EVO Transportation & Energy Services (EVOA) 10-Q 14 Aug 17 2017 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2017	Aug. 11, 2017
Document and Entity Information [Abstract]
Entity Registrant Name	MINN SHARES INC
Entity Central Index Key	728,447
Trading Symbol	MSHS
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Type	10-Q
Document Period End Date	Jun. 30, 2017
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q2
Entity Filer Category	Smaller Reporting Company
Entity Common Stock Shares Outstanding		420,804

Consolidated Balance Sheets (Un

Consolidated Balance Sheets (Unaudited) - USD ($)	Jun. 30, 2017	Dec. 31, 2016
Current assets
Cash and cash equivalents	$ 264,369	$ 24,944
Accounts receivable	301,434
Volumetric excise tax credit receivable		15,214
Inventory	1,325
Prepaids	41,269	11,576
Total current assets	608,397	51,734
Non-current assets
Property and equipment, net	7,701,778	1,102,249
Construction in progress	470,694	79,354
Intangibles	577,500
Goodwill	936,837
Deposits and other assets	255,438	39,646
Total non-current assets	9,942,247	1,221,249
Total assets	10,550,644	1,272,983
Current liabilities
Accounts payable	1,466,351	822,829
Accounts payable - related parties	365,345	261,060
Advances from stockholders	168,112	37,500
Accrued interest - related parties	390,859	164,368
Accrued expenses	128,829	127,596
Derivative liability	23,211
Current portion of subordinated convertible senior notes payable to stockholders	1,421,556	1,021,556
Convertible promissory notes - related parties	4,042,235
Current portion of long-term debt	1,145,453	121,299
Total current liabilities	9,151,951	2,556,208
Non-current liabilities
Long-term subordinated convertible notes payable to stockholders	1,166,373	1,166,373
Convertible promissory notes - stockholders, net unamortized discount of $4,936,611 and $0	5,181,446	405,103
Long-term debt, less current portion		1,073,690
Derivative liability, less current portion	16,217
Deferred rent	8,822	15,439
Deferred tax liability	71,294	71,294
Total non-current liabilities	6,444,152	2,731,899
Total liabilities	15,596,103	5,288,107
Commitments and contingencies
Stockholders' deficit
Preferred stock, $.0001 par value; 10,000,000 shares authorized, no shares issued and outstanding
Common stock, $.0001 par value; 100,000,000 shares authorized; 420,804 (2017) and 317,207 (2016) shares issued and outstanding	42	32
Additional paid-in capital	1,299,981	899,304
Accumulated deficit	(6,345,482)	(4,914,460)
Total stockholders' deficit	(5,045,459)	(4,015,124)
Total liabilities and stockholders' deficit	$ 10,550,644	$ 1,272,983

Consolidated Balance Sheets (U3

Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($)	Jun. 30, 2017	Dec. 31, 2016
Balance Sheets [Abstract]
Convertible promissory notes - stockholders, net unamortized discount	$ 4,936,611	$ 0
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued
Preferred stock, shares outstanding
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	420,804	317,207
Common stock, shares outstanding	420,804	317,207

Consolidated Statements of Oper

Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Revenue
CNG sales	$ 593,487	$ 97,629	$ 1,070,714	$ 162,099
Volumetric excises tax credit		12,888		60,263
Total revenue	593,487	110,517	1,070,714	222,362
CNG cost of sales	284,248	55,676	554,084	109,048
Gross profit	309,239	54,841	516,630	113,314
Operating expenses
General and administrative	358,127	242,315	918,716	542,035
Depreciation	168,555	51,312	298,786	102,624
Amortization	52,500		52,500
Total operating expenses	579,182	293,627	1,270,002	644,659
Other expense
Interest expense	(230,517)	(111,986)	(429,182)	(168,198)
Accretion of debt discount	(123,415)		(205,692)
Loss on acquisition of El Toro				(717,011)
Realized gain on derivative liability	62,731		34,724
Warrant expense	(77,500)		(77,500)
Other expense		(4,480)		(4,480)
Total other expense	(368,701)	(116,466)	(677,650)	(889,689)
Net loss	$ (638,644)	$ (355,252)	$ (1,431,022)	$ (1,421,034)
Basic weighted average common shares outstanding	321,731	122,905	321,731	122,905
Basic loss per common share	$ (1.99)	$ (2.89)	$ (4.21)	$ (11.56)
Diluted weighted average common shares outstanding	321,731	122,905	321,731	122,905
Diluted loss per common share	$ (1.99)	$ (2.89)	$ (4.21)	$ (11.56)

Consolidated Statements of Cash

Consolidated Statements of Cash Flows (Unaudited) - USD ($)	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
Cash flows from operating activities
Net loss	$ (1,431,022)	$ (1,421,034)
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation and amortization	351,286	102,624
Deferred rent	(6,617)	22,055
Interest expense	7,262
Warrant expense	77,500
Unrealized loss on derivative liability	8,480
Realized gain on derivative liability	(51,684)
Common stock issued for debt	13,187
Units issued for debt		14,008
Loss on acquisition of El Toro		717,011
Accretion of debt discount	205,692	3,188
Changes in assets and liabilities
Accounts receivable	(301,434)
Volumetric excise tax credit receivable	15,214
Inventory	(1,325)
Other current assets	2,425	8,080
Deposits and other long-term assets	(17,041)	(380,050)
Accounts payable	397,010	22,799
Accounts payable - related parties	104,285	288,992
Accrued interest related party	226,491	129,330
Accrued expenses	1,233	64,578
Adjustments to reconcile net loss to net cash used in operating activities, total	1,031,964	992,615
Net cash used in operating activities	(399,058)	(428,419)
Cash flows from investing activities
Purchase of equipment		(3,897)
Cash from acquisition		(3,434)
Construction in progress	(144,828)
Net cash used in investing activities	(144,828)	(7,331)
Cash flows from financing activities
Line-of-credit		(150,000)
Advances from stockholders	130,612	35,500
Promissory note - related parties	(7,765)
Subordinated convertible senior notes payable to members	400,000	650,000
Payments of principal on long-term debt	(49,536)	(46,902)
Proceeds from sale of common stock and issuance of warrants	310,000
Net cash provided by financing activities	783,311	488,598
Net increase in cash and cash equivalents	239,425	52,848
Cash and cash equivalents - beginning of year	24,944	358
Cash and cash equivalents - end of year	$ 264,369	$ 53,206

Consolidated Statements of Cas6

Consolidated Statements of Cash Flows (Parenthetical) (Unaudited) - USD ($)	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
Supplemental cash flow information
Cash paid for interest	$ 170,780	$ 30,220
Supplemental disclosure of non-cash activity [Abstract]
Construction in progress purchases in accounts payable	$ 246,512	246,512
Subordinated notes payable to stockholders		99,235
Accounts payable - related party		127,108
Conversion of long term notes		85,599
Subordinated convertible senior notes payable to members		21,556
Subordinated notes payable to member of related party		$ 64,043

Consolidated Statements of Cas7

Consolidated Statements of Cash Flows (Parenthetical 1) (Unaudited)	Jun. 30, 2017USD ($)
Business Acquisition [Line Items]
Goodwill	$ 936,837
EVO [Member]
Business Acquisition [Line Items]
Prepaid	32,118
Trademarks	164,000
Customer lists	466,000
Goodwill	936,837
Property and equipment	6,898,315
Deposits and other long-term assets	198,751
Derivative liability	(5,821)
Derivative liability, less current portion	(76,811)
Convertible promissory note - related party	(13,550,000)
Debt discount	$ 4,936,611

Basis of Presentation and Secur

Basis of Presentation and Securities Exchange	6 Months Ended
	Jun. 30, 2017
Basis of Presentation and Securities Exchange [Abstract]
Basis of Presentation and Securities Exchange	Basis of Presentation and Securities Exchange These financial statements represent the consolidated financial statements of Minn Shares Inc. (“Minn Shares”), its wholly owned subsidiaries, Titan CNG LLC (“Titan”) and Environmental Alternative Fuels, LLC (“EAF”), Titan’s wholly-owned subsidiaries, El Toro, Titan Diamond Bar LLC (“Diamond Bar”), and Titan Blaine, LLC (“Blaine”), and EAF’s wholly-owned subsidiary, EVO CNG, LLC (“EVO”) (collectively, the “Company”). On November 22, 2016, Titan and its members entered into an Agreement and Plan of Securities Exchange with Minn Shares whereby Minn Shares acquired all of the equity interests of Titan and Titan became a wholly-owned subsidiary of Minn Shares (the “Titan Securities Exchange”). Minn Shares issued 248,481 shares of its Common Stock to acquire Titan, which resulted in the former Titan equity holders owning approximately 91.25% of the outstanding Common Stock after the consummation of the Titan Securities Exchange. At the closing of the Titan Securities Exchange, all of the units issued and outstanding for Titan immediately prior to the closing of the Titan Securities Exchange were converted into 248,481 shares of common stock, par value $0.0001 per share (“Common Stock”) of Minn Shares. The Company did not have any stock options or warrants to purchase shares of its capital stock outstanding at the time of the Titan Securities Exchange. Cash and cash equivalents $ 3,377 Accounts payable (54,036 ) Convertible promissory note - related party (405,103 ) Reverse acquisition $ (455,762 ) Because the former members of Titan owned approximately 91.25% of the combined company on completion of the Titan Securities Exchange, the transaction was accounted for as a recapitalization through a reverse acquisition, with no goodwill or other intangibles recorded. As such, the financial information reflects the historical financial information of Titan, Diamond Bar and Blaine and the remaining assets and liabilities of Minn Shares brought over at historical cost. Minn Shares’ results of operation, which were de minimis, are included in the Company’s financial statements from the date of acquisition, November 22, 2016. Costs of the transaction have been charged to operations. The capital structure of the Company has been retroactively adjusted to reflect that of Minn Shares with all shares being adjusted based on the exchange ratio of equity interest in connection with the Titan Securities Exchange. As a result of the Titan Securities Exchange, Minn Shares acquired the business of Titan and Titan subsidiaries El Toro, Diamond Bar and Blaine as of November 22, 2016, and will continue the existing business operations of Titan, El Toro, Diamond Bar and Blaine as a publicly traded company under the name Minn Shares Inc. The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for completed financial statements. In the opinion of management, such statements include all adjustments (consisting only of normal recurring items) which are considered necessary for a fair presentation of the consolidated financial statements of the Company as of June 30, 2017. The results of operations for the six months ended June 30, 2017 are not necessarily indicative of the operating results for the full year. It is recommended that these consolidated financial statements be read in conjunction with the consolidated financial statements and related disclosures for the year ended December 31, 2016 filed with the Securities and Exchange Commission on April 18, 2017. On February 1, 2017, Minn Shares, EAF, EVO, and Danny R. Cuzick (“Danny Cuzick”), Damon R. Cuzick (“Damon Cuzick”), Theril H. Lund and Thomas J. Kiley (together with Danny Cuzick and Damon Cuzick, the “EAF Members”) consummated the transactions contemplated by that certain Agreement and Plan of Securities Exchange dated January 11, 2017 (the “EAF Exchange Agreement”), by and among Minn Shares, EAF, EVO and the EAF Members. Pursuant to the EAF Exchange Agreement, Minn Shares acquired all of the membership interests in EAF (the “EAF Interests”) from the EAF Members. EAF, together with EVO, is a compressed natural gas fueling station company with six fueling stations in California, Texas, Arizona and Wisconsin. In determining the accounting acquirer in the transactions contemplated by the EAF Exchange Agreement, management considered the Financial Accounting Standards Board’s Accounting Standard Codification (“ASC”) 805—Business Combinations. Specifically, management considered the guidance in ASC 810-10, which generally provides that the acquirer in a business combination transaction is determined by identifying the existence of a controlling financial interest, which can typically be determined by the ownership of a majority voting interest. Because the Minn Shares stockholders continued to own all of the outstanding shares of Common Stock on completion of the transactions contemplated by the EAF Exchange Agreement, management determined that Minn Shares was the accounting acquirer in the EAF transaction. However, because the Convertible Notes issued as consideration pursuant to the EAF Exchange Agreement could convert to a majority of the issued and outstanding Common Stock, management will continue to evaluate the accounting treatment for the EAF transaction. On April 6, 2017, the Company effected a 50-for-1 reverse stock split of its common stock pursuant to which each 50 shares of issued and outstanding common stock became one share of common stock (the “Reverse Split”). No fractional shares were issued as a result of the Reverse Split. All references to numbers of shares of Common Stock and per share amounts give retroactive effect to the Reverse Split for all periods presented. Going Concern The Company is an early stage company in the process of acquiring several businesses in the vehicle fuels industry. As of June 30, 2017 the Company acquired EAF, which was financed through approximately $13.6 million of debt of which $3.8 million is contemplated to be repaid through a successful secondary offering before the December 31, 2017 due date. As of June 30, 2017, the Company has a working capital deficit of approximately $8.5 million which management anticipates rectifying with additional public or private offerings. The Company also is evaluating certain cash flow improvement measures. However, there can be no assurance that the Company will be successful in these efforts. The accompanying unaudited financial statements have been prepared assuming that the Company will continue as a going concern; however, the above conditions raise doubt about the Company’s ability to do so. The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result should the Company be unable to continue as a going concern.

Description of Business and Sum

Description of Business and Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2017
Description of Business and Summary of Significant Accounting Policies [Abstract]
Description of Business and Summary of Significant Accounting Policies	Note 1 - Description of Business and Summary of Significant Accounting Policies The Company is a compressed natural gas (“CNG”) service business based in Peoria, Arizona. Titan is the management company and El Toro, Diamond Bar, and Blaine are CNG service stations. El Toro was formed during 2013 and began operations during 2015. El Toro, located in Lake Forest, California, is a comprehensive natural gas vehicle solutions provider that offers products and services to corporate and municipal fleet operators as well as individual consumers. As of June 30, 2017, El Toro ceased operations. The Company has evaluated El Toro’s assets for impairment and has determined that no impairment is necessary because the Company intends to redeploy the assets or sell the assets for an amount equal to or greater than the carrying value of the assets. Blaine and Diamond Bar were formed in 2015. In March 2016 Diamond Bar began operations of its CNG station under a lease agreement with the State of California South Coast Air Quality Management District (“SCAQMD”) in Diamond Bar, California. The Company is currently constructing Blaine, a private station, for Walters Recycling & Refuse, Inc. (“Walters”) in Blaine, Minnesota, which it will operate under a seven year take-or-pay contract with Walters. These subsidiaries also intend to provide comprehensive natural gas vehicle solutions to corporate and municipal fleet operators as well. On February 1, 2017, pursuant to the EAF Exchange Agreement, Minn Shares acquired all of the membership interests of EAF. EAF, together with EVO, is a compressed natural gas fueling station company with six fueling stations in California, Texas, Arizona and Wisconsin. Minn Shares Inc. was incorporated in the State of Delaware on October 22, 2010. Principles of Consolidation The accompanying consolidated financial statements include the accounts of Minn Shares Inc., its subsidiaries, Titan and EAF, Titan’s wholly owned subsidiaries, El Toro, Diamond Bar and Blaine, and EAF’s wholly owned subsidiary, EVO. All intercompany accounts and transactions have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The financial statements include some amounts that are based on management’s best estimates and judgments. The most significant estimates relate to recognition and measurement of identifiable assets acquired and liabilities assumed in business combinations, accounts receivable, estimated useful lives and impairment on property and equipment, and contingencies. These estimates may be adjusted as more current information becomes available, and any adjustment could be significant. Accounts Receivable The Company provides an allowance for doubtful accounts equal to the estimated uncollectible amounts. The Company’s estimate is based on historical collection experience and a review of the current status of trade accounts receivable. It is reasonably possible that the Company’s estimate of the allowance for doubtful accounts will change and that losses ultimately incurred could differ materially from the amounts estimated in determining the allowance. No allowance for doubtful accounts was recorded for the six months ended June 30, 2017. Concentrations of Credit Risk During the six months ended June 30, 2017 and 2016, five and one customers accounted for 91% and 13%, respectively of total revenues. At June 30, 2017, four customers accounted for 83% of total accounts receivable. Property and Equipment Property and equipment are stated at cost. Depreciation is provided utilizing the straight-line method over the estimated useful lives for owned assets, ranging from five to 40 years, and the shorter of the estimated economic life or related lease terms for leasehold improvements. Construction in process represents the accumulated costs of assets not yet placed in service and primarily relates to equipment purchases and architectural fees for a CNG station being constructed by Blaine. Goodwill and Intangible Assets Goodwill represents the excess of fair value over the net assets of the business acquired. Goodwill is evaluated for impairment annually or when a triggering event indicates it is more likely than not that an impairment may be necessary. Definite-lived intangible assets are amortized over their estimated useful lives. In addition, amortized intangible assets are reviewed for impairment annually or when indicators of impairment exist. No impairment expense was recognized during the six months ended June 30, 2017. Long-Lived Assets The Company evaluates the recoverability of long-lived assets whenever events or changes in circumstances indicate that an asset’s carrying amount may not be recoverable. Such circumstances could include, but are not limited to (1) a significant decrease in the market value of an asset, (2) a significant adverse change in the extent or manner in which an asset is used, or (3) an accumulation of costs significantly in excess of the amount originally expected for the acquisition of an asset. The Company measures the carrying amount of the asset against the estimated undiscounted future cash flows associated with it. Should the sum of the expected future net cash flows be less than the carrying value of the asset being evaluated, an impairment loss would be recognized. The impairment loss would be calculated as the amount by which the carrying value of the asset exceeds its fair value. The fair value is measured based on quoted market prices, if available. If quoted market prices are not available, the estimate of fair value is based on various valuation techniques, including the discounted value of estimated future cash flows. The evaluation of asset impairment requires the Company to make assumptions about future cash flows over the life of the asset being evaluated. These assumptions require significant judgment and actual results may differ from assumed and estimated amounts. The Company has evaluated El Toro’s assets for impairment and has determined that no impairment is necessary because the Company intends to redeploy the assets or sell the assets for an amount equal to or greater than the carrying value of the assets. Net Loss per Share of Common Stock Basic loss per share is computed by dividing net loss available to holders of the Company’s Common Stock by the weighted average number of shares of Common Stock outstanding for the period. Diluted loss per share reflects the potential dilution that would occur if securities or other contracts to issue Common Stock were exercised or converted into Common Stock. Securities totaling 103,333 and 0 for the three and six months ended June 30, 2017 and 2016, respectively, have been excluded from loss per share because their effect would have been anti-dilutive. Revenue Recognition The Company’s revenues primarily consist of CNG fuel sales. These revenues are recognized in accordance with GAAP, which requires that the following four criteria must be met before revenue can be recognized: (i) persuasive evidence of an arrangement exists: (ii) delivery has occurred and title and the risks and rewards of ownership have been transferred to the customer or services have been rendered; (iii) the price is fixed or determinable; and (iv) collectability is reasonably assured. Applying these factors, the Company typically recognizes revenue from the sale of natural gas fuel at the time the fuel is dispensed. The Company is eligible to receive, at times, a federal alternative fuels tax credit when a gasoline gallon equivalent of CNG is sold as vehicle fuel. Based on the service relationship with its customers, either the Company or its customers claims the credit. The Company records its volumetric excise tax credits (“VETC”), if any, as revenue in its statements of operations as the credits are fully refundable. See the discussion under VETC below for further information. Volumetric Excise Tax Credit For 2016, the VETC credit was $0.50 per gasoline gallon equivalent of CNG that is sold as a vehicle fuel. The American Taxpayer Relief Act, signed into law on January 2, 2013, reinstated VETC for 2013 and made it retroactive to January 1, 2012. The Tax Increase Prevention Act, signed into law on December 19, 2014, reinstated VETC for the 2014 calendar year and made it retroactive to January 1, 2014. The Company did not record any VETC revenues in 2012, 2013 or 2014. In December 2015, the VETC was extended through December 31, 2016 and made retroactive to January 1, 2015. As a result, VETC revenues for the six months ended June 30, 2016 was $60,263. As of June 30, 2017 the VETC has not been extended into 2017. Income Taxes The Company recognizes deferred tax liabilities and assets based on the differences between the tax basis of assets and liabilities and their reported amounts in the financial statements that will result in taxable or deductible amounts in future years. The Company’s temporary differences result primarily from depreciation. The Company evaluates its tax positions taken or expected to be taken in the course of preparing the Company’s tax returns to determine whether the tax positions will more likely than not be sustained by the applicable tax authority. Tax positions not deemed to meet the more-likely-than-not threshold are not recorded as a tax benefit or expense in the current year. Interest and penalties, if applicable, are recorded in the period assessed as general and administrative expenses. However, no interest or penalties have been assessed for the six months ended June 30, 2017 and 2016. Tax years that remain subject to examination include 2013 through the current year for federal and state, respectively. Deferred income taxes are provided for temporary differences between the financial reporting and tax basis of assets and liabilities. Deferred taxes are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of the enactment. In evaluating the ultimate realization of deferred income tax assets, management considers whether it is more likely than not that the deferred income tax assets will be realized. Management establishes a valuation allowance if it is more likely than not that all or a portion of the deferred income tax assets will not be utilized. The ultimate realization of deferred income tax assets is dependent on the generation of future taxable income, which must occur prior to the expiration of the net operating loss carryforwards. Recently Issued Accounting Pronouncements In January 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-04, Intangibles - Goodwill and Other (Topic 350) (“ASU 2017-04”), Simplifying the Test for Goodwill Impairment. To simplify the subsequent measurement of goodwill, the amendments eliminate Step 2 from the goodwill impairment test. The annual, or interim, goodwill impairment test is performed by comparing the fair value of a reporting unit with its carrying amount. An impairment charge should be recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. In addition, income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit should be considered when measuring the goodwill impairment loss, if applicable. The guidance is effective for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019 and early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. We do not expect the adoption of ASU 2017-04 will have a material impact on our consolidated financial statements In June 2016, FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326) (“ASU 2016-13”), Measurement of Credit Losses on Financial Instruments. The standard significantly changes how entities will measure credit losses for most financial assets and certain other instruments that aren’t measured at fair value through net income. The standard will replace today’s “incurred loss” approach with an “expected loss” model for instruments measured at amortized cost. For available-for-sale debt securities, entities will be required to record allowances rather than reduce the carrying amount, as they do today under the other-than-temporary impairment model. It also simplifies the accounting model for purchased credit-impaired debt securities and loans. This ASU is effective for annual periods beginning after December 15, 2019, and interim periods therein. Early adoption is permitted for annual periods beginning after December 15, 2018, and interim periods therein. We do not expect the adoption of ASU 2016-13 will have a material impact on our consolidated financial statements. In March 2016, FASB issued ASU 2016-09, Compensation - Stock Compensation (Topic 718) (“ASU 2016-09”), Improvements to Employee Share-Based Payment Accounting. The amendments in ASU 2016-09 address multiple aspects of the accounting for share-based payment transactions, including income tax consequences, classification of awards as either equity or liability, and classification on the statements of cash flows. This ASU is effective for annual periods beginning after December 15, 2017, and interim periods within annual periods beginning after December 15, 2018. Early adoption is permitted in any interim or annual period. An entity that elects early adoption must adopt all the amendments in the same period, and any adjustments should be reflected as of the beginning of the fiscal year that includes the interim period. We early adopted this ASU for the first quarter of 2017; due to our valuation allowance for income taxes, it has no impact on our consolidated financial statements and therefore it was not necessary to apply it retrospectively to 2016 for comparability. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”). ASU 2014-09 amends the guidance for revenue recognition to replace numerous, industry-specific requirements and converges areas under this topic with those of the International Financial Reporting Standards. The ASU implements a five-step process for customer contract revenue recognition that focuses on transfer of control, as opposed to transfer of risk and rewards. The amendment also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenues and cash flows from contracts with customers. Other major provisions include the capitalization and amortization of certain contract costs, ensuring the time value of money is considered in the transaction price, and allowing estimates of variable consideration to be recognized before contingencies are resolved in certain circumstances. The amendments in this ASU are effective for reporting periods beginning after December 15, 2016; however, in July 2015, the FASB agreed to delay the effective date by one year. The proposed deferral may permit early adoption, but would not allow adoption any earlier than the original effective date of the standard. The Company is still assessing the impact of the amendments in this ASU; however, the disclosure will be significant to the Company. In February 2016, the FASB issued ASU 2016-02, “Leases” (“ASU 2016-02”), which will require lessees to recognize a right-of-use asset and a lease liability for all leases that are not short-term in nature. For a lessor, the accounting applied is also largely unchanged from previous guidance. The new rules will be effective for the Company in the first quarter of 2019. The Company is in the process of evaluating the impact the amendment will have on its consolidated financial position or results of operations.

Acquisitions

Acquisitions	6 Months Ended
	Jun. 30, 2017
Acquisitions [Abstract]
Acquisitions	Note 2 - Acquisitions EAF On February 1, 2017, pursuant to the EAF Exchange Agreement, Minn Shares acquired all of the membership interests of EAF. EAF, together with EVO, is a compressed natural gas fueling station company with six fueling stations in California, Texas, Arizona and Wisconsin. In determining the accounting acquirer in the transactions contemplated by the EAF Exchange Agreement, management considered the Financial Accounting Standards Board’s Accounting Standard Codification (“ASC”) 805—Business Combinations. Specifically, management considered the guidance in ASC 810-10, which generally provides that the acquirer in a business combination transaction is determined by identifying the existence of a controlling financial interest, which can typically be determined by the ownership of a majority voting interest. Because the Minn Shares stockholders continued to own all of the outstanding shares of Common Stock on completion of the transactions contemplated by the EAF Exchange Agreement, management determined that Minn Shares was the accounting acquirer in the EAF transaction. However, because the Convertible Notes issued as consideration pursuant to the EAF Exchange Agreement could convert to a majority of the issued and outstanding Common Stock, management will continue to evaluate the accounting treatment for the EAF transaction. The following unaudited table summarized the preliminary fair value allocation of the assets acquired and liabilities assumed at the acquisition date which were based on the best information available at the time the financial statements were issued and is subject to change. Prepaid $ 32,118 Trademarks 164,000 Customer lists 466,000 Goodwill 936,837 Property and equipment 6,898,315 Deposits and other long-term assets 198,751 Derivative liability (5,821 ) Derivative liability, less current portion (76,811 ) Convertible promissory note - related party (13,550,000 ) Debt discount (4,936,611 ) The following table summarizes the unaudited pro forma results of the Company giving effect to the acquisition as if it had occurred on January 1, 2016. The unaudited pro forma information is not necessarily indicative of the results of operations of the Company had this acquisition occurred at the beginning of the years presented, nor is it necessarily indicative of future results. For the Six Months Ended June 30, 2017 2016 Revenue $ 1,070,714 $ 1,244,628 Net loss $ (1,396,726 ) (817,989 ) Basic weighted average common shares outstanding 321,731 122,905 Basic loss per common stock $ (4.34 ) $ (6.66 ) The Company is evaluating the allocation of intangible assets as required under ASC 805-10-50-2 because the accounting for this business combination is incomplete at the time the financial statements were issued. As consideration for the EAF Interests, Minn Shares issued a promissory note to an EAF member in the principal amount of $3.8 million (the “Senior Promissory Note”) that bears interest at 7.5%, with a default interest rate of 12.5% per year and has a maturity date of the earlier of (a) the date that is ten days after the initial closing of a private offering of capital stock of Minn Shares in an amount not less than $10 million (a “Private Offering”); (b) December 31, 2017 or a (c) declaration by the noteholder of an event of default under the Senior Promissory Note. Also as consideration for the EAF Interests, Minn Shares issued convertible promissory notes to the EAF Members in the aggregate principal amount of $9.5 million (the “Convertible Notes”). The Convertible Notes bear interest at 1.5% per year and have a maturity date of February 1, 2026. The Convertible Notes are convertible into 1,400,000 shares (the “Transaction Shares”) of Common Stock, subject to adjustment for any stock splits, combinations or similar transactions, representing approximately 81.1% of the Company’s total outstanding shares of Common Stock on a post transaction basis. Accordingly, the conversion of the Convertible Notes will result in a change in control of the Company, all else being equal. The number of Transaction Shares will be increased to equal 70% of the issued and outstanding Common Stock if the issuance of Common Stock pursuant to a private offering of Common Stock of up to $2 million and the conversion of the Company’s subordinated notes payable to members and Senior Bridge Notes, convertible promissory notes, and certain accounts payable into Common Stock would otherwise cause the Transaction Shares to represent less than 70% of the issued and outstanding Common Stock. Pursuant to the terms of the EAF Exchange Agreement, the EAF Members are entitled to demand registration rights and piggyback registration rights with respect to the Transaction Shares upon customary terms, limitations, exceptions and conditions. The Convertible Notes are secured by all of the assets of EAF and the EAF Interests, which the Company pledged to the EAF Members as security for the Convertible Notes. Each Convertible Note is convertible at the applicable holder’s option beginning on the first anniversary of the date of issuance of the Convertible Notes, including at any time within 90 days after the holder’s receipt of notice of consummation of (1) a reorganization, merger or similar transaction where Minn Shares is not the surviving or resulting entity or (2) the sale of all or substantially all of Minn Shares’ assets, subject to customary restrictions. Each holder’s conversion option is subject to a monthly limit of the number of shares of Common Stock equal to 10% of the thirty day average trading volume of shares of Common Stock during the prior calendar month. The Convertible Notes are also subject to mandatory conversion at the Company’s option beginning on the first anniversary of the date of issuance of the Convertible Notes if: (i) the closing price of the Common Stock is greater than (A) 150% of the price at which a share of Common Stock is sold in a Private Offering or (B) $10.00 if a Private Offering has not occurred by December 31, 2017 and (ii) the average daily trading volume of shares of Common Stock has equaled 100,000 or more for the 30 days prior to the applicable date. Upon a conversion of the Convertible Notes, accrued interest may also be converted at the greater of (i) the amount of interest to be converted divided by the exchange ratio of 0.1357, subject to adjustment for stock splits or combinations, or (ii) the amount of interest to be converted divided by the closing price of the Common Stock on the trading day preceding the conversion date. In connection with the closing of the EAF Exchange Agreement, on February 1, 2017, the Company issued promissory notes to the EAF Members in the aggregate principal amount of $250,000 that bear interest at 6% per annum with a default rate of 11% per annum and a maturity date of the earlier of (a) the closing of a Private Offering; (b) 180 days from the date of the notes and (c) declaration by a holder of an event of default under the holder’s note (the “Working Capital Notes”). The Company failed to pay the outstanding balance on these notes by July 31, 2017, and as a result these notes are in default. However, the Company is in negotiations with the noteholders of these notes to extend the maturity date of these notes. In connection with the closing of the EAF Exchange Agreement, on February 1, 2017, the Company guaranteed a note from an EAF member to EAF dated January 30, 2017 in the principal amount of $4 million (the “EAF Note”). The EAF Note is secured by all assets of EAF and is guaranteed by EAF. The EAF Note bears interest at 7.5% per annum with a default rate of 12.5% per annum and has a maturity date of the earlier of (a) February 1, 2020 and (b) declaration by the noteholder of an event of default under the EAF Note.

Balance Sheet Disclosures

Balance Sheet Disclosures	6 Months Ended
	Jun. 30, 2017
Balance Sheet Disclosures [Abstract]
Balance Sheet Disclosures	Note 3 - Balance Sheet Disclosures Property and equipment are summarized as follows: June 30, 2017 December 31, (Unaudited) 2016 Equipment $ 4,186,014 $ 664,276 Buildings 3,538,044 401,462 Site development 401,462 161,467 Leasehold improvements 46,728 46,728 Computer equipment 42,109 42,109 8,214,357 1,316,042 Less Property and equipment - accumulated depreciation (512,579 ) (213,793 ) $ 7,701,778 $ 1,102,249 Depreciation expense for the six months ended June 30, 2017 and 2016 was $298,786 and $102,624, respectively. Construction in process contains amounts paid or accrued for construction of the Blaine CNG station that has not been placed into service as of June 30, 2017. Intangible assets and goodwill consist of the following: June 30, 2017 December 31, (Unaudited) 2016 Trademarks $ 164,000 $ - Customer lists 466,000 - Goodwill 936,837 - $ 1,566,837 $ - Less intangible assets – accumulated amortization (52,500 ) - $ 1,514,337 $ - Amortization expense for the six months ended June 30, 2017 and 2016 was $52,500 and $0, respectively. Amortization expense for the intangibles will be approximately $126,000 annually through 2022 and $21,000 in 2023 Accrued expenses consist of the following: June 30, 2017 December 31, (Unaudited) 2016 Professional fees $ 96,028 $ 82,386 Credit cards 19,568 32,061 Deferred rent 13,233 13,149 $ 128,829 $ 127,596

Related Party Transactions

Related Party Transactions	6 Months Ended
	Jun. 30, 2017
Related Party Transactions [Abstract]
Related Party Transactions	Note 4 - Related Party Transactions Accounts Payable - Related Party The Company’s accounts payables - related party consist of guaranteed payments and expense reimbursement to members. Accounts payable - related party was $365,345 and $261,060 as of June 30, 2017 and December 31, 2016, respectively. Advances Related Party During the six months ended June 30, 2017, an EAF member advanced $130,612 to the Company. During the year ended December 31, 2016, a Titan member advanced $2,000 to the Company. During the year ended December 31, 2016 an El Toro member advanced $35,500 to the Company. Accrued Interest - Related Party The Company’s accrued interest - related party are the accrued interest payments on stockholders’ subordinated convertible senior notes payable and convertible promissory notes payable to stockholders. Accrued interest - related party was $390,859 and $164,368 as of June 30, 2017 and December 31, 2016, respectively.

Long-Term Debt

Long-Term Debt	6 Months Ended
	Jun. 30, 2017
Long-Term Debt [Absract]
Long-Term Debt	Note 5 - Long-Term Debt Long-term debt consists of: June 30, December 31, 2017 2016 $1,300,000 SBA note payable issued December 31, 2014, with interest at 5.50% for the first five years, then adjusted to the SBA LIBOR base rate, plus 2.35% for the remaining five years. The note required interest only payments for the first twelve months and commencing during January 2016 calls for monthly principle and interest payments of $15,288. The note matures March 2024, is secured by substantially all of the Company’s business assets and is personally guaranteed by certain members. The note is a co-borrower arrangement between Titan and El Toro with the proceeds received by El Toro. The Company issued to members 35,491 units (equivalent to 31,203 common shares) in Titan as compensation for the guarantee. The Company was in violation of certain restrictive covenants as of June 30, 2017 and December 31, 2016. $ 1,145,453 $ 1,194,989 Six subordinated convertible senior notes payable to stockholders (“Senior Bridge Loans”) with interest at 12%. In connection with the notes payable, the note holders were issued 25,541 Class A Membership Units (equivalent to 22,455 common shares). In the event of a default the Company is required to pay the holder a stated number of Class A Membership Units on the date of default and each 90 day interval thereafter until all amounts due have been paid in full. Effective July 2016, the maturity date of the Senior Bridge Notes was extended to September 30, 2016 and allowed for an interest rate increase from 12% to 16% effective March 14, 2016. The default interest rate was increased from 15% to 18%. As part of the first amendment, the note holders received 3,359 Class A Membership Units (equivalent to 2,953 common shares) in Titan. In September 2016, the Senior Bridge Notes were amended to extend the due date to April 30, 2017 and the Company paid a fee for the extension of 1% of the outstanding principal balance to the note holders. The Company subsequently extended the maturity date of the notes to October 31, 2017. The Company paid a fee of 1% of the outstanding principal balance on the notes on or around each of January 31, 2017, April 30, 2017, and July 31, 2017 to extend the maturity date of the notes. The notes are secured by a subordinate security interest on substantially all of the Company’s assets and are personally guaranteed by two members. 1,421,556 1,021,556 Nine subordinated notes payable to stockholders with interest at 12%, with maturity at December 2020, secured by a subordinate security interest on substantially all assets of the Company. 1,166,373 1,166,373 Three convertible promissory notes to stockholders with interest at 12%, with maturity on or after November 2019. At the next equity financing the holder at their discretion may elect to convert the principal and interest. The promissory notes are unsecured. 412,365 405,103 A convertible promissory note to a former EAF member with interest at 7.5%, with maturity during December 2017, ten days after the initial closing of a private offering of capital stock of the Company in an amount not less than $10 million or at discretion of the member. 3,792,235 - Four convertible promissory notes to former EAF members with interest at 6%, with maturity during July 2017, with a private offering or at the discretion of the member. The convertible promissory notes are secured by substantially all of the Company’s assets. 250,000 - Four convertible promissory notes to former EAF members with interest at 1.5%, with maturity during February 2026, with a private offering or at the discretion of the member. The promissory notes are convertible into 1,400,000 shares. The convertible promissory notes are secured by substantially all of the Company’s assets. The Company imputed an interest rate of 5.1% on the promissory notes. The discount is accreted over the period from the date of issuance to the date the promissory notes are due using the effective interest rate method 9,500,000 - Debt discount (4,730,919 ) - 12,957,063 3,788,021 Less current portion (6,609,244 ) (1,142,855 ) $ 6,347,819 $ 2,645,166 Maturities of long-term obligations are as follows: Year Ending December 31, Related Party Notes Other Notes Total Six months ended December 31, 2017 $ 5,463,791 $ 1,145,453 $ 6,609,244 2018 - - - 2019 412,365 - 412,365 2020 1,166,373 - 1,166,373 2021 - - - Thereafter 9,500,000 - 9,500,000 $ 16,542,529 $ 1,145,453 $ 17,687,982

Derivative Instruments

Derivative Instruments	6 Months Ended
	Jun. 30, 2017
Derivative Instruments [Abstract]
Derivative Instruments	Note 6 - Derivative Instruments The Company periodically enters into various commodity hedging instruments to mitigate a portion of the effect of natural gas price fluctuations, as summarized in the table below. Open derivative positions are accounted for on a fair value basis at the consolidated balance sheet date, and any unrealized gain or loss is included in other expense on the consolidated statement of operations. Gains and losses from settled transactions are also recorded in other expense on the consolidated statement of operations. The Company does not have any derivative contracts designated as cash flow hedges. The following table summarizes the fair value of the derivatives recorded in the consolidated balance sheets, by category. Fair Value at June 30, 2017 Current commodity derivative liability $ 23,211 Long-term commodity derivative liability 16,217 - Total derivative liability $ 39,428 - As of June 30, 2017, the Company was party to one open derivative positions outstanding summarized below: Type Term Volume Index Fixed Price ($/Dth) Swap March 2015 - February 2019 95,000 NYM-LDS $ 3.82

Fair Value Measurements

Fair Value Measurements	6 Months Ended
	Jun. 30, 2017
Fair Value Measurements [Abstract]
Fair Value Measurements	Note 7 - Fair Value Measurements The following are the major categories of assets and liabilities measured at fair value on a recurring basis during the six months ended June 30, 2017, using quoted prices in active markets for identical assets and liabilities (Level 1), significant other observable inputs (Level 2), and significant unobservable inputs (Level 3). The following assets are measured at fair value on a recurring basis: Description Level 1 Level 2 Level 3 Total Liability Derivative liability $ - $ 39,428 $ - $ 39,428 The fair value of these derivative swap contracts is based on market prices posted on the New York Mercantile Exchange for natural gas. The Company determines the fair value of its derivative instruments under the income approach using a discounted cash flow model. The valuation model requires a variety of inputs, including contractual terms, projected natural gas prices, discount rates, and credit risk adjustments, as appropriate. The Company’s estimates of fair value of derivatives include consideration of the counterparty’s creditworthiness, the Company’s creditworthiness, and the time value of money. The consideration of these factors results in an estimated exit price for each derivative asset or liability under a marketplace participant’s view. All of the significant inputs are observable, either directly or indirectly; therefore, the Company’s derivative instruments are included within the Level 2 fair value hierarchy.

Stockholders' Equity

Stockholders' Equity	6 Months Ended
	Jun. 30, 2017
Stockholders' Equity [Abstract]
Stockholders' Equity	Note 8 - Stockholders’ Equity On April 6, 2017, the Company effected a 50-for-1 reverse stock split of its common stock pursuant to which each 50 shares of issued and outstanding common stock became one share of common stock (the “Reverse Split”). No fractional shares were issued as a result of the Reverse Split. All references to numbers of shares of common stock and per share amounts give retroactive effect to the Reverse Split for all periods presented. In connection with the completion of the Securities Exchange, 104,179 outstanding Class A units were valued at predecessor cost, which resulted in no value to the units with the resulting liability assumed recorded at a loss in the statement of operations. During the six months ended June 30, 2017, the Company issued 103,333 units for $3.00 per units, with each unit consisting of one share of common stock and one equity-classified warrant to purchase one share of common stock. The fair value of the warrants is estimated on the date of issuance using the Black-Scholes option pricing model, which requires the input of subjective assumptions, including the expected term of the warrant, expected stock price volatility, and expected dividends. These estimates involve inherent uncertainties and the application of management judgment. Expected volatilities used in the valuation model are based on the average volatility of the Company’s stock. The risk-free rate for the expected term of the option is based on the United States Treasury yield curve in effect at the time of grant. As of June 30, 2017, the authorized share capital of the Company consisted of 100,000,000 shares of common stock with a par value of $0.0001 per share. There were 420,804 and 317,207 shares of common stock issued and outstanding as of June 30, 2017 and December 31, 2016, respectively. As of June 30, 2017, the authorized share capital of the Company consisted of 10,000,000 shares of preferred stock with a par value of $0.0001 per share. There were no shares of preferred stock issued and outstanding as of June 30, 2017.

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2017
Commitments and Contingencies [Abstract]
Commitments and Contingencies	Note 9 - Commitments and Contingencies Operating Leases The Company leases office space in Minnesota on a month to month basis with payments of $977 per month. Titan entered into an operating lease agreement which expires in February 2019, with an option to extend to February 2024. In November 2014 the lease was amended to add El Toro as a co-lessee. The monthly payments range from $10,000 to $11,604. The lease calls for rent increases over the term of the lease. The Company records rent expense on a straight line basis using average rent for the term of the lease. The excess of the expense over cash rent paid is shown as deferred rent. Rent expense for the six months ended June 30, 2017 and 2016 was approximately $57,000. Future minimum lease payments under these leases are approximately as follows: Year Ending December 31, Six months ended December 31, 2017 2017 $ 63,600 2018 139,000 2019 23,000 $ 225,600 Litigation In the normal course of business, the Company is party to litigation from time to time. The Company maintains insurance to cover certain actions and believes that resolution of such litigation will not have a material adverse effect on the Company. Grant Agreement In 2013, Titan was the recipient of two grants in the amount of $300,000 and $150,000 from the California Energy Commission (“CEC”) and SCAQMD. The grant funds were used to complete the construction of a facility on El Toro Road as contemplated in the grant agreements. The grant proceeds are subject to repayment if the Company does not satisfy certain operational metrics contained in the grant agreements. The Company believes that it can satisfy these objectives, although it has not historically satisfied them and cannot provide assurance that such future events will occur. In addition, the use of Titan on the project could be construed as requiring amendments to the grant agreements or consent from the CEC or SCAQMD, neither of which has been obtained by the Company. Walters Recycling and Refuse Station In June 2016 Blaine entered into a compressed natural gas fuel station agreement with Walters, an unrelated third party. Under the agreement Blaine will construct, at its sole expense, a CNG dispensing system (the “System”) on a portion of the property owned by Walters. The System must include certain required elements as defined in the contract and will only be used for the purpose of filling Walters’ vehicles and authorized Blaine vehicles and trailers. Titan was required to have the System fully operational by June 2017. Because the System was not fully operational by June 2017, Walters may terminate the agreement with 30 days written notice to Blaine. Walters has not terminated this agreement, and Blaine continues to discuss construction of the system with Walters. If the agreement is terminated, Blaine will be required to return the property to its pre-construction condition. Blaine shall retain ownership of all unattached movable components of the System. In addition, Blaine is responsible for all costs relating to installing the utilities required for the System as well as the costs for all ongoing system and property maintenance. The term of the agreement will be for a period of seven years and will commence on the date the System becomes fully operational and is first used by Walters, as defined in the agreement. Walters has the right to renew the agreement for four additional two year renewal periods. Beginning on the commencement date and through the contract term, Walters agrees to purchase 144,000 GGE, annually, of CNG, as defined, exclusively from Blaine. The rate charged to Walters includes an initial six month rate which is then adjusted as stated in the agreement. SCAQMD In December 2015, Diamond Bar entered into a transfer of ownership and lease arrangement with the SCAQMD. This property has an existing CNG station previously owned and operated by the SCAQMD. Thirty days after the date of the agreement, SCAQMD transferred to Diamond Bar, without charge, all of their rights and interests in the existing assets. The agreement also specifies that Diamond Bar lease the property for $1 and identifies certain commitments agreed to by the parties. Some of the more significant ones are as follows: * Within 180 days from the contract execution, Diamond Bar, using its best efforts, shall sell any surplus assets and provide SCAQMD with 90% of the net proceeds, as defined. To date Diamond Bar has not had any surplus assets to sell. * Diamond Bar is also required to comply with certain provisions in the agreement with regards to the operation and maintenance of the station. * Diamond Bar, at its expense and upon written consent from SCAQMD, can remodel, redecorate or otherwise make improvements and replacements of and to all or any part of the leased premises. * Diamond Bar is required to install specific station upgrades, as defined, and is responsible for the cost of these upgrades. All upgrades must be completed within eight months of the execution date. Any improvements made to the premises remain the property of Diamond Bar and can be removed by Diamond Bar. * The fueling rate charged to the SCAQMD will be based on actual utility costs, taxes and a fee not to exceed $0.50 per GGE. Currently the rate charged is substantially equal to the market rate charged to all other customers. * The contract ends December 31, 2020. SCAQMD can extend the contract for a period not to exceed five years starting January 1, 2021 at no additional cost. Either party may terminate the contract with sixty days’ notice. If the SCAQMD terminates without cause they will be required to either purchase the property necessary for the operation of the CNG station or reimburse Diamond Bar for the cost of removing the property. If Diamond Bar terminates the contract without cause, the SCAQMD shall have the option to either purchase the property necessary for the operation of the station or require Diamond Bar to remove the property at no cost to SCAQMD. Contingent Liability The Company is a guarantor on a $4,000,000 loan from a former EAF member and has pledged the Company’s assets. The note bears interest of 7.5% per annum and has a maturity date of the earlier of (a) February 1, 2020 and (b) declaration by the noteholder of an event of default under the loan. Long-Term Take-or-Pay Natural Gas Supply Contracts As of June 30, 2017, the Company had commitments to purchase CNG on a take-or-pay basis of approximately $545,000. It is anticipated these are normal purchases that will be necessary for sales, and no cash settlements will be made related to the purchase commitments.

Subsequent Events

Subsequent Events	6 Months Ended
	Jun. 30, 2017
Subsequent Events [Abstract]
Subsequent Events	Note 10 - Subsequent Events On July 31, 2017, the Company failed to pay the outstanding balance on four promissory notes issued to the former EAF members in the original aggregate principal amount of $250,000, and as a result these notes are in default. However, the Company is in negotiations with the noteholders to extend the maturity date of these notes.

Description of Business and S19

Description of Business and Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2017
Description of Business and Summary of Significant Accounting Policies [Abstract]
Principles of Consolidation	Principles of Consolidation The accompanying consolidated financial statements include the accounts of Minn Shares Inc., its subsidiaries, Titan and EAF, Titan’s wholly owned subsidiaries, El Toro, Diamond Bar and Blaine, and EAF’s wholly owned subsidiary, EVO. All intercompany accounts and transactions have been eliminated in consolidation.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The financial statements include some amounts that are based on management’s best estimates and judgments. The most significant estimates relate to recognition and measurement of identifiable assets acquired and liabilities assumed in business combinations, accounts receivable, estimated useful lives and impairment on property and equipment, and contingencies. These estimates may be adjusted as more current information becomes available, and any adjustment could be significant.
Accounts Receivable	Accounts Receivable The Company provides an allowance for doubtful accounts equal to the estimated uncollectible amounts. The Company’s estimate is based on historical collection experience and a review of the current status of trade accounts receivable. It is reasonably possible that the Company’s estimate of the allowance for doubtful accounts will change and that losses ultimately incurred could differ materially from the amounts estimated in determining the allowance. No allowance for doubtful accounts was recorded for the six months ended June 30, 2017.
Concentrations of Credit Risk	Concentrations of Credit Risk During the six months ended June 30, 2017 and 2016, five and one customers accounted for 91% and 13%, respectively of total revenues. At June 30, 2017, four customers accounted for 83% of total accounts receivable.
Property and Equipment	Property and Equipment Property and equipment are stated at cost. Depreciation is provided utilizing the straight-line method over the estimated useful lives for owned assets, ranging from five to 40 years, and the shorter of the estimated economic life or related lease terms for leasehold improvements. Construction in process represents the accumulated costs of assets not yet placed in service and primarily relates to equipment purchases and architectural fees for a CNG station being constructed by Blaine.
Goodwill and Intangible Assets	Goodwill and Intangible Assets Goodwill represents the excess of fair value over the net assets of the business acquired. Goodwill is evaluated for impairment annually or when a triggering event indicates it is more likely than not that an impairment may be necessary. Definite-lived intangible assets are amortized over their estimated useful lives. In addition, amortized intangible assets are reviewed for impairment annually or when indicators of impairment exist. No impairment expense was recognized during the six months ended June 30, 2017.
Long-Lived Assets	Long-Lived Assets The Company evaluates the recoverability of long-lived assets whenever events or changes in circumstances indicate that an asset’s carrying amount may not be recoverable. Such circumstances could include, but are not limited to (1) a significant decrease in the market value of an asset, (2) a significant adverse change in the extent or manner in which an asset is used, or (3) an accumulation of costs significantly in excess of the amount originally expected for the acquisition of an asset. The Company measures the carrying amount of the asset against the estimated undiscounted future cash flows associated with it. Should the sum of the expected future net cash flows be less than the carrying value of the asset being evaluated, an impairment loss would be recognized. The impairment loss would be calculated as the amount by which the carrying value of the asset exceeds its fair value. The fair value is measured based on quoted market prices, if available. If quoted market prices are not available, the estimate of fair value is based on various valuation techniques, including the discounted value of estimated future cash flows. The evaluation of asset impairment requires the Company to make assumptions about future cash flows over the life of the asset being evaluated. These assumptions require significant judgment and actual results may differ from assumed and estimated amounts. The Company has evaluated El Toro’s assets for impairment and has determined that no impairment is necessary because the Company intends to redeploy the assets or sell the assets for an amount equal to or greater than the carrying value of the assets.
Net Loss per Share of Common Stock	Net Loss per Share of Common Stock Basic loss per share is computed by dividing net loss available to holders of the Company’s Common Stock by the weighted average number of shares of Common Stock outstanding for the period. Diluted loss per share reflects the potential dilution that would occur if securities or other contracts to issue Common Stock were exercised or converted into Common Stock. Securities totaling 103,333 and 0 for the three and six months ended June 30, 2017 and 2016, respectively, have been excluded from loss per share because their effect would have been anti-dilutive.
Revenue Recognition	Revenue Recognition The Company’s revenues primarily consist of CNG fuel sales. These revenues are recognized in accordance with GAAP, which requires that the following four criteria must be met before revenue can be recognized: (i) persuasive evidence of an arrangement exists: (ii) delivery has occurred and title and the risks and rewards of ownership have been transferred to the customer or services have been rendered; (iii) the price is fixed or determinable; and (iv) collectability is reasonably assured. Applying these factors, the Company typically recognizes revenue from the sale of natural gas fuel at the time the fuel is dispensed. The Company is eligible to receive, at times, a federal alternative fuels tax credit when a gasoline gallon equivalent of CNG is sold as vehicle fuel. Based on the service relationship with its customers, either the Company or its customers claims the credit. The Company records its volumetric excise tax credits (“VETC”), if any, as revenue in its statements of operations as the credits are fully refundable. See the discussion under VETC below for further information.
Volumetric Excise Tax Credit	Volumetric Excise Tax Credit For 2016, the VETC credit was $0.50 per gasoline gallon equivalent of CNG that is sold as a vehicle fuel. The American Taxpayer Relief Act, signed into law on January 2, 2013, reinstated VETC for 2013 and made it retroactive to January 1, 2012. The Tax Increase Prevention Act, signed into law on December 19, 2014, reinstated VETC for the 2014 calendar year and made it retroactive to January 1, 2014. The Company did not record any VETC revenues in 2012, 2013 or 2014. In December 2015, the VETC was extended through December 31, 2016 and made retroactive to January 1, 2015. As a result, VETC revenues for the six months ended June 30, 2016 was $60,263. As of June 30, 2017 the VETC has not been extended into 2017.
Income Taxes	Income Taxes The Company recognizes deferred tax liabilities and assets based on the differences between the tax basis of assets and liabilities and their reported amounts in the financial statements that will result in taxable or deductible amounts in future years. The Company’s temporary differences result primarily from depreciation. The Company evaluates its tax positions taken or expected to be taken in the course of preparing the Company’s tax returns to determine whether the tax positions will more likely than not be sustained by the applicable tax authority. Tax positions not deemed to meet the more-likely-than-not threshold are not recorded as a tax benefit or expense in the current year. Interest and penalties, if applicable, are recorded in the period assessed as general and administrative expenses. However, no interest or penalties have been assessed for the six months ended June 30, 2017 and 2016. Tax years that remain subject to examination include 2013 through the current year for federal and state, respectively. Deferred income taxes are provided for temporary differences between the financial reporting and tax basis of assets and liabilities. Deferred taxes are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of the enactment. In evaluating the ultimate realization of deferred income tax assets, management considers whether it is more likely than not that the deferred income tax assets will be realized. Management establishes a valuation allowance if it is more likely than not that all or a portion of the deferred income tax assets will not be utilized. The ultimate realization of deferred income tax assets is dependent on the generation of future taxable income, which must occur prior to the expiration of the net operating loss carryforwards.
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements In January 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-04, Intangibles - Goodwill and Other (Topic 350) (“ASU 2017-04”), Simplifying the Test for Goodwill Impairment. To simplify the subsequent measurement of goodwill, the amendments eliminate Step 2 from the goodwill impairment test. The annual, or interim, goodwill impairment test is performed by comparing the fair value of a reporting unit with its carrying amount. An impairment charge should be recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. In addition, income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit should be considered when measuring the goodwill impairment loss, if applicable. The guidance is effective for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019 and early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. We do not expect the adoption of ASU 2017-04 will have a material impact on our consolidated financial statements In June 2016, FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326) (“ASU 2016-13”), Measurement of Credit Losses on Financial Instruments. The standard significantly changes how entities will measure credit losses for most financial assets and certain other instruments that aren’t measured at fair value through net income. The standard will replace today’s “incurred loss” approach with an “expected loss” model for instruments measured at amortized cost. For available-for-sale debt securities, entities will be required to record allowances rather than reduce the carrying amount, as they do today under the other-than-temporary impairment model. It also simplifies the accounting model for purchased credit-impaired debt securities and loans. This ASU is effective for annual periods beginning after December 15, 2019, and interim periods therein. Early adoption is permitted for annual periods beginning after December 15, 2018, and interim periods therein. We do not expect the adoption of ASU 2016-13 will have a material impact on our consolidated financial statements. In March 2016, FASB issued ASU 2016-09, Compensation - Stock Compensation (Topic 718) (“ASU 2016-09”), Improvements to Employee Share-Based Payment Accounting. The amendments in ASU 2016-09 address multiple aspects of the accounting for share-based payment transactions, including income tax consequences, classification of awards as either equity or liability, and classification on the statements of cash flows. This ASU is effective for annual periods beginning after December 15, 2017, and interim periods within annual periods beginning after December 15, 2018. Early adoption is permitted in any interim or annual period. An entity that elects early adoption must adopt all the amendments in the same period, and any adjustments should be reflected as of the beginning of the fiscal year that includes the interim period. We early adopted this ASU for the first quarter of 2017; due to our valuation allowance for income taxes, it has no impact on our consolidated financial statements and therefore it was not necessary to apply it retrospectively to 2016 for comparability. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”). ASU 2014-09 amends the guidance for revenue recognition to replace numerous, industry-specific requirements and converges areas under this topic with those of the International Financial Reporting Standards. The ASU implements a five-step process for customer contract revenue recognition that focuses on transfer of control, as opposed to transfer of risk and rewards. The amendment also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenues and cash flows from contracts with customers. Other major provisions include the capitalization and amortization of certain contract costs, ensuring the time value of money is considered in the transaction price, and allowing estimates of variable consideration to be recognized before contingencies are resolved in certain circumstances. The amendments in this ASU are effective for reporting periods beginning after December 15, 2016; however, in July 2015, the FASB agreed to delay the effective date by one year. The proposed deferral may permit early adoption, but would not allow adoption any earlier than the original effective date of the standard. The Company is still assessing the impact of the amendments in this ASU; however, the disclosure will be significant to the Company. In February 2016, the FASB issued ASU 2016-02, “Leases” (“ASU 2016-02”), which will require lessees to recognize a right-of-use asset and a lease liability for all leases that are not short-term in nature. For a lessor, the accounting applied is also largely unchanged from previous guidance. The new rules will be effective for the Company in the first quarter of 2019. The Company is in the process of evaluating the impact the amendment will have on its consolidated financial position or results of operations.

Basis of Presentation and Sec20

Basis of Presentation and Securities Exchange (Tables)	6 Months Ended
	Jun. 30, 2017
Basis of Presentation and Securities Exchange [Abstract]
Schedule of noncash or part noncash acquisitions	Cash and cash equivalents $ 3,377 Accounts payable (54,036 ) Convertible promissory note - related party (405,103 ) Reverse acquisition $ (455,762 )

Acquisitions (Tables)

Acquisitions (Tables)	6 Months Ended
	Jun. 30, 2017
Acquisitions [Abstract]
Schedule of fair value allocation of assets acquired and liabilities assumed at the acquisition date	Prepaid $ 32,118 Trademarks 164,000 Customer lists 466,000 Goodwill 936,837 Property and equipment 6,898,315 Deposits and other long-term assets 198,751 Derivative liability (5,821 ) Derivative liability, less current portion (76,811 ) Convertible promissory note - related party (13,550,000 ) Debt discount (4,936,611 )
Schedule of pro forma information	For the Six Months Ended June 30, 2017 2016 Revenue $ 1,070,714 $ 1,244,628 Net loss $ (1,396,726 ) (817,989 ) Basic weighted average common shares outstanding 321,731 122,905 Basic loss per common stock $ (4.34 ) $ (6.66 )

Balance Sheet Disclosures (Tabl

Balance Sheet Disclosures (Tables)	6 Months Ended
	Jun. 30, 2017
Balance Sheet Disclosures [Abstract]
Schedule of property and equipment	June 30, 2017 December 31, (Unaudited) 2016 Equipment $ 4,186,014 $ 664,276 Buildings 3,538,044 401,462 Site development 401,462 161,467 Leasehold improvements 46,728 46,728 Computer equipment 42,109 42,109 8,214,357 1,316,042 Less Property and equipment - accumulated depreciation (512,579 ) (213,793 ) $ 7,701,778 $ 1,102,249
Schedule of Intangible assets and goodwill	June 30, 2017 December 31, (Unaudited) 2016 Trademarks $ 164,000 $ - Customer lists 466,000 - Goodwill 936,837 - $ 1,566,837 $ - Less intangible assets – accumulated amortization (52,500 ) - $ 1,514,337 $ -
Schedule of accrued expenses	June 30, 2017 December 31, (Unaudited) 2016 Professional fees $ 96,028 $ 82,386 Credit cards 19,568 32,061 Deferred rent 13,233 13,149 $ 128,829 $ 127,596

Long-Term Debt (Tables)

Long-Term Debt (Tables)	6 Months Ended
	Jun. 30, 2017
Long-Term Debt [Absract]
Schedule of long-term debt	June 30, December 31, 2017 2016 $1,300,000 SBA note payable issued December 31, 2014, with interest at 5.50% for the first five years, then adjusted to the SBA LIBOR base rate, plus 2.35% for the remaining five years. The note required interest only payments for the first twelve months and commencing during January 2016 calls for monthly principle and interest payments of $15,288. The note matures March 2024, is secured by substantially all of the Company’s business assets and is personally guaranteed by certain members. The note is a co-borrower arrangement between Titan and El Toro with the proceeds received by El Toro. The Company issued to members 35,491 units (equivalent to 31,203 common shares) in Titan as compensation for the guarantee. The Company was in violation of certain restrictive covenants as of June 30, 2017 and December 31, 2016. $ 1,145,453 $ 1,194,989 Six subordinated convertible senior notes payable to stockholders (“Senior Bridge Loans”) with interest at 12%. In connection with the notes payable, the note holders were issued 25,541 Class A Membership Units (equivalent to 22,455 common shares). In the event of a default the Company is required to pay the holder a stated number of Class A Membership Units on the date of default and each 90 day interval thereafter until all amounts due have been paid in full. Effective July 2016, the maturity date of the Senior Bridge Notes was extended to September 30, 2016 and allowed for an interest rate increase from 12% to 16% effective March 14, 2016. The default interest rate was increased from 15% to 18%. As part of the first amendment, the note holders received 3,359 Class A Membership Units (equivalent to 2,953 common shares) in Titan. In September 2016, the Senior Bridge Notes were amended to extend the due date to April 30, 2017 and the Company paid a fee for the extension of 1% of the outstanding principal balance to the note holders. The Company subsequently extended the maturity date of the notes to October 31, 2017. The Company paid a fee of 1% of the outstanding principal balance on the notes on or around each of January 31, 2017, April 30, 2017, and July 31, 2017 to extend the maturity date of the notes. The notes are secured by a subordinate security interest on substantially all of the Company’s assets and are personally guaranteed by two members. 1,421,556 1,021,556 Nine subordinated notes payable to stockholders with interest at 12%, with maturity at December 2020, secured by a subordinate security interest on substantially all assets of the Company. 1,166,373 1,166,373 Three convertible promissory notes to stockholders with interest at 12%, with maturity on or after November 2019. At the next equity financing the holder at their discretion may elect to convert the principal and interest. The promissory notes are unsecured. 412,365 405,103 A convertible promissory note to a former EAF member with interest at 7.5%, with maturity during December 2017, ten days after the initial closing of a private offering of capital stock of the Company in an amount not less than $10 million or at discretion of the member. 3,792,235 - Four convertible promissory notes to former EAF members with interest at 6%, with maturity during July 2017, with a private offering or at the discretion of the member. The convertible promissory notes are secured by substantially all of the Company’s assets. 250,000 - Four convertible promissory notes to former EAF members with interest at 1.5%, with maturity during February 2026, with a private offering or at the discretion of the member. The promissory notes are convertible into 1,400,000 shares. The convertible promissory notes are secured by substantially all of the Company’s assets. The Company imputed an interest rate of 5.1% on the promissory notes. The discount is accreted over the period from the date of issuance to the date the promissory notes are due using the effective interest rate method 9,500,000 - Debt discount (4,730,919 ) - 12,957,063 3,788,021 Less current portion (6,609,244 ) (1,142,855 ) $ 6,347,819 $ 2,645,166
Schedule of annual maturities of long-term debt	Year Ending December 31, Related Party Notes Other Notes Total Six months ended December 31, 2017 $ 5,463,791 $ 1,145,453 $ 6,609,244 2018 - - - 2019 412,365 - 412,365 2020 1,166,373 - 1,166,373 2021 - - - Thereafter 9,500,000 - 9,500,000 $ 16,542,529 $ 1,145,453 $ 17,687,982

Derivative Instruments (Tables)

Derivative Instruments (Tables)	6 Months Ended
	Jun. 30, 2017
Derivative Instruments [Abstract]
Summary of fair value derivatives recorded in the consolidated balance sheets	Fair Value at June 30, 2017 Current commodity derivative liability $ 23,211 Long-term commodity derivative liability 16,217 - Total derivative liability $ 39,428 -
Summary of open derivative positions outstanding	Type Term Volume Index Fixed Price ($/Dth) Swap March 2015 - February 2019 95,000 NYM-LDS $ 3.82

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	6 Months Ended
	Jun. 30, 2017
Fair Value Measurements [Abstract]
Schedule of financial liabilities fair value on a recurring basis	Description Level 1 Level 2 Level 3 Total Liability Derivative liability $ - $ 39,428 $ - $ 39,428

Commitments and Contingencies (

Commitments and Contingencies (Tables)	6 Months Ended
	Jun. 30, 2017
Commitments and Contingencies [Abstract]
Schedule of future minimum lease payments	Year Ending December 31, Six months ended December 31, 2017 2017 $ 63,600 2018 139,000 2019 23,000 $ 225,600

Basis of Presentation and Sec27

Basis of Presentation and Securities Exchange (Details) - Basis of Presentation and Securities Exchange Agreement [Member]	6 Months Ended
	Jun. 30, 2017USD ($)
Noncash or Part Noncash Acquisitions [Line Items]
Cash and cash equivalents	$ 3,377
Accounts payable	(54,036)
Convertible promissory note - related party	(405,103)
Reverse acquisition	$ (455,762)

Basis of Presentation and Sec28

Basis of Presentation and Securities Exchange (Details Textual) - USD ($) $ / shares in Units, $ in Millions	Apr. 06, 2017	Nov. 22, 2016	Jun. 30, 2017	Dec. 31, 2016
Basis of Presentation and Securities Exchange (Textual)
Common stock, par value			$ 0.0001	$ 0.0001
Stockholders equity reverse stock split	The Company effected a 50-for-1 reverse stock split of its common stock pursuant to which each 50 shares of issued and outstanding common stock became one share of common stock (the "Reverse Split"). No fractional shares were issued as a result of the Reverse Split.
Description of acquisition			The Company acquired EAF, which was financed through approximately $13.6 million of debt of which $3.8 million is contemplated to be repaid through a successful secondary offering before the December 31, 2017 due date.
Working capital deficit			$ 8.5
Securities Exchange Agreement [Member]
Basis of Presentation and Securities Exchange (Textual)
Common stock shares acquired		248,481
Ownership percentage equity		91.25%
Common stock, par value		$ 0.0001
Common stock shares converted		248,481

Description of Business and S29

Description of Business and Summary of Significant Accounting Policies (Details)	3 Months Ended		6 Months Ended
	Jun. 30, 2017USD ($)shares	Jun. 30, 2016USD ($)	Jun. 30, 2017USD ($)Customersshares	Jun. 30, 2016USD ($)Customers
Description of Business and Summary of Significant Accounting Policies (Textual)
Volumetric excise tax credit sales, description			The VETC credit was $0.50 per gasoline gallon equivalent of CNG that is sold as a vehicle fuel.
Volumetric excise tax credit | $		$ 12,888		$ 60,263
Securities excluded from loss per share | shares	0		103,333
Minimum [Member]
Description of Business and Summary of Significant Accounting Policies (Textual)
Property and equipment estimated useful life			5 years
Maximum [Member]
Description of Business and Summary of Significant Accounting Policies (Textual)
Property and equipment estimated useful life			40 years
Revenues [Member]
Description of Business and Summary of Significant Accounting Policies (Textual)
Percentage of concentrations of credit risk			91.00%	13.00%
Number of customers			5	1
Accounts receivable [Member]
Description of Business and Summary of Significant Accounting Policies (Textual)
Percentage of concentrations of credit risk			83.00%
Number of customers			4

Acquisitions (Details)

Acquisitions (Details) - EAF [Member]	Feb. 01, 2017USD ($)
Business Acquisition [Line Items]
Prepaid	$ 32,118
Trademarks	164,000
Customer lists	466,000
Goodwill	936,837
Property and equipment	6,898,315
Deposits and other long-term assets	198,751
Derivative liability	(5,821)
Derivative liability, less current portion	(76,811)
Convertible promissory note - related party	(13,550,000)
Debt discount	$ (4,936,611)

Acquisitions (Details 1)

Acquisitions (Details 1) - USD ($)	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
Unaudited pro forma information
Revenue	$ 1,070,714	$ 1,244,628
Net loss	$ (1,396,726)	$ (817,989)
Basic weighted average common shares outstanding	321,731	122,905
Basic loss per common stock	$ (4.34)	$ (6.66)

Acquisitions (Details Textual)

Acquisitions (Details Textual) - USD ($)	Jan. 30, 2017	Feb. 01, 2017
Acquisitions (Textual)
Principal amount		$ 3,800,000
Interest rate		7.50%
Default interest rate		12.50%
Debt instrument maturity, description		(a) the date that is ten days after the initial closing of a private offering of capital stock of Minn Shares in an amount not less than $10 million (a "Private Offering"); (b) December 31, 2017 or a (c) declaration by the noteholder of an event of default under the Senior Promissory Note.
Aggregate principal amount		$ 9,500,000
Convertible notes bearing interest rate		1.50%
Convertible notes, maturity date		Feb. 1, 2026
Convertible shares		1,400,000
Debt conversion, description		Each holder's conversion option is subject to a monthly limit of the number of shares of Common Stock equal to 10% of the thirty day average trading volume of shares of Common Stock during the prior calendar month. The Convertible Notes are also subject to mandatory conversion at the Company's option beginning on the first anniversary of the date of issuance of the Convertible Notes if: (i) the closing price of the Common Stock is greater than (A) 150% of the price at which a share of Common Stock is sold in a Private Offering or (B) $10.00 if a Private Offering has not occurred by December 31, 2017 and (ii) the average daily trading volume of shares of Common Stock has equaled 100,000 or more for the 30 days prior to the applicable date. Upon a conversion of the Convertible Notes, accrued interest may also be converted at the greater of (i) the amount of interest to be converted divided by the exchange ratio of 0.1357, subject to adjustment for stock splits or combinations, or (ii) the amount of interest to be converted divided by the closing price of the Common Stock on the trading day preceding the conversion date.
Conversion ratio		0.1357
Debt instrument, description		The number of Transaction Shares will be increased to equal 70% of the issued and outstanding Common Stock if the issuance of Common Stock pursuant to a private offering of Common Stock of up to $2 million and the conversion of the Company's subordinated notes payable to members and Senior Bridge Notes, convertible promissory notes, and certain accounts payable into Common Stock would otherwise cause the Transaction Shares to represent less than 70% of the issued and outstanding Common Stock
Percentage of outstanding common stock		81.10%
Exchange Agreement [Member]
Acquisitions (Textual)
Principal amount	$ 4,000,000
Interest rate	7.50%	6.00%
Default interest rate	12.50%	11.00%
Debt instrument maturity, description	(a) February 1, 2020 and (b) declaration by the noteholder of an event of default under the EAF Note.	(a) The closing of a Private Offering; (b) 180 days from the date of the notes and (c) declaration by a holder of an event of default under the holder's note (the "Working Capital Notes").
Aggregate principal amount		$ 250,000

Balance Sheet Disclosures (Deta

Balance Sheet Disclosures (Details) - USD ($)	Jun. 30, 2017	Dec. 31, 2016
Property and equipment
Equipment	$ 4,186,014	$ 664,276
Buildings	3,538,044	401,462
Site development	401,462	161,467
Leasehold improvements	46,728	46,728
Computer equipment	42,109	42,109
Property and equipment, gross	8,214,357	1,316,042
Less Property and equipment - accumulated depreciation	(512,579)	(213,793)
Property and equipment	$ 7,701,778	$ 1,102,249

Balance Sheet Disclosures (De34

Balance Sheet Disclosures (Details 1) - USD ($)	Jun. 30, 2017	Dec. 31, 2016
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	$ 1,566,837
Less intangible assets - accumulated amortization	(52,500)
Intangibles assets, net	577,500
Goodwill [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	936,837
Trademarks [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	164,000
Customer Lists [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	$ 466,000

Balance Sheet Disclosures (De35

Balance Sheet Disclosures (Details 2) - USD ($)	Jun. 30, 2017	Dec. 31, 2016
Accrued expenses
Professional fees	$ 96,028	$ 82,386
Credit cards	19,568	32,061
Deferred rent	13,233	13,149
Accrued expenses	$ 128,829	$ 127,596

Balance Sheet Disclosures (De36

Balance Sheet Disclosures (Details Textual) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Balance Sheet Disclosures (Textual)
Depreciation expense	$ 168,555	$ 51,312	$ 298,786	$ 102,624
Amortization expense	$ 52,500		$ 52,500
Amortization expense for intangibles, description			Amortization expense for the intangibles will be approximately $126,000 annually through 2022 and $21,000 in 2023

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($)	Jun. 30, 2017	Dec. 31, 2016
Related Party Transactions (Textual)
Accounts payable - related party	$ 365,345	$ 261,060
Accrued interest - related party	390,859	164,368
EAF [Member]
Related Party Transactions (Textual)
Advanced from related party	$ 130,612
Titan [Member]
Related Party Transactions (Textual)
Advanced from related party		2,000
El Toro [Member]
Related Party Transactions (Textual)
Advanced from related party		$ 35,500

Long-Term Debt (Details)

Long-Term Debt (Details) - USD ($)	Jun. 30, 2017	Dec. 31, 2016
Extinguishment of Debt [Line Items]
Long term debt gross		$ 1,073,690
Convertible promissory notes - stockholders, net unamortized discount	4,936,611	0
Less current portion	1,145,453	121,299
Long-term debt	6,347,819	2,645,166
Long-term debt [Member] | Three convertible promissory notes [Member]
Extinguishment of Debt [Line Items]
Long term debt gross	412,365	405,103
Long-term debt [Member] | Convertible promissory note [Member]
Extinguishment of Debt [Line Items]
Long term debt gross	3,792,235
Long-term debt [Member] | Four convertible promissory notes [Member]
Extinguishment of Debt [Line Items]
Long term debt gross	250,000
Long-term debt [Member] | Four convertible promissory notes one [Member]
Extinguishment of Debt [Line Items]
Long term debt gross	9,500,000
Long-term debt [Member] | SBA note payable [Member]
Extinguishment of Debt [Line Items]
Long term debt gross	1,145,453	1,194,989
Long-term debt [Member] | Six subordinated convertible senior notes payable [Member]
Extinguishment of Debt [Line Items]
Long term debt gross	1,421,556	1,021,556
Long-term debt [Member] | Nine subordinated notes payable [Member]
Extinguishment of Debt [Line Items]
Long term debt gross	$ 1,166,373	$ 1,166,373

Long-Term Debt (Details 1)

Long-Term Debt (Details 1)	Jun. 30, 2017USD ($)
Extinguishment of Debt [Line Items]
Six months ended December 31, 2017	$ 6,609,244
2,018
2,019	412,365
2,020	1,166,373
2,021
Thereafter	9,500,000
Long-term debt	17,687,982
Related Party Notes [Member]
Extinguishment of Debt [Line Items]
Six months ended December 31, 2017	5,463,791
2,018
2,019	412,365
2,020	1,166,373
2,021
Thereafter	9,500,000
Long-term debt	16,542,529
Other Notes [Member]
Extinguishment of Debt [Line Items]
Six months ended December 31, 2017	1,145,453
2,018
2,019
2,020
2,021
Thereafter
Long-term debt	$ 1,145,453

Long-Term Debt (Details Textual

Long-Term Debt (Details Textual) - USD ($)	1 Months Ended		6 Months Ended
	Feb. 01, 2017	Jan. 31, 2016	Jun. 30, 2017	Dec. 31, 2016	Dec. 31, 2014
Long-Term Debt (Textual)
Long-term subordinated convertible notes payable to stockholders			$ 1,166,373	$ 1,166,373
Interest rate	7.50%
Note payable maturity, description	(a) the date that is ten days after the initial closing of a private offering of capital stock of Minn Shares in an amount not less than $10 million (a "Private Offering"); (b) December 31, 2017 or a (c) declaration by the noteholder of an event of default under the Senior Promissory Note.
Interest rate on promissory notes	12.50%
Promissory notes convert in to shares	1,400,000
Three convertible promissory notes [Member]
Long-Term Debt (Textual)
Maturity date			Nov. 30, 2019
Interest rate			12.00%
Convertible promissory note [Member]
Long-Term Debt (Textual)
Long-term subordinated convertible notes payable to stockholders			$ 10,000,000
Maturity date			Dec. 31, 2017
Interest rate			7.50%
Note payable maturity, description			Ten days after the initial closing of a private offering of capital stock of the Company in an amount not less than $10 million or at discretion of the member.
Four convertible promissory notes [Member]
Long-Term Debt (Textual)
Maturity date			Jul. 31, 2017
Interest rate			6.00%
Four convertible promissory notes one [Member]
Long-Term Debt (Textual)
Maturity date			Feb. 28, 2026
Interest rate			1.50%
Interest rate on promissory notes			5.10%
Promissory notes convert in to shares			1,400,000
SBA note payable [Member]
Long-Term Debt (Textual)
Long-term subordinated convertible notes payable to stockholders					$ 1,300,000
Note payable, description			$1,300,000 SBA note payable issued December 31, 2014, with interest at 5.50% for the first five years, then adjusted to the SBA LIBOR base rate, plus 2.35% for the remaining five years.
Principle and interest payments		$ 15,288
Maturity date			Mar. 31, 2024
Issued in units			35,491
Number of units equivalent to common shares			31,203
Six subordinated convertible senior notes payable [Member]
Long-Term Debt (Textual)
Note payable, description			The Company subsequently extended the maturity date of the notes to October 31, 2017. The Company paid a fee of 1% of the outstanding principal balance on the notes on or around each of January 31, 2017, April 30, 2017, and July 31, 2017 to extend the maturity date of the notes. The notes are secured by a subordinate security interest on substantially all of the Company's assets and are personally guaranteed by two members.
Issued in units			25,541
Number of units equivalent to common shares			22,455
Interest rate			12.00%
Description of interest rate			Effective July 2016, the maturity date of the Senior Bridge Notes was extended to September 30, 2016 and allowed for an interest rate increase from 12% to 16% effective March 14, 2016. The default interest rate was increased from 15% to 18%. As part of the first amendment, the note holders received 3,359 Class A Membership Units (equivalent to 2,953 common shares) in Titan. In September 2016, the Senior Bridge Notes were amended to extend the due date to April 30, 2017 and the Company paid a fee for the extension of 1% of the outstanding principal balance to the note holders.
Note payable maturity, description			The maturity date of the Senior Bridge Notes was extended to September 30, 2016.
Six subordinated convertible senior notes payable [Member] | Class A Membership [Member]
Long-Term Debt (Textual)
Issued in units			3,359
Number of units equivalent to common shares			2,953
Nine subordinated notes payable [Member]
Long-Term Debt (Textual)
Maturity date			Dec. 31, 2020
Interest rate			12.00%

Derivative Instruments (Details

Derivative Instruments (Details) - USD ($)	Jun. 30, 2017	Dec. 31, 2016
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Current commodity derivative liability	$ 23,211
Long-term commodity derivative liability	16,217
Total derivative liability	39,428
Fair Value Hedging [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Current commodity derivative liability	23,211
Long-term commodity derivative liability	16,217
Total derivative liability	$ 39,428

Derivative Instruments (Detai42

Derivative Instruments (Details 1)	6 Months Ended
	Jun. 30, 2017USD ($)
Derivative Instruments [Abstract]
Derivative instruments, Type	Swap
Derivative instruments, Term	March 2015 - February 2019
Derivative instruments, Volume hedged (Dth)	$ 95,000
Derivative instruments, Index	NYM-LDS
Derivative instruments, Fixed Price ($/Dth)	3.82%

Fair Value Measurements (Detail

Fair Value Measurements (Details)	Jun. 30, 2017USD ($)
Liability
Derivative liability	$ 39,428
Level 1 [Member]
Liability
Derivative liability
Level 2 [Member]
Liability
Derivative liability	39,428
Level 3 [Member]
Liability
Derivative liability

Stockholders' Equity (Details)

Stockholders' Equity (Details) - USD ($)	Apr. 06, 2017	Jun. 30, 2017	Dec. 31, 2016
Stockholders Equity Textual [Abstract]
Common stock, shares authorized		100,000,000	100,000,000
Common stock, par value		$ 0.0001	$ 0.0001
Common stock, shares issued		420,804	317,207
Common stock, shares outstanding		420,804	317,207
Preferred stock, shares authorized		10,000,000	10,000,000
Preferred stock, par value		$ 0.0001	$ 0.0001
Preferred stock, shares issued
Preferred stock, shares outstanding
Predecessor cost	$ 104,179
Reverse stock split, description	The Company effected a 50-for-1 reverse stock split of its common stock pursuant to which each 50 shares of issued and outstanding common stock became one share of common stock (the "Reverse Split"). No fractional shares were issued as a result of the Reverse Split.
Common stock shares issued		103,333
Common stock, per share		$ 3

Commitments and Contingencies45

Commitments and Contingencies (Details)	Jun. 30, 2017USD ($)
Future minimum lease payments
2,017	$ 63,600
2,018	139,000
2,019	23,000
Total	$ 225,600

Commitments and Contingencies46

Commitments and Contingencies (Details Textual) - USD ($)	1 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2016	Nov. 30, 2014	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2015	Feb. 01, 2017	Dec. 31, 2016	Dec. 31, 2013
Commitments and Contingencies (Textual)
Rent expense			$ 57,000	$ 57,000
CNG purchase			$ 545,000
Percentage of note bears interest						12.50%
Contingent Liability [Member]
Commitments and Contingencies (Textual)
Maturity date			Feb. 1, 2020
Percentage of note bears interest			7.50%
Guarantor loan from related party			$ 4,000,000
Walters Recycling and Refuse Station [Member]
Commitments and Contingencies (Textual)
CNG purchase	$ 144,000
Minnesota [Member]
Commitments and Contingencies (Textual)
Monthly rental payments			$ 977
El Toro [Member]
Commitments and Contingencies (Textual)
Monthly rental payments range, description		The monthly payments range from $10,000 to $11,604.
SCAQMD [Member]
Commitments and Contingencies (Textual)
Grant amount								$ 150,000
Amount of lease property					$ 1
Operating lease, description					Within 180 days from the contract execution, Diamond Bar, using its best efforts, shall sell any surplus assets and provide SCAQMD with 90% of the net proceeds, as defined. To date Diamond Bar has not had any surplus assets to sell.
Lease contract term, description					The contract ends December 31, 2020. SCAQMD can extend the contract for a period not to exceed five years starting January 1, 2021 at no additional cost. Either party may terminate the contract with sixty days' notice.
California Energy Commission [Member]
Commitments and Contingencies (Textual)
Grant amount								$ 300,000
Texas Commission [Member]
Commitments and Contingencies (Textual)
Grant amount							$ 400,000

Subsequent Events (Details)

Subsequent Events (Details)	1 Months Ended
	Jul. 31, 2017USD ($)
Subsequent Event [Member]
Subsequent Events (Textual)
Original aggregate principal amount	$ 250,000