CleanSpark (CLSK) 10-Q 4 Aug 20 2020 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Jun. 30, 2020	Jul. 30, 2020
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Jun. 30, 2020
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2020
Current Fiscal Year End Date	--09-30
Entity File Number	001-39187
Entity Registrant Name	CLEANSPARK, INC.
Entity Central Index Key	0000827876
Entity Tax Identification Number	87-0449945
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	1185 S. 1800 W.
Entity Address, Address Line Two	Suite 3
Entity Address, City or Town	Woods Cross
Entity Address, State or Province	UT
Entity Address, Postal Zip Code	84087
City Area Code	(702)
Local Phone Number	941-8047
Title of 12(b) Security	Common Stock, par value $0.001 per share
Trading Symbol	CLSK
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		17,354,277

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($)	Jun. 30, 2020	Sep. 30, 2019
Current assets
Cash	$ 1,955,776	$ 7,838,857
Accounts receivable, net	1,744,704	777,716
Contract assets		57,077
Prepaid expense and other current assets	1,066,091	1,210,395
Derivative investment asset	1,544,185
Investment equity security	421,500
Investment debt security, AFS, at fair value	487,788
Total current assets	7,220,044	9,884,045
Fixed assets, net	129,891	145,070
Operating lease right of use asset	52,280
Capitalized software, net	1,018,540	1,055,197
Intangible assets, net	6,645,303	7,430,082
Goodwill	5,562,246	4,919,858
Total assets	20,628,304	23,434,252
Current liabilities
Accounts payable and accrued liabilities	1,366,388	848,756
Contract liabilities	149,493	499,401
Lease liability	52,999
Due to related parties	20,000	86,966
Loans payable, net of unamortized discounts		67,467
Total current liabilities	1,588,880	1,502,590
Long- term liabilities
Convertible notes, net of unamortized discounts		2,896,321
Loans payable	681,169	150,000
Total liabilities	2,270,049	4,548,911
Stockholders' equity
Common stock; $0.001 par value; 20,000,000 shares authorized; 16,123,507 and 4,679,018 shares issued and outstanding as of June 30, 2020 and September 30, 2019, respectively	16,124	4,679
Preferred stock;  $0.001 par value; 10,000,000 shares authorized; Series A shares; 2,000,000 authorized; 1,750,000 and 1,000,000  issued and outstanding as of June 30, 2020 and September 30, 2019, respectively	1,750	1,000
Additional paid-in capital	127,679,497	111,936,125
Accumulated deficit	(109,339,116)	(93,056,463)
Total stockholders' equity	18,358,255	18,885,341
Total liabilities and stockholders' equity	$ 20,628,304	$ 23,434,252

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Jun. 30, 2020	Sep. 30, 2019
Common stock, par value	$ 0.001	$ 0.001
Common stock, authorized	20,000,000	20,000,000
Common stock, issued	16,123,507	4,679,018
Common stock, outstanding	16,123,507	4,679,018
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, authorized	10,000,000	10,000,000
Preferred stock, issued	1,750,000
Common Class A [Member]
Preferred stock, authorized	2,000,000	2,000,000
Preferred stock, issued	1,750,000	1,000,000
Preferred stock, outstanding	1,750,000	1,000,000

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	3 Months Ended		9 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Revenues, net
Sale of goods revenues	$ 2,995,332	$ 1,142,448	$ 7,272,826	$ 1,516,016
Service, software and related revenues	443,342	80,288	800,955	693,526
Total revenues, net	3,438,674	1,222,736	8,073,781	2,209,542
Cost of revenues
Cost of goods sold	2,751,964	914,220	6,458,086	1,245,102
Cost of services	141,975	91,924	272,820	576,386
Total cost of revenues	2,893,939	1,006,144	6,730,906	1,821,488
Gross profit	544,735	216,592	1,342,875	388,054
Operating expenses
Professional fees	709,367	1,296,993	3,231,945	3,719,269
Payroll expenses	996,555	211,129	2,692,474	684,650
Product development		344,871		1,034,612
General and administrative expenses	279,045	222,167	820,837	478,564
Depreciation and amortization	703,367	618,130	2,004,731	1,275,249
Total operating expenses	2,688,334	2,693,290	8,749,987	7,192,344
Loss from operations	(2,143,599)	(2,476,698)	(7,407,112)	(6,804,290)
Other income (expense)
Other income	20,000		20,000
Loss on settlement of debt				(19,425)
Unrealized gain/(loss) on equity security	(80,500)		78,368
Unrealized gain on derivative asset	719,294		1,544,185
Interest expense, net	(7,066,496)	(1,495,213)	(10,518,094)	(7,196,287)
Total other income (expense)	(6,407,702)	(1,495,213)	(8,875,541)	(7,215,712)
Net loss	$ (8,551,301)	$ (3,971,911)	$ (16,282,653)	$ (14,020,002)
Loss per common share - basic and diluted	$ (0.77)	$ (0.90)	$ (2.32)	$ (3.45)
Weighted average common shares outstanding - basic and diluted	11,119,288	4,418,344	7,003,927	4,059,527

CONSOLIDATED STATEMETNS OF STOC

CONSOLIDATED STATEMETNS OF STOCKHOLDERS EQUITY - USD ($)	Preferred Stock [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Accumulated Deficit	Total
Beginning balance, value at Sep. 30, 2018	$ 1,000	$ 3,612	$ 82,990,994	$ (66,939,531)	$ 16,056,075
Beginning Balance, Shares at Sep. 30, 2018	1,000,000	3,611,645
Shares issued for services		$ 12	271,719		271,731
Shares issued for services, shares		12,000
Options and warrants issued for services			377,475		377,475
Options and warrants issued for services
Net loss				(2,283,551)	(2,283,551)
Commitment shares returned and cancelled		$ (14)	14
Commitment shares returned and cancelled		(13,750)
Ending balance, value at Dec. 31, 2018	$ 1,000	$ 3,668	89,049,257	(69,223,082)	19,830,843
Shares, Issued, Ending Balance at Dec. 31, 2018	1,000,000	3,667,920
Shares issued upon exercise of warrants			1,088		1,088
Shares issued upon exercise of warrants		300
Beneficial conversion feature and shares and warrants issued with convertible debt		$ 10	4,994,990		4,995,000
Debt Conversion, Converted Instrument, Warrants or Options Issued		10,000
Shares issued for direct investment		$ 45	361,755		361,800
Stock Issued During Period, Shares, New Issues		45,225
Shares issued for settlement of debt		$ 3	51,222		51,225
Stock issued during period settlement of debt, shares		2,500
Beginning balance, value at Sep. 30, 2018	$ 1,000	$ 3,612	82,990,994	(66,939,531)	16,056,075
Beginning Balance, Shares at Sep. 30, 2018	1,000,000	3,611,645
Shares issued upon conversion of debt and accrued interest					4,725,000
Net loss					(14,020,002)
Ending balance, value at Jun. 30, 2019	$ 1,000	$ 4,466	110,985,047	(80,959,533)	30,030,980
Shares, Issued, Ending Balance at Jun. 30, 2019	1,000,000	4,465,828
Beneficial conversion feature and shares and warrants issued with convertible debt					275
Beginning balance, value at Dec. 31, 2018	$ 1,000	$ 3,668	89,049,257	(69,223,082)	19,830,843
Beginning Balance, Shares at Dec. 31, 2018	1,000,000	3,667,920
Shares issued for services		$ 9	$ 328,679		$ 328,688
Shares issued for services, shares		9,000
Options and warrants issued for services
Options and warrants issued for services			350,888		350,888
Shares issued upon conversion of debt and accrued interest		$ 249,862
Shares issued upon conversion of debt		250	4,724,750		4,725,000
Net loss				$ (7,764,540)	$ (7,764,540)
Commitment shares returned and cancelled		$ (13,750)
Commitment shares returned and cancelled		(14)	14
Ending balance, value at Mar. 31, 2019	$ 1,000	$ 4,306	$ 100,525,219	$ (76,987,622)	$ 23,542,903
Shares, Issued, Ending Balance at Mar. 31, 2019	1,000,000	4,305,928
Shares issued upon exercise of warrants		$ 217,896
Shares issued upon exercise of warrants		218	(218)
Shares and warrants issued under asset purchase agreement		175	6,071,849		6,072,024
Stock Issued During Period, Value, Purchase of Assets		$ 175,000
Shares issued for services		$ 34	$ 295,192		$ 295,226
Shares issued for services, shares		34,000
Options and warrants issued for services			161,495		161,495
Options and warrants issued for services
Net loss				(3,971,911)	(3,971,911)
Ending balance, value at Jun. 30, 2019	$ 1,000	$ 4,466	110,985,047	(80,959,533)	30,030,980
Shares, Issued, Ending Balance at Jun. 30, 2019	1,000,000	4,465,828
Shares issued upon exercise of warrants		$ 1	3,266		3,267
Shares issued upon exercise of warrants		900
Beneficial conversion feature and shares and warrants issued with convertible debt		$ 125	9,999,875		10,000,000
Debt Conversion, Converted Instrument, Warrants or Options Issued		125,000
Beginning balance, value at Sep. 30, 2019	$ 1,000	$ 4,679	111,936,125	(93,056,463)	18,885,341
Beginning Balance, Shares at Sep. 30, 2019	1,000,000	4,679,018
Shares issued for services	$ 750	$ 2	33,348		34,100
Shares issued for services, shares	750,000	2,000
Options and warrants issued for services			602,169		602,169
Options and warrants issued for services
Shares issued upon conversion of debt and accrued interest		$ 187	(187)
Shares issued upon conversion of debt		187,100
Rounding shares issued for stock split		$ 1	(1)
Stock issued during period for stock split		793
Net loss				(1,916,254)	(1,916,254)
Ending balance, value at Dec. 31, 2019	$ 1,750	$ 4,869	112,571,454	(94,972,717)	17,605,356
Shares, Issued, Ending Balance at Dec. 31, 2019	1,750,000	4,868,911
Beginning balance, value at Sep. 30, 2019	$ 1,000	$ 4,679	111,936,125	(93,056,463)	18,885,341
Beginning Balance, Shares at Sep. 30, 2019	1,000,000	4,679,018
Shares issued upon conversion of debt and accrued interest					14,054,876
Net loss					(16,282,653)
Ending balance, value at Jun. 30, 2020	$ 1,750	$ 16,124	127,679,497	(109,339,116)	18,358,255
Shares, Issued, Ending Balance at Jun. 30, 2020	1,750,000	16,123,507
Beneficial conversion feature and shares and warrants issued with convertible debt					30
Beginning balance, value at Dec. 31, 2019	$ 1,750	$ 4,869	112,571,454	(94,972,717)	17,605,356
Beginning Balance, Shares at Dec. 31, 2019	1,750,000	4,868,911
Options and warrants issued for services			273,931		273,931
Options and warrants issued for services
Shares issued upon conversion of debt and accrued interest		$ 810	(810)
Shares issued upon conversion of debt		810,505
Net loss				(5,815,098)	(5,815,098)
Commitment shares returned and cancelled		$ (30)	30
Commitment shares returned and cancelled		(30,000)
Options issued for business acquisition			88,935		88,935
Options issued during period business acquisition, shares
Shares issued for business acquisition		$ 96	444,904		445,000
Stock Issued During Period, Shares, Acquisitions		95,699
Ending balance, value at Mar. 31, 2020	$ 1,750	$ 5,745	113,378,444	(100,787,815)	12,598,124
Shares, Issued, Ending Balance at Mar. 31, 2020	1,750,000	5,745,115
Shares issued for services		$ 45	91,455		91,500
Shares issued for services, shares		45,019
Options and warrants issued for services			169,932		169,932
Options and warrants issued for services
Shares issued upon conversion of debt and accrued interest		$ 10,334	14,039,666		14,050,000
Shares issued upon conversion of debt		10,333,373
Net loss				(8,551,301)	(8,551,301)
Ending balance, value at Jun. 30, 2020	$ 1,750	$ 16,124	$ 127,679,497	$ (109,339,116)	$ 18,358,255
Shares, Issued, Ending Balance at Jun. 30, 2020	1,750,000	16,123,507

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	9 Months Ended
	Jun. 30, 2020	Jun. 30, 2019
Cash Flows from Operating Activities
Net loss	$ (16,282,653)	$ (14,020,002)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock based compensation	1,171,632	1,716,753
Unrealized gain on equity security	(78,368)
Amortization of operating lease right of use asset	33,000
Depreciation and amortization	2,004,731	1,275,249
Amortization of capitalized software	121,582	1,034,612
Loss on settlement of debt		19,425
Provision for bad debts	27,456
Gain on derivative asset	(1,544,185)
Amortization of debt discount	9,022,759	5,674,800
Changes in operating assets and liabilities
(Increase) decrease in prepaid expenses and other current assets	808,354	(2,621,680)
Increase in contract assets	57,077	48,157
Increase (decrease) in contract liabilities, net	(349,908)	428,042
Increase in accounts receivable	(918,877)	(749,999)
Increase in accounts payable	2,347,566	1,653,821
Decrease in lease liability	(32,281)
Decrease in due to related parties	(66,966)	(251,206)
Net cash used in operating activities	(3,679,081)	(5,792,028)
Cash Flows from Investing Activities
Purchase of intangible assets		(2,150)
Purchase of fixed assets	(30,787)	(27,570)
Acquisition of p2kLabs	(1,141,990)
Investment in capitalized software	(84,925)	(569,043)
Investment in debt and equity securities	(750,000)
Investment in contractual joint venture	(660,000)
Net cash used in investing activities	(2,667,702)	(598,763)
Cash Flows from Financing Activities
Payments on promissory notes	(67,467)	(507,876)
Proceeds from promissory notes	531,169	78,603
Proceeds from related party debts		75,030
Payments on related party debts		(457,820)
Proceeds from convertible debt, net of issuance costs		14,995,000
Payments on convertible debts		(555,000)
Proceeds from exercise of warrants		4,355
Proceeds from issuance of common stock		361,800
Net cash provided by financing activities	463,702	13,994,092
Net increase (decrease) in Cash	(5,883,081)	7,603,301
Cash, beginning of period	7,838,857	412,777
Cash, end of period	1,955,776	8,016,078
Supplemental disclosure of cash flow information
Cash paid for interest	11,010	49,750
Cash paid for tax
Non-cash investing and financing transactions
Day one recognition of right of use asset and liability	85,280
Shares and options issued for business acquisition	533,935
Shares issued as collateral returned to treasury	30	275
Stock issued to promissory notes		51,225
Debt discount on convertible debt		14,995,000
Shares and warrants issued for asset acquisition		6,070,274
Shares issued for conversion of debt and accrued interest	14,054,876	4,725,000
Cashless exercise of options		2,179
Option expense capitalized as software development costs		$ 68,750

1. ORGANIZATION AND LINE OF BUS

1. ORGANIZATION AND LINE OF BUSINESS	9 Months Ended
	Jun. 30, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
1. ORGANIZATION AND LINE OF BUSINESS	1. ORGANIZATION AND LINE OF BUSINESS Organization & History CleanSpark, Inc. (“CleanSpark”, “we”, “our”, the "Company") was incorporated in the State of Nevada on October 15, 1987 On March 25, 2014, we began operations in the alternative energy sector. In December 2014, the Company changed its name to Stratean Inc. through a short-form merger in order to better reflect its new business plan. On July 1, 2016, the Company entered into an Asset Purchase Agreement, as amended (the “Purchase Agreement”), with CleanSpark Holdings LLC, CleanSpark LLC, CleanSpark Technologies LLC, and Specialized Energy Solutions, Inc. (together, the “Seller”). Pursuant to the Purchase Agreement, the Company acquired CleanSpark, LLC and all the assets related to the Seller and its line of business and assumed $200,000 In October 2016, the Company changed its name to CleanSpark, Inc. through a short-form merger in order to better reflect the brand identity. On January 22, 2019, CleanSpark entered into an Agreement and Plan of Merger with Pioneer Critical Power, Inc. (“Pioneer”), whereby the Company acquired certain intellectual property assets and a customer list. As consideration, the Company issued to Pioneer’s sole shareholder (i) 175,000 five-year 50,000 $16.00 five-year 50,000 $20.00 On December 10, 2019, the Financial Industry Regulatory Authority (“FINRA”) approved a 1:10 On January 31, 2020, the Company entered into a Stock Purchase Agreement (the “Agreement”) with p2klabs, Inc., a Nevada corporation (“p2k”), and its sole stockholder, Amer Tadayon (“Seller”), whereby the Company purchased all of the issued and outstanding shares of p2k from the Seller (the “Transaction”) in exchange for an aggregate purchase price of cash and equity of $ 1,688,935 Line of Business Through CleanSpark, LLC, the Company provides microgrid solutions to military, commercial, and residential properties. The services offered consist of microgrid design and engineering, and project development consulting services. The work is generally performed under fixed price bid contracts and negotiated price contracts. Through CleanSpark Critical Power Systems, Inc., the Company provides custom hardware solutions for distributed energy systems that serve military and commercial residential properties. The equipment is generally sold under negotiated fixed price contracts. Through p2kLabs, Inc., the Company provides design, software development, and other technology-based consulting services. The services provided are generally an hourly arrangement or fixed-fee project-based arrangements.

2. SUMMARY OF SIGNIFICANT POLIC

2. SUMMARY OF SIGNIFICANT POLICIES	9 Months Ended
	Jun. 30, 2020
Accounting Policies [Abstract]
2. SUMMARY OF SIGNIFICANT POLICIES	2. SUMMARY OF SIGNIFICANT POLICIES Basis of Presentation and Liquidity The accompanying unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s most recent Annual Financial Statements filed with the SEC on Form 10-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim period presented have been reflected herein. The results of operations for the interim period are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosures contained in the audited financial statements for the most recent fiscal period, as reported in the Form 10-K, have been omitted. The Company has incurred losses for the past several years while developing infrastructure and its software platforms. As shown in the accompanying unaudited consolidated financial statements, the Company incurred net losses of $ 16,282,653 minimum we 5,631,164 Principles of Consolidation The accompanying consolidated financial statements include the accounts of CleanSpark, Inc., and its wholly owned operating subsidiaries, CleanSpark, LLC, CleanSpark II LLC, CleanSpark Critical Power Systems Inc. and p2kLabs, Inc. All material intercompany transactions have been eliminated upon consolidation of these entities. Use of estimates The preparation of consolidated 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, disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include estimates used to review the Company’s goodwill impairment, impairments and estimations of long-lived assets, revenue recognition on percentage of completion type contracts, allowances for uncollectible accounts, and the valuations of non-cash capital stock issuances. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable in the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions including, but not limited to, the ultimate impact that COVID-19 may have on the Company’s operations and financial results during 2020 as such impact will depend on the ultimate severity and scope of the COVID-19 pandemic. We are not able to fully quantify the impact that the COVID-19 pandemic will have on our financial results during 2020 and beyond, but developments related to COVID-19 could affect the Company’s financial performance in 2020. Revenue Recognition Upon adoption of ASC Topic 606, the Company revised its accounting policy on revenue recognition from the policy provided in the Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the year ended September 30, 2019. The revised accounting policy on revenue recognition is provided below. The Company accounts for revenue contracts with customers through the following steps: • Identification of the contract, or contracts, with a customer • Identification of the performance obligations in the contract • Determination of the transaction price • Allocation of the transaction price to the performance obligations in the contract • Recognition of revenue when, or as, the Company satisfies a performance obligation Engineering, Service & Installation or Construction Contracts The Company recognizes engineering and construction contract revenue over time, as performance obligations are satisfied, due to the continuous transfer of control to the customer. Engineering and construction contracts are generally accounted for as a single unit of account (a single performance obligation) and are not segmented between types of services. The Company recognizes revenue based primarily on contract cost incurred to date compared to total estimated contract cost (an input method). The input method is the most faithful depiction of the Company’s performance because it directly measures the value of the services transferred to the customer. Customer-furnished materials, labor and equipment and, in certain cases, subcontractor materials, labor and equipment, are included in revenue and cost of revenue when management believes that the company is acting as a principal rather than as an agent (i.e., the company integrates the materials, labor and equipment into the deliverables promised to the customer). Customer-furnished materials are only included in revenue and cost when the contract includes construction activity and the Company has visibility into the amount the customer is paying for the materials or there is a reasonable basis for estimating the amount. The Company recognizes revenue, but not profit, on certain uninstalled materials that are not specifically produced, fabricated, or constructed for a project. Revenue on these uninstalled materials is recognized when the cost is incurred (when control is transferred). Changes to total estimated contract cost or losses, if any, are recognized in the period in which they are determined as assessed at the contract level. Pre-contract costs are expensed as incurred unless they are expected to be recovered from the client. Project mobilization costs are generally charged to project costs as incurred when they are an integrated part of the performance obligation being transferred to the client. Customer payments on engineering and construction contracts are typically due within 30 to 45 days of billing, depending on the contract. For service contracts (including maintenance contracts) in which the Company has the right to consideration from the customer in an amount that corresponds directly with the value to the customer of the Company’s performance completed to date, revenue is recognized when services are performed and contractually billable. Service contracts that include multiple performance obligations are segmented between types of services. For contracts with multiple performance obligations, the Company allocates the transaction price to each performance obligation using an estimate of the stand-alone selling price of each distinct service in the contract. Revenue recognized on service contracts that have not been billed to clients is classified as a current asset under contract assets on the Consolidated Balance Sheets. Amounts billed to clients in excess of revenue recognized on service contracts to date are classified as a current liability under contract liabilities. Customer payments on service contracts are typically due within 30 days of billing, depending on the contract. Revenues from Sale of Equipment Performance Obligations Satisfied at a point in time. We recognize revenue on agreements for non-customized equipment we sell on a standardized basis to the market at a point in time. We recognize revenue at the point in time that the customer obtains control of the good, which is generally upon shipment or when the customer has physical possession of the product depending on contract terms. We use proof of delivery for certain large equipment with more complex logistics, whereas the delivery of other equipment is estimated based on historical averages of in-transit periods (i.e., time between shipment and delivery). In situations where arrangements include customer acceptance provisions based on seller or customer-specified objective criteria, we recognize revenue when we have concluded that the customer has control of the goods and that acceptance is likely to occur. We generally do not provide for anticipated losses on point in time transactions prior to transferring control of the equipment to the customer. Our billing terms for these point in time equipment contracts vary and generally coincide with shipment to the customer; however, within certain businesses, we receive progress payments from customers for large equipment purchases, which is generally to reserve production slots with our manufacturing partners, which are recorded as contract liabilities. Service Performance obligations satisfied over time. We enter into long-term product service agreements with our customers primarily within our microgrid segment. These agreements require us to provide preventative maintenance, and standby support services that include certain levels of assurance regarding system performance throughout the contract periods; these contracts will generally range from 1 to 10 years. We account for items that are integral to the maintenance of the equipment as part of our service-related performance obligation, unless the customer has a substantive right to make a separate purchasing decision (e.g., equipment upgrade). Contract modifications that extend or revise contract terms are not uncommon and generally result in our recognizing the impact of the revised terms prospectively over the remaining life of the modified contract (i.e., effectively like a new contract). Revenues are recognized for these arrangements on a straight-line basis consistent with the nature, timing and extent of our services, which primarily relate to routine maintenance and as needed product repairs. Our billing terms for these contracts vary, but we generally invoice periodically as services are provided. Contract assets represent revenue recognized in excess of amounts billed and include unbilled receivables (typically for cost reimbursable contracts) of $ 0 0 57,077 321,000 360,000 149,493 499,401 Revenues from software The Company derives its revenue from subscription fees from customers for access to its mVSO platform. The Company’s policy is to exclude sales and other indirect taxes when measuring the transaction price of its subscription agreements. The Company’s subscription agreements generally have monthly or annual contractual terms. Revenue is recognized ratably over the related contractual term beginning on the date that the platform is made available to a customer. Access to the platform represents a series of distinct services as the Company continually provides access to, and fulfills its obligation to the end customer over the subscription term. The series of distinct services represents a single performance obligation that is satisfied over time. Revenues from design, software development and other technology-based consulting services For service contracts performed under Master Services Agreements (“MSA”) and accompanying Statement(s) of Work (“SOW”), revenue is recognized based on the performance obligation(s) outlined in the SOW which is typically hours worked or specific deliverable milestones. In the case of a milestone-based SOW, the Company recognizes revenues as each deliverable is signed off by the customer. Variable Consideration The nature of the Company’s contracts gives rise to several types of variable consideration, including claims and unpriced change orders; awards and incentive fees; and liquidated damages and penalties. The Company recognizes revenue for variable consideration when it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur. The Company estimates the amount of revenue to be recognized on variable consideration using the expected value (i.e., the sum of a probability-weighted amount) or the most likely amount method, whichever is expected to better predict the amount. Factors considered in determining whether revenue associated with claims (including change orders in dispute and unapproved change orders in regard to both scope and price) should be recognized include the following: (a) the contract or other evidence provides a legal basis for the claim, (b) additional costs were caused by circumstances that were unforeseen at the contract date and not the result of deficiencies in the company’s performance, (c) claim-related costs are identifiable and considered reasonable in view of the work performed, and (d) evidence supporting the claim is objective and verifiable. If the requirements for recognizing revenue for claims or unapproved change orders are met, revenue is recorded only when the costs associated with the claims or unapproved change orders have been incurred. Back charges to suppliers or subcontractors are recognized as a reduction of cost when it is determined that recovery of such cost is probable, and the amounts can be reliably estimated. Disputed back charges are recognized when the same requirements described above for claims accounting have been satisfied. The C Practical Expedients If the Company has a right to consideration from a customer in an amount that corresponds directly with the value of the Company’s performance completed to date (a service contract in which the company bills a fixed amount for each hour of service provided), the Company recognizes revenue in the amount to which it has a right to invoice for services performed. The Company does not adjust the contract price for the effects of a significant financing component if the company expects, at contract inception, that the period between when the company transfers a service to a customer and when the customer pays for that service will be one year or less. The Company has made an accounting policy election to exclude from the measurement of the transaction price all taxes assessed by governmental authorities that are collected by the Company from its customers (use taxes, value added taxes, some excise taxes). For the nine months ended June 30, 2020 and 2019, the Company reported revenues of $ 8,073,781 2,209,542 Cash and cash equivalents For purposes of the consolidated statements of cash flows, the Company considers all highly liquid investments and short-term debt instruments with original maturities of three months or less to be cash equivalents. There was $ 1,955,776 7,838,857 Accounts receivable Is comprised of uncollateralized customer obligations due under normal trade terms. The Company performs ongoing credit evaluation of its customers and management closely monitors outstanding receivables based on factors surrounding the credit risk of specific customers, historical trends, and other information. The carrying amount of accounts receivable is reviewed periodically for collectability. If management determines that collection is unlikely, an allowance that reflects management’s best estimate of the amounts that will not be collected is recorded. Accounts receivable are presented net of an allowance for doubtful accounts of $ 400,741 254,570 Retention receivable is the amount withheld by a customer until a contract is completed. Retention receivables of $ 171,513 159,989 Investment securities Investment securities include debt securities and equity securities. Debt securities are classified as available for sale (“AFS”) and are reported as an asset in the Consolidated Balance Sheet at their estimated fair value. As the fair values of AFS debt securities change, the changes are reported net of income tax as an element of OCI, except for other-than-temporarily-impaired securities. When AFS debt securities are sold, the unrealized gains or losses are reclassified from OCI to non-interest income. Securities classified as AFS are securities that the Company intends to hold for an indefinite period of time, but not necessarily to maturity. Any decision to sell a security classified as AFS would be based on various factors, including significant movements in interest rates, changes in the maturity mix of the Company’s assets and liabilities, liquidity needs, decline in credit quality, and regulatory capital considerations. Interest income is recognized based on the coupon rate and increased by accretion of discounts earned or decreased by the amortization of premiums paid over the contractual life of the security. For individual debt securities where the Company either intends to sell the security or more likely than not will not recover all of its amortized cost, the OTTI is recognized in earnings equal to the entire difference between the security's cost basis and its fair value at the balance sheet date. For individual debt securities for which a credit loss has been recognized in earnings, interest accruals and amortization and accretion of premiums and discounts are suspended when the credit loss is recognized. Interest received after accruals have been suspended is recognized in income on a cash basis. The Company holds investments in both publicly held and privately held equity securities. Privately held equity securities are recorded at cost and adjusted for observable transactions for same or similar investments of the issuer (referred to as the measurement alternative) or impairment. All gains and losses on privately held equity securities, realized or unrealized, are recorded through gains or losses on equity securities on the consolidated statement of operations. Publicly held equity securities are based on fair value accounting with unrealized gains or losses resulting from changes in fair value reflected as unrealized gains or losses on equity securities in our consolidated statement of operations. Concentration Risk At times throughout the year, the Company may maintain cash balances in certain bank accounts in excess of FDIC limits. As of June 30, 2020, the cash balance in excess of the FDIC limits was $ 1,705,776 . The Company has not experienced any losses in such accounts and believes it is not exposed to any significant credit risk in these accounts. The Company had certain customers whose revenue individually represented 10% or more of the Company’s total revenue. (See Note 17 for details.) Warranty Liability The Company establishes warranty liability reserves to provide for estimated future expenses as a result of installation and product defects, product recalls and litigation incidental to the Company’s business. Liability estimates are determined based on management’s judgment, considering such factors as historical experience, the likely current cost of corrective action, manufacturers’ and subcontractors’ participation in sharing the cost of corrective action, consultations with third party experts such as engineers, and discussions with the Company’s general counsel and outside counsel retained to handle specific product liability cases. The Company’s manufacturers and service providers currently provide substantial warranties between ten to twenty-five years with full reimbursement to replace and install replacement parts. Warranty costs and associated liabilities were $ 0 0 Stock-based compensation The Company follows the guidelines in FASB Codification Topic ASC 718-10 “ Compensation-Stock Compensation, Earnings (loss) per share The Company reports earnings (loss) per share in accordance with Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) 260-10 “ Earnings Per Share, 1,503,639 Fair value of financial instruments and derivative asset The carrying value of cash, accounts payable and accrued expenses, and debt (See Notes 9 & 10) approximate their fair values because of the short-term nature of these instruments. Management believes the Company is not exposed to significant interest or credit risks arising from these financial instruments. The carrying amount of the Company’s long-term debt is also stated at fair value of $ 681,169 Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value maximize the use of observable inputs and minimize the use of unobservable inputs. The Company utilizes a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable. • Level 1 Quoted prices in active markets for identical assets or liabilities. These are typically obtained from real-time quotes for transactions in active exchange markets involving identical assets. • Level 2 Quoted prices for similar assets and liabilities in active markets; quoted prices included for identical or similar assets and liabilities that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets. These are typically obtained from readily-available pricing sources for comparable instruments. • Level 3 Unobservable inputs, where there is little or no market activity for the asset or liability. These inputs reflect the reporting entity’s own beliefs about the assumptions that market participants would use in pricing the asset or liability, based on the best information available in the circumstances. The following table presents the Company’s financial instruments that are measured and recorded at fair value on the Company’s balance sheets on a recurring basis, and their level within the fair value hierarchy as of June 30, 2020: Amount Level 1 Level 2 Level 3 Derivative asset $ 1,544,185 $ — $ — $ 1,544,185 Investment in equity security 421,500 421,500 — $ — Investment in debt security 487,788 — — 487,788 Total $ 2,453,473 $ 421,500 $ — $ 2,031,973 The below table presents the change in the fair value of the derivative asset and investment in debt security during the nine months ended June 30, 2020: Amount Balance at September 30, 2019 $ — Fair value at issuance, net of premium 487,788 Gain on derivative asset 1,544,185 Balance at June 30, 2020 $ 2,031,973 Reclassifications Certain prior year amounts have been reclassified for consistency with the current year presentation. These reclassifications had no effect on the reported results of operations or net assets of the Company. Recently issued accounting pronouncements In June 2018, the FASB issued ASU 2018-07, "Compensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting," which modifies the accounting for share-based payment awards issued to nonemployees to largely align it with the accounting for share-based payment awards issued to employees. ASU 2018-07 is effective for us for annual periods beginning October 1, 2019. The new standard did not have a material impact on the Company’s results of operations or cash flows. In August 2018, the FASB issued ASU 2018-15, "Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract," which allows for the capitalization of certain implementation costs incurred in a hosting arrangement that is a service contract. ASU 2018-15 allows for either retrospective adoption or prospective adoption to all implementation costs incurred after the date of adoption. ASU 2018-15 is effective for fiscal years beginning after December 15, 2019. We are currently evaluating the impact the adoption of this new standard will have on our financial position and results of operations. In February 2016, the FASB issued guidance within ASU 2016-02, Leases Leases Leases (Topic 842) Targeted Improvements Leases In January 2017, the FASB issued guidance within ASU 2017-04, Intangibles-Goodwill and Other. The amendments in ASU 2017-04 simplify the subsequent measurement of goodwill by comparing the fair value of a reporting unit with its carrying amount. ASU 2017-04 is effective for fiscal years beginning after December 15, 2019. We are currently evaluating the impact the adoption of this new standard will have on our financial position and results of operations. In June, 2016, the FASB issued guidance within ASU 2016-13, Financial Instruments – Credit Losses. The amendments in ASU 2016-13 require assets measured at amortized cost and establishes an allowance of credit losses for available for sale debt securities. ASU 2016-13 is effective for fiscal years beginning after December 15, 2020. We are currently evaluating the impact the adoption of this new standard will have on our financial position and results of operations. The Company has evaluated all other recent accounting pronouncements, and believes that none of them will have a material effect on the Company's financial position, results of operations or cash flows.

3. ACQUISITION OF P2KLABS, INC.

3. ACQUISITION OF P2KLABS, INC.	9 Months Ended
	Jun. 30, 2020
Business Combinations [Abstract]
3. ACQUISITION OF P2KLABS, INC.	3. ACQUISITION OF P2KLABS, INC. On January 31, 2020, the Company, entered into an Agreement with p2k, and its sole stockholder, Amer Tadayon, whereby the Company purchased all of the issued and outstanding shares of p2k in exchange for an aggregate purchase price of cash and equity of $1,688,935 As a result of the Transaction, p2k is a wholly-owned subsidiary of the Company. Pursuant to the terms of the Agreement, the purchase price was as follows: a) $1,039,500 b) 31,183 restricted shares of the Company’s common stock, valued at $145,000 , were issued to the Seller (the “Shares”). The Shares are subject to certain lock-up and leak-out provisions whereby the Seller may sell an amount of Shares equal to ten percent (10%) of the daily dollar trading volume of the Company’s common stock on its principal market for the prior 30 days (the “Leak-Out Terms”); c) $115,500 d) 64,516 $300,000 The Holdback Shares will also be subject to the Leak-Out Terms once they are released from escrow 12 months from closing. The Shares and Holdback Shares were deemed to have a fair market value of $4.65 e) 26,950 $88,935 The Company accounted for the acquisition of p2k as an acquisition of a business under ASC 805. The Company determined the fair value of the consideration given to the Seller in connection with the Transaction in accordance with ASC 820 was as follows: Consideration: Fair Value Cash $ 1,155,000 95,699 $ 445,000 26,950 $ 88,935 Total Consideration $ 1,688,935 The total purchase price was allocated to identifiable assets deemed acquired, and liabilities assumed, of the Company’s acquisition of p2k, based on their estimated fair values as indicated below. The business combination accounting is not yet complete, and the amounts assigned to the assets acquired and the liabilities assumed are provisional. Therefore, this may result in future adjustments to the provisional amounts as new information is obtained about the facts and circumstances that existed at the acquisition date. Purchase Price Allocation: Customer list $ 1,045,000 Design and other assets $ 123,000 Goodwill $ 642,388 Other assets and liabilities assumed, net $ ( 121,453 Total $ 1,688,935 The following is the unaudited pro forma information assuming the acquisition of p2k occurred on October 1, 2018: For the Three Months Ended For the Nine months ended June 30, 2020 June 30, 2019 June 30, 2020 June 30, 2019 Net sales $ 3,438,674 $ 1,432,942 $ 8,445,480 $ 2,842,848 Net loss $ (8,551,301 ) $ (3,948,319 ) $ (16,402,974 ) $ (13,993,029) Loss per common share - basic and diluted $ (0.77 ) $ (0.87 ) $ (2.33 ) $ (3.37) Weighted average common shares outstanding - basic and diluted 11,119,288 4,514,043 7,053,523 4,155,226 The unaudited pro forma consolidated financial results have been prepared for illustrative purposes only and do not purport to be indicative of the results of operations that actually would have resulted had the acquisition occurred on the first day of the earliest period presented, or of future results of the consolidated entities. The unaudited pro forma consolidated financial information does not reflect any operating efficiencies and cost savings that may be realized from the integration of the acquisition. All transitions that would be considered inter-company transactions for proforma purposes have been eliminated.

4. INVESTMENT IN INTERNATIONAL

4. INVESTMENT IN INTERNATIONAL LAND ALLIANCE	9 Months Ended
	Jun. 30, 2020
Schedule of Investments [Abstract]
4. INVESTMENT IN INTERNATIONAL LAND ALLIANCE	4. INVESTMENT IN INTERNATIONAL LAND ALLIANCE International Land Alliance, Inc. On November 5, 2019, CleanSpark entered into a binding Memorandum of Understanding (the “MOU”) with International Land Alliance, Inc., a Wyoming corporation (“ILAL”), in order to lay a foundational framework where the Company will deploy its energy solutions products and services to ILAL, its energy projects, and its customers. Pursuant to the terms of the MOU, the parties will work in good faith and pursue the following priorities over the next twelve (12) months: 1) The Company will perform feasibility studies to outline the details and scope of developing microgrid energy solutions to support ILAL projects. 2) ILAL will (a) exclusively sell the Company’s products and services as part of ILAL’s power solution for its offering of off-grid properties, and (b) include the Company’s mPulse DER Energy Manager within the off-grid energy project bids; 3) The Company will provide on-site testing, training, and support services to ILAL’s projects and operations In connection with the MOU, and in order to support the power and energy needs of ILAL’s development and construction of certain projects, the Company entered into a Securities Purchase Agreement, dated as of November 6, 2019, with ILAL (the “ILAL SPA”). Pursuant to the terms of the ILAL SPA, ILAL sold, and the Company purchased 1,000 shares of Series B Preferred Stock (the “Preferred Stock”) of ILAL for an aggregate purchase price of US $500,000 (the “Stock Transaction”), less certain expenses and fees. The Series B Preferred Stock will accrue cumulative in kind accruals at a rate of 12% per annum and shall increase by 10% per annum upon the occurrence of any trigger event. ILAL may redeem by paying in cash within 9 months from the issuance date. The Preferred Stock becomes convertible into common stock after 9 months or when certain triggering events occur. In the event of a conversion of any shares of the Preferred Stock, the number of conversion shares is equal to the face value of the Preferred Stock divided by the applicable Conversion Price (defined at 65% of the 5 lowest individual daily volume weighted average prices of the Common Stock from issuance to conversion less $0.05 per share, but no less than the Floor Price ($0.01). While the Preferred Stock is outstanding if triggering events occur, the Conversion Rate may be decreased by 10% and the accrual rate increased by 10% for each triggering event. The Company believes that, pursuant to the terms and conditions of the ILAL SPA, at least two triggering events have occurred. Under this good faith belief, the Company believes that as a result of the occurrence of these triggering events, the Series B Preferred stock should be convertible at the Company’s option, and the interest and conversion rate should be adjusted by 10% for each such occurrence. The Preferred Stock is recorded as an AFS debt security and is reported at its estimated fair value as of June 30, 2020. As of June 30, 2020, the Company has identified a derivative instrument in accordance with ASC Topic No. 815 due to the variable conversion feature upon certain triggering events that occurred during the period. Topic No. 815 requires the Company to account for the conversion feature on its balance sheet at fair value and account for changes in fair value as a derivative gain or loss. The Black-Scholes model utilized the following inputs to value the derivative asset at the date in which the derivative asset was determined through June 30, 2020. Fair value assumptions: June 30, 2020 Risk free interest rate 0.13% Expected term (months) 1 Expected volatility 131% Expected dividends 0% In connection with the Stock Transaction, ILAL issued 350,000 $171,500 $0.49

5. CONTRACTUAL JOINT VENTURE

5. CONTRACTUAL JOINT VENTURE	9 Months Ended
	Jun. 30, 2020
Debt Disclosure [Abstract]
5. CONTRACTUAL JOINT VENTURE	5. CONTRACTUAL JOINT VENTURE On April 6, 2020, the Company entered into a joint venture agreement with third party partners to procure, distribute, and supply Personal Protective Equipment (PPE) for hospitals and frontline medical personnel. The agreement is effective until December 31, 2020, unless otherwise extended by mutual consent. The Company contributed capital in the amount of $660,000 The resulting income is reported net of all other costs, and CleanSpark recognized $20,000 (“JV”) account for future orders was $660,000 and is accounted for as a receivable from the third party partner since the Company considers itself as a passive investor in the JV. The receivable is reported in prepaid expenses and other current assets in the consolidated balance sheet. On July 7, 2020, the Company received its $660,000

6. CAPITALIZED SOFTWARE

6. CAPITALIZED SOFTWARE	9 Months Ended
	Jun. 30, 2020
Research and Development [Abstract]
6. CAPITALIZED SOFTWARE	6. CAPITALIZED SOFTWARE Capitalized software consists of the following as of June 30, 2020 and September 30, 2019: June 30, 2020 September 30, 2019 mVSO software $ 437,136 $ 352,211 mPulse software 741,846 741,846 Capitalized Software: 1,178,982 1,094,057 Less: accumulated amortization (160,442 ) (38,860) Capitalized Software, net $ 1,018,540 $ 1,055,197 Capitalized software amortization recorded as cost of revenues and product development expense for the nine months ended June 30, 2020 and 2019 was $121,582 $1,034,612

7. INTANGIBLE ASSETS

7. INTANGIBLE ASSETS	9 Months Ended
	Jun. 30, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
7. INTANGIBLE ASSETS	7. INTANGIBLE ASSETS Intangible assets consist of the following as of June 30, 2020 and September 30, 2019: June 30, 2020 September 30, 2019 Patents $ 74,112 $ 74,112 Websites 8,115 16,482 Customer list and non-compete agreement 6,767,024 5,722,024 Design assets 123,000 — Trademarks 5,928 5,928 Trade secrets 4,370,269 4,370,269 Intangible assets: 11,348,448 10,188,815 Less: accumulated amortization (4,703,145 ) (2,758,733) Intangible assets, net $ 6,645,303 $ 7,430,082 Amortization expense for the nine months ended June 30, 2020 and 2019 was $1,952,779 $1,243,610

8. FIXED ASSETS

8. FIXED ASSETS	9 Months Ended
	Jun. 30, 2020
Property, Plant and Equipment [Abstract]
8. FIXED ASSETS	8. FIXED ASSETS Fixed assets consist of the following as of June 30, 2020 and September 30, 2019: June 30, 2020 September 30, 2019 Machinery and equipment $ 201,856 $ 212,082 Leasehold improvements 17,965 — Furniture and fixtures 104,155 75,121 Total 323,976 287,203 Less: accumulated depreciation (194,085 ) (142,133) Fixed assets, net $ 129,891 $ 145,070 Depreciation expense for the nine months ended June 30, 2020 and 2019 was $51,952 $31,639

9. LOANS

9. LOANS	9 Months Ended
	Jun. 30, 2020
Debt Disclosure [Abstract]
9. LOANS	9. LOANS Long term Long-term loans payable consist of the following: June 30, 2020 September 30, 2019 Promissory notes $ 681,169 $ 150,000 Total $ 681,169 $ 150,000 Current Current loans payable consist of the following: June 30, 2020 September 30, 2019 Promissory notes $ — $ 50,000 Insurance financing loans — 17,467 Current loans payable: — 67,467 Unamortized debt discount — — Total, net of unamortized discount $ — $ 67,467 Promissory Notes On September 5, 2017, the Company executed a 9% $150,000 $150,000 24 September 5, 2021 15,000 $150,000 0 $10,133 $10,096 On November 11, 2017, the Company executed a 10% secured promissory note with a face value of $100,000 with an investor. Under the terms of the promissory note the Company received $100,000 and agreed to make monthly interest payments and repay the note principal 24 months from the date of issuance. The note was secured by 10,000 shares which would be issued to the note holder only in the case of an uncured default. The Company repaid all principal and outstanding interest on August 13, 2019 and the 10,000 $0 and $7,478 for the nine months ended June 30, 2020 and 2019, respectively. On December 5, 2017, the Company executed a 9 $50,000 $50,000 24 5,000 5,000 $802 $3,367 May 7, 2020, the Company applied for a loan from Celtic Bank Corporation, as lender, pursuant to the Paycheck Protection Program of the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) as administered by the U.S. Small Business Administration (the "SBA"). On May 15, 2020, the loan was approved and the Company received the proceeds from the loan in the amount of $531,169 May 7, 2022 1.0 All or a portion of the PPP Loan may be forgiven by the SBA and lender upon application by the Company and upon documentation of expenditures in accordance with the SBA requirements. Under the CARES Act, loan forgiveness is available for the sum of documented payroll costs, covered rent payments, and covered utilities during the applicable period beginning on the date of loan approval. For purposes of the CARES Act, payroll costs exclude compensation of an individual employee in excess of $100,000, prorated annually. Not more than 25% of the forgiven amount may be for non-payroll costs. Forgiveness is reduced if full-time headcount declines, or if salaries and wages for employees with salaries of $100,000 or less annually are reduced by more than 25%. In the event the PPP Loan, or any portion thereof, is forgiven pursuant to the PPP, the amount forgiven is applied to outstanding principal. $3,987 0 Insurance financing loans On February 11, 2019, the Company executed an unsecured 5.6% installment loan with a total face value of $78,603 $76,800 10 months $17,467

10. CONVERTIBLE NOTES PAYABLE

10. CONVERTIBLE NOTES PAYABLE	9 Months Ended
	Jun. 30, 2020
Debt Disclosure [Abstract]
10. CONVERTIBLE NOTES PAYABLE	10. CONVERTIBLE NOTES PAYABLE Short-Term convertible notes Securities Purchase Agreement – December 31, 2018 On December 31, 2018, the Company entered into a Securities Purchase Agreement (the “SPA”) with an otherwise unaffiliated third-party institutional investor (the “Investor”), pursuant to which the Company issued to the Investor a Senior Secured Redeemable Convertible Debenture (the “Debenture”) in the aggregate face value of $5,250,000 two years 7.5% per annum. Interest is payable on the date the applicable principal is converted or on maturity. The interest must be paid in cash and, in certain circumstances, may be paid in shares of common stock. The transactions described above closed on December 31, 2018. In connection with the issuance of the Debenture and pursuant to the terms of the SPA, the Company issued to the Investor 10,000 308,333 three years $20.00 125,000 $25.00 100,000 $50.00 50,000 $75.00 33,333 $4,995,000 $5,000 Pursuant to the terms of the SPA, the Investor agreed to tender to the Company the sum of $5,000,000 Prior to the maturity date, provided that no trigger event has occurred, the Company will have the right at any time upon 30 trading days’ prior written notice, in its sole and absolute discretion, to redeem all or any portion of the Debenture then outstanding by paying to the Investor an amount equal to 140% of the of the portion of the Debenture being redeemed. The Investor may convert the Debenture into shares of the Company’s common stock at a conversion price equal to 95% of the mathematical average of the 5 lowest individual daily volume weighted average prices of the common stock, less $0.50 per share, during the period beginning on the issuance date and ending on the maturity date subject to certain floor price restrictions. In the event certain equity conditions exist, the Company may require that the Investor convert the Debenture. In no event shall the Debenture be allowed to affect a conversion if such conversion, along with all other shares of Company common stock beneficially owned by the Investor and its affiliates would exceed 4.99% of the outstanding shares of the common stock of the Company. While the note is outstanding if Triggering Events occur the conversion rate may be decreased by 10% and the interest rate increased by 10% for each Triggering Event which may result in the issuance of additional shares. On March 4, March 13, and May 1, 2020 the Company entered into amendments (the “Amendments”) with the Investor. The Amendments amended the SPA and Debenture, as follows: 1) A Floor Price of $1.50 2) Lowered the closing price of the Common Stock which may trigger an event of default from $5.00 $ 1.75 3) Deleted the requirement that the Investor convert the Debenture at maturity and 4) Allowed the Company, to not reserve or issue to the Investor more shares of Common Stock than were reserved for the Investor prior to the amendment date until September 29, 2020. On January 7, 2019, the Investor converted $2,500,000 $875,000 178,473 $18.90 On March 6, 2019, the Investor converted $1,000,000 $350,000 71,389 $18.90 On July 9, 2019, in accordance with the terms of the agreement the Investor was issued an additional 45,614 $15.06 On July 16, 2019, in accordance with the terms of the agreement the Investor was issued an additional 18,246 $15.06 On July 19, 2019, the Investor converted $500,000 $175,000 45,109 $15.00 On August 23, 2019, in accordance with the terms of the agreement the Investor was issued an additional 43,721 $7.60 On September 16, 2019, in accordance with the terms of the agreement the Investor was issued an additional 61,500 $7.30 On October 17, 2019, in accordance with the terms of the agreement the Investor was issued an additional 90,000 $3.74 On December 5, 2019, in accordance with the terms of the agreement the Investor was issued an additional 97,100 $3.15 On February 10, 2020, in accordance with the terms of the agreement the Investor was issued an additional 100,000 $3.15 On February 21, 2020, in accordance with the terms of the agreement the Investor was issued an additional 108,770 2.69 On March 2, 2020, in accordance with the terms of the agreement the Investor was issued an additional 167,100 $1.87 On March 5, 2020, in accordance with the terms of the agreement the Investor was issued an additional 154,835 $1.83 On March 13, 2020, in accordance with the terms of the agreement the Investor was issued an additional 116,000 $1.50 On March 20, 2020, in accordance with the terms of the agreement the Investor was issued an additional 163,800 $1.50 On April 15, 2020, the Investor converted $1,250,000 $437,500 1,125,000 $1.50 The aggregate debt discount has been accreted and charged to interest expenses as a financing expense in the amount of $783,474 Securities Purchase Agreement – April 17, 2019 On April 17, 2019, the Company entered into a Securities Purchase Agreement (the “Agreement”) with an otherwise unaffiliated third-party institutional investor (the “Investor”), pursuant to which the Company agreed to issue to the Investor a $10,750,000 7.5% 215 7.5% 230,000 125,000 $20,000,000 The Debenture was secured by all assets of the Company. Pursuant to the first closing of the Agreement, which occurred on April 18, 2019, the Investor agreed to tender to the Company the sum of $10,000,000 The Debenture has a maturity date of two years 7.5% Prior to the maturity date, provided that no trigger event has occurred, the Company will have the right at any time upon 30 trading days’ prior written notice, in its sole and absolute discretion, to redeem all or any portion of the Debenture then outstanding by paying to the Investor an amount equal to 145% of the of the portion of the Debenture being redeemed. The Investor may convert the Debenture into shares of the Company’s common stock at a conversion price equal to 90% of the mathematical average of the 5 lowest individual daily volume weighted average prices of the common stock, less $0.75 per share, during the period beginning on the issuance date and ending on the maturity date subject to certain floor price restrictions. In the event certain equity conditions exist, the Company may require that the Investor convert the Debenture. In no event shall the Debenture be allowed to effect a conversion if such conversion, along with all other shares of Company common stock beneficially owned by the Investor and its affiliates would exceed 4.99% of the outstanding shares of the common stock of the Company. While the note is outstanding if Triggering Events occur the conversion rate may be decreased by 10% and the interest rate increased by 10% for each Triggering Event which may result in the issuance of additional shares. On March 4, March 13, and May 1, 2020 the Company entered into amendments (the “Amendments”) with the Investor. The Amendments amended the SPA and Debenture, as follows: 1) A Floor Price of $1.50 2) Lowered the closing price of the Common Stock which may trigger an event of default from $ 5.00 $1.75 3) Deleted the requirement that the Investor convert the Debenture at maturity and 4) Allowed the Company, to not reserve or issue to the Investor more shares of Common Stock than were reserved for the Investor prior to the amendment date until September 29, 2020. 5) The Company and the Investor also agreed to remove the Second Closing and Company Option to sell an aggregate of an additional $10,000,000 in securities under the Debenture. As a result of these changes, the Company was authorized to terminate any and all documentation related to the 100,000 shares of Series B Preferred Stock that the Company's Board of Directors had previously voted to designate back on April 16, 2019. On May 5, 2020, the Investor converted $750,000 $112,500 575,000 shares of the Company common stock at an effective conversion price of $1.50 On May 6, 2020, the Investor converted $600,000 $90,000 460,000 $1.50 On May 7, 2020, the Investor converted $595,000 $89,250 456,167 $1.50 On May 8, 2020, the Investor converted $350,000 $52,500 268,333 $1.50 On May 11, 2020, the Investor converted $350,000 $52,500 268,333 $1.50 On May 12, 2020, the Investor converted $730,000 $109,500 559,667 $1.50 On May 13, 2020, the Investor converted $375,000 $56,250 287,500 $1.50 On May 18, 2020, the Investor converted $360,000 $54,000 276,000 $1.50 On May 19, 2020, the Investor converted $1,020,000 $153,000 782,000 $1.50 On May 20, 2020, the Investor converted $380,000 $57,000 291,333 $1.50 On May 21, 2020, the Investor converted $2,140,000 $321,000 1,640,667 $1.50 On May 22, 2020, the Investor converted $3,100,000 $465,000 2,376,667 $1.50 As of June 30, 2020, the Debenture was fully converted into shares of the Company’s common stock. The aggregate debt discount has been accreted and charged to interest expenses as a financing expense in the amount of $8,320,205

11. LEASES

11. LEASES	9 Months Ended
	Jun. 30, 2020
Leases [Abstract]
11. LEASES	11. LEASES On October 1, 2019, the Company adopted the amendments to ASC 842, Leases Leases (Topic 842) Targeted Improvements Leases The Company has operating leases under which it leases its branch offices and corporate headquarters, one of which is with a related party. Upon adoption of the new lease guidance, on October 1, 2019, the Company recorded a right of use asset and corresponding lease liability of $85,280 $85,280 $52,280 $52,999 10% The Company's leases have remaining lease terms between one year two years 0.7 The Company’s decision to exercise these renewal options is based on an assessment of its current business needs and market factors at the time of the renewal. Currently, the Company has no leases for which the option to renew is reasonably certain and therefore, options to renew were not factored into the calculation of its right of use asset and lease liability as of October 1, 2019. The following is a schedule of the Company's operating lease liabilities by contractual maturity as of June 30, 2020: Fiscal year ending September 30, 2020 $ 12,912 Fiscal year ending September 30, 2021 43,170 Total Lease Payments 56,082 Less: imputed interest ( 3,083 Total present value of lease liabilities $ 52,999 Total operating lease costs of $38,328 $38,523

12. RELATED PARTY TRANSACTIONS

12. RELATED PARTY TRANSACTIONS	9 Months Ended
	Jun. 30, 2020
Related Party Transactions [Abstract]
12. RELATED PARTY TRANSACTIONS	12. RELATED PARTY TRANSACTIONS Zachary Bradford – Chief Executive Officer, Director and Former Chief Financial Officer During the nine months ended June 30, 2019, the Company had a consulting agreement with ZRB Holdings, Inc., an entity wholly owned by Zachary Bradford, our Chief Executive Officer and director, for management services. In accordance with this agreement, as amended, Mr. Bradford earned $353,140 During the nine months ended June 30, 2020, the Company paid Blue Chip Accounting, LLC (“Blue Chip”) $86,658 for accounting, tax, administrative services and reimbursement for office supplies. Blue Chip is 50% beneficially owned by Mr. Bradford. Blue Chip performed all services at discounted rates and none of the charges were associated with work performed by Mr. Bradford. The services consisted of preparing and filing tax returns, bookkeeping, accounting and administrative support assistance. The Company also sub-leases office space from Blue Chip (see note 11 for additional details). During the nine months ended June 30, 2020, $10,150 was paid to Blue Chip for rent. Bryan Huber – Former Officer and Director On August 28, 2018, the Company executed an agreement with Zero Positive, LLC an entity controlled by Mr. Huber. In accordance with the agreement with Zero Positive, LLC, Mr. Huber earned $125,154 $127,772 On March 12, 2019, the Agreement was terminated upon the execution of a separation agreement. All amounts owed from all agreements totaling $90,000 On September 28, 2018, in connection with the consulting agreement executed with Zero Positive, LLC, the Company issued warrants to purchase 90,000 $8.00 $2,607,096 10 years 3.05% 0% 191% The warrants vest as follows: 30,000 vested immediately, the balance vest evenly on the last day of each month over forty-two months beginning August 31, 2018 62,857 $372,442 372,442 Matthew Schultz- Chairman of the Board and Former Chief Executive Officer The Company has a consulting agreement with Matthew Schultz, our former Chief Executive Officer, for management services. In accordance with this agreement, as amended, Mr. Schultz earned $0 $353,140 $189,000 The Company additionally entered into an agreement on November 15, 2019 with an organization to provide general investor relations and consulting services that Mr. Schultz is affiliated with. The Company paid the organization $49,500 $176,000 Larry McNeill, Roger Beynon, Dr. Tom Wood –Directors Effective January 1, 2019, the Company agreed to pay non-executive independent board members $2,500 $22,500 $15,000 $22,500 $0

13. STOCKHOLDERS EQUITY

13. STOCKHOLDERS EQUITY	9 Months Ended
	Jun. 30, 2020
Equity [Abstract]
13. STOCKHOLDERS EQUITY	13. STOCKHOLDERS EQUITY Overview The Company’s authorized capital stock consists of 20,000,000 10,000,000 $0.001 16,123,507 1,750,000 On December 10, 2019, the Financial Industry Regulatory Authority (“FINRA”) approved the Company’s 1:10 reverse stock split of the Company’s common stock. The reverse stock split took effect on December 11, 2019. Unless otherwise noted, impacted amounts and share information in the consolidated financial statements and notes thereto as of and for the periods ended June 30, 2020 and September 30, 2019, have been adjusted for the stock split as if such stock split occurred on the first day of the first period presented. Amendment to Articles of Incorporation On August 9, 2019, the Company filed a Certificate of Amendment to its Articles of Incorporation to increase its authorized shares of common stock from 100,000,000 200,000,000 20,000,000 On October 4, 2019, pursuant to Article IV of our Articles of Incorporation, our Board of Directors voted to increase the number of shares of preferred stock designated as Series A Preferred Stock from one million ( 1,000,000 2,000,000 $0.001 Under the Certificate of Designation, holders of Series A Preferred Stock will be entitled to quarterly dividends on 2% of our earnings before interest, taxes and amortization. The dividends are payable in cash or common stock. The holders will also have a liquidation preference on the state value of $0.02 per share plus any accumulated but unpaid dividends. The holders are further entitled to have us redeem their Series A Preferred Stock for three shares of common stock in the event of a change of control and they are entitled to vote together with the holders of our common stock on all matters submitted to shareholders at a rate of forty-five (45) votes for each share held. The rights of the holders of Series A Preferred Stock are defined in the relevant Amendment to the Certificate of Designation filed with the Nevada Secretary of State on October 9, 2019. Certificate of Preferred Stock Designation On April 16, 2019, pursuant to Article IV of our Articles of Incorporation, the Company’s Board of Directors voted to designate a class of preferred stock entitled Series B Preferred Stock, consisting of up to one hundred thousand ( 100,000 $0.001 § The holders of shares of Series B Preferred Stock will have no right to vote on any matters, questions or proceedings of the Company including, without limitation, the election of directors; § Commencing on the date of issuance, the Series B Preferred Stock will accrue cumulative in kind accruals (“the Accruals”) at the rate of 7.5% § Upon any liquidation, dissolution or winding up of the Company, the holders of the Series B Preferred Stock will be entitled to be paid out of the assets of the Company available for distribution to its stockholders an amount with respect to each share of Series B Preferred Stock equal to $5,000.00 § On maturity, the Company may redeem the Series B Preferred Stock by paying the holder the Liquidation Value; § Before maturity, the Company may redeem the Series B Preferred stock on 30 days’ notice by paying 145% § If the Company determines to liquidate, dissolve or wind-up its business and affairs, the Company will, within three trading days of such determination and prior to effectuating any such action, redeem all outstanding shares of Series B Preferred Stock; § In the event of a conversion of any shares of Series B Preferred Stock, the Company will (a) satisfy the payment of the Conversion Premium, which is defined as the Face Value of the shares converted multiplied by the product of 7.5% and the number of whole years between issuance and maturity, and (b) issue to the holder of the shares of Series B Preferred Stock a number of conversion shares equal to the Face Value divided by the applicable Conversion Price (defined as 90% of the of the 5 lowest individual daily volume weighted average prices of the Common Stock from issuance to conversion less $0.75 per share, but no less than the Floor Price ($3.50) with respect to the number of shares converted; While the note is outstanding if Triggering Events occur the conversion rate may be decreased by 10% and the interest rate increased by 10% for each Triggering Event. In the event of certain defaults, conversion price may not be subject to a floor. § if at any time the Company grants, issues or sells any options, convertible securities or rights to purchase stock, warrants, securities or other property pro rata to the record holders of any class of shares of Common Stock (the “Purchase Rights”), then holder will be entitled to acquire, upon the terms applicable to such Purchase Rights, the aggregate Purchase Rights which holder could have acquired if holder had held the number of shares of Common Stock acquirable upon conversion of Series B Preferred Stock; § At maturity ( 2 ▪ At no time may the holders of Series B Preferred Stock own more than 4.99% On March 6, 2020, the Company withdrew the Certificate of Designation for the Series B Preferred Stock. At the time of withdrawal, no shares of Series B Preferred Stock were issued and outstanding. Common Stock issuances during the nine months ended June 30, 2020 The Company issued 1,964,313 The Company issued 22,000 $54,000 The Company issued 793 The Company issued 95,699 In relation to the Securities Purchase Agreement dated December 31, 2018, the Company issued 1,125,000 $1,250,000 $437,500 $1.50 In relation to the Securities Purchase Agreement dated April 17, 2019, the Company issued 8,241,665 $10,750,000 $1,612,500 $1.50 The Company issued 25,019 $57,500 Common stock returned during the nine months ended June 30, 2020 As a result of a note payoff on December 5, 2019, 5,000 As a result of the cancellation of an investor relations services contract, 25,000 Series A Preferred Stock issuances during the nine months ended June 30, 2020 On October 4, 2019, the Company authorized the issuance of a total of seven hundred and fifty thousand ( 750,000 $0.02 $15,000 Common Stock issuances during the nine months ended June 30, 2019 During the period commencing October 1, 2018 through June 30, 2019, the Company received $361,800 45,225 $8.00 On September 11, 2018, the Company entered into an agreement with Regal Consulting, LLC for investor relations services. Under this agreement the Company agreed to issue 3,000 18,000 shares of its common stock in accordance with the agreement. Stock compensation of $531,600 On October 15, 2018, the Company entered into an agreement with a consultant for services. Under this agreement the Company agreed to issue 3,000 six month $68,819 On October 2, 2018, an investor exercised warrants to purchase 300 $3.63 $1,088 The Company issued 10,000 On December 31, 2018, the Company settled $25,000 2,500 $51,225 $26,225 On January 7, 2019, a total of 144,417 150,000 $0.83 On January 7, 2019, an investor converted $2,500,000 $875,000 for 178,472 $18.90 On January 22, 2019, in accordance with a merger agreement, the Company issued 175,000 On February 26, 2019, a total of 24,628 25,000 $0.83 On March 6, 2019, the investor converted $1,000,000 $350,000 71,389 $18.90 On March 26, 2019, a total of 48,857 50,000 $0.83 On April 9, 2019, an investor exercised warrants to purchase 900 $3.63 $3,267 The Company issued 125,000 On June 12, 2019, the Company entered into an agreement with SylvaCap Media for investor relations services. Under this agreement, the Company agreed to issue 25,000 The 25,000 shares vest upon issuance but if the agreement is terminated within 90 days of execution, the shares are to be returned and cancelled. The Company terminated the agreement and the shares were returned on February 10, 2020. Common stock returned during the nine months ended June 30, 2019 As a result of a conversion of a note on September 21, 2018, 13,750 As a result of a note payoff on January 3, 2019, 13,750

14. STOCK WARRANTS

14. STOCK WARRANTS	9 Months Ended
	Jun. 30, 2020
Stock Warrants
14. STOCK WARRANTS	14. STOCK WARRANTS The following is a summary of stock warrant activity during the nine months ended June 30, 2020. Number of Warrant Shares Weighted Average Exercise Price Balance, September 30, 2019 1,314,065 $ 21.62 Warrants granted — $ — Warrants expired — — Warrants cancelled — — Warrants exercised — — Balance, June 30, 2020 1,314,065 $ 21.62 As of June 30, 2020, the outstanding warrants have a weighted average remaining term of 2.17 $194,250 As of June 30, 2020, there are warrants exercisable to purchase 1,286,922 shares of common stock in the Company and 27,143 unvested warrants outstanding that cannot be exercised until vesting conditions are met. 996,198 of the warrants require a cash investment to exercise as follows, 5,000 required a cash investment of $8.00 449,865 require a cash investment of $15.00 125,000 require a cash investment of $20.00 103,000 require a cash investment of $25.00 200,000 require an investment of $35.00 10,000 require an investment of $40.00 60,000 require an investment of $50.00 38,333 require a cash investment of $75.00 5,000 require a cash investment of $100.00 317,867 of the outstanding warrants contain provisions allowing a cashless exercise at their respective exercise prices. Warrant activity for the nine months ended June 30, 2019 On October 15, 2018, the Company entered into an agreement with a consultant for services. Under this agreement the Company agreed to issue 3,000 $25.00 five years $0 $68,643 as a result of the stock issued under the agreement. The warrants were valued using the black-Scholes valuation model. On December 31, 2018, in connection with a Securities purchase agreement (see Note 10 for additional details) the Company issued Common Stock Purchase Warrants to acquire up to 308,333 shares of common stock for a term of three years on a cash-only basis at an exercise price of $20.00 125,000 Warrant Shares, $25.00 100,000 Warrant Shares, $50.00 50,000 Warrant Shares and $75.00 33,333 Warrant Shares. On August 28, 2018, in connection with the Consulting agreement executed with Zero Positive, LLC the Company issued warrants to purchase 90,000 $8.00 $2,607,096 The warrants vest as follows: 30,000 warrants vested immediately, the balance vest evenly on the last day of each month over the forty-two months beginning August 31, 2018 58,571 $372,442 372,442 On January 22, 2019, in accordance with a merger agreement, CleanSpark issued; a five year 50,000 $16.00 five year 50,000 $20.00 The warrants were valued at $1,102,417 $1,102,107 On April 18, 2019, in connection with a Securities purchase agreement, the Company issued Common Stock Purchase Warrants to acquire up to 230,000 three years $35.00 200,000 $40.00 10,000 $50.00 10,000 $75.00 5,000 $100.00 5,000 The Black-Scholes model utilized the following inputs to value the warrants granted during the nine months ended June 30, 2019: Fair value assumptions – Warrants: June 30, 2019 Risk free interest rate 2.36% 3.01% Expected term (years) 3 5 Expected volatility 254% 268 Expected dividends 0% On January 7, 2019, a total of 144,417 150,000 $0.83 On February 26, 2019, a total of 24,628 25,000 $0.83 On March 26, 2019, a total of 48,857 50,000 $0.83 As of June 30, 2020, the Company expects to recognize $786,415 1.5 years

15. STOCK OPTIONS

15. STOCK OPTIONS	9 Months Ended
	Jun. 30, 2020
Share-based Payment Arrangement [Abstract]
15. STOCK OPTIONS	15. STOCK OPTIONS The Company sponsors a stock-based incentive compensation plan known as the 2017 Incentive Plan (the “Plan”), which was established by the Board of Directors of the Company on June 19, 2017. A total of 300,000 21,360 The Plan allows the Company to grant incentive stock options, non-qualified stock options, stock appreciation right, or restricted stock. The incentive stock options are exercisable for up to ten years, at an option price per share not less than the fair market value on the date the option is granted. The incentive stock options are limited to persons who who The following is a summary of stock option activity during the nine months ended June 30, 2020. Number of Option Shares Weighted Average Exercise Price Balance, September 30, 2019 81,254 $ 11.82 Options granted 233,233 5.28 Options expired 25,000 8.00 Options cancelled ( 10,847 ) 19.04 Options exercised — — Balance, June 30, 2020 278,640 $ 6.41 As of June 30, 2020, there are options exercisable to purchase 216,717 2.59 years $0 Option activity for the nine months ended June 30, 2020 During the nine months ended June 30, 2020, the Company issued 233,233 $4.50 $8.50 $673,590 The Black-Scholes model utilized the following inputs to value the options granted during the nine months ended June 30, 2020: Fair value assumptions – Options: June 30, 2020 Risk free interest rate 0.85% 1.73% Expected term (years) 3 5 Expected volatility 124% 209% Expected dividends 0% As of June 30, 2020, the Company expects to recognize $245,300 of stock-based compensation for the non- vested outstanding options over a weighted-average period of 2.17 years Option activity for the nine months ended June 30, 2019 During the nine months ended June 30, 2019, the Company issued 12,788 $15.10 $59.00 $245,000 On March 10, 2018 the Company issued a total of 25,000 12 months 24 months $342,500 $191,425 The Black-Scholes model utilized the following inputs to value the options granted during the nine months ended June 30, 2019: Fair value assumptions – Options: June 30, 2019 Risk free interest rate 2.21% 2.91% Expected term (years) 3 Expected volatility 239% 271% Expected dividends 0%

16. COMMITMENTS AND CONTINGENCI

16. COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Jun. 30, 2020
Commitments and Contingencies Disclosure [Abstract]
16. COMMITMENTS AND CONTINGENCIES	16. COMMITMENTS AND CONTINGENCIES Office leases Utah Corporate Office On November 22, 2019, the company entered into a lease to relocate the corporate office to 1185 South 1800 West, Suite 3, Woods Cross, UT 84047. The agreement calls for the Company to make payments of $2,300 in base rent per month through February 28, 2021. The lease term is on an annual basis beginning on March 1, 2020. San Diego Office On May 15, 2018, the Company executed a 37 month $4,057 3% minimum Fiscal year ending (three months remaining) September 30, 2020 $12,912 Fiscal year ending September 30, 2021 $43,170 Las Vegas Offices On January 2, 2020, the Company entered into a sublease agreement for office space at 8475 S. Eastern Ave., Suite 200, Las Vegas, NV 89123. The agreement calls for the Company to make monthly payments of $1,575 The Company assumed p2k’s lease agreement entered into on October 17, 2017 at 7955 W. Badura Ave., Suite 1040, Las Vegas, NV 89113. The agreement calls for $1,801 Legal contingencies From time to time we may be subject to litigation. Risks associated with legal liability are difficult to assess and quantify, and their existence and magnitude can remain unknown for significant periods of time. We have acquired liability insurance to reduce such risk exposure to the Company. Despite the measures taken, such policies may not cover future litigation, or the damages claimed may exceed our coverage which could result in continent liabilities.

17. MAJOR CUSTOMERS AND VENDORS

17. MAJOR CUSTOMERS AND VENDORS	9 Months Ended
	Jun. 30, 2020
Accounting Policies [Abstract]
17. MAJOR CUSTOMERS AND VENDORS	17. MAJOR CUSTOMERS AND VENDORS For the nine months ended June 30, 2020 and 2019, the Company had the following customers that represented more than 10% of sales. June 30, 2020 June 30, 2019 Customer A 60.3 % 33.9% Customer B 14.1 % 1.2% Customer C — 21.9% Customer D — 21.4% For the nine months ended June 30, 2020 and 2019, the Company had the following suppliers that represented more than 10% of direct material costs. Internally developed product costs and labor for services rendered are excluded from the calculation. June 30, 2020 June 30, 2019 Vendor A 85.7 % 90.1%

18. SUBSEQUENT EVENTS

18. SUBSEQUENT EVENTS	9 Months Ended
	Jun. 30, 2020
Subsequent Events [Abstract]
18. SUBSEQUENT EVENTS	18. SUBSEQUENT EVENTS On July 7, 2020, the Company received its $660,000 On July 16, 2020, the Company filed a preliminary information statement wherein the Company’s shareholders approved to grant the Board authority to effectuate an increase in the number of authorized shares of Common Stock from 20,000,000 to no more than 50,000,000 and amend the Company’s 2017 Incentive Plan to increase the number of shares issuable from 300,000 to 1,500,000. The effective date of these actions is determined by the Board in its sole discretion. On July 20, 2020, the Company sold 1,230,770 $3.25 $4,000,000 An investor has advised us that it considers the July 21, 2020 filing of the Form 8-K without that investor’s prior review to be a contractual breach. We believe the investor’s position is without merit given that the governing contract does not provide that investor any right to prior review of the Form 8-K. We intend to vigorously defend against any claims brought by the investor related to the filing of the Form 8-K. We are not in a position to estimate potential impact at this time.

2. SUMMARY OF SIGNIFICANT POL_2

2. SUMMARY OF SIGNIFICANT POLICIES (Policies)	9 Months Ended
	Jun. 30, 2020
Accounting Policies [Abstract]
Basis of Presentation and Liquidity	Basis of Presentation and Liquidity The accompanying unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s most recent Annual Financial Statements filed with the SEC on Form 10-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim period presented have been reflected herein. The results of operations for the interim period are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosures contained in the audited financial statements for the most recent fiscal period, as reported in the Form 10-K, have been omitted. The Company has incurred losses for the past several years while developing infrastructure and its software platforms. As shown in the accompanying unaudited consolidated financial statements, the Company incurred net losses of $ 16,282,653 minimum we 5,631,164
Principles of Consolidation	Principles of Consolidation The accompanying consolidated financial statements include the accounts of CleanSpark, Inc., and its wholly owned operating subsidiaries, CleanSpark, LLC, CleanSpark II LLC, CleanSpark Critical Power Systems Inc. and p2kLabs, Inc. All material intercompany transactions have been eliminated upon consolidation of these entities.
Use of estimates	Use of estimates The preparation of consolidated 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, disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include estimates used to review the Company’s goodwill impairment, impairments and estimations of long-lived assets, revenue recognition on percentage of completion type contracts, allowances for uncollectible accounts, and the valuations of non-cash capital stock issuances. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable in the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions including, but not limited to, the ultimate impact that COVID-19 may have on the Company’s operations and financial results during 2020 as such impact will depend on the ultimate severity and scope of the COVID-19 pandemic. We are not able to fully quantify the impact that the COVID-19 pandemic will have on our financial results during 2020 and beyond, but developments related to COVID-19 could affect the Company’s financial performance in 2020.
Revenue Recognition	Revenue Recognition Upon adoption of ASC Topic 606, the Company revised its accounting policy on revenue recognition from the policy provided in the Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the year ended September 30, 2019. The revised accounting policy on revenue recognition is provided below. The Company accounts for revenue contracts with customers through the following steps: • Identification of the contract, or contracts, with a customer • Identification of the performance obligations in the contract • Determination of the transaction price • Allocation of the transaction price to the performance obligations in the contract • Recognition of revenue when, or as, the Company satisfies a performance obligation Engineering, Service & Installation or Construction Contracts The Company recognizes engineering and construction contract revenue over time, as performance obligations are satisfied, due to the continuous transfer of control to the customer. Engineering and construction contracts are generally accounted for as a single unit of account (a single performance obligation) and are not segmented between types of services. The Company recognizes revenue based primarily on contract cost incurred to date compared to total estimated contract cost (an input method). The input method is the most faithful depiction of the Company’s performance because it directly measures the value of the services transferred to the customer. Customer-furnished materials, labor and equipment and, in certain cases, subcontractor materials, labor and equipment, are included in revenue and cost of revenue when management believes that the company is acting as a principal rather than as an agent (i.e., the company integrates the materials, labor and equipment into the deliverables promised to the customer). Customer-furnished materials are only included in revenue and cost when the contract includes construction activity and the Company has visibility into the amount the customer is paying for the materials or there is a reasonable basis for estimating the amount. The Company recognizes revenue, but not profit, on certain uninstalled materials that are not specifically produced, fabricated, or constructed for a project. Revenue on these uninstalled materials is recognized when the cost is incurred (when control is transferred). Changes to total estimated contract cost or losses, if any, are recognized in the period in which they are determined as assessed at the contract level. Pre-contract costs are expensed as incurred unless they are expected to be recovered from the client. Project mobilization costs are generally charged to project costs as incurred when they are an integrated part of the performance obligation being transferred to the client. Customer payments on engineering and construction contracts are typically due within 30 to 45 days of billing, depending on the contract. For service contracts (including maintenance contracts) in which the Company has the right to consideration from the customer in an amount that corresponds directly with the value to the customer of the Company’s performance completed to date, revenue is recognized when services are performed and contractually billable. Service contracts that include multiple performance obligations are segmented between types of services. For contracts with multiple performance obligations, the Company allocates the transaction price to each performance obligation using an estimate of the stand-alone selling price of each distinct service in the contract. Revenue recognized on service contracts that have not been billed to clients is classified as a current asset under contract assets on the Consolidated Balance Sheets. Amounts billed to clients in excess of revenue recognized on service contracts to date are classified as a current liability under contract liabilities. Customer payments on service contracts are typically due within 30 days of billing, depending on the contract. Revenues from Sale of Equipment Performance Obligations Satisfied at a point in time. We recognize revenue on agreements for non-customized equipment we sell on a standardized basis to the market at a point in time. We recognize revenue at the point in time that the customer obtains control of the good, which is generally upon shipment or when the customer has physical possession of the product depending on contract terms. We use proof of delivery for certain large equipment with more complex logistics, whereas the delivery of other equipment is estimated based on historical averages of in-transit periods (i.e., time between shipment and delivery). In situations where arrangements include customer acceptance provisions based on seller or customer-specified objective criteria, we recognize revenue when we have concluded that the customer has control of the goods and that acceptance is likely to occur. We generally do not provide for anticipated losses on point in time transactions prior to transferring control of the equipment to the customer. Our billing terms for these point in time equipment contracts vary and generally coincide with shipment to the customer; however, within certain businesses, we receive progress payments from customers for large equipment purchases, which is generally to reserve production slots with our manufacturing partners, which are recorded as contract liabilities. Service Performance obligations satisfied over time. We enter into long-term product service agreements with our customers primarily within our microgrid segment. These agreements require us to provide preventative maintenance, and standby support services that include certain levels of assurance regarding system performance throughout the contract periods; these contracts will generally range from 1 to 10 years. We account for items that are integral to the maintenance of the equipment as part of our service-related performance obligation, unless the customer has a substantive right to make a separate purchasing decision (e.g., equipment upgrade). Contract modifications that extend or revise contract terms are not uncommon and generally result in our recognizing the impact of the revised terms prospectively over the remaining life of the modified contract (i.e., effectively like a new contract). Revenues are recognized for these arrangements on a straight-line basis consistent with the nature, timing and extent of our services, which primarily relate to routine maintenance and as needed product repairs. Our billing terms for these contracts vary, but we generally invoice periodically as services are provided. Contract assets represent revenue recognized in excess of amounts billed and include unbilled receivables (typically for cost reimbursable contracts) of $ 0 0 57,077 321,000 360,000 149,493 499,401 Revenues from software The Company derives its revenue from subscription fees from customers for access to its mVSO platform. The Company’s policy is to exclude sales and other indirect taxes when measuring the transaction price of its subscription agreements. The Company’s subscription agreements generally have monthly or annual contractual terms. Revenue is recognized ratably over the related contractual term beginning on the date that the platform is made available to a customer. Access to the platform represents a series of distinct services as the Company continually provides access to, and fulfills its obligation to the end customer over the subscription term. The series of distinct services represents a single performance obligation that is satisfied over time. Revenues from design, software development and other technology-based consulting services For service contracts performed under Master Services Agreements (“MSA”) and accompanying Statement(s) of Work (“SOW”), revenue is recognized based on the performance obligation(s) outlined in the SOW which is typically hours worked or specific deliverable milestones. In the case of a milestone-based SOW, the Company recognizes revenues as each deliverable is signed off by the customer. Variable Consideration The nature of the Company’s contracts gives rise to several types of variable consideration, including claims and unpriced change orders; awards and incentive fees; and liquidated damages and penalties. The Company recognizes revenue for variable consideration when it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur. The Company estimates the amount of revenue to be recognized on variable consideration using the expected value (i.e., the sum of a probability-weighted amount) or the most likely amount method, whichever is expected to better predict the amount. Factors considered in determining whether revenue associated with claims (including change orders in dispute and unapproved change orders in regard to both scope and price) should be recognized include the following: (a) the contract or other evidence provides a legal basis for the claim, (b) additional costs were caused by circumstances that were unforeseen at the contract date and not the result of deficiencies in the company’s performance, (c) claim-related costs are identifiable and considered reasonable in view of the work performed, and (d) evidence supporting the claim is objective and verifiable. If the requirements for recognizing revenue for claims or unapproved change orders are met, revenue is recorded only when the costs associated with the claims or unapproved change orders have been incurred. Back charges to suppliers or subcontractors are recognized as a reduction of cost when it is determined that recovery of such cost is probable, and the amounts can be reliably estimated. Disputed back charges are recognized when the same requirements described above for claims accounting have been satisfied. The C Practical Expedients If the Company has a right to consideration from a customer in an amount that corresponds directly with the value of the Company’s performance completed to date (a service contract in which the company bills a fixed amount for each hour of service provided), the Company recognizes revenue in the amount to which it has a right to invoice for services performed. The Company does not adjust the contract price for the effects of a significant financing component if the company expects, at contract inception, that the period between when the company transfers a service to a customer and when the customer pays for that service will be one year or less. The Company has made an accounting policy election to exclude from the measurement of the transaction price all taxes assessed by governmental authorities that are collected by the Company from its customers (use taxes, value added taxes, some excise taxes). For the nine months ended June 30, 2020 and 2019, the Company reported revenues of $ 8,073,781 2,209,542
Cash and cash equivalents	Cash and cash equivalents For purposes of the consolidated statements of cash flows, the Company considers all highly liquid investments and short-term debt instruments with original maturities of three months or less to be cash equivalents. There was $ 1,955,776 7,838,857
Accounts receivable	Accounts receivable Is comprised of uncollateralized customer obligations due under normal trade terms. The Company performs ongoing credit evaluation of its customers and management closely monitors outstanding receivables based on factors surrounding the credit risk of specific customers, historical trends, and other information. The carrying amount of accounts receivable is reviewed periodically for collectability. If management determines that collection is unlikely, an allowance that reflects management’s best estimate of the amounts that will not be collected is recorded. Accounts receivable are presented net of an allowance for doubtful accounts of $ 400,741 254,570 Retention receivable is the amount withheld by a customer until a contract is completed. Retention receivables of $ 171,513 159,989
Investment securities	Investment securities Investment securities include debt securities and equity securities. Debt securities are classified as available for sale (“AFS”) and are reported as an asset in the Consolidated Balance Sheet at their estimated fair value. As the fair values of AFS debt securities change, the changes are reported net of income tax as an element of OCI, except for other-than-temporarily-impaired securities. When AFS debt securities are sold, the unrealized gains or losses are reclassified from OCI to non-interest income. Securities classified as AFS are securities that the Company intends to hold for an indefinite period of time, but not necessarily to maturity. Any decision to sell a security classified as AFS would be based on various factors, including significant movements in interest rates, changes in the maturity mix of the Company’s assets and liabilities, liquidity needs, decline in credit quality, and regulatory capital considerations. Interest income is recognized based on the coupon rate and increased by accretion of discounts earned or decreased by the amortization of premiums paid over the contractual life of the security. For individual debt securities where the Company either intends to sell the security or more likely than not will not recover all of its amortized cost, the OTTI is recognized in earnings equal to the entire difference between the security's cost basis and its fair value at the balance sheet date. For individual debt securities for which a credit loss has been recognized in earnings, interest accruals and amortization and accretion of premiums and discounts are suspended when the credit loss is recognized. Interest received after accruals have been suspended is recognized in income on a cash basis. The Company holds investments in both publicly held and privately held equity securities. Privately held equity securities are recorded at cost and adjusted for observable transactions for same or similar investments of the issuer (referred to as the measurement alternative) or impairment. All gains and losses on privately held equity securities, realized or unrealized, are recorded through gains or losses on equity securities on the consolidated statement of operations. Publicly held equity securities are based on fair value accounting with unrealized gains or losses resulting from changes in fair value reflected as unrealized gains or losses on equity securities in our consolidated statement of operations.
Concentration Risk	Concentration Risk At times throughout the year, the Company may maintain cash balances in certain bank accounts in excess of FDIC limits. As of June 30, 2020, the cash balance in excess of the FDIC limits was $ 1,705,776 . The Company has not experienced any losses in such accounts and believes it is not exposed to any significant credit risk in these accounts. The Company had certain customers whose revenue individually represented 10% or more of the Company’s total revenue. (See Note 17 for details.)
Warranty Liability	Warranty Liability The Company establishes warranty liability reserves to provide for estimated future expenses as a result of installation and product defects, product recalls and litigation incidental to the Company’s business. Liability estimates are determined based on management’s judgment, considering such factors as historical experience, the likely current cost of corrective action, manufacturers’ and subcontractors’ participation in sharing the cost of corrective action, consultations with third party experts such as engineers, and discussions with the Company’s general counsel and outside counsel retained to handle specific product liability cases. The Company’s manufacturers and service providers currently provide substantial warranties between ten to twenty-five years with full reimbursement to replace and install replacement parts. Warranty costs and associated liabilities were $ 0 0
Stock-based compensation	Stock-based compensation The Company follows the guidelines in FASB Codification Topic ASC 718-10 “ Compensation-Stock Compensation,
Earnings (loss) per share	Earnings (loss) per share The Company reports earnings (loss) per share in accordance with Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) 260-10 “ Earnings Per Share, 1,503,639
Fair value of financial instruments and derivative asset	Fair value of financial instruments and derivative asset The carrying value of cash, accounts payable and accrued expenses, and debt (See Notes 9 & 10) approximate their fair values because of the short-term nature of these instruments. Management believes the Company is not exposed to significant interest or credit risks arising from these financial instruments. The carrying amount of the Company’s long-term debt is also stated at fair value of $ 681,169 Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value maximize the use of observable inputs and minimize the use of unobservable inputs. The Company utilizes a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable. • Level 1 Quoted prices in active markets for identical assets or liabilities. These are typically obtained from real-time quotes for transactions in active exchange markets involving identical assets. • Level 2 Quoted prices for similar assets and liabilities in active markets; quoted prices included for identical or similar assets and liabilities that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets. These are typically obtained from readily-available pricing sources for comparable instruments. • Level 3 Unobservable inputs, where there is little or no market activity for the asset or liability. These inputs reflect the reporting entity’s own beliefs about the assumptions that market participants would use in pricing the asset or liability, based on the best information available in the circumstances. The following table presents the Company’s financial instruments that are measured and recorded at fair value on the Company’s balance sheets on a recurring basis, and their level within the fair value hierarchy as of June 30, 2020: Amount Level 1 Level 2 Level 3 Derivative asset $ 1,544,185 $ — $ — $ 1,544,185 Investment in equity security 421,500 421,500 — $ — Investment in debt security 487,788 — — 487,788 Total $ 2,453,473 $ 421,500 $ — $ 2,031,973 The below table presents the change in the fair value of the derivative asset and investment in debt security during the nine months ended June 30, 2020: Amount Balance at September 30, 2019 $ — Fair value at issuance, net of premium 487,788 Gain on derivative asset 1,544,185 Balance at June 30, 2020 $ 2,031,973
Reclassifications	Reclassifications Certain prior year amounts have been reclassified for consistency with the current year presentation. These reclassifications had no effect on the reported results of operations or net assets of the Company.
Recently issued accounting pronouncements	Recently issued accounting pronouncements In June 2018, the FASB issued ASU 2018-07, "Compensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting," which modifies the accounting for share-based payment awards issued to nonemployees to largely align it with the accounting for share-based payment awards issued to employees. ASU 2018-07 is effective for us for annual periods beginning October 1, 2019. The new standard did not have a material impact on the Company’s results of operations or cash flows. In August 2018, the FASB issued ASU 2018-15, "Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract," which allows for the capitalization of certain implementation costs incurred in a hosting arrangement that is a service contract. ASU 2018-15 allows for either retrospective adoption or prospective adoption to all implementation costs incurred after the date of adoption. ASU 2018-15 is effective for fiscal years beginning after December 15, 2019. We are currently evaluating the impact the adoption of this new standard will have on our financial position and results of operations. In February 2016, the FASB issued guidance within ASU 2016-02, Leases Leases Leases (Topic 842) Targeted Improvements Leases In January 2017, the FASB issued guidance within ASU 2017-04, Intangibles-Goodwill and Other. The amendments in ASU 2017-04 simplify the subsequent measurement of goodwill by comparing the fair value of a reporting unit with its carrying amount. ASU 2017-04 is effective for fiscal years beginning after December 15, 2019. We are currently evaluating the impact the adoption of this new standard will have on our financial position and results of operations. In June, 2016, the FASB issued guidance within ASU 2016-13, Financial Instruments – Credit Losses. The amendments in ASU 2016-13 require assets measured at amortized cost and establishes an allowance of credit losses for available for sale debt securities. ASU 2016-13 is effective for fiscal years beginning after December 15, 2020. We are currently evaluating the impact the adoption of this new standard will have on our financial position and results of operations. The Company has evaluated all other recent accounting pronouncements, and believes that none of them will have a material effect on the Company's financial position, results of operations or cash flows.

2. SUMMARY OF SIGNIFICANT POL_3

2. SUMMARY OF SIGNIFICANT POLICIES (Tables)	9 Months Ended
	Jun. 30, 2020
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT POLICIES - Fair Value of Financial Instruments	Amount Level 1 Level 2 Level 3 Derivative asset $ 1,544,185 $ — $ — $ 1,544,185 Investment in equity security 421,500 421,500 — $ — Investment in debt security 487,788 — — 487,788 Total $ 2,453,473 $ 421,500 $ — $ 2,031,973
SUMMARY OF SIGNIFICANT POLICIES - Fair Value of Drivative Asset	Amount Balance at September 30, 2019 $ — Fair value at issuance, net of premium 487,788 Gain on derivative asset 1,544,185 Balance at June 30, 2020 $ 2,031,973

3. ACQUISITION OF P2KLABS, IN_2

3. ACQUISITION OF P2KLABS, INC. (Tables)	9 Months Ended
	Jun. 30, 2020
Business Combinations [Abstract]
ACQUISITION OF P2K LABS, INC. - Consideration	Consideration: Fair Value Cash $ 1,155,000 95,699 $ 445,000 26,950 $ 88,935 Total Consideration $ 1,688,935
ACQUISITION OF P2K LABS, INC. - Purchase Price Allocation	Purchase Price Allocation: Customer list $ 1,045,000 Design and other assets $ 123,000 Goodwill $ 642,388 Other assets and liabilities assumed, net $ ( 121,453 Total $ 1,688,935
ACQUISITION OF P2K LABS, INC. - Pro Forma Information	For the Three Months Ended For the Nine months ended June 30, 2020 June 30, 2019 June 30, 2020 June 30, 2019 Net sales $ 3,438,674 $ 1,432,942 $ 8,445,480 $ 2,842,848 Net loss $ (8,551,301 ) $ (3,948,319 ) $ (16,402,974 ) $ (13,993,029) Loss per common share - basic and diluted $ (0.77 ) $ (0.87 ) $ (2.33 ) $ (3.37) Weighted average common shares outstanding - basic and diluted 11,119,288 4,514,043 7,053,523 4,155,226

4. INVESTMENT IN INTERNATIONA_2

4. INVESTMENT IN INTERNATIONAL LAND ALLIANCE (Tables)	9 Months Ended
	Jun. 30, 2020
Schedule of Investments [Abstract]
INVESTMENTS IN INTERNATIONAL LAND ALLIANCE -	Fair value assumptions: June 30, 2020 Risk free interest rate 0.13% Expected term (months) 1 Expected volatility 131% Expected dividends 0%

6. CAPITALIZED SOFTWARE (Tables

6. CAPITALIZED SOFTWARE (Tables)	9 Months Ended
	Jun. 30, 2020
Research and Development [Abstract]
CAPITALIZED SOFTWARE	June 30, 2020 September 30, 2019 mVSO software $ 437,136 $ 352,211 mPulse software 741,846 741,846 Capitalized Software: 1,178,982 1,094,057 Less: accumulated amortization (160,442 ) (38,860) Capitalized Software, net $ 1,018,540 $ 1,055,197

7. INTANGIBLE ASSETS (Tables)

7. INTANGIBLE ASSETS (Tables)	9 Months Ended
	Jun. 30, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
INTANGIBLE ASSETS - Schedule of Intangible Assets	June 30, 2020 September 30, 2019 Patents $ 74,112 $ 74,112 Websites 8,115 16,482 Customer list and non-compete agreement 6,767,024 5,722,024 Design assets 123,000 — Trademarks 5,928 5,928 Trade secrets 4,370,269 4,370,269 Intangible assets: 11,348,448 10,188,815 Less: accumulated amortization (4,703,145 ) (2,758,733) Intangible assets, net $ 6,645,303 $ 7,430,082

8. FIXED ASSETS (Tables)

8. FIXED ASSETS (Tables)	9 Months Ended
	Jun. 30, 2020
Property, Plant and Equipment [Abstract]
FIXED ASSETS - Schedule of Property Pant and Equipment	June 30, 2020 September 30, 2019 Machinery and equipment $ 201,856 $ 212,082 Leasehold improvements 17,965 — Furniture and fixtures 104,155 75,121 Total 323,976 287,203 Less: accumulated depreciation (194,085 ) (142,133) Fixed assets, net $ 129,891 $ 145,070

9. LOANS (Tables)

9. LOANS (Tables)	9 Months Ended
	Jun. 30, 2020
Debt Disclosure [Abstract]
LOANS - Long Term	Long-term loans payable consist of the following: June 30, 2020 September 30, 2019 Promissory notes $ 681,169 $ 150,000 Total $ 681,169 $ 150,000
LOANS - Current	Current loans payable consist of the following: June 30, 2020 September 30, 2019 Promissory notes $ — $ 50,000 Insurance financing loans — 17,467 Current loans payable: — 67,467 Unamortized debt discount — — Total, net of unamortized discount $ — $ 67,467

11. LEASES (Tables)

11. LEASES (Tables)	9 Months Ended
	Jun. 30, 2020
Leases [Abstract]
LEASES	Fiscal year ending September 30, 2020 $ 12,912 Fiscal year ending September 30, 2021 43,170 Total Lease Payments 56,082 Less: imputed interest ( 3,083 Total present value of lease liabilities $ 52,999

14. STOCK WARRANTS (Tables)

14. STOCK WARRANTS (Tables)	9 Months Ended
	Jun. 30, 2020
Stock Warrants
STOCK WARRANTS - Schedule of Warrant Summary	Number of Warrant Shares Weighted Average Exercise Price Balance, September 30, 2019 1,314,065 $ 21.62 Warrants granted — $ — Warrants expired — — Warrants cancelled — — Warrants exercised — — Balance, June 30, 2020 1,314,065 $ 21.62
STOCK WARRANTS - Fair Value Assumptions	Fair value assumptions – Warrants: June 30, 2019 Risk free interest rate 2.36% 3.01% Expected term (years) 3 5 Expected volatility 254% 268 Expected dividends 0%

15. STOCK OPTIONS (Tables)

15. STOCK OPTIONS (Tables)	9 Months Ended
	Jun. 30, 2020
Share-based Payment Arrangement [Abstract]
STOCK OPTIONS - Schedule of Option Summary	Number of Option Shares Weighted Average Exercise Price Balance, September 30, 2019 81,254 $ 11.82 Options granted 233,233 5.28 Options expired 25,000 8.00 Options cancelled ( 10,847 ) 19.04 Options exercised — — Balance, June 30, 2020 278,640 $ 6.41
STOCK OPTIONS - Fair Value Assumptions 2020	Fair value assumptions – Options: June 30, 2020 Risk free interest rate 0.85% 1.73% Expected term (years) 3 5 Expected volatility 124% 209% Expected dividends 0%
STOCK OPTIONS - Fair Value Assumptions 2019	Fair value assumptions – Options: June 30, 2019 Risk free interest rate 2.21% 2.91% Expected term (years) 3 Expected volatility 239% 271% Expected dividends 0%

17. MAJOR CUSTOMERS AND VENDO_2

17. MAJOR CUSTOMERS AND VENDORS (Tables)	9 Months Ended
	Jun. 30, 2020
Accounting Policies [Abstract]
MAJOR CUSTOMERS AND VENDORS - Customers	June 30, 2020 June 30, 2019 Customer A 60.3 % 33.9% Customer B 14.1 % 1.2% Customer C — 21.9% Customer D — 21.4%
MAJOR CUSTOMERS AND VENDORS - Suppliers	June 30, 2020 June 30, 2019 Vendor A 85.7 % 90.1%

1. ORGANIZATION AND LINE OF B_2

1. ORGANIZATION AND LINE OF BUSINESS (Details Narrative)	9 Months Ended
	Jun. 30, 2020$ / sharesshares	Jan. 31, 2020USD ($)shares	Sep. 30, 2019$ / sharesshares	Jan. 22, 2019$ / sharesshares	Jul. 01, 2016USD ($)
Acquired Indefinite-lived Intangible Assets [Line Items]
Date of Incorporation	Oct. 15, 1987
Liabilities Assumed | $					$ 200,000
Common stock issued as consideration for acquisition	16,123,507	95,699	4,679,018	175,000
Warrant, exercise price | $ / shares	$ 21.62		$ 21.62
Stockholders' Equity Note, Stock Split, Conversion Ratio	0.1
Aggregate purchase price | $		$ 1,688,935
Warrant One
Acquired Indefinite-lived Intangible Assets [Line Items]
Term of warrant				5 years
Warrant issued as consideration for acquisition				50,000
Warrant, exercise price | $ / shares				$ 16
Warrant Two
Acquired Indefinite-lived Intangible Assets [Line Items]
Term of warrant				5 years
Warrant issued as consideration for acquisition				50,000
Warrant, exercise price | $ / shares				$ 20
P2K
Acquired Indefinite-lived Intangible Assets [Line Items]
Common stock issued as consideration for acquisition		31,183
Aggregate purchase price | $		$ 1,688,935

SUMMARY OF SIGNIFICANT POLICIES

SUMMARY OF SIGNIFICANT POLICIES - Fair Value of Financial Instruments (Details) - USD ($)	Jun. 30, 2020	Sep. 30, 2019
SEC Schedule, 12-15, Insurance Companies, Summary of Investments, Other than Investments in Related Parties [Line Items]
Derivative asset	$ 1,544,185
Investment in equity security	421,500
Investment debt security	487,788
Total financial instruments	2,453,473
Level 1
SEC Schedule, 12-15, Insurance Companies, Summary of Investments, Other than Investments in Related Parties [Line Items]
Derivative asset
Investment in equity security	421,500
Investment debt security
Total financial instruments	421,500
Level 2
SEC Schedule, 12-15, Insurance Companies, Summary of Investments, Other than Investments in Related Parties [Line Items]
Derivative asset
Investment in equity security
Investment debt security
Total financial instruments
Level 3
SEC Schedule, 12-15, Insurance Companies, Summary of Investments, Other than Investments in Related Parties [Line Items]
Derivative asset	1,544,185
Investment in equity security
Investment debt security	487,788
Total financial instruments	$ 2,031,973

SUMMARY OF SIGNIFICANT POLICI_2

SUMMARY OF SIGNIFICANT POLICIES - Fair Value of Drivative Asset (Details) - USD ($)	9 Months Ended
	Jun. 30, 2020	Sep. 30, 2019
Accounting Policies [Abstract]
Fair Value balance	$ 2,031,973
Fair value at issuance,net of premium	487,788
Gain on derivative asset	$ 1,544,185

2. SUMMARY OF SIGNIFICANT POL_4

2. SUMMARY OF SIGNIFICANT POLICIES (Details Narrative) - USD ($)	3 Months Ended						9 Months Ended
	Jun. 30, 2020	Mar. 31, 2020	Dec. 31, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Jun. 30, 2020	Jun. 30, 2019	Sep. 30, 2019
Accounting Policies [Abstract]
Net loss	$ 8,551,301	$ 5,815,098	$ 1,916,254	$ 3,971,911	$ 7,764,540	$ 2,283,551	$ 16,282,653	$ 14,020,002
Woking Capital	(5,631,164)						(5,631,164)
Contracts Receivable, Claims and Uncertain Amounts	0						0
Contract work in progress	0						0		$ 57,077
Contract assets	321,000						321,000		360,000
Contract liablilities	149,493						149,493		499,401
Revenues	3,438,674			$ 1,222,736			8,073,781	$ 2,209,542
Cash and no cash equivalents	1,955,776						1,955,776		7,838,857
Allowance for doubtful accounts. net of	400,741						400,741		254,570
Retention Receivables	171,513						171,513		159,989
FDIC Indemnification Asset, Period Increase (Decrease)							1,705,776
Warranty costs and associated liabilities	0						0		$ 0
Shares issuable upon excercise of outstanding options	1,503,639						1,503,639
Long term convertible debt at fair value	$ 681,169						$ 681,169

ACQUISITION OF P2K LABS, INC. -

ACQUISITION OF P2K LABS, INC. - Consideration (Details) - USD ($)	1 Months Ended
	Jan. 31, 2020	Jun. 30, 2020	Sep. 30, 2019	Jan. 22, 2019	Mar. 10, 2018
Business Combinations [Abstract]
Cash	$ 1,155,000
Common stock, shares issued	95,699	16,123,507	4,679,018	175,000
Common stock issued, value	$ 445,000	$ 16,124	$ 4,679
Common stock options, shares issued	26,950
Common stock options, value	$ 88,935	$ 0			$ 342,500
Total Consideration	$ 1,688,935

ACQUISITION OF P2K LABS, INC._2

ACQUISITION OF P2K LABS, INC. - Purchase Price Allocation (Details) - USD ($)	Jun. 30, 2020	Jan. 31, 2020	Sep. 30, 2019
Business Combinations [Abstract]
Customer list	$ 6,767,024	$ 1,045,000	$ 5,722,024
Design and other assets	660,000	123,000
Goodwill	$ 5,562,246	642,388	$ 4,919,858
Other assets and liabilities assumed, net		121,453
Total		$ 1,688,935

ACQUISITION OF P2K LABS, INC._3

ACQUISITION OF P2K LABS, INC. - Pro Forma Information (Details) - USD ($)	3 Months Ended						9 Months Ended
	Jun. 30, 2020	Mar. 31, 2020	Dec. 31, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Jun. 30, 2020	Jun. 30, 2019
Business Acquisition [Line Items]
Net sales	$ 3,438,674			$ 1,222,736			$ 8,073,781	$ 2,209,542
Net loss	$ (8,551,301)	$ (5,815,098)	$ (1,916,254)	$ (3,971,911)	$ (7,764,540)	$ (2,283,551)	$ (16,282,653)	$ (14,020,002)
Weighted average common shares outstanding - basic and diluted	11,119,288			4,418,344			7,003,927	4,059,527
P2K
Business Acquisition [Line Items]
Net sales	$ 3,438,674			$ 1,432,942			$ 8,445,480	$ 2,842,848
Net loss	$ (8,551,301)			$ (3,948,319)			$ (16,402,974)	$ (13,993,029)
Loss per common share - basic and diluted	$ (0.77)			$ (0.87)			$ (2.33)	$ (3.37)
Weighted average common shares outstanding - basic and diluted	11,119,288			4,514,043			7,053,523	4,155,226

3. ACQUISITION OF P2KLABS, IN_3

3. ACQUISITION OF P2KLABS, INC. (Details Narrative) - USD ($)	1 Months Ended	9 Months Ended
	Jan. 31, 2020	Jun. 30, 2020	Sep. 30, 2019	Jan. 22, 2019	Mar. 10, 2018
Business Acquisition [Line Items]
Aggregate purchase price	$ 1,688,935
Cash paid for acquisition	$ 1,155,000
Common stock, shares issued	95,699	16,123,507	4,679,018	175,000
Common stock issued, value	$ 445,000	$ 16,124	$ 4,679
Common stock options, shares issued	26,950
Common stock options, value	$ 88,935	$ 0			$ 342,500
P2K
Business Acquisition [Line Items]
Aggregate purchase price	1,688,935
Cash paid for acquisition	$ 1,039,500
Common stock, shares issued	31,183
Common stock issued, value	$ 145,000
Closed Block, Description		Seller may sell an amount of Shares equal to ten percent (10%) of the daily dollar trading volume of the Company’s common stock on its principal market for the prior 30 days
Common stock options, shares issued	26,950
Common stock options, value	$ 88,935
Third Party
Business Acquisition [Line Items]
Cash paid for acquisition	$ 115,500
Common stock, shares issued	64,516
Common stock issued, value	$ 300,000
Common stock, value per share	$ 4.65

INVESTMENTS IN INTERNATIONAL LA

INVESTMENTS IN INTERNATIONAL LAND ALLIANCE - (Details)	9 Months Ended
	Jun. 30, 2020	Jun. 30, 2019
Schedule of Investments [Abstract]
Risk free interest rate	0.13%
Expected term (months)	1 month
Expected volatility	131.00%
Expected dividends	0.00%	0.00%

4. INVESTMENT IN INTERNATIONA_3

4. INVESTMENT IN INTERNATIONAL LAND ALLIANCE (Details Narrative) - USD ($)	9 Months Ended
	Jun. 30, 2020	Jan. 31, 2020	Nov. 05, 2019	Sep. 30, 2019
Investment Holdings [Line Items]
Common stock issued, value	$ 16,124	$ 445,000		$ 4,679
Common stock received , value per share	$ 0.001			$ 0.001
Commitment Shares
Investment Holdings [Line Items]
Common stock received as commitment			$ 350,000
Common stock issued, value	$ 171,500
Common stock received , value per share	$ 0.49
International Land Alliance
Investment Holdings [Line Items]
Investment Owned, Balance, Shares			1,000
Investment Owned, Face Amount			$ 500,000
Debt Instrument, Convertible, Terms of Conversion Feature	The Series B Preferred Stock will

5. CONTRACTUAL JOINT VENTURE (D

5. CONTRACTUAL JOINT VENTURE (Details Narrative) - USD ($)	9 Months Ended
	Jun. 30, 2020	Jul. 07, 2020	Apr. 06, 2020	Jan. 31, 2020
Debt Disclosure [Abstract]
Limited Partners' Contributed Capital			$ 660,000
Other Comprehensive Income, Other, Net of Tax	$ 20,000
Receivable from third party	$ 660,000			$ 123,000
Limited Partners' Capital Account		$ 660,000

CAPITALIZED SOFTWARE (Details)

CAPITALIZED SOFTWARE (Details) - USD ($)	Jun. 30, 2020	Sep. 30, 2019
Research and Development [Abstract]
mVSO software	$ 437,136	$ 352,211
mPulse software	741,846	741,846
Capitalized Software:	1,178,982	1,094,057
Less: accumulated amortization	(160,442)	(38,860)
Capitalized Software, net	$ 1,018,540	$ 1,055,197

6. CAPITALIZED SOFTWARE (Detail

6. CAPITALIZED SOFTWARE (Details Narrative) - USD ($)	9 Months Ended
	Jun. 30, 2020	Jun. 30, 2019
Research and Development [Abstract]
Cost of revenues and product development expense	$ 121,582	$ 1,034,612

INTANGIBLE ASSETS - Schedule o

INTANGIBLE ASSETS - Schedule of Intangible Assets (Details) - USD ($)	Jun. 30, 2020	Jan. 31, 2020	Sep. 30, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
Patents	$ 74,112		$ 74,112
Websites	8,115		16,482
Customer list and non-compete agreement	6,767,024	$ 1,045,000	5,722,024
Design assets	123,000
Trademarks	5,928		5,928
Trade secrets	4,370,269		4,370,269
Intangible assets:	11,348,448		10,188,815
Less: accumulated amortization	(4,703,145)		(2,758,733)
Intangible assets, net	$ 6,645,303		$ 7,430,082

7. INTANGIBLE ASSETS (Details N

7. INTANGIBLE ASSETS (Details Narrative) - USD ($)	9 Months Ended
	Jun. 30, 2020	Jun. 30, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization Expense	$ 1,952,779	$ 1,243,610

FIXED ASSETS - Schedule of Prop

FIXED ASSETS - Schedule of Property Pant and Equipment (Details) - USD ($)	Jun. 30, 2020	Sep. 30, 2019
Property, Plant and Equipment [Abstract]
Machinery and equipment	$ 201,856	$ 212,082
Leasehold improvements	17,965
Furniture and fixtures	104,155	75,121
Total	323,976	287,203
Less: accumulated depreciation	(194,085)	(142,133)
Fixed assets, net	$ 129,891	$ 145,070

8. FIXED ASSETS (Details Narrat

8. FIXED ASSETS (Details Narrative) - USD ($)	9 Months Ended
	Jun. 30, 2020	Jun. 30, 2019
Property, Plant and Equipment [Abstract]
Depreciation Expense	$ 51,952	$ 31,639

LOANS - Long Term (Details)

LOANS - Long Term (Details) - USD ($)	Jun. 30, 2020	Sep. 30, 2019
Debt Disclosure [Abstract]
Promissory notes	$ 681,169	$ 150,000
Total	$ 681,169	$ 150,000

LOANS - Current (Details)

LOANS - Current (Details) - USD ($)	Jun. 30, 2020	Sep. 30, 2019
Debt Disclosure [Abstract]
Promissory notes		$ 50,000
Insurance financing loans		17,467
Current loans payable:		67,467
Unamortized debt discount
Total, net of unamortized discount		$ 67,467

9. LOANS (Details Narrative)

9. LOANS (Details Narrative) - USD ($)	May 15, 2020	Feb. 11, 2019	Dec. 05, 2017	Nov. 11, 2017	Sep. 05, 2017	Jun. 30, 2020	Jun. 30, 2019	Jan. 13, 2020	Sep. 30, 2019	Aug. 13, 2019
Debt Instrument [Line Items]
Collateral shares returned to treasury and cancelled								5,000		10,000
Loan Payable One
Debt Instrument [Line Items]
Maturity Date					Sep. 5, 2021
Installment Loan
Debt Instrument [Line Items]
Promissory note, face value		$ 78,603
Proceeds from promissory note		$ 76,800
Term of repayment		10 months
Owed in principal									$ 17,467
Loan Payable One
Debt Instrument [Line Items]
Promissory note, interest rate					9.00%
Promissory note, face value					$ 150,000
Proceeds from promissory note					$ 150,000
Term of repayment					24 months
Shares used to secure note					15,000
Owed in principal					$ 150,000
Promissory note, accrued interest payable					$ 0
Interest Expense						$ 10,133	$ 10,096
Loans Payable Two
Debt Instrument [Line Items]
Promissory note, interest rate				10.00%
Promissory note, face value				$ 100,000
Proceeds from promissory note				$ 100,000
Term of repayment				24 months
Shares used to secure note				10,000
Interest Expense						0	7,478
Loans Payable Three
Debt Instrument [Line Items]
Promissory note, interest rate			900.00%
Promissory note, face value			$ 50,000
Proceeds from promissory note			$ 50,000
Term of repayment			24 months
Shares used to secure note			5,000
Interest Expense						802	3,367
PPP Loan
Debt Instrument [Line Items]
Promissory note, interest rate	100.00%
Proceeds from promissory note	$ 531,169
Maturity Date	May 7, 2022
Interest Expense						$ 3,987	$ 0
Long-term Debt, Description	Under the CARES Act, loan forgiveness is available for the sum of documented payroll costs, covered rent payments, and covered utilities during the applicable period beginning on the date of loan approval. For purposes of the CARES Act, payroll costs exclude compensation of an individual employee in excess of $100,000, prorated annually. Not more than 25% of the forgiven amount may be for non-payroll costs. Forgiveness is reduced if full-time headcount declines, or if salaries and wages for employees with salaries of $100,000 or less annually are reduced by more than 25%. In the event the PPP Loan, or any portion thereof, is forgiven pursuant to the PPP, the amount forgiven is applied to outstanding principal.

10. CONVERTIBLE NOTES PAYABLE (

10. CONVERTIBLE NOTES PAYABLE (Details Narrative) - USD ($)

May 13, 2020

May 12, 2020

May 11, 2020

May 08, 2020

May 07, 2020

May 06, 2020

May 05, 2020

Mar. 13, 2020

Mar. 05, 2020

Mar. 04, 2020

Mar. 02, 2020

Feb. 10, 2020

Dec. 05, 2019

Jul. 09, 2019

Mar. 06, 2019

Jan. 07, 2019

May 22, 2020

May 21, 2020

May 20, 2020

May 19, 2020

May 18, 2020

Apr. 15, 2020

Mar. 20, 2020

Feb. 21, 2020

Oct. 17, 2019

Sep. 16, 2019

Aug. 23, 2019

Jul. 19, 2019

Jul. 16, 2019

Apr. 17, 2019

Apr. 16, 2019

Dec. 31, 2018

Jun. 30, 2020

Jan. 31, 2020

Sep. 30, 2019

Jun. 30, 2019

Jan. 22, 2019

Short-term Debt [Line Items]

Common stock, shares issued

16,123,507

95,699

4,679,018

175,000

Warrant, exercise price

$ 21.62

$ 21.62

Series B preferred shares issued

1,750,000

Series B Preferred

Short-term Debt [Line Items]

Maturity period

2 years

$20 per share

Short-term Debt [Line Items]

Warrant, exercise price

$ 20

$25 per share

Short-term Debt [Line Items]

Warrant, exercise price

25

$50 per share

Short-term Debt [Line Items]

Warrant, exercise price

50

$75 per share

Short-term Debt [Line Items]

Warrant, exercise price

$ 75

SPA 1

Short-term Debt [Line Items]

Aggregate Face Value

$ 5,250,000

Maturity period

2 years

Interest Rate

7.50%

Common stock, shares issued

10,000

Purchase warrant, shares of common stock

308,333

Warrant, term

3 years

Debt discount

$ 4,995,000

Due diligence fees paid

5,000

Tendered to company

$ 5,000,000

Redemption terms

Prior to the maturity date, provided that no trigger event has occurred, the Company will have the right at any time upon 30 trading days’ prior written notice, in its sole and absolute discretion, to redeem all or any portion of the Debenture then outstanding by paying to the Investor an amount equal to 140% of the of the portion of the Debenture being redeemed.

Conversion terms

The Investor may convert the Debenture into shares of the Company’s common stock at a conversion price equal to 95% of the mathematical average of the 5 lowest individual daily volume weighted average prices of the common stock, less $0.50 per share, during the period beginning on the issuance date and ending on the maturity date subject to certain floor price restrictions. In the event certain equity conditions exist, the Company may require that the Investor convert the Debenture. In no event shall the Debenture be allowed to affect a conversion if such conversion, along with all other shares of Company common stock beneficially owned by the Investor and its affiliates would exceed 4.99% of the outstanding shares of the common stock of the Company.

Trigger event terms

While the note is outstanding if Triggering Events occur the conversion rate may be decreased by 10% and the interest rate increased by 10% for each Triggering Event which may result in the issuance of additional shares.

Floor price

$ 1.50

Debt discount charged as financing expense

$ 783,474

SPA 1 | Conversion One

Short-term Debt [Line Items]

Principal converted

$ 2,500,000

Interest converted

$ 875,000

Common stock issued in conversion

178,473

Effective conversion price per share

$ 18.90

SPA 1 | Conversion Two

Short-term Debt [Line Items]

Principal converted

$ 1,000,000

Interest converted

$ 350,000

Common stock issued in conversion

71,389

Effective conversion price per share

$ 18.90

SPA 1 | Issuance One

Short-term Debt [Line Items]

Common stock issued in conversion

45,614

Effective conversion price per share

$ 15.06

SPA 1 | Issuance Two

Short-term Debt [Line Items]

Common stock issued in conversion

18,246

Effective conversion price per share

$ 15.06

SPA 1 | Conversion Three

Short-term Debt [Line Items]

Principal converted

$ 500,000

Interest converted

$ 175,000

Common stock issued in conversion

45,109

Effective conversion price per share

$ 15

SPA 1 | Issuance 3

Short-term Debt [Line Items]

Common stock issued in conversion

43,721

Effective conversion price per share

$ 7.60

SPA 1 | Issuance Four

Short-term Debt [Line Items]

Common stock issued in conversion

61,500

Effective conversion price per share

$ 7.30

SPA 1 | Issuance Five

Short-term Debt [Line Items]

Common stock issued in conversion

90,000

Effective conversion price per share

$ 3.74

SPA 1 | Issuance Six

Short-term Debt [Line Items]

Common stock issued in conversion

97,100

Effective conversion price per share

$ 3.15

SPA 1 | Issuance Seven

Short-term Debt [Line Items]

Common stock issued in conversion

100,000

Effective conversion price per share

$ 3.15

SPA 1 | Issuance Eight

Short-term Debt [Line Items]

Common stock issued in conversion

108,770

Effective conversion price per share

$ 2.69

SPA 1 | Issuance Nine

Short-term Debt [Line Items]

Common stock issued in conversion

167,100

Effective conversion price per share

$ 1.87

SPA 1 | Issuance Ten

Short-term Debt [Line Items]

Common stock issued in conversion

154,835

Effective conversion price per share

$ 1.83

SPA 1 | Issuance Eleven

Short-term Debt [Line Items]

Common stock issued in conversion

116,000

Effective conversion price per share

$ 1.50

SPA 1 | Issuance Twelve

Short-term Debt [Line Items]

Common stock issued in conversion

163,800

Effective conversion price per share

$ 1.50

SPA 1 | Conversion Four

Short-term Debt [Line Items]

Principal converted

$ 1,250,000

Interest converted

$ 437,500

Common stock issued in conversion

1,125,000

Effective conversion price per share

$ 1.50

SPA 1 | $20 per share

Short-term Debt [Line Items]

Purchase warrant, shares of common stock

125,000

Warrant, exercise price

$ 20

SPA 1 | $25 per share

Short-term Debt [Line Items]

Purchase warrant, shares of common stock

100,000

Warrant, exercise price

$ 25

SPA 1 | $50 per share

Short-term Debt [Line Items]

Purchase warrant, shares of common stock

50,000

Warrant, exercise price

$ 50

SPA 1 | $75 per share

Short-term Debt [Line Items]

Purchase warrant, shares of common stock

33,333

Warrant, exercise price

$ 75

SPA 1 | Default Trigger Original

Short-term Debt [Line Items]

Closing price of common stock default trigger

500.00%

SPA 1 | Default Trigger Amended

Short-term Debt [Line Items]

Closing price of common stock default trigger

175.00%

SPA Two

Short-term Debt [Line Items]

Aggregate Face Value

$ 10,750,000

Maturity period

2 years

Interest Rate

7.50%

Common stock, shares issued

125,000

Purchase warrant, shares of common stock

230,000

Tendered to company

$ 10,000,000

Redemption terms

Prior to the maturity date, provided that no trigger event has occurred, the Company will have the right at any time upon 30 trading days’ prior written notice, in its sole and absolute discretion, to redeem all or any portion of the Debenture then outstanding by paying to the Investor an amount equal to 145% of the of the portion of the Debenture being redeemed.

Conversion terms

The Investor may convert the Debenture into shares of the Company’s common stock at a conversion price equal to 90% of the mathematical average of the 5 lowest individual daily volume weighted average prices of the common stock, less $0.75 per share, during the period beginning on the issuance date and ending on the maturity date subject to certain floor price restrictions. In the event certain equity conditions exist, the Company may require that the Investor convert the Debenture. In no event shall the Debenture be allowed to effect a conversion if such conversion, along with all other shares of Company common stock beneficially owned by the Investor and its affiliates would exceed 4.99% of the outstanding shares of the common stock of the Company.

Trigger event terms

While the note is outstanding if Triggering Events occur the conversion rate may be decreased by 10% and the interest rate increased by 10% for each Triggering Event which may result in the issuance of additional shares.

Floor price

$ 1.50

Debt discount charged as financing expense

$ 8,320,205

Aggregate purchase price

$ 20,000,000

Compounded interest rate on unpaid principal balance

7.50%

Company option terms as amended

The Company and the Investor also agreed to remove the Second Closing and Company Option to sell an aggregate of an additional $10,000,000 in securities under the Debenture. As a result of these changes, the Company was authorized to terminate any and all documentation related to the 100,000 shares of Series B Preferred Stock that the Company's Board of Directors had previously voted to designate back on April 16, 2019.

SPA Two | Series B Preferred

Short-term Debt [Line Items]

Series B preferred shares issued

215

Series B preferred shares issued, original issue discount

$ 7.05

SPA Two | Conversion One

Short-term Debt [Line Items]

Principal converted

$ 750,000

Interest converted

$ 112,500

Common stock issued in conversion

575,000

Effective conversion price per share

$ 1.50

SPA Two | Conversion Two

Short-term Debt [Line Items]

Principal converted

$ 600,000

Interest converted

$ 90,000

Common stock issued in conversion

460,000

Effective conversion price per share

$ 1.50

SPA Two | Conversion Three

Short-term Debt [Line Items]

Principal converted

$ 595,000

Interest converted

$ 89,250

Common stock issued in conversion

456,167

Effective conversion price per share

$ 1.50

SPA Two | Conversion Four

Short-term Debt [Line Items]

Principal converted

$ 350,000

Interest converted

$ 52,500

Common stock issued in conversion

268,333

Effective conversion price per share

$ 1.50

SPA Two | Conversion Five

Short-term Debt [Line Items]

Principal converted

$ 350,000

Interest converted

$ 52,500

Common stock issued in conversion

268,333

Effective conversion price per share

$ 1.50

SPA Two | Conversion Six

Short-term Debt [Line Items]

Principal converted

$ 730,000

Interest converted

$ 109,500

Common stock issued in conversion

559,667

Effective conversion price per share

$ 1.50

SPA Two | Conversion Seven

Short-term Debt [Line Items]

Principal converted

$ 375,000

Interest converted

$ 56,250

Common stock issued in conversion

287,500

Effective conversion price per share

$ 1.50

SPA Two | Conversion Eight

Short-term Debt [Line Items]

Principal converted

$ 360,000

Interest converted

$ 54,000

Common stock issued in conversion

276,000

Effective conversion price per share

$ 1.50

SPA Two | Conversion Nine

Short-term Debt [Line Items]

Principal converted

$ 1,020,000

Interest converted

$ 153,000

Common stock issued in conversion

782,000

Effective conversion price per share

$ 1.50

SPA Two | Conversion Ten

Short-term Debt [Line Items]

Principal converted

$ 380,000

Interest converted

$ 57,000

Common stock issued in conversion

291,333

Effective conversion price per share

$ 1.50

SPA Two | Conversion Eleven

Short-term Debt [Line Items]

Principal converted

$ 2,140,000

Interest converted

$ 321,000

Common stock issued in conversion

1,640,667

Effective conversion price per share

$ 1.50

SPA Two | Conversion Twelve

Short-term Debt [Line Items]

Principal converted

$ 3,100,000

Interest converted

$ 465,000

Common stock issued in conversion

2,376,667

Effective conversion price per share

$ 1.50

SPA 2 | Default Trigger Original

Short-term Debt [Line Items]

Closing price of common stock default trigger

500.00%

SPA 2 | Default Trigger Amended

Short-term Debt [Line Items]

Closing price of common stock default trigger

175.00%

LEASES (Details)

LEASES (Details) - USD ($)	Sep. 30, 2021	Sep. 30, 2020	Jun. 30, 2020	Oct. 01, 2019	Sep. 30, 2019
Leases [Abstract]
Lease liabilities	$ 43,170	$ 12,912	$ 52,999	$ 85,280
Operating Leases, Future Minimum Payments Due			56,082
Less: imputed interest			3,083
Total present value of lease liabilities			$ 52,999

11. LEASES (Details Narrative)

11. LEASES (Details Narrative) - USD ($)	9 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Sep. 30, 2021	Sep. 30, 2020	Oct. 01, 2019	Sep. 30, 2019
SEC Schedule, 12-18, Supplemental Information, Property-Casualty Insurance Underwriters [Line Items]
Operating lease right of use	$ 52,280				$ 85,280
Operating lease liability	$ 52,999		$ 43,170	$ 12,912	$ 85,280
Weighted average discount rate					10.00%
Weighted average lease term	8 months 12 days
Operating lease costs	$ 38,328	$ 38,523
Lease Term Minimum
SEC Schedule, 12-18, Supplemental Information, Property-Casualty Insurance Underwriters [Line Items]
Lease terms	1 year
Lease Term Maximum
SEC Schedule, 12-18, Supplemental Information, Property-Casualty Insurance Underwriters [Line Items]
Lease terms	2 years

12. RELATED PARTY TRANSACTIONS

12. RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)	Mar. 12, 2019	Sep. 28, 2018	Jun. 30, 2020	Jun. 30, 2019	Sep. 30, 2019	Jan. 01, 2019
Related Party Transaction [Line Items]
Warrant, exercise price			$ 21.62		$ 21.62
Risk free interest rate			0.13%
Dividend Yield			0.00%	0.00%
Volatility Rate			131.00%
Zachary Bradford Ownership
Related Party Transaction [Line Items]
Limited Liability Company or Limited Partnership, Members or Limited Partners, Ownership Interest			50.00%
Zachary Bradford
Related Party Transaction [Line Items]
Officer wages				$ 353,140
Blue Chip Accounting
Related Party Transaction [Line Items]
Payment for Administrative Fees			$ 86,658
Payments for Rent			10,150
Bryan Huber
Related Party Transaction [Line Items]
Officer wages	$ 90,000		$ 125,154	127,772
Warrant shares issued		90,000
Warrant, exercise price		$ 8
Warrants issued, value		$ 2,607,096
Term of Warrant		10 years
Risk free interest rate		3.05%
Dividend Yield		0.00%
Volatility Rate		191.00%
Warrants issued, vesting description		The warrants vest as follows: 30,000 vested immediately, the balance vest evenly on the last day of each month over forty-two months beginning August 31, 2018
Warrants vested			62,857
Interest Expense			$ 372,442	372,442
Schultz Consulting Agreement
Related Party Transaction [Line Items]
Officer wages			0	353,140
Director compensation			189,000
Investor Relations
Related Party Transaction [Line Items]
Payments for consulting services			49,500
Payment for reimbursement			176,000
Non Executive Board Member
Related Party Transaction [Line Items]
Board member annual wage						$ 2,500
McNeill Consulting Agreement
Related Party Transaction [Line Items]
Director compensation			22,500	15,000
Beynon and Dr. Wood
Related Party Transaction [Line Items]
Director compensation			$ 22,500	$ 0

13. STOCKHOLDERS EQUITY (Detail

13. STOCKHOLDERS EQUITY (Details Narrative) - USD ($)

Feb. 10, 2020

Jan. 13, 2020

Dec. 11, 2019

Oct. 04, 2019

Apr. 09, 2019

Mar. 06, 2019

Jan. 08, 2019

Jan. 07, 2019

Sep. 11, 2018

Apr. 16, 2019

Mar. 26, 2019

Feb. 26, 2019

Dec. 31, 2018

Dec. 21, 2018

Jun. 30, 2020

Jun. 30, 2019

Mar. 31, 2019

Dec. 31, 2018

Jun. 30, 2020

Jun. 30, 2019

Jan. 31, 2020

Oct. 03, 2019

Sep. 30, 2019

Aug. 09, 2019

Aug. 08, 2019

Jan. 22, 2019

Oct. 02, 2018

Class of Stock [Line Items]

Common Stock authorized

20,000,000

20,000,000

20,000,000

200,000,000

100,000,000

Preferred stock authorized

10,000,000

10,000,000

10,000,000

Series B preferred stock, par value per share

$ 0.001

$ 0.001

$ 0.001

Common stock, shares issued

16,123,507

16,123,507

95,699

4,679,018

175,000

Preferred Stock, shares issued and outstanding

1,750,000

1,750,000

Common stock issued for services

750,000

Common stock issued, value

$ 16,124

$ 16,124

$ 445,000

$ 4,679

Shares returned to treasury

13,750

13,750

Stock issued, fair value per share

$ 0.02

Director fees

$ 15,000

Payments received for stock issuance

$ 361,800

Common stock issued for direct investment

350,888

Warrant, exercise price

$ 21.62

$ 21.62

$ 21.62

Shares issued for direct investment, value

$ 361,800

Loss on settlement of debt

$ 19,425

Convertible Debt Agreement

Class of Stock [Line Items]

Common stock issued during period

1,964,313

Independent Consultant

Class of Stock [Line Items]

Common stock issued for services

22,000

Common stock issued, value

54,000

$ 54,000

SPA

Class of Stock [Line Items]

Common stock issued during period

10,000

Common stock issued in conversion

1,125,000

Principal converted

$ 1,250,000

Interest converted

$ 437,500

Conversion price per share

$ 1.50

SPA 2

Class of Stock [Line Items]

Common stock issued during period

125,000

Common stock issued in conversion

8,241,665

Principal converted

$ 10,750,000

Interest converted

$ 1,612,500

Conversion price per share

$ 1.50

Board and Executive Compensation

Class of Stock [Line Items]

Common stock issued during period

25,019

Common stock issued, value

$ 57,500

$ 57,500

Note Payoff

Class of Stock [Line Items]

Shares returned to treasury

5,000

Contract Cancellation

Class of Stock [Line Items]

Shares returned to treasury

25,000

Fourteen Investors

Class of Stock [Line Items]

Payments received for stock issuance

$ 361,800

Common stock issued for direct investment

45,225

Common stock, value per share

$ 8

$ 8

Regal Consulting

Class of Stock [Line Items]

Common stock issued during period

18,000

Commitment fees

$ 3,000

Stock Compensation

$ 531,600

Consultant

Class of Stock [Line Items]

Commitment fees

$ 3,000

Stock Compensation

$ 68,819

Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period

6 months

Warrant One

Class of Stock [Line Items]

Warrant exercised to purchase shares

300

Warrant, exercise price

$ 3.63

Warrant value to company

$ 1,088

Promissory Note

Class of Stock [Line Items]

Common stock issued during period

2,500

Debt Instrument, Face Amount

$ 25,000

$ 25,000

Shares issued for direct investment, value

51,225

Loss on settlement of debt

$ 26,225

Cashless Exercise One

Class of Stock [Line Items]

Common stock issued during period

144,417

Warrant exercised to purchase shares

150,000

Warrant, exercise price

$ 0.83

Investor Conversion One

Class of Stock [Line Items]

Common stock issued in conversion

178,472

Principal converted

$ 2,500,000

Interest converted

$ 875,000

Conversion price per share

$ 18.90

Merger Agreement

Class of Stock [Line Items]

Common stock, shares issued

175,000

Cashless Exercise 2 [Member]

Class of Stock [Line Items]

Common stock issued during period

24,628

Warrant exercised to purchase shares

25,000

Warrant, exercise price

$ 0.83

Investor Conversion Two

Class of Stock [Line Items]

Common stock issued in conversion

71,389

Principal converted

$ 1,000,000

Interest converted

$ 350,000

Conversion price per share

$ 18.90

Cashless Exercise Three

Class of Stock [Line Items]

Common stock issued during period

48,857

Warrant exercised to purchase shares

50,000

Warrant, exercise price

$ 0.83

Warrants Two

Class of Stock [Line Items]

Warrant exercised to purchase shares

900

Warrant, exercise price

$ 3.63

Warrant value to company

$ 3,267

SylvaCap Media

Class of Stock [Line Items]

Common stock issued for services

25,000

Terms of agreement

The 25,000 shares vest upon issuance but if the agreement is terminated within 90 days of execution, the shares are to be returned and cancelled. The Company terminated the agreement and the shares were returned on February 10, 2020.

Reverse Split

Class of Stock [Line Items]

Common Stock authorized

20,000,000

Reverse stock split

On December 10, 2019, the Financial Industry Regulatory Authority (“FINRA”) approved the Company’s 1:10 reverse stock split of the Company’s common stock. The reverse stock split took effect on December 11, 2019. Unless otherwise noted, impacted amounts and share information in the consolidated financial statements and notes thereto as of and for the periods ended June 30, 2020 and September 30, 2019, have been adjusted for the stock split as if such stock split occurred on the first day of the first period presented.

Common stock issued during period

793

Series A Preferred

Class of Stock [Line Items]

Preferred stock authorized

2,000,000

1,000,000

Series B preferred stock, par value per share

$ 0.001

Preferred stock rights

Under the Certificate of Designation, holders of Series A Preferred Stock will be entitled to quarterly dividends on 2% of our earnings before interest, taxes and amortization. The dividends are payable in cash or common stock. The holders will also have a liquidation preference on the state value of $0.02 per share plus any accumulated but unpaid dividends. The holders are further entitled to have us redeem their Series A Preferred Stock for three shares of common stock in the event of a change of control and they are entitled to vote together with the holders of our common stock on all matters submitted to shareholders at a rate of forty-five (45) votes for each share held.

Series B Preferred

Class of Stock [Line Items]

Preferred stock authorized

100,000

Series B preferred stock, par value per share

$ 0.001

Cumulative accrual rate

7.50%

Liquidation payout

$ 5,000

Early redemption percent of face value option

145.00%

Terms of Conversion

In the event of a conversion of any shares of Series B Preferred Stock, the Company will (a) satisfy the payment of the Conversion Premium, which is defined as the Face Value of the shares converted multiplied by the product of 7.5% and the number of whole years between issuance and maturity, and (b) issue to the holder of the shares of Series B Preferred Stock a number of conversion shares equal to the Face Value divided by the applicable Conversion Price (defined as 90% of the of the 5 lowest individual daily volume weighted average prices of the Common Stock from issuance to conversion less $0.75 per share, but no less than the Floor Price ($3.50) with respect to the number of shares converted; While the note is outstanding if Triggering Events occur the conversion rate may be decreased by 10% and the interest rate increased by 10% for each Triggering Event. In the event of certain defaults, conversion price may not be subject to a floor.

Maturity term from issuance

2 years

Max percent holders may own of series B preferred

4.99%

P2K

Class of Stock [Line Items]

Common stock issued during period

95,699

STOCK WARRANTS - Schedule of Wa

STOCK WARRANTS - Schedule of Warrant Summary (Details) - $ / shares	9 Months Ended
	Jun. 30, 2020	Sep. 30, 2019
Stock Warrants
Warrants, ending balance	1,314,065	1,314,065
Warrants, weighted average exercise price	$ 21.62	$ 21.62
Warrants granted, number of shares
Warrants granted, weighted average exercise price
Warrants expired, number of shares
Warrants expired, weighted average exercise price
Warrants cancelled , number of shares
Warrants cancelled, weighted average exercise price
Warrants exercised, number of shares
Warrants exercised, weighted average exercise price

STOCK WARRANTS - Fair Value Ass

STOCK WARRANTS - Fair Value Assumptions (Details)	9 Months Ended
	Jun. 30, 2020	Jun. 30, 2019
Schedule of Capitalization, Long-term Debt [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Minimum	0.85%	2.21%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Maximum	1.73%	2.91%
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Outstanding, Weighted Average Remaining Contractual Terms	2 years 2 months 1 day
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate, Minimum		254.00%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate, Maximum		268.00%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate	0.00%	0.00%
Expected Term Minimum
Schedule of Capitalization, Long-term Debt [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Outstanding, Weighted Average Remaining Contractual Terms		3 years
Expected Term Maximum
Schedule of Capitalization, Long-term Debt [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Outstanding, Weighted Average Remaining Contractual Terms		5 years
Warrants
Schedule of Capitalization, Long-term Debt [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Minimum		2.36%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Maximum		3.01%

14. STOCK WARRANTS (Details Nar

14. STOCK WARRANTS (Details Narrative) - USD ($)

Jan. 07, 2019

Oct. 15, 2018

Mar. 26, 2019

Feb. 26, 2019

Jan. 22, 2019

Dec. 31, 2018

Aug. 28, 2018

Jun. 30, 2020

Jun. 30, 2019

Jul. 20, 2020

Sep. 30, 2019

Apr. 18, 2019

Feb. 01, 2019

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Warrants weighted average remaining term

2 years 2 months 1 day

Intrinsic Value of outstanding warrants

$ 194,250

Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number

1,286,922

Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number

27,143

Warrants requiring cash investment

$ 996,198

Warrant to acquire common stock, exercise price per share

$ 21.62

$ 21.62

Noncash or Part Noncash Acquisition, Noncash Financial or Equity Instrument Consideration, Warrants Issued

317,867

Warrant price per share

$ 3.25

Stock based compensation

$ 1,171,632

$ 1,716,753

Weighted Average remaining term of warrants

1 year 6 months

Warrants

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Stock based compensation

$ 786,415

Consultants

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Common stock issued

3,000

Warrant price per share

$ 25

Consultants One

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Term of Warrant

5 years

Stock based compensation

$ 0

68,643

SPA 1

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Warrant issued, shares

308,333

Zero Positive LLC

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Warrant issued, shares

90,000

Warrants issued, value

$ 2,607,096

Warrants vested description

The warrants vest as follows: 30,000 warrants vested immediately, the balance vest evenly on the last day of each month over the forty-two months beginning August 31, 2018

Warrants vested

58,571

Interest expense

$ 372,442

372,442

Zero Positive LLC

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Warrant price per share

$ 8

Merger Agreement One

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Warrant issued, shares

50,000

Warrants issued, value

$ 1,102,417

Term of Warrant

5 years

Warants issued, exercise price

$ 16

Merger Agreement Two

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Warrant issued, shares

50,000

Warrants issued, value

$ 1,102,107

Term of Warrant

5 years

Warants issued, exercise price

$ 20

SPA 2

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Common stock issued

125,000

Warrants issued, value

$ 230,000

Term of Warrant

3 years

Cashless Exercise One [Member]

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Warrant to acquire common stock, exercise price per share

$ 0.83

Common stock issued

144,417

Warrant exercised to purchase shares

150,000

Cashless Exercise Two

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Warrant to acquire common stock, exercise price per share

$ 0.83

Common stock issued

24,628

Warrant exercised to purchase shares

25,000

Cashless Exercise Three

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Warrant to acquire common stock, exercise price per share

$ 0.83

Common stock issued

48,857

Warrant exercised to purchase shares

50,000

$8 Per Share

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Warrants requiring cash investment

$ 5,000

Warrant to acquire common stock, exercise price per share

$ 8

$15 Per Share

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Warrants requiring cash investment

$ 449,865

Warrant to acquire common stock, exercise price per share

$ 15

$20 per share

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Warrants requiring cash investment

$ 125,000

Warrant to acquire common stock, exercise price per share

$ 20

$20 per share | SPA 1

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Warrants requiring cash investment

$ 125,000

Warrant to acquire common stock, exercise price per share

$ 20

$25 per share

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Warrants requiring cash investment

$ 103,000

Warrant to acquire common stock, exercise price per share

$ 25

$25 per share | SPA 1

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Warrants requiring cash investment

$ 100,000

Warrant to acquire common stock, exercise price per share

$ 25

$35 Per Share

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Warrants requiring cash investment

$ 200,000

Warrant to acquire common stock, exercise price per share

$ 35

$35 Per Share | SPA 2

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Warrants requiring cash investment

$ 200,000

Warrant to acquire common stock, exercise price per share

$ 35

$40 Per Share

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Warrants requiring cash investment

$ 10,000

Warrant to acquire common stock, exercise price per share

$ 40

$40 Per Share | SPA 2

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Warrants requiring cash investment

$ 10,000

Warrant to acquire common stock, exercise price per share

$ 40

$50 per share

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Warrants requiring cash investment

$ 60,000

Warrant to acquire common stock, exercise price per share

$ 50

$50 per share | SPA 1

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Warrants requiring cash investment

$ 50,000

Warrant to acquire common stock, exercise price per share

$ 50

$50 per share | SPA 2

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Warrants requiring cash investment

$ 10,000

Warrant to acquire common stock, exercise price per share

$ 50

$75 per share

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Warrants requiring cash investment

$ 38,333

Warrant to acquire common stock, exercise price per share

$ 75

$75 per share | SPA 1

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Warrants requiring cash investment

$ 33,333

Warrant to acquire common stock, exercise price per share

$ 75

$75 per share | SPA 2

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Warrants requiring cash investment

$ 5,000

Warrant to acquire common stock, exercise price per share

$ 75

$100 Per Share

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Warrants requiring cash investment

$ 5,000

Warrant to acquire common stock, exercise price per share

$ 100

$100 Per Share | SPA 2

Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]

Warrants requiring cash investment

$ 5,000

Warrant to acquire common stock, exercise price per share

$ 100

STOCK OPTIONS - Schedule of Opt

STOCK OPTIONS - Schedule of Option Summary (Details) - $ / shares	9 Months Ended
	Jun. 30, 2020	Sep. 30, 2019
Share-based Payment Arrangement [Abstract]
Options, ending balance	278,640	81,254
Options, weighted average exercise price	$ 6.41	$ 11.82
Options granted, number of shares	233,233
Options granted, weighted average exercise price	$ 5.28
Options expired, number of shares	25,000
Options expired, , weighted average exercise price	$ 8
Options cancelled, number of shares	10,847
Options cancelled, weighted average exercise price	$ 19.04
Options exercised, number of shares
Options exercised, weighted average exercise price

STOCK OPTIONS - Fair Value Ass

STOCK OPTIONS - Fair Value Assumptions 2020 (Details) - USD ($)	9 Months Ended
	Jun. 30, 2020	Jun. 30, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Risk Free Interest Rate Min	0.85%	2.21%
Risk Free Interest Rate Max	1.73%	2.91%
Exptected term (years)		3 years
Expected volatility	131.00%
Expected dividends	$ 0	$ 0
Expected Term Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Exptected term (years)	3 years
Expected Term Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Exptected term (years)	5 years
Expected Volatility Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility	124.00%	239.00%
Expected Volatility Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility	209.00%	271.00%

STOCK OPTIONS - Fair Value A_2

STOCK OPTIONS - Fair Value Assumptions 2019 (Details) - USD ($)	9 Months Ended
	Jun. 30, 2020	Jun. 30, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Risk Free Interest Rate Min	0.85%	2.21%
Risk Free Interest Rate Max	1.73%	2.91%
Exptected term (years)		3 years
Expected Volatility	131.00%
Expected dividends	$ 0	$ 0
Expected Volatility Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected Volatility	124.00%	239.00%
Expected Volatility Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected Volatility	209.00%	271.00%

15. STOCK OPTIONS (Details Narr

15. STOCK OPTIONS (Details Narrative) - USD ($)	Mar. 10, 2018	Jun. 30, 2020	Jun. 30, 2019	Jan. 31, 2020	Jun. 19, 2017
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares reserved for issuance					300,000
Shares available for issuance		21,360
Options exercisable to purchase		216,717
Weighted Average remaining term options		2 years 215 days 8 hours 24 minutes
Intrinsic value	$ 342,500	$ 0		$ 88,935
Stock based compensation		$ 1,171,632	$ 1,716,753
Weighted average period for non vested options		2 years 62 days 1 hour 12 minutes
Minimum Market Price
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Market Price		$ 4.50	$ 15.10
Maximum Market Price
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Market Price		$ 8.50	$ 59
Employees
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options issued		233,233	12,788
Compensation expense		$ 673,590	$ 245,000
Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock based compensation		$ 245,300
Four Consultants
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options issued	25,000
Stock based compensation			$ 191,425
Vesting Period	12 months
Expiration of Options Period	24 months

16. COMMITMENTS AND CONTINGEN_2

16. COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)	1 Months Ended	9 Months Ended
	Oct. 17, 2017	Jun. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	May 15, 2018
Utah Corporate Office
Monthly Rent Expense		$ 2,300
San Diego Office
Monthly Rent Expense		4,057
Term of Agreement					37 months
Annual Rent Escalation					3.00%
Future minimum lease payments			$ 43,170	$ 12,912
Las Vegas Office
Monthly Rent Expense		$ 1,575
P2K Labs
Monthly Rent Expense	$ 1,801

MAJOR CUSTOMERS AND VENDORS - C

MAJOR CUSTOMERS AND VENDORS - Customers (Details)	9 Months Ended
	Jun. 30, 2020	Jun. 30, 2019
Customer A
Policyholder Account Balance [Line Items]
Percent of sales	6030.00%	33.90%
Customer B
Policyholder Account Balance [Line Items]
Percent of sales	1410.00%	1.20%
Customer C
Policyholder Account Balance [Line Items]
Percent of sales		21.90%
Customer D
Policyholder Account Balance [Line Items]
Percent of sales		21.40%

MAJOR CUSTOMERS AND VENDORS - S

MAJOR CUSTOMERS AND VENDORS - Suppliers (Details)	9 Months Ended
	Jun. 30, 2020	Jun. 30, 2019
Vendor
Policyholder Account Balance [Line Items]
Percent supplies provided	8570.00%	90.10%

18. SUBSEQUENT EVENTS (Details

18. SUBSEQUENT EVENTS (Details Narrative) - USD ($)	1 Months Ended
	Jul. 20, 2020	Jul. 16, 2020	Jul. 07, 2020
Subsequent Events [Abstract]
Limited Partners' Capital Account			$ 660,000
Board authority to effectuate changes to common stock authorized and incentive plan		On July 16, 2020, the Company filed a preliminary information statement wherein the Company’s shareholders approved to grant the Board authority to effectuate an increase in the number of authorized shares of Common Stock from 20,000,000 to no more than 50,000,000 and amend the Company’s 2017 Incentive Plan to increase the number of shares issuable from 300,000 to 1,500,000. The effective date of these actions is determined by the Board in its sole discretion.
Sale of Stock, Number of Shares Issued in Transaction	1,230,770
Sale of Stock, Price Per Share	$ 3.25
Sale of Stock, Consideration Received Per Transaction	$ 4,000,000