Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Nov. 30, 2018 | Jan. 14, 2019 | |
Document And Entity Information | ||
Entity Registrant Name | Reviv3 Procare Co | |
Entity Central Index Key | 1,718,500 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --05-31 | |
Document Type | 10-Q | |
Document Period End Date | Nov. 30, 2018 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2,019 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 41,277,547 | |
Entity Current Reporting Status | Yes | |
Entity Emerging Growth Company | true | |
Entity Small Business | true | |
Entity Ex Transition Period | false |
CONDENSED BALANCE SHEETS (Unaud
CONDENSED BALANCE SHEETS (Unaudited) - USD ($) | Nov. 30, 2018 | May 31, 2018 |
CURRENT ASSETS: | ||
Cash | $ 382,053 | $ 227,870 |
Accounts receivable, net | 35,548 | 29,991 |
Inventory | 320,681 | 321,537 |
Advance to suppliers | 15,752 | 3,413 |
Prepaid expenses and other current assets | 8,889 | 3,505 |
Total Current Assets | 762,923 | 586,316 |
OTHER ASSETS: | ||
Property and equipment, net | 8,923 | 8,349 |
Deposits | 14,849 | 14,849 |
Total Other Assets | 23,772 | 23,198 |
TOTAL ASSETS | 786,695 | 609,514 |
CURRENT LIABILITIES: | ||
Accounts payable and accrued expenses | 63,468 | 79,759 |
Customer deposits | 52,015 | 16,200 |
Due to related party | 210 | 210 |
Total Current Liabilities | 115,693 | 96,169 |
Total Liabilities | 115,693 | 96,169 |
Commitments and contingencies (see Note 8) | ||
STOCKHOLDERS' EQUITY: | ||
Preferred stock, $0.0001 par value; 20,000,000 shares authorized; none issued and outstanding | ||
Common stock, $0.0001 par value: 100,000,000 shares authorized; 41,277,547 and 40,505,047 shares issued and outstanding as of November 30, 2018 and May 31, 2018, respectively | 4,128 | 4,051 |
Additional paid-in capital | 5,306,384 | 4,997,461 |
Accumulated deficit | (4,639,510) | (4,488,167) |
Total Stockholders' Equity | 671,002 | 513,345 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 786,695 | $ 609,514 |
CONDENSED BALANCE SHEETS (Una_2
CONDENSED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares | Nov. 30, 2018 | May 31, 2018 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 41,277,547 | 40,505,047 |
Common stock, shares outstanding | 41,277,547 | 40,505,047 |
CONDENSED STATEMENTS OF OPERATI
CONDENSED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Nov. 30, 2018 | Nov. 30, 2017 | Nov. 30, 2018 | Nov. 30, 2017 | |
Income Statement [Abstract] | ||||
Net revenues | $ 240,159 | $ 135,909 | $ 381,339 | $ 247,154 |
Cost of sales | 159,616 | 67,618 | 223,392 | 112,123 |
Gross profit | 80,543 | 68,291 | 157,947 | 135,031 |
OPERATING EXPENSES: | ||||
Marketing and selling expenses | 32,269 | 25,257 | 41,472 | 37,864 |
Compensation and related taxes | 7,417 | 6,816 | 15,086 | 12,422 |
Professional and consulting expenses | 70,694 | 88,545 | 120,180 | 207,255 |
General and administrative | 28,227 | 47,956 | 132,326 | 103,468 |
Total Operating Expenses | 138,607 | 168,574 | 309,064 | 361,009 |
LOSS FROM OPERATIONS | (58,064) | (100,283) | (151,117) | (225,978) |
OTHER INCOME (EXPENSE): | ||||
Interest income | 25 | 27 | 46 | 57 |
Interest expense and other finance charges | (1,042) | (272) | (2,106) | |
Other Income (Expense), Net | 25 | (1,015) | (226) | (2,049) |
LOSS BEFORE PROVISION FOR INCOME TAXES | (58,039) | (101,298) | (151,343) | (228,027) |
Provision for income taxes | ||||
NET LOSS | $ (58,039) | $ (101,298) | $ (151,343) | $ (228,027) |
NET LOSS PER COMMON SHARE - Basic and diluted | $ 0 | $ 0 | $ 0 | $ (0.01) |
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING: | ||||
Basic and diluted | 40,649,936 | 40,262,456 | 40,576,695 | 40,011,490 |
CONDENSED STATEMENTS OF CHANGES
CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Unaudited) - USD ($) | Preferred Stock | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Total |
Beginning Balance at May. 31, 2017 | $ 3,968 | $ 4,694,144 | $ (4,145,628) | $ 552,484 | |
Beginning Balance, Shares at May. 31, 2017 | 39,679,047 | ||||
Issuance of common stock for cash | $ 8 | 19,992 | 20,000 | ||
Issuance of common stock for cash, Shares | 80,000 | ||||
Shares to be issued for services | $ 74 | 283,326 | 283,400 | ||
Shares to be issued for services, Shares | 746,000 | ||||
Net Loss for the Period | (228,027) | (228,027) | |||
Ending Balance at Nov. 30, 2017 | $ 4,050 | 4,997,462 | (4,373,655) | 627,857 | |
Ending Balance, Shares at Nov. 30, 2017 | 40,505,047 | ||||
Beginning Balance at Aug. 31, 2017 | $ 3,976 | 4,714,136 | (4,272,357) | 445,755 | |
Beginning Balance, Shares at Aug. 31, 2017 | 39,759,047 | ||||
Issuance of common stock for cash | $ 74 | 283,326 | 283,400 | ||
Issuance of common stock for cash, Shares | 746,000 | ||||
Net Loss for the Period | (101,298) | (101,298) | |||
Ending Balance at Nov. 30, 2017 | $ 4,050 | 4,997,462 | (4,373,655) | 627,857 | |
Ending Balance, Shares at Nov. 30, 2017 | 40,505,047 | ||||
Beginning Balance at May. 31, 2018 | $ 4,051 | 4,997,461 | (4,488,167) | 513,345 | |
Beginning Balance, Shares at May. 31, 2018 | 40,505,047 | ||||
Issuance of common stock for cash | $ 76 | 303,924 | 304,000 | ||
Issuance of common stock for cash, Shares | 760,000 | ||||
Shares to be issued for services | $ 1 | 4,999 | 5,000 | ||
Shares to be issued for services, Shares | 12,500 | ||||
Net Loss for the Period | (151,343) | (151,343) | |||
Ending Balance at Nov. 30, 2018 | $ 4,128 | 5,306,384 | (4,639,510) | 671,002 | |
Ending Balance, Shares at Nov. 30, 2018 | 41,277,547 | ||||
Beginning Balance at Aug. 31, 2018 | $ 4,051 | 4,997,461 | (4,581,471) | 420,041 | |
Beginning Balance, Shares at Aug. 31, 2018 | 40,505,047 | ||||
Issuance of common stock for cash | $ 76 | 303,924 | 304,000 | ||
Issuance of common stock for cash, Shares | 760,000 | ||||
Shares to be issued for services | $ 1 | 4,999 | 5,000 | ||
Shares to be issued for services, Shares | 12,500 | ||||
Net Loss for the Period | (58,039) | (58,039) | |||
Ending Balance at Nov. 30, 2018 | $ 4,128 | $ 5,306,384 | $ (4,639,510) | $ 671,002 | |
Ending Balance, Shares at Nov. 30, 2018 | 41,277,547 |
CONDENSED STATEMENTS OF CASH FL
CONDENSED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 6 Months Ended | |
Nov. 30, 2018 | Nov. 30, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (151,343) | $ (228,027) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 2,043 | 1,204 |
Bad debts | 297 | 1,204 |
Stock based compensation | 5,000 | 30,973 |
Change in operating assets and liabilities: | ||
Accounts Receivable | (5,854) | 14,617 |
Inventory | 856 | (234,471) |
Advance to suppliers | (12,339) | (5,649) |
Prepaid expenses and other current assets | (5,384) | 3,000 |
Accounts payable and accrued expenses | (16,291) | 40,246 |
Customer deposits | 35,815 | 24,768 |
NET CASH USED IN OPERATING ACTIVITIES | (147,200) | (352,135) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Purchase of property and equipment | (2,617) | (468) |
NET CASH USED IN INVESTING ACTIVITIES | (2,617) | (468) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Issuance of common stock for cash | 304,000 | 283,400 |
Advances from a related party | 210 | |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 304,000 | 283,610 |
NET (DECREASE) INCREASE IN CASH | 154,183 | (68,993) |
CASH - Beginning of period | 227,870 | 416,873 |
CASH - End of period | 382,053 | 347,880 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Interest | ||
Income taxes | ||
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Issuance of common stock for prepaid services | $ 20,000 |
Organization
Organization | 6 Months Ended |
Nov. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Note 1 – Organization Reviv3 Procare Company (the “Company”, “We”, “Its”, and “Procare”) was incorporated in the State of Delaware on May 21, 2015 as a reorganization of Reviv3 Procare, LLC which was organized on July 31, 2013. The Company is engaged in the manufacturing, marketing, sale and distribution of professional quality hair and skin care products throughout the United States, Canada, Europe and Asia. |
Basis of Presentation, Going Co
Basis of Presentation, Going Concern and Summary of Significant Accounting Policies | 6 Months Ended |
Nov. 30, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation, Going Concern and Summary of Significant Accounting Policies | Note 2 – Basis of Presentation, Going Concern and Summary of Significant Accounting Policies Basis of Presentation The unaudited financial statements for the three and six months ended November 30, 2018 and 2017 have been prepared by us pursuant to the rules and regulations of the Securities and Exchange Commission. In the opinion of the management, all adjustments necessary to present fairly our financial position, results of operations, and cash flows as of November 30, 2018 and 2017, and for the periods then ended, have been made. Those adjustments consist of normal and recurring adjustments. Certain information and note disclosures normally included in our annual financial statements prepared in accordance with generally accepted accounting principles have been omitted. The unaudited financial statements should be read in conjunction with the financial statements and notes thereto included in the Company’s annual report on Form 10-K for the year ended May 31, 2018. The results of operations for the six months ended November 30, 2018 are not necessarily indicative of the results to be expected for the full year. Going Concern As reflected in the accompanying financial statements, the Company has a net loss and net cash used in operations of $151,343 and $147,200, respectively, for six months period ended November 30, 2018. Additionally, the Company has an accumulated deficit of $4,639,510 at November 30, 2018. These factors raise substantial doubt about the Company’s ability to continue as a going concern for a period of 12 months from the issuance date of this report. The ability of the Company to continue as a going concern is dependent on the Company’s ability to implement its business plan, raise capital, and generate sufficient revenue; however, the Company’s cash position may not be sufficient to support its daily operations. Management intends to raise additional funds by way of a private or public offering. While the Company believes in the viability of its strategy to further implement its business plan and generate sufficient revenue and in its ability to raise additional funds, there can be no assurances to that effect. The financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. Use of estimates The preparation of the financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses, and the related disclosures at the date of the financial statements and during the reporting period. Actual results could materially differ from these estimates. Significant estimates made by management include, but are not limited to, the allowance for doubtful accounts, inventory valuations, the useful life of property and equipment, the valuation of deferred tax assets, the value of stock-based compensation, and the fair value of non-cash common stock issuances. Cash and cash equivalents The Company considers all highly liquid debt instruments and other short-term investments with maturities of three months or less, when purchased, to be cash equivalents. The Company maintains cash and cash equivalent balances at one financial institution that is insured by the Federal Deposit Insurance Corporation. Accounts receivable and allowance for doubtful accounts The Company has a policy of providing on allowance for doubtful accounts based on its best estimate of the amount of probable credit losses in its existing accounts receivable. The Company periodically reviews its accounts receivable to determine whether an allowance is necessary based on an analysis of past due accounts and other factors that may indicate that the realization of an account may be in doubt. Account balances deemed to be uncollectible are charged to bad debt expense and included in the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. Prepaid expenses and other current assets Prepaid expenses and other current assets of $8,889 and $3,505 at November 30, 2018 and May 31, 2018, respectively, consist primarily of costs paid for future services which will occur within a year. Prepaid expenses at November 30, 2018 primarily included prepaid rent and at May 31, 2018 primarily included cash prepayments to vendors. Advances to suppliers Advances to suppliers represent the cash paid in advance for installment payments for the purchase of inventory. The advances to a supplier are interest free and unsecured. As at November 30, 2018 and May 31, 2018, advances to the Company’s major supplier amounted to $15,752 and $3,413, respectively. Upon shipment, by the vendor, of the purchase inventory, the Company reclassifies such advances to supplier into inventory. Inventory The Company values inventory, consisting of finished goods and raw materials, at the lower of cost and net realizable value. Cost is determined using an average cost method. The Company reduces inventory for the diminution of value, resulting from product obsolescence, damage or other issues affecting marketability, equal to the difference between the cost of the inventory and its net realizable value. The Company evaluates its current level of inventory considering historical sales and other factors and, based on this evaluation, classifies inventory markdowns in the statement of operations as a component of cost of goods sold. These markdowns are estimates, which could vary significantly from actual requirements if future economic conditions, customer demand or competition differ from expectations. Property and Equipment Property and equipment are carried at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. The cost of repairs and maintenance is expensed as incurred; major replacements and improvements are capitalized. When assets are retired or disposed of, the cost and accumulated depreciation are removed, and any resulting gains or losses are included in the statement of operations. Revenue recognition Effective June 1, 2018, the Company adopted Accounting Standards Codification (“ASC”) 606, Revenue From Contracts With Customers, which is effective for public business entities with annual reporting periods beginning after December 15, 2017. This new revenue recognition standard (new guidance) has a five step process: a) Determine whether a contract exists; b) Identify the performance obligations; c) Determine the transaction price; d) Allocate the transaction price; and e) Recognize revenue when (or as) performance obligations are satisfied. The impact of the Company’s initial application of ASC 606 did not have a material impact on its financial statements and disclosures and there was no cumulative effect of the adoption of ASC 606. The Company sells a variety of hair and skin care products. The Company recognizes revenue for the agreed upon sales price when a purchase order is received from the customer and subsequently the product is shipped to the customer, which satisfies the performance obligation. Consideration paid to the customer to promote and sell the Company’s products is typically recorded as a reduction in revenues. See Note 10 for revenue disaggregation disclosures. Cost of Sales The primary components of cost of sales includes the cost of the product and freight-in costs. Shipping and Handling Costs The Company accounts for shipping and handling fees in accordance with ASC 606. While amounts charged to customers for shipping products are included in revenues, the related costs of shipping products to customers are classified in marketing and selling expenses as incurred. Shipping costs included in marketing and selling expense were $9,154 and $10,625 for the three months period ended November 30, 2018 and 2017, respectively. Shipping costs included in marketing and selling expense were $18,357 and $16,112 for the six months period ended November 30, 2018 and 2017, respectively. Marketing, selling and advertising Marketing, selling and advertising costs are expensed as incurred. Customer Deposits Customer deposits consisted of prepayments from customers to the Company. The Company will recognize the prepayments as revenue upon delivery of products in compliance with its revenue recognition policy. Fair value measurements and fair value of financial instruments The Company adopted Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures” (“ASC 820”), for assets and liabilities measured at fair value on a recurring basis. ASC 820 establishes a common definition for fair value to be applied to existing generally accepted accounting principles that requires the use of fair value measurements, establishes a framework for measuring fair value and expands disclosure about such fair value measurements. The adoption of ASC 820 did not have an impact on the Company’s financial position or operating results, but did expand certain disclosures. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Additionally, ASC 820 requires the use of valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. These inputs are prioritized below: Level 1: Observable inputs such as quoted market prices in active markets for identical assets or liabilities Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data Level 3: Unobservable inputs for which there is little or no market data, which require the use of the reporting entity’s own assumptions. The Company analyzes all financial instruments with features of both liabilities and equity under the Financial Accounting Standard Board’s (“FASB”) accounting standard for such instruments. Under this standard, financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The estimated fair value of certain financial instruments, including prepaid expenses, deposits, accounts payable and accrued expenses are carried at historical cost basis, which approximates their fair values because of the short-term nature of these instruments. Income Taxes The Company accounts for income taxes pursuant to the provision of ASC 740-10, “Accounting for Income Taxes” (“ASC 740-10”), which requires, among other things, an asset and liability approach to calculating deferred income taxes. The asset and liability approach requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of assets and liabilities. A valuation allowance is provided to offset any net deferred tax assets for which management believes it is more likely than not that the net deferred asset will not be realized. The Company follows the provision of ASC 740-10 related to Accounting for Uncertain Income Tax Positions. When tax returns are filed, there may be uncertainty about the merits of positions taken or the amount of the position that would be ultimately sustained. In accordance with the guidance of ASC 740-10, the benefit of a tax position is recognized in the financial statements in the period during which, based on all available evidence, management believes it is more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken are not offset or aggregated with other positions. Tax positions that meet the more likely than not recognition threshold are measured at the largest amount of tax benefit that is more than 50 percent likely of being realized upon settlement with the applicable taxing authority. The portion of the benefit associated with tax positions taken that exceed the amount measured as described above should be reflected as a liability for uncertain tax benefits in the accompanying balance sheet along with any associated interest and penalties that would be payable to the taxing authorities upon examination. The Company believes its tax positions are all more likely than not to be upheld upon examination. As such, the Company has not recorded a liability for uncertain tax benefits. The Company has adopted ASC 740-10-25, “Definition of Settlement”, which provides guidance on how an entity should determine whether a tax position is effectively settled for the purpose of recognizing previously unrecognized tax benefits and provides that a tax position can be effectively settled upon the completion and examination by a taxing authority without being legally extinguished. For tax positions considered effectively settled, an entity would recognize the full amount of tax benefit, even if the tax position is not considered more likely than not to be sustained based solely on the basis of its technical merits and the statute of limitations remains open. The federal and state income tax returns of the Company are subject to examination by the IRS and state taxing authorities, generally for three years after they are filed. Impairment of long-lived assets The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable, or at least annually. The Company recognizes an impairment loss when the sum of expected undiscounted future cash flows is less than the carrying amount of the asset. The amount of impairment is measured as the difference between the asset’s estimated fair value and its book value. Stock-based compensation Stock-based compensation is accounted for based on the requirements of the Share-Based Payment Topic of ASC 718, “Compensation — Stock Compensation” (“ASC 718”), which requires recognition in the financial statements of the cost of employee and director services received in exchange for an award of equity instruments over the period the employee or director is required to perform the services in exchange for the award (presumptively, the vesting period). ASC 718 also requires measurement of the cost of employee and director services received in exchange for an award based on the grant-date fair value of the award. Effective June 1, 2018, the Company adopted the ASU 2018-07 whereby, the accounting for share-based payments to nonemployees and employees is substantially aligned. The ASU supersedes Subtopic 505-50, Equity - Equity-Based Payments to Non-Employees. Consistent with the accounting requirement for employee share based payment awards, nonemployee share-based payment awards within the scope of Topic 718 are measured at grant-date fair value of the equity instruments that the Company is obligated to issue when the good has been delivered or the service has been rendered and any other conditions necessary to earn the right to benefit from the instruments have been satisfied. There was no cumulative effect of the adoption of this standard. Net loss per share of common stock Basic net loss per share is computed by dividing the net loss by the weighted average number of common shares during the period. Diluted net loss per share is computed using the weighted average number of common shares and potentially dilutive securities outstanding during the period. At November 30, 2018 and 2017, the Company had no potentially dilutive securities. Recently Issued Accounting Pronouncements In February 2016, FASB issued ASU 2016-02, “Leases” (Topic 842). The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for similar to existing guidance for operating leases. The new guidance will be effective for fiscal years beginning after December 15, 2018, and interim periods within those annual periods and is applied retrospectively. Early adoption is permitted. The Company does not believe the guidance will have a material impact on its financial statements. In January 2017, the FASB issued ASU No. 2017-4, “Intangibles – Goodwill and Other” (Topic 350): Simplifying the Test for Goodwill Impairment, which eliminates Step 2 from the goodwill impairment test. When an indication of impairment was identified after performing the first step of the goodwill impairment test, Step 2 required that an entity determine the fair value at the impairment testing date of its assets and liabilities (including unrecognized assets and liabilities) using the same procedure that would be required in determining the fair value of assets acquired and liabilities assumed in a business combination. Under the amendments in ASU No. 2017-4, an entity will perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying value. An entity would recognize an impairment charge for the amount by which the carrying value exceeds the reporting unit’s fair value. In addition, an entity must consider income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if applicable. A public business entity that is a SEC filer should adopt the amendments in ASU No. 2017-4 for its annual, or any interim, goodwill impairment tests in fiscal years beginning after December 15, 2019. The Company does not believe the guidance will have a material impact on its financial statements. 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): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception”. The ASU was issued to address the complexity associated with applying generally accepted accounting principles (GAAP) for certain financial instruments with characteristics of liabilities and equity. The ASU, among other things, eliminates the need to consider the effects of down round features when analyzing convertible debt, warrants and other financing instruments. As a result, a freestanding equity-linked financial instrument (or embedded conversion option) no longer would be accounted for as a derivative liability at fair value as a result of the existence of a down round feature. The amendments are effective for fiscal years beginning after December 15, 2018, and should be applied retrospectively. Early adoption is permitted, including adoption in an interim period. The Company does not expect the adoption to have any significant impact on its Financial Statements. The Company is currently in the process of evaluating the impact of the adoption of this standard on its financial statements. Other accounting standards that have been issued or proposed by FASB that do not require adoption until a future date are not expected to have a material impact on the financial statements upon adoption. The Company does not discuss recent pronouncements that are not anticipated to have an impact on or are unrelated to its financial condition, results of operations, cash flows or disclosures. |
Accounts Receivable
Accounts Receivable | 6 Months Ended |
Nov. 30, 2018 | |
Receivables [Abstract] | |
Accounts Receivable | Note 3 – Accounts Receivable Accounts receivable consisted of the following: November 30, May 31, (Unaudited) Accounts receivable $ 38,587 $ 32,733 Less: Allowance for bad debts (3,039 ) (2,742 ) $ 35,548 $ 29,991 The Company recorded bad debt expense of $297 and $1,204 during the six months periods ended November 30, 2018 and 2017, respectively. The Company recorded bad debt expense of $297 and $0 during the three months periods ended November 30, 2018 and 2017, respectively. |
Inventory
Inventory | 6 Months Ended |
Nov. 30, 2018 | |
Inventory Disclosure [Abstract] | |
Inventory | Note 4 – Inventory Inventory consisted of the following: November 30, May 31, (Unaudited) Finished goods $ 55,327 $ 113,134 Raw materials 265,354 208,403 $ 320,681 $ 321,537 At November 30, 2018 and May 31, 2018, inventory held at third party locations and inventory in transit amounted to $32,053 and $64,485, respectively. During the six months period ended November 30, 2018 and 2017, the Company wrote down inventory for obsolescence of $636 and $0 which is included in cost of sales. |
Property and Equipment
Property and Equipment | 6 Months Ended |
Nov. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Note 5 – Property and Equipment Property and equipment, stated at cost, consisted of the following: Estimated life November 30, May 31, (Unaudited) Furniture and fixtures 5 years $ 5,759 $ 5,759 Computer equipment 3 years 10,112 7,495 Less: Accumulated depreciation (6,948 ) (4,905 ) $ 8,923 $ 8,349 Depreciation expense amounted to $2,043 and $1,204 for the six months periods ended November 30, 2018 and 2017, respectively. Depreciation expense amounted to $1,130 and $608 for the three months periods ended November 30, 2018 and 2017, respectively. |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 6 Months Ended |
Nov. 30, 2018 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Expenses | Note 6 – Accounts Payable and Accrued Expenses Accounts payable and accrued expenses comprised of the following: November 30, May 31, (Unaudited) Trade Payables $ 20,256 $ 41,320 Accrued Freight 22,716 22,532 Credit Cards 19,953 15,521 Other 543 386 $ 63,468 $ 79,759 |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Nov. 30, 2018 | |
Equity [Abstract] | |
Stockholders' Equity | Note 7 – Stockholders’ Equity Shares Authorized The authorized capital of the Company consists of 100,000,000 shares of common stock, par value $0.0001 per share and 20,000,000 shares of preferred stock, par value $0.0001 per share. Preferred Stock The preferred stock may be issued from time to time in one or more series. The Board of Directors of the Company is expressly authorized to provide for the issuance of all or any of the shares of the preferred stock in one or more series, and to fix the number of shares and to determine or alter, for each such series, such voting powers, full or limited, or no voting powers and such designations, preferences, and relative, participating, optional, or other rights and such qualifications, limitations, or restrictions thereof, as shall be stated and expressed until the resolution adopted by the Board of Directors providing the issuance of such shares. The Board of Directors is also expressly authorized to increase or decrease the number of shares of any series subsequent to the issue of shares of that series. In case the number of shares of any such series shall be so decreased, the decrease shall resume the status that they had prior to the adoption of the resolution originally fixing the number of shares of such series. Common Stock During the six months period ended November 30, 2018, the Company issued 760,000 shares of common stock for $304,000 cash proceeds to third party investors at $0.40 per share. During the three months period ended November 30, 2018, the Company recorded 12,500 shares of common stock for shares earned by third party consultant for providing services to the Company. The shares were valued at $0.40 per share or $5,000 based on recent common stock sales. In June 2017, the Company issued an aggregate of 80,000 shares of the Company’s common stock to various consultants pursuant to consulting agreements related to marketing and business advisory services. The term of the consulting agreements ranges from 2 months to 6 months. The Company valued these common shares at the fair value of $20,000 based on the sale of common stock in the then recent private placements at $0.25 per common share. In connection with the issuance of these common shares, the Company recorded stock based compensation of $20,000. On September 26, 2017, the Company sold 100,000 shares of its common stock at $0.25 per common share for proceeds of $25,000. Between September 27, 2017 and October 2, 2017, the Company sold an aggregate of 271,000 shares of its common stock at $0.40 per common share for proceeds of $108,400. On September 29, 2017, the Company sold 375,000 shares of its common stock to an affiliated company at $0.40 per common share for proceeds of approximately $150,000. The affiliated company is managed by the brother of the Company’s Chief Executive Officer. As of November 30, 2018, 41,277,547 shares of common stock were outstanding. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Nov. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 8 – Commitments and Contingencies In September 2016, the Company executed a lease agreement in connection with its office and warehouse facility in California under operating leases for a period of 37 months commencing in October 2016 and expiring in October 2019. The Company shall pay a monthly base rent starting at $6,782 plus a pro rata share of operating expenses. The base rent is subject to an annual increase beginning in October 2017 as defined in the lease agreement. Base rent for the period from October 2018 amounted to $7,210 per month. Rent expense amounted to $47,537 and $36,266 for the six month periods ended November 30, 2018 and 2017, respectively. Future minimum rental payments required under this operating lease are as follows: Total 1 Year 2-3 Year Thereafter Operating lease $ 79,528 $ 79,528 $ — $ — Total $ 79,528 $ 79,528 $ — $ — The Company entered into an agreement with a consultant, during the six months period ended November 30, 2018, for services for a term of one year commencing from September 1, 2018. The consultant shall be entitled to receive 10% of the gross revenues generated as a direct result of their activities, a monthly fee of $1,000 and 12,500 shares of common stock of the Company on a quarterly basis. The Company recorded $5,000 for the 12,500 shares earned for the quarter ended November 30, 2018 (See Note 7). |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Nov. 30, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 9 – Related Party Transactions The Company’s Chief Executive Officer, from time to time, provided advances to the Company for working capital purposes. At November 30, 2018 and May 31, 2018, the Company had a payable to the officer of $210 and $210, respectively. These advances were short-term in nature and non-interest bearing. During the six months period ended November 30, 2018, the Company paid $280 to an affiliated company for advisory services rendered. The affiliated company is managed by the Company’s Chief Executive Officer. |
Concentrations
Concentrations | 6 Months Ended |
Nov. 30, 2018 | |
Risks and Uncertainties [Abstract] | |
Concentrations | Note 10 – Concentrations Concentration of Revenue, Product Line, and Supplier During the six months period ended November 30, 2018 sales to two customers represented approximately 45% of the Company’s net sales at 30% and 15%. During the six months ended November 30, 2017 sales to four customers represented approximately 67% of the Company’s net sales at 23%, 17%, 14% and 13%. During the six months period ended November 30, 2018 sales to customers outside the United States represented approximately 37% which consisted of 23% from Canada, 9% from Italy, 5% from Hong Kong and 1% from United Kingdom. During the six months ended November 30, 2017 sales to customers outside the United States represented approximately 47% which consisted of 33% from Canada and 14% from Italy. During the six months period ended November 30, 2018, sales by product line comprised of the following: Prep cleanser and shampoo 18 % Moisturizer and conditioner 13 % Treatment spray 6 % Cellular complex 6 % Hair masque 1 % Thickening spray 2 % Introductory kit 21 % Fragrance shampoo and conditioner 15 % Thermal protect 4 % Thickening spray 4 % Others 10 % Total 100 % During the six months ended November 30, 2017, sales by product line which each represented over 10% of sales consisted of approximately 23% from sales of hair shampoo, 17% from sales of hair shampoo and conditioner, 26% from sale of hair treatment spray and repair products and 31% from sale of introductory kit (shampoo, conditioner and treatment spray). As of November 30, 2018, accounts receivable from three customers represented approximately 77% at 26%, 32% and 19% and at May 31, 2018, accounts receivable from three customers represented approximately 60% at 34%, 14% and 12% of the accounts receivable, respectively. The Company purchased inventories and products from three vendors totaling approximately $241,220 (75% of the purchases) and three vendors totaling approximately $239,000 (85% of the purchases) during the six months periods ended November 30, 2018 and 2017, respectively. |
Basis of Presentation, Going _2
Basis of Presentation, Going Concern and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Nov. 30, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The unaudited financial statements for the three and six months ended November 30, 2018 and 2017 have been prepared by us pursuant to the rules and regulations of the Securities and Exchange Commission. In the opinion of the management, all adjustments necessary to present fairly our financial position, results of operations, and cash flows as of November 30, 2018 and 2017, and for the periods then ended, have been made. Those adjustments consist of normal and recurring adjustments. Certain information and note disclosures normally included in our annual financial statements prepared in accordance with generally accepted accounting principles have been omitted. The unaudited financial statements should be read in conjunction with the financial statements and notes thereto included in the Company’s annual report on Form 10-K for the year ended May 31, 2018. The results of operations for the six months ended November 30, 2018 are not necessarily indicative of the results to be expected for the full year. |
Going Concern | Going Concern As reflected in the accompanying financial statements, the Company has a net loss and net cash used in operations of $151,343 and $147,200, respectively, for six months period ended November 30, 2018. Additionally, the Company has an accumulated deficit of $4,639,510 at November 30, 2018. These factors raise substantial doubt about the Company’s ability to continue as a going concern for a period of 12 months from the issuance date of this report. The ability of the Company to continue as a going concern is dependent on the Company’s ability to implement its business plan, raise capital, and generate sufficient revenue; however, the Company’s cash position may not be sufficient to support its daily operations. Management intends to raise additional funds by way of a private or public offering. While the Company believes in the viability of its strategy to further implement its business plan and generate sufficient revenue and in its ability to raise additional funds, there can be no assurances to that effect. The financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. |
Use of estimates | Use of estimates The preparation of the financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses, and the related disclosures at the date of the financial statements and during the reporting period. Actual results could materially differ from these estimates. Significant estimates made by management include, but are not limited to, the allowance for doubtful accounts, inventory valuations, the useful life of property and equipment, the valuation of deferred tax assets, the value of stock-based compensation, and the fair value of non-cash common stock issuances. |
Cash and cash equivalents | Cash and cash equivalents The Company considers all highly liquid debt instruments and other short-term investments with maturities of three months or less, when purchased, to be cash equivalents. The Company maintains cash and cash equivalent balances at one financial institution that is insured by the Federal Deposit Insurance Corporation. |
Accounts receivable and allowance for doubtful accounts | Accounts receivable and allowance for doubtful accounts The Company has a policy of providing on allowance for doubtful accounts based on its best estimate of the amount of probable credit losses in its existing accounts receivable. The Company periodically reviews its accounts receivable to determine whether an allowance is necessary based on an analysis of past due accounts and other factors that may indicate that the realization of an account may be in doubt. Account balances deemed to be uncollectible are charged to bad debt expense and included in the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. |
Prepaid expenses and other current assets | Prepaid expenses and other current assets Prepaid expenses and other current assets of $8,889 and $3,505 at November 30, 2018 and May 31, 2018, respectively, consist primarily of costs paid for future services which will occur within a year. Prepaid expenses at November 30, 2018 primarily included prepaid rent and at May 31, 2018 primarily included cash prepayments to vendors. |
Advances to suppliers | Advances to suppliers Advances to suppliers represent the cash paid in advance for installment payments for the purchase of inventory. The advances to a supplier are interest free and unsecured. As at November 30, 2018 and May 31, 2018, advances to the Company’s major supplier amounted to $15,752 and $3,413, respectively. Upon shipment, by the vendor, of the purchase inventory, the Company reclassifies such advances to supplier into inventory. |
Inventory | Inventory The Company values inventory, consisting of finished goods and raw materials, at the lower of cost and net realizable value. Cost is determined using an average cost method. The Company reduces inventory for the diminution of value, resulting from product obsolescence, damage or other issues affecting marketability, equal to the difference between the cost of the inventory and its net realizable value. The Company evaluates its current level of inventory considering historical sales and other factors and, based on this evaluation, classifies inventory markdowns in the statement of operations as a component of cost of goods sold. These markdowns are estimates, which could vary significantly from actual requirements if future economic conditions, customer demand or competition differ from expectations. |
Property and Equipment | Property and Equipment Property and equipment are carried at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. The cost of repairs and maintenance is expensed as incurred; major replacements and improvements are capitalized. When assets are retired or disposed of, the cost and accumulated depreciation are removed, and any resulting gains or losses are included in the statement of operations. |
Revenue recognition | Revenue recognition Effective June 1, 2018, the Company adopted Accounting Standards Codification (“ASC”) 606, Revenue From Contracts With Customers, which is effective for public business entities with annual reporting periods beginning after December 15, 2017. This new revenue recognition standard (new guidance) has a five step process: a) Determine whether a contract exists; b) Identify the performance obligations; c) Determine the transaction price; d) Allocate the transaction price; and e) Recognize revenue when (or as) performance obligations are satisfied. The impact of the Company’s initial application of ASC 606 did not have a material impact on its financial statements and disclosures and there was no cumulative effect of the adoption of ASC 606. The Company sells a variety of hair and skin care products. The Company recognizes revenue for the agreed upon sales price when a purchase order is received from the customer and subsequently the product is shipped to the customer, which satisfies the performance obligation. Consideration paid to the customer to promote and sell the Company’s products is typically recorded as a reduction in revenues. See Note 10 for revenue disaggregation disclosures. |
Cost of Sales | Cost of Sales The primary components of cost of sales includes the cost of the product and freight-in costs. |
Shipping and Handling Costs | Shipping and Handling Costs The Company accounts for shipping and handling fees in accordance with ASC 606. While amounts charged to customers for shipping products are included in revenues, the related costs of shipping products to customers are classified in marketing and selling expenses as incurred. Shipping costs included in marketing and selling expense were $9,154 and $10,625 for the three months period ended November 30, 2018 and 2017, respectively. Shipping costs included in marketing and selling expense were $18,357 and $16,112 for the six months period ended November 30, 2018 and 2017, respectively. |
Marketing, selling and advertising | Marketing, selling and advertising Marketing, selling and advertising costs are expensed as incurred. |
Customer Deposits | Customer Deposits Customer deposits consisted of prepayments from customers to the Company. The Company will recognize the prepayments as revenue upon delivery of products in compliance with its revenue recognition policy. |
Fair value measurements and fair value of financial instruments | Fair value measurements and fair value of financial instruments The Company adopted Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures” (“ASC 820”), for assets and liabilities measured at fair value on a recurring basis. ASC 820 establishes a common definition for fair value to be applied to existing generally accepted accounting principles that requires the use of fair value measurements, establishes a framework for measuring fair value and expands disclosure about such fair value measurements. The adoption of ASC 820 did not have an impact on the Company’s financial position or operating results, but did expand certain disclosures. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Additionally, ASC 820 requires the use of valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. These inputs are prioritized below: Level 1: Observable inputs such as quoted market prices in active markets for identical assets or liabilities Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data Level 3: Unobservable inputs for which there is little or no market data, which require the use of the reporting entity’s own assumptions. The Company analyzes all financial instruments with features of both liabilities and equity under the Financial Accounting Standard Board’s (“FASB”) accounting standard for such instruments. Under this standard, financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The estimated fair value of certain financial instruments, including prepaid expenses, deposits, accounts payable and accrued expenses are carried at historical cost basis, which approximates their fair values because of the short-term nature of these instruments. |
Income Taxes | Income Taxes The Company accounts for income taxes pursuant to the provision of ASC 740-10, “Accounting for Income Taxes” (“ASC 740-10”), which requires, among other things, an asset and liability approach to calculating deferred income taxes. The asset and liability approach requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of assets and liabilities. A valuation allowance is provided to offset any net deferred tax assets for which management believes it is more likely than not that the net deferred asset will not be realized. The Company follows the provision of ASC 740-10 related to Accounting for Uncertain Income Tax Positions. When tax returns are filed, there may be uncertainty about the merits of positions taken or the amount of the position that would be ultimately sustained. In accordance with the guidance of ASC 740-10, the benefit of a tax position is recognized in the financial statements in the period during which, based on all available evidence, management believes it is more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken are not offset or aggregated with other positions. Tax positions that meet the more likely than not recognition threshold are measured at the largest amount of tax benefit that is more than 50 percent likely of being realized upon settlement with the applicable taxing authority. The portion of the benefit associated with tax positions taken that exceed the amount measured as described above should be reflected as a liability for uncertain tax benefits in the accompanying balance sheet along with any associated interest and penalties that would be payable to the taxing authorities upon examination. The Company believes its tax positions are all more likely than not to be upheld upon examination. As such, the Company has not recorded a liability for uncertain tax benefits. The Company has adopted ASC 740-10-25, “Definition of Settlement”, which provides guidance on how an entity should determine whether a tax position is effectively settled for the purpose of recognizing previously unrecognized tax benefits and provides that a tax position can be effectively settled upon the completion and examination by a taxing authority without being legally extinguished. For tax positions considered effectively settled, an entity would recognize the full amount of tax benefit, even if the tax position is not considered more likely than not to be sustained based solely on the basis of its technical merits and the statute of limitations remains open. The federal and state income tax returns of the Company are subject to examination by the IRS and state taxing authorities, generally for three years after they are filed. |
Impairment of long-lived assets | Impairment of long-lived assets The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable, or at least annually. The Company recognizes an impairment loss when the sum of expected undiscounted future cash flows is less than the carrying amount of the asset. The amount of impairment is measured as the difference between the asset’s estimated fair value and its book value. |
Stock-based compensation | Stock-based compensation Stock-based compensation is accounted for based on the requirements of the Share-Based Payment Topic of ASC 718, “Compensation — Stock Compensation” (“ASC 718”), which requires recognition in the financial statements of the cost of employee and director services received in exchange for an award of equity instruments over the period the employee or director is required to perform the services in exchange for the award (presumptively, the vesting period). ASC 718 also requires measurement of the cost of employee and director services received in exchange for an award based on the grant-date fair value of the award. Effective June 1, 2018, the Company adopted the ASU 2018-07 whereby, the accounting for share-based payments to nonemployees and employees is substantially aligned. The ASU supersedes Subtopic 505-50, Equity - Equity-Based Payments to Non-Employees. Consistent with the accounting requirement for employee share based payment awards, nonemployee share-based payment awards within the scope of Topic 718 are measured at grant-date fair value of the equity instruments that the Company is obligated to issue when the good has been delivered or the service has been rendered and any other conditions necessary to earn the right to benefit from the instruments have been satisfied. There was no cumulative effect of the adoption of this standard. |
Net loss per share of common stock | Net loss per share of common stock Basic net loss per share is computed by dividing the net loss by the weighted average number of common shares during the period. Diluted net loss per share is computed using the weighted average number of common shares and potentially dilutive securities outstanding during the period. At November 30, 2018 and 2017, the Company had no potentially dilutive securities. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In February 2016, FASB issued ASU 2016-02, “Leases” (Topic 842). The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for similar to existing guidance for operating leases. The new guidance will be effective for fiscal years beginning after December 15, 2018, and interim periods within those annual periods and is applied retrospectively. Early adoption is permitted. The Company does not believe the guidance will have a material impact on its financial statements. In January 2017, the FASB issued ASU No. 2017-4, “Intangibles – Goodwill and Other” (Topic 350): Simplifying the Test for Goodwill Impairment, which eliminates Step 2 from the goodwill impairment test. When an indication of impairment was identified after performing the first step of the goodwill impairment test, Step 2 required that an entity determine the fair value at the impairment testing date of its assets and liabilities (including unrecognized assets and liabilities) using the same procedure that would be required in determining the fair value of assets acquired and liabilities assumed in a business combination. Under the amendments in ASU No. 2017-4, an entity will perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying value. An entity would recognize an impairment charge for the amount by which the carrying value exceeds the reporting unit’s fair value. In addition, an entity must consider income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if applicable. A public business entity that is a SEC filer should adopt the amendments in ASU No. 2017-4 for its annual, or any interim, goodwill impairment tests in fiscal years beginning after December 15, 2019. The Company does not believe the guidance will have a material impact on its financial statements. 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): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception”. The ASU was issued to address the complexity associated with applying generally accepted accounting principles (GAAP) for certain financial instruments with characteristics of liabilities and equity. The ASU, among other things, eliminates the need to consider the effects of down round features when analyzing convertible debt, warrants and other financing instruments. As a result, a freestanding equity-linked financial instrument (or embedded conversion option) no longer would be accounted for as a derivative liability at fair value as a result of the existence of a down round feature. The amendments are effective for fiscal years beginning after December 15, 2018, and should be applied retrospectively. Early adoption is permitted, including adoption in an interim period. The Company does not expect the adoption to have any significant impact on its Financial Statements. The Company is currently in the process of evaluating the impact of the adoption of this standard on its financial statements. Other accounting standards that have been issued or proposed by FASB that do not require adoption until a future date are not expected to have a material impact on the financial statements upon adoption. The Company does not discuss recent pronouncements that are not anticipated to have an impact on or are unrelated to its financial condition, results of operations, cash flows or disclosures. |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 6 Months Ended |
Nov. 30, 2018 | |
Receivables [Abstract] | |
Schedule of accounts receivable | Accounts receivable consisted of the following: November 30, May 31, (Unaudited) Accounts receivable $ 38,587 $ 32,733 Less: Allowance for bad debts (3,039 ) (2,742 ) $ 35,548 $ 29,991 |
Inventory (Tables)
Inventory (Tables) | 6 Months Ended |
Nov. 30, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule of inventory | Inventory consisted of the following: November 30, May 31, (Unaudited) Finished goods $ 55,327 $ 113,134 Raw materials 265,354 208,403 $ 320,681 $ 321,537 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 6 Months Ended |
Nov. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property and equipment | Property and equipment, stated at cost, consisted of the following: Estimated life November 30, May 31, (Unaudited) Furniture and fixtures 5 years $ 5,759 $ 5,759 Computer equipment 3 years 10,112 7,495 Less: Accumulated depreciation (6,948 ) (4,905 ) $ 8,923 $ 8,349 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Expenses (Tables) | 6 Months Ended |
Nov. 30, 2018 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Expenses | Accounts payable and accrued expenses comprised of the following: November 30, May 31, (Unaudited) Trade Payables $ 20,256 $ 41,320 Accrued Freight 22,716 22,532 Credit Cards 19,953 15,521 Other 543 386 $ 63,468 $ 79,759 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Nov. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of future minimum rental payments required under operating lease | Future minimum rental payments required under this operating lease are as follows: Total 1 Year 2-3 Year Thereafter Operating lease $ 79,528 $ 79,528 $ — $ — Total $ 79,528 $ 79,528 $ — $ — |
Concentrations (Tables)
Concentrations (Tables) | 6 Months Ended |
Nov. 30, 2018 | |
Disclosure Concentrations Tables Abstract | |
Schedule of Sales by Product Line | During the six months period ended November 30, 2018, sales by product line comprised of the following: Prep cleanser and shampoo 18 % Moisturizer and conditioner 13 % Treatment spray 6 % Cellular complex 6 % Hair masque 1 % Thickening spray 2 % Introductory kit 21 % Fragrance shampoo and conditioner 15 % Thermal protect 4 % Thickening spray 4 % Others 10 % Total 100 % |
Summary of Significant Accounti
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Nov. 30, 2018 | Nov. 30, 2017 | Nov. 30, 2018 | Nov. 30, 2017 | May 31, 2018 | |
Accounting Policies [Abstract] | |||||
Net loss | $ 58,039 | $ 101,298 | $ 151,343 | $ 228,027 | |
Net cash used in operations | 147,200 | 352,135 | |||
Accumulated deficit | 4,639,510 | 4,639,510 | $ 4,488,167 | ||
Prepaid expenses and other current assets | 8,889 | 8,889 | 3,505 | ||
Advances to major supplier | 15,752 | 15,752 | $ 3,413 | ||
Shipping costs | $ 9,154 | $ 10,625 | $ 18,702 | $ 16,122 | |
Potentially dilutive securities outstanding, shares |
Accounts Receivable (Details)
Accounts Receivable (Details) - USD ($) | Nov. 30, 2018 | May 31, 2018 |
Receivables [Abstract] | ||
Accounts receivable | $ 38,587 | $ 32,733 |
Less: Allowance for bad debts | (3,039) | (2,742) |
Accounts receivable, net | $ 35,548 | $ 29,991 |
Accounts Receivable (Details Na
Accounts Receivable (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Nov. 30, 2018 | Nov. 30, 2017 | Nov. 30, 2018 | Nov. 30, 2017 | |
Accounts Receivable (Textual) | ||||
Bad debt expense | $ 297 | $ 297 | $ 1,204 |
Inventory (Details)
Inventory (Details) - USD ($) | Nov. 30, 2018 | May 31, 2018 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 55,327 | $ 113,134 |
Raw materials | 265,354 | 208,403 |
Inventory, net | $ 320,681 | $ 321,537 |
Inventory (Details Narrative)
Inventory (Details Narrative) - USD ($) | 6 Months Ended | ||
Nov. 30, 2018 | Nov. 30, 2017 | May 31, 2018 | |
Inventory Disclosure [Abstract] | |||
Inventory held at third party locations | $ 35,850 | $ 64,485 | |
Write Down of Inventory for Obsolescence which is included in Cost of Sales | $ 636 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) | 6 Months Ended | |
Nov. 30, 2018 | May 31, 2018 | |
Furniture and fixtures | $ 5,759 | $ 5,759 |
Computer equipment | 10,112 | 7,495 |
Less: Accumulated depreciation | (6,948) | (4,905) |
Property and equipment net | $ 8,923 | $ 8,349 |
Furniture and Fixtures [Member] | ||
Estimated life | 5 years | |
Computer Equipment [Member] | ||
Estimated life | 3 years |
Property and Equipment (Detai_2
Property and Equipment (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Nov. 30, 2018 | Nov. 30, 2017 | Nov. 30, 2018 | Nov. 30, 2017 | |
Property and Equipment (Textual) | ||||
Depreciation expense | $ 1,103 | $ 608 | $ 2,043 | $ 1,204 |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Expenses (Details) - USD ($) | Nov. 30, 2018 | May 31, 2018 |
Payables and Accruals [Abstract] | ||
Trade Payables | $ 20,256 | $ 41,320 |
Accrued Freight | 22,716 | 22,532 |
Credit Cards | 19,953 | 15,521 |
Other | 543 | 386 |
Accounts Payable and Accrued Expenses, net | $ 63,468 | $ 79,759 |
Stockholders' Equity (Details N
Stockholders' Equity (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Nov. 30, 2018 | Nov. 30, 2017 | Nov. 30, 2018 | Nov. 30, 2017 | May 31, 2018 | |
Stockholders' Equity (Textual) | ||||||
Shares of common stock | 100,000,000 | 100,000,000 | 100,000,000 | |||
Shares of common stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Shares of preferred stock | 20,000,000 | 20,000,000 | 20,000,000 | |||
Shares of preferred stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Proceeds of common stock | $ 304,000 | $ 283,400 | ||||
Stock issued an aggregate of common stock value | $ 5,000 | 5,000 | 283,400 | |||
Stock based compensation | $ 5,000 | $ 30,973 | ||||
Common Stock [Member] | ||||||
Stockholders' Equity (Textual) | ||||||
Shares issued for common stock | 760,000 | 746,000 | 760,000 | 80,000 | ||
Stock issued an aggregate of common stock value | $ 1 | $ 1 | $ 74 | |||
Common Stock [Member] | Consulting Agreements [Member] | ||||||
Stockholders' Equity (Textual) | ||||||
Shares issued for common stock | 80,000 | |||||
Share price | $ 0.25 | |||||
Stock issued an aggregate of common stock value | $ 20,000 | |||||
Minimum [Member] | Consulting Agreements [Member] | ||||||
Stockholders' Equity (Textual) | ||||||
Consulting agreements term | 2 months | |||||
Stock based compensation | $ 20,000 | |||||
Maximum [Member] | Consulting Agreements [Member] | ||||||
Stockholders' Equity (Textual) | ||||||
Consulting agreements term | 6 months |
Commitments and Contingencies_2
Commitments and Contingencies (Details) | May 31, 2018USD ($) |
Schedule of Future minimum rental payments for operating lease | |
1 Year | $ 79,528 |
2-3 Year | |
Thereafter | |
Total | $ 79,528 |
Commitments and Contingencies_3
Commitments and Contingencies (Details Narrative) - USD ($) | 6 Months Ended | |
Nov. 30, 2018 | Nov. 30, 2017 | |
Commitments and Contingencies (Textual) | ||
Lease agreement, description | In September 2016, the Company executed a lease agreement in connection with its office and warehouse facility in California under operating leases for a period of 37 months commencing in October 2016 and expiring in October 2019. The Company shall pay a monthly base rent starting at $6,782 plus a pro rata share of operating expenses. The base rent is subject to an annual increase beginning in October 2017 as defined in the lease agreement. | |
Lease agreement period | 37 months | |
Lease expiration date | Oct. 31, 2019 | |
Monthly base rent | $ 6,782 | |
Lease rent expense | $ 47,537 | $ 36,266 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | Nov. 30, 2018 | May 31, 2018 |
Related Party Transactions (Textual) | ||
Amount payable to officers | $ 210 | $ 210 |
Concentrations (Details Narrati
Concentrations (Details Narrative) | 6 Months Ended | 12 Months Ended | ||
Nov. 30, 2018USD ($)CustomerVendor | Nov. 30, 2017USD ($)Vendor | May 31, 2017Customer | May 31, 2018USD ($) | |
Concentrations (Textual) | ||||
Amount of FDIC | $ 250,000 | |||
Held in cash | $ 167,000 | $ 0 | ||
Sales Revenue, Net [Member] | ||||
Concentrations (Textual) | ||||
Number of customers | 2 | 4 | ||
Concentration risk percentage | 45.00% | 67.00% | ||
Sales Revenue, Net [Member] | UNITED STATES [Member] | ||||
Concentrations (Textual) | ||||
Concentration risk percentage | 37.00% | 47.00% | ||
Sales Revenue, Net [Member] | CANADA [Member] | ||||
Concentrations (Textual) | ||||
Concentration risk percentage | 23.00% | 33.00% | ||
Sales Revenue, Net [Member] | Italy [Member] | ||||
Concentrations (Textual) | ||||
Concentration risk percentage | 9.00% | 14.00% | ||
Sales Revenue, Net [Member] | Hong Kong [Member] | ||||
Concentrations (Textual) | ||||
Concentration risk percentage | 5.00% | |||
Sales Revenue, Net [Member] | United Kingdom [Member] | ||||
Concentrations (Textual) | ||||
Concentration risk percentage | 1.00% | |||
Sales Revenue, Net [Member] | Product [Member] | ||||
Concentrations (Textual) | ||||
Concentration risk percentage | 100.00% | 10.00% | ||
Sales Revenue, Net [Member] | Hair Shampoo [Member] | ||||
Concentrations (Textual) | ||||
Concentration risk percentage | 23.00% | |||
Sales Revenue, Net [Member] | Hair Shampoo And Conditioner [Member] | ||||
Concentrations (Textual) | ||||
Concentration risk percentage | 17.00% | |||
Sales Revenue, Net [Member] | Hair Treatment And Repair Products [Member] | ||||
Concentrations (Textual) | ||||
Concentration risk percentage | 26.00% | |||
Sales Revenue, Net [Member] | Introductory Kit [Member] | ||||
Concentrations (Textual) | ||||
Concentration risk percentage | 21.00% | 31.00% | ||
Sales Revenue, Net [Member] | Customer One [Member] | ||||
Concentrations (Textual) | ||||
Concentration risk percentage | 30.00% | 23.00% | ||
Sales Revenue, Net [Member] | Customer Two [Member] | ||||
Concentrations (Textual) | ||||
Concentration risk percentage | 15.00% | 17.00% | ||
Sales Revenue, Net [Member] | Customer Three [Member] | ||||
Concentrations (Textual) | ||||
Concentration risk percentage | 14.00% | |||
Sales Revenue, Net [Member] | Customer Four [Member] | ||||
Concentrations (Textual) | ||||
Concentration risk percentage | 13.00% | |||
Accounts Receivable [Member] | ||||
Concentrations (Textual) | ||||
Number of customers | Customer | 3 | 3 | ||
Concentration risk percentage | 77.00% | 60.00% | ||
Accounts Receivable [Member] | Customer One [Member] | ||||
Concentrations (Textual) | ||||
Concentration risk percentage | 26.00% | 34.00% | ||
Accounts Receivable [Member] | Customer Two [Member] | ||||
Concentrations (Textual) | ||||
Concentration risk percentage | 32.00% | 14.00% | ||
Accounts Receivable [Member] | Customer Three [Member] | ||||
Concentrations (Textual) | ||||
Concentration risk percentage | 19.00% | 12.00% | ||
Accounts Receivable [Member] | Customer Four [Member] | ||||
Concentrations (Textual) | ||||
Concentration risk percentage | ||||
Vendors [Member] | ||||
Concentrations (Textual) | ||||
Number of vendors | Vendor | 3 | 3 | ||
Purchased inventories and products | $ 241,220 | $ 239,000 | ||
Percentage of purchases | 75.00% | 85.00% |
Concentrations (Details)
Concentrations (Details) - Sales Revenue, Net [Member] | 6 Months Ended | |
Nov. 30, 2018 | Nov. 30, 2017 | |
Concentration risk percentage | 45.00% | 67.00% |
Prep Cleanser And Shampoo [Member] | ||
Concentration risk percentage | 18.00% | |
Moisturizer And Conditioner [Member] | ||
Concentration risk percentage | 13.00% | |
Treatment Spray [Member] | ||
Concentration risk percentage | 6.00% | |
Cellular Complex [Member] | ||
Concentration risk percentage | 6.00% | |
Hair Masque [Member] | ||
Concentration risk percentage | 1.00% | |
Thickening Spray [Member] | ||
Concentration risk percentage | 2.00% | |
Introductory Kit [Member] | ||
Concentration risk percentage | 21.00% | 31.00% |
Fragrance Shampoo And Conditioner [Member] | ||
Concentration risk percentage | 15.00% | |
Thermal Protect [Member] | ||
Concentration risk percentage | 4.00% | |
Thickening Spray [Member] | ||
Concentration risk percentage | 4.00% | |
Others [Member] | ||
Concentration risk percentage | 10.00% | |
Product [Member] | ||
Concentration risk percentage | 100.00% | 10.00% |