Healthier Choices Management (HCMC) 10-Q 1 Jul 20 2020 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2020	Jun. 26, 2020
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2020
Current Fiscal Year End Date	--12-31
Document Transition Report	false
Entity Registrant Name	Healthier Choices Management Corp.
Entity Incorporation, State or Country Code	DE
Entity File Number	001-36469
Entity Tax Identification Number	84-1070932
Entity Address, Address Line One	3800 NORTH 28TH WAY
Entity Address, City or Town	HOLLYWOOD
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33020
City Area Code	888
Local Phone Number	766-5351
Entity Filer Category	Non-accelerated Filer
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Small Business	true
Entity Common Stock, Shares Outstanding		85,435,969,169
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	Q1
Entity Central Index Key	0000844856

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($)	Mar. 31, 2020	Dec. 31, 2019
CURRENT ASSETS
Cash and cash equivalents	$ 3,162,695	$ 3,525,415
Accounts receivable, net	66,482	65,401
Inventories	1,716,976	1,757,012
Prepaid expenses and vendor deposits	248,661	269,833
Investment	14,143	24,000
TOTAL CURRENT ASSETS	5,208,957	5,641,661
Property and equipment, net of accumulated depreciation	304,307	332,290
Intangible assets, net of accumulated amortization	1,903,816	1,923,447
Goodwill	956,000	956,000
Note receivable	336,025	343,387
Right of use asset - operating lease, net	4,504,295	4,663,019
Other assets	142,908	146,865
TOTAL ASSETS	13,356,308	14,006,669
CURRENT LIABILITIES
Accounts payable and accrued expenses	999,553	825,860
Contract liabilities	23,067	26,823
Current portion of line of credit	282,375	282,344
Current portion of loan payment	2,000,000	2,000,000
Operating lease liability, current	546,703	555,959
TOTAL CURRENT LIABILITIES	3,851,698	3,690,986
Loan payable, net of current portion	798,618	869,223
Operating lease liability, net of current	3,413,611	3,544,729
TOTAL LIABILITIES	8,063,927	8,104,938
COMMITMENTS AND CONTINGENCIES (SEE NOTE 8)
STOCKHOLDERS' EQUITY
Series B convertible preferred stock, $1,000 par value per share, 30,000 shares authorized; 20,150 shares issued and outstanding as of March 31, 2020 and December 31, 2019; aggregate liquidation preference of $20.2 million	20,150,116	20,150,116
Common Stock, $0.0001 par value per share, 750,000,000,000 shares authorized; approximately 72.5 and 67.7 billion shares issued and outstanding as of March 31, 2020 and December 31, 2019, respectively	7,249,743	6,769,849
Additional paid-in capital	7,220,295	7,618,245
Accumulated deficit	(29,327,773)	(28,636,479)
TOTAL STOCKHOLDERS' EQUITY	5,292,381	5,901,731
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$ 13,356,308	$ 14,006,669

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) $ in Millions	Mar. 31, 2020	Dec. 31, 2019
STOCKHOLDERS' EQUITY
Series B convertible preferred stock, par value (in dollars per share)	$ 1,000	$ 1,000
Series B convertible preferred stock, shares authorized (in shares)	30,000	30,000
Series B convertible preferred stock, shares issued (in shares)	20,150	20,150
Series B convertible preferred stock, shares outstanding (in shares)	20,150	20,150
Series B convertible preferred stock, aggregate liquidation preference	$ 20.2	$ 20.2
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	750,000,000,000	750,000,000,000
Common stock, shares issued (in shares)	72,500,000,000	67,700,000,000
Common stock, shares outstanding (in shares)	72,500,000,000	67,700,000,000

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
SALES
TOTAL SALES, NET	$ 4,036,172	$ 4,380,106
GROSS PROFIT	1,707,892	1,902,894
OPERATING EXPENSES	2,372,381	2,990,455
LOSS FROM OPERATIONS	(664,489)	(1,087,561)
OTHER (EXPENSE) INCOME
Loss on investment	(9,857)	(25,713)
Other expense, net	(76)	(693)
Interest (expense) income, net	(16,872)	1,438
Total other expense, net	(26,805)	(24,968)
NET LOSS	$ (691,294)	$ (1,112,529)
NET LOSS PER SHARE-BASIC AND DILUTED (in dollars per share)	$ 0	$ 0
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING-BASIC AND DILUTED (in shares)	69,716,324,179	66,624,914,548
Vapor [Member]
SALES
TOTAL SALES, NET	$ 773,458	$ 1,224,042
Cost of sales	319,080	509,416
Grocery [Member]
SALES
TOTAL SALES, NET	3,262,714	3,156,064
Cost of sales	$ 2,009,200	$ 1,967,796

CONDENSED CONSOLIDATED STOCKHOL

CONDENSED CONSOLIDATED STOCKHOLDERS' EQUITY STATEMENTS (Unaudited) - USD ($)	Convertible Preferred Stock [Member]	Common Stock [Member]	Additional Paid-In Capital [Member]	Accumulated Deficit [Member]	Total
Balance at Dec. 31, 2018	$ 20,150,116	$ 6,662,351	$ 7,348,390	$ (25,734,088)	$ 8,426,769
Balance (in shares) at Dec. 31, 2018	20,150	66,623,514,522
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock in connection with cashless exercise of Series A warrants		$ 1,087	(637)		450
Issuance of common stock in connection with cashless exercise of Series A warrants (in shares)		10,872,544
Cumulative Effect on adoption of ASC 842 | ASU 2016-02 [Member]				(103,015)	(103,015)
Stock-based compensation expense			113,079		113,079
Net loss				(1,112,529)	(1,112,529)
Balance at Mar. 31, 2019	$ 20,150,116	$ 6,663,438	7,460,832	(26,949,632)	7,324,754
Balance (in shares) at Mar. 31, 2019	20,150	66,634,387,066
Balance at Dec. 31, 2019	$ 20,150,116	$ 6,769,849	7,618,245	(28,636,479)	5,901,731
Balance (in shares) at Dec. 31, 2019	20,150	67,698,494,244
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock in connection with cashless exercise of Series A warrants		$ 479,894	(479,894)		0
Issuance of common stock in connection with cashless exercise of Series A warrants (in shares)		4,798,932,767
Stock-based compensation expense			81,944		81,944
Net loss				(691,294)	(691,294)
Balance at Mar. 31, 2020	$ 20,150,116	$ 7,249,743	$ 7,220,295	$ (29,327,773)	$ 5,292,381
Balance (in shares) at Mar. 31, 2020	20,150	72,497,427,011

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
OPERATING ACTIVITIES
Net loss	$ (691,294)	$ (1,112,529)
Adjustments to reconcile net loss to net cash used in operating activities:
Bad debt expense	0	(3,002)
Depreciation and amortization	147,834	152,314
Loss on disposal of assets	0	25,427
Loss on investment	9,857	25,713
Amortization of right-of-use asset	158,724	162,782
Stock-based compensation expense	81,944	113,079
Changes in operating assets and liabilities:
Accounts receivable	(1,081)	14,989
Inventories	40,036	(61,407)
Prepaid expenses and vendor deposits	21,171	(43,276)
Contract assets	0	14,400
Other assets	3,958	839
Accounts payable	126,569	247,299
Accrued expenses	47,124	(252,310)
Contract liabilities	(3,756)	(201,928)
Lease liability	(140,374)	(143,233)
NET CASH USED IN OPERATING ACTIVITIES	(199,288)	(1,060,843)
INVESTING ACTIVITIES
Collection of note receivable	7,362	41,473
Purchases of property and equipment	(10,805)	0
Purchases of patent	(89,415)	0
NET CASH USED IN INVESTING ACTIVITIES	(92,858)	41,473
FINANCING ACTIVITIES
Principal payments on loan payable	(70,574)	(47,211)
NET CASH USED IN FINANCING ACTIVITIES	(70,574)	(47,211)
DECREASE IN CASH	(362,720)	(1,066,581)
CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD	3,525,415	7,061,253
CASH AND CASH EQUIVALENTS - END OF PERIOD	3,162,695	5,994,672
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid for interest	$ 35,256	$ 30,052

ORGANIZATION, GOING CONCERN, AN

ORGANIZATION, GOING CONCERN, AND BASIS OF PRESENTATION	3 Months Ended
	Mar. 31, 2020
ORGANIZATION, GOING CONCERN, AND BASIS OF PRESENTATION [Abstract]
ORGANIZATION, GOING CONCERN, AND BASIS OF PRESENTATION	Note 1. ORGANIZATION, GOING CONCERN, AND BASIS OF PRESENTATION Organization Healthier Choices Management Corp. (c ) is a holding company focused on providing consumers with healthier daily choices with respect to nutrition and other lifestyle alternatives. The Company currently operates nine retail vape stores in the Southeast region of the United States, through which it offers e-liquids, vaporizers and related products. The Company also operates Ada’s Natural Market, a natural and organic grocery store, through its wholly owned subsidiary Healthy Choice Markets, Inc and Paradise Health and Nutrition, stores that offer fresh produce, bulk foods, vitamins and supplements, packaged groceries, meat and seafood, deli, baked goods, dairy products, frozen foods, health & beauty products and natural household items through its wholly owned subsidiary Healthy Choice Markets 2, LLC. The Company also sells vitamins and supplements on the Amazon.com marketplace through its wholly owned subsidiary Healthy U Wholesale, Inc. The Company markets the Q-Cup™ technology under the vape segment; this patented technology is based on a small, quartz cup called the Q-Cup™, which a customer partially fills with either cannabis or CBD concentrate (approximately 50 mg) purchased from a third party. The Q-Cup™ is then inserted into the Q-Cup™ Tank or Globe, that heats the cup from the outside without coming in direct contact with the solid concentrate. This Q-Cup™ technology provides significantly more efficiency and an “on the go” solution for consumers who prefer to vape concentrates either medicinally or recreationally. COVID-19 Management Update In March 2020, the outbreak of COVID-19 (coronavirus) caused by a novel strain of the coronavirus has recently been recognized as a pandemic by the World Health Organization, and the outbreak has become increasingly widespread in the United States, including in the markets in which the Company operates. The COVID-19 outbreak has had a notable impact on general economic conditions, including but not limited to the temporary closures of many businesses, “shelter in place” and other governmental regulations, reduced consumer spending due to both job losses and other effects attributable to the COVID-19, and there are many unknowns. The Company has adjusted certain aspects of the operations to protect their employees and customers while still meeting customers’ needs. While to date the Company has not been required to close any of its stores, the Company is currently operating under regular hours and we are expecting COVID-19 to have a long-term beneficial impact to the future financial results of the grocery segment. The Company continues to monitor the impact of the COVID-19 outbreak closely. The extent to which the COVID-19 outbreak will impact our operations is controllable, and there is no imminent risk on business continuity and future operation. Unaudited Interim Financial Information The unaudited condensed consolidated financial statements have been prepared by the Company and reflect all normal, recurring adjustments that, in the opinion of management, are necessary for a fair presentation of the interim financial information. The results of operations for the interim periods presented are not necessarily indicative of the results to be expected for any subsequent quarter or for the year ending December 31, 2020. Certain information and footnotes normally included in financial statements prepared in accordance with GAAP have been omitted under the instructions to Form 10-Q and Article 10 of Regulation S-X of the Securities and Exchange Commission (“SEC”). These unaudited condensed consolidated financial statements and notes included herein should be read in conjunction with the audited consolidated financial statements and related notes thereto as of and for the year ended December 31, 2019 included in the Company’s Annual Report on Form 10-K for such year as filed with the SEC on May 13, 2020.

GOING CONCERN AND LIQUIDITY

GOING CONCERN AND LIQUIDITY	3 Months Ended
	Mar. 31, 2020
GOING CONCERN AND LIQUIDITY [Abstract]
GOING CONCERN AND LIQUIDITY	Note 2. GOING CONCERN AND LIQUIDITY The accompanying condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”), which contemplate continuation of the Company as a going concern and realization of assets and satisfaction of liabilities in the normal course of business and do not include any adjustments that might result from the outcome of any uncertainties related to our going concern assessment. The carrying amounts of assets and liabilities presented in the financial statements do not necessarily purport to represent realizable or settlement values. The Company incurred a loss from operations of approximately $0.7 million for the three months ended March 31, 2020. As of March 31, 2020, cash and cash equivalents totaled approximately 3.2 million.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Mar. 31, 2020
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	Note 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Use of Estimates in the Preparation of the Financial Statements The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements, and the reported amounts of net revenue and expenses during the reporting periods. Actual results could differ from those estimates. These estimates and assumptions include allowances, reserves and write-downs of receivables and inventory, valuing equity securities and hybrid instruments, share-based payment arrangements, deferred taxes and related valuation allowances, and the valuation of the assets and liabilities acquired in business combinations. Certain of management’s estimates could be affected by external conditions, including those unique to our industry, and general economic conditions. It is possible that these external factors could have an effect on our estimates that could cause actual results to differ from our estimates. The Company re-evaluates all of its accounting estimates at least quarterly based on these conditions and records adjustments when necessary. Basis of Presentation and Principles of Consolidation The Company’s unaudited condensed consolidated financial statements are prepared in accordance with GAAP. The unaudited condensed consolidated financial statements include the accounts of all subsidiaries in which the Company holds a controlling financial interest as of the financial statement date. The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Healthy Choice Markets, Inc., Healthy Choice Markets 2, LLC (“Paradise Health and Nutrition”), The Vitamin Store, LLC, Healthy U Wholesale, Inc., The Vape Store, Inc. (“Vape Store”), Vaporin, Inc. (“Vaporin”), Smoke Anywhere U.S.A., Inc. (“Smoke”), Emagine the Vape Store, LLC (“Emagine”), IVGI Acquisition, Inc., Vapormax Franchising LLC, Vaporin LLC, and Vaporin Florida, Inc. All intercompany accounts and transactions have been eliminated in consolidation.

CONCENTRATIONS

CONCENTRATIONS	3 Months Ended
	Mar. 31, 2020
CONCENTRATIONS [Abstract]
CONCENTRATIONS	Note 4. CONCENTRATIONS Cash and Cash Equivalents Our cash balances are kept liquid to support our growing acquisition and infrastructure needs for operational expansion. The majority of the Company’s cash and cash equivalents are concentrated in one large financial institution, which is in excess of Federal Deposit Insurance Corporation (FDIC) coverage. A summary of the financial institutions that had a cash and cash equivalents in excess of FDIC limits of $250,000 at March 31, 2020 and December 31, 2019 is presented below: March 31, 2020 Total Cash and cash equivalents in excess of FDIC limits of $250,000 $ 2,366,651 The Company continually monitors its positions with, and the credit quality of, the financial institutions with which it invests, as deposits are held in excess of federally insured limits. The Company has not experienced any losses in such accounts.

DISAGGREGATION OF REVENUES

DISAGGREGATION OF REVENUES	3 Months Ended
	Mar. 31, 2020
DISAGGREGATION OF REVENUES [Abstract]
DISAGGREGATION OF REVENUES	Note 5. DISAGGREGATION OF REVENUES The Company reports the following segments in accordance with management guidance: Vapor and Grocery. When the Company prepares its internal management reporting to evaluate business performance, we disaggregate revenue into the following categories that depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors. Three Months Ended March 31, 2020 2019 Vapor $ 773,458 $ 1,224,042 Grocery 3,262,714 3,156,064 Total revenue $ 4,036,172 $ 4,380,106 Retail Vapor $ 773,458 $ 1,223,722 Retail Grocery 2,830,365 2,753,199 Food service/restaurant 329,139 347,651 Online/eCommerce 103,210 46,569 Wholesale Grocery - 8,645 Wholesale Vapor - 320 Total revenue $ 4,036,172 $ 4,380,106

INTANGIBLE ASSETS

INTANGIBLE ASSETS	3 Months Ended
	Mar. 31, 2020
INTANGIBLE ASSETS [Abstract]
INTANGIBLE ASSETS	Note 6. INTANGIBLE ASSETS Intangible assets, net are as follows: March 31, 2020 Useful Lives (Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Trade names 8-10 years $ 993,000 $ (379,671) $ 613,329 Customer relationships 4-10 years 1,228,000 (356,323) 871,677 Patents 10 years 359,665 (58,667) 300,998 Non-compete 4 years 174,000 (56,188) 117,812 Intangible assets, net $ 2,754,665 $ (850,849) $ 1,903,816 December 31, 2019 Useful Lives (Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Trade names 8-10 years 993,000 (354,203) 638,797 Customer relationships 4-10 years 1,228,000 (293,260) 934,740 Patents 10 years 270,250 (49,027) 221,223 Non-compete 4 years 174,000 (45,313) 128,687 Intangible assets, net $ 2,665,250 $ (741,803) $ 1,923,447 Intangible assets are amortized on a straight-line basis over their estimated useful lives. Amortization expense amounted to approximately $0.1 million and $0.1 million for the three months ended March 31, 2020 and 2019, respectively. Future annual estimated amortization expense is as follows: Years ending December 31, 2020 (remaining nine months) $ 325,193 2021 426,591 2022 411,206 2023 172,341 2024 172,341 Thereafter 396,144 Total $ 1,903,816

CONTRACT LIABILITIES

CONTRACT LIABILITIES	3 Months Ended
	Mar. 31, 2020
CONTRACT LIABILITIES [Abstract]
CONTRACT LIABILITIES	Note 7. CONTRACT LIABILITIES The Company’s contract liabilities consists of gift cards and loyalty rewards, for which the Company has a performance obligation to deliver products when customers redeem balances or terms expire through breakage. Our breakage policy is twenty four-month for gift cards, twelve months for Grocery loyalty rewards, and six months for Vapor loyalty rewards. As such, all contract liabilities are expected to be recognized within a twenty four-month period. Revenue is recognized when gift card and loyalty points are redeemed. A summary of the net changes in contract liabilities activity for the three months ended March 31, 2020 and 2019 is presented below: March 31, 2020 March 31, 2019 Beginning balance as January 1, $ 26,823 $ 442,630 Issued 60,309 74,894 Redeemed (63,509) (74,387) Breakage recognized (556) (648) Fulfillment of contract - (201,787) Ending balance as of March 31, $ 23,067 $ 240,702

STOCKHOLDERS' EQUITY

STOCKHOLDERS' EQUITY	3 Months Ended
	Mar. 31, 2020
STOCKHOLDERS' EQUITY [Abstract]
STOCKHOLDERS' EQUITY	Note 8. STOCKHOLDERS’ EQUITY Series A Warrants In the three months ended March 31, 2020, the Company issued 4.8 billion shares in connection with the cashless exercise of the Series A warrants. Stock Options A summary of Stock-based compensation expense recognized is presented below: Three Months Ended March 31, 2020 2019 Stock-based compensation $ 81,944 $ 113,079 Income (Loss) Per Share The following table summarizes the Company’s securities, in common share equivalents, that have been excluded from the calculation of dilutive loss per share as their effect would be anti-dilutive: Three Months Ended March 31, 2020 2019 Preferred stock 201,501,000,000 201,501,000,000 Stock options 68,062,000,000 68,012,000,000 Warrants 36,460,000,000 41,579,000,000 Total 306,023,000,000 311,092,000,000

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	3 Months Ended
	Mar. 31, 2020
COMMITMENTS AND CONTINGENCIES [Abstract]
COMMITMENTS AND CONTINGENCIES	Note 9. COMMITMENTS AND CONTINGENCIES Legal Proceedings Two lawsuits were filed against the Company and its subsidiaries in connection with alleged claimed battery defects for an electronic cigarette device. Plaintiffs claim these batteries were sold by a store of the Company’s subsidiary and have sued for an undetermined amount of damages (other than a total of $0.4 million of medical costs). The initial complaints were filed between January 2019 and April 2019. We responded to the complaints on April 2019 and May 2019, respectively. Given the lack of information presented by the plaintiffs to date, the Company is unable to predict the outcome of these matters and, at this time, cannot reasonably estimate the possible loss or range of loss with respect to these legal proceedings. As of March 31, 2020, the Company has not accrued for a potential loss for these actions. Given the information received to date, the Company believes the allegations are without merit and intends to vigorously contest such actions. These lawsuits remain in the early stages and progressed minimally in 2020. With respect to legal costs, we record such costs as incurred.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	3 Months Ended
	Mar. 31, 2020
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	Note 10. SUBSEQUENT EVENTS The Company evaluated subsequent events through July 1, 2020, the date on which the March 31, 2020 unaudited condensed financial statements were originally issued. There are no significant events that require disclosure in these financial statements, except as follows: Cashless Exercises of Series A Warrants From April 1, 2020 through July 1, 2020, there were 12 Series A Warrants exercised through the cashless exercise provision of such warrants. As a result, the Company issued 12.9 billion shares. Renewal of Credit Line On April 13, 2018, the Company agreed to a new revolving credit line of $2 million and a money market account of $2 million (“blocked account”) with Professional Bank in Coral Gables, Florida. On June 30, 2020, the Company reached agreement with Professional Bank to renew the credit line for one more year, and the next annual review will occur on or before July 15, 2021. The new agreement included a variable interest rate that it is based on a rate of 1.50% over what is earned on the collateral amount. The collateral amount established in the arrangement with the bank is $2 million. Paycheck Protection Program On May 15, 2020, Healthier Choices Management Corp.(the “Company”), was granted a loan (the “Loan”) from Customers Bank, in the aggregate amount of $876,515, pursuant to the Paycheck Protection Program (the “PPP”) under Division A, Title I of the CARES Act, which was enacted March 27, 2020. The Loan, which was in the form of a Note dated May 6, 2020 issued by the Company, matures on May 6, 2022 and bears interest at a rate of 1% per annum, payable monthly commencing on November 6, 2020. The Note may be prepaid by the Borrower at any time prior to maturity with no prepayment penalties. Funds from the Loan may only be used for payroll costs, costs used to continue group health care benefits, mortgage payments, rent, utilities, and interest on other debt obligations incurred after May 6, 2020. The Company intends to use the entire Loan amount for these qualifying expenses. Under the terms of the PPP, certain amounts of the Loan may be forgiven if they are used for qualifying expenses as described in the CARES Act.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
	Mar. 31, 2020
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract]
Use of Estimates in the Preparation of the Financial Statements	Use of Estimates in the Preparation of the Financial Statements The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements, and the reported amounts of net revenue and expenses during the reporting periods. Actual results could differ from those estimates. These estimates and assumptions include allowances, reserves and write-downs of receivables and inventory, valuing equity securities and hybrid instruments, share-based payment arrangements, deferred taxes and related valuation allowances, and the valuation of the assets and liabilities acquired in business combinations. Certain of management’s estimates could be affected by external conditions, including those unique to our industry, and general economic conditions. It is possible that these external factors could have an effect on our estimates that could cause actual results to differ from our estimates. The Company re-evaluates all of its accounting estimates at least quarterly based on these conditions and records adjustments when necessary.
Basis of Presentation and Principles of Consolidation	The Company’s unaudited condensed consolidated financial statements are prepared in accordance with GAAP. The unaudited condensed consolidated financial statements include the accounts of all subsidiaries in which the Company holds a controlling financial interest as of the financial statement date.
Principles of Consolidation	The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Healthy Choice Markets, Inc., Healthy Choice Markets 2, LLC (“Paradise Health and Nutrition”), The Vitamin Store, LLC, Healthy U Wholesale, Inc., The Vape Store, Inc. (“Vape Store”), Vaporin, Inc. (“Vaporin”), Smoke Anywhere U.S.A., Inc. (“Smoke”), Emagine the Vape Store, LLC (“Emagine”), IVGI Acquisition, Inc., Vapormax Franchising LLC, Vaporin LLC, and Vaporin Florida, Inc. All intercompany accounts and transactions have been eliminated in consolidation.

CONCENTRATIONS (Tables)

CONCENTRATIONS (Tables)	3 Months Ended
	Mar. 31, 2020
CONCENTRATIONS [Abstract]
Concentration of Cash and Cash Equivalents	A summary of the financial institutions that had a cash and cash equivalents in excess of FDIC limits of $250,000 at March 31, 2020 and December 31, 2019 is presented below: March 31, 2020 Total Cash and cash equivalents in excess of FDIC limits of $250,000 $ 2,366,651

DISAGGREGATION OF REVENUES (Tab

DISAGGREGATION OF REVENUES (Tables)	3 Months Ended
	Mar. 31, 2020
DISAGGREGATION OF REVENUES [Abstract]
Disaggregated Revenue	The Company reports the following segments in accordance with management guidance: Vapor and Grocery. When the Company prepares its internal management reporting to evaluate business performance, we disaggregate revenue into the following categories that depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors. Three Months Ended March 31, 2020 2019 Vapor $ 773,458 $ 1,224,042 Grocery 3,262,714 3,156,064 Total revenue $ 4,036,172 $ 4,380,106 Retail Vapor $ 773,458 $ 1,223,722 Retail Grocery 2,830,365 2,753,199 Food service/restaurant 329,139 347,651 Online/eCommerce 103,210 46,569 Wholesale Grocery - 8,645 Wholesale Vapor - 320 Total revenue $ 4,036,172 $ 4,380,106

INTANGIBLE ASSETS (Tables)

INTANGIBLE ASSETS (Tables)	3 Months Ended
	Mar. 31, 2020
INTANGIBLE ASSETS [Abstract]
Intangible Assets, Net	Intangible assets, net are as follows: March 31, 2020 Useful Lives (Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Trade names 8-10 years $ 993,000 $ (379,671) $ 613,329 Customer relationships 4-10 years 1,228,000 (356,323) 871,677 Patents 10 years 359,665 (58,667) 300,998 Non-compete 4 years 174,000 (56,188) 117,812 Intangible assets, net $ 2,754,665 $ (850,849) $ 1,903,816 December 31, 2019 Useful Lives (Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Trade names 8-10 years 993,000 (354,203) 638,797 Customer relationships 4-10 years 1,228,000 (293,260) 934,740 Patents 10 years 270,250 (49,027) 221,223 Non-compete 4 years 174,000 (45,313) 128,687 Intangible assets, net $ 2,665,250 $ (741,803) $ 1,923,447
Future Annual Estimated Amortization Expense	Intangible assets are amortized on a straight-line basis over their estimated useful lives. Amortization expense amounted to approximately $0.1 million and $0.1 million for the three months ended March 31, 2020 and 2019, respectively. Future annual estimated amortization expense is as follows: Years ending December 31, 2020 (remaining nine months) $ 325,193 2021 426,591 2022 411,206 2023 172,341 2024 172,341 Thereafter 396,144 Total $ 1,903,816

CONTRACT LIABILITIES (Tables)

CONTRACT LIABILITIES (Tables)	3 Months Ended
	Mar. 31, 2020
CONTRACT LIABILITIES [Abstract]
Summary of Net Changes in Contract Liabilities	A summary of the net changes in contract liabilities activity for the three months ended March 31, 2020 and 2019 is presented below: March 31, 2020 March 31, 2019 Beginning balance as January 1, $ 26,823 $ 442,630 Issued 60,309 74,894 Redeemed (63,509) (74,387) Breakage recognized (556) (648) Fulfillment of contract - (201,787) Ending balance as of March 31, $ 23,067 $ 240,702

STOCKHOLDERS' EQUITY (Tables)

STOCKHOLDERS' EQUITY (Tables)	3 Months Ended
	Mar. 31, 2020
STOCKHOLDERS' EQUITY [Abstract]
Compensation Expense Recognized	A summary of Stock-based compensation expense recognized is presented below: Three Months Ended March 31, 2020 2019 Stock-based compensation $ 81,944 $ 113,079
Common Share Equivalent Excluded from Calculation of Dilutive Loss Per Share	The following table summarizes the Company’s securities, in common share equivalents, that have been excluded from the calculation of dilutive loss per share as their effect would be anti-dilutive: Three Months Ended March 31, 2020 2019 Preferred stock 201,501,000,000 201,501,000,000 Stock options 68,062,000,000 68,012,000,000 Warrants 36,460,000,000 41,579,000,000 Total 306,023,000,000 311,092,000,000

ORGANIZATION, GOING CONCERN, _2

ORGANIZATION, GOING CONCERN, AND BASIS OF PRESENTATION (Details)	Mar. 31, 2020RetailStores
ORGANIZATION, GOING CONCERN, AND BASIS OF PRESENTATION [Abstract]
Number of operating retail vape stores	9

GOING CONCERN AND LIQUIDITY (De

GOING CONCERN AND LIQUIDITY (Details) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2019
GOING CONCERN AND LIQUIDITY [Abstract]
Loss from operations	$ (664,489)	$ (1,087,561)
Cash and cash equivalents	$ 3,162,695		$ 3,525,415

CONCENTRATIONS, Cash (Details)

CONCENTRATIONS, Cash (Details)	Mar. 31, 2020USD ($)
CONCENTRATIONS [Abstract]
FDIC insured amount	$ 250,000
Total Cash and cash equivalents in excess of FDIC limits of $250,000	$ 2,366,651

DISAGGREGATION OF REVENUES (Det

DISAGGREGATION OF REVENUES (Details) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Disaggregation of Revenue [Abstract]
Revenue	$ 4,036,172	$ 4,380,106
Retail Vapor [Member]
Disaggregation of Revenue [Abstract]
Revenue	773,458	1,223,722
Retail Grocery [Member]
Disaggregation of Revenue [Abstract]
Revenue	2,830,365	2,753,199
Food Service/Restaurant [Member]
Disaggregation of Revenue [Abstract]
Revenue	329,139	347,651
Online/eCommerce [Member]
Disaggregation of Revenue [Abstract]
Revenue	103,210	46,569
Wholesale Grocery [Member]
Disaggregation of Revenue [Abstract]
Revenue	0	8,645
Wholesale Vapor [Member]
Disaggregation of Revenue [Abstract]
Revenue	0	320
Vapor [Member]
Disaggregation of Revenue [Abstract]
Revenue	773,458	1,224,042
Grocery [Member]
Disaggregation of Revenue [Abstract]
Revenue	$ 3,262,714	$ 3,156,064

INTANGIBLE ASSETS, Net (Details

INTANGIBLE ASSETS, Net (Details) - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2020	Dec. 31, 2019
Intangible Assets, Net [Abstract]
Gross carrying amount	$ 2,754,665	$ 2,665,250
Accumulated amortization	(850,849)	(741,803)
Net carrying amount	1,903,816	1,923,447
Trade Names [Member]
Intangible Assets, Net [Abstract]
Gross carrying amount	993,000	993,000
Accumulated amortization	(379,671)	(354,203)
Net carrying amount	$ 613,329	$ 638,797
Trade Names [Member] | Minimum [Member]
Intangible Assets, Net [Abstract]
Useful lives	8 years	8 years
Trade Names [Member] | Maximum [Member]
Intangible Assets, Net [Abstract]
Useful lives	10 years	10 years
Customer Relationships [Member]
Intangible Assets, Net [Abstract]
Gross carrying amount	$ 1,228,000	$ 1,228,000
Accumulated amortization	(356,323)	(293,260)
Net carrying amount	$ 871,677	$ 934,740
Customer Relationships [Member] | Minimum [Member]
Intangible Assets, Net [Abstract]
Useful lives	4 years	4 years
Customer Relationships [Member] | Maximum [Member]
Intangible Assets, Net [Abstract]
Useful lives	10 years	10 years
Patents [Member]
Intangible Assets, Net [Abstract]
Useful lives	10 years	10 years
Gross carrying amount	$ 359,665	$ 270,250
Accumulated amortization	(58,667)	(49,027)
Net carrying amount	$ 300,998	$ 221,223
Non-compete [Member]
Intangible Assets, Net [Abstract]
Useful lives	4 years	4 years
Gross carrying amount	$ 174,000	$ 174,000
Accumulated amortization	(56,188)	(45,313)
Net carrying amount	$ 117,812	$ 128,687

INTANGIBLE ASSETS, Future Annua

INTANGIBLE ASSETS, Future Annual Estimated Amortization Expense (Details) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2019
Intangible Assets, Net [Abstract]
Amortization expense	$ 100,000	$ 100,000
Future Annual Estimated Amortization Expense [Abstract]
2020 (remaining nine months)	325,193
2021	426,591
2022	411,206
2023	172,341
2024	172,341
Thereafter	396,144
Net carrying amount	$ 1,903,816		$ 1,923,447

CONTRACT LIABILITIES (Details)

CONTRACT LIABILITIES (Details) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Deferred Revenue [Abstract]
Period by which contract liabilities are expected to be recognized	24 months
Changes in Contract Liabilities Activity [Roll Forward]
Beginning balance as January 1,	$ 26,823	$ 442,630
Issued	60,309	74,894
Redeemed	(63,509)	(74,387)
Breakage recognized	(556)	(648)
Fulfillment of contract	0	(201,787)
Ending balance as of March 31,	$ 23,067	$ 240,702
Gift Cards [Member]
Deferred Revenue [Abstract]
Breakage policy period	24 months
Grocery Loyalty Rewards [Member]
Deferred Revenue [Abstract]
Breakage policy period	12 months
Vapor Loyalty Rewards [Member]
Deferred Revenue [Abstract]
Breakage policy period	6 months

STOCKHOLDERS' EQUITY, Series A

STOCKHOLDERS' EQUITY, Series A Warrants (Details) shares in Billions	3 Months Ended
	Mar. 31, 2020shares
STOCKHOLDERS' EQUITY [Abstract]
Cashless exercises for common stock (in shares)	4.8

STOCKHOLDERS' EQUITY, Stock Opt

STOCKHOLDERS' EQUITY, Stock Options (Details) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Compensation Expense Recognized [Abstract]
Stock-based compensation	$ 81,944	$ 113,079

STOCKHOLDERS' EQUITY, Income (L

STOCKHOLDERS' EQUITY, Income (Loss) Per Share (Details) - shares	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Common Share Equivalents Excluded from Calculation of Dilutive Loss Per Share [Abstract]
Antidilutive securities excluded from computation of diluted loss per share (in shares)	306,023,000,000	311,092,000,000
Preferred Stock [Member]
Common Share Equivalents Excluded from Calculation of Dilutive Loss Per Share [Abstract]
Antidilutive securities excluded from computation of diluted loss per share (in shares)	201,501,000,000	201,501,000,000
Stock Options [Member]
Common Share Equivalents Excluded from Calculation of Dilutive Loss Per Share [Abstract]
Antidilutive securities excluded from computation of diluted loss per share (in shares)	68,062,000,000	68,012,000,000
Warrants [Member]
Common Share Equivalents Excluded from Calculation of Dilutive Loss Per Share [Abstract]
Antidilutive securities excluded from computation of diluted loss per share (in shares)	36,460,000,000	41,579,000,000

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details) - Alleged Claimed Battery Defects For Electronic Cigarette Device Member [Member]	3 Months Ended
	Mar. 31, 2020USD ($)Lawsuit
Legal Proceedings [Abstract]
Number of pending lawsuits | Lawsuit	2
Medical Costs [Member]
Legal Proceedings [Abstract]
Damages sought | $	$ 400,000

SUBSEQUENT EVENTS (Details)

SUBSEQUENT EVENTS (Details) - Subsequent Event [Member] - USD ($)	May 15, 2020	May 12, 2020	Jun. 26, 2020
Subsequent Events [Abstract]
Number of warrants exercised (in shares)			12
Issuance of common stock in connection with cashless exercise of Series A warrants (in shares)			12,900,000,000
Collateral arrangement amount		$ 2,000,000
Revolving Credit Line [Member]
Subsequent Events [Abstract]
Revolving credit line		$ 2,000,000
Renewal period		1 year
Basis adjustment		1.50%
Money market amount		$ 2,000,000
PPP Loan [Member]
Subsequent Events [Abstract]
Face amount	$ 876,515
Maturity date	May 6, 2022
Interest rate	1.00%