Quarterly report pursuant to Section 13 or 15(d)

Subsequent Events (Details Narrative)

v3.20.1
Subsequent Events (Details Narrative)
3 Months Ended
Apr. 27, 2020
USD ($)
Apr. 22, 2020
Apr. 16, 2020
$ / shares
shares
Apr. 02, 2020
USD ($)
$ / shares
shares
Feb. 07, 2020
USD ($)
Integer
$ / shares
Jan. 21, 2020
USD ($)
Mar. 31, 2020
USD ($)
$ / shares
shares
Mar. 31, 2019
USD ($)
Apr. 01, 2020
$ / shares
shares
Dec. 31, 2019
USD ($)
$ / shares
shares
Dec. 31, 2016
$ / shares
Subsequent Event [Line Items]                      
Common stock, par value | $ / shares             $ 0.0001     $ 0.0001  
Common stock share outstanding | shares             549,336     400,167  
Cash             $ 548,930     $ 500,681  
Common stock, shares authorized | shares             45,000,000     45,000,000  
Proceeds from long term debt             $ 414,400 $ 32,669      
10% Convertible Secured Debentures [Member]                      
Subsequent Event [Line Items]                      
Number of warrant to purchase shares of common stock | shares             2,925,200        
Convertible secured debentures principal balance             $ 4,000,000        
Payoff of Bridge Note [Member]                      
Subsequent Event [Line Items]                      
Debt instrument interest rate           10.00%          
Debt instrument principal amount           $ 210,000          
Debt discount amortized value           10,000          
Proceeds from long term debt           500,000          
Interest expense debt           $ 201,521          
Redeemable Series 1 Preferred Stock [Member]                      
Subsequent Event [Line Items]                      
Share issued price per share | $ / shares                     $ 13.50
Gem Agreement [Member]                      
Subsequent Event [Line Items]                      
Description of public float of consecutive days         Provided that during any period when the Company's public float is less than $75,000,000, the Aggregate Limit will instead be equal to one-third of the amount of the Company's public float over any consecutive 12-month period. Under the GEM Agreement, during the Investment Period, the Company may, by delivering a Draw Down Notice (as defined in the GEM Agreement) direct GEM to purchase shares of Common Stock in an amount up to 400% of the average daily trading volume for the ten (10) trading days immediately preceding the date the Draw Down Notice is delivered. GEM is not obligated to purchase any shares Common Stock which would result in GEM beneficially owning, directly or indirectly, at the time of the proposed issuance, more than 4.99% of the shares of Common Stock issued and outstanding. GEM will pay a purchase price per share equal to 90% of the average market closing price of the Common Stock during the ten consecutive trading days commencing with the first trading day on which a Draw Down Notice is delivered (the "Draw Down Pricing Period").            
Number of trading days | Integer         10            
Gem Agreement [Member] | Maximum [Member]                      
Subsequent Event [Line Items]                      
Common stock, par value | $ / shares         $ 0.0001            
Purchase price of common stock         $ 20,000,000            
Percentage of trading days         400.00%            
Subsequent Event [Member]                      
Subsequent Event [Line Items]                      
Common stock, par value | $ / shares                 $ 0.0001    
Number of warrant to purchase shares of common stock | shares                 186,161    
Common stock, shares authorized | shares       125,000,000              
Debt instrument interest rate       8.00%              
Subsequent Event [Member] | 10% Convertible Secured Debentures [Member]                      
Subsequent Event [Line Items]                      
Convertible secured debentures principal balance       $ 4,000,000              
Repayments of debt       1,350,000              
Subsequent Event [Member] | Payoff of Bridge Note [Member]                      
Subsequent Event [Line Items]                      
Merger and spin-off amount settled       $ 214,142              
Subsequent Event [Member] | PPPLoan [Member]                      
Subsequent Event [Line Items]                      
Debt instrument interest rate 1.00%                    
Debt instrument principal amount $ 2,100,000                    
Note payable maturity date Apr. 30, 2022                    
Debt periodic payment $ 119,000                    
Subsequent Event [Member] | Redeemable Series 1 Preferred Stock [Member]                      
Subsequent Event [Line Items]                      
Share issued price per share | $ / shares       $ 13.50              
Redeemable share percentage       9.00%              
Subsequent Event [Member] | Series A Warrant [Member]                      
Subsequent Event [Line Items]                      
Warrants exercise price | $ / shares     $ 5.3976                
Percentage of trading days     1.50%                
Warrants exercisable | shares     3,300,066                
Warrant exercise price percentage     125.00%                
Beneficially ownership percentage, description     The Series A Warrants are subject to a blocker provision which restricts the exercise of the Series A Warrants if, as a result of such exercise, the holder, together with its affiliates and any other person whose beneficial ownership of Common Stock would be aggregated with the holder's for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act") would beneficially own in excess of 4.99% or 9.99% of the outstanding Common Stock (including the shares of Common Stock issuable upon such exercise), as such percentage ownership is determined in accordance with the terms of the Series A Warrants.                
Subsequent Event [Member] | Series B Warrant [Member]                      
Subsequent Event [Line Items]                      
Warrants exercise price | $ / shares     $ 0.0001                
Conversion of stock shares converted | shares     10,000,000                
Description of public float of consecutive days     Additionally, every ninth trading day up to and including the 45th trading day (each, a "Reset Date") following (i) the 15th trading day immediately following the issuance date of the Series B Warrants and (ii) every 15th trading day thereafter (each such date provided in the foregoing clauses (i) and (ii), an "End Reset Measuring Date") (except if on such date (1) the holder cannot freely sell any Registrable Securities (as defined below) pursuant to a resale registration statement and (2) the holder cannot sell any Registrable Securities without restriction or limitation pursuant to Rule 144, and provided that no date following the occurrence of a Satisfaction Event (as defined below) will be deemed an End Reset Measuring Date, and provided further that no such date will be deemed an End Reset Measuring Date if an End Reset Measuring Date has previously occurred and either (1) if the holder was able to then freely sell any Registrable Securities pursuant to a resale registration statement in accordance with such prior End Reset Measuring Date, such ability continued uninterrupted through and including the applicable date of determination or (2) if the holder was able to freely sell any Registrable Securities without restriction or limitation pursuant to Rule 144 in accordance with such prior End Reset Measuring Date, such ability continued uninterrupted through and including the applicable date of determination) (such 45 trading day period, the "Reset Period" and each such 45th trading day after (i) or (ii), the "End Reset Date"), the number of shares issuable upon exercise of each Investor's Series B Warrants shall be increased (a "Reset") to the number (if positive) obtained by subtracting (i) the sum of (a) the number of Converted Initial Shares issued to the Investor and (b) the number of Converted Additional Shares delivered or deliverable to the Investor as of the issuance date of the Series B Warrants, from (ii) the quotient determined by dividing (a) the pro rata portion of the Purchase Price paid by the Investor, by (b) the greater of (x) the arithmetic average of the five lowest dollar volume-weighted average prices of a share of Common Stock on The Nasdaq Stock Market ("Nasdaq") during the applicable Reset Period immediately preceding the applicable Reset Date to date and (y) provided that the Common Stock is then traded on the Nasdaq Capital Market, a floor price per share (the 'loor Price') calculated based on a pre-money valuation (of the combined company, assuming for this purpose the pre-money issuance of the Converted Initial Shares and Converted Additional Shares) of $10 million (such number resulting in this clause (b), the "Reset Price"). "Satisfaction Event" means (1) all Registrable Securities are able to be freely sold without any restriction or limitation by the holder at all times during the 45 trading day period beginning on, and including, any End Reset Measuring Date either (a) pursuant to a resale registration statement or (b) pursuant to Rule 144; or (2) the Reservation Date has occurred.                
Percentage of trading days     1.50%                
Warrants exercisable | shares     2,247,726                
Beneficially ownership percentage, description     The Series B Warrants are subject to a blocker provision which restricts the exercise of the Series B Warrants if, as a result of such exercise, the holder, together with its affiliates and any other person whose beneficial ownership of Common Stock would be aggregated with the holder's for purposes of Section 13(d) of the Exchange Act would beneficially own in excess of 4.99% or 9.99% of the outstanding Common Stock (including the shares of Common Stock issuable upon such exercise), as such percentage ownership is determined in accordance with the terms of the Series B Warrants.                
Subsequent Event [Member] | Merger Agreement [Member]                      
Subsequent Event [Line Items]                      
Common stock, par value | $ / shares       $ 0.0001              
Reverse stock split       Ratio of 1-for-26 (the "Reverse Stock Split").              
Number of warrant to purchase shares of common stock | shares       106,000              
Warrants terms       3 years              
Warrants exercise price | $ / shares       $ 29.32              
Common stock share outstanding | shares       9,200,000              
Conversion of stock shares converted | shares       1,100,000              
Agreement term, description       Under the terms of the Merger Agreement, the former stockholders and warrant holders of Sonnet Sub (including the Investors, as defined below) owned, or held rights to acquire, in the aggregate approximately 92% of the fully-diluted Common Stock, which for these purposes is defined as the outstanding Common Stock, plus outstanding warrants of the Company (the "Fully-Diluted Common Stock"), with the Company's stockholders and warrant holders immediately prior to the Merger owning, or holding rights to acquire, approximately 6% of the Fully-Diluted Common Stock, and at the closing of the Merger, the Company issued to the Spin-Off Entity a warrant (the "Spin-Off Entity Warrant") to purchase 186,161 shares of Common Stock, which is approximately 2% of the number of shares of issued and outstanding Common Stock immediately after the effective time of the Merger (the "Effective Time"). The number of shares of Common Stock issued to Sonnet Sub's stockholders for each share of Sonnet Sub's common stock outstanding immediately prior to the Merger (or becoming issuable under a Converted Warrant) was calculated using an exchange ratio (the "Exchange Ratio") of approximately 0.106572 shares of Common Stock for each share of Sonnet Sub common stock. The Exchange Ratio was derived by dividing the Fully-Diluted Common Stock of the Company of approximately 571,000 (post-split) immediately prior to the Merger by the 6% Company allocation set forth above, multiplying such quotient by the 92% Sonnet Sub allocation, and then dividing the result by the Fully-Diluted Common Stock of Sonnet Sub of approximately 82.2 million immediately prior to the Merger (which amount includes the Sonnet Sub common stock issued in the Pre-Merger Financing (as defined below) and to Relief Holding (as defined below), in each case prior to the Merger).              
Subsequent Event [Member] | Merger Agreement [Member] | Relief Therapeutics Holding SA [Member]                      
Subsequent Event [Line Items]                      
Conversion of stock shares converted | shares       757,933              
Subsequent Event [Member] | Merger Agreement [Member] | Spin-Off Entity Warrant [Member]                      
Subsequent Event [Line Items]                      
Number of warrant to purchase shares of common stock | shares       186,161              
Warrants terms       5 years              
Warrants exercise price | $ / shares       $ 0.01              
Share issued price per share | $ / shares       $ 0.106572              
Subsequent Event [Member] | Merger Agreement [Member] | Sonnet Shareholders [Member]                      
Subsequent Event [Line Items]                      
Equity method investment, ownership percentage       92.00%              
Subsequent Event [Member] | Merger Agreement [Member] | Shareholders of Chanticleer [Member]                      
Subsequent Event [Line Items]                      
Equity method investment, ownership percentage       6.00%              
Subsequent Event [Member] | Pre Merger Financing [Member]                      
Subsequent Event [Line Items]                      
Conversion of stock shares converted | shares       1,076,000              
Purchase price of common stock       $ 19,000,000              
Credit from related party       4,000,000              
Subsequent Event [Member] | Pre Merger Financing [Member] | Other Investors [Member]                      
Subsequent Event [Line Items]                      
Cash       $ 15,000,000              
Subsequent Event [Member] | Registration Rights Agreement [Member] | Investors [Member]                      
Subsequent Event [Line Items]                      
Aggregate purchase price percentage   2.00%                  
Subsequent Event [Member] | Registration Rights Agreement [Member] | Investors [Member] | Maximum [Member]                      
Subsequent Event [Line Items]                      
Aggregate purchase price percentage   8.00%