Sadot (SDOT) 10-Q 26 Jul 19 2018 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2018	Jul. 26, 2019
Document And Entity Information
Entity Registrant Name	Muscle Maker, Inc.
Entity Central Index Key	0001701756
Document Type	10-Q
Document Period End Date	Sep. 30, 2018
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Reporting Status Current	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		11,797,637
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2018

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)	Sep. 30, 2018	Dec. 31, 2017
Current Assets:
Cash	$ 766,801	$ 78,683
Accounts receivable, net of allowance for doubtful accounts of $45,000 and $4,500 as of September 30, 2018 and December 31, 2017, respectively	162,972	152,256
Inventory	40,982	92,768
Current portion of loans receivable, net of allowance of $55,000 at September 30, 2018 and December 31, 2017, respectively	21,430	20,146
Current portion of loans receivable from related party, net of allowance of $0 and $45,000 at September 30, 2018 and December 31, 2017, respectively	650	9,704
Prepaid expenses and other current assets	24,244	23,287
Total Current Assets	1,017,079	376,844
Property and equipment, net	497,318	517,002
Intangible assets, net	3,118,705	3,181,880
Loans receivable - non current	110,272	150,522
Security deposits and other assets	33,532	21,401
Total Assets	4,776,906	4,247,649
Current Liabilities:
Accounts payable and accrued expenses	3,275,249	2,710,193
Convertible notes payable	100,000	150,000
Other notes payable		20,000
Deferred revenue	1,437,062	1,391,860
Deferred rent, current	14,304	25,620
Payable to Former Parent, current		16,995
Other current liabilities	599,650	369,123
Total Current Liabilities	5,426,265	4,683,791
Convertible notes payable, net of debt discount of $1,105,722 and $0 at September 30, 2018 and December 31, 2017, respectively	1,255,278	1,899,340
Convertible notes payable, related parties, net of debt discount of $315,643 and $0 at September 30, 2018 and December 31, 2017, respectively	645,240	300,000
Convertible notes payable to Former Parent, net of debt discount of $54,062 and $0 at September 30, 2018 and December 31, 2017, respectively	17,513
Other notes payable	860,294	200,000
Other notes payable, related parties	335,000	335,000
Deferred rent, non-current	39,660	31,313
Total Liabilities	8,579,250	7,449,444
Commitments and Contingencies
Stockholders' Deficit:
Common stock, no par value, 100,000,000 shares authorized, 9,476,803 and 7,637,855 shares issued and outstanding as of September 30, 2018 and December 31, 2017, respectively	15,275,107	13,367,549
Additional paid-in capital	4,250,940	552,670
Accumulated deficit	(23,328,391)	(17,052,086)
Total Controlling Interest	(3,802,344)	(3,131,867)
Non-controlling interest		(69,928)
Total Stockholders' Deficit	(3,802,344)	(3,201,795)
Total Liabilities and Stockholders' Deficit	$ 4,776,906	$ 4,247,649

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)	Sep. 30, 2018	Dec. 31, 2017
Statement of Financial Position [Abstract]
Allowance for doubtful accounts receivable	$ 45,000	$ 4,500
Allowance for loans receivable	55,000	55,000
Allowance of loans receivable from related party	0	45,000
Debt discount on convertible notes payable	1,105,722	0
Debt discount on convertible notes payable related party	315,643	0
Debt discount on convertible notes payable former parent	$ 54,062	$ 0
Common stock, no par value
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	9,476,803	7,637,855
Common stock, shares outstanding	9,476,803	7,637,855

Condensed Consolidated Statemen

Condensed Consolidated Statement of Operation (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Revenues:
Total Revenues	$ 1,045,380	$ 2,355,233	$ 4,620,646	$ 6,246,055
Operating Costs and Expenses:
Total restaurant operating expenses	932,405	1,998,067	4,175,596	5,329,362
Costs of other revenues		97,082	114,388	210,563
Depreciation and amortization	47,663	140,535	145,615	308,407
Impairment of intangible assets		410,225		410,225
Impairment of goodwill		2,521,468		2,521,468
General and administrative expenses	913,700	2,352,007	3,748,274	5,884,594
Total Costs and Expenses	1,893,768	7,519,384	8,183,873	14,664,619
Loss from Operations	(848,388)	(5,164,151)	(3,563,227)	(8,418,564)
Other (Expense) Income:
Other income	65,933	2,798	60,314	88,027
Interest (expense) income, net	(94,655)	6,392	(826,155)	7,152
Loss on sale of CTI			(456,169)
Amortization of debt discounts	(267,358)	(195,702)	(1,914,038)	(3,956,792)
Total Other Expense, Net	(296,080)	(186,512)	(3,136,048)	(3,861,613)
Net Loss Before Income Tax	(1,144,468)	(5,350,663)	(6,699,275)	(12,280,177)
Income tax provision		(31,821)		(95,462)
Net Loss	(1,144,468)	(5,382,484)	(6,699,275)	(12,375,639)
Net loss attributable to the non-controlling interest		(518,550)	(2,071)	(2,336,614)
Net Loss Attributable to Controlling Interest	$ (1,144,468)	$ (4,863,934)	$ (6,697,204)	$ (10,039,025)
Net Loss Attributable to Controlling Interest Per Share:
Basic and Diluted	$ (0.14)	$ (0.84)	$ (0.81)	$ (1.81)
Weighted Average Number of Common Shares Outstanding:
Basic and Diluted	8,342,481	5,773,819	8,229,176	5,559,504
Restaurant Sales [Member]
Revenues:
Total Revenues	$ 721,300	$ 1,300,638	$ 3,246,041	$ 3,958,653
Franchise Royalties and Fees [Member]
Revenues:
Total Revenues	324,080	791,716	1,129,972	1,728,933
Other Revenues [Member]
Revenues:
Total Revenues		262,879	244,633	558,469
Food and Beverage Costs [Member]
Operating Costs and Expenses:
Total restaurant operating expenses	266,678	639,518	1,193,908	1,622,316
Labor [Member]
Operating Costs and Expenses:
Total restaurant operating expenses	266,817	687,813	1,383,941	1,920,441
Rent [Member]
Operating Costs and Expenses:
Total restaurant operating expenses	253,528	318,831	832,752	915,637
Other Restaurant Operating Expenses [Member]
Operating Costs and Expenses:
Total restaurant operating expenses	$ 145,382	$ 351,905	$ 764,995	$ 870,968

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Accumulated Deficit [Member]	Total Controlling Interest [Member]	Non-Controlling Interest [Member]	Total
Balance at Dec. 31, 2016	$ 5,157,010	$ 2,842,343	$ (3,841,638)	$ 4,157,715	$ 159,717	$ 4,317,432
Balance, shares at Dec. 31, 2016	4,604,842
Issuance of restricted stock
Issuance of restricted stock, shares	45,352
Shares issued for cash	$ 420,000			420,000		420,000
Shares issued for cash, shares	56,250
Exercise of warrants for purchase of common stock	$ 50,000			50,000		50,000
Exercise of warrants for purchase of common stock, shares	5,356
Restricted stock issued as compensation for services	$ 170,000			170,000		170,000
Restricted stock issued as compensation for services, shares	52,307
Shares issued in connection with merger	$ 1,466,541	(3,594,199)		(2,127,658)	2,127,658
Shares issued in connection with merger, shares	1,550,964
Options issued to franchisees		47,583		47,583		47,583
Conversion of convertible note payable to Former Parent into common stock	$ 5,361,177			5,361,177		5,361,177
Conversion of convertible note payable to Former Parent into common stock, shares	1,314,753
Beneficial conversion feature - First, Second and Third 2017 ARH Notes		1,085,985		1,085,985		1,085,985
Warrants issued in connection with convertible debt		170,958		170,958		170,958
Warrants issued in connection with common stock and convertible debt
Warrants issued and recorded as debt discount in connection with notes payable
Stock-based compensation: Amortization of restricted common stock	575,135			575,135		575,135
Sale of interest in CTI
Net loss			(10,039,025)	(10,039,025)	(2,336,614)	(12,375,639)
Balance at Sep. 30, 2017	$ 13,199,863	552,670	(13,880,663)	(128,130)	(49,239)	(177,369)
Balance, shares at Sep. 30, 2017	7,629,824
Balance at Dec. 31, 2017	$ 13,367,549	552,670	(17,052,086)	(3,131,867)	(69,928)	(3,201,795)
Balance, shares at Dec. 31, 2017	7,637,855
Issuance of restricted stock
Issuance of restricted stock, shares	26,286
Restricted stock issued as compensation for services	$ 250,000					250,000
Restricted stock issued as compensation for services, shares	250,000
Shares issued in connection with merger						140,000
Conversion of convertible note payable to Former Parent into common stock	$ 392,542			392,542		392,542
Conversion of convertible note payable to Former Parent into common stock, shares	785,084
Shares issued for common stock	$ 180,000			180,000		180,000
Shares issued for common stock, shares	180,000
Beneficial conversion feature - Convertible Notes		2,719,671		2,719,671		2,719,671
Beneficial conversion feature - Convertible Note to Former Parent		475,000		475,000		475,000
Warrants issued in connection with common stock and convertible debt		159,781		159,781		159,781
Warrants issued and recorded as debt discount in connection with notes payable		343,818		343,818		343,818
Initial public offering on March 29, 2018, net of underwriter's discount and offering cost of $58,798	$ 85,576			85,576		85,576
Initial public offering on March 29, 2018, net of underwriter's discount and offering cost of $58,798, shares	44,153
Conversion of convertible notes payable into common stock	$ 899,340			899,340		899,340
Conversion of convertible notes payable into common stock, shares	553,425
Stock-based compensation: Amortization of restricted common stock	$ 100,100			100,100		100,100
Sale of interest in CTI			420,899	420,899	71,999	492,898
Net loss			(6,697,204)	(6,697,204)	(2,071)	(6,699,275)
Balance at Sep. 30, 2018	$ 15,275,107	$ 4,250,940	$ (23,328,391)	$ (3,802,344)		$ (3,802,344)
Balance, shares at Sep. 30, 2018	9,476,803

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) (Parenthetical)	Mar. 29, 2018USD ($)
Statement of Stockholders' Equity [Abstract]
Offering costs	$ 58,798

Condensed Consolidated Statem_4

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017
Cash Flows from Operating Activities
Net loss	$ (6,699,275)	$ (12,375,639)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	145,615	308,407
Accretion of interest expense	234,044
Interest expense related to issuances of warrants	305,055
Stock-based compensation	350,100	575,135
Loss on sale of CTI	456,169
Options issued to franchisees		47,583
Restricted stock issued as compensation for services		170,000
Amortization of debt discounts	1,914,038	3,956,792
Impairment of intangible asset		410,225
Impairment of Goodwill		2,521,468
Bad debt expense	52,170	33,878
Deferred rent	(2,969)	112,563
Deferred income tax provision		95,462
Expenses paid by Former Parent	620,464	265,323
Changes in operating assets and liabilities:
Accounts receivable	(149,510)	(136,774)
Inventory	51,786	(25,958)
Prepaid expenses and other current assets	(1,257)	12,440
Security deposits and other assets	(12,131)	(8,024)
Accounts payable and accrued expenses	698,984	1,096,716
Deferred revenue	53,312	113,964
Other current liabilities	230,527	186,816
Total Adjustments	4,946,397	9,736,016
Net Cash Used in Operating Activities	(1,752,878)	(2,639,623)
Cash Flows from Investing Activities
Purchases of property and equipment	(78,754)	(580,384)
Issuance of loans receivable	(9,689)	(56,250)
Issuance of loans receivable - related parties		(4,389)
Collections from loans receivable	48,655	94,031
Collections from loans receivable - related party	6,667	17,496
Net Cash Used in Investing Activities	(33,121)	(529,496)
Cash Flows from Financing Activities
Proceeds from exercise of warrants		50,000
Proceeds from issuance of restricted stock	180,000	420,000
Proceeds from initial public offering, net of underwriter's discount and offering costs	85,576
Repayments to Former Parent, net	(132,459)	(182,004)
Repayments of convertible notes payable	(50,000)
Repayments of other note payable	(50,000)
Proceeds from convertible notes payable	1,331,000	1,250,000
Proceeds from convertible notes payable - related parties	650,000	300,000
Proceeds from other notes payable	460,000
Proceeds from convertible notes payable to Former Parent		1,138,800
Net Cash Provided by Financing Activities	2,474,117	2,976,796
Net Increase (Decrease) in Cash	688,118	(192,323)
Cash - Beginning of Period	78,683	335,724
Cash - End of Period	766,801	143,401
Supplemental Disclosures of Cash Flow Information:
Cash paid for interest	39,129	876
Supplemental disclosures of non-cash investing and financing activities
Beneficial conversion feature	3,194,671	1,085,985
Warrants issued in connection with convertible debt	159,781	170,958
Conversion of convertible notes payable to Former Parent into common stock	392,542	5,361,177
Conversion of notes payable into common stock	899,340
Loan receivable advanced by Former Parent		162,500
Accounts payable associated with purchases of property and equipment		190,000
Warrants issued and recorded as debt discount in connection with notes payable	343,818
Convertible note issued to Former Parent in exchange for payable to Former Parent	$ 475,000	$ 517,915

Business Organization and Natur

Business Organization and Nature of Operations, Going Concern and Management's Plans	9 Months Ended
	Sep. 30, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Business Organization and Nature of Operations, Going Concern and Management's Plans	NOTE 1 – BUSINESS ORGANIZATION AND NATURE OF OPERATIONS, GOING CONCERN AND MANAGEMENT’S PLANS Muscle Maker, Inc. (“MMI”), a former subsidiary of American Restaurant Holdings (“ARH” or “Former Parent”) was incorporated in California on December 8, 2014 and was a majority owner of Muscle Maker Brands, LLC, (“MMB”). MMB’s subsidiaries include Company owned restaurants as well as Custom Technology, Inc, (“CTI”) a technology and point of sale (“POS”) systems dealer and technology consultant. MMB was formed on December 22, 2014 in the state of California for the purpose of acquiring and operating company owned restaurants, as well as franchising its name and business system to qualified franchisees. Muscle Maker Franchising, LLC (“MMF”) was founded in 1995 in order to develop a brand of healthy-option fast food restaurants. On January 23, 2015 (the “Closing Date”), MMI, MMB and MMF entered into an agreement whereby MMB purchased substantially all of the assets and liabilities of MMF, MMI acquired 74% of the membership units of MMB, and certain members of MMF acquired 26% of the membership units of MMB. On March 23, 2017, ARH authorized and facilitated the distribution of 5,536,308 shares of Common Stock of MMI held by American Restaurants, LLC, the wholly owned subsidiary of ARH, to the shareholders of the Former Parent (the “Spin-Off”). As a result of the Spin-Off on March 23, 2017, ARH is no longer a majority owner of MMI. On June 8, 2017, MMB converted from a limited liability company into a California corporation named Muscle Maker Brands Conversion, Inc. (“MMBC”). On July 18, 2017, MMI formed Muscle Maker Development, LLC (“Muscle Maker Development”) in the state of Nevada for the purpose of running our existing franchise operations and continuing to franchise the Muscle Maker Grill name and business system to qualified franchisees. Muscle Maker Development issued 1,000 membership units to its sole member and manager, MMI. MMB assigned all the existing franchise agreements to Muscle Maker Development (“Assignment and Assumption Agreement”) pursuant to the terms of that certain Assignment and Assumption Agreement, dated August 25, 2017, among MMI, MMB and Muscle Maker Development. On July 18, 2017, MMI formed Muscle Maker Corp., LLC (“Muscle Maker Corp.”) in the state of Nevada for the purpose of developing new corporate stores and operating new and existing corporate stores of MMI. Muscle Maker Corp. issued 1,000 membership units to its sole member and manager, MMI and MMI assigned all the existing corporate stores to Muscle Maker Corp. On September 15, 2017 (“Effective Merger Date”), pursuant to an Agreement of Merger, MMBC was merged (“Merger”) into MMI, with MMI as the surviving corporation, in a tax-free reorganization. Pursuant to the Merger, each share of common stock of MMBC (the “MMBC Common Stock”) owned by the members of MMF was converted into 796 shares of common stock of MMI, resulting in aggregate consideration of 1,550,964 shares of common stock of MMI to the members of MMF. As a result of the Merger, MMI directly owned 70% of the shares of CTI. On May 24, 2018, the Company entered into a stock purchase agreement between John Guild, JohnG Solutions LLC and CTI in which the Company agreed to sell their 70% ownership in CTI for a total purchase price of $1.00. See Note 4 -Sale of CTI for more details. On March 14, 2019, MMI formed Muscle Maker USA, Inc. (“Muscle USA.”) in the state of Texas. Muscle USA issued 1,000 membership units to its sole member and manager, MMI. MMI and its subsidiaries is the “Company”. The Company operates under the name Muscle Maker Grill and is a franchisor and owner operator of Muscle Maker Grill restaurants. As of September 30, 2018, the Company’s restaurant system included five company-owned restaurants, and thirty-five franchise restaurants. Two company-owned restaurants were subsequently opened for operation as of the date of the issuance of these condensed consolidated financial statements. A Muscle Maker Grill restaurant offers quality food freshly prepared with the Company’s proprietary recipes created with the guest’s health in mind. The menu is protein based, and features various supplements, health food snacks, along with a nutritious children’s menu. Going Concern and Management’s Plans As of September 30, 2018, the Company had a cash balance, a working capital deficiency and an accumulated deficit of $766,801, $4,409,186, and $23,328,391, respectively. During the three and nine months ended September 30, 2018, the Company incurred a pre-tax net loss of $1,144,468 and $6,699,275, respectively. These conditions indicate that there is substantial doubt about the Company’s ability to continue as a going concern for at least one year from the date of the issuance of these consolidated financial statements. The Company’s operations have primarily been funded through proceeds from the issuance of equity and debt. Subsequent to September 30, 2018, the Company received an aggregate of $3,784,000 associated with the issuances of convertible promissory notes payable and warrants to various lenders. (See Note 15 – Subsequent Events -15% Senior Secured Convertible Notes). In addition, during April 2019 through the date of the issuance of these condensed consolidated financial statements, Muscle USA. entered into securities purchase agreements (“April 2019 SPA”) with several accredited investors (the “April 2019 Investors”) providing for the sale by the Company to the investors of 12% secured convertible notes (“April 2019 Notes”) in the aggregate amount of $3,000,000 (the “April 2019 Offering”). (See Note 15 – Subsequent Events – 12% Secured Convertible Notes). Although management believes that the Company has access to capital resources, there are no commitments, other than aforementioned, in place for new financing as of the date of the issuance of these consolidated financial statements there can be no assurance that the Company will be able to obtain funds on commercially acceptable terms, if at all. The Company expects to have ongoing needs for working capital in order to (a) fund operations; plus (b) expand operations by opening additional corporate-owned restaurants. To that end, the Company may be required to raise additional funds through equity or debt financing. However, there can be no assurance that the Company will be successful in securing additional capital. If the Company is unsuccessful, the Company may need to (a) initiate cost reductions; (b) forego business development opportunities; (c) seek extensions of time to fund its liabilities, or (d) seek protection from creditors. The accompanying condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”), which contemplate continuation of the Company as a going concern and the realization of assets and the satisfaction of liabilities in the normal course of business. The carrying amounts of assets and liabilities presented in the condensed consolidated financial statements do not necessarily purport to represent realizable or settlement values. The condensed consolidated financial statements do not include any adjustment that might result from the outcome of this uncertainty.

Reverse Stock Splits

Reverse Stock Splits	9 Months Ended
	Sep. 30, 2018
Reverse Stock Splits
Reverse Stock Splits	NOTE 2 – REVERSE STOCK SPLITS Effective January 31, 2018, pursuant to authority granted by the stockholders of the Company, the Company implemented a 3-for-4 reverse split of the Company’s issued common stock (the “Second Reverse Split”). All share and per share information has been retroactively adjusted to reflect the Second Reverse Split for all periods presented.

Significant Accounting Policies

Significant Accounting Policies	9 Months Ended
	Sep. 30, 2018
Accounting Policies [Abstract]
Significant Accounting Policies	NOTE 3 – 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”) for interim financial information. Accordingly, they do not include all of the information and disclosures required by accounting principles generally accepted in the United States of America for annual financial statements. In the opinion of management, such statements include all adjustments (consisting only of normal recurring items) which are considered necessary for a fair presentation of the unaudited condensed consolidated financial statements of the Company as of September 30, 2018, and for the three and nine months ended September 30, 2018 and 2017. The results of operations for the three and nine months ended September 30, 2018 are not necessarily indicative of the operating results for the full year. It is suggested that these unaudited condensed consolidated financial statements be read in conjunction with the financial statements and notes thereto for the year ended December 31, 2017, included in this filing. The balance sheet as of December 31, 2017 has been derived from the Company’s audited financial statements. Principles of Consolidation The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries and majority-owned subsidiary. Any intercompany transactions and balances have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Management bases its estimates on historical experience and on various assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Significant estimates include: ● the fair value of assets acquired, and liabilities assumed in a business combination; ● the assessment of recoverability of long-lived assets, including property and equipment, goodwill and intangible assets; ● the estimated useful lives of intangible and depreciable assets; ● the recognition of revenue; and ● the recognition, measurement and valuation of current and deferred income taxes Estimates and assumptions are periodically reviewed, and the effects of any material revisions are reflected in the financial statements in the period that they are determined to be necessary. Actual results could differ from those estimates and assumptions. Cash and Cash Equivalents The Company considers all highly-liquid instruments with an original maturity of three months or less when purchased to be cash equivalents. There were no cash equivalents as of September 30, 2018 and December 31, 2017. Convertible Instruments The Company evaluates its convertible instruments to determine if those contracts or embedded components of those contracts qualify as derivative financial instruments to be separately accounted for in accordance with Topic 815 of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”). The accounting treatment of derivative financial instruments requires that the Company record embedded conversion options and any related freestanding instruments at their fair values as of the inception date of the agreement and at fair value as of each subsequent balance sheet date. Any change in fair value is recorded as non-operating, non-cash income or expense for each reporting period at each balance sheet date. The Company reassesses the classification of its derivative instruments at each balance sheet date. If the classification changes as a result of events during the period, the contract is reclassified as of the date of the event that caused the reclassification. Embedded conversion options and any related freestanding instruments are recorded as a discount to the host instrument. If the instrument is determined not to be a derivative liability, the Company then evaluates for the existence of a beneficial conversion feature by comparing the market price of the Company’s common stock as of the commitment date to the effective conversion price of the instrument. As of September 30, 2018 and December 31, 2017, the Company did not have any derivative liabilities on its balance sheets. Revenue Recognition In accordance with the Accounting Standard Codification Topic 605 “Revenue Recognition” (“ASC 605”), the Company recognizes revenue when the following four criteria are met: (1) delivery has occurred or services rendered; (2) persuasive evidence of an arrangement exists; (3) there are no continuing obligations to the customer; and (4) the collection of related accounts receivable is probable. Restaurant Sales Retail store revenue at company operated restaurants is recognized when payment is tendered at the point of sale, net of sales tax, discount and other sales related taxes. Franchise Royalties and Fees Franchise royalties and fees principally consists of royalties and franchise fees. Royalties are based on a percentage of franchisee net sales revenue. Initial franchise fees are recognized upon opening of a restaurant or granting of a new franchise term, which is when the Company has performed substantially all material obligations and initial services required by the franchise agreement. The Company recognizes renewal fees as income when a renewal agreement becomes effective. The Company has supply agreements with certain food and beverage vendors. Pursuant to the terms of these agreements, rebates are provided to the Company based upon the dollar volume of purchases for all company-owned and franchised restaurants from these vendors. Rebates earned on purchases by franchise stores are recorded as revenue during the period in which the related food and beverage purchases are made. The Company recorded revenue from rebates of $59,260 and $268,588 during the three and nine months ended September 30, 2018, respectively, which is included in franchise royalties and fees on the accompanying condensed consolidated statements of operations. The Company recorded revenue from rebates of $239,398 and $383,855 during the three and nine months ended September 30, 2017, respectively, which is included in franchise royalties and fees on the accompanying condensed consolidated statements of operations. Rebates earned on purchases by company owned stores are recorded as a reduction of cost of goods sold during the period in which the related food and beverage purchases are made. Other Revenues Through its subsidiary CTI which was sold in May 2018,, the Company derived revenue from the sale of POS computer systems, cash registers and camera systems, and from the provision of related consulting and support services, which generally include implementation, installation and training services. The Company recognizes revenue when persuasive evidence of an arrangement exists, delivery of the product or service has occurred, the fee is fixed or determinable and collectability is reasonably assured. The Company recorded $0 and $244,633 of revenues from these technology sales and services during the three and nine months ended September 30, 2018, respectively. The Company recorded $262,879 and $558,469 of revenues from these technology sales and services during the three and nine months ended September 30, 2017, respectively. Deferred Revenue Deferred revenue primarily includes initial franchise fees received by the Company, for which the restaurant has not yet opened, as well as unearned vendor rebates and customer deposits received in connection with technology sales and services by CTI (see Note 10 – Deferred Revenue). The Company collects initial franchise fees when franchise agreements are signed and recognizes the initial franchise fees as revenue when the store is opened, which is when the Company has performed substantially all initial services required by the franchise agreement. Customer deposits received for technology sales or services are recorded as deferred revenue and recognized when the sale is complete, or the service is performed. Advertising Advertising costs are charged to expense as incurred. Advertising costs were approximately $3,638 and $23,237 for the three and nine months ended September 30, 2018, respectively, and approximately $257,149 and $481,897 for the three and nine months ended September 30, 2017, respectively, and are included in general and administrative expenses in the accompanying condensed consolidated statements of operations. Advertising costs incurred related to our national advertising fund are netted with contributions from our Company-owned stores and our franchisees. Net Loss per Share Basic loss per common share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding during the period. Diluted loss per common share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding, plus the impact of potential common shares, if dilutive, resulting from the exercise of warrants and stock options from the conversion of convertible debt and the vesting of restricted stock. The following securities are excluded from the calculation of weighted average diluted common shares at September 30, 2018 and 2017, respectively, because their inclusion would have been anti-dilutive: September 30, 2018 2017 Warrants 1,507,048 521,045 Options 33,750 33,750 Convertible debt 2,972,070 953,846 Total potentially dilutive shares 4,512,868 1,508,641 Major Vendor The Company engages various vendors to distribute food products to their Company-owned restaurants. Purchases from the Company’s largest supplier totaled 81% and 77% of the Company’s purchases for the three and nine months ended September 30, 2018, respectively. Purchases from the Company’s largest supplier totaled 81% and 84% of the Company’s purchases for the three and nine months ended September 30, 2017, respectively. Controlling and Non-Controlling Interest MMI used to own a 74% controlling interest in MMB through the Effective Merger Date and used to own a 70% controlling interest in CTI. The profits and losses of CTI were allocated among the controlling interest and the CTI non-controlling interest in the same proportions as their membership interests. All of the profits and losses of MMB and its subsidiaries were allocated among the controlling interest and MMB non-controlling Interest in proportion to the ownership interests through the Effective Merger Date. Reclassifications Certain amounts in prior periods have been reclassified to conform to the current period presentation. These reclassifications had no effect on previously reported net loss. Subsequent Events The Company evaluated events that have occurred after the balance sheet date but before the financial statements are issued. Based upon the evaluation and transactions, the Company did not identify any subsequent events that would have required adjustment or disclosure in the financial statements, except as disclosed in Note 15 – Subsequent Events. Recent Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842)” (“ASU 2016-02”). ASU 2016-02 requires an entity to recognize assets and liabilities arising from a lease for both financing and operating leases. ASU 2016-02 will also require new qualitative and quantitative disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. ASU 2016-02 is effective for fiscal years beginning after December 15, 2019, with early adoption permitted. The Company is currently evaluating ASU 2016-02 and its impact on its condensed consolidated financial statements and disclosures. In March 2016, the FASB issued ASU No. 2016-08, “Revenue from Contracts with Customers - Principal versus Agent Considerations”, in April 2016, the FASB issued ASU No. 2016-10, “Revenue from Contracts with Customers (Topic 606) - Identifying Performance Obligations and Licensing” and in May 9, 2016, the FASB issued ASU No. 2016-12, “Revenue from Contracts with Customers (Topic 606)” (“ASU 2016-12”). This update provides clarifying guidance regarding the application of ASU No. 2014-09 - Revenue From Contracts with Customers which is not yet effective. These new standards provide for a single, principles-based model for revenue recognition that replaces the existing revenue recognition guidance. In July 2015, the FASB deferred the effective date of ASU 2014-09 for private companies and emerging growth public companies until annual and interim periods beginning on or after December 15, 2019. It will replace most existing revenue recognition guidance under U.S. GAAP when it becomes effective. The Company will evaluate the effects, if any, that adoption of this guidance will have on its condensed consolidated financial statements. In December 2016, the FASB issued ASU No. 2016-20, “Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers.” ASU No. 2016-20 amends certain aspects of ASU No. 2014-09 and clarifies, rather than changes, the core revenue recognition principles in ASU No. 2014-09. It is effective for annual reporting periods beginning after December 15, 2018. We are currently evaluating the effect that adopting this new accounting guidance will have on its condensed consolidated cash flows and related disclosures. In January 2017, the FASB issued ASU No. 2017-04, ”Intangibles - Goodwill and Other (Topic 350)” (“ASU 2017-04”) Simplifying the Test for Goodwill Impairment. The update simplifies how an entity is required to test goodwill for impairment by eliminating Step 2 from the goodwill impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. It affects public entities that have goodwill reported in their financial statements and have not elected the private company alternative for the subsequent measurement of goodwill. A public entity that is a U.S. Securities and Exchange Commission (“SEC”) filer should adopt the amendments in this update for its annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. We are currently reviewing the new standard and assessing the impact of its adoption. In July 2017, the FASB issued ASU No. 2017-11, “Earnings Per Share (Topic 260) Distinguishing Liabilities from Equity (Topic 480) Derivatives and Hedging (Topic 815),” which addresses the complexity of accounting for certain financial instruments with down round features. Down round features are features of certain equity-linked instruments (or embedded features) that result in the strike price being reduced on the basis of the pricing of future equity offerings. Current accounting guidance creates cost and complexity for entities that issue financial instruments (such as warrants and convertible instruments) with down round features that require fair value measurement of the entire instrument or conversion option. The amendments in this ASU are effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. Early adoption is permitted, including adoption in any interim period. The Company is currently evaluating the impact of the adoption of this standard on its condensed consolidated financial statements. In February 2018, the FASB issued ASU No. 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income, which allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act. This guidance is effective for all entities for fiscal years, and interim periods within those years, beginning after December 15, 2018, with early adoption permitted. The amendments in ASU 2018-02 should be applied either in the period of adoption or retrospectively to each period in which the effect of the change in the U.S. federal corporate income tax rate in the Tax Cuts and Jobs Act is recognized. The adoption of this guidance is not expected to have a material impact on the Company’s condensed consolidated financial statements and related disclosures. In June 2018, the FASB issued ASU No. 2018-07, “Compensation — Stock Compensation (Topic 718),” (“ASU 2018-07”). ASU 2018-07 is intended to reduce cost and complexity and to improve financial reporting for nonemployee share-based payments. Currently, the accounting requirements for nonemployee and employee share-based payment transactions are significantly different. ASU 2018-07 expands the scope of Topic 718, Compensation — Stock Compensation (which currently only includes share-based payments to employees) to include share-based payments issued to nonemployees for goods or services. Consequently, the accounting for share-based payments to nonemployees and employees will be substantially aligned. This ASU supersedes Subtopic 505-50, Equity — Equity-Based Payments to Nonemployees. The amendments in this ASU are effective for fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020. Early adoption is permitted, but no earlier than a company’s adoption date of Topic 606, Revenue from Contracts with Customers. The Company is currently evaluating ASU 2018-07 and its impact on the condensed consolidated financial statements. In July 2018, the FASB issued ASU No. 2018-09, “Codification Improvements” (“ASU 2018-09”). These amendments provide clarifications and corrections to certain ASC subtopics including the following: Income Statement - Reporting Comprehensive Income – Overall (Topic 220-10), Debt - Modifications and Extinguishments (Topic 470-50), Distinguishing Liabilities from Equity – Overall (Topic 480-10), Compensation - Stock Compensation - Income Taxes (Topic 718-740), Business Combinations - Income Taxes (Topic 805-740), Derivatives and Hedging – Overall (Topic 815-10), and Fair Value Measurement – Overall (Topic 820-10). The majority of the amendments in ASU 2018-09 will be effective in annual periods beginning after December 15, 2018. The Company is currently evaluating and assessing the impact this guidance will have on its condensed consolidated financial statements. In July 2018, the FASB issued ASU No. 2018-10, “Codification Improvements to Topic 842, Leases” (“ASU 2018-10”). The amendments in ASU 2018-10 provide additional clarification and implementation guidance on certain aspects of the previously issued ASU No. 2016-02, Leases (Topic 842) (“ASU 2016-02”) and have the same effective and transition requirements as ASU 2016-02. Upon the effective date, ASU 2018-10 will supersede the current lease guidance in ASC Topic 840, Leases. Under the new guidance, lessees will be required to recognize for all leases, with the exception of short-term leases, a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis. Concurrently, lessees will be required to recognize a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. ASU 2018-10 is effective for emerging growth companies for interim and annual reporting periods beginning after December 15, 2019, with early adoption permitted. The guidance is required to be applied using a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative periods presented in the financial statements. The Company is currently assessing the impact this guidance will have on its condensed consolidated financial statements. In July 2018, the FASB issued ASU No. 2018-11, “Leases (Topic 842): Targeted Improvements,” (“ASU 2018-11”). The amendments in ASU 2018-11 related to transition relief on comparative reporting at adoption affect all entities with lease contracts that choose the additional transition method and separating components of a contract affect only lessors whose lease contracts qualify for the practical expedient. The amendments in ASU 2018-11 are effective for emerging growth companies for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. The Company is currently assessing the impact this guidance will have on its condensed consolidated financial statements.

Sale of CTI

Sale of CTI	9 Months Ended
	Sep. 30, 2018
Equity [Abstract]
Sale of CTI	NOTE 4 – SALE OF CTI On May 24, 2018, the Company entered into a stock purchase agreement between John Guild, JohnG Solutions LLC and CTI in which the Company agreed to sell their 70% ownership in CTI for a total purchase price of $1.00. During the nine months ended September 30, 2018, the Company recorded a loss of $456,169 related to the sale of CTI, as follows: Cash $ (1,973 ) Accounts receivable, net (84,653 ) Accounts receivable from CTI (429,171 ) Property and equipment, net (2,912 ) Intangible assets, net (13,086 ) Loans receivable from related party, net (2,387 ) Security deposits and other assets (300 ) Accounts payable and accrued expenses 133,930 Deferred revenue 8,110 Net fair value of assets and liabilities sold (392,442 ) Accumulated deficit 8,272 Subtotal (384,170 ) Non-controlling interest (71,999 ) Loss on sale of CTI $ (456,169 )

Loans Receivable

Loans Receivable	9 Months Ended
	Sep. 30, 2018
Receivables [Abstract]
Loans Receivable	NOTE 5 - LOANS RECEIVABLE At September 30, 2018 and December 31, 2017, the Company’s loans receivable consists of the following: September 30, 2018 December 31, 2017 Loans receivable, net $ 131,702 $ 170,668 Less: current portion (21,430 ) (20,146 ) Loans receivable, non-current $ 110,272 $ 150,522 Loans receivable includes loans to franchisees totaling, in the aggregate, $131,702 and $170,668, net of reserves for uncollectible loans of $55,000 at September 30, 2018 and December 31, 2017. The loans have original terms ranging from 6 months to 5 years, earn interest at rates ranging from 0% to 5%, and are being repaid on a weekly or monthly basis.

Loans Receivable from Related P

Loans Receivable from Related Parties	9 Months Ended
	Sep. 30, 2018
Receivables [Abstract]
Loans Receivable from Related Parties	NOTE 6 – LOANS RECEIVABLE FROM RELATED PARTIES At September 30, 2018 and December 31, 2017, the Company’s loans receivable from related parties consist of the following: September 30, 2018 December 31, 2017 Loans receivable from related parties, net $ 650 $ 9,704 Less: current portion (650 ) (9,704 ) Loans receivable from related parties, non-current $ - $ - Included in loans receivable from related parties at September 30, 2018 and December 31, 2017, is $650 and $9,704, net of reserve for uncollectible related party loans of $0 and $45,000, respectively.

Property and Equipment, Net

Property and Equipment, Net	9 Months Ended
	Sep. 30, 2018
Property, Plant and Equipment [Abstract]
Property and Equipment, Net	NOTE 7 – PROPERTY AND EQUIPMENT, NET As of September 30, 2018, and December 31, 2017 property and equipment consists of the following: September 30, 2018 December 31, 2017 Furniture and equipment $ 200,401 $ 189,401 Leasehold improvements 534,972 472,218 735,373 661,619 Less: accumulated depreciation and amortization (238,055 ) (144,617 ) Property and equipment, net $ 497,318 $ 517,002 Depreciation expense amounted to $31,580 and $95,526 for the three and nine months ended September 30, 2018, respectively. Depreciation expense amounted to $114,791 and $225,726 for the three and nine months ended September 30, 2017, respectively.

Intangible Assets, Net

Intangible Assets, Net	9 Months Ended
	Sep. 30, 2018
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible Assets, Net	NOTE 8 –INTANGIBLE ASSETS, NET The Company’s intangible assets include a trademark with an indefinite useful life as well as franchise agreements and a non-compete agreement, which are amortized over useful lives of thirteen years and five years, respectively. A summary of the intangible assets is presented below: Intangible Assets Trademark Franchise Agreements Non-Compete Agreement Total Intangible assets, net at December 31, 2017 $ 2,524,000 $ 642,429 $ 15,451 $ 3,181,880 Amortization expense - (47,724 ) (2,365 ) (50,089 ) Sale of CTI - - (13,086 ) (13,086 ) Intangible assets, net at September 30, 2018 $ 2,524,000 $ 594,705 $ - $ 3,118,705 Weighted average remaining amortization period at September 30, 2018 (in years) 9.3 0.0 Amortization expense related to intangible assets amounted to $16,083 and $50,089 for the three and nine months ended September 30, 2018, respectively. Amortization expense related to intangible assets amounted to $25,744 and $82,681 for the three and nine months ended September 30, 2017, respectively.

Accounts Payables and Accrued E

Accounts Payables and Accrued Expenses	9 Months Ended
	Sep. 30, 2018
Payables and Accruals [Abstract]
Accounts Payables and Accrued Expenses	NOTE 9 – ACCOUNTS PAYABLES AND ACCRUED EXPENSES Accounts payables and accrued expenses consist of the following: September 30, 2018 December 31, 2017 Accounts payable $ 863,714 $ 1,425,281 Accrued payroll 190,892 150,709 Accrued vacation 72,449 93,477 Accrued professional fees 425,363 318,379 Accrued board members fees 106,500 31,500 Accrued rent expense 701,583 284,999 Sales taxes payable (1) 322,573 355,692 Accrued interest 277,626 24,275 Other accrued expenses 314,549 25,881 $ 3,275,249 $ 2,710,193 (1) See Note 13 – Commitments and Contingencies –Taxes for detailed related to delinquent sales taxes.

Deferred Revenue

Deferred Revenue	9 Months Ended
	Sep. 30, 2018
Revenue from Contract with Customer [Abstract]
Deferred Revenue	NOTE 10 – DEFERRED REVENUE At September 30, 2018 and December 31, 2017, deferred revenue consists of the following: September 30, 2018 December 31, 2017 Customer deposits $ - $ 18,179 Franchise fees 1,343,607 1,223,608 Unearned vendor rebates 93,455 150,073 $ 1,437,062 $ 1,391,860

Other Current Liabilities

Other Current Liabilities	9 Months Ended
	Sep. 30, 2018
Other Liabilities Disclosure [Abstract]
Other Current Liabilities	NOTE 11 – OTHER CURRENT LIABILITIES Other current liabilities consist of the following: September 30, 2018 December 31, 2017 Gift card liability $ 118,431 $ 107,568 Marketing and co-op advertising fund liability 481,219 261,555 $ 599,650 $ 369,123

Notes Payable

Notes Payable	9 Months Ended
	Sep. 30, 2018
Debt Disclosure [Abstract]
Notes Payable	NOTE 12 –NOTES PAYABLE Convertible Notes On January 4, 2018 the Company issued a $100,000 convertible promissory note. The note bears no stated interest or maturity date. The note as amended and extended on January 29, 2018, will automatically convert into shares of the Company’s common stock upon the earlier of (a) twelve months from the extension date or (b) the approval of the Form 1-A Registration Statement, at a 50% discount to the initial public offering price. On January 24, 2018 to January 25, 2018, the Company received an aggregate of $150,000 associated with the issuances of convertible promissory notes payable, of which $100,000 were issued to a related party, as amended and extended on or about January 29, 2018, with a stated interest rate of 10% per the original 60-day-term, convertible at the option of the holder into common stock at a price per share of $1.625 (50% of initial public offering price), and, if not converted, will become due and payable along with the principal amount upon the earlier of (a) six months following the extension or (b) the approval of the Form 1-A Registration Statement. In January 2018, the Company and certain note holders, including related parties, agreed to extend the maturity date of convertible notes payable in the aggregate principal amount of $1,591,800 to be upon the earlier of the closing of the initial public offering, but no later than July 29, 2018. See Note 15 – Subsequent Events – Convertible Notes for details related to further extensions of the convertible notes subsequent to September 30, 2018. On February 7, 2018, the Company and a note holder entered into an amendment to a promissory note issued by the Company on May 31, 2017, whereby the parties agreed to (i) extend the term of the note to March 15, 2018, (ii) increase the outstanding balance of the note to $170,000, inclusive of principal and interest and (iii) the Company agreed to payments on the following dates: (a) $70,000 upon entering into the amendment and (b) $100,000 on March 15, 2018. See Note 13 – Litigations, Claims and Assessments for further action taken by the note holder. During May 8, 2018 to June 30, 2018, the Company received an aggregate of $784,000 associated with the issuances of convertible promissory notes payable, of which $550,000 were issued to a related party. In addition, the Company issued a convertible promissory note of $30,000 for which the proceeds was received by the Former Parent and the Company recorded the corresponding receivable. The notes bear no stated interest or maturity date. The notes are convertible into shares of the Company’s stock upon the earlier of (a) six months from the issue date or (b) the first day the company’s stock is publicly traded or (c) converted at the option of the holder. In connection with the issuances of the convertible promissory notes, the Company issued three-year warrants for the purchase of an aggregate of 407,000 shares of MMI’s common stock at an exercise price of $3.25 per share. During July 2018, the Company received an aggregate of $137,000 associated with the issuances of convertible promissory notes payable. The notes bear no stated interest or maturity date. The notes are convertible into shares of the Company’s stock upon the earlier of (a) six months from the issue date or (b) the first day the company’s stock is publicly traded or (c) converted at the option of the holder. In connection with the issuances of the convertible promissory notes, the Company issued three-year warrants for the purchase of an aggregate of 68,500 shares of MMI’s common stock at an exercise price of $3.25 per share. From September 12, 2018 through September 27, 2018, the Company entered into Securities Purchase Agreements (“SPA”) with several accredited investors (the “Investors”) providing for the sale by the Company to the investors of 15% Senior Secured Convertible Promissory Notes (the “SPA Notes”) in the aggregate amount of $810,000 (the “September 2018 Offering”). The Notes bear interest at 15% per annum paid quarterly and mature 18 months from issuance. The Investors may elect to convert all or part of the SPA Notes, plus accrued interest, at any time into shares of common stock of the Company at a conversion price of $1.00 (the “Fixed Conversion Price”); provided, however, in the event the per share price of a public offering multiplied by sixty percent (60%) at the time of the listing of the shares of common stock on an exchange (the “Listing Event”) is less than $1.00 (the “Discounted Public Offering Price”) then the conversion price shall be reset to equal the Discounted Public Offering Price. In the event the Investors are required to execute a Lock Up Agreement in which the investor agrees not to transfer, offer, pledge, sell, contract to sell, grant any options for the sale of or otherwise dispose of, directly or indirectly, any shares of common stock or other securities held by such Investor for a period to be determined by the underwriter, concurrent with a public offering at the time of the Listing Event, then the Fixed Conversion Price shall be $0.75 and the Discounted Public Offering Price shall be the public offering multiplied by forty five percent (45%) at the time of the Listing Event. Upon the occurrence of a Listing Event or the sale or license of all or substantially all of the Company’s assets (a “Liquidity Event”), the entire unpaid and outstanding principal amount and any accrued interest thereon under this SPA Notes shall automatically convert in whole without any further action by the Holder. In addition to the SPA Notes, the Investors also received warrants to purchase common stock of 405,000 shares of the Company (the “Warrants”). The Investors are entitled to purchase a number of shares equal to 50% of the conversion shares of common stock of the Company. The Warrants are exercisable for five years at an exercise price of $1.20. In the event conversion price is adjusted as contemplated above, then the exercise price shall adjust to equal 120% of the adjusted conversion price. The Investors may exercise the Warrants on a cashless basis. The SPA require that until the Listing Event, the Investors hold the right to designate one member and one observer to the board of directors of the Company and that the Company shall engage an investor relations firm mutually agreed to by the Company and Investors from the time of the Listing Event until six months after the Listing Event. The Company granted the Investors piggy back registration rights with respect to the shares of common stock underlying the SPA Notes and the Warrants. During the nine months ended September 30, 2018, convertible notes with an aggregate amount of $899,340 were automatically converted into 553,425 shares of the Company’s common stock pursuant to the terms of the notes. In accordance with ASC 470-20 “Debt with Conversion and other Options”, the intrinsic value related to the convertible notes results in a beneficial conversion feature which is recorded as a debt discount with a corresponding credit to additional paid in capital. The relative fair value of the warrant at the date of grant of is also recorded as a debt discount. For the nine months ended September 30, 2018 the Company recorded aggregate debt discounts of $343,818 and $3,194,671, related to the warrants and the beneficial conversion feature, respectively, on the convertible notes and for the nine months ended September 30, 2017 the Company recorded aggregate debt discounts of $0 and $1,085,985, related to the warrants and the beneficial conversion feature, respectively, on the convertible notes, which were amortized over the expected terms of the respective notes. Convertible Notes Payable to Former Parent On April 6, 2018, the Company issued a $475,000 convertible promissory note (the “2018 ARH Note”) to the Former Parent for services rendered and expense paid on behalf of the Company. The 2018 ARH Note has no stated interest rate or maturity date and is convertible into shares of the Company’s common stock at a conversion price of $0.50 per share at a time to be determined by the lender. On April 11, 2018, the Former Parent elected to partially convert the 2018 ARH Note for the principal of $392,542 into 785,084 shares of the Company’s common stock. Other Notes Payable On January 4, 2018 the Company issued a $25,000 promissory note to a related party. The note has a stated interest of 10% over the original term of sixty days. The note as amended and extended on January 29, 2018 becomes due and payable upon the earlier of (a) six month following the date of extension or (b) the approval of the Form 1-A Registration Statement. On January 24, 2018, the Company entered into a promissory note with an unrelated third party in the principal amount of $511,765 with a maturity date of March 30, 2018. The note is issued with a 15% original issue discount of which the Company received cash proceeds of $435,000. In connection with the promissory note, the Company issued three-year warrants for the purchase of an aggregate of 78,733 shares of the Company’s common stock with an exercise price per share at 50% of initial public offering price. The grant date fair value of the warrants of $155,104 has been amortized over the terms of the note and was recorded as interest. The warrant contains a cashless exercise provision and piggyback registration rights as to the common stock underlying the warrants subsequent to the filing and effectiveness of the Form 8-A with the SEC following the closing of the initial public offering. In the event of default, the principal amount of the note is to be increased by 30% of the original principal amount and another three-year warrant for the purchase of an additional 78,333 shares of the Company’s common stock with an exercise price per share at 50% of initial public offering price, which together with the original warrant would constitute 100% warrant coverage. On March 30, 2018, the Company had defaulted on the loan and as a result the principal interest amount of the note has increase by $153,529 and the Company issued the additional three-year warrants for the purchase of an aggregate of 78,733 shares of the Company’s common stock with an exercise price per share at 50% of initial public offering price. The grant date fair value of the warrants of $149,951 has been recorded as interest expense. The Company has since defaulted on the note and the note was subsequently converted into Secured Convertible Promissory Notes (see Note 15 Subsequent Events - 15% Senior Secured Convertible Notes for details related to other notes payable converted into SPA Notes). On or about January 23, 2019, the Company and certain note holders, including related parties, agreed to extend the maturity date of the notes payable, as amended and extended on or about August 2018, in the aggregate principal amount of $560,000 to be upon the earlier of (a) January 24, 2020 or (b) the first day the company’s stock is publicly traded. All interest due and payable on the notes, shall be converted into shares of common stock at a conversion price of $1.00 per share.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2018
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	NOTE 13 – COMMITMENTS AND CONTINGENCIES Litigations, Claims and Assessments In 2017, Limestone Associates LLC (“Limestone”) filed a complaint against ARH in the Civil Court of the City of New York, County of New York, #78549/2017 for commercial non-payment of rent for the amount of $25,748 plus cost and disbursements of this proceeding. In May 2018, Limestone filed a complaint against ARH and Mr. Morgan in the Supreme Court of the State of New York, County of New York, index # 154469 seeking $1,357,243 in damages for rent, interest and other expenses. In May 2018, the Company, Former Parent and Robert E. Morgan (the former CEO of the Company) were listed as defendants to a lawsuit filed by Crownhall Realty, LLC (“Crownhall”) in the Supreme Court of the State of New York county of New York, #154467. Crownhall is seeking $1,034,087 in damages for rent, interest and other expenses. On October 3, 2018, the Company, ARH and Mr. Morgan entered into a settlement agreement with Crownhall and Limestone agreeing to forfeit all security deposits, pay an upfront amount of $25,000 and an additional $175,000 to be paid over 20 months. This agreement settles litigation surrounding two closed locations, which the plaintiffs were seeking a total of $2,391,330 in past damages for rent, interest and other expenses. On or about December 1, 2017, a landlord commenced legal proceedings in the Supreme Court of New Jersey, Special Civil Part, Union County docket number LT-010222-17 due to the Company’s default under the lease. This was resolved by the Company on January 23, 2018. The Company again defaulted under the terms of the lease and the landlord evicted the Company from the premises. On March 27, 2018 a convertible note holder filed a complaint in the Iowa District Court for Polk County #CVCV056029 against the Company for failure to pay the remaining balance due on a promissory note in the amount of $100,000, together with interest, attorney fees and other costs of $171,035. On June 6, 2018 a default judgement was entered against the Company for the amount of $171,035. As of September 30, 2018, the Company has accrued for the liability in accounts payable and accrued expenses. On or about April 5, 2018, the Company and Former Parent, Inc entered into a settlement agreement with 918-924 Belmont, LLC for $100,000 regarding past rents owed, other charges and the termination of its lease at Belmont location. The settlement calls for monthly payments of $8,333 thru March 2019. As of September 30, 2018, the Company has accrued for the liability in accounts payable and accrued expenses. See details related to settlement above. In April 2018, the Company and Former Parent was listed as a defendant in a lawsuit filed by a landlord (“Former Landlord”) in the Superior Court of the State of California. The Former Landlord is seeking $531,594 in damages for rent, interest and other expenses. The original lease was for a 5-year period and commenced on or about September 30, 2015. On January 15, 2019, the Company and the Former Landlord entered a settlement and release agreement. Pursuant to the settlement the Company shall pay the amount of $531,594 as follows (i) first payment of $49,815, net of security deposit of $11,185, on or before January 23, 2019, (ii) second payment of $25,000 on or before February 28, 2019 and (iii) thereafter sixty-nine payments of $6,400 on or before the 15 th On or about May 1, 2018, a suit was filed in the Supreme Court of the State of New York, County of Rockland, by Imperial Bag & Paper seeking $44,585 in past due amounts for goods received. The company entered into a payment plan and as of January 2019 this amount has been paid in full. On May 4, 2018, Stratford Road Partners, LLC (“Stratford”) filed suit against the Company’s subsidiary for non-payment of rent in the small Claims court in the state of North Carolina. Since then the property has been vacated and the landlord offered a settlement of $10,000 with no further lease obligation. On June 5, 2019 the Company signed the settlement agreement and made the payment to the landlord. In May 2018, Resolute Contractors, Inc, Quality Tile, MTL Construction, Genesis Electric, JNB Interiors and Captive Aire filed a Mechanics Lien for labor, service, equipment and materials in the total amount of $98,005. The Company intends to set up various payment plans with these vendors. As of September 30, 2018, the Company has accrued for the liability in accounts payable and accrued expenses. On May 25, 2018, the Civil Court of the City of New York, County of New York, entered into a settlement agreement between the Company and a landlord, in the amount of $55,891 for past due rent. The Company agreed to make the following payments (i) $15,000 on or before May 31, 2018, and (ii) $40,891 on or before September 4,2018. These amounts have been paid in full pursuant to the settlement. On September 25, 2018, the Supreme Court of the State of New York, County of Rockland, entered into a judgement in favor of a creditor, in the amount of $69,367. The Company worked with legal counsel and on October 22, 2018, the Company entered into a settlement agreement with the creditor in the amount of $36,000 that was payable on or before November 16, 2018. The amount has been paid in full pursuant to the settlement agreement. In the normal course of business, the Company may be involved in legal proceedings, claims and assessments arising in the ordinary course of business. In the opinion of management, such matters are currently not expected to have a material impact on the Company’s financial statements. The Company records legal costs associated with loss contingencies as incurred and accrues for all probable and estimable settlements. Termination of Offering On March 29, 2018, the Company decided to terminate its Regulation A+ offering in order to register its common stock with the SEC under the Securities Exchange Act of 1934, as amended, using a Form 8-A12g and become a publicly reporting company. Prior to terminating the Regulation A+ offering, the Company sold 44,153 shares in the offering at $3.25 per share, yielding net proceeds of approximately $85,000. Employment Agreements The Company entered into an at-will employment agreement with each of (i) Robert Morgan, as former Chief Executive Officer (the “CEO Agreement”), (ii) Grady Metoyer, as former Chief Financial Officer (the “CFO Agreement”) and (iii) Rodney Silva, as Chief Culture Officer (the “CCO Agreement). The employment agreements are effective as of the date the Company receives at least $5,000,000 in gross proceeds from an SEC qualified offering under the Offering Statement under Regulation A+ under the Securities Act of 1933, as amended. The term of these employment agreements are two years and are automatically extended for successive one-year periods unless either party delivers a 60-day notice of termination. These employment agreements did not become effective since the company terminated its Regulation A+ offering on March 29, 2018. On January 17, 2018, Grady Metoyer resigned as the Company’s Chief Financial Officer, effective immediately. In connection with the resignation of Grady Metoyer, on January 25, 2018, the Company’s board of directors appointed Ferdinand Groenewald as its Vice President of Finance, Principal Financial Officer and Principal Accounting Officer. The Company entered into an at-will employment agreement with Ferdinand Groenewald for a one-year term that is to commence as of the date the Company successfully receives at least $5,000,000 in gross proceeds from an SEC qualified offering under Offering Statement under Regulation A+ under the Securities Act of 1933, as amended. The employment agreements did not become effective since the company terminated its Regulation A+ offering on March 29, 2018. On April 11, 2018, Robert E. Morgan resigned as Chief Executive Officer, President and Director of the Company and all other positions with subsidiaries of the Company. On April 16, 2018, Kevin Mohan was appointed by the Company to serve as the Interim President of the Company. On April 30, 2018, Tim M. Betts resigned as a director of the Company for personal reasons. On May 1, 2018, the Company appointed Michael J. Roper as Chief Executive Officer (“CEO”) of the Company and entered into an Employment Agreement with Mr. Roper. In addition, Mr. Mohan resigned as Interim President of the Company. On May 29, 2018, Ferdinand Groenewald, the Vice President of Finance, Principal Financial Officer and Principal Accounting Officer, notified Muscle Maker, Inc. (the “Company”) that he is resigning from his positions with the Company and its subsidiaries effective May 29, 2018. On September 26, 2018, Muscle Maker, Inc. (the “Company”) appointed Ferdinand Groenewald as Chief Financial Officer of the Company and entered into an Employment Agreement with Mr. Groenewald. Pursuant to the agreement, Mr. Groenewald will be employed as Chief Financial Officer of the Company for a period of two years unless earlier terminated pursuant to the terms of the agreement. During the term of the agreement, Mr. Groenewald will be entitled to a base salary at the annualized rate of $150,000 and will be eligible for a discretionary performance cash bonuses which will include $10,000 upon completion of the audit for the year ended December 31, 2017 and $25,000 and up to 10,000 shares of common stock upon completion of a public offering of not less than $3 million together with listing on a national exchange (the “Public Offering”), which may be increased to 25,000 in the event $5 million is raised. Mr. Groenewald’s salary will increase to $175,000 upon closing of the Public Offering. Mr. Groenewald is also eligible to participate in employee benefits plans as the Company may institute from time to time that are available for full-time employees. On September 26, 2018, the Company appointed Kenneth Miller as Chief Operating Officer of the Company and entered into an Employment Agreement with Mr. Miller. Pursuant to the agreement, Mr. Miller will be employed as Chief Operating Officer of the Company for a period of two years unless earlier terminated pursuant to the terms of the agreement. During the term of the agreement, Mr. Miller will be entitled to a base salary at the annualized rate of $200,000, which will be increased to $275,000 upon successful closing of the Public Offering. Mr. Miller is eligible for a discretionary performance cash and equity bonuses which will include cash of $50,000 and 75,000 shares of common stock upon completion of the Public Offering, which may be increased to 125,000 shares in the event $5 million is raised. Mr. Miller is also eligible to participate in employee benefits plans as the Company may institute from time to time that are available for full-time employees. Consulting Agreement On September 12, 2018, the Company entered into a Consulting Agreement with a professional business and financial expert to provide the Company financial and business advice including, but not limited, to discussing financing, potential business opportunities and potential acquisition. In addition, the consultant will help the Company select an underwriter to conduct an offering and will work with Company to prepare for the offering. Upon acceptance of the agreement the Company agreed to pay $140,000 in cash and to issue 250,000 restricted shares of the Company’s common stock on or before September 30, 2018. The Company accrued for the $140,000 as of September 30, 2018. See Note 14 – Equity - Restricted Common Stock for details related to the issuance of the restricted stock. In addition, the Company agrees to pay the following additional fees (i) $70,000 in cash and 70,000 in restricted shares upon performance of the first milestone per the SPA agreement, (ii) $70,000 in cash and 70,000 in restricted shares upon performance of the second milestone per the SPA agreement and (iii) $150,000 in cash and 200,000 in restricted shares upon the completion of both the contract and the Company’s offering. As of September 30, 2018, the milestones has not been achieved therefore the consultant has not yet earned the additional fees. Taxes The Company failed in certain instances in paying sales taxes collected from customers in specific states that impose a tax on sales of the Company’s products. The Company had accrued $322,573 and $355,692 which includes interest as of September 30, 2018 and December 31, 2017, respectively, related to this matter.

Equity

Equity	9 Months Ended
	Sep. 30, 2018
Equity [Abstract]
Equity	NOTE 14 – EQUITY Common Stock During the nine months ended September 30, 2018, the Company sold 180,000 shares of common stock of the company to various investors at a purchase price of $1.00 per share providing $180,000 of proceeds to the Company. Warrant Valuation The Company has computed the fair value of warrants granted using the Black-Scholes option pricing model. The expected term used for warrants issued to non-employees is the contractual life. The Company is utilizing an expected volatility figure based on a review of the historical volatilities, over a period of time, equivalent to the expected life of the instrument being valued, of similarly positioned public companies within its industry. The risk-free interest rate was determined from the implied yields from U.S. Treasury zero-coupon bonds with a remaining term consistent with the expected term of the instrument being valued. Restricted Common Stock During September 30, 2018, the Company issued 250,000 restricted common stock of the Company to a consultant at a price of $1.00 per share. The shares are fully vested on the date of grant. See Note 13 - Commitments and Contingencies – Consulting Agreement. At September 30, 2018, the unamortized value of the restricted common stock was $301,666. The unamortized amount will be expensed over a weighted average period of 2.26 years. A summary of the activity related to the restricted common stock for the nine months ended September 30, 2018 is presented below: Weighted Average Grant Total Date Fair Value Outstanding at January 1, 2018 97,177 $ 6.82 Granted 250,000 1.00 Forfeited (28,449 ) 9.33 Vested (276,286 ) 1.77 Outstanding at September 30, 2018 42,442 $ 7.11 Stock-Based Compensation Expense Stock-based compensation related to restricted stock issued to employees, directors and consultants amounted to $33,876 and $350,100 for the three and nine months ended September 30, 2018, respectively, of which $33,102 and $347,779 was recorded in general and administrative expenses and $774 and $2,321 was recorded in labor expense within restaurant operating expenses. Stock-based compensation related to restricted stock issued to employees, directors and consultants amounted to $474,348 and $745,135, respectively, for the three and nine months ended September 30, 2017, of which $301,660 and $564,020, respectively, was recorded in general and administrative expenses and $2,688 and $11,115, respectively, was recorded in labor expense within restaurant operating expenses and $170,000 and $170,000, respectively, was recorded in consulting expenses. Warrants A summary of warrants activity during the nine months ended September 30, 2018 is presented below: Weighted Weighted Average Average Remaining Number of Exercise Life Warrants Price In Years Outstanding, December 31, 2017 521,045 $ 9.03 1.9 Issued 1,052,966 2.22 Exercised - - Forfeited (66,963 ) 7.00 Outstanding, September 30, 2018 1,507,048 4.36 2.9 Exercisable, September 30, 2018 1,507,048 $ 4.36 2.9 The grant date fair value of warrants granted during the nine months ended September 30, 2018 and 2017 was determined on the date of issuance using the Black-Scholes option pricing model with the following assumptions: expected volatility, dividend rate, risk free interest rate and the expected life. The Company calculates the expected volatility using the historical volatility of comparable companies over the most recent period equal to the expected term and evaluates the extent to which available information indicates that future volatility may differ from historical volatility. The expected dividend rate is zero as the Company does not expect to pay or declare any cash dividends on common stock. The risk-free rates for the expected terms of the stock options are based on the U.S. Treasury yield curve in effect at the time of the grant. The Company has not experienced significant exercise activity on stock options. Due to the lack of historical information, the Company determined the expected term of its stock option awards issued using the simplified method. In applying the Black-Scholes option pricing model, the Company used the following assumptions: For the Three Months Ended For the Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Risk free interest rate 2.67 - 2.96 % 1.57 - 1.59 % 2.20 - 3.13 % 1.57 - 1.59 % Expected term (years) 3.00 - 5.00 3.00 3.00 - 5.00 3.00 Expected volatility 51.50 - 53.60 % 43.50 % 51.50 - 55.37 % 43.50 % Expected dividends 0.00 % 0.00 % 0.00 % 0.00 %

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2018
Subsequent Events [Abstract]
Subsequent Events	NOTE 15 – SUBSEQUENT EVENTS Company-Owned Restaurants Subsequent to September 30, 2018 and through the date of the issuance of these condensed consolidated financial statements, the Company opened two additional company-owned restaurants. Convertible Notes On or about January 23, 2019, the Company and certain note holders, including related parties, agreed to extend the maturity date of the convertible notes payable, as amended and extended on or about August 2018, in the aggregate principal amount of $1,550,000 to be upon the earlier of (a) January 24, 2020 or (b) the first day the company’s stock is publicly traded. All interest due and payable on the notes, shall be converted into shares of common stock at a conversion price of $1.00 per share. Subsequent to September 30, 2018, other convertible promissory notes with an aggregate principal amount of $951,000 were automatically converted into 951,000 shares of the Company’s common stock pursuant to the terms of the notes. Other Notes Payable On or about January 23, 2019, the Company and certain note holders, including related parties, agreed to extend the maturity date of the notes payable, as amended and extended on or about August 2018, in the aggregate principal amount of $560,000 to be upon the earlier of (a) January 24, 2020 or (b) the first day the company’s stock is publicly traded. All interest due and payable on the notes, shall be converted into shares of common stock at a conversion price of $1.00 per share. During April 2019, the Company repaid other notes payable in the aggregate principal amount of $710,000, of which $435,000 belong to related parties. In addition, the company issued 590,989 of the company’s common stock as payment for the interest incurred on the other notes payable repaid in the aggregate amount of $590,989. On May 14, 2019, the Company issued a $91,000 promissory note to a related party. The note has a stated interest rate of 15% over the original term of one year with monthly interest payments. The note becomes due in one year or the first day the Company trades publicly on an exchange. 15% Senior Secured Convertible Notes Subsequent to September 30, 2018 through the date of the issuance of these condensed consolidated financial statements, the Company entered into SPA with Investors providing for the sale by the Company to the investors of SPA Notes in the aggregate amount of $4,328,000, which included $635,000 in other notes payable converted into SPA Notes. On April 10, 2019, the Company and the investors that participated in the September 2018 Offering entered into an amendment pursuant to which the conversion price of the SPA Notes was amended to equal 25% of the per share offering price paid by investors in the public offering in conjunction with an uplisting to a national exchange. However, in the event the holder is required to sign a Lock-Up Agreement as part of the public offering in conjunction with an uplisting to a national exchange, then the conversion price shall be 17.5% of the per share offering price paid by investors in the public offering in conjunction with an uplisting to a national exchange. In addition to the SPA Notes, the Investors also received warrants to purchase common stock of 2,164,000 shares of the Company (the “Warrants”). The Investors are entitled to purchase a number of shares equal to 50% of the conversion shares of common stock of the Company. The Warrants are exercisable for five years at an exercise price of $1.20. In the event conversion price is adjusted as contemplated above, then the exercise price shall adjust to equal 120% of the adjusted conversion price. The Investors may exercise the Warrants on a cashless basis. Employment Agreements On October 26, 2018, the Company entered into an Employment Agreement with Michael Roper, which replaced his employment agreement from May 2018. Pursuant to the Employment Agreement, Mr. Roper will continue to be employed as Chief Executive Officer of the Company for a period of two years unless earlier terminated pursuant to the terms of the agreement. The Employment Agreement will be automatically extended upon listing the Company on a national exchange and raising $3,000,000 (the “IPO”). During the term of the Employment Agreement, Mr. Roper will be entitled to a base salary at the annualized rate of $250,000, which will be increased to $275,000 upon achieving various milestones required by the Investors that participated in the September 2018 Offering and again to $350,000 upon the Company completing the IPO. Mr. Roper will be eligible for a discretionary performance bonus to be paid in cash or equity, provided, however, no cash bonus will be paid until the closing of the IPO. Mr. Roper is entitled to $100,000 bonus upon closing of the IPO. In addition to 350,000 restricted stock units previously granted, the Company agreed to issue Mr. Roper up to 250,000 additional restricted stock units. In the event the Company raises $3 million or $5 million, then Mr. Roper will receive 150,000 restricted stock units or 250,000 restricted stock units, respectively. In addition, Mr. Roper will receive 100,000 restricted stock units upon the one- and two-year anniversaries of his employment. On October 26, 2018, the Company entered into an Employment Agreement with Kevin Mohan. Pursuant to the Employment Agreement, Mr. Mohan will be engaged as Chief Investment Officer of the Company for a period of two years unless earlier terminated pursuant to the terms of the agreement. The Employment Agreement will be automatically extended upon the IPO. During the term of the Employment Agreement, Mr. Mohan will be entitled to a base salary at the annualized rate of $156,000, which will be increased to $175,000 upon the IPO. Mr. Mohan will be eligible for a discretionary performance bonus to be paid in cash following the closing of the IPO. Mr. Mohan is entitled to $50,000 bonus upon closing of the IPO. The Company agreed to issue Mr. Mohan up to 200,000 additional restricted stock units. In the event the Company raises $3 million or $5 million, then Mr. Mohan will receive 100,000 restricted stock units or 200,000 restricted stock units, respectively. On May 5, 2019, the Company entered into an Employment Agreement with Rodney Silva. Pursuant to the Employment Agreement, Mr. Silva will be engaged as Vice President of Brand Development/Franchise Sales of the Company for a period of eighteen months unless earlier terminated pursuant to the terms of the agreement. The Employment Agreement will be automatically extended upon the IPO. During the term of the Employment Agreement, Mr. Silva will be entitled to a base salary at the annualized rate of $150,000. Mr. Silva will be eligible for a discretionary performance bonus to be paid in cash following the closing of the IPO. Mr. Silva is also eligible to participate in employee benefits plans as the Company may institute from time to time that are available for full-time employees. On May 6, 2019, the Company appointed Aimee Infante as Chief Marketing Officer of the Company and entered into an Employment Agreement with Ms. Infante. Pursuant to the Employment Agreement, Ms. Infante will be employed as Chief Marketing Officer of the Company for a period of two years unless earlier terminated pursuant to the terms of the Employment Agreement. During the term of the Employment Agreement, Ms. Infante will be entitled to a base salary at the annualized rate of $125,000, which will be increased to $150,000 upon the completion of a public offering of not less than $3 million together with listing on a national exchange (the “Public Offering”). Following the closing of the Public Offering, Ms. Infante will receive an one time $10,000 cash bonus and will be entitled to an annual cash bonus based on 25% of her base salary subject to satisfying specific written criteria. The Company agreed to issue Ms. Infante 5,000 restricted stock units upon closing of the Public Offering, which may be increased to 10,000 restricted stock units if the Public Offering is in excess of $5 million. Ms. Infante is also eligible to participate in employee benefits plans as the Company may institute from time to time that are available for full-time employees. 12% Secured Convertible Notes During April 2019 through the date of the issuance of these condensed consolidated financial statements, Muscle USA entered into April 2019 SPA with the April 2019 Investors providing for the sale by the Company to the investors of April 2019 Notes in the aggregate amount of $3,000,000 (the “April 2019 Offering”). The April 2019 Notes bear interest at 12% per annum, paid quarterly, and mature 18 months from issuance. The April 2019 Investors may elect to convert all or part of the April 2019 Notes, plus accrued interest, at any time into shares of common stock of the Company at a conversion price of $2.00 per share (the “April 2019 Conversion Price”); provided, however, in the event the per share price of a public offering multiplied by fifty percent (50%) at the time of the Company listing on a national exchange (the “Discounted Public Offering Price”) is less than $2.00 then the April 2019 Conversion Price shall be reset to equal the lesser of (i) Discounted Public Offering Price or (ii) a price per share equal to a $20 million valuation. In addition to the April 2019 Notes, the Investors also received warrants to purchase common stock of the Company (the “Warrants”) that entitles the holder to purchase a number of shares equal to 50% of the conversion shares of common stock of the Company. The Warrants are exercisable for five years at an exercise price of 115% of the conversion price. Upon the occurrence of the listing of the Company’s common stock on a national securities exchange, the sale of all or substantially all of the Company’s stock, the sale or licensing of all or substantially all of the Company’s assets or any combination of the foregoing, the entire unpaid and outstanding principal amount and any accrued interest thereon under the April 2019 Notes shall automatically convert in whole without any further action by the holders. As long as the April 2019 Notes remain outstanding, the Company has agreed that, among other items, it will only use proceeds from the sale of the April 2019 Notes and exercise of the Warrants for specific corporate purposes as set forth in the April 2019 SPA, will not incur or permit indebtedness or liens unless permitted and will not enter into variable priced transactions. The Company, Muscle USA and the April 2019 Investors entered into Security and Pledge Agreements providing that the obligations to the April 2019 Investors are secured by substantially all of Muscle USA’s assets. The Company granted the Investors piggyback registration rights with respect to the shares of common stock underlying the Notes and the Warrants. Litigations, Claims and Assessments On January 18, 2019, the Company entered into an expense reimbursement agreement with an employee in connection with unreimbursed expenses incurred on behalf of the Company in the amount of $81,140 recorded in accounts payable and accrued expenses as of September 30, 2018. The Company shall pay the employee as follows (a) $1,750 upon execution of the agreement, (b) $1,000 a month commencing on January 25, 2019 ending May 24, 2019, (c) a one time payment of $40,000 on the earlier of March 31, 2019 or when the Company fully received the anticipated funding from the a traunch of the 15% Senior Secured Convertible Notes and (d) on the earlier of May 31, 2019 or when the Company has fully received the anticipated funding from the second traunch of the 15% Senior Secured Convertible Notes. As of the date of the issuance of these condensed consolidated financial statements the full amount has been repaid. On December 12, 2018, the Company was listed as a defendant to a lawsuit filed by a landlord in the Superior Court of the State of California. Fountain Valley is seeking approximately $121,000 in damages for rent, interest and other expenses. On February 15, 2019, the Company entered into a settlement agreement and payment plan in the amount of $85,000. The Company agreed to make the following payments (i) $15,000 on or before March 15, 2019, and (ii) ten monthly installments of $7,000 commencing on April 15, 2019 and continuing monthly on the 15 th On or about March 7, 2019, the Company was listed as a defendant to a lawsuit filed by a contractor in the State of Texas. The contractor is claiming a breach of contract and is seeking approximately $32,809 in damages for services claimed to be rendered by the contractor. The Company is working with legal counsel in order to reach a settlement. As of September 30, 2018, the Company accrued for the liability in accrued expenses. On May 6, 2019, the Company entered into a commission’s payment agreement in the aggregate amount of $45,894 in connection with past due commission recorded in accounts payable and accrued expenses as of September 30, 2018. The Company shall pay the employee the outstanding commission balance as follows (a) $10,894 upon execution of the agreement and (b) $7,000 per month for five months start on May 31, 2019. As of the date of the issuance of these condensed consolidated financial statements the full amount has been repaid. Trademark During July 2019 the Company filed an application to register a trade name and service mark for “Healthy Joe’s” that will be used in connection with the development and operating of potential Healthy Joe’s restaurant. If the trademark is approved, the Company will license the rights to use the Healthy Joe’s trademark and intellectual property to the wholly-owned subsidiaries, Muscle Maker Development and Muscle Maker Corp., and to further sublicense them to our franchisees for use in connection with Healthy Joe’s restaurants. Consulting Agreement On May 24, 2019, the Company entered into a Consulting Agreement with a project management group to assist with various financial matters, documentation and presentations as needed. Pursuant to the terms of the agreement, the Company will pay $5,000 per month until the contract is cancelled by either party with written notice. During July 2019, the Company entered into a Consulting Agreement, effective as of July 1, 2019, with an advisory group to provide strategic business services in connection with a future offering. The term of the agreement is for one year. Pursuant to the terms of the agreement, the Company will issue 290,000 restricted shares of common stock on or before July 15, 2019 and agree to pay a cash fee of $75,000 upon signing the agreement. During July 2019, the Company entered into a Consulting Agreement with consultant with a background in menu and recipe development to develop a new menu and recipes for a new healthy restaurant concept called Healthy Joe’s. The Company will issue 11,500 shares of common stock as payment pursuant to the agreement and reimburse the consultant for any out of pocket expenses in connection with the services provided pursuant to the agreement.

Significant Accounting Polici_2

Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2018
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”) for interim financial information. Accordingly, they do not include all of the information and disclosures required by accounting principles generally accepted in the United States of America for annual financial statements. In the opinion of management, such statements include all adjustments (consisting only of normal recurring items) which are considered necessary for a fair presentation of the unaudited condensed consolidated financial statements of the Company as of September 30, 2018, and for the three and nine months ended September 30, 2018 and 2017. The results of operations for the three and nine months ended September 30, 2018 are not necessarily indicative of the operating results for the full year. It is suggested that these unaudited condensed consolidated financial statements be read in conjunction with the financial statements and notes thereto for the year ended December 31, 2017, included in this filing. The balance sheet as of December 31, 2017 has been derived from the Company’s audited financial statements.
Principles of Consolidation	Principles of Consolidation The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries and majority-owned subsidiary. Any intercompany transactions and balances have been eliminated in consolidation.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Management bases its estimates on historical experience and on various assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Significant estimates include: ● the fair value of assets acquired, and liabilities assumed in a business combination; ● the assessment of recoverability of long-lived assets, including property and equipment, goodwill and intangible assets; ● the estimated useful lives of intangible and depreciable assets; ● the recognition of revenue; and ● the recognition, measurement and valuation of current and deferred income taxes Estimates and assumptions are periodically reviewed, and the effects of any material revisions are reflected in the financial statements in the period that they are determined to be necessary. Actual results could differ from those estimates and assumptions.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all highly-liquid instruments with an original maturity of three months or less when purchased to be cash equivalents. There were no cash equivalents as of September 30, 2018 and December 31, 2017.
Convertible Instruments	Convertible Instruments The Company evaluates its convertible instruments to determine if those contracts or embedded components of those contracts qualify as derivative financial instruments to be separately accounted for in accordance with Topic 815 of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”). The accounting treatment of derivative financial instruments requires that the Company record embedded conversion options and any related freestanding instruments at their fair values as of the inception date of the agreement and at fair value as of each subsequent balance sheet date. Any change in fair value is recorded as non-operating, non-cash income or expense for each reporting period at each balance sheet date. The Company reassesses the classification of its derivative instruments at each balance sheet date. If the classification changes as a result of events during the period, the contract is reclassified as of the date of the event that caused the reclassification. Embedded conversion options and any related freestanding instruments are recorded as a discount to the host instrument. If the instrument is determined not to be a derivative liability, the Company then evaluates for the existence of a beneficial conversion feature by comparing the market price of the Company’s common stock as of the commitment date to the effective conversion price of the instrument. As of September 30, 2018 and December 31, 2017, the Company did not have any derivative liabilities on its balance sheets.
Revenue Recognition	Revenue Recognition In accordance with the Accounting Standard Codification Topic 605 “Revenue Recognition” (“ASC 605”), the Company recognizes revenue when the following four criteria are met: (1) delivery has occurred or services rendered; (2) persuasive evidence of an arrangement exists; (3) there are no continuing obligations to the customer; and (4) the collection of related accounts receivable is probable. Restaurant Sales Retail store revenue at company operated restaurants is recognized when payment is tendered at the point of sale, net of sales tax, discount and other sales related taxes. Franchise Royalties and Fees Franchise royalties and fees principally consists of royalties and franchise fees. Royalties are based on a percentage of franchisee net sales revenue. Initial franchise fees are recognized upon opening of a restaurant or granting of a new franchise term, which is when the Company has performed substantially all material obligations and initial services required by the franchise agreement. The Company recognizes renewal fees as income when a renewal agreement becomes effective. The Company has supply agreements with certain food and beverage vendors. Pursuant to the terms of these agreements, rebates are provided to the Company based upon the dollar volume of purchases for all company-owned and franchised restaurants from these vendors. Rebates earned on purchases by franchise stores are recorded as revenue during the period in which the related food and beverage purchases are made. The Company recorded revenue from rebates of $59,260 and $268,588 during the three and nine months ended September 30, 2018, respectively, which is included in franchise royalties and fees on the accompanying condensed consolidated statements of operations. The Company recorded revenue from rebates of $239,398 and $383,855 during the three and nine months ended September 30, 2017, respectively, which is included in franchise royalties and fees on the accompanying condensed consolidated statements of operations. Rebates earned on purchases by company owned stores are recorded as a reduction of cost of goods sold during the period in which the related food and beverage purchases are made. Other Revenues Through its subsidiary CTI which was sold in May 2018,, the Company derived revenue from the sale of POS computer systems, cash registers and camera systems, and from the provision of related consulting and support services, which generally include implementation, installation and training services. The Company recognizes revenue when persuasive evidence of an arrangement exists, delivery of the product or service has occurred, the fee is fixed or determinable and collectability is reasonably assured. The Company recorded $0 and $244,633 of revenues from these technology sales and services during the three and nine months ended September 30, 2018, respectively. The Company recorded $262,879 and $558,469 of revenues from these technology sales and services during the three and nine months ended September 30, 2017, respectively. Deferred Revenue Deferred revenue primarily includes initial franchise fees received by the Company, for which the restaurant has not yet opened, as well as unearned vendor rebates and customer deposits received in connection with technology sales and services by CTI (see Note 10 – Deferred Revenue). The Company collects initial franchise fees when franchise agreements are signed and recognizes the initial franchise fees as revenue when the store is opened, which is when the Company has performed substantially all initial services required by the franchise agreement. Customer deposits received for technology sales or services are recorded as deferred revenue and recognized when the sale is complete, or the service is performed.
Advertising	Advertising Advertising costs are charged to expense as incurred. Advertising costs were approximately $3,638 and $23,237 for the three and nine months ended September 30, 2018, respectively, and approximately $257,149 and $481,897 for the three and nine months ended September 30, 2017, respectively, and are included in general and administrative expenses in the accompanying condensed consolidated statements of operations. Advertising costs incurred related to our national advertising fund are netted with contributions from our Company-owned stores and our franchisees.
Net Loss Per Share	Net Loss per Share Basic loss per common share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding during the period. Diluted loss per common share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding, plus the impact of potential common shares, if dilutive, resulting from the exercise of warrants and stock options from the conversion of convertible debt and the vesting of restricted stock. The following securities are excluded from the calculation of weighted average diluted common shares at September 30, 2018 and 2017, respectively, because their inclusion would have been anti-dilutive: September 30, 2018 2017 Warrants 1,507,048 521,045 Options 33,750 33,750 Convertible debt 2,972,070 953,846 Total potentially dilutive shares 4,512,868 1,508,641
Major Vendor	Major Vendor The Company engages various vendors to distribute food products to their Company-owned restaurants. Purchases from the Company’s largest supplier totaled 81% and 77% of the Company’s purchases for the three and nine months ended September 30, 2018, respectively. Purchases from the Company’s largest supplier totaled 81% and 84% of the Company’s purchases for the three and nine months ended September 30, 2017, respectively.
Controlling and Non-Controlling Interest	Controlling and Non-Controlling Interest MMI used to own a 74% controlling interest in MMB through the Effective Merger Date and used to own a 70% controlling interest in CTI. The profits and losses of CTI were allocated among the controlling interest and the CTI non-controlling interest in the same proportions as their membership interests. All of the profits and losses of MMB and its subsidiaries were allocated among the controlling interest and MMB non-controlling Interest in proportion to the ownership interests through the Effective Merger Date.
Reclassifications	Reclassifications Certain amounts in prior periods have been reclassified to conform to the current period presentation. These reclassifications had no effect on previously reported net loss.
Subsequent Events	Subsequent Events The Company evaluated events that have occurred after the balance sheet date but before the financial statements are issued. Based upon the evaluation and transactions, the Company did not identify any subsequent events that would have required adjustment or disclosure in the financial statements, except as disclosed in Note 15 – Subsequent Events.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842)” (“ASU 2016-02”). ASU 2016-02 requires an entity to recognize assets and liabilities arising from a lease for both financing and operating leases. ASU 2016-02 will also require new qualitative and quantitative disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. ASU 2016-02 is effective for fiscal years beginning after December 15, 2019, with early adoption permitted. The Company is currently evaluating ASU 2016-02 and its impact on its condensed consolidated financial statements and disclosures. In March 2016, the FASB issued ASU No. 2016-08, “Revenue from Contracts with Customers - Principal versus Agent Considerations”, in April 2016, the FASB issued ASU No. 2016-10, “Revenue from Contracts with Customers (Topic 606) - Identifying Performance Obligations and Licensing” and in May 9, 2016, the FASB issued ASU No. 2016-12, “Revenue from Contracts with Customers (Topic 606)” (“ASU 2016-12”). This update provides clarifying guidance regarding the application of ASU No. 2014-09 - Revenue From Contracts with Customers which is not yet effective. These new standards provide for a single, principles-based model for revenue recognition that replaces the existing revenue recognition guidance. In July 2015, the FASB deferred the effective date of ASU 2014-09 for private companies and emerging growth public companies until annual and interim periods beginning on or after December 15, 2019. It will replace most existing revenue recognition guidance under U.S. GAAP when it becomes effective. The Company will evaluate the effects, if any, that adoption of this guidance will have on its condensed consolidated financial statements. In December 2016, the FASB issued ASU No. 2016-20, “Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers.” ASU No. 2016-20 amends certain aspects of ASU No. 2014-09 and clarifies, rather than changes, the core revenue recognition principles in ASU No. 2014-09. It is effective for annual reporting periods beginning after December 15, 2018. We are currently evaluating the effect that adopting this new accounting guidance will have on its condensed consolidated cash flows and related disclosures. In January 2017, the FASB issued ASU No. 2017-04, ”Intangibles - Goodwill and Other (Topic 350)” (“ASU 2017-04”) Simplifying the Test for Goodwill Impairment. The update simplifies how an entity is required to test goodwill for impairment by eliminating Step 2 from the goodwill impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. It affects public entities that have goodwill reported in their financial statements and have not elected the private company alternative for the subsequent measurement of goodwill. A public entity that is a U.S. Securities and Exchange Commission (“SEC”) filer should adopt the amendments in this update for its annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. We are currently reviewing the new standard and assessing the impact of its adoption. In July 2017, the FASB issued ASU No. 2017-11, “Earnings Per Share (Topic 260) Distinguishing Liabilities from Equity (Topic 480) Derivatives and Hedging (Topic 815),” which addresses the complexity of accounting for certain financial instruments with down round features. Down round features are features of certain equity-linked instruments (or embedded features) that result in the strike price being reduced on the basis of the pricing of future equity offerings. Current accounting guidance creates cost and complexity for entities that issue financial instruments (such as warrants and convertible instruments) with down round features that require fair value measurement of the entire instrument or conversion option. The amendments in this ASU are effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. Early adoption is permitted, including adoption in any interim period. The Company is currently evaluating the impact of the adoption of this standard on its condensed consolidated financial statements. In February 2018, the FASB issued ASU No. 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income, which allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act. This guidance is effective for all entities for fiscal years, and interim periods within those years, beginning after December 15, 2018, with early adoption permitted. The amendments in ASU 2018-02 should be applied either in the period of adoption or retrospectively to each period in which the effect of the change in the U.S. federal corporate income tax rate in the Tax Cuts and Jobs Act is recognized. The adoption of this guidance is not expected to have a material impact on the Company’s condensed consolidated financial statements and related disclosures. In June 2018, the FASB issued ASU No. 2018-07, “Compensation — Stock Compensation (Topic 718),” (“ASU 2018-07”). ASU 2018-07 is intended to reduce cost and complexity and to improve financial reporting for nonemployee share-based payments. Currently, the accounting requirements for nonemployee and employee share-based payment transactions are significantly different. ASU 2018-07 expands the scope of Topic 718, Compensation — Stock Compensation (which currently only includes share-based payments to employees) to include share-based payments issued to nonemployees for goods or services. Consequently, the accounting for share-based payments to nonemployees and employees will be substantially aligned. This ASU supersedes Subtopic 505-50, Equity — Equity-Based Payments to Nonemployees. The amendments in this ASU are effective for fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020. Early adoption is permitted, but no earlier than a company’s adoption date of Topic 606, Revenue from Contracts with Customers. The Company is currently evaluating ASU 2018-07 and its impact on the condensed consolidated financial statements. In July 2018, the FASB issued ASU No. 2018-09, “Codification Improvements” (“ASU 2018-09”). These amendments provide clarifications and corrections to certain ASC subtopics including the following: Income Statement - Reporting Comprehensive Income – Overall (Topic 220-10), Debt - Modifications and Extinguishments (Topic 470-50), Distinguishing Liabilities from Equity – Overall (Topic 480-10), Compensation - Stock Compensation - Income Taxes (Topic 718-740), Business Combinations - Income Taxes (Topic 805-740), Derivatives and Hedging – Overall (Topic 815-10), and Fair Value Measurement – Overall (Topic 820-10). The majority of the amendments in ASU 2018-09 will be effective in annual periods beginning after December 15, 2018. The Company is currently evaluating and assessing the impact this guidance will have on its condensed consolidated financial statements. In July 2018, the FASB issued ASU No. 2018-10, “Codification Improvements to Topic 842, Leases” (“ASU 2018-10”). The amendments in ASU 2018-10 provide additional clarification and implementation guidance on certain aspects of the previously issued ASU No. 2016-02, Leases (Topic 842) (“ASU 2016-02”) and have the same effective and transition requirements as ASU 2016-02. Upon the effective date, ASU 2018-10 will supersede the current lease guidance in ASC Topic 840, Leases. Under the new guidance, lessees will be required to recognize for all leases, with the exception of short-term leases, a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis. Concurrently, lessees will be required to recognize a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. ASU 2018-10 is effective for emerging growth companies for interim and annual reporting periods beginning after December 15, 2019, with early adoption permitted. The guidance is required to be applied using a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative periods presented in the financial statements. The Company is currently assessing the impact this guidance will have on its condensed consolidated financial statements. In July 2018, the FASB issued ASU No. 2018-11, “Leases (Topic 842): Targeted Improvements,” (“ASU 2018-11”). The amendments in ASU 2018-11 related to transition relief on comparative reporting at adoption affect all entities with lease contracts that choose the additional transition method and separating components of a contract affect only lessors whose lease contracts qualify for the practical expedient. The amendments in ASU 2018-11 are effective for emerging growth companies for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. The Company is currently assessing the impact this guidance will have on its condensed consolidated financial statements.

Significant Accounting Polici_3

Significant Accounting Policies (Tables)	9 Months Ended
	Sep. 30, 2018
Accounting Policies [Abstract]
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share	The following securities are excluded from the calculation of weighted average diluted common shares at September 30, 2018 and 2017, respectively, because their inclusion would have been anti-dilutive: September 30, 2018 2017 Warrants 1,507,048 521,045 Options 33,750 33,750 Convertible debt 2,972,070 953,846 Total potentially dilutive shares 4,512,868 1,508,641

Sale of CTI (Tables)

Sale of CTI (Tables)	9 Months Ended
	Sep. 30, 2018
Equity [Abstract]
Schedule of Sale of Subsidiary	Cash $ (1,973 ) Accounts receivable, net (84,653 ) Accounts receivable from CTI (429,171 ) Property and equipment, net (2,912 ) Intangible assets, net (13,086 ) Loans receivable from related party, net (2,387 ) Security deposits and other assets (300 ) Accounts payable and accrued expenses 133,930 Deferred revenue 8,110 Net fair value of assets and liabilities sold (392,442 ) Accumulated deficit 8,272 Subtotal (384,170 ) Non-controlling interest (71,999 ) Loss on sale of CTI $ (456,169 )

Loans Receivable (Tables)

Loans Receivable (Tables)	9 Months Ended
	Sep. 30, 2018
Receivables [Abstract]
Schedule of Loans Receivables	At September 30, 2018 and December 31, 2017, the Company’s loans receivable consists of the following: September 30, 2018 December 31, 2017 Loans receivable, net $ 131,702 $ 170,668 Less: current portion (21,430 ) (20,146 ) Loans receivable, non-current $ 110,272 $ 150,522

Loans Receivable from Related_2

Loans Receivable from Related Parties (Tables)	9 Months Ended
	Sep. 30, 2018
Receivables [Abstract]
Schedule of Loans Receivable from Related Parties	At September 30, 2018 and December 31, 2017, the Company’s loans receivable from related parties consist of the following: September 30, 2018 December 31, 2017 Loans receivable from related parties, net $ 650 $ 9,704 Less: current portion (650 ) (9,704 ) Loans receivable from related parties, non-current $ - $ -

Property and Equipment, Net (Ta

Property and Equipment, Net (Tables)	9 Months Ended
	Sep. 30, 2018
Property, Plant and Equipment [Abstract]
Schedule of Property and Equipment, Net	As of September 30, 2018, and December 31, 2017 property and equipment consists of the following: September 30, 2018 December 31, 2017 Furniture and equipment $ 200,401 $ 189,401 Leasehold improvements 534,972 472,218 735,373 661,619 Less: accumulated depreciation and amortization (238,055 ) (144,617 ) Property and equipment, net $ 497,318 $ 517,002

Intangible Assets, Net (Tables)

Intangible Assets, Net (Tables)	9 Months Ended
	Sep. 30, 2018
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Intangible Assets	A summary of the intangible assets is presented below: Intangible Assets Trademark Franchise Agreements Non-Compete Agreement Total Intangible assets, net at December 31, 2017 $ 2,524,000 $ 642,429 $ 15,451 $ 3,181,880 Amortization expense - (47,724 ) (2,365 ) (50,089 ) Sale of CTI - - (13,086 ) (13,086 ) Intangible assets, net at September 30, 2018 $ 2,524,000 $ 594,705 $ - $ 3,118,705 Weighted average remaining amortization period at September 30, 2018 (in years) 9.3 0.0

Accounts Payables and Accrued_2

Accounts Payables and Accrued Expenses (Tables)	9 Months Ended
	Sep. 30, 2018
Payables and Accruals [Abstract]
Schedule of Accounts Payables and Accrued Expenses	Accounts payables and accrued expenses consist of the following: September 30, 2018 December 31, 2017 Accounts payable $ 863,714 $ 1,425,281 Accrued payroll 190,892 150,709 Accrued vacation 72,449 93,477 Accrued professional fees 425,363 318,379 Accrued board members fees 106,500 31,500 Accrued rent expense 701,583 284,999 Sales taxes payable (1) 322,573 355,692 Accrued interest 277,626 24,275 Other accrued expenses 314,549 25,881 $ 3,275,249 $ 2,710,193 (1) See Note 13 – Commitments and Contingencies –Taxes for detailed related to delinquent sales taxes.

Deferred Revenue (Tables)

Deferred Revenue (Tables)	9 Months Ended
	Sep. 30, 2018
Revenue from Contract with Customer [Abstract]
Schedule of Deferred Revenue	At September 30, 2018 and December 31, 2017, deferred revenue consists of the following: September 30, 2018 December 31, 2017 Customer deposits $ - $ 18,179 Franchise fees 1,343,607 1,223,608 Unearned vendor rebates 93,455 150,073 $ 1,437,062 $ 1,391,860

Other Current Liabilities (Tabl

Other Current Liabilities (Tables)	9 Months Ended
	Sep. 30, 2018
Other Liabilities Disclosure [Abstract]
Schedule of Other Current Liabilities	Other current liabilities consist of the following: September 30, 2018 December 31, 2017 Gift card liability $ 118,431 $ 107,568 Marketing and co-op advertising fund liability 481,219 261,555 $ 599,650 $ 369,123

Equity (Tables)

Equity (Tables)	9 Months Ended
	Sep. 30, 2018
Equity [Abstract]
Schedule of Activity Related to Restricted Common Stock	A summary of the activity related to the restricted common stock for the nine months ended September 30, 2018 is presented below: Weighted Average Grant Total Date Fair Value Outstanding at January 1, 2018 97,177 $ 6.82 Granted 250,000 1.00 Forfeited (28,449 ) 9.33 Vested (276,286 ) 1.77 Outstanding at September 30, 2018 42,442 $ 7.11
Schedule of Warrants Activity	A summary of warrants activity during the nine months ended September 30, 2018 is presented below: Weighted Weighted Average Average Remaining Number of Exercise Life Warrants Price In Years Outstanding, December 31, 2017 521,045 $ 9.03 1.9 Issued 1,052,966 2.22 Exercised - - Forfeited (66,963 ) 7.00 Outstanding, September 30, 2018 1,507,048 4.36 2.9 Exercisable, September 30, 2018 1,507,048 $ 4.36 2.9
Schedule of Stock Options Assumptions	In applying the Black-Scholes option pricing model, the Company used the following assumptions: For the Three Months Ended For the Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Risk free interest rate 2.67 - 2.96 % 1.57 - 1.59 % 2.20 - 3.13 % 1.57 - 1.59 % Expected term (years) 3.00 - 5.00 3.00 3.00 - 5.00 3.00 Expected volatility 51.50 - 53.60 % 43.50 % 51.50 - 55.37 % 43.50 % Expected dividends 0.00 % 0.00 % 0.00 % 0.00 %

Business Organization and Nat_2

Business Organization and Nature of Operations, Going Concern and Management's Plans (Details Narrative) - USD ($)	Mar. 14, 2019	Sep. 15, 2017	Jul. 18, 2017	Mar. 23, 2017	Sep. 30, 2018	Sep. 30, 2017	Jul. 15, 2019	Sep. 30, 2018	Sep. 30, 2017	May 24, 2018	Dec. 31, 2017	Jan. 23, 2015
Cash balance					$ 766,801			$ 766,801			$ 78,683
Working capital deficiency					4,409,186			4,409,186
Accumulated deficit					(23,328,391)			(23,328,391)			$ (17,052,086)
Net loss before income tax					$ (1,144,468)	$ (5,350,663)		(6,699,275)	$ (12,280,177)
Debt conversion of converted instruments								$ 3,194,671	$ 1,085,985
Subsequent Event [Member] | Convertible Promissory Notes Payable and Warrants [Member]
Debt conversion of converted instruments							$ 3,784,000
Agreement of Merger [Member] | MMBC Common Stock [Member]
Stock converted to shares		796
Accredited Investors [Member] | Subsequent Event [Member] | SPA Notes [Member]
Interest rate							12.00%
Debt principal amount							$ 3,000,000
Muscle Maker Brands, LLC [Member]
Acquisition percentage												74.00%
Equity ownership percentage					74.00%			74.00%
Muscle Maker Franchising, LLC [Member]
Acquisition percentage												26.00%
Muscle Maker Franchising, LLC [Member] | Agreement of Merger [Member]
Aggregate consideration		1,550,964
American Restaurant Holdings [Member]
Common stock authorized and facilitated				5,536,308
Muscle Maker Development, LLC [Member] | Sole Member and Manager [Member]
Number of membership unit issued			1,000
Muscle Maker Corp., LLC [Member] | Sole Member and Manager [Member]
Number of membership unit issued			1,000
CTI [Member]
Equity ownership percentage					70.00%			70.00%
CTI [Member] | Agreement of Merger [Member]
Equity ownership percentage		70.00%
CTI [Member] | Stock Purchase Agreement [Member]
Equity ownership percentage										70.00%
Total purchase price share										$ 1
Muscle USA [Member] | Sole Member and Manager [Member] | Subsequent Event [Member]
Number of membership unit issued	1,000

Reverse Stock Splits (Details N

Reverse Stock Splits (Details Narrative)	9 Months Ended
	Sep. 30, 2018
January 31, 2018 [Member]
Reverse split	The Company implemented a 3-for-4 reverse split of the Company's issued common stock (the "Second Reverse Split")

Significant Accounting Polici_4

Significant Accounting Policies (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017	Dec. 31, 2017
Cash equivalents
Derivative liabilities
Revenues	1,045,380	$ 2,355,233	4,620,646	$ 6,246,055
Advertising costs	$ 3,638	$ 257,149	$ 23,237	$ 481,897
Muscle Maker Brands, LLC [Member]
Equity ownership percentage	74.00%		74.00%
CTI [Member]
Equity ownership percentage	70.00%		70.00%
Supplier Concentration Risk [Member] | Purchases [Member]
Concentration risk percentage	81.00%	81.00%	77.00%	84.00%
Rebates [Member]
Revenues	$ 59,260	$ 239,398	$ 268,588	$ 383,855
Technology Sales and Services [Member]
Other revenues	$ 0	$ 262,879	$ 244,633	$ 558,469

Significant Accounting Polici_5

Significant Accounting Policies - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares	9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017
Total potentially dilutive shares	4,512,868	1,508,641
Warrants [Member]
Total potentially dilutive shares	1,507,048	521,045
Options [Member]
Total potentially dilutive shares	33,750	33,750
Convertible Debt [Member]
Total potentially dilutive shares	2,972,070	953,846

Sale of CTI (Details Narrative)

Sale of CTI (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017	May 24, 2018
Loss on sale of business			$ (456,169)
CTI [Member]
Equity ownership percentage	70.00%		70.00%
Loss on sale of business			$ 456,169
Stock Purchase Agreement [Member] | CTI [Member]
Equity ownership percentage					70.00%
Total purchase price share					$ 1

Sale of CTI - Schedule of Sale

Sale of CTI - Schedule of Sale of Subsidiary (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Equity [Abstract]
Cash			$ (1,973)
Accounts receivable, net			(84,653)
Accounts receivable from CTI			(429,171)
Property and equipment, net			(2,912)
Intangible assets, net			(13,086)
Loans receivable from related party, net			(2,387)
Security deposits and other assets			(300)
Accounts payable and accrued expenses			133,930
Deferred revenue			8,110
Net fair value of assets and liabilities sold			(392,442)
Accumulated deficit			8,272
Subtotal			(384,170)
Non-controlling interest			(71,999)
Loss on sale of CTI			$ (456,169)

Loans Receivable (Details Narra

Loans Receivable (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2018	Dec. 31, 2017
Loans receivable	$ 131,702	$ 170,668
Net of reserves for uncollectible loans	$ 55,000	$ 55,000
Minimum [Member]
Loan original term	6 months
Interest rate	0.00%
Maximum [Member]
Loan original term	5 years
Interest rate	5.00%

Loans Receivable - Schedule of

Loans Receivable - Schedule of Loans Receivables (Details) - USD ($)	Sep. 30, 2018	Dec. 31, 2017
Receivables [Abstract]
Loans receivable, net	$ 131,702	$ 170,668
Less: current portion	(21,430)	(20,146)
Loans receivable, non-current	$ 110,272	$ 150,522

Loans Receivable from Related_3

Loans Receivable from Related Parties (Details Narrative) - USD ($)	Sep. 30, 2018	Dec. 31, 2017
Receivables [Abstract]
Loans receivable from related parties	$ 650	$ 9,704
Net of reserve for uncollectible related party loans	$ 0	$ 45,000

Loans Receivable from Related_4

Loans Receivable from Related Parties - Schedule of Loans Receivable from Related Parties (Details) - USD ($)	Sep. 30, 2018	Dec. 31, 2017
Receivables [Abstract]
Loans receivable from related parties, net	$ 650	$ 9,704
Less: current portion	(650)	(9,704)
Loans receivable from related parties, non-current

Property and Equipment, Net (De

Property and Equipment, Net (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 31,580	$ 114,791	$ 95,526	$ 225,726

Property and Equipment, Net - S

Property and Equipment, Net - Schedule of Property and Equipment, Net (Details) - USD ($)	Sep. 30, 2018	Dec. 31, 2017
Property, Plant and Equipment [Abstract]
Furniture and equipment	$ 200,401	$ 189,401
Leasehold improvements	534,972	472,218
Property and equipment, gross	735,373	661,619
Less: accumulated depreciation and amortization	(238,055)	(144,617)
Property and equipment, net	$ 497,318	$ 517,002

Intangible Assets, Net (Details

Intangible Assets, Net (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Amortization expense	$ 16,083	$ 25,744	$ 50,089	$ 82,681
Franchise Agreements [Member]
Intangible asset, useful life			13 years
Non-compete Agreements [Member]
Intangible asset, useful life			5 years

Intangible Assets, Net - Schedu

Intangible Assets, Net - Schedule of Intangible Assets (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Intangible assets, net beginning balance			$ 3,181,880
Amortization expense	$ (16,083)	$ (25,744)	(50,089)	$ (82,681)
Sale of CTI			(13,086)
Intangible assets, net ending balance	3,118,705		3,118,705
Trademark [Member]
Intangible assets, net beginning balance			2,524,000
Amortization expense
Sale of CTI
Intangible assets, net ending balance	2,524,000		2,524,000
Franchise Agreements [Member]
Intangible assets, net beginning balance			642,429
Amortization expense			(47,724)
Sale of CTI
Intangible assets, net ending balance	594,705		$ 594,705
Weighted average remaining amortization period at September 30, 2018 (in years)			9 years 3 months 19 days
Non-Compete Agreement [Member]
Intangible assets, net beginning balance			$ 15,451
Amortization expense			(2,365)
Sale of CTI			(13,086)
Intangible assets, net ending balance
Weighted average remaining amortization period at September 30, 2018 (in years)			0 years

Accounts Payables and Accrued_3

Accounts Payables and Accrued Expenses - Schedule of Accounts Payables and Accrued Expenses (Details) - USD ($)		Sep. 30, 2018	Dec. 31, 2017
Payables and Accruals [Abstract]
Accounts payable		$ 863,714	$ 1,425,281
Accrued payroll		190,892	150,709
Accrued vacation		72,449	93,477
Accrued professional fees		425,363	318,379
Accrued board members fees		106,500	31,500
Accrued rent expense		701,583	284,999
Sales taxes payable	[1]	322,573	355,692
Accrued interest		277,626	24,275
Other accrued expenses		314,549	25,881
Accounts payables and accrued expenses		$ 3,275,249	$ 2,710,193
[1]	See Note 13 - Commitments and Contingencies - Taxes for detailed related to delinquent sales taxes.

Deferred Revenue - Schedule of

Deferred Revenue - Schedule of Deferred Revenue (Details) - USD ($)	Sep. 30, 2018	Dec. 31, 2017
Revenue from Contract with Customer [Abstract]
Customer deposits		$ 18,179
Franchise fees	1,343,607	1,223,608
Unearned vendor rebates	93,455	150,073
Deferred revenue	$ 1,437,062	$ 1,391,860

Other Current Liabilities - Sch

Other Current Liabilities - Schedule of Other Current Liabilities (Details) - USD ($)	Sep. 30, 2018	Dec. 31, 2017
Other Liabilities Disclosure [Abstract]
Gift card liability	$ 118,431	$ 107,568
Marketing and co-op advertising fund liability	481,219	261,555
Other current liabilities	$ 599,650	$ 369,123

Notes Payable (Details Narrativ

Notes Payable (Details Narrative) - USD ($)

May 14, 2019

Apr. 10, 2019

Jan. 23, 2019

Apr. 11, 2018

Mar. 30, 2018

Mar. 15, 2018

Feb. 07, 2018

Jan. 29, 2018

Jan. 25, 2018

Jan. 24, 2018

Jan. 04, 2018

Sep. 27, 2018

Jul. 31, 2018

Jan. 31, 2018

Jun. 30, 2018

Jul. 15, 2019

Sep. 30, 2018

Sep. 30, 2017

Apr. 06, 2018

Proceeds from issuance of convertible debt

$ 1,331,000

$ 1,250,000

Proceeds from convertible debt related party

650,000

300,000

Debt conversion amount

3,194,671

1,085,985

Warrants issued in connection with convertible debt

343,818

Beneficial conversion feature

1,085,985

Warrants [Member]

Warrants term

3 years

Warrants number of shares

78,733

Warrants exercise price, description

Exercise price per share at 50% of initial public offering price.

Warrants grant date fair value

$ 155,104

Percentage of increase in principal amount

30.00%

Percentage of original warrant coverage

100.00%

Securities Purchase Agreements [Member] | Investor [Member]

Debt conversion description

The conversion price of the SPA Notes was amended to equal 25% of the per share offering price paid by investors in the public offering in conjunction with an uplisting to a national exchange. However, in the event the holder is required to sign a Lock-Up Agreement as part of the public offering in conjunction with an uplisting to a national exchange, then the conversion price shall be 17.5% of the per share offering price paid by investors in the public offering in conjunction with an uplisting to a national exchange.

The Investors may elect to convert all or part of the SPA Notes, plus accrued interest, at any time into shares of common stock of the Company at a conversion price of $1.00 (the "Fixed Conversion Price"); provided, however, in the event the per share price of a public offering multiplied by sixty percent (60%) at the time of the listing of the shares of common stock on an exchange (the "Listing Event") is less than $1.00 (the "Discounted Public Offering Price") then the conversion price shall be reset to equal the Discounted Public Offering Price. In the event the Investors are required to execute a Lock Up Agreement in which the investor agrees not to transfer, offer, pledge, sell, contract to sell, grant any options for the sale of or otherwise dispose of, directly or indirectly, any shares of common stock or other securities held by such Investor for a period to be determined by the underwriter, concurrent with a public offering at the time of the Listing Event, then the Fixed Conversion Price shall be $0.75 and the Discounted Public Offering Price shall be the public offering multiplied by forty five percent (45%) at the time of the Listing Event. Upon the occurrence of a Listing Event or the sale or license of all or substantially all of the Company's assets (a "Liquidity Event"), the entire unpaid and outstanding principal amount and any accrued interest thereon under this SPA Notes shall automatically convert in whole without any further action by the Holder.

Warrant exercise price

$ 1.20

Percentage of discounted public offering

60.00%

Warrant exercisable period

5 years

Percentage for warrant exercise price adjusted conversion price

120.00%

Securities Purchase Agreements [Member] | Investor [Member] | Subsequent Event [Member]

Secured convertible notes debt

$ 4,328,000

Debt conversion amount

$ 635,000

Securities Purchase Agreements [Member] | Warrants [Member] | Investor [Member]

Warrants term

5 years

Warrants number of shares

405,000

Warrant exercise price

$ 1.20

Securities Purchase Agreements [Member] | Warrants [Member] | Investor [Member]

Number of warrants conversion shares of common stock percentage

50.00%

Percentage for warrant exercise price adjusted conversion price

120.00%

Company and Certain Note Holders [Member] | Subsequent Event [Member]

Debt instrument face value

$ 560,000

Debt instrument conversion price

$ 1

Debt instrument maturity description

The earlier of (a) January 24, 2020 or (b) the first day the company's stock is publicly traded.

Convertible Promissory Note [Member]

Debt instrument face value

$ 100,000

Debt conversion description

Convertible at the option of the holder into common stock at a price per share of $1.625 (50% of initial public offering price), and, if not converted, will become due and payable along with the principal amount upon the earlier of (a) six months following the extension or (b) the approval of the Form 1-A Registration Statement

The note as amended and extended on January 29, 2018, will automatically convert into shares of the Company's common stock upon the earlier of (a) twelve months from the extension date or (b) the approval of the Form 1-A Registration Statement, at a 50% discount to the initial public offering price.

The notes are convertible into shares of the Company's stock upon the earlier of (a) six months from the issue date or (b) the first day the company's stock is publicly traded or (c) converted at the option of the holder.

The notes are convertible into shares of the Company's stock upon the earlier of (a) six months from the issue date or (b) the first day the company's stock is publicly traded or (c) converted at the option of the holder.

Proceeds from issuance of convertible debt

$ 150,000

$ 137,000

$ 784,000

Proceeds from convertible debt related party

$ 100,000

$ 550,000

Debt instrument stated interest percentage

10.00%

Debt instrument maturity period

60 days

Debt instrument conversion price

$ 1.625

Debt conversion amount

$ 899,340

Debt conversion, shares issued

553,425

Warrants issued in connection with convertible debt

$ 343,818

0

Beneficial conversion feature

$ 3,194,671

$ 1,085,985

Convertible Promissory Note [Member] | Warrants [Member]

Warrants term

3 years

3 years

Warrants number of shares

68,500

407,000

Warrant exercise price

$ 3.25

$ 3.25

Convertible Promissory Note [Member] | Company and Certain Note Holders [Member]

Debt instrument face value

$ 1,591,800

Debt instrument maturity description

Earlier of the closing of the initial public offering, but no later than July 29, 2018.

Convertible Promissory Note [Member] | Company and Note Holder [Member] | Amendment To Promissory Note [Member]

Debt instrument face value

$ 170,000

Proceeds from issuance of convertible debt

$ 100,000

$ 70,000

Debt instrument maturity date

Mar. 15, 2018

Convertible Promissory Note [Member] | Former Parent [Member]

Proceeds from convertible debt related party

$ 30,000

Securities Purchase Agreements [Member] | Accredited Investor [Member]

Debt instrument stated interest percentage

15.00%

Debt instrument conversion price

$ 1

Debt instrument maturity description

Mature 18 months from issuance

Secured convertible notes debt

$ 810,000

2018 ARH Note [Member]

Debt instrument face value

$ 475,000

Debt instrument conversion price

$ 0.50

Debt conversion amount

$ 392,542

Debt conversion, shares issued

785,084

Promissory Note [Member] | Subsequent Event [Member]

Proceeds from convertible debt related party

$ 91,000

Debt instrument stated interest percentage

15.00%

Debt instrument maturity period

1 year

Promissory Note [Member] | Default In Exercise Of Warrants [Member]

Warrants term

3 years

Warrants number of shares

78,733

78,733

Warrants exercise price, description

Exercise price per share at 50% of initial public offering price.

Increase in interest payable

$ 153,529

Warrants grant date fair value recorded as interest expense

$ 149,951

Promissory Note [Member] | Related Party [Member]

Debt instrument face value

$ 25,000

Debt instrument stated interest percentage

10.00%

Debt instrument maturity period

60 days

Debt instrument maturity description

The note as amended and extended on January 29, 2018 becomes due and payable upon the earlier of (a) six month following the date of extension or (b) the approval of the Form 1-A Registration Statement.

Promissory Note [Member] | Unrelated Third Party [Member]

Debt instrument face value

$ 511,765

Proceeds from issuance of convertible debt

$ 435,000

Debt instrument maturity date

Mar. 30, 2018

Percentage on original issue discount

15.00%

Warrants exercise price, description

Exercise price per share at 50% of initial public offering price.

Commitments and Contingencies (

Commitments and Contingencies (Details Narrative) - USD ($)

Feb. 15, 2019

Jan. 15, 2019

Dec. 12, 2018

Oct. 26, 2018

Oct. 22, 2018

Oct. 03, 2018

Sep. 26, 2018

Sep. 25, 2018

Sep. 12, 2018

Jun. 06, 2018

May 25, 2018

May 04, 2018

May 02, 2018

Apr. 05, 2018

Mar. 29, 2018

Mar. 27, 2018

Jul. 31, 2019

May 31, 2018

Apr. 30, 2018

Sep. 30, 2018

Sep. 30, 2017

Dec. 31, 2017

Loss contingency damages sought by the other party

$ 98,005

Settlements to third party

$ 69,367

Sale of stock, number of shares sold

44,153

Shares issued price per share

$ 3.25

Net proceeds from offering

$ 85,000

Gross proceeds from offering

$ 85,576

Accrued amount

140,000

Number of restricted shares, value

Accrued sales taxes

[1]

$ 322,573

$ 355,692

Subsequent Event [Member]

Loss contingency damages sought by the other party

$ 121,000

Settlements to third party

$ 85,000

Convertible Note Holder [Member]

Loss contingency damages sought by the other party

$ 100,000

Interest, attorney fees and other costs sought as damages

$ 171,035

Loss contingency damages

$ 171,035

Former Landlord [Member]

Loss contingency damages sought by the other party

$ 531,594

Lease term

5 years

Settlement Agreement [Member]

Settlements to third party

$ 55,891

Settlement Agreement [Member] | Subsequent Event [Member]

Loss contingency damages sought by the other party

$ 2,391,330

Payments to upfront amount

25,000

Settlement Agreement [Member] | Subsequent Event [Member] | Before November 16, 2018 [Member]

Settlements to third party

$ 36,000

Settlement Agreement [Member] | Paid Over 20 Months [Member] | Subsequent Event [Member]

Payments to upfront amount

$ 175,000

Settlement Agreement [Member] | May 31, 2018 [Member]

Payment in settlement of litigation

15,000

Settlement Agreement [Member] | September 4, 2018 [Member]

Payment in settlement of litigation

$ 40,891

Settlement and Release Agreement [Member] | Former Landlord [Member] | Subsequent Event [Member]

Settlements to third party

$ 531,594

Settlement and Release Agreement [Member] | January 23, 2019 [Member] | Former Landlord [Member] | Subsequent Event [Member]

Payment in settlement of litigation

49,815

Security deposits

11,185

Settlement and Release Agreement [Member] | February 28, 2019 [Member] | Former Landlord [Member] | Subsequent Event [Member]

Payment in settlement of litigation

25,000

Settlement and Release Agreement [Member] | March 15, 2019 [Member] | Former Landlord [Member] | Subsequent Event [Member]

Settlements to third party, monthly payments

$ 6,400

Payments on settlement, description

Thereafter sixty-nine payments of $6,400 on or before the 15th of each month beginning on March 15, 2019. Conditioned on the Company making twelve timely installment payments of $6,400, the Company would be released of the remaining liability pursuant to the judgement.

Employment Agreements [Member]

Agreements term description

The term of these employment agreements are two years and are automatically extended for successive one-year periods unless either party delivers a 60-day notice of termination.

Employment Agreements [Member] | Mr. Groenewald [Member]

Base salary

$ 150,000

Employee bonus

$ 25,000

10,000

Employee bonus description

Muscle Maker, Inc. (the "Company") appointed Ferdinand Groenewald as Chief Financial Officer of the Company and entered into an Employment Agreement with Mr. Groenewald. Pursuant to the agreement, Mr. Groenewald will be employed as Chief Financial Officer of the Company for a period of two years unless earlier terminated pursuant to the terms of the agreement. During the term of the agreement, Mr. Groenewald will be entitled to a base salary at the annualized rate of $150,000 and will be eligible for a discretionary performance cash bonuses which will include $10,000 upon completion of the audit for the year ended December 31, 2017 and $25,000 and up to 10,000 shares of common stock upon completion of a public offering of not less than $3 million together with listing on a national exchange (the "Public Offering"), which may be increased to 25,000 in the event $5 million is raised. Mr. Groenewald's salary will increase to $175,000 upon closing of the Public Offering. Mr. Groenewald is also eligible to participate in employee benefits plans as the Company may institute from time to time that are available for full-time employees.

Employment Agreements [Member] | Mr. Miller [Member]

Base salary

$ 200,000

Employee bonus

$ 50,000

Employee bonus description

The Company appointed Kenneth Miller as Chief Operating Officer of the Company and entered into an Employment Agreement with Mr. Miller. Pursuant to the agreement, Mr. Miller will be employed as Chief Operating Officer of the Company for a period of two years unless earlier terminated pursuant to the terms of the agreement. During the term of the agreement, Mr. Miller will be entitled to a base salary at the annualized rate of $200,000, which will be increased to $275,000 upon successful closing of the Public Offering. Mr. Miller is eligible for a discretionary performance cash and equity bonuses which will include cash of $50,000 and 75,000 shares of common stock upon completion of the Public Offering, which may be increased to 125,000 shares in the event $5 million is raised. Mr. Miller is also eligible to participate in employee benefits plans as the Company may institute from time to time that are available for full-time employees.

Employment Agreements [Member] | Minimum [Member]

Gross proceeds from offering

$ 5,000,000

Employment Agreements [Member] | Maximum [Member] | Mr. Miller [Member]

Base salary

$ 275,000

Employment Agreements [Member] | Subsequent Event [Member]

Gross proceeds from offering

$ 3,000,000

Consulting Agreement [Member]

Number of restricted shares, value

$ 140,000

Number of restricted shares of common stock

250,000

Consulting Agreement [Member] | Subsequent Event [Member]

Number of restricted shares of common stock

290,000

SPA Agreement [Member]

Number of restricted shares, value

$ 150,000

Number of restricted shares of common stock

200,000

SPA Agreement [Member] | First Milestones [Member]

Number of restricted shares, value

$ 70,000

Number of restricted shares of common stock

70,000

SPA Agreement [Member] | Second Milestones [Member]

Number of restricted shares, value

$ 70,000

Number of restricted shares of common stock

70,000

Crownhall Realty, LLC [Member]

Loss contingency damages sought by the other party

1,034,087

Imperial Bag & Paper [Member]

Loss contingency damages sought by the other party

$ 44,585

Stratford Road Partners, LLC [Member]

Settlements to third party

$ 10,000

Limestone Associates LLC [Member] | American Restaurant Holdings [Member]

Loss contingency damages sought by the other party

$ 1,357,243

$ 25,748

Belmont LLC [Member] | Settlement Agreement [Member]

Settlements to third party

$ 100,000

Settlements to third party, monthly payments

$ 8,333

[1]

See Note 13 - Commitments and Contingencies - Taxes for detailed related to delinquent sales taxes.

Equity (Details Narrative)

Equity (Details Narrative) - USD ($)	Sep. 12, 2018	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Stock-based compensation				$ 350,100	$ 575,135
General and administrative expenses		$ 913,700	$ 2,352,007	3,748,274	5,884,594
Restricted Common Stock [Member]
Unamortized value of restricted common stock				$ 301,666
Unamortized value weighted average period				2 years 3 months 4 days
Consulting Agreement [Member]
Number of restricted shares of common stock	250,000
Consulting Agreement [Member] | Restricted Common Stock [Member]
Shares issued price per share		$ 1		$ 1
Number of restricted shares of common stock				250,000
Employees Directors and Consultants [Member] | Restricted Common Stock [Member]
Stock-based compensation		$ 33,876	474,348	$ 350,100	745,135
General and administrative expenses		33,102	301,660	347,779	564,020
Labor expense		$ 774	2,688	$ 2,321	11,115
Consulting expenses			$ 170,000		$ 170,000
Common Stock [Member]
Shares issued for common stock				44,153
Number of restricted shares of common stock				26,286	45,352
Common Stock [Member] | Investors [Member]
Shares issued for common stock				180,000
Shares issued price per share		$ 1		$ 1
Proceeds from issuance of common stock				$ 180,000

Equity - Schedule of Activity R

Equity - Schedule of Activity Related to Restricted Common Stock (Details) - Restricted Common Stock [Member]	9 Months Ended
	Sep. 30, 2018$ / sharesshares
Restricted Common Stock, Outstanding Beginning | shares	97,177
Restricted Common Stock, Granted | shares	250,000
Restricted Common Stock, Forfeited | shares	(28,449)
Restricted Common Stock, Vested | shares	(276,286)
Restricted Common Stock, Outstanding Ending | shares	42,442
Weighted Average Grant Date Fair Value, Outstanding Beginning | $ / shares	$ 6.82
Weighted Average Grant Date Fair Value, Granted | $ / shares	1
Weighted Average Grant Date Fair Value, Forfeited | $ / shares	9.33
Weighted Average Grant Date Fair Value, Vested | $ / shares	1.77
Weighted Average Grant Date Fair Value, Outstanding Ending | $ / shares	$ 7.11

Equity - Schedule of Warrants A

Equity - Schedule of Warrants Activity (Details)	9 Months Ended
	Sep. 30, 2018$ / sharesshares
Equity [Abstract]
Number of Warrants, Outstanding Beginning | shares	521,045
Number of Warrants, Issued | shares	1,052,966
Number of Warrants, Exercised | shares
Number of Warrants, Forfeited | shares	(66,963)
Number of Warrants, Outstanding Ending | shares	1,507,048
Number of Warrants, Exercisable | shares	1,507,048
Weighted Average Exercise Price, Outstanding Beginning | $ / shares	$ 9.03
Weighted Average Exercise Price, Issued | $ / shares	2.22
Weighted Average Exercise Price, Exercised | $ / shares
Weighted Average Exercise Price, Forfeited | $ / shares	7
Weighted Average Exercise Price, Outstanding Ending | $ / shares	4.36
Weighted Average Exercise Price, Exercisable | $ / shares	$ 4.36
Weighted Average Remaining Life In Years, Outstanding Beginning	1 year 10 months 25 days
Weighted Average Remaining Life In Years, Outstanding Ending	2 years 10 months 25 days
Weighted Average Remaining Life In Years, Exercisable	2 years 10 months 25 days

Equity - Schedule of Stock Opti

Equity - Schedule of Stock Options Assumptions (Details)	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Expected term (years)		3 years		3 years
Expected volatility		43.50%		43.50%
Expected dividends	0.00%	0.00%	0.00%	0.00%
Minimum [Member]
Risk free interest rate	2.67%	1.57%	2.20%	1.57%
Expected term (years)	3 years		3 years
Expected volatility	51.50%		51.50%
Maximum [Member]
Risk free interest rate	2.96%	1.59%	3.13%	1.59%
Expected term (years)	5 years		5 years
Expected volatility	53.60%		55.37%

Subsequent Events (Details Narr

Subsequent Events (Details Narrative) - USD ($)

May 24, 2019

May 14, 2019

May 06, 2019

May 05, 2019

Apr. 10, 2019

Mar. 07, 2019

Feb. 15, 2019

Jan. 23, 2019

Jan. 18, 2019

Dec. 12, 2018

Oct. 26, 2018

Oct. 26, 2018

Sep. 25, 2018

Sep. 12, 2018

Jul. 31, 2019

Apr. 30, 2019

Apr. 30, 2019

Sep. 27, 2018

May 31, 2018

Jul. 15, 2019

Sep. 30, 2018

Sep. 30, 2017

May 31, 2019

Proceeds from related party debt

$ 650,000

$ 300,000

Debt conversion of converted instruments

3,194,671

1,085,985

Proceeds from public offering

85,576

Stock issued for restricted stock, value

Damages expenses

$ 98,005

Litigation settlement amount

$ 69,367

Minimum [Member]

Debt instrument stated interest rate

0.00%

Debt instrument maturity term

6 months

Maximum [Member]

Debt instrument stated interest rate

5.00%

Debt instrument maturity term

5 years

Securities Purchase Agreements [Member] | Investor [Member]

Debt conversion description

The conversion price of the SPA Notes was amended to equal 25% of the per share offering price paid by investors in the public offering in conjunction with an uplisting to a national exchange. However, in the event the holder is required to sign a Lock-Up Agreement as part of the public offering in conjunction with an uplisting to a national exchange, then the conversion price shall be 17.5% of the per share offering price paid by investors in the public offering in conjunction with an uplisting to a national exchange.

The Investors may elect to convert all or part of the SPA Notes, plus accrued interest, at any time into shares of common stock of the Company at a conversion price of $1.00 (the "Fixed Conversion Price"); provided, however, in the event the per share price of a public offering multiplied by sixty percent (60%) at the time of the listing of the shares of common stock on an exchange (the "Listing Event") is less than $1.00 (the "Discounted Public Offering Price") then the conversion price shall be reset to equal the Discounted Public Offering Price. In the event the Investors are required to execute a Lock Up Agreement in which the investor agrees not to transfer, offer, pledge, sell, contract to sell, grant any options for the sale of or otherwise dispose of, directly or indirectly, any shares of common stock or other securities held by such Investor for a period to be determined by the underwriter, concurrent with a public offering at the time of the Listing Event, then the Fixed Conversion Price shall be $0.75 and the Discounted Public Offering Price shall be the public offering multiplied by forty five percent (45%) at the time of the Listing Event. Upon the occurrence of a Listing Event or the sale or license of all or substantially all of the Company's assets (a "Liquidity Event"), the entire unpaid and outstanding principal amount and any accrued interest thereon under this SPA Notes shall automatically convert in whole without any further action by the Holder.

Warrant to purchase shares of common stock

2,164,000

Warrant exercisable period

5 years

Warrant exercise price per share

$ 1.20

Percentage for warrant exercise price adjusted conversion price

120.00%

Share purchase percentage, description

The Investors are entitled to purchase a number of shares equal to 50% of the conversion shares of common stock of the Company.

Percentage of discounted public offering

60.00%

Employment Agreements [Member] | Minimum [Member]

Proceeds from public offering

$ 5,000,000

Reimbursement Agreement [Member]

Accounts payable and accrued expenses

81,140

Commission's Payment Agreement [Member]

Accounts payable and accrued expenses

$ 45,894

Consulting Agreement [Member]

Stock issued for restricted stock, shares

250,000

Stock issued for restricted stock, value

$ 140,000

Subsequent Event [Member]

Repayment of other notes principal payment

$ 710,000

Repayment of related party debt

$ 435,000

Number of shares issued for interest on other notes payable

590,989

Number of shares issued for interest on other notes payable, value

$ 590,989

Damages expenses

$ 121,000

Litigation settlement amount

$ 85,000

Paid of litigation settlement amount

$ 32,809

Subsequent Event [Member] | April 15, 2019 [Member]

Litigation settlement amount

7,000

Subsequent Event [Member] | Ten Monthly Installments [Member] | March 15, 2019 [Member]

Litigation settlement amount

$ 15,000

Subsequent Event [Member] | Upon One and Two Year Anniversaries [Member]

Stock issued for restricted stock, shares

100,000

Subsequent Event [Member] | Kevin Mohan [Member]

Proceeds from public offering

$ 175,000

Base salary

156,000

Employee bonus

$ 50,000

$ 50,000

Stock issued for restricted stock, shares

200,000

Subsequent Event [Member] | Securities Purchase Agreements [Member] | Investor [Member]

Secured convertible notes debt

$ 4,328,000

Debt conversion of converted instruments

635,000

Subsequent Event [Member] | Employment Agreements [Member]

Proceeds from public offering

$ 3,000,000

Subsequent Event [Member] | Employment Agreements [Member] | Michael Roper [Member]

Base salary

250,000

Employment salary increased upon achieving various milestones by investors

$ 350,000

Subsequent Event [Member] | Employment Agreements [Member] | Michael Roper [Member] | Restricted Stock Units (RSUs) [Member]

Stock issued for restricted stock, shares

350,000

Subsequent Event [Member] | Employment Agreements [Member] | Michael Roper [Member] | Restricted Stock Units (RSUs) [Member] | Minimum [Member]

Stock issued for restricted stock, shares

150,000

Stock issued for restricted stock, value

$ 3,000,000

Subsequent Event [Member] | Employment Agreements [Member] | Michael Roper [Member] | Restricted Stock Units (RSUs) [Member] | Maximum [Member]

Stock issued for restricted stock, shares

250,000

Stock issued for restricted stock, value

$ 5,000,000

Subsequent Event [Member] | Employment Agreements [Member] | Michael Roper [Member] | Restricted Stock Units (RSUs) One [Member]

Stock issued for restricted stock, shares

250,000

Subsequent Event [Member] | Employment Agreements [Member] | Michael Roper [Member] | September 2018 Offering [Member]

Employment salary increased upon achieving various milestones by investors

$ 275,000

Subsequent Event [Member] | Employment Agreements [Member] | Michael Roper [Member] | IPO [Member]

Employee bonus

$ 100,000

$ 100,000

Subsequent Event [Member] | Employment Agreements [Member] | Kevin Mohan [Member] | Restricted Stock Units (RSUs) [Member] | Minimum [Member]

Stock issued for restricted stock, shares

100,000

Stock issued for restricted stock, value

$ 3,000,000

Subsequent Event [Member] | Employment Agreements [Member] | Kevin Mohan [Member] | Restricted Stock Units (RSUs) [Member] | Maximum [Member]

Stock issued for restricted stock, shares

200,000

Stock issued for restricted stock, value

$ 5,000,000

Subsequent Event [Member] | Employment Agreements [Member] | Rodney Silva [Member]

Base salary

$ 150,000

Subsequent Event [Member] | Employment Agreement [Member] | Aimee Infante [Member]

Proceeds from public offering

$ 3,000,000

Base salary

125,000

Employee bonus

$ 10,000

Cash bonus percentage

25.00%

Subsequent Event [Member] | Employment Agreement [Member] | Aimee Infante [Member] | Maximum [Member]

Base salary

$ 150,000

Subsequent Event [Member] | Employment Agreement [Member] | Aimee Infante [Member] | Restricted Stock Units (RSUs) [Member]

Stock issued for restricted stock, shares

5,000

Stock issued for restricted stock, value

$ 5,000,000

Subsequent Event [Member] | Employment Agreement [Member] | Aimee Infante [Member] | Restricted Stock Units (RSUs) [Member] | Maximum [Member]

Stock issued for restricted stock, shares

10,000

Subsequent Event [Member] | Reimbursement Agreement [Member]

Accounts payable and accrued expenses

$ 1,750

Agreement payment, description

(a) $1,750 upon execution of the agreement, (b) $1,000 a month commencing on January 25, 2019 ending May 24, 2019, (c) a one time payment of $40,000 on the earlier of March 31, 2019 or when the Company fully received the anticipated funding from the a traunch of the 15% Senior Secured Convertible Notes and (d) on the earlier of May 31, 2019 or when the Company has fully received the anticipated funding from the second traunch of the 15% Senior Secured Convertible Notes.

Subsequent Event [Member] | Reimbursement Agreement [Member] | January 25, 2019 Ending May 24, 2019 [Member]

Accounts payable and accrued expenses

$ 1,000

Subsequent Event [Member] | Commission's Payment Agreement [Member]

Employee bonus

$ 10,894

Agreement payment, description

(a) $10,894 upon execution of the agreement and (b) $7,000 per month for five months start on May 31, 2019. As of the date of the issuance of these condensed consolidated financial statements the full amount has been repaid.

Subsequent Event [Member] | Commission's Payment Agreement [Member] | Five Monthly Payments [Member]

Employee bonus

$ 7,000

Subsequent Event [Member] | Consulting Agreement [Member]

Stock issued for restricted stock, shares

290,000

Consulting fees

$ 5,000

Agreement, term

1 year

Payment of cash fee upon signing the agreement

$ 75,000

Number of common stock issued for services

11,500

Subsequent Event [Member] | Convertible Notes [Member]

Debt principal amount

$ 1,550,000

$ 951,000

Debt maturity date

Jan. 24, 2020

Conversion price per share

$ 1

Debt instrument maturity description

The earlier of (a) January 24, 2020 or (b) the first day the company's stock is publicly traded

Number of shares issued for conversion of debt

951,000

Subsequent Event [Member] | Other Notes Payable [Member]

Debt principal amount

$ 560,000

Debt maturity date

Jan. 24, 2020

Conversion price per share

$ 1

Debt instrument maturity description

The earlier of (a) January 24, 2020 or (b) the first day the company's stock is publicly traded.

Subsequent Event [Member] | Promissory Note [Member]

Proceeds from related party debt

$ 91,000

Debt instrument stated interest rate

15.00%

Debt instrument maturity term

1 year

Subsequent Event [Member] | April 2019 Offering [Member]

Conversion price per share

$ 2

$ 2

Debt instrument maturity description

Mature 18 months from issuance.

Debt instrument stated interest rate

12.00%

12.00%

Debt conversion description

The April 2019 Investors may elect to convert all or part of the April 2019 Notes, plus accrued interest, at any time into shares of common stock of the Company at a conversion price of $2.00 per share (the "April 2019 Conversion Price"); provided, however, in the event the per share price of a public offering multiplied by fifty percent (50%) at the time of the Company listing on a national exchange (the "Discounted Public Offering Price") is less than $2.00 then the April 2019 Conversion Price shall be reset to equal the lesser of (i) Discounted Public Offering Price or (ii) a price per share equal to a $20 million valuation.

Proceeds from public offering

$ 3,000,000

Percentage of discounted public offering

50.00%

Subsequent Event [Member] | April 2019 Notes [Member] | Investors [Member] | Warrants [Member]

Warrant exercisable period

5 years

Percentage for warrant exercise price adjusted conversion price

115.00%

Number of warrants conversion shares of common stock percentage

50.00%