CLS Holdings USA, Inc. Quarterly report pursuant to Section 13 or 15(d)

Quarterly report pursuant to Section 13 or 15(d)

Note 16 - Stockholders' Equity (Details)

Note 16 - Stockholders' Equity (Details)																							3 Months Ended						6 Months Ended	9 Months Ended		12 Months Ended
Note 16 - Stockholders' Equity (Details)	Dec. 12, 2018 USD ($) $ / shares shares	Nov. 14, 2018 $ / shares shares	Nov. 01, 2018 USD ($) shares	Sep. 11, 2018 USD ($) shares	Sep. 06, 2018 $ / shares shares	Aug. 20, 2018 USD ($) shares	Aug. 14, 2018 $ / shares shares	Aug. 10, 2018 USD ($) $ / shares shares	Aug. 06, 2018 $ / shares shares	Jul. 31, 2018 USD ($) $ / shares shares	Jul. 27, 2018 USD ($) shares	Jul. 24, 2018 USD ($) shares	Jul. 20, 2018 $ / shares shares	Jul. 01, 2018 shares	Jun. 27, 2018 USD ($) $ / shares shares	Jun. 26, 2018 USD ($) $ / shares	Jun. 24, 2018 USD ($) shares	Jun. 20, 2018 USD ($) $ / shares shares	Jun. 20, 2018 CAD ($) shares	Jun. 01, 2018 USD ($)	Mar. 29, 2018 $ / shares	Aug. 01, 2015 USD ($) shares	Feb. 28, 2019 USD ($) $ / shares shares	Nov. 30, 2018 USD ($)	Aug. 31, 2018 USD ($)	Feb. 28, 2018 USD ($)	Nov. 30, 2017 USD ($) shares	Nov. 30, 2017 CAD ($) shares	Nov. 30, 2018 USD ($)	Feb. 28, 2019 USD ($) $ / shares shares	Feb. 28, 2018 USD ($)	May 31, 2017 USD ($) shares	Feb. 28, 2019 $ / shares shares	Aug. 08, 2018 $ / shares shares	Jun. 20, 2018 $ / shares	May 31, 2018 $ / shares shares
Note 16 - Stockholders' Equity (Details) [Line Items]
Common Stock, Shares Authorized (in Shares) \| shares																							250,000,000							250,000,000			250,000,000			250,000,000
Common Stock, Par or Stated Value Per Share (in Dollars per share) \| $ / shares																							$ 0.0001							$ 0.0001						$ 0.0001
Preferred Stock, Shares Authorized (in Shares) \| shares																							20,000,000							20,000,000			20,000,000			20,000,000
Preferred Stock, Par or Stated Value Per Share (in Dollars per share) \| $ / shares																							$ 0.001							$ 0.001						$ 0.001
Common Stock, Shares, Issued (in Shares) \| shares																							125,814,107							125,814,107			125,814,107			50,128,972
Common Stock, Shares, Outstanding (in Shares) \| shares																							125,814,107							125,814,107			125,814,107			50,128,972
Common Stock, Other Shares, Outstanding (in Shares) \| shares																																				50,128,972
Imputed Interest, Debt																							$ 268			$ 265				$ 807	$ 804
Debt Conversion, Original Debt, Amount																														75,000	112,500
Debt Conversion, Converted Instrument, Shares Issued (in Shares) \| shares																																10,816,960
Stock Issued During Period, Shares, Issued for Services (in Shares) \| shares				31,250
Stock Issued During Period, Value, Issued for Services				$ 25,310																										490,000		$ 289,633
Share-based Compensation																														490,000	0
Stock Issued During Period, Value, Acquisitions																														25,313	0
Proceeds from Issuance or Sale of Equity																														15,535,978	1,012,425
Class of Warrant or Right, Exercise Price of Warrants or Rights \| $ / shares															$ 0.50
Other Noncash Expense																														8,084,522	0
Number of Units to be Issued (in Shares) \| shares								6,875,000		7,500,000
Unit, Price Per Unit (in Dollars per share) \| $ / shares								$ 0.40		$ 0.40
Units, Value, Subscriptions								$ 2,750,000		$ 3,000,000
Unit, Description								The units collectively represent (i) 6,875,000 shares of common stock, and (ii) three-year warrants to purchase an aggregate of 6,875,000 shares of common stock at an exercise price of $0.60 per share of common stock		The units collectively represent (i) 7,500,000 shares of common stock, and (ii) three-year warrants to purchase an aggregate of 7,500,000 shares of common stock at an exercise price of $0.60 per share of common stock
Number of Subscription Agreements								5
Allocated Share-based Compensation Expense											$ 17,500																			$ 328,513	$ 55,000
Class of Warrant or Rights, Exercised (in Shares) \| shares		25,000			40,000																									415,000
Stock Issued During Period, Shares, Other (in Shares) \| shares			50,000																													7,609,910
Stock Issued During Period, Value, Other			$ 47,500
Adjustments to Additional Paid in Capital, Convertible Debt with Conversion Feature																		$ 750,000												$ 9,039,096		$ 1,758,741
																														81,961
Adjustments to Additional Paid in Capital, Other																		35,833												807		1,076
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) \| shares															1,368,250
Alternative Solutions, LLC [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Stock Issued During Period, Shares, Acquisitions (in Shares) \| shares															22,058,823
Stock Issued During Period, Value, Acquisitions															$ 15,441,176
Affiliated Entity [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Payments for Commissions												$ 250,000
Stock Issued During Period, Shares, Issued for Services (in Shares) \| shares												700,000
Stock Issued During Period, Value, Issued for Services												$ 490,000
Chief Financial Officer [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Stock Issued During Period, Shares, Share-based Compensation, Gross (in Shares) \| shares											25,000
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period											4 months
Stock Issued During Period, Value, Share-based Compensation, Gross											$ 17,500
Allocated Share-based Compensation Expense																														17,500
One Time Signing Bonus [Member] \| Chief Executive Officer [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period										1 year				1 year
Allocated Share-based Compensation Expense										$ 236,667																				236,667
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period (in Shares) \| shares										500,000				500,000
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value (in Dollars per share) \| $ / shares										$ 355,000											$ 350,000
One Time Signing Bonus [Member] \| Chief Operating Officer [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period										1 year												1 year
Allocated Share-based Compensation Expense										$ 23,667												$ 327,500								23,667
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period (in Shares) \| shares										50,000												250,000
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value (in Dollars per share) \| $ / shares										$ 35,000
Darling Note [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Debt Conversion, Original Debt, Amount																														$ 565,000
Debt Conversion, Converted Instrument, Shares Issued (in Shares) \| shares																														1,808,000
Adjustments to Additional Paid in Capital, Warrant Issued																$ 941,972
Efrat Note [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Debt Conversion, Original Debt, Amount																														$ 57,200
Debt Conversion, Converted Instrument, Shares Issued (in Shares) \| shares																														183,040
Lamadrid Note [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Debt Conversion, Original Debt, Amount																														$ 32,497
Debt Conversion, Converted Instrument, Shares Issued (in Shares) \| shares																														103,989
Lasky Note [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Debt Conversion, Original Debt, Amount																														$ 26,185
Debt Conversion, Converted Instrument, Shares Issued (in Shares) \| shares																														65,462
Newcan Convertible Note 8 [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Debt Conversion, Original Debt, Amount																														$ 78,534
Debt Conversion, Converted Instrument, Shares Issued (in Shares) \| shares																														196,336
Adjustments to Additional Paid in Capital, Convertible Debt with Conversion Feature																														$ 58,594
YA II PN, Ltd [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Debt Conversion, Original Debt, Amount																														$ 280,247
Debt Conversion, Converted Instrument, Shares Issued (in Shares) \| shares																														700,616
Adjustments to Additional Paid in Capital, Convertible Debt with Conversion Feature																														$ 362,500
YA II PN Note #2 [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Debt Conversion, Original Debt, Amount																														$ 256,027
Debt Conversion, Converted Instrument, Shares Issued (in Shares) \| shares																														640,068
Navy Capital Debenture 1 [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Adjustments to Additional Paid in Capital, Convertible Debt with Conversion Feature																														$ 3,254,863
Navy Capital Debenture 2 [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Adjustments to Additional Paid in Capital, Convertible Debt with Conversion Feature																														813,696
Murray FA Debenture [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Adjustments to Additional Paid in Capital, Convertible Debt with Conversion Feature																														75,395
Darling Capital Debenture [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Adjustments to Additional Paid in Capital, Convertible Debt with Conversion Feature																														416,627
Sabharwal Debenture [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Adjustments to Additional Paid in Capital, Convertible Debt with Conversion Feature																														120,078
Srinivasan Debenture [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Adjustments to Additional Paid in Capital, Convertible Debt with Conversion Feature																														60,030
U.S. Convertible Debenture 7 [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Adjustments to Additional Paid in Capital, Convertible Debt with Conversion Feature																														2,938,690
Principal [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Debt Conversion, Original Debt, Amount																																2,537,750
Principal [Member] \| Darling Note [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Debt Conversion, Original Debt, Amount																														550,000
Principal [Member] \| Efrat Note [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Debt Conversion, Original Debt, Amount																														55,000
Principal [Member] \| Lamadrid Note [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Debt Conversion, Original Debt, Amount																														31,250
Principal [Member] \| Lasky Note [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Debt Conversion, Original Debt, Amount																														25,000
Principal [Member] \| Newcan Convertible Note 8 [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Debt Conversion, Original Debt, Amount																														75,000
Principal [Member] \| YA II PN, Ltd [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Debt Conversion, Original Debt, Amount																														250,000
Principal [Member] \| YA II PN Note #2 [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Debt Conversion, Original Debt, Amount																														250,000
Accrued Interest [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Debt Conversion, Original Debt, Amount																																$ 166,490
Accrued Interest [Member] \| Darling Note [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Debt Conversion, Original Debt, Amount																														15,000
Accrued Interest [Member] \| Efrat Note [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Debt Conversion, Original Debt, Amount																														2,200
Accrued Interest [Member] \| Lamadrid Note [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Debt Conversion, Original Debt, Amount																														1,247
Accrued Interest [Member] \| Lasky Note [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Debt Conversion, Original Debt, Amount																														1,185
Accrued Interest [Member] \| Newcan Convertible Note 8 [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Debt Conversion, Original Debt, Amount																														3,534
Accrued Interest [Member] \| YA II PN, Ltd [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Debt Conversion, Original Debt, Amount																														30,247
Accrued Interest [Member] \| YA II PN Note #2 [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Debt Conversion, Original Debt, Amount																														$ 6,027
Termination of Employment Agreement [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Stock Issued During Period, Shares, Issued for Services (in Shares) \| shares																	600,000
Stock Issued During Period, Value, Issued for Services																	$ 264,000
Stock Issued, Previously Subscribed																	$ 213,320
Share-based Compensation																													$ 50,680
Special Warrants [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Payments for Commissions																											$ 1,043,028	$ 799,053
Proceeds from Issuance or Sale of Equity																		$ 9,785,978	$ 13,037,859
Class of Warrant or Rights, Granted (in Shares) \| shares						3,042,167												28,973,020	28,973,020
Warrants Issued, Price Per Warrant \| (per share)																		$ 0.34																	$ 0.45
Warrant Description						the Company did not receive a receipt from the applicable Canadian securities authorities for the qualifying prospectus by August 20, 2018, the unexercised special warrants were adjusted to entitle the holders to receive 1.1 units instead of one unit of the Company.												Each special warrant was automatically exercisable, for no additional consideration, into units of the Company on the earlier of: (i) the date that was five business days following the date on which the Company obtained a receipt from the applicable securities regulatory authorities in each of the jurisdictions in Canada in which the special warrants were sold for a final prospectus qualifying the distribution of the units, which was intended to be no later than November 30, 2018, and (ii) the date that was four months and one day after the completion of the Company's acquisition of all of the membership interests in Alternative Solutions, LLC, known as Oasis Cannabis.In connection with the offering, the Company paid Canaccord Genuity Corp. a cash commission equal to C$1,043,028 (USD$799,053), a corporate finance fee equal to 1,448,651 special warrants, and 2,317,842 compensation broker warrants valued at $1,495,373. Each compensation broker warrant entitles the holder thereof to acquire one unit at a price of C$0.45 per unit for a period of 36 months from the date that the Company's common stock is listed on a recognized Canadian stock exchange, subject to adjustment in certain events. The 1,448,651 special warrants that were issued were valued at $1,413,300 and were charged to operations during the three months ended August 31, 2018.Upon exercise of the special warrants, each unit was to consist of one share of the Company's common stock and one warrant to purchase one share of common stock. Each warrant was to be exercisable at a price of C$0.65 for three years after the Company's common stock was listed on a recognized Canadian stock exchange, subject to adjustment in certain events	Each special warrant was automatically exercisable, for no additional consideration, into units of the Company on the earlier of: (i) the date that was five business days following the date on which the Company obtained a receipt from the applicable securities regulatory authorities in each of the jurisdictions in Canada in which the special warrants were sold for a final prospectus qualifying the distribution of the units, which was intended to be no later than November 30, 2018, and (ii) the date that was four months and one day after the completion of the Company's acquisition of all of the membership interests in Alternative Solutions, LLC, known as Oasis Cannabis.In connection with the offering, the Company paid Canaccord Genuity Corp. a cash commission equal to C$1,043,028 (USD$799,053), a corporate finance fee equal to 1,448,651 special warrants, and 2,317,842 compensation broker warrants valued at $1,495,373. Each compensation broker warrant entitles the holder thereof to acquire one unit at a price of C$0.45 per unit for a period of 36 months from the date that the Company's common stock is listed on a recognized Canadian stock exchange, subject to adjustment in certain events. The 1,448,651 special warrants that were issued were valued at $1,413,300 and were charged to operations during the three months ended August 31, 2018.Upon exercise of the special warrants, each unit was to consist of one share of the Company's common stock and one warrant to purchase one share of common stock. Each warrant was to be exercisable at a price of C$0.65 for three years after the Company's common stock was listed on a recognized Canadian stock exchange, subject to adjustment in certain events
Class of Warrants or Rights, Value																											$ 1,495,373
Class of Warrant or Right, Exercise Price of Warrants or Rights \| (per share)																							$ 0.65							$ 0.65			$ 33,465,110		$ 0.65
Warrant, Term of Warrants																		3 years	3 years
Other Noncash Expense						$ 7,142,550
Stock Issued During Period, Shares, New Issues (in Shares) \| shares																														33,465,110
Special Warrants [Member] \| Finance Fee [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Class of Warrant or Rights, Granted (in Shares) \| shares																											1,448,651	1,448,651
Class of Warrants or Rights, Value																									$ 1,413,300
Special Warrants [Member] \| Compensation Warrants [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Class of Warrant or Rights, Granted (in Shares) \| shares																											2,317,842	2,317,842
Adjustments to Additional Paid in Capital, Warrant Issued																								$ 1,495,373
Cashless Exercise of Warrants [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Class of Warrant or Right, Exercise Price of Warrants or Rights \| $ / shares		$ 0.75			$ 0.75		$ 0.75
Stock Issued During Period, Shares, Conversion of Convertible Securities (in Shares) \| shares		5,867			13,684		129,412
Class of Warrant or Rights, Exercised (in Shares) \| shares							350,000
Reset Provisions Embedded in Convertible Notes [Member] \| Accounting Standards Update 2017-11 [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Adjustments to Additional Paid in Capital, Convertible Debt with Conversion Feature																				$ 1,265,751
Private Placement, Westpark Offering [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Class of Warrant or Right, Exercise Price of Warrants or Rights \| $ / shares																$ 0.75
Broker Warrants [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Class of Warrant or Rights, Granted (in Shares) \| shares																		2,317,842	2,317,842
Class of Warrant or Right, Exercise Price of Warrants or Rights \| $ / shares																		$ 0.45
Warrants and Rights Outstanding, Term																		3 years																	3 years
In Connection with Sale of Convertible Debt [Member] \| YA II PN, Ltd [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Class of Warrant or Right, Exercise Price of Warrants or Rights \| $ / shares													$ 0.60
Warrant, Term of Warrants													5 years
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) \| shares													1,250,000
Navy Green Capital Offering [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Class of Warrant or Right, Exercise Price of Warrants or Rights \| $ / shares									$ 0.60
Warrant, Term of Warrants									3 years
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) \| shares									7,500,000
Navy Green Capital and Ionic Venture Offering [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Class of Warrant or Right, Exercise Price of Warrants or Rights \| $ / shares																																		$ 0.60
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) \| shares																																		6,875,000
Debenture Offering [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Warrants and Rights Outstanding	$ 874,457
Debenture Offering [Member] \| Canaccord Genuity Corp. [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Class of Warrant or Rights, Granted (in Shares) \| shares	1,074,720
Class of Warrant or Right, Exercise Price of Warrants or Rights \| $ / shares	$ 0.80
Debenture Offering [Member] \| National Bank Financials Inc [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Class of Warrant or Rights, Granted (in Shares) \| shares	268,680
Class of Warrant or Right, Exercise Price of Warrants or Rights \| $ / shares	$ 0.80
Warrants and Rights Outstanding, Term	3 years
Debenture Offering, Advisory and Agent Fees [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Unit, Description	Each unit is comprised of one share of common stock and one-half of one common stock purchase warrant at an exercise price of $1.10 per whole share of common stock.
Warrants and Rights Outstanding	$ 181,183
Unit, Issued (in Shares) \| shares	559,750
Unit, Exercise Price (in Dollars per share) \| $ / shares	$ 1.10
Debenture Offering, Advisory and Agent Fees [Member] \| Canaccord Genuity Corp. [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Class of Warrant or Rights, Granted (in Shares) \| shares	223,900
Warrants and Rights Outstanding, Term	3 years
Debenture Offering, Advisory and Agent Fees [Member] \| National Bank Financials Inc [Member]
Note 16 - Stockholders' Equity (Details) [Line Items]
Class of Warrant or Rights, Granted (in Shares) \| shares	55,975
Warrants and Rights Outstanding, Term	3 years