund the buildout or expansion of facilities to fully operate in their respective cannabis markets, which will encompass several years of development.

Subsequent Events

Subsequent Events	3 Months Ended
	Dec. 31, 2019
Subsequent Events [Abstract]
Subsequent Events	16. Subsequent Events In January 2020, the Company entered into two promissory notes totaling $500,000 payable in full on the ninth month anniversary. These notes bear an interest rate of 1 percent per month and Payee will receive 50,000 warrants at 0.85 cents strike price with a duration of five years. In January 2020, the Company entered into two promissory notes totaling $500,000 payable in full on the sixth month anniversary. This note bears an interest rate of 1 percent per month and Payee will receive 50,000 warrants at 0.85 cents strike price with a duration of five years. Effective January 2019, the Company entered into a one-year Board Member agreement, and as part of that agreement for services agreed to issue 250,000 shares of the Company’s common stock and 250,000 options priced at $1.00. On January 7, 2020, the Company, completed a joint venture with Community Growth Partners, Inc. (“CGP”), a vertically-integrated cannabis company with provisional licensed operations in Massachusetts. The Massachusetts Cannabis Control Commission recently awarded CGP three provisional cannabis licenses for cultivation, manufacturing and retail – making CGP one of the Commonwealth’s first women- and minority-founded and owned businesses to become approved as a vertically-integrated cannabis operation. Stem will acquire 49% of CGP’s common stock and will then provide a $2 million revolving line of credit for future expansion into Massachusetts. The agreements are subject to approval of the Massachusetts Cannabis Control Commission and other local state authorities. In March 2020, the Company entered into a six-month consulting agreement, and as part of that agreement for professional services, agreed to issue a total of 350,000 shares of the Company’s common stock and $100,000 cash compensation. Pursuant to the agreement, all 350,000 shares of common stock will be restricted securities. In March 2020, the Company executed a $1,585,000 mortgage payable on property located in Oregon to acquire additional funds. The mortgage bears interest at 11.55% per annum. Monthly interest only payments began April 1, 2020 and continue each month thereafter until paid. The entire unpaid balance is due on April 1, 2023, the maturity date of the mortgage, and is secured by the underlying property. The Company paid costs of approximately $120,000 to close on the mortgage. The mortgage terms do not allow participation by the lender in either the appreciation in the fair value of the mortgaged real estate project or the results of operations of the mortgaged real estate project. The note has been cross guaranteed by the CEO and Director of the Company. In March 2020, the Company acquired Seven Leaf Ventures Corp. (“7LV”), a private Alberta corporation, and its subsidiaries, pursuant to the terms of a share purchase agreement dated March 6, 2020. 7LV owns Foothills Health and Wellness, a medical dispensary, in the greater Sacramento, California area. In connection with the acquisition, the Company issued 11,999,008 shares of common stock to former shareholders of 7LV (“7LV Shares”). The Company issued an aggregate 682,000 shares and replacement 10% unsecured convertible debentures in the aggregate principal amount of C$3,410,000 (the “Replacement Debentures”), convertible into shares at a conversion price of C$1.67 per share at any time prior to May 3, 2021, to former holders of unsecured convertible debentures of 7LV. As part of the Acquisition, the Company assumed the obligations of 7LV with respect to the common share purchase warrants of 7LV outstanding on the closing of the acquisition, subject to appropriate adjustments to reflect the exchange ratio. Accordingly, the Company has assumed 1,022,915 common share purchase warrants (the “Warrants”), exercisable into shares at an exercise price of C$2.08 per share at any time prior to May 3, 2021, 299,975 Warrants, exercisable into shares at an exercise price of C$4.17 per share at any time prior to December 31, 2020 and 999,923 Warrants, exercisable into shares at an exercise price of C$0.50 at any time prior to October 10, 2020. Following the completion of the acquisition, 7LV is now a wholly-owned subsidiary of the Company. Certain shareholders of 7LV, who collectively held approximately 74.5% of the 7LV Shares outstanding at the closing of the acquisition, have agreed to a contractual lock-up pursuant to which such shareholders will not transfer 25% of the Company’s shares received as part of the acquisition until approximately 90 days following the acquisition by 7LV of the Sacramento California Dispensary. In March 2020, the Company’s Board of Directors elected to propose to the holders of the Canaccord 8% convertible debentures and warrants a reduction in their conversion and exercise prices, respectively. The Company has proposed to reduce the conversion price for each convertible debentures to CDN 1.50 ($1.04 based on March 19, 2020 spot forex from CAD to USD) and to reduce the exercise price of the warrants to CDN 1.15 ($0.79 based on March 19, 2020 spot forex from CAD to USD). In accordance with the requirements under the convertible notes and warrants, the Company will hold a special meeting on April 7, 2020 in which the holders will be able to participate and vote on the changes noted above.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Dec. 31, 2019
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The unaudited condensed financial statements included herein are unaudited. Such financial statements, in the opinion of management, contain all adjustments necessary to present fairly the financial position and results of operations as of and for the periods indicated. All such adjustments are of a normal recurring nature. These interim results are not necessarily indicative of the results to be expected for the year ending September 30, 2020 or for any other period. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission, and because of this, for further information, readers should refer to the financial statements and footnotes included in its Form 10-K for the fiscal year ended September 30, 2019 filed on March 2, 2020. The Company believes that the disclosures are adequate to make the interim information presented not misleading.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. The most significant estimates included in these condensed consolidated financial statements are those associated with the assumptions used to value equity instruments, valuation of its long live assets for impairment testing and the deferral of rents. These estimates and assumptions are based on current facts, historical experience and various other factors believed to be reasonable given the circumstances that exist at the time the financial statements are prepared. Actual results may differ materially and adversely from these estimates. To the extent there are material differences between the estimates and actual results, the Company’s future results of operations will be affected.
Principals of Consolidation	Principals of Consolidation The Company’s policy is to consolidate all entities that it controls by ownership of a majority of the outstanding voting stock. In addition, the Company consolidates entities that meet the definition of a variable interest entity (“VIE”) for which it is the primary beneficiary. The primary beneficiary is the party who has the power to direct the activities of a VIE that most significantly impact the entity’s economic performance and who has an obligation to absorb losses of the entity or a right to receive benefits from the entity that could potentially be significant to the entity. For consolidated entities that are less than wholly owned, the third party’s holding of equity interest is presented as noncontrolling interests in the Company’s condensed consolidated balance sheets and condensed consolidated statements of changes in stockholders’ equity. The portion of net loss attributable to the noncontrolling interests is presented as net loss attributable to noncontrolling interests in the Company’s condensed consolidated statements of operations. The accompanying unaudited condensed consolidated financial statements include the accounts of Stem Holdings, Inc. and its wholly-owned subsidiaries, Stem Holdings Oregon, Inc., Stem Holdings IP, Inc., Opco, LLC, Stem Agri, LLC., Stem Group Oklahoma, Inc. and Stem Holdings Florida, Inc. All material intercompany accounts, transactions, and profits have been eliminated in consolidation. Our wholly owned subsidiaries had no operations, assets or liabilities as of December 31, 2019.
Loss Per Share	Loss per Share ASC 260, Earnings Per Share, requires dual presentation of basic and diluted earnings per share (“EPS”) with a reconciliation of the numerator and denominator of the basic EPS computation to the numerator and denominator of the diluted EPS computation. Basic EPS excludes dilution. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the entity. Basic net loss per share of common stock excludes dilution and is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share of common stock reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the entity unless inclusion of such shares would be anti-dilutive. Since the Company has only incurred losses, basic and diluted net loss per share is the same. Securities that could potentially dilute loss per share in the future that were not included in the computation of diluted loss per share at December 31, 2019 is as follows: Convertible notes 1,429,050 Options to purchase common stock 2,355,416 Unvested restricted stock awards 100,000 Warrants to purchase common stock 2,241,920 6,126,386
Revenue Recognition	Revenue Recognition The Company recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that an entity determines are within the scope of Accounting Standards Codification (ASC) Topic 606, Revenue from Contracts with Customers (Topic 606), the entity performs the following five steps: (i) identify the 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 revenue when (or as) the entity satisfies a performance obligation. The Company only applies the five-step model to contracts when it is probable that the entity will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. At contract inception, once the contract is determined to be within the scope of Topic 606, the Company assesses the goods or services promised within each contract and determines those that are performance obligations and assesses whether each promised good or service is distinct. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. Revenue for the Company’s product sales has not been adjusted for the effects of a financing component as the Company expects, at contract inception, that the period between when the Company’s transfers control of the product and when the Company receives payment will be one year or less. Product shipping and handling costs are included in cost of product sales. Effective October 1, 2019, the Company adopted the requirements of ASU 2014-09 (ASC 606) and related amendments, using the modified retrospective method. The adoption of ASC 606 did not have a significant impact on the Company’s revenue recognition policy as revenues related to wholesale and retail revenue are recorded upon transfer of merchandise to the customer, which was the effective policy under ASC 605 previously. The following policies reflect specific criteria for the various revenue streams of the Company: Revenue is recognized upon transfer of retail merchandise to the customer upon sale transaction. The Company’s sales environment is somewhat unique, in that once the product is sold to the customer (retail) or delivered (wholesale) there are essentially no returns allowed under the various state laws. Revenue related to wholesale products is recognized upon receipt of the customer. Disaggregation of Revenue In the three months ended December 31, 2018, the Company’s revenue was primarily rental of land, buildings and improvements in nature, and governed primarily under ASC 840. In the three months ended December 31, 2019, all of the Company’s rental revenue is eliminated upon consolidation, and the revenue reported is primarily from the sale of cannabis and related products accounted for under ASC 606. The following table illustrates our revenue by type related to the three months ended December 31, 2019 and 2018: Period Ended December 31, 2019 2018 Revenue Wholesale $ 480 $ - Retail 833 - Rental - 338 Other 8 - Total Revenue $ 1,321 $ 338
Recent Accounting Guidance	Recent Accounting Guidance In June 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) ASU 2018-07, C ompensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers In February 2016, the FASB issued ASU No. 2016-02, Leases In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	3 Months Ended
	Dec. 31, 2019
Accounting Policies [Abstract]
Schedule of Computation of Diluted Loss Per Share	Securities that could potentially dilute loss per share in the future that were not included in the computation of diluted loss per share at December 31, 2019 is as follows: Convertible notes 1,429,050 Options to purchase common stock 2,355,416 Unvested restricted stock awards 100,000 Warrants to purchase common stock 2,241,920 6,126,386
Schedule of Disaggregation of Revenue	The following table illustrates our revenue by type related to the three months ended December 31, 2019 and 2018: Period Ended December 31, 2019 2018 Revenue Wholesale $ 480 $ - Retail 833 - Rental - 338 Other 8 - Total Revenue $ 1,321 $ 338

Property, Plant & Equipment (Ta

Property, Plant & Equipment (Tables)	3 Months Ended
	Dec. 31, 2019
Property, Plant and Equipment [Abstract]
Schedule of Property, Plant and Equipment	Property and equipment consists of the following (in thousands): December 31, 2019 September 30, 2019 Land $ 1,451 $ 1,451 Automobiles 61 61 Signage 19 19 Furniture and equipment 2,156 2,125 Leasehold improvements 3,303 3,197 Buildings and property improvements 10,297 9,719 Computer software 59 59 17,346 16,631 Accumulated depreciation (2,304 ) (1,925 ) Property and equipment, net $ 15,042 $ 14,706

Inventory (Tables)

Inventory (Tables)	3 Months Ended
	Dec. 31, 2019
Inventory Disclosure [Abstract]
Schedule of Inventory	Inventory consists of the following (in thousands): December 31, 2019 September 30, 2019 Raw materials $ 246 $ 169 Work-in-progress 42 42 Finished goods 524 400 Total Inventory $ 812 $ 611

Non-Controlling Interests (Tabl

Non-Controlling Interests (Tables)	3 Months Ended
	Dec. 31, 2019
Noncontrolling Interest [Abstract]
Schedule of Non-Controlling Interests in Consolidated Entities	Non-controlling interests in consolidated entities are as follows (in thousands): As of December 31, 2019 NCI Equity Share Net Loss Attributable to NCI NCI in Consolidated Entities Non-Controlling Ownership % NVD RE Corp. $ 989 $ (14 ) $ 975 62.5 % Western Coast Ventures, Inc. 1,288 (73 ) 1,215 49.0 % YMY Ventures, Inc. 447 (148 ) 299 50.0 % $ 2,724 $ (235 ) $ 2,489

Intangible Assets, Net (Tables)

Intangible Assets, Net (Tables)	3 Months Ended
	Dec. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Intangible Assets	Intangible assets as of December 31, 2019 (in thousands): Estimated Useful Life Cannabis Licenses Tradename Customer Relationship Non-compete Accumulated Amortization Net Carrying Amount Balance as September 30, 2018 $ - $ - $ - $ - $ - $ - Balance as September 30, 2019 5,814 147 135 220 - 6,316 YMY Ventures (1) 15 - - - - (13 ) (13 ) Western Coast Ventures, Inc. (1) 15 - - - - (41 ) (41 ) Yerba Buena 3-15 years - - - - (63 ) (63 ) Other 5 - - - - (4 ) (4 ) Balance as December 31, 2019 $ 5,814 $ 147 $ 135 $ 220 $ (121 ) $ 6,195 (1) These represent provisional licenses that the Company acquired during the fiscal years ended September 30, 2019 and 2018. Once these licenses are approved by their respective regulatory bodies, the Company will amortize these cannabis licenses over a 15-year estimated useful life.

Accounts payable and Accrued _2

Accounts payable and Accrued Expenses (Tables)	3 Months Ended
	Dec. 31, 2019
Payables and Accruals [Abstract]
Schedule of Accounts Payable and Accrued Expenses	Accounts payable and accrued expenses consist of the following (in thousands): December 31, 2019 September 30, 2019 Accounts payable $ 991 $ 707 Accrued credit cards 28 31 Accrued interest 37 106 Other 220 238 Total Accounts Payable and Accrued Expenses $ 1,276 $ 1,082

Notes Payable and Advances (Tab

Notes Payable and Advances (Tables)	3 Months Ended
	Dec. 31, 2019
Debt Disclosure [Abstract]
Schedule of Short-term Notes and Advances	The following table summarizes the Company’s short-term notes, mortgages, and advances as of December 31, 2019 and September 30, 2019 (in thousands): December 31, 2019 September 30, 2019 Equipment financing $ 28 $ 33 Insurance financing 71 160 Mortgages and liens payable 2,263 2,191 Promissory note 1,000 1,000 $ 3,362 $ 3,384 Acquisition notes payable 708 708 Total notes payable and advances $ 4,070 $ 4,092 Long-term mortgages 864 Current Portion $ 3,206

Convertible Debt (Tables)

Convertible Debt (Tables)	3 Months Ended
	Dec. 31, 2019
Debt Disclosure [Abstract]
Schedule of Assumptions Value Warrant Granted	The significant assumptions used in the valuation are as follows: Fair value of underlying common shares $ 1.78 to 2.10 Exercise price (converted to USD) $ 2.925 Dividend yield - Historical volatility 85 % Risk free interest rate 1.40 to 1.90 %
Schedule of Embedded Derivative Liability	The table below shows the warrant liability and embedded derivative liability recorded in connection with the Canaccord convertible notes and the subsequent fair value measurement during the three months ended December 31, 2019 in USD, ( in thousands Warrant Liability Derivative Liability Balance at September 30, 2019 $ 42 $ 158 Change in fair value (7 ) (21 ) Balance at December 31, 2019 $ 35 $ 137
Schedule of Convertible Notes Outstanding After Unamortized Discount	The table below shows the net amount of convertible notes as of December 31, 2019 in USD ( in thousands December 31, 2019 Principal value of 8%, convertible at $2.27 at December 31, 2019, due December 27, 2020 including penalty provision of $155,239 $ 3,309 Fair value of bifurcated contingent put option of convertible debenture 137 Debt discount (1,062 ) Cumulative foreign currency impact (35 ) Carrying value of convertible notes $ 2,349 Total long-term carrying value of convertible notes $ 2,349

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
	Dec. 31, 2019
Fair Value Disclosures [Abstract]
Schedule of Liabilities Measured at Fair Value on a Recurring Basis	The following table classifies the Company’s liabilities measured at fair value on a recurring basis into the fair value hierarchy as of December 31, 2019 (in thousands): Fair value measured at December 31, 2019 Fair Value Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) Warrant liability $ 245 $ - $ - $ 245 Embedded derivative liability 137 - - 137 Total fair value $ 382 $ - $ - $ 382
Schedule of Level 3 Liabilities Measured at Fair value	The following table presents changes in Level 3 liabilities measured at fair value for the three months ended December 31, 2019. Both observable and unobservable inputs were used to determine the fair value of positions that the Company has classified within the Level 3 category. Unrealized gains and losses associated with liabilities within the Level 3 category include changes in fair value that were attributable to both observable (e.g., changes in market interest rates) and unobservable (e.g., changes in unobservable long- dated volatilities) inputs (in thousands). Warrant Liability Derivative Liability Total Balance – September 30, 2019 $ 283 $ 158 $ 441 Warrants granted for stock-based compensation - - - Change in fair value (38 ) (21 ) (59 ) Balance - December 31, 2019 $ 245 $ 137 $ 382
Summary of Weighted Average Significant Unobservable Inputs	A summary of the weighted average (in aggregate) significant unobservable inputs (Level 3 inputs) used in measuring the Company’s warrant liabilities and embedded conversion feature that are categorized within Level 3 of the fair value hierarchy as of December 30, 2019 is as follows: Warrant Liability As of December 31, 2019 Strike price $ 2.97 Contractual term (years) 1.6 Volatility (annual) 104 % Risk-free rate 2 % Dividend yield (per share) 0 % Embedded Derivative Liability As of December 31, 2019 As of September 30, 2019 Strike price $ .87 $ 0.80 Contractual term (years) .90 1.2 Volatility (annual) 85 % 85 % Risk-free rate 2 % 2 % Dividend yield (per share) 0 % 0 % Credit spread 11.12 % 11.12 %

Stock Based Compensation (Table

Stock Based Compensation (Tables)	3 Months Ended
	Dec. 31, 2019
Compensation Related Costs [Abstract]
Schedule of Fair Value of Options Granted	Options: For the Three Months Ended December 31, 2019 Exercise price $ 0.89 - $1.25 Expected term (years) 2.0 - 4.0 Expected stock price volatility 105.8% - 115.9 Risk-free rate of interest 2 % Expected dividend rate 0 %
Summary of Stock Option Activity	A summary of option activity under the Company’s stock option plan for three months ended December 31, 2019 is presented below: Number of Shares Weighted Average Exercise Price Total Intrinsic Value Weighted Average Remaining Contractual Life (in years) Outstanding as of September 30, 2019 3,210,416 $ 2.45 $ - 2.1 Granted 1,262,500 $ 1.19 $ - 2.3 Outstanding as of December 31, 2019 4,472,916 $ 2.09 $ - 2.0 Options vested and exercisable 3,712,916 $ 2.28 $ - 1.8
Schedule of Stock-based Compensation Expenses	Stock-based compensation expense for the three months ended December 31, 2019 and 2018 was comprised of the following (in thousands): Three months ended December 31, 2019 2018 Stock grants $ 82 $ 1,355 Stock options 415 308 Warrants - 85 Total stock-based compensation $ 497 $ 1,748

Incorporation and Operations _2

Incorporation and Operations and Going Concern (Details Narrative) - USD ($) $ in Thousands	Dec. 31, 2019	Sep. 30, 2019	[1]
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Cash and cash equivalents	$ 671	$ 3,339
Working capital	(4,600)
Stockholder's equity	18,689	20,870
Accumulated deficit	$ (43,461)	$ (40,384)
[1]	Derived from audited information

Summary of Significant Accoun_4

Summary of Significant Accounting Policies (Details Narrative) - Accounting Standards Update 2016-02 [Member] $ in Thousands	Dec. 31, 2019USD ($)
Operating lease liabilities	$ 1,300
Right of use of asset	$ 1,300

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Schedule of Computation of Diluted Loss Per Share (Details)	3 Months Ended
	Dec. 31, 2019shares
Antidilutive Securities excluded from computation of earnings per share, amount	6,126,386
Convertible Notes [Member]
Antidilutive Securities excluded from computation of earnings per share, amount	1,429,050
Options to Purchase Common Stock [Member]
Antidilutive Securities excluded from computation of earnings per share, amount	2,355,416
Unvested Restricted Stock Awards [Member]
Antidilutive Securities excluded from computation of earnings per share, amount	100,000
Warrants to Purchase Common Stock [Member]
Antidilutive Securities excluded from computation of earnings per share, amount	2,241,920

Summary of Significant Accoun_6

Summary of Significant Accounting Policies - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Total Revenue	$ 1,321	$ 338
Wholesale [Member]
Total Revenue	480
Retail [Member]
Total Revenue	833
Rental [Member]
Total Revenue
Other [Member]
Total Revenue	$ 8
Rental [Member]
Total Revenue		$ 338

Property, Plant & Equipment (De

Property, Plant & Equipment (Details Narrative) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Property, Plant and Equipment [Abstract]
Depreciation and amortization expense	$ 379	$ 221

Property, Plant & Equipment - S

Property, Plant & Equipment - Schedule of Property, Plant and Equipment (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Sep. 30, 2019
Property and equipment, gross	$ 17,346	$ 16,631
Accumulated depreciation	(2,304)	(1,925)
Property and equipment, net	15,042	14,706	[1]
Land [Member]
Property and equipment, gross	1,451	1,451
Automobiles [Member]
Property and equipment, gross	61	61
Signage [Member]
Property and equipment, gross	19	19
Furniture and Equipment [Member]
Property and equipment, gross	2,156	2,125
Leasehold Improvements [Member]
Property and equipment, gross	3,303	3,197
Buildings and Property Improvements [Member]
Property and equipment, gross	10,297	9,719
Computer Software [Member]
Property and equipment, gross	$ 59	$ 59
[1]	Derived from audited information

Inventory (Details Narrative)

Inventory (Details Narrative) - USD ($)	Dec. 31, 2019	Sep. 30, 2019
Inventory reserve
Owned by One Subsidiaries [Member]
Equity method investment, ownership percentage	50.00%

Inventory - Schedule of Invento

Inventory - Schedule of Inventory (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Sep. 30, 2019
Inventory Disclosure [Abstract]
Raw materials	$ 246	$ 169
Work-in-progress	42	42
Finished goods	524	400
Total Inventory	$ 812	$ 611	[1]
[1]	Derived from audited information

Asset Acquisitions (Details Nar

Asset Acquisitions (Details Narrative) - USD ($)	Nov. 01, 2019	Dec. 31, 2019	Dec. 31, 2018
Purchase of property		$ 321,000	$ 467,000
Empire Holdings LLC [Member]
Equity method investment, ownership percentage	100.00%
Purchase of property	$ 500,000
Paid in kind lien amount	$ 105,732
Number of shares issued for purchase price	394,270

Non-Controlling Interests - Sch

Non-Controlling Interests - Schedule of Non-Controlling Interests in Consolidated Entities (Details) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Sep. 30, 2019	[1]
NCI Equity Share	2,724
Net Loss Attributable to NCI	$ (235)
NCI in Consolidated Entities	$ 2,489		$ 2,724
NVD RE Corp. [Member]
NCI Equity Share	989
Net Loss Attributable to NCI	$ (14)
NCI in Consolidated Entities	$ 975
Non-Controlling Ownership, percentage	62.50%
Western Coast Ventures, Inc. [Member]
NCI Equity Share	1,288
Net Loss Attributable to NCI	$ (73)
NCI in Consolidated Entities	$ 1,215
Non-Controlling Ownership, percentage	49.00%
YMY Ventures, Inc. [Member]
NCI Equity Share	447
Net Loss Attributable to NCI	$ (148)
NCI in Consolidated Entities	$ 299
Non-Controlling Ownership, percentage	50.00%
[1]	Derived from audited information

Intangible Assets, Net - Schedu

Intangible Assets, Net - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands		3 Months Ended			12 Months Ended
		Dec. 31, 2019		Dec. 31, 2018	Sep. 30, 2018
Balance, beginning		$ 6,316	[1]
Accumulated Amortization		121
Balance, ending		6,195
YMY Ventures LLC [Member]
Accumulated Amortization	[2]	(13)
Balance, ending	[2]	$ (13)
Estimated Useful Life	[2]	15 years
Western Coast Ventures, Inc. (WCV) [Member]
Accumulated Amortization	[2]	$ (41)
Balance, ending	[2]	$ (41)
Estimated Useful Life	[2]	15 years
Yerba Buena, LLC [Member]
Accumulated Amortization		$ (63)
Balance, ending		$ (63)
Yerba Buena, LLC [Member] | Minimum [Member]
Estimated Useful Life		3 years
Yerba Buena, LLC [Member] | Maximum [Member]
Estimated Useful Life		15 years
Other [Member]
Accumulated Amortization		$ (4)
Balance, ending		$ (4)
Estimated Useful Life		5 years
Cannabis Licenses [Member]
Balance, beginning		$ 5,814
Accumulated Amortization
Balance, ending		5,814
Cannabis Licenses [Member] | YMY Ventures LLC [Member]
Balance, beginning	[2]
Balance, ending	[2]
Cannabis Licenses [Member] | Western Coast Ventures, Inc. (WCV) [Member]
Balance, beginning	[2]
Balance, ending	[2]
Estimated Useful Life
Cannabis Licenses [Member] | Yerba Buena, LLC [Member]
Balance, beginning
Balance, ending
Cannabis Licenses [Member] | Other [Member]
Balance, beginning
Balance, ending
Trade Name [Member]
Balance, beginning		147
Accumulated Amortization
Balance, ending		147
Trade Name [Member] | YMY Ventures LLC [Member]
Balance, beginning	[2]
Balance, ending	[2]
Trade Name [Member] | Western Coast Ventures, Inc. (WCV) [Member]
Balance, beginning	[2]
Balance, ending	[2]
Estimated Useful Life
Trade Name [Member] | Yerba Buena, LLC [Member]
Balance, beginning
Balance, ending
Trade Name [Member] | Other [Member]
Balance, beginning
Balance, ending
Customer Relationship [Member]
Balance, beginning		135
Accumulated Amortization
Balance, ending		135
Customer Relationship [Member] | YMY Ventures LLC [Member]
Balance, beginning	[2]
Balance, ending	[2]
Customer Relationship [Member] | Western Coast Ventures, Inc. (WCV) [Member]
Balance, beginning	[2]
Balance, ending	[2]
Estimated Useful Life
Customer Relationship [Member] | Yerba Buena, LLC [Member]
Balance, beginning
Balance, ending
Customer Relationship [Member] | Other [Member]
Balance, beginning
Balance, ending
Non-Compete [Member]
Balance, beginning		220
Accumulated Amortization
Balance, ending		220
Non-Compete [Member] | YMY Ventures LLC [Member]
Balance, beginning	[2]
Balance, ending	[2]
Non-Compete [Member] | Western Coast Ventures, Inc. (WCV) [Member]
Balance, beginning	[2]
Balance, ending	[2]
Estimated Useful Life
Non-Compete [Member] | Yerba Buena, LLC [Member]
Balance, beginning
Balance, ending
Non-Compete [Member] | Other [Member]
Balance, beginning
Balance, ending
[1]	Derived from audited information
[2]	These represent provisional licenses that the Company acquired during the fiscal years ended September 30, 2019 and 2018. Once these licenses are approved by their respective regulatory bodies, the Company will amortize these cannabis licenses over a 15-year estimated useful life.

Intangible Assets, Net - Sche_2

Intangible Assets, Net - Schedule of Intangible Assets (Details) (Parenthetical) - Cannabis Licenses [Member]	3 Months Ended
	Dec. 31, 2019
Amortization estimated useful life, description	Once these licenses are approved by their respective regulatory bodies, the Company will amortize these cannabis licenses over a 15-year estimated useful life.
Amortization estimated useful life	15 years

Related Party (Details Narrativ

Related Party (Details Narrative) $ in Thousands	Dec. 31, 2019USD ($)
Consolidated Ventures of Oregon [Member]
Due from related parties	$ 272
Community Growth Ventures [Member]
Due from related parties	$ 190

Accounts Payable and Accrued _3

Accounts Payable and Accrued Expenses - Schedule of Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Sep. 30, 2019
Payables and Accruals [Abstract]
Accounts payable	$ 991	$ 707
Accrued credit cards	28	31
Accrued interest	37	106
Other	220	238
Total Accounts Payable and Accrued Expenses	$ 1,276	$ 1,082	[1]
[1]	Derived from audited information

Notes Payable and Advances (Det

Notes Payable and Advances (Details Narrative) - USD ($)

Mar. 17, 2020

Dec. 05, 2019

Jul. 31, 2019

May 24, 2019

Mar. 08, 2019

Jul. 31, 2018

May 29, 2018

Apr. 30, 2018

Apr. 29, 2018

Apr. 04, 2018

Feb. 28, 2018

Jan. 16, 2018

Nov. 30, 2017

Jan. 31, 2020

Apr. 30, 2019

Dec. 31, 2019

Dec. 31, 2018

Sep. 30, 2019

Sep. 30, 2018

Debt instrument interest percentage

8.00%

Acquisition of purchase price

$ 321,000

$ 467,000

Debt maturity date

Dec. 27, 2020

Mortgage payable

$ 2,263,000

$ 2,191,000

Acquisition of Yerba Buena [Member]

Debt instrument face amount

$ 400,000

Debt instrument interest percentage

8.00%

Debt maturity date

Apr. 8, 2021

Willamette Property [Member]

Mortgage payable

$ 550,000

550,000

Mortgage payable, interest rate

15.00%

Mortgage payable final due date

Mar. 1, 2020

Value of mortgage paid

$ 28,000

Description of collateral

The note has been cross guaranteed by the CEO and Director of the Company.

Property With Additional Personal Guaranty of CEO [Member] | Subsequent Event [Member]

Mortgage payable

$ 700,000

$ 400,000

Mortgage payable, interest rate

15.00%

15.00%

Mortgage payable final due date

Mar. 31, 2022

Jan. 31, 2022

Value of mortgage paid

$ 42,000

$ 24,000

Powell Property [Member]

Mortgage payable

$ 314,000

$ 314,000

Mortgage payable, interest rate

15.00%

Mortgage payable final due date

Apr. 1, 2020

Value of mortgage paid

$ 19,000

Description of collateral

The note has been cross guaranteed by the CEO and Director of the Company.

Shares issued escrow amount

$ 75,000

NVD RE Corp. [Member]

Notes payable

300,000

Debt instrument interest percentage

37.50%

Mortgage payable

$ 300,000

Due to related party

$ 1,275,000

Purchase price

600,000

Payment of tenant improvement

$ 675,000

YMY Ventures LLC [Member]

Notes payable

$ 300,000

YMY Ventures LLC [Member] | Acquisition Notes Payable [Member]

Acquire membership interest rate

50.00%

Notes Payable [Member]

Notes payable

$ 5,800

Debt instrument interest percentage

0.00%

Notes Payable One [Member]

Notes payable

$ 7,080

Debt instrument interest percentage

0.00%

Promissory Note [Member]

Debt instrument face amount

$ 21,749

Notes payable

$ 14,950

Debt instrument interest percentage

18.00%

Debt servicing fee percentage

10.00%

Debt maturity period description

Matures 24 months after issuance

Promissory Note [Member] | East Coast Packers LLC [Member]

Debt instrument face amount

$ 1,000,000

Debt instrument interest percentage

1.00%

Increase in interest percentage

5.50%

Debt instrument, interest rate terms

The promissory is payable in five installments commencing upon the effective date (the date of grant of license to engage in cannabis operations issuable by the government of the State of Florida), over the course of 1 year, with an interest rate of 1% per annum for the first six months, then increasing to 5.5% per annum for the remainder of the note period through maturity.

24-Month Premium Finance Agreement [Member] | Notes Payable [Member]

Debt instrument face amount

$ 27,844

Debt monthly payments

$ 1,160

36-Month Premium Finance Agreement [Member] | Notes Payable [Member]

Debt instrument face amount

$ 15,710

Debt monthly payments

$ 442

10-Month Premium Finance Agreement [Member] | Notes Payable [Member]

Debt instrument face amount

$ 63,101

Debt monthly payments

$ 4,582

Notes payable

27,494

Debt instrument interest percentage

7.63%

10-Month Premium Finance Agreement [Member] | Notes Payable One [Member]

Debt instrument face amount

$ 78,900

Debt monthly payments

$ 5,756

Notes payable

34,535

Debt instrument interest percentage

7.25%

10-Month Premium Finance Agreement [Member] | Notes Payable Two [Member]

Debt instrument face amount

$ 5,975

Debt monthly payments

$ 513

Notes payable

636

Debt instrument interest percentage

5.75%

9-Month Premium Finance Agreement [Member] | Notes Payable [Member]

Debt instrument face amount

$ 11,440

Debt monthly payments

$ 1,322

Notes payable

2,645

Debt instrument interest percentage

8.70%

9-Month Premium Finance Agreement [Member] | Notes Payable One [Member]

Debt monthly payments

$ 685

12-Month Premium Finance Agreement [Member] | Notes Payable One [Member]

Debt instrument face amount

$ 9,490

Notes payable

6,161

Debt instrument interest percentage

8.70%

Contract for Sale [Member]

Notes payable

$ 993,000

Promissory note amount

$ 1,200,000

Debt maturity date

Jan. 31, 2020

Contract for Sale [Member] | July 2018 [Member]

Debt monthly payments

$ 13,500

Monthly installments interest rate

2.00%

Contract for Sale [Member] | Mulino Property [Member]

Purchase price of premises

$ 1,700,000

Rental credit

135,000

Monthly payments

15,000

Amount granted for improvement of property

9,500

Acquisition of purchase price

$ 370,637

Notes Payable and Advances - Sc

Notes Payable and Advances - Schedule of Short-term Notes and Advances (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Sep. 30, 2019
Debt Disclosure [Abstract]
Equipment financing	$ 28	$ 33
Insurance financing	71	160
Mortgages and liens payable	2,263	2,191
Promissory note	1,000	1,000
Short-term notes and advances	2,498	3,384	[1]
Acquisition notes payable	708	708	[1]
Total notes payable and advances	4,070	4,092
Long-term mortgages	864		[1]
Current Portion	$ 3,206
[1]	Derived from audited information

Convertible Debt (Details Narra

Convertible Debt (Details Narrative) - USD ($)	Mar. 14, 2019	Jan. 31, 2019	Dec. 31, 2018	Dec. 27, 2018	Jan. 31, 2019	Dec. 31, 2018	Oct. 31, 2018	Dec. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Nov. 02, 2018	Jun. 30, 2018	May 31, 2018
Debt maturity date								Dec. 27, 2020
Debt instrument interest percentage								8.00%
Conversion price								$ 2.27
Inducement cost to convert convertible notes									$ 824,000
Issuance of common stock convertible debentures									$ 2,575,000
Common Stock [Member]
Issuance of common stock convertible debentures, shares									1,430,556
Inducement cost to convert convertible notes
Issuance of common stock convertible debentures									$ 1,000
Canaccord Genuity Inc., [Member]
Debt instrument principal and interest percenatge								105.00%
Canaccord Genuity Inc., [Member] | Common Stock [Member]
Finance fee								$ 50,000
Private Offering [Member] | Canaccord Genuity Inc., [Member] | CD Special Warrant [Member]
Warrants to purchase share of common stock	962	3,121	3,121		3,121	3,121			3,121
Issuance of common stock convertible debentures	$ 700,000	$ 2,300,000	$ 2,300,000	$ 10,000
Private Offering [Member] | Canaccord Genuity Inc., [Member] | Broker CD Special Warrant [Member]
Issuance of common stock convertible debentures, shares	5,600				52,430	52,430
Senior Unsecured Convertible Notes [Member]
Debt instrument interest percentage												8.00%	8.00%
Conversion price												$ 2.50	$ 2.50
Convertible notes, principal amount												$ 1,500,000	$ 1,500,000
Inducement cost associated with the conversion of the convertible promissory notes												$ 900,000	$ 900,000
Debt converted into shares							833,333
Minimum [Member] | Senior Unsecured Convertible Notes [Member]
Conversion price											$ 1.80
Agents [Member] | Canaccord Genuity Inc., [Member]
Cash commission percentage								7.00%
Agents [Member] | Canaccord Genuity Inc., [Member] | Broker CD Special Warrant [Member]
Cash commission percentage								7.00%
Indenture Trustee [Member] | Canaccord Genuity Inc., [Member]
Debt instrument principal and interest percenatge								25.00%
CAD [Member] | Canaccord Genuity Inc., [Member]
Conversion price								$ 3
Issuance of common stock convertible debentures								$ 1,000
Share price per share								$ 3
Debt converted into shares								333.33
Fair value of options grant								$ 424,000
CAD [Member] | Canaccord Genuity Inc., [Member] | Common Stock [Member]
Finance fee								$ 50,000
CAD [Member] | Canaccord Genuity Inc., [Member] | Broker Warrant [Member]
Warrant exercise price								$ 1,000
Commission fee								$ 157,290
Commission and finance fee plus additional expenses								20,000
Legal fee								181,365
Offering fee and expenses								320,000
CAD [Member] | Private Offering [Member] | Canaccord Genuity Inc., [Member] | CD Special Warrant [Member]
Warrant exercise price	$ 1,000	$ 1,000	$ 1,000		$ 1,000	$ 1,000			$ 1,000
Proceeds from private offerings				$ 10,000,000
Issuance of common stock convertible debentures	$ 1,000,000		$ 3,100,000		$ 3,100,000
8% Convertible Notes [Member] | Canaccord Genuity Inc., [Member]
Proceeds from private offerings								3,100,000
8% Convertible Notes [Member] | Six-Month Term [Member]
Convertible promissory notes										$ 500,000
Remaining balance of warrant liability for debentures										23,844
8% Convertible Notes [Member] | Six-Month Term [Member] | Accredited Investor [Member]
Convertible promissory notes										$ 975,000
Debt maturity date										Mar. 31, 2019
Debt instrument interest percentage										8.00%
Conversion price										$ 2.50
Issuance of common stock convertible debentures, shares							541,668
Inducement cost to convert convertible notes							$ 368,000
Warrant term										3 years
Warrants to purchase share of common stock										97,500
Warrant exercise price										$ 2.50
8% Convertible Notes [Member] | Six-Month Term [Member] | Accredited Investor [Member] | Maximum [Member]
Conversion price							$ 2.50
8% Convertible Notes [Member] | Six-Month Term [Member] | Accredited Investor [Member] | Minimum [Member]
Conversion price							$ 1.80
8% Convertible Notes [Member] | CAD [Member] | Canaccord Genuity Inc., [Member]
Proceeds from private offerings								$ 4,100,000
8.0% Senior Unsecured Convertible Debenture [Member] | Canaccord Genuity Inc., [Member]
Debt instrument interest percentage								8.00%
Warrants to purchase share of common stock								167
Debt instrument description								Upon the exercise thereof and at no additional cost, 1.05 Convertible Debenture Units per CD Special Warrant (instead of 1.0 Convertible Debenture Unit per CD Special Warrant). Until the Receipt and Registration have been obtained, securities issued in connection with the Offering (including any underlying securities issued upon conversion or exercise thereof) will be subject to a 6-month hold period from the date of issue. Since the CD Special Warrants were exchanged for Convertible Debenture Units after 6 months as U.S. and Canadian registrations were not effective at that time, the holders received 1.05 Convertible Debenture Units per CD Special Warrant.
Payment of brokered portion of offering								$ 1,900,000
8.0% Senior Unsecured Convertible Debenture [Member] | CAD [Member] | Canaccord Genuity Inc., [Member]
Warrant exercise price								$ 3.90
Convertible debenture								$ 1,000
Payment of brokered portion of offering								$ 2,500,000

Convertible Debt - Schedule of

Convertible Debt - Schedule of Assumptions Value Warrant Granted (Details) - Warrants Granted [Member] - Convertible Debt [Member]	Dec. 31, 2019Integer$ / shares
Exercise Price [Member]
Fair value of underlying common shares | $ / shares	$ 2.925
Dividend Yield [Member]
Fair value assumptions measurement input percentages
Historical Volatility [Member]
Fair value assumptions measurement input percentages	85
Minimum [Member]
Fair value of underlying common shares | $ / shares	$ 1.78
Minimum [Member] | Risk Free Interest Rate [Member]
Fair value assumptions measurement input percentages	1.40
Maximum [Member]
Fair value of underlying common shares | $ / shares	$ 2.10
Maximum [Member] | Risk Free Interest Rate [Member]
Fair value assumptions measurement input percentages	1.90

Convertible Debt - Schedule o_2

Convertible Debt - Schedule of Embedded Derivative Liability (Details) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Change in fair value	$ 21
Warrant Liability [Member]
Beginning balance	42
Change in fair value	(7)
Ending balance	35
Derivative Liability [Member]
Beginning balance	158
Change in fair value	(21)
Ending balance	$ 137

Convertible Debt - Schedule o_3

Convertible Debt - Schedule of Convertible Notes Outstanding After Unamortized Discount (Details) - Convertible Notes [Member] $ in Thousands	Dec. 31, 2019USD ($)
Principal value of 8%, convertible at $2.27 at December 31, 2019, due December 27, 2020 including penalty provision of $155,239	$ 3,309
Fair value of bifurcated contingent put option of convertible debenture	137
Debt discount	(1,062)
Cumulative foreign currency impact	(35)
Carrying value of convertible notes	2,349
Total long-term carrying value of convertible notes	$ 2,349

Convertible Debt - Schedule o_4

Convertible Debt - Schedule of Convertible Notes Outstanding After Unamortized Discount (Details) (Parenthetical) $ / shares in Units, $ in Thousands	3 Months Ended
	Dec. 31, 2019USD ($)$ / shares
Debt Disclosure [Abstract]
Debt instrument interest percentage	8.00%
Conversion price | $ / shares	$ 2.27
Debt instrument maturity date	Dec. 27, 2020
Penalty provision | $	$ 155,239

Fair Value Measurements (Detail

Fair Value Measurements (Details Narrative)	3 Months Ended
	Dec. 31, 2019
Fair Value Disclosures [Abstract]
Pricing model description	The Company used a lattice based trinomial model developed by Tsiveriotis, K. and Fernades in which the three lattices incorporate (1) the Company's underlying common stock price; (2) the value of the debt components of the convertible notes; and (3) the value of the equity component of the convertible notes. The main drivers of sensitivity for the model are volatility and the credit spread. The model used will vary by approximately 1.5% for a 4% change in volatility and will vary by less than 1% for each 1% change in credit spread.

Fair Value Measurements - Sched

Fair Value Measurements - Schedule of Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Sep. 30, 2019	[1]
Warrant liability	$ 245	$ 283
Embedded derivative liability	137
Total fair value	382
Level 1 [Member]
Warrant liability
Embedded derivative liability
Total fair value
Level 2 [Member]
Warrant liability
Embedded derivative liability
Total fair value
Level 3 [Member]
Warrant liability	245
Embedded derivative liability	137
Total fair value	$ 382
[1]	Derived from audited information

Fair Value Measurements - Sch_2

Fair Value Measurements - Schedule of Level 3 Liabilities Measured at Fair value (Details) $ in Thousands	3 Months Ended
	Dec. 31, 2019USD ($)
Beginning balance	$ 441
Warrants granted for stock-based compensation
Change in fair value	(59)
Ending balance	382
Warrant Liability [Member]
Beginning balance	283
Warrants granted for stock-based compensation
Change in fair value	(38)
Ending balance	245
Embedded Derivative Liability [Member]
Beginning balance	158
Warrants granted for stock-based compensation
Change in fair value	(21)
Ending balance	$ 137

Fair Value Measurements - Summa

Fair Value Measurements - Summary of Weighted Average Significant Unobservable Inputs (Details)	3 Months Ended	12 Months Ended
	Dec. 31, 2019Integer$ / shares	Sep. 30, 2019Integer$ / shares
Warrant Liability [Member]
Warrant Liability Strike price | $ / shares	$ 2.97
Warrant Liability Contractual term (years)	1 year 7 months 6 days
Warrant Liability [Member] | Volatility (Annual) [Member]
Warrant Liability Measurement input	104
Warrant Liability [Member] | Risk Free Interest Rate [Member]
Warrant Liability Measurement input	2
Warrant Liability [Member] | Dividend Yield [Member]
Warrant Liability Measurement input	0
Embedded Derivative Liability [Member]
Embedded Derivative Liability Strike price | $ / shares	$ 0.87	$ 0.80
Embedded Derivative Liability Contractual term (years)	10 months 25 days	1 year 2 months 12 days
Embedded Derivative Liability [Member] | Volatility (Annual) [Member]
Embedded Derivative Liability Measurement input	85	85
Embedded Derivative Liability [Member] | Risk Free Interest Rate [Member]
Embedded Derivative Liability Measurement input	2	2
Embedded Derivative Liability [Member] | Dividend Yield [Member]
Embedded Derivative Liability Measurement input	0	0
Embedded Derivative Liability [Member] | Credit Spread [Member]
Embedded Derivative Liability Measurement input	11.12	11.12

Shareholders' Equity (Details N

Shareholders' Equity (Details Narrative) - USD ($)	3 Months Ended
	Dec. 31, 2019	Sep. 30, 2019
Two series of preferred stock designated, shares issued
Two series of preferred stock designated, shares outstanding
Membership Interest Purchase Agreement [Member]
Number of common stock issued	394,270
Shares issued price per share	$ 1
Purchase price	$ 500,000
Lien in real estate property	105,732
Building, carrying value	$ 500,000
Membership Interest Purchase Agreement [Member] | Eugene, Oregon [Member]
Number of common stock issued	394,270
Consulting Agreement [Member]
Number of common stock issued	4,000
Shares issued price per share	$ 0.89
Common stock issued for stock compensation	5,000

Stock Based Compensation (Detai

Stock Based Compensation (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Dec. 31, 2019	Sep. 30, 2019
Weighted average remaining contractual life	2 years 1 month 6 days
Increase in stock-based compensation expense		$ 147
Change increases the loss per share		$ 0.01
Maximum [Member]
Change increases the loss per share		0.30
Minimum [Member]
Change increases the loss per share		$ 0.29
Stock Options [Member]
Expected dividend yield	0.00%
Unvested stock-based compensation expense	$ 300
Weighted average remaining contractual life	2 years

Stock Based Compensation - Sche

Stock Based Compensation - Schedule of Fair Value of Options Granted (Details) - Options [Member]	3 Months Ended
	Dec. 31, 2019$ / shares
Risk-free rate of interest	2.00%
Expected dividend rate	0.00%
Minimum [Member]
Exercise price	$ 0.89
Expected term (years)	2 years
Expected stock price volatility	105.80%
Maximum [Member]
Exercise price	$ 1.25
Expected term (years)	4 years
Expected stock price volatility	115.90%

Stock Based Compensation - Summ

Stock Based Compensation - Summary of Stock Option Activity (Details)	3 Months Ended
	Dec. 31, 2019USD ($)$ / sharesshares
Compensation Related Costs [Abstract]
Number of Options, Outstanding Beginning Balance | shares	3,210,416
Number of Options, Granted | shares	1,262,500
Number of Options, Outstanding Ending Balance | shares	4,472,916
Number of Options, Vested and Exercisable | shares	3,712,916
Weighted Average Exercise Price, Outstanding Beginning Balance | $ / shares	$ 2.45
Weighted Average Exercise Price, Granted | $ / shares	1.19
Weighted Average Exercise Price, Outstanding Ending Balance | $ / shares	2.09
Weighted Average Exercise Price, Vested and Exercisable | $ / shares	$ 2.28
Aggregate Intrinsic Value, Beginning Balance | $
Aggregate Intrinsic Value, Ending Balance | $
Aggregate Intrinsic Value, Vested and Exercisable | $
Weighted Average Remaining Contractual Term, Beginning Balance	2 years 1 month 6 days
Weighted Average Remaining Contractual Term, Granted	2 years 3 months 19 days
Weighted Average Remaining Contractual Term, Ending Balance	2 years
Weighted Average Remaining Contractual Term, Vested and Exercisable	1 year 9 months 18 days

Stock Based Compensation - Sc_2

Stock Based Compensation - Schedule of Stock-based Compensation Expenses (Details) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Total stock-based compensation	$ 497	$ 1,748
Stock Grants [Member]
Total stock-based compensation	82	1,355
Stock Options [Member]
Total stock-based compensation	415	308
Warrants [Member]
Total stock-based compensation		$ 85

Commitments and Contingencies (

Commitments and Contingencies (Details Narrative)	3 Months Ended
	Dec. 31, 2019USD ($)
Commitments and Contingencies Disclosure [Abstract]
Acquisition of licenses and permits	$ 2,500,000

Subsequent Events (Details Narr

Subsequent Events (Details Narrative) - USD ($)	1 Months Ended	3 Months Ended
	Mar. 18, 2020	Dec. 31, 2019	Mar. 31, 2020	Mar. 19, 2020	Jan. 07, 2020	Jan. 02, 2020
Debt instrument interest percentage		8.00%
Debt instrument maturity date		Dec. 27, 2020
Debt, conversion price per share		$ 2.27
Canaccord Genuity Inc., [Member] | CAD [Member]
Number of shares issued for debt conversion		333.33
Debt, conversion price per share		$ 3
Subsequent Event [Member]
Debt, conversion price per share				$ 1.04
Warrants exercise price per share				0.79
Subsequent Event [Member] | Mortgage [Member]
Promissory note	$ 1,585,000
Debt instrument interest percentage	11.55%
Debt instrument maturity date	Apr. 1, 2023
Payment of debt issuance cost	$ 120,000
Subsequent Event [Member] | CAD [Member]
Debt, conversion price per share				1.50
Warrants exercise price per share				$ 1.15
Subsequent Event [Member] | Community Growth Partners Inc [Member]
Acquisition percentage					49.00%
Subsequent Event [Member] | Community Growth Partners Inc [Member] | Revolving Credit Facility [Member]
Revolving line of credit					$ 2,000,000
Subsequent Event [Member] | Seven Leaf Ventures Corp. [Member]
Number of shares issued in connection with acquisition	11,999,008
Subsequent Event [Member] | One Year Board Member Agreement [Member]
Share-based compensation, shares available for grant						250,000
Option price per share						$ 1
Subsequent Event [Member] | One Year Board Member Agreement [Member] | Options [Member]
Share-based compensation, shares available for grant						250,000
Subsequent Event [Member] | Six Month Consulting Agreement [Member]
Share-based compensation, shares available for grant	350,000
Share-based compensation	$ 100,000
Subsequent Event [Member] | Six Month Consulting Agreement [Member] | Restricted Stock [Member]
Share-based compensation, shares available for grant	350,000
Subsequent Event [Member] | Prior to May 3, 2021 [Member] | Warrants [Member] | Seven Leaf Ventures Corp. [Member]
Number of warrants exercisable	1,022,915
Subsequent Event [Member] | Prior to May 3, 2021 [Member] | Warrants [Member] | Seven Leaf Ventures Corp. [Member] | CAD [Member]
Warrants exercise price per share	$ 2.08
Subsequent Event [Member] | Prior to December 31, 2020 [Member] | Warrants [Member] | Seven Leaf Ventures Corp. [Member]
Number of warrants exercisable	299,975
Subsequent Event [Member] | Prior to December 31, 2020 [Member] | Warrants [Member] | Seven Leaf Ventures Corp. [Member] | CAD [Member]
Warrants exercise price per share	$ 4.17
Subsequent Event [Member] | Prior to October 10, 2020 [Member] | Warrants [Member] | Seven Leaf Ventures Corp. [Member]
Number of warrants exercisable	999,923
Percentage of shares held	74.50%
Subsequent Event [Member] | Prior to October 10, 2020 [Member] | Warrants [Member] | Seven Leaf Ventures Corp. [Member] | CAD [Member]
Warrants exercise price per share	$ 0.50
Subsequent Event [Member] | Two Promissory Notes [Member] | Ninth Month Anniversary [Member]
Promissory note						$ 500,000
Debt instrument interest percentage						1.00%
Warrant to purchase						50,000
Strike price						$ 0.85
Subsequent Event [Member] | Two Promissory Notes [Member] | Sixth Month Anniversary [Member]
Promissory note						$ 500,000
Debt instrument interest percentage						1.00%
Warrant to purchase						50,000
Strike price						$ 0.85
Subsequent Event [Member] | Replacement Debentures [Member] | Seven Leaf Ventures Corp. [Member]
Debt instrument interest percentage	10.00%
Number of shares issued for debt conversion	682,000
Subsequent Event [Member] | Replacement Debentures [Member] | Seven Leaf Ventures Corp. [Member] | CAD [Member]
Debt, conversion price per share	$ 1.67
Subsequent Event [Member] | Convertible Debentures [Member] | Canaccord Genuity Inc., [Member]
Debt instrument interest percentage			8.00%