UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
10-Q
[X]
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For
the quarterly period ended June 30, 2020
or
[ ]
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For
the transition period from _________ to __________.
Commission
File Number: 000-12350
EVIO,
INC.
(Exact
name of registrant as specified in its charter)
Colorado |
|
47-1890509 |
(State
of Incorporation) |
|
(I.R.S.
Employer
Identification
No.)
|
|
|
|
2654
W.
Horizon Ridge Pkwy, Suite B5-208
Henderson,
NV
|
|
89052
|
(Address
of principal executive offices) |
|
(Zip
Code) |
(702) 748-9944
(Registrant’s
telephone number, including area code)
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
N/A |
|
N/A |
|
N/A |
Indicate
by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such
shorter period that the registrant was required to file such
reports), and (2) has been subject to such filing requirements for
the past 90 days. Yes [X] No [ ]
Indicate
by check mark whether the registrant has submitted electronically
and posted on its corporate website if any, every Interactive Data
File required to be submitted and posted pursuant to Rule 405 of
Regulation S-T (§232.405 of this chapter) during the preceding 12
months (or for such shorter period that the registrant was required
to submit and post such files). Yes [X] No
[ ]
Indicate
by check mark whether the registrant is a large accelerated filer,
an accelerated filer, a non-accelerated filer, or a smaller
reporting company. See the definitions of “large accelerated
filer,” “accelerated filer” and “smaller reporting company” in Rule
12b-2 of the Exchange Act.
Large
accelerated filer |
[ ] |
Non-accelerated
filer |
[ ] |
Accelerated
filer |
[ ] |
Smaller
reporting company |
[X] |
|
|
Emerging
growth company |
[X] |
If an
emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided
pursuant to Section 13(a) of the Exchange Act.
[ ]
Indicate
by check mark whether the registrant is a shell company (as defined
in Rule 12b-2 of the Exchange Act). Yes [ ] No
[X]
As of
September 4, 2020 there were 89,142,473 shares of common stock
outstanding.
EVIO,
INC.
FORM
10-Q
QUARTERLY
PERIOD ENDED JUNE 30, 2020
TABLE
OF CONTENTS
PART I — FINANCIAL
INFORMATION
EVIO,
INC.
Consolidated Balance Sheets
(Unaudited)
|
|
June
30, |
|
|
September 30, |
|
|
|
2020 |
|
|
2019 |
|
|
|
|
|
|
|
|
ASSETS |
|
|
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
|
|
Cash
and cash equivalents |
|
$ |
71,396 |
|
|
$ |
110,325 |
|
Accounts
receivable, net |
|
|
110,786 |
|
|
|
133,022 |
|
Prepaid
expenses |
|
|
105,039 |
|
|
|
190,460 |
|
Other current
assets |
|
|
44,766 |
|
|
|
9,689 |
|
Note
receivable, current portion |
|
|
538,904 |
|
|
|
538,904 |
|
Total current
assets |
|
|
870,891 |
|
|
|
982,400 |
|
Right of use assets |
|
|
1,832,856 |
|
|
|
2,543,976 |
|
Capital assets, net |
|
|
1,116,734 |
|
|
|
1,383,828 |
|
Land |
|
|
212,550 |
|
|
|
212,550 |
|
Property and equipment, net |
|
|
2,643,460 |
|
|
|
3,080,426 |
|
Security deposits |
|
|
176,650 |
|
|
|
178,918 |
|
Prepaid
expenses, net |
|
|
- |
|
|
|
4,061 |
|
Total
assets |
|
$ |
6,853,141 |
|
|
$ |
8,386,159 |
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND
STOCKHOLDERS’ EQUITY |
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
Accounts payable
and accrued liabilities |
|
$ |
4,443,243 |
|
|
$ |
3,811,237 |
|
Client
deposits |
|
|
42,022 |
|
|
|
108,418 |
|
Interest
payable |
|
|
1,693,136 |
|
|
|
1,387,642 |
|
Capital lease
obligation, current |
|
|
902,894 |
|
|
|
957,673 |
|
Derivative
liability |
|
|
2,134,395 |
|
|
|
2,545,735 |
|
Convertible notes
payable, net of discounts |
|
|
3,721,712 |
|
|
|
3,695,484 |
|
Loans
payable, net of discounts, current |
|
|
788,006 |
|
|
|
762,476 |
|
Total current
liabilities |
|
|
13,725,408 |
|
|
|
13,268,665 |
|
Convertible debentures, net of loan
discounts |
|
|
3,694,043 |
|
|
|
1,734,890 |
|
Lease liabilities |
|
|
1,886,722 |
|
|
|
2,594,726 |
|
Capital lease obligation, net |
|
|
121,729 |
|
|
|
381,786 |
|
Loans payable, net |
|
|
702,578 |
|
|
|
657,603 |
|
Loans payable,
related party, net |
|
|
1,417,793 |
|
|
|
1,560,849 |
|
Total
liabilities |
|
|
21,548,273 |
|
|
|
20,198,519 |
|
|
|
|
|
|
|
|
|
|
Commitments and contingencies |
|
|
- |
|
|
|
- |
|
|
|
|
|
|
|
|
|
|
Stockholders’ Equity: |
|
|
|
|
|
|
|
|
Series B
convertible preferred stock, $0.0001 par value. 5,000,000
authorized; 5,000,000 shares issued and outstanding at June 30,
2020 and September 30, 2019, respectively |
|
|
500 |
|
|
|
500 |
|
Series C
convertible preferred stock, $0.0001 par value. 500,000 authorized;
500,000 shares issued and outstanding at June 30, 2020 and
September 30, 2019, respectively |
|
|
50 |
|
|
|
50 |
|
Series D
convertible preferred stock, $0.0001 par value. 1,000,000
authorized; 349,500 and 349,500 shares issued and outstanding at
June 30, 2020 and September 30, 2019, respectively |
|
|
34 |
|
|
|
34 |
|
Common stock, $0.0001 par value.
1,000,000,000 authorized; 94,217,473 and 29,314,419 shares issued
and outstanding at June 30, 2020 and September 30, 2019,
respectively |
|
|
9,422 |
|
|
|
2,931 |
|
Stock
subscriptions receivable |
|
|
- |
|
|
|
- |
|
Additional paid-in
capital |
|
|
30,001,524 |
|
|
|
26,498,076 |
|
Retained earnings
(accumulated deficit) |
|
|
(44,391,942 |
) |
|
|
(37,775,183 |
) |
Accumulated other comprehensive income |
|
|
(328,036 |
) |
|
|
(353,090 |
) |
Total
stockholders’ equity |
|
|
(14,708,448 |
) |
|
|
(11,626,682 |
) |
Noncontrolling interest |
|
|
13,317 |
|
|
|
(185,678 |
) |
Total
equity |
|
|
(14,695,131 |
) |
|
|
(11,812,360 |
) |
Total
liabilities and equity |
|
$ |
6,853,142 |
|
|
$ |
8,386,159 |
|
The
accompanying notes are an integral part of the consolidated
financial statements.
EVIO,
INC.
Consolidated Statements of Operations
and Comprehensive Loss (Unaudited)
|
|
Three Months Ended
June 30, |
|
|
Three Months Ended
June 30, |
|
|
|
2020 |
|
|
2019 |
|
|
|
|
|
|
|
|
Revenues |
|
|
|
|
|
|
|
|
Testing revenue |
|
$ |
603,192 |
|
|
$ |
1,098,310 |
|
Consulting revenue |
|
|
- |
|
|
|
3,000 |
|
Total revenues |
|
|
603,192 |
|
|
|
1,101,310 |
|
|
|
|
|
|
|
|
|
|
Cost of revenue |
|
|
|
|
|
|
|
|
Testing
services |
|
|
455,497 |
|
|
|
823,540 |
|
Consulting
services |
|
|
(1,824 |
) |
|
|
- |
|
Depreciation and amortization |
|
|
289,594 |
|
|
|
289,523 |
|
Total cost of
revenue |
|
|
743,267 |
|
|
|
1,113,063 |
|
|
|
|
|
|
|
|
|
|
Gross margin |
|
|
(140,075 |
) |
|
|
(11,753 |
) |
|
|
|
|
|
|
|
|
|
Operating expenses: |
|
|
|
|
|
|
|
|
Selling, general
and administrative |
|
|
147,873 |
|
|
|
1,504,539 |
|
Depreciation and amortization |
|
|
17,907 |
|
|
|
62,291 |
|
Total
operating expenses |
|
|
165,780 |
|
|
|
1,566,830 |
|
|
|
|
|
|
|
|
|
|
Income (loss) from operations |
|
|
(305,855 |
) |
|
|
(1,578,583 |
) |
|
|
|
|
|
|
|
|
|
Other income
(expense) |
|
|
|
|
|
|
|
|
Interest income
(expense), net |
|
|
(960,485 |
) |
|
|
(592,089 |
) |
Other income
(expense) |
|
|
(359,805 |
) |
|
|
(178,549 |
) |
Gain (loss) on
settlement of debt |
|
|
- |
|
|
|
- |
|
Impairment
charge |
|
|
- |
|
|
|
- |
|
Gain (loss) on change in fair market value of derivative
liabilities |
|
|
224,783 |
|
|
|
981,421 |
|
Total
other income (expense) |
|
|
(1,095,507 |
) |
|
|
210,783 |
|
Income (loss)
before income taxes |
|
|
(1,401,362 |
) |
|
|
(1,367,800 |
) |
|
|
|
|
|
|
|
|
|
Provision for
income taxes (benefit) |
|
|
- |
|
|
|
2,735 |
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
|
(1,401,362 |
) |
|
|
(1,370,535 |
) |
Net income
(loss) attributable to noncontrolling interest |
|
|
(51,954 |
) |
|
|
(49,257 |
) |
Net income
(loss) attributable to EVIO, Inc. shareholders |
|
$ |
(1,349,408 |
) |
|
$ |
(1,321,278 |
) |
|
|
|
|
|
|
|
|
|
Basic and
diluted earnings (loss) per common share |
|
$ |
(0.03 |
) |
|
$ |
(0.05 |
) |
|
|
|
|
|
|
|
|
|
Weighted-average number of common
shares outstanding: |
|
|
|
|
|
|
|
|
Basic and
diluted |
|
|
49,561,707 |
|
|
|
25,366,021 |
|
|
|
|
|
|
|
|
|
|
Comprehensive loss: |
|
|
|
|
|
|
|
|
Net income
(loss) |
|
$ |
(1,401,362 |
) |
|
$ |
(1,370,535 |
) |
Foreign currency translation adjustment |
|
|
26,282 |
|
|
|
64,261 |
|
Comprehensive income (loss) |
|
$ |
(1,375,080 |
) |
|
$ |
(1,306,274 |
) |
The
accompanying notes are an integral part of the consolidated
financial statements.
EVIO,
INC.
Consolidated Statements of Cash Flows
(Unaudited)
|
|
Nine Months Ended
June 30, |
|
|
Nine Months Ended
June 30, |
|
|
|
2020 |
|
|
2019 |
|
Cash flows from operating activities of continuing
operations: |
|
|
|
|
|
|
Net
income (loss) |
|
$ |
(6,688,377 |
) |
|
$ |
(7,842,302 |
) |
Adjustments to
reconcile net loss to cash used in operating activities: |
|
|
|
|
|
|
|
|
Amortization of
debt discount |
|
|
2,875,551 |
|
|
|
2,241,279 |
|
Common stock
issued in exchange for fees and services |
|
|
333,830 |
|
|
|
342,910 |
|
Default penalties
and other covenant adjustments on convertible debentures |
|
|
62,500 |
|
|
|
|
|
Deferred
taxes |
|
|
- |
|
|
|
- |
|
Depreciation and
amortization |
|
|
819,099 |
|
|
|
1,080,100 |
|
Impairment of
goodwill and long lived assets |
|
|
375,614 |
|
|
|
- |
|
Loss on disposal
of assets |
|
|
2,979 |
|
|
|
64,095 |
|
Loss on settlement
of accounts payable |
|
|
- |
|
|
|
- |
|
Loss on settlement
of debt |
|
|
10,000 |
|
|
|
- |
|
Provision for
doubtful accounts |
|
|
25,873 |
|
|
|
49,835 |
|
Provision for
excess or obsolete inventory |
|
|
- |
|
|
|
- |
|
Stock based
compensation |
|
|
903,683 |
|
|
|
576,124 |
|
Unrealized (gain)
loss on derivative liability |
|
|
(450,580 |
) |
|
|
(424,774 |
) |
Changes in
operating assets and liabilities: |
|
|
|
|
|
|
|
|
Accounts
receivable |
|
|
(7,944 |
) |
|
|
(144,052 |
) |
Prepaid
expenses |
|
|
89,483 |
|
|
|
(74,605 |
) |
Other current
assets |
|
|
(35,115 |
) |
|
|
89,842 |
|
Security
deposits |
|
|
1,775 |
|
|
|
(35,646 |
) |
Operating lease
right of use assets |
|
|
3,116 |
|
|
|
49,541 |
|
Other assets |
|
|
- |
|
|
|
- |
|
Accounts payable
and accrued liabilities |
|
|
471,812 |
|
|
|
1,281,150 |
|
Customer deposits
and deferred revenues |
|
|
(66,397 |
) |
|
|
(206,113 |
) |
Deposits, related
party |
|
|
- |
|
|
|
- |
|
Income taxes
payable |
|
|
- |
|
|
|
- |
|
Interest payable |
|
|
515,321 |
|
|
|
595,752 |
|
Net cash provided
by (used in) operating activities |
|
|
(757,777 |
) |
|
|
(2,356,864 |
) |
|
|
|
|
|
|
|
|
|
Cash flows from investing
activities: |
|
|
|
|
|
|
|
|
Cash consideration
for acquisition of business |
|
|
- |
|
|
|
- |
|
Notes
receivable |
|
|
- |
|
|
|
761,096 |
|
Purchase of fixed
assets |
|
|
(39,206 |
) |
|
|
(853,644 |
) |
Purchase of intangible assets |
|
|
- |
|
|
|
- |
|
Net cash provided
by (used in) financing activities |
|
|
(39,206 |
) |
|
|
(92,548 |
) |
|
|
|
|
|
|
|
|
|
Cash flows from financing
activities: |
|
|
|
|
|
|
|
|
Proceeds from
issuance of preferred stock, net of issuance costs |
|
|
- |
|
|
|
- |
|
Proceeds from
issuance of common stock, net of issuance costs |
|
|
- |
|
|
|
592,000 |
|
Proceeds from
exercise of common stock purchase warrants, net of issuance
costs |
|
|
- |
|
|
|
- |
|
Proceeds from
issuance of convertible debentures |
|
|
- |
|
|
|
374,000 |
|
Proceeds from
issuance of convertible notes, net of issuance costs |
|
|
1,055,102 |
|
|
|
1,078,732 |
|
Proceeds from
loans payable |
|
|
- |
|
|
|
2,718 |
|
Proceeds from
related party advances |
|
|
80,431 |
|
|
|
144,193 |
|
Repayments of
capital leases |
|
|
(294,727 |
) |
|
|
274,553 |
|
Repayments of
convertible debentures |
|
|
- |
|
|
|
- |
|
Repayments of
loans payable |
|
|
(34,920 |
) |
|
|
(30,476 |
) |
Repayments of related party loans payable |
|
|
(71,063 |
) |
|
|
(11,906 |
) |
Net cash provided
by (used in) financing activities |
|
|
734,823 |
|
|
|
2,423,814 |
|
|
|
|
|
|
|
|
|
|
Effect of
exchange rates on cash and cash equivalents |
|
|
23,232 |
|
|
|
4,927 |
|
Net increase (decrease) in cash and
cash equivalents |
|
|
(38,928 |
) |
|
|
(20,671 |
) |
Cash and cash
equivalents at beginning of period |
|
|
110,325 |
|
|
|
81,735 |
|
Cash and cash
equivalents at end of period |
|
$ |
71,397 |
|
|
$ |
61,064 |
|
|
|
|
|
|
|
|
|
|
Supplemental disclosure of cash flow
information: |
|
|
|
|
|
|
|
|
Cash paid for
interest |
|
$ |
- |
|
|
$ |
- |
|
Cash paid for
income taxes |
|
$ |
- |
|
|
$ |
- |
|
|
|
|
|
|
|
|
|
|
Supplemental disclosure of non-cash
investing and financing activities: |
|
|
|
|
|
|
|
|
Conversion of
convertible note and accrued interest into common stock |
|
$ |
1,828,842 |
|
|
$ |
708,089 |
|
Reclassification
of derivative liability to additional paid in capital |
|
$ |
- |
|
|
$ |
- |
|
Settlement of
account payable for common stock |
|
$ |
6,000 |
|
|
$ |
- |
|
Common stock
issued for settlement of note payable |
|
$ |
- |
|
|
$ |
15,000 |
|
Common stock
issued for settlement of related party note payable |
|
$ |
- |
|
|
$ |
- |
|
Common stock
issued for subscription receivable |
|
$ |
- |
|
|
$ |
- |
|
Conversion of
Series D Preferred stock to common stock |
|
$ |
- |
|
|
$ |
364,462 |
|
Debt discount
recorded on convertible notes and debentures payable upon initial
measurement of derivative liability |
|
$ |
39,241 |
|
|
$ |
846,985 |
|
Debt discounts
recorded for beneficial conversion features on convertible
debentures and notes payable |
|
$ |
260,083 |
|
|
$ |
- |
|
Debt discounts
recorded for original issue discounts on convertible
debentures |
|
$ |
- |
|
|
|
|
|
Vehicles financed
through notes payable |
|
$ |
105,424 |
|
|
$ |
- |
|
Equipment financed
through capital leases |
|
$ |
- |
|
|
$ |
322,383 |
|
Issuance of
convertible notes payable and other obligations in connection with
the acquisition of a business |
|
$ |
- |
|
|
$ |
- |
|
Sale and
assumption of note payable and accrued interest |
|
$ |
- |
|
|
$ |
556,658 |
|
The
accompanying notes are an integral part of the consolidated
financial statements.
EVIO,
INC.
Consolidated Statements of Changes in
Stockholders’ Equity (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated |
|
|
|
|
|
|
|
|
|
|
|
|
Series B |
|
|
Series C |
|
|
Series D |
|
|
|
|
|
|
|
|
Stock |
|
|
Additional |
|
|
|
|
|
Other |
|
|
Total |
|
|
|
|
|
|
|
|
|
Preferred Stock |
|
|
Preferred Stock |
|
|
Preferred Stock |
|
|
Common Stock |
|
|
Subscriptions |
|
|
Paid-in |
|
|
Retained |
|
|
Comprehensive |
|
|
Stockholders’ |
|
|
Noncontrolling |
|
|
Total |
|
|
|
Shares |
|
|
Value |
|
|
Shares |
|
|
Value |
|
|
Shares |
|
|
Value |
|
|
Shares |
|
|
Value |
|
|
Receivable |
|
|
Capital |
|
|
Earnings |
|
|
Income |
|
|
Equity |
|
|
Interest |
|
|
Equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, March 31, 2019 |
|
|
5,000,000 |
|
|
$ |
500 |
|
|
|
500,000 |
|
|
$ |
50 |
|
|
|
552,500 |
|
|
$ |
55 |
|
|
|
16,068,505 |
|
|
$ |
1,606 |
|
|
$ |
- |
|
|
$ |
12,925,709 |
|
|
$ |
(10,258,765 |
) |
|
$ |
- |
|
|
$ |
2,669,155 |
|
|
$ |
545,328 |
|
|
$ |
3,214,483 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(3,199,989 |
) |
|
|
- |
|
|
|
(3,199,989 |
) |
|
|
(257,101 |
) |
|
|
(3,457,090 |
) |
Change in foreign currency
translation |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(317,132 |
) |
|
|
(317,132 |
) |
|
|
- |
|
|
|
(317,132 |
) |
Issuance of common stock in connection
with the conversion of |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series D preferred stock |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock in connection
with sales made under |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
private offerings |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
1,291,392 |
|
|
|
129 |
|
|
|
- |
|
|
|
1,533,372 |
|
|
|
- |
|
|
|
- |
|
|
|
1,533,501 |
|
|
|
- |
|
|
|
1,533,501 |
|
Issuance of common stock in connection
with the exercise of |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
common stock purchase
warrants |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
13,333 |
|
|
|
1 |
|
|
|
- |
|
|
|
7,998 |
|
|
|
- |
|
|
|
- |
|
|
|
7,999 |
|
|
|
- |
|
|
|
7,999 |
|
Issuance of common stock as
compensation to employees, officers |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
and/or directors |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
140,000 |
|
|
|
14 |
|
|
|
- |
|
|
|
272,548 |
|
|
|
- |
|
|
|
- |
|
|
|
272,562 |
|
|
|
- |
|
|
|
272,562 |
|
Issuance of common stock in exchange
for consulting, professional |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
and other services
provided |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
15,000 |
|
|
|
2 |
|
|
|
- |
|
|
|
10,805 |
|
|
|
- |
|
|
|
- |
|
|
|
10,807 |
|
|
|
- |
|
|
|
10,807 |
|
Issuance of common stock in
satisfaction of debt issuances costs |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock in connection
with the settlement |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
of accounts payable |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock in connection
with the settlement |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
of notes payable |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock in connection
with the conversion |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
of loans payable |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
2,121,233 |
|
|
|
212 |
|
|
|
- |
|
|
|
1,493,573 |
|
|
|
- |
|
|
|
- |
|
|
|
1,493,785 |
|
|
|
- |
|
|
|
1,493,785 |
|
Issuance of common stock in connection
with the conversion |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
of debentures |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock in connection
with the conversion |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
of related party notes
payable |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock in connection
with the conversion |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
of interest payable |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
70,440 |
|
|
|
7 |
|
|
|
- |
|
|
|
48,096 |
|
|
|
- |
|
|
|
- |
|
|
|
48,103 |
|
|
|
- |
|
|
|
48,103 |
|
Common stock options issued under
employee equity incentive plan |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
321,898 |
|
|
|
- |
|
|
|
- |
|
|
|
321,898 |
|
|
|
- |
|
|
|
321,898 |
|
Reclassifcation of derivative
liability to additional paid-in capital |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
1,459,658 |
|
|
|
- |
|
|
|
- |
|
|
|
1,459,658 |
|
|
|
- |
|
|
|
1,459,658 |
|
Recognition of beneficial conversion
features related to |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
convertible debt
instruments |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Acquisition of equity interests in
subsidiaries |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
1,962,095 |
|
|
|
1,962,095 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, June 30, 2019 |
|
|
5,000,000 |
|
|
$ |
500 |
|
|
|
500,000 |
|
|
$ |
50 |
|
|
|
552,500 |
|
|
$ |
55 |
|
|
|
19,719,903 |
|
|
$ |
1,971 |
|
|
$ |
- |
|
|
$ |
18,073,657 |
|
|
$ |
(13,458,754 |
) |
|
$ |
(317,132 |
) |
|
$ |
4,300,347 |
|
|
$ |
2,250,322 |
|
|
$ |
6,550,669 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additional |
|
|
Additional |
|
|
|
|
|
Other |
|
|
Total |
|
|
|
|
|
|
|
|
|
Preferred Stock |
|
|
Preferred Stock |
|
|
Preferred Stock |
|
|
Common Stock |
|
|
Paid-in |
|
|
Paid-in |
|
|
Retained |
|
|
Comprehensive |
|
|
Stockholders’ |
|
|
Noncontrolling |
|
|
Total |
|
|
|
Shares |
|
|
Value |
|
|
Shares |
|
|
Value |
|
|
Shares |
|
|
Value |
|
|
Shares |
|
|
Value |
|
|
Capital |
|
|
Capital |
|
|
Earnings |
|
|
Income |
|
|
Equity |
|
|
Interest |
|
|
Equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, March 31, 2020 |
|
|
5,000,000 |
|
|
$ |
500 |
|
|
|
500,000 |
|
|
$ |
50 |
|
|
|
339,500 |
|
|
$ |
34 |
|
|
|
78,717,473 |
|
|
$ |
7,872 |
|
|
$ |
- |
|
|
$ |
29,695,137 |
|
|
$ |
(43,042,534 |
) |
|
$ |
(348,167 |
) |
|
$ |
(13,687,108 |
) |
|
$ |
(205,342 |
) |
|
$ |
(13,892,450 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
income (loss) |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(1,349,408 |
) |
|
|
- |
|
|
|
(1,349,408 |
) |
|
|
(51,954 |
) |
|
|
(1,401,362 |
) |
Change in
foreign currency translation |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
20,131 |
|
|
|
20,131 |
|
|
|
- |
|
|
|
20,131 |
|
Issuance
of common stock in connection with the conversion of |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series D
preferred stock |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance
of common stock in connection with sales made under |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
private
offerings |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance
of common stock in connection with stock subscriptions |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
received
under private offerings |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance
of common stock in connection with the exercise of |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
common
stock purchase warrants |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance
of common stock as compensation to employees, officers |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
and/or
directors |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance
of common stock in exchange for consulting,
professional |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
and other
services provided |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
500,000 |
|
|
|
50 |
|
|
|
- |
|
|
|
4,950 |
|
|
|
- |
|
|
|
- |
|
|
|
5,000 |
|
|
|
- |
|
|
|
5,000 |
|
Issuance
of common stock in satisfaction of debt issuances costs |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance
of common stock in connection with the settlement |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
of accounts payable |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance
of common stock in connection with the settlement |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
of notes payable |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance
of common stock in connection with the conversion |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
of loans payable |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance
of common stock in connection with the conversion |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
of debentures |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
10,000,000 |
|
|
|
1,000 |
|
|
|
- |
|
|
|
99,000 |
|
|
|
- |
|
|
|
- |
|
|
|
100,000 |
|
|
|
- |
|
|
|
100,000 |
|
Issuance
of common stock in connection with the conversion |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
of
related party notes payable |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance
of common stock in connection with the conversion |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
of interest payable |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance
of common stock purchase warrants in satisfaction of |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
debt
issuances costs |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Reclassifcation of derivative liability to
additional paid-in capital |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Recognition of beneficial conversion features
related to |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
convertible debt instruments |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
84,763 |
|
|
|
- |
|
|
|
- |
|
|
|
84,763 |
|
|
|
- |
|
|
|
84,763 |
|
Stock
based compensation related to employee stock options |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
13,173 |
|
|
|
- |
|
|
|
- |
|
|
|
13,173 |
|
|
|
- |
|
|
|
13,173 |
|
Acquisition of equity interests in
subsidiaries |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
5,000,000 |
|
|
|
500 |
|
|
|
- |
|
|
|
104,500 |
|
|
|
- |
|
|
|
- |
|
|
|
105,000 |
|
|
|
270,614 |
|
|
|
375,614 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, June 30, 2020 |
|
|
5,000,000 |
|
|
$ |
500 |
|
|
|
500,000 |
|
|
$ |
50 |
|
|
|
339,500 |
|
|
$ |
34 |
|
|
|
94,217,473 |
|
|
$ |
9,422 |
|
|
$ |
- |
|
|
$ |
30,001,523 |
|
|
$ |
(44,391,942 |
) |
|
$ |
(328,036 |
) |
|
$ |
(14,708,449 |
) |
|
$ |
13,318 |
|
|
$ |
(14,695,131 |
) |
The
accompanying notes are an integral part of the consolidated
financial statements.
EVIO,
INC.
Consolidated
Statements of Changes in Stockholders’ Equity
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated |
|
|
|
|
|
|
|
|
|
|
|
|
Series B |
|
|
Series C |
|
|
Series D |
|
|
|
|
|
|
|
|
Additional |
|
|
|
|
|
Other |
|
|
Total |
|
|
|
|
|
|
|
|
|
Preferred Stock |
|
|
Preferred Stock |
|
|
Preferred Stock |
|
|
Common Stock |
|
|
Paid-in |
|
|
Retained |
|
|
Comprehensive |
|
|
Stockholders’ |
|
|
Noncontrolling |
|
|
Total |
|
|
|
Shares |
|
|
Value |
|
|
Shares |
|
|
Value |
|
|
Shares |
|
|
Value |
|
|
Shares |
|
|
Value |
|
|
Capital |
|
|
Earnings |
|
|
Income |
|
|
Equity |
|
|
Interest |
|
|
Equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, September 30, 2018 |
|
|
5,000,000 |
|
|
$ |
500 |
|
|
|
500,000 |
|
|
$ |
50 |
|
|
|
552,500 |
|
|
$ |
55 |
|
|
|
23,255,411 |
|
|
$ |
2,326 |
|
|
$ |
21,495,621 |
|
|
$ |
(19,226,462 |
) |
|
$ |
(263,985 |
) |
|
$ |
2,008,105 |
|
|
$ |
1,934,634 |
|
|
$ |
3,942,739 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
income (loss) |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(18,548,721 |
) |
|
|
- |
|
|
|
(18,548,721 |
) |
|
|
(2,120,312 |
) |
|
|
(20,669,033 |
) |
Change in
foreign currency translation |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(89,105 |
) |
|
|
(89,105 |
) |
|
|
- |
|
|
|
(89,105 |
) |
Issuance
of common stock in connection with the conversion of |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series D
preferred stock |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(213,000 |
) |
|
|
(21 |
) |
|
|
532,500 |
|
|
|
53 |
|
|
|
(32 |
) |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance
of common stock in connection with sales made under |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
private
offerings |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
1,415,000 |
|
|
|
141 |
|
|
|
591,859 |
|
|
|
- |
|
|
|
- |
|
|
|
592,000 |
|
|
|
- |
|
|
|
592,000 |
|
Issuance
of common stock in connection with stock subscriptions |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
received
under private offerings |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance
of common stock in connection with the exercise of |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
common
stock purchase warrants |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance
of common stock as compensation to employees, officers |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
and/or
directors |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
287,500 |
|
|
|
29 |
|
|
|
397,691 |
|
|
|
- |
|
|
|
- |
|
|
|
397,720 |
|
|
|
- |
|
|
|
397,720 |
|
Issuance
of common stock in exchange for consulting,
professional |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
and other
services provided |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
1,038,017 |
|
|
|
104 |
|
|
|
331,047 |
|
|
|
- |
|
|
|
- |
|
|
|
331,151 |
|
|
|
- |
|
|
|
331,151 |
|
Issuance
of common stock in satisfaction of debt issuances costs |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance
of common stock in connection with the settlement |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
of accounts payable |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
31,579 |
|
|
|
3 |
|
|
|
14,997 |
|
|
|
- |
|
|
|
- |
|
|
|
15,000 |
|
|
|
- |
|
|
|
15,000 |
|
Issuance
of common stock in connection with the settlement |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
of notes payable |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance
of common stock in connection with the conversion |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
of loans payable |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
2,054,887 |
|
|
|
205 |
|
|
|
686,995 |
|
|
|
- |
|
|
|
- |
|
|
|
687,200 |
|
|
|
- |
|
|
|
687,200 |
|
Issuance
of common stock in connection with the conversion |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
of debentures |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
669,362 |
|
|
|
67 |
|
|
|
387,933 |
|
|
|
- |
|
|
|
- |
|
|
|
388,000 |
|
|
|
- |
|
|
|
388,000 |
|
Issuance
of common stock in connection with the conversion |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
of
related party notes payable |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance
of common stock in connection with the conversion |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
of interest payable |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
10,163 |
|
|
|
1 |
|
|
|
25,109 |
|
|
|
- |
|
|
|
- |
|
|
|
25,110 |
|
|
|
- |
|
|
|
25,110 |
|
Issuance
of common stock purchase warrants in satisfaction of |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
debt
issuances costs |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
20,000 |
|
|
|
2 |
|
|
|
11,758 |
|
|
|
- |
|
|
|
- |
|
|
|
11,760 |
|
|
|
- |
|
|
|
11,760 |
|
Reclassification of derivative liability to
additional paid-in capital |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Recognition of beneficial conversion features
related to |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
convertible debt instruments |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
1,844,834 |
|
|
|
- |
|
|
|
- |
|
|
|
1,844,834 |
|
|
|
- |
|
|
|
1,844,834 |
|
Stock
based compensation related to employee stock options |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
710,264 |
|
|
|
- |
|
|
|
- |
|
|
|
710,264 |
|
|
|
- |
|
|
|
710,264 |
|
Acquisition of equity interests in
subsidiaries |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, September 30, 2019 |
|
|
5,000,000 |
|
|
$ |
500 |
|
|
|
500,000 |
|
|
$ |
50 |
|
|
|
339,500 |
|
|
$ |
34 |
|
|
|
29,314,419 |
|
|
$ |
2,931 |
|
|
$ |
26,498,076 |
|
|
$ |
(37,775,183 |
) |
|
$ |
(353,090 |
) |
|
$ |
(11,626,682 |
) |
|
$ |
(185,678 |
) |
|
$ |
(11,812,360 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
income (loss) |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(6,616,759 |
) |
|
|
- |
|
|
|
(6,616,759 |
) |
|
|
(71,618 |
) |
|
|
(6,688,377 |
) |
Change in
foreign currency translation |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
25,054 |
|
|
|
25,054 |
|
|
|
- |
|
|
|
25,054 |
|
Issuance
of common stock in connection with the conversion of |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series D
preferred stock |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance
of common stock in connection with sales made under |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
private
offerings |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance
of common stock in connection with stock subscriptions |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
received
under private offerings |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance
of common stock in connection with the exercise of |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
common
stock purchase warrants |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance
of common stock as compensation to employees, officers |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
and/or
directors |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
7,453,538 |
|
|
|
745 |
|
|
|
742,367 |
|
|
|
- |
|
|
|
- |
|
|
|
743,112 |
|
|
|
- |
|
|
|
743,112 |
|
Issuance
of common stock in exchange for consulting,
professional |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
and other
services provided |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
5,775,670 |
|
|
|
578 |
|
|
|
333,252 |
|
|
|
- |
|
|
|
- |
|
|
|
333,830 |
|
|
|
- |
|
|
|
333,830 |
|
Issuance
of common stock in satisfaction of debt default
penalties |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
2,285,449 |
|
|
|
229 |
|
|
|
62,271 |
|
|
|
- |
|
|
|
- |
|
|
|
62,500 |
|
|
|
- |
|
|
|
62,500 |
|
Issuance
of common stock in connection with the settlement |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
of accounts payable |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
26,666 |
|
|
|
3 |
|
|
|
5,997 |
|
|
|
- |
|
|
|
- |
|
|
|
6,000 |
|
|
|
- |
|
|
|
6,000 |
|
Issuance
of common stock in connection with the settlement |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
of a
legal matter |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
144,928 |
|
|
|
14 |
|
|
|
9,986 |
|
|
|
- |
|
|
|
- |
|
|
|
10,000 |
|
|
|
- |
|
|
|
10,000 |
|
Issuance
of common stock in connection with the settlement |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
of notes payable |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance
of common stock in connection with the conversion |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
of loans payable |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance
of common stock in connection with the conversion |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
of debentures |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
39,606,438 |
|
|
|
3,961 |
|
|
|
1,615,424 |
|
|
|
- |
|
|
|
- |
|
|
|
1,619,385 |
|
|
|
- |
|
|
|
1,619,385 |
|
Issuance
of common stock in connection with the conversion |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
of
related party notes payable |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance
of common stock in connection with the conversion |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
of interest payable |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
4,610,365 |
|
|
|
461 |
|
|
|
208,996 |
|
|
|
- |
|
|
|
- |
|
|
|
209,457 |
|
|
|
- |
|
|
|
209,457 |
|
Issuance
of common stock purchase warrants in satisfaction of |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
debt
issuances costs |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Reclassification of derivative liability to
additional paid-in capital |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Recognition of beneficial conversion features
related to |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
convertible debt instruments |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
260,083 |
|
|
|
- |
|
|
|
- |
|
|
|
260,083 |
|
|
|
- |
|
|
|
260,083 |
|
Stock
based compensation related to employee stock options |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
160,571 |
|
|
|
- |
|
|
|
- |
|
|
|
160,571 |
|
|
|
- |
|
|
|
160,571 |
|
Acquisition of equity interests in
subsidiaries |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
5,000,000 |
|
|
|
500 |
|
|
|
104,500 |
|
|
|
- |
|
|
|
- |
|
|
|
105,000 |
|
|
|
270,614 |
|
|
|
375,614 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, March 31, 2020 |
|
|
5,000,000 |
|
|
$ |
500 |
|
|
|
500,000 |
|
|
$ |
50 |
|
|
|
339,500 |
|
|
$ |
34 |
|
|
|
94,217,473 |
|
|
$ |
9,422 |
|
|
$ |
30,001,523 |
|
|
$ |
(44,391,942 |
) |
|
$ |
(328,036 |
) |
|
$ |
(14,708,449 |
) |
|
$ |
13,318 |
|
|
$ |
(14,695,131 |
) |
The
accompanying notes are an integral part of the consolidated
financial statements.
EVIO,
INC.
Notes
To Unaudited Consolidated Financial Statements
For The Three Month Periods Ended June
30, 2020, and 2019
NOTE 1 – ORGANIZATION, BASIS OF PRESENTATION AND SIGNIFICANT
ACCOUNTING POLICIES
EVIO,
Inc., a Colorado corporation and its subsidiaries provide
analytical testing and advisory services to the emerging legalized
cannabis industry. EVIO, Inc. was originally incorporated in the
State of New York, December 12, 1977, under the name 3171 Holding
Corporation. On February 22, 1979, the name was changed to
Electronomic Industries Corp. and on February 23, 1983, the name
was changed to Quantech Electronics Corp. The Company was
reincorporated in the State of Colorado on December 15, 2003. On
August 29, 2014, the Company completed a reverse merger with Signal
Bay Research, Inc., a Nevada Corporation, and assumed its
operations. In September 2014, the Company changed its name from
Quantech Electronics Corp. to Signal Bay, Inc. then to EVIO, INC.
in August 2018. The Company has selected September 30 as its fiscal
year-end. The Company is domiciled in the State of Colorado, and
its corporate headquarters are located in Henderson,
Nevada.
As a
part of and prior to the consummation of the reverse merger,
William Waldrop and Lori Glauser, principals of Signal Bay
Research, Inc., purchased 80% of the issued and outstanding common
stock from WB Partners. The merger between the Company and Signal
Bay Research was finalized and closed contemporaneously with the
share purchase. As part of this share purchase, Mr. Waldrop and Ms.
Glauser became the officers and directors of the Company.
Immediately after the reverse, WB Partners owned less than 5% of
the common stock. The company filed a Form 10-12G on November 25,
2014, and was determined to be a shell company by the SEC as per
the Form 10-12G/A which went effective on January 24, 2015. On
January 29, 2015, the company filed an 8-K stating it entered into
a material agreement and was no longer a shell company.
After
the reverse merger, Signal Bay Research, Inc. continues to operate
as a wholly-owned subsidiary providing compliance, research, and
advisory services for Signal Bay, Inc.
Signal
Bay Services was formed on January 25, 2015, as the management
services division of EVIO.
On
September 17, 2015, EVIO entered into a share exchange agreement
with CR Labs, Inc., an Oregon Corporation, pursuant to which the
Company acquired 80% of the outstanding common stock of CR Labs,
Inc.
EVIO
Inc. was formed on April 4, 2016, to become the holding company for
all laboratory operations.
EVIO
Labs Eugene was formed on May 23, 2016, as a wholly-owned
subsidiary of EVIO Inc. Subsequently, on May 24, 2016, EVIO Labs
Eugene acquired all of the assets of Oregon Analytical Services,
LLC, inclusive of client lists, equipment, trade names, and
personnel.
On
June 1, 2016, EVIO Inc. entered into a share purchase agreement to
purchase 80% of the outstanding common stock of Smith Scientific
Industries, Inc. d/b/a Kenevir Research in Medford, OR.
On
October 19, 2016, the Company entered into a Membership Interest
Purchase Agreement to purchase 100% of the ownership of GreenHaus
Analytical Labs, LLC.
On
October 26, 2016, the Company entered into an Asset Purchase
Agreement with Green Style Consulting, LLC which was closed on
November 1, 2016.
The
Company entered into a Membership Interest Purchase Agreement with
Viridis Analytics MA, LLC which was closed on August 1,
2018.
On
December 29, 2018, the Company entered into a Membership Purchase
Agreement to purchase 60% of the outstanding shares of C3 Labs, LLC
which closed On January 1, 2019.
On
June 27, 2018, Greenhaus Analytical Labs LLC, a wholly-owned
subsidiary of EVIO, Inc. entered into a Purchase and Sale Agreement
with Michael G. Myers for the property located at 14775 SW
74th Ave., Tigard, OR 97224.
On
June 27, 2018, Greenhaus Analytical Labs, LLC, a wholly-owned
subsidiary of EVIO, Inc., entered into an Asset Purchase Agreement
with MRX Labs LLC which closed on July 5, 2019.
On
April 29, 2018, the Company entered into an Asset Purchase
Agreement with Leaf Detective, LLC which was closed on the same
date.
On
May 2, 2018, the Company entered into a Stock Purchase Agreement
with Keystone, Labs, Inc. to purchase 50% of the outstanding shares
of Keystone Labs which was closed on the same date.
On
May 29, 2020, the Company entered into a Membership Interest
Purchase Agreement with Green Analytics to sell 100% of Viridis
Analytics, MA, subject to permission of the Massachusetts Cannabis
Control Commission.
Management’s
Representation of Interim Financial Statements
The
accompanying unaudited interim consolidated 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 consolidated 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 consolidated financial
statements for the most recent fiscal period, as reported in the
Form 10-K, have been omitted.
Basis
of Presentation
The
consolidated financial statements of the Company have been prepared
in accordance with GAAP and are expressed in United States dollars.
For the three months ended June 30, 2020, and 2019, and the year
ended September 30, 2019, the consolidated financial statements
include the accounts of the Company and its wholly-owned
subsidiaries.
The
subsidiaries of EVIO, Inc. are as follows:
Trade Name (dba) |
|
Company Name |
|
State of
Incorporation |
|
Ownership
% |
|
|
Acquisition
Month |
|
EVIO Labs Medford |
|
Smith Scientific
Industries, LLC |
|
Oregon |
|
|
80 |
% |
|
|
June
2016 |
|
EVIO Labs Portland |
|
Greenhaus Analytical Labs |
|
Oregon |
|
|
100 |
% |
|
|
October
2016 |
|
EVIO Labs MA |
|
Viridis Analytics |
|
Massachusetts |
|
|
100 |
% |
|
|
August
2017 |
|
EVIO Labs Berkeley |
|
C3 Labs, LLC |
|
California |
|
|
90 |
% |
|
|
January
2018 |
|
Keystone Labs |
|
Keystone Labs, Inc. |
|
Ontario, Canada |
|
|
50 |
% |
|
|
May
2018 |
|
Revenue
Recognition
The
Company recognizes revenue in accordance with ASC 606, Revenue from
Contracts with Customers. The core principle of the new revenue
standard is that a company should recognize revenue to depict the
transfer of promised goods or services to customers in an amount
that reflects the consideration to which the company expects to be
entitled in exchange for those goods or services. The following
five steps are applied to achieve that core principle:
|
● |
Step
1: Identify the contract with the customer |
|
● |
Step
2: Identify the performance obligations in the contract |
|
● |
Step
3: Determine the transaction price |
|
● |
Step
4: Allocate the transaction price to the performance obligations in
the contract |
|
● |
Step
5: Recognize revenue when the company satisfies a performance
obligation |
The
Company generates revenue from consulting services, licensing
agreements, and testing of cannabis and hemp products for medicinal
and adult-use consumption.
The
Company accounts for a contract after it has been approved by all
parties to the arrangement, the rights of the parties are
identified, payment terms are identified, the contract has
commercial substance, and collectability of consideration is
probable.
The
Company evaluates the services promised in each contract at
inception to determine whether the contract should be accounted for
as having one or more performance obligations. The Company’s
services included in its contracts are distinct from one
another.
The
Company determines the transaction price for each contract based on
the consideration it expects to receive for the distinct services
being provided under the contract.
The
Company recognizes revenue as performance obligations are satisfied
and the customer obtains control of the services provided. In
determining when performance obligations are satisfied, the Company
considers factors such as contract terms, payment terms, and
whether there is an alternative future use of the
service.
The
Company recognizes revenue from testing services upon delivery of
its testing results to the client. Customer orders for testing
services are generally completed within two weeks of receiving the
order.
Consulting
engagements may vary in length and scope, but will generally
include the review and/or preparation of regulatory filings,
business plans, and financial models, operating plans, and
technology support to customers within the same industry. Revenue
from consulting services is recognized upon completion of
deliverables as outlined in the consulting agreement.
The
Company recognizes revenue from the right of use license agreements
upon transfer of control of the functional intellectual property.
In certain licensing agreements, the Company may receive royalty
revenues based upon performance metrics which are recognized as
earned over time.
Stock-Based
Compensation
In
accordance with ASC No. 718, Compensation-Stock Compensation (“ASC
718”), the Company measures the cost of stock-based compensation
arrangements based on the grant date fair value and recognizes the
cost in the financial statements over the period during which
employees are required to provide services. Stock-based
compensation arrangements may include stock options, restricted
stock plans, performance-based awards, stock appreciation rights,
and employee stock purchase plans.
The
Company utilizes the Black Scholes option pricing model, which was
developed for use in estimating the fair value of options. Option
pricing models require the input of highly complex and subjective
variables including the expected life of options granted and the
expected volatility of the Company’s stock price over a period
equal to or greater than the expected life of the
options.
Accounts
Receivable and Allowance for Doubtful Accounts
Accounts
receivable are recorded at their original invoice amounts. We
regularly review collectability and establish an allowance for
uncollectible amounts as necessary based on our experience with
historical collectability. Management recognized an allowance for
uncollectible amounts, of $170,666 and $215,593 for the periods
ended June 30, 2020, and September 30, 2019,
respectively.
Foreign
Currency Translation
The
functional currency of the Company’s subsidiary in Canada is the
Canadian Dollar. The subsidiary’s assets and liabilities have been
translated to U.S. Dollars using the exchange rates in effect at
the balance sheet dates. Statements of operations amounts have been
translated using the average exchange rate for each period.
Resulting gains or losses from translating foreign currency
financial statements are recorded as other comprehensive income
(loss).
Fair
Value of Financial Instruments
The
Company has adopted the guidance under ASC Topic 820 for financial
instruments measured on fair value on a recurring basis. 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
must maximize the use of observable inputs and minimize the use of
unobservable inputs.
Net
Income (Loss) Per Share
Basic
loss per share is computed by dividing net income, or loss, by the
weighted average number of shares of common stock outstanding for
the period. Diluted earnings (loss) per share is computed by
dividing net income, or loss, by the weighted average number of
shares of common stock outstanding for the period. There were
94,142,473 and 26,160,911 potentially dilutive common shares
outstanding as of June 30, 2020 and 2019, respectively. Because of
the net losses incurred during the three months ended June 30,
2020, and 2019, the impacts of dilutive instruments would have been
anti-dilutive for the period presented and have been excluded from
the diluted loss per share calculations.
Recently
Issued Accounting Pronouncements
In
January 2017, the FASB issued ASU 2017-04, “Intangibles—Goodwill
and Other (Topic 350), Simplifying the Test for Goodwill
Impairment”. The amendments in this update simplify how an
entity is required to test goodwill for impairment by eliminating
Step 2 from the goodwill impairment test. This update is effective
for annual or interim goodwill impairment tests in fiscal years
beginning after December 31, 2019. Early adoption is permitted for
interim or annual goodwill impairment tests performed on testing
after January 1, 2017. The Company notes that this guidance applies
to its reporting requirements and will implement the new guidance
accordingly in performing goodwill impairment testing; however, the
Company does not believe this update will have a material impact on
the consolidated financial statements.
In
January 2017, the FASB issued ASU 2017-01, “Business
Combinations (Topic 805): Clarifying the Definition of a
Business,” which revises the definition of a business. This
update is effective for annual periods beginning after December 15,
2017, including interim periods within those years. Early adoption
is permitted. The Company notes that this guidance will impact its
acquisitions beginning January 1, 2018. Management believes
recently issued accounting pronouncements will have no impact on
the financial statements of the Company.
In
June 2018, the FASB issued ASU 2018-07, Compensation-Stock
Compensation (Topic 718) which simplifies certain aspects of
the accounting for nonemployee share-based payment transactions
resulting from expanding the scope of Topic 718,
Compensation-Stock Compensation, to include share-based
payment transactions for acquiring goods and services from
nonemployees. Certain areas of the simplification apply only to
nonpublic entities. The amendments specify that Topic 718 applies
to all share-based payment transactions in which a grantor acquires
goods or services to be used or consumed in a grantor’s own
operations by issuing share-based payment awards. The amendments
also clarify that Topic 718 does not apply to share-based payments
used to effectively provide (1) financing to the issuer or (2)
awards granted in conjunction with selling goods or services to
customers as part of a contract accounted for under Topic 606,
Revenue from Contracts with Customers. The amendments of the
ASU are effective for public business entities for fiscal years
beginning after December 15, 2018, including interim periods within
that fiscal year. Early adoption is permitted. The Company is
currently evaluating the impact of the adoption of this standard on
our consolidated financial statements.
In
August 2018, the SEC issued Final Rule Release No. 33-10532,
Disclosure Update, and Simplification. Under the final rule
Company’s must now analyze changes in stockholders’ equity in the
form of a reconciliation, for the current and comparative
year-to-date, with subtotals for each interim period.
Other
accounting standards that have been issued or proposed by the FASB
or other standards-setting bodies that do not require adoption
until a future date are not expected to have a material impact on
our financial statements upon adoption.
Note 2 – Going concern
The
Company’s financial statements are prepared using accounting
principles generally accepted in the United States of America
applicable to a going concern, which contemplates the realization
of assets and liquidation of liabilities in the normal course of
business. However, the Company has negative working capital,
recurring losses, and does not have an established source of
revenues sufficient to cover its operating costs. These factors
raise substantial doubt about the Company’s ability to continue as
a going concern.
The
ability of the Company to continue as a going concern is dependent
upon its ability to successfully accomplish the plan described in
the preceding paragraph and eventually attain profitable
operations. The accompanying financial statements do not include
any adjustments that may be necessary if the Company is unable to
continue as a going concern.
In
the coming year, the Company’s foreseeable cash requirements will
relate to the continual development of the operations of its
business, maintaining its good standing and making the requisite
filings with the Securities and Exchange Commission, and the
payment of expenses associated with operations and business
developments. The Company may experience a cash shortfall and be
required to raise additional capital.
Historically,
it has mostly relied upon convertible debentures, convertible
promissory notes, internally generated funds such as shareholder
loans and advances to finance its operations and growth. Management
may raise additional capital by retaining net earnings or through
future public or private offerings of the Company’s stock or loans
from private investors, although there can be no assurance that it
will be able to obtain such financing. Additionally, due to the
onset of COVID-19 obtaining financing may be more difficult to
obtain currently compared to historic levels. The Company’s failure
to do so could have a material and adverse effect upon it and its
shareholders.
Note 3 – FAIR VALUE OF FINANCIAL
INSTRUMENTS
The
Company has adopted the guidance under ASC Topic 820 for financial
instruments measured on a fair value on a recurring basis. 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
must maximize the use of observable inputs and minimize the use of
unobservable inputs.
ASC
Topic 820 establishes a fair value hierarchy, giving the highest
priority to quoted prices in active markets and the lowest priority
to unobservable data and requires disclosures for assets and
liabilities measured at fair value based on their level in the
hierarchy. The fair value hierarchy is based on three levels of
inputs, of which the first two are considered observable and the
last unobservable, as follows:
● |
Level
1 applies to assets or liabilities for which there are quoted
prices in active markets for identical assets or
liabilities. |
|
|
● |
Level
2 applies to assets or liabilities for which there are inputs other
than quoted prices that are observable for the asset or liability
such as quoted prices for similar assets or liabilities in active
markets; quoted prices for identical assets or liabilities in
markets with insufficient volume or infrequent transactions (less
active markets); or model-derived valuations in which significant
inputs are observable or can be derived principally from, or
corroborated by, observable market data. |
|
|
● |
Level
3 applies to assets or liabilities for which there are unobservable
inputs to the valuation methodology that are significant to the
measurement of the fair value of the assets or
liabilities. |
The
Company’s financial instruments consist principally cash, accounts
payable, and accrued liabilities. The carrying values of these
financial instruments approximate their fair value due to their
short maturities. The carrying amount of the Company’s debt
approximates fair value because the interest rates on these
instruments approximate the interest rate on debt with similar
terms available to the Company.
The
Company analyzes all financial instruments with features of both
liabilities and equity under ASC 480, “Distinguishing Liabilities
from Equity” and ASC 815, “Derivatives and Hedging”. Derivative
liabilities are adjusted to reflect fair value at each period end,
with any increase or decrease in the fair value being recorded in
results of operations as adjustments to fair value of derivatives.
The effects of interactions between embedded derivatives are
calculated and accounted for in arriving at the overall fair value
of the financial instruments. Also, the fair value of freestanding
derivative instruments such as warrant and option derivatives are
valued using the Black-Scholes simulation model.
The
Company’s derivative liabilities were adjusted to fair market value
at the end of each reporting period, using Level 3
inputs.
The
following table sets forth by level with the fair value hierarchy
the Company’s financial assets and liabilities measured at fair
value on June 30, 2020:
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
Total |
|
Liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
Derivative financial
instruments |
|
$ |
|