Bantec (BANT) 10-Q 14 Aug 17 2017 Q3 Quarterly report Financial data

Document And Entity Information

Document And Entity Information - shares	9 Months Ended
	Jun. 30, 2017	Aug. 10, 2017
Document Information [Line Items]
Entity Registrant Name	Drone USA Inc.
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2017
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q3
Entity Central Index Key	1,704,795
Current Fiscal Year End Date	--09-30
Entity Filer Category	Smaller Reporting Company
Trading Symbol	DRUS
Entity Common Stock, Shares Outstanding		42,694,692

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Jun. 30, 2017	Sep. 30, 2016
Current Assets
Cash	$ 134,526	$ 631,020
Accounts receivable	1,032,767	865,775
Inventory	508,552	1,391,439
Prepaid expenses and other current assets	42,953	92,047
Assets, Current	1,718,798	2,980,281
Other Assets
Goodwill	2,410,335	2,410,335
Tradename	760,000	760,000
Customer list, net	846,530	1,045,278
Other Assets	4,016,865	4,215,613
Total Assets	5,735,663	7,195,894
Current Liabilities
Accounts payable	2,827,870	2,363,162
Accrued expenses	863,640	239,271
Income tax payable	100	50
Earnout payable	64,500	64,500
Customers deposits	0	78,841
Convertible note payable - related party	122,000	0
Loan Payable - insurance financing	5,882	0
Note payable - net of discounts and premium	3,595,162	1,062,661
Note payable - related party seller	900,000	900,000
Convertible line of credit - related party affiliate	688,444	692,126
Line of credit - bank	48,600	49,583
Settlement payable - vendor	0	75,382
Contingent liability - advisory fees	850,000	850,000
Accrued liability - advisory fees	1,200,000	0
Deferred rent	0	16,667
Liabilities, Current	11,166,198	6,392,243
Other Liabilities
Note payable - net of unamortized financing costs	0	1,361,624
Convertible note payable - related party	0	117,000
Earnout payable, net of current portion	64,500	64,500
Other Liabilities	64,500	1,543,124
Total Liabilities	11,230,698	7,935,367
Commitments and Contingencies (Note 10)
Stockholders' Deficit
Preferred Stock Value	0	0
Common stock - $0.0001 par value, 200,000,000 shares authorized, 42,694,692 and 41,719,492 shares issued and outstanding at June 30, 2017 and September 30, 2016, respectively	4,270	4,172
Additional paid-in capital	7,084,260	5,285,847
Accumulated deficit	(12,583,565)	(6,029,492)
Total Stockholders' Deficit	(5,495,035)	(739,473)
Total Liabilities and Stockholders' Deficit	5,735,663	7,195,894
Series A Preferred Stock [Member]
Stockholders' Deficit
Preferred Stock Value	0	0
Total Stockholders' Deficit	$ 0	$ 0

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Jun. 30, 2017	Sep. 30, 2016
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred Stock, Shares Authorized	5,000,000	5,000,000
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized	200,000,000	200,000,000
Common Stock, Shares, Issued	42,694,692	41,719,492
Common Stock, Shares, Outstanding	42,694,692	41,719,492
Series A Preferred Stock [Member]
Preferred stock, par value (in dollars per share)	$ 0	$ 0
Preferred Stock, Shares Authorized	250	250
Preferred Stock, Shares Issued	250	250
Preferred Stock, Shares Outstanding	250	250

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($)	3 Months Ended		9 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Revenues	$ 5,705,047	$ 0	$ 18,309,774	$ 0
Cost of Goods Sold	5,559,664	0	17,261,326	0
Gross Profit	145,383	0	1,048,448	0
Selling, General, and Administrative Expenses	1,581,784	216,847	5,595,992	669,201
Amortization	66,249	0	198,748	0
Total Operating Expenses	1,648,033	216,847	5,794,740	669,201
Loss Before Other Expense	(1,502,650)	(216,847)	(4,746,292)	(669,201)
Other Expense
Interest and financing costs	430,962	6,581	1,807,731	12,988
Net Loss before Provision for Income Tax	(1,933,612)	(223,428)	(6,554,023)	(682,189)
Provision for Income Tax	0	0	50	0
Net Loss	$ (1,933,612)	$ (223,428)	$ (6,554,073)	$ (682,189)
Basic and Diluted Loss Per Share	$ (0.05)	$ (0.01)	$ (0.15)	$ (0.02)
Weighted Average Number of Common Shares Outstanding - basic and diluted	42,694,692	40,841,517	42,429,216	39,760,251

Consolidated Statements of Chan

Consolidated Statements of Changes in Stockholders' Deficit - 9 months ended Jun. 30, 2017 - USD ($)	Total	Series A Preferred Stock [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Accumulated Deficit [Member]
Balance at Sep. 30, 2016	$ (739,473)	$ 0	$ 4,172	$ 5,285,847	$ (6,029,492)
Balance (in shares) at Sep. 30, 2016		250	41,719,492
Share-based compensation	1,573,628	$ 0	$ 0	1,573,628	0
Share-based compensation (in shares)		0	0
Shares issued for settlement payable conversion	75,382	$ 0	$ 46	75,336	0
Shares issued for settlement payable conversion (in shares)		0	460,200
Shares issued for services	149,501	$ 0	$ 52	149,449	0
Shares issued for services (in shares)		0	515,000
Net loss	(6,554,073)	$ 0	$ 0	0	(6,554,073)
Balance at Jun. 30, 2017	$ (5,495,035)	$ 0	$ 4,270	$ 7,084,260	$ (12,583,565)
Balance (in shares) at Jun. 30, 2017		250	42,694,692

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($)	9 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
Cash Flows from Operating Activities
Net loss	$ (6,554,073)	$ (682,189)
Adjustments to reconcile net loss to net cash used in operating activities:
Intangibles amortization	198,748	0
Amortization of debt discounts	553,230	0
Premium on convertible note	617,647
Share-based compensation expense	1,723,129	0
Deferred rent	(16,667)	7,500
Changes in operating assets and liabilities:
Accounts receivable	(166,992)	0
Inventory	882,887	0
Prepaid expenses and other current assets	49,094	(10,000)
Accounts payable and accrued expenses	2,289,077	79,235
Income tax payble	50	0
Custmers deposits	(78,841)	0
Cash Used in Operating Activities	(502,711)	(605,454)
Cash Flows from Financing Activities
Repayment of line of credit	(983)	0
Insurance financing proceeds, net of repayments	5,882
Proceeds from (repayment of) lines of credit - related parties	(3,682)	594,999
Proceeds from loan payable - related party	5,000	12,000
Cash Provided by Financing Activities	6,217	606,999
Net (Decrease) Increase in Cash	(496,494)	1,545
Cash - beginning	631,020	0
Cash - end	134,526	1,545
Supplemental Disclosures of Cash Flow Information
Interest	474,514	586
Noncash financing and investing activities: Issuance of common stock to satisfy settlement payable	48,998	0
Reclassification of debt premium upon conversion	$ 26,384	$ 0

BASIS OF PRESENTATION

BASIS OF PRESENTATION	9 Months Ended
	Jun. 30, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Accounting [Text Block]	1 - Basis of Presentation The accompanying consolidated financial statements of Drone USA, Inc. (“Drone”) and its wholly owned subsidiaries, Drone USA, LLC and HowCo Distributing Co. (“HowCo”) (collectively, the “Company,”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the rules and regulations of the Securities and Exchange Commission for interim financial information. Accordingly certain information and footnote disclosures normally included in financial statements in accordance with GAAP have been omitted. In the opinion of management, all adjustments considered necessary for a fair presentation of financial condition, results of operations and cash flows for the periods presented have been included. All such adjustments are of a normal recurring nature. The results of any interim period are not necessarily indicative of results for any other interim period or the full fiscal year. Management believes that the disclosures included in the accompanying consolidated interim financial statements and footnotes are adequate to make the information not misleading, but should be read in conjunction with the consolidated financial statements and notes thereto for the years ended September 30, 2016 and 2015 included in the Company’s Form 10.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND GOING CONCERN	9 Months Ended
	Jun. 30, 2017
Accounting Policies [Abstract]
Significant Accounting Policies [Text Block]	2 - Summary of Significant Accounting Policies and Going Concern a. For the nine months ended June 30, 2017, the Company has incurred net losses of approximately $ 6,554,000 503,000 9,447,400 5,495,035 12,583,565 b. c. d. e. f. 50,851,200 33,025,000 500,000 500,000 883,232 3,633,000 3,613,168 18,250,000 850,000 3,324,432 g. In May 2014, the FASB issued a new accounting standard that attempts to establish a uniform basis for recording revenue to virtually all industries financial statements, under U.S. GAAP as amended in March 2016 and April 2016. The revenue standard’s core principle is built on the contract between a vendor and a customer for the provision of goods and services. It attempts to depict the exchange of rights and obligations between the parties in the pattern of revenue recognition based on the consideration to which the vendor is entitled. In order to accomplish this objective, companies must evaluate the following five basic steps: (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract, and (v) recognize revenue when (or as) the entity satisfies a performance obligation. There are three basic transition methods that are available - full retrospective, retrospective with certain practical expedients, and a cumulative effect approach. Under the third alternative, an entity would apply the new revenue standard only to contracts that are incomplete under legacy U.S. guidance at the date of initial application and recognize the cumulative effect of the new standard as an adjustment to the opening balance of retained earnings. Prior years would not be restated and additional disclosures would be required to enable users of the financial statements to understand the impact of adopting the new standard in the current year compared to prior years that are presented under legacy U.S. guidance. For public business entities, this standard is effective for annual periods beginning after December 15, 2017, and interim periods within those annual periods. Early adoption is prohibited. The Company is currently evaluating the impact of this new accounting standard on its consolidated financial position and results of operations. In February 2016, the FASB issued a new accounting standard on leases. The new standard, among other changes, will require lessees to recognize a right-of-use asset and a lease liability on the balance sheet for all leases. The lease liability will be measured at the present value of the lease payments over the lease term. The right-of-use asset will be measured at the lease liability amount, adjusted for lease prepayments, lease incentives received and the lessee’s initial direct costs (e.g. commissions). The new standard is effective for annual reporting periods beginning after December 15, 2018, including interim reporting periods within those annual reporting periods. The adoption will require a modified retrospective approach for leases that exist or are entered into after the beginning of the earliest period presented. The Company is currently evaluating the impact of this new accounting standard on its consolidated financial position and results of operations. The Company does not believe that any other recently issued but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying consolidated financial statements

INVENTORY

INVENTORY	9 Months Ended
	Jun. 30, 2017
Inventory Disclosure [Abstract]
Inventory Disclosure [Text Block]	3 - Inventory At June 30, 2017, inventory consists of finished goods and was valued at $ 508,552

CONVERTIBLE NOTES PAYABLE

CONVERTIBLE NOTES PAYABLE	9 Months Ended
	Jun. 30, 2017
Debt Disclosure [Abstract]
Debt Disclosure [Text Block]	4 - Convertible Notes Payable The Company has an $ 840,000 interest at an annual rate of 7% with an original maturity date of June 11, 2017 that was extended to December 11, 2017 688,444 64,264 December 11, 2017 The Company has a convertible note payable (“Note 2”) with the Company’s CEO. Note 2 bears interest at an annual rate of 7% with a maturity date of December 31, 2017 122,000 8,525 Effective September 13, 2016, the Company entered into a senior secured credit facility note (the “Agreement”) with an investment fund to provide capital for the acquisition of HowCo. The Company can borrow up to $ 6,500,000 3,500,000 18 52,500 298,341 March 13, 2017 March 13, 2018 25 850,000 7,000,000 539,204 850,000 850,000 850,000 3,500,000 113,167 617,647 25 52,500 72,917 On March 28, 2017, the Company entered into an agreement with the above senior secured credit facility lender to receive a range of advisory services for a total of $ 1,200,000 1,200,000 selling, general, and administrative expenses June 30, September 30, Principal $ 3,500,000 $ 3,500,000 Premium 617,647 - Discount (522,485) (1,075,715) 3,595,162 2,424,285 Non-current - 1,361,624 Current $ 3,595,162 $ 1,062,661

DEFINED CONTRIBUTION PLAN

DEFINED CONTRIBUTION PLAN	9 Months Ended
	Jun. 30, 2017
Defined Contribution Plan [Abstract]
Defined Contribution Plan [Text Block]	5 - Defined contribution Plan In August 2016, Drone established a qualified 401(k) plan with a discretionary employer matching provision. All employees who are at least twenty-one years of age and no minimum service requirement are eligible to participate in the plan. The plan allows participants to defer up to 90 9,230 The Company’s subsidiary, HowCo, is the sponsor of a qualified 401(k) plan with a safe harbor provision. All employees are eligible to enter the plan within one year of the commencement of employment. Employer contributions charged to expense for the nine months ended June 30, 2017 was $ 25,621

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	9 Months Ended
	Jun. 30, 2017
Related Party Transactions [Abstract]
Related Party Transactions Disclosure [Text Block]	Related Party Transactions On October 1, 2016, the Company entered into employment agreements with two of its officers. The employment agreement with the company's President and CEO provides for annual base compensation of $ 370,000 2,500,000 250,000 1,500,000 The Company utilizes the office space and equipment of its management at no cost. See note 4 for related party note and convertible notes.

COMMON STOCK

COMMON STOCK	9 Months Ended
	Jun. 30, 2017
Equity [Abstract]
Stockholders' Equity Note Disclosure [Text Block]	7 - Common Stock As of June 30, 2017, the Company is authorized to issue 200,000,000 0.0001 42,694,692 In October 2016, the Company issued 115,000 57,500 In October through November 2016, the Company issued 460,200 48,998 26,384 In February 2017, the Company issued 400,000 92,000

PREFERRED STOCK

PREFERRED STOCK	9 Months Ended
	Jun. 30, 2017
Equity [Abstract]
Preferred Stock [Text Block]	8 - Preferred Stock As of June 30, 2017, the Company has designated 250 0.0001 250 As of June 30, 2017, the Company is authorized to issue 5,000,000 shares of $.0001 par value preferred stock, with designations, voting, and other rights and preferences to be determined by the Board of Directors of which 4,999,750 remain available for designation and issuance.

SHARE BASED PAYMENTS

SHARE BASED PAYMENTS	9 Months Ended
	Jun. 30, 2017
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Disclosure of Compensation Related Costs, Share-based Payments [Text Block]	9 - Share Based Payments The Company established its 2016 Stock Incentive Plan (the “Plan”) that permits the granting of incentive stock options and other common stock awards. The maximum number of shares available under the Plan is 100,000,000 The Company recorded approximately $ 679,000 1,573,000 2,924,445 As of June 30, 2017, 33,025,000 of the 50,851,200 outstanding stock options were exercisable. For the nine months ended June 30, 2017, the Company granted options to purchase 14,566,200 10,485,000 0.20 0.24 5 2,014,000 2,015,000 1.46 0 1.75 5 5.75 6.5 117 Effective February 17, 2017, the Company entered into an agreement with a company to receive consulting services, for a period of six months from the effective date. In connection with the agreement, the Company agreed to issue 400,000 200 10,000 0.23 92,000 6

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Jun. 30, 2017
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies Disclosure [Text Block]	10 - Commitments and Contingencies Legal Matters In connection with the merger with Texas Wyoming Drilling, Inc., a vendor has a claim for unpaid bills of approximately $ 75,000 During the quarter ended June 30, 2017, the Company received verbal and written demands for non-payment of five months of rent for its New York location and five months of rent for its California location, non-payment of a past due credit card balance and non-payment of past due amounts for services by several consultants and service providers. Subsequent to June 30, 2017, a lawsuit was filed in the Supreme Court of the State of New York for an alleged breach of a Service Agreement for approximately $116,000 in connection with the lease the Company entered into for its former office space in New York. The Company has filed a lawsuit against the former Chief Strategy Officer and member of the Board, who was terminated for cause on July 7, 2017, for breach of contract, breach of the covenant of good faith and fair dealing, and violation of the California Business & Professions Code. The former Chief Strategy Officer and member of the Board subsequently filed a counterclaim against the Company. Consulting Services On January 7, 2017, the Company entered into an agreement with a company to receive advisory services for a fee of $ 22,500 On February 13, 2017, the Company entered into an agreement with a company to receive due diligence services for an initial term of 180 days from February 17, 2017. Total fees for these services are $ 50,000 15,000 35,000 In May 2017, the Company entered into a three month consulting arrangement with an advisor to the Company for a fee of $ 2,500 In June 2017, the Company entered into an agreement with an investment bank to provide placement agent services on an exclusive basis as it relates to a private placement (“the placement”). The agreement calls for the investment bank to receive 9 2.5 The warrants shall entitle the investment bank to purchase securities of the Company at a purchase price equal to 110% of the implied price per share of the placement or 100% of the public market closing price of the Company’s common stock on the date of the placement, whichever is lower. In June 2017, the Company signed a term sheet for proposed unsecured convertible note financing of up to $ 150,000 8 8 200 Lease Obligations The Company entered into an agreement with a manufacturer in Pismo Beach, California. The agreement provides for certain services to be provided by the manufacturer as needed by the Company. The agreement has an initial term of three years with one year renewals. In connection with this agreement, the Company has agreed to sublease space based in San Luis Obispo, California from the manufacturer for the purposes of the development and manufacturing of unmanned aerial vehicles. The lease provides for base monthly rent of approximately $ 15,000 16,500 February 1, 2017 January 31, 2019 24 In May 2016, the Company entered into a lease agreement for office space in New York, New York. The lease provided for monthly base rent of approximately $ 5,000 a rent-free period from May 1, 2016 through July 31, 2016. May 1, 2016 April 30, 2017 10,000 additional space with rent-free periods through November 1, 2016. July 1, 2016 September 1, 2016 2,500 3,500 6,000 In May 2017, the Company extended HowCo’s office lease through May 30, 2020 4,860

CONCENTRATIONS

CONCENTRATIONS	9 Months Ended
	Jun. 30, 2017
Risks and Uncertainties [Abstract]
Concentration Risk Disclosure [Text Block]	11 - Concentrations Economic Concentrations With respect to customer concentration, three customers accounted for approximately 66 12 12 With respect to accounts receivable concentration, three customers accounted for approximately 57 15 11 With respect to supplier concentration, two suppliers accounted for approximately 47 13 With respect to accounts payable concentration, two suppliers accounted for approximately 45 15 With respect to foreign sales, it totaled approximately $ 153,000

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	9 Months Ended
	Jun. 30, 2017
Subsequent Events [Abstract]
Subsequent Events [Text Block]	Subsequent Events On July 7, 2017, an employee and also a member of the Board was terminated for cause by the Company. Management does not believe the terminated employee is entitled to additional compensation pursuant to the employment agreement as a result of termination for cause. Upon termination of this employee, management decided it would not utilize the leased facility in California and therefore made a decision to abandon the lease which it never took occupancy of. (see Note 10 - Legal Matters and Lease Obligations) On July 10, 2017, the CFO of the Company and also a member of the Board resigned. Pursuant to an employment agreement, this employee is not eligible for the additional one-time severance payment of $ 1,500,000 Subsequent to June 30, 2017, a lawsuit was filed in the Supreme Court of the State of New York for an alleged breach of a Service Agreement for approximately $ 116,000

SUMMARY OF SIGNIFICANT ACCOUN19

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND GOING CONCERN (Policies)	9 Months Ended
	Jun. 30, 2017
Accounting Policies [Abstract]
Going Concern Policy [Policy Text Block]	a. For the nine months ended June 30, 2017, the Company has incurred net losses of approximately $ 6,554,000 503,000 9,447,400 5,495,035 12,583,565
Use of Estimates, Policy [Policy Text Block]	b.
Consolidation, Policy [Policy Text Block]	c.
Inventory, Policy [Policy Text Block]	d.
Revenue Recognition, Policy [Policy Text Block]	e.
Earnings Per Share, Policy [Policy Text Block]	f. 50,851,200 33,025,000 500,000 500,000 883,232 3,633,000 3,613,168 18,250,000 850,000 3,324,432
New Accounting Pronouncements, Policy [Policy Text Block]	g. In May 2014, the FASB issued a new accounting standard that attempts to establish a uniform basis for recording revenue to virtually all industries financial statements, under U.S. GAAP as amended in March 2016 and April 2016. The revenue standard’s core principle is built on the contract between a vendor and a customer for the provision of goods and services. It attempts to depict the exchange of rights and obligations between the parties in the pattern of revenue recognition based on the consideration to which the vendor is entitled. In order to accomplish this objective, companies must evaluate the following five basic steps: (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract, and (v) recognize revenue when (or as) the entity satisfies a performance obligation. There are three basic transition methods that are available - full retrospective, retrospective with certain practical expedients, and a cumulative effect approach. Under the third alternative, an entity would apply the new revenue standard only to contracts that are incomplete under legacy U.S. guidance at the date of initial application and recognize the cumulative effect of the new standard as an adjustment to the opening balance of retained earnings. Prior years would not be restated and additional disclosures would be required to enable users of the financial statements to understand the impact of adopting the new standard in the current year compared to prior years that are presented under legacy U.S. guidance. For public business entities, this standard is effective for annual periods beginning after December 15, 2017, and interim periods within those annual periods. Early adoption is prohibited. The Company is currently evaluating the impact of this new accounting standard on its consolidated financial position and results of operations. In February 2016, the FASB issued a new accounting standard on leases. The new standard, among other changes, will require lessees to recognize a right-of-use asset and a lease liability on the balance sheet for all leases. The lease liability will be measured at the present value of the lease payments over the lease term. The right-of-use asset will be measured at the lease liability amount, adjusted for lease prepayments, lease incentives received and the lessee’s initial direct costs (e.g. commissions). The new standard is effective for annual reporting periods beginning after December 15, 2018, including interim reporting periods within those annual reporting periods. The adoption will require a modified retrospective approach for leases that exist or are entered into after the beginning of the earliest period presented. The Company is currently evaluating the impact of this new accounting standard on its consolidated financial position and results of operations. The Company does not believe that any other recently issued but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying consolidated financial statements

CONVERTIBLE NOTES PAYABLE (Tabl

CONVERTIBLE NOTES PAYABLE (Tables)	9 Months Ended
	Jun. 30, 2017
Debt Disclosure [Abstract]
Schedule of Debt [Table Text Block]	The senior secured credit facility note balance was as follows for June 30, 2017 and September 30, 2016: June 30, September 30, Principal $ 3,500,000 $ 3,500,000 Premium 617,647 - Discount (522,485) (1,075,715) 3,595,162 2,424,285 Non-current - 1,361,624 Current $ 3,595,162 $ 1,062,661

SUMMARY OF SIGNIFICANT ACCOUN21

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND GOING CONCERN (Details Textual) - USD ($)	1 Months Ended	3 Months Ended		9 Months Ended
	Mar. 31, 2017	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Sep. 30, 2016
Summary Of Significant Accounting Policies And Going Concern Line Item [Line Items]
Working Capital		$ 9,447,400		$ 9,447,400
Net Income (Loss) Attributable to Parent		(1,933,612)	$ (223,428)	(6,554,073)	$ (682,189)
Net Cash Provided by (Used in) Operating Activities, Continuing Operations				(502,711)	$ (605,454)
Stockholders' Equity Attributable to Parent		(5,495,035)		(5,495,035)		$ (739,473)
Retained Earnings (Accumulated Deficit)		$ (12,583,565)		$ (12,583,565)		(6,029,492)
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number		50,851,200		50,851,200
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number		33,025,000		33,025,000
Class of Warrant or Right, Outstanding		500,000		500,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period				500,000
Debt Instrument, Periodic Payment, Interest	$ 52,500
Business Combination, Contingent Consideration, Liability		$ 850,000		$ 850,000		850,000
Common Stock [Member]
Summary Of Significant Accounting Policies And Going Concern Line Item [Line Items]
Net Income (Loss) Attributable to Parent				0
Stockholders' Equity Attributable to Parent		4,270		4,270		$ 4,172
Convertible Debt [Member]
Summary Of Significant Accounting Policies And Going Concern Line Item [Line Items]
Debt Instrument, Periodic Payment, Interest				$ 883,232
Convertible Debt [Member] | Common Stock [Member]
Summary Of Significant Accounting Policies And Going Concern Line Item [Line Items]
Debt Conversion, Converted Instrument, Shares Issued				3,633,000
Convertible Notes Payable [Member]
Summary Of Significant Accounting Policies And Going Concern Line Item [Line Items]
Debt Instrument, Periodic Payment, Interest				$ 3,613,168
Business Combination, Contingent Consideration, Liability		$ 850,000		$ 850,000
Convertible Notes Payable [Member] | Common Stock [Member]
Summary Of Significant Accounting Policies And Going Concern Line Item [Line Items]
Debt Conversion, Converted Instrument, Shares Issued				18,250,000
Conversion of Stock, Shares Issued				3,324,432

INVENTORY (Details Textual)

INVENTORY (Details Textual) - USD ($)	Jun. 30, 2017	Sep. 30, 2016
Inventory [Line Items]
Inventory, Net	$ 508,552	$ 1,391,439

CONVERTIBLE NOTES PAYABLE (Deta

CONVERTIBLE NOTES PAYABLE (Details) - USD ($)	Jun. 30, 2017	Sep. 30, 2016
Principal	$ 3,500,000	$ 3,500,000
Premium	617,647	0
Discount	(522,485)	(1,075,715)
Convertible Notes Payable	3,595,162	2,424,285
Non-current	0	1,361,624
Current	$ 3,595,162	$ 1,062,661

CONVERTIBLE NOTES PAYABLE (De24

CONVERTIBLE NOTES PAYABLE (Details Textual) - USD ($)	Jun. 09, 2017	Mar. 13, 2017	Sep. 13, 2016	Mar. 31, 2017	Jun. 30, 2017	Mar. 28, 2017	Sep. 30, 2016
Convertible Debt					$ 150,000
Common Stock, Capital Shares Reserved for Future Issuance			7,000,000
Proceeds From Sale Of Common Stock					850,000
Business Combination, Contingent Consideration, Liability					850,000		$ 850,000
Debt Instrument Embedded Conversion Amount				$ 617,647
Debt Instrument, Interest Rate, Increase (Decrease)				25.00%
Debt Instrument, Periodic Payment, Interest				$ 52,500
Debt Instrument, Periodic Payment				$ 72,917
Accrued Liabilities, Current					863,640	$ 1,200,000	$ 239,271
Selling, General and Administrative Expenses [Member]
Advisory Fee Earned					$ 1,200,000
Common Stock [Member]
Stock Issued During Period, Shares, Other					539,204
Senior Secured Credit Facility [Member]
Line of Credit Facility, Maximum Borrowing Capacity			$ 6,500,000
Line of Credit Facility, Remaining Borrowing Capacity			$ 3,500,000
Line of Credit Facility, Interest Rate During Period			18.00%
Line of Credit Facility, Initiation Date			Mar. 13, 2017
Line of Credit Facility, Expiration Date			Mar. 13, 2018
Line of Credit Facility, Interest Rate at Period End			25.00%
Additional Advisory Fees Payable			$ 850,000
Line of Credit Facility, Periodic Payment			$ 52,500
Conversion of Stock, Amount Converted					$ 3,500,000
Conversion Of Accrued Interest Amount Converted					$ 113,167
Conversion of Stock, Description					conversion rate of 85% of the lowest of the daily volume weighted average price of the Company’s common stock during the 5 business days immediately prior to the conversion date.
Line of Credit Facility, Periodic Payment, Interest		$ 298,341
Convertible Notes Payable [Member]
Convertible Debt					$ 840,000
Business Combination, Contingent Consideration, Liability					850,000
Debt Instrument, Periodic Payment, Interest					$ 3,613,168
Convertible Notes Payable One [Member]
Debt Instrument, Description					interest at an annual rate of 7% with an original maturity date of June 11, 2017 that was extended to December 11, 2017
Debt Instrument, Face Amount					$ 688,444
Debt Instrument, Increase, Accrued Interest					$ 64,264
Debt Instrument, Maturity Date	Dec. 11, 2017
Convertible Notes Payable Two [Member]
Debt Instrument, Description					interest at an annual rate of 7% with a maturity date of December 31, 2017
Debt Instrument, Face Amount					$ 122,000
Debt Instrument, Increase, Accrued Interest					$ 8,525

DEFINED CONTRIBUTION PLAN (Deta

DEFINED CONTRIBUTION PLAN (Details Textual) - USD ($)	1 Months Ended	9 Months Ended
	Aug. 31, 2016	Jun. 30, 2017
Defined Contribution Plan Disclosure [Line Items]
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Percent	90.00%
Defined Contribution Plan, Employer Discretionary Contribution Amount		$ 9,230
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Amount		$ 25,621

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details Textual)	9 Months Ended
	Jun. 30, 2017USD ($)
President [Member]
Related Party Transaction [Line Items]
Employee Benefits and Share-based Compensation	$ 370,000
Severance Costs	2,500,000
Chief Executive Officer [Member]
Related Party Transaction [Line Items]
Employee Benefits and Share-based Compensation	250,000
Severance Costs	$ 1,500,000

COMMON STOCK (Details Textual)

COMMON STOCK (Details Textual) - USD ($)	1 Months Ended		2 Months Ended	9 Months Ended
	Feb. 28, 2017	Oct. 31, 2016	Nov. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Sep. 30, 2016
Class of Stock [Line Items]
Common Stock, Shares Authorized				200,000,000		200,000,000
Issuance of common stock to satisfy settlement payable			$ 48,998	$ 48,998	$ 0
Reclassification Of Debt Premium Upon Conversion			$ 26,384	$ 26,384	$ 0
Common Stock, Par or Stated Value Per Share				$ 0.0001		$ 0.0001
Common Stock, Shares, Issued				42,694,692		41,719,492
Stock Issued During Period, Value, New Issues				$ 75,382
Common Stock, Shares, Outstanding				42,694,692		41,719,492
Common Stock [Member]
Class of Stock [Line Items]
Stock Issued During Period, Shares, New Issues				460,200
Stock Issued During Period, Value, New Issues				$ 46
Acquisition Related Services [Member]
Class of Stock [Line Items]
Stock Issued During Period, Shares, New Issues		115,000
Stock Issued During Period, Value, New Issues		$ 57,500
Consulting Services [Member]
Class of Stock [Line Items]
Stock Issued During Period, Shares, New Issues	400,000
Stock Issued During Period, Value, New Issues	$ 92,000

PREFERRED STOCK (Details Textua

PREFERRED STOCK (Details Textual) - USD ($)	9 Months Ended
	Jun. 30, 2017	Sep. 30, 2016
Class of Stock [Line Items]
Preferred Stock, Shares Authorized	5,000,000	5,000,000
Preferred Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Preferred Stock, Capital Shares Reserved for Future Issuance	4,999,750
Series A Preferred Stock [Member]
Class of Stock [Line Items]
Preferred Stock, Shares Authorized	250	250
Preferred Stock, Par or Stated Value Per Share	$ 0	$ 0
Stock Issued	$ 250
Preferred Stock, Voting Rights	These preferred shares have voting rights per share equal to the total number of issued and outstanding shares of common stock divided by 0.99.

SHARE BASED PAYMENTS (Details T

SHARE BASED PAYMENTS (Details Textual) - USD ($)	1 Months Ended	3 Months Ended	9 Months Ended
	Feb. 17, 2017	Jun. 30, 2017	Jun. 30, 2017	Jun. 30, 2016
Share-based Compensation			$ 1,723,129	$ 0
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number		50,851,200	50,851,200
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number		33,025,000	33,025,000
Share-based Compensation Arrangement by Share-based Payment Award, Vested, Shares Issued in Period	400,000
Share-based Compensation Arrangement by Share-based Payment Award, Vested, Payment	$ 200
Consulting Fees Per Month	$ 10,000
Share Price	$ 0.23
Equity Method Investment, Quoted Market Value	$ 92,000
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition	6 months
Employee Stock Option [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant		10,485,000	10,485,000
Share-based Compensation		$ 679,000	$ 1,573,000
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options		2,924,445	$ 2,924,445
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross			14,566,200
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period			5 years
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate			1.46%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate			0.00%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate			117.00%
Employee Stock Option [Member] | Maximum [Member]
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price			$ 0.24
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period			6 years 6 months
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value		2,015,000	$ 2,015,000
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term			5 years
Employee Stock Option [Member] | Minimum [Member]
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price			$ 0.20
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period			5 years 9 months
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value		$ 2,014,000	$ 2,014,000
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term			1 year 9 months
Two Thousand Sixteen Stock Incentive Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant		100,000,000	100,000,000

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details Textual) - USD ($)	1 Months Ended				9 Months Ended
	Jul. 31, 2017	May 31, 2017	Feb. 28, 2017	May 31, 2016	Jun. 30, 2017	May 10, 2017	Feb. 13, 2017	Jan. 07, 2017	Sep. 30, 2016
Loss Contingency, Damages Sought, Value					$ 75,000
Other Liabilities					$ 64,500				$ 1,543,124
Business Development Services Fee Per Month		$ 2,500
Percentage Of Gross Proceeds of Placement ,Payable					9.00%
Percentage Of Warrant To Be Issued					2.50%
Warrant Purchase Price ,Description					The warrants shall entitle the investment bank to purchase securities of the Company at a purchase price equal to 110% of the implied price per share of the placement or 100% of the public market closing price of the Companys common stock on the date of the placement, whichever is lower.
Convertible Debt					$ 150,000
Debt Instrument, Interest Rate, Stated Percentage					8.00%
Shares Issuable Conversion Of Warrant, Percentage					200.00%
Class Of Warrant Or Right ,Term					5 years
Lease Expiration Date				Apr. 30, 2017	Jan. 31, 2019
Lease Security Deposit , Current				$ 6,000
Lessee, Operating Lease, Term of Contract			3 years
Lessee, Operating Lease, Renewal Term			1 year
Lease Arrangement Start Date					Feb. 1, 2017
Leasing Arrangements Operating Lease Extended Lease term					24 months
Interest Rate ,Original Issue Discount					8.00%
Subsequent Event [Member]
Operating Lease, Payments	$ 116,000
Lease Arrangement One [Member]
Lease Arrangement Start Date				May 1, 2016
Operating Leases, Rent Expense				$ 5,000
Rent Free Period Term				a rent-free period from May 1, 2016 through July 31, 2016.
Lease Arrangement One [Member] | Prepaid Expenses and Other Current Assets [Member]
Deposits				$ 10,000
Lease Arrangement Two [Member]
Lease Expiration Date				Sep. 1, 2016
Lease Arrangement Start Date				Jul. 1, 2016
Rent Free Period Term				additional space with rent-free periods through November 1, 2016.
Lease Arrangement Two [Member] | Lease One [Member]
Lessee, Operating Lease, Term of Contract				1 year
Operating Leases, Rent Expense				$ 2,500
Lease Arrangement Two [Member] | Lease Two [Member]
Lessee, Operating Lease, Term of Contract				1 year
Operating Leases, Rent Expense				$ 3,500
HowCo Office Lease [Member]
Lease Expiration Date		May 30, 2020
Operating Leases, Rent Expense		$ 4,860
Maximum [Member]
Contractual Obligation					$ 16,500
Minimum [Member]
Contractual Obligation					$ 15,000
Advisory Services [Member]
Other Commitment								$ 22,500
Due Diligence Services [Member]
Other Commitment						$ 35,000	$ 15,000
Other Liabilities							$ 50,000

CONCENTRATIONS (Details Textual

CONCENTRATIONS (Details Textual)	9 Months Ended
	Jun. 30, 2017USD ($)
Concentrations Of Foreign Sales	$ 153,000
Accounts Payable [Member] | Supplier One [Member]
Concentration Risk, Percentage	45.00%
Accounts Payable [Member] | Supplier Two [Member]
Concentration Risk, Percentage	15.00%
Supplier Concentration Risk [Member] | Supplier One [Member]
Concentration Risk, Percentage	47.00%
Supplier Concentration Risk [Member] | Supplier Two [Member]
Concentration Risk, Percentage	13.00%
Sales Revenue, Net [Member] | Customer One [Member]
Concentration Risk, Percentage	66.00%
Sales Revenue, Net [Member] | Customer Two [Member]
Concentration Risk, Percentage	12.00%
Sales Revenue, Net [Member] | Customer Three [Member]
Concentration Risk, Percentage	12.00%
Accounts Receivable [Member] | Customer One [Member]
Concentration Risk, Percentage	57.00%
Accounts Receivable [Member] | Customer Two [Member]
Concentration Risk, Percentage	15.00%
Accounts Receivable [Member] | Customer Three [Member]
Concentration Risk, Percentage	11.00%

SUBSEQUENT EVENTS (Details Text

SUBSEQUENT EVENTS (Details Textual) - Subsequent Event [Member] - USD ($)	1 Months Ended
	Jul. 31, 2017	Jul. 10, 2017
Operating Lease, Payments	$ 116,000
Chief Financial Officer [Member]
Severance Costs		$ 1,500,000