Document_And_Entity_Informatio
Document And Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Mar. 26, 2014 | Jun. 28, 2013 | |
Document Information [Line Items] | ' | ' | ' |
Entity Registrant Name | '24HOLDINGS INC | ' | ' |
Entity Central Index Key | '0001025315 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Filer Category | 'Smaller Reporting Company | ' | ' |
Trading Symbol | 'TWFH | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 2,071,644 | ' |
Document Type | '10-K | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Public Float | ' | ' | $92,956 |
BALANCE_SHEETS
BALANCE SHEETS (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
ASSETS | ' | ' |
Cash | $47,165 | $7,863 |
Prepaid assets | 4,667 | 0 |
TOTAL CURRENT ASSETS | 51,832 | 7,863 |
LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT) | ' | ' |
Accrued expenses | 10,565 | 33,303 |
TOTAL CURRENT LIABILITIES | 10,565 | 33,303 |
COMMITMENTS AND CONTINGENCIES | 0 | 0 |
SHAREHOLDERS' EQUITY (DEFICIT): | ' | ' |
Preferred stock; $0.001 par value, 5,000,000 authorized in 2013 and 2012 respectively, none issued | 0 | 0 |
Common stock, $.001 par value; 100,000,000 shares authorized, 2,071,644 and 1,244,902 shares issued and outstanding for 2013 and 2012, respectively | 2,072 | 1,245 |
Additional paid-in capital | 10,993,481 | 10,833,384 |
Accumulated deficit | -10,954,286 | -10,860,069 |
Total shareholders' equity (deficit) | 41,267 | -25,440 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT) | $51,832 | $7,863 |
BALANCE_SHEETS_Parenthetical
BALANCE SHEETS [Parenthetical] (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Preferred stock, par value (in dollars per share) | $0.00 | $0.00 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value (in dollars per share) | $0.00 | $0.00 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares, issued | 2,071,644 | 1,244,902 |
Common stock, shares, outstanding | 2,071,644 | 1,244,902 |
STATEMENTS_OF_OPERATIONS
STATEMENTS OF OPERATIONS (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Revenues | $0 | $0 |
Expenses | ' | ' |
General and administrative | 117,280 | 36,559 |
Total operating expenses | 117,280 | 36,559 |
Other income | ' | ' |
Debt settlement | 23,063 | 0 |
Total other income | 23,063 | 0 |
Net loss before provision for income tax | -94,217 | -36,559 |
Income taxes | 0 | 0 |
Net loss | ($94,217) | ($36,559) |
Basic and diluted loss per share (in dollars per share) | ($0.05) | ($0.03) |
Weighted average number of common shares - basic and diluted (in shares) | 1,780,796 | 1,244,902 |
STATEMENTS_OF_CHANGES_IN_SHARE
STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (DEFICIT) (USD $) | Total | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] |
Balance at Dec. 31, 2011 | ($16,381) | $0 | $1,245 | $10,805,884 | ($10,823,510) |
Balance (in shares) at Dec. 31, 2011 | ' | 0 | 1,244,902 | ' | ' |
Capital Contribution | 27,500 | 0 | 0 | 27,500 | 0 |
Net loss for year ended | -36,559 | 0 | 0 | 0 | -36,559 |
Balance at Dec. 31, 2012 | -25,440 | 0 | 1,245 | 10,833,384 | -10,860,069 |
Balance (in shares) at Dec. 31, 2012 | ' | 0 | 1,244,902 | ' | ' |
Proceeds from issuance of common stock | 160,924 | 0 | 827 | 160,097 | 0 |
Proceeds from issuance of common stock (in shares) | ' | 0 | 826,742 | ' | ' |
Net loss for year ended | -94,217 | 0 | 0 | 0 | -94,217 |
Balance at Dec. 31, 2013 | $41,267 | $0 | $2,072 | $10,993,481 | ($10,954,286) |
Balance (in shares) at Dec. 31, 2013 | ' | 0 | 2,071,644 | ' | ' |
STATEMENTS_OF_CASH_FLOWS
STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ' | ' |
Net loss | ($94,217) | ($36,559) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' |
Equity based settlement | 26,924 | 0 |
Debt forgiveness | 23,063 | 0 |
Changes in operating assets and liabilities | ' | ' |
Accrued expenses | -45,801 | 7,197 |
Prepaid assets | -4,667 | 0 |
NET CASH USED IN OPERATING ACTIVITIES | -94,698 | -29,362 |
CASH FLOWS FROM FINANCING ACTIVITIES | ' | ' |
Proceeds from issuance of common stock | 134,000 | 0 |
Contributed capital | 0 | 27,500 |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 134,000 | 27,500 |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 39,302 | -1,862 |
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD | 7,863 | 9,725 |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | 47,165 | 7,863 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION | ' | ' |
Interest paid | 0 | 0 |
Income taxes | $0 | $0 |
DESCRIPTION_OF_COMPANY
DESCRIPTION OF COMPANY: | 12 Months Ended |
Dec. 31, 2013 | |
Organization, Consolidation and Presentation Of Financial Statements [Abstract] | ' |
Nature of Operations [Text Block] | ' |
NOTE 1 - DESCRIPTION OF COMPANY: | |
We are a Delaware corporation formerly known as Scoop, Inc. In April 2001 Scoop, Inc. amended its Certificate of Incorporation to change its name to 24Holdings Inc. (“we”, “our”, “us”, “24Holdings” or the “Company”). Prior to September 30, 2005, 24Holdings was a holding company that conducted its business operations through its wholly owned subsidiary 24STORE (Europe) Limited, a company incorporated under the laws of England formerly known as 24STORE.com Limited ("24STORE"). 24STORE commenced business operations in 1996 and focused on the sale of media products and business information services. Commencing in July 1998, the Company underwent voluntary reorganization under Chapter 11 of the United States Bankruptcy Code. In accordance with the Plan of Reorganization approved by the Bankruptcy Court in December 1999, InfiniCom, AB (now known as Avalon Innovation AB), a Swedish registered company (“Infinicom”), acquired 91% of the outstanding stock of the Company in exchange for 100% of the stock of 24STORE. Subsequent to Infinicom’s acquisition in 1999 and until September 30, 2005, the business operations of 24STORE, which represented all of the Company's operations, were devoted to supplying business customers with computer and electronics products. | |
On October 23, 2006 (the “Effective Date”), the Company implemented a 1 for 125 reverse stock split (the “Reverse Split”) of its common stock par value $0.001 per share (the “Common Stock”). Pursuant to the Reverse Split, each 125 shares of Common Stock issued and outstanding as of the Effective Date was converted into one (1) share of Common Stock. The Reverse Split also reduced the number of shares of Common Stock into which each share of our Series A Convertible Preferred Stock, par value $0.001 (the “Preferred Stock”) could be converted from 100 shares to 0.8 shares. All per share data herein has been retroactively restated to reflect the Reverse Split. | |
Since September 30, 2005, our purpose has been to serve as a vehicle to acquire an operating business and we are currently considered a “shell” company inasmuch as we are not generating revenues, do not own an operating business, and have no specific plan other than to engage in a merger or acquisition transaction with a yet-to-be identified operating company or business. We have no employees and no material assets. | |
CHANGE OF OWNERSHIP TRANSACTIONS | |
On May 26, 2005, we entered into a series of agreements with Infinicom in connection with our sale of all of the outstanding stock of 24STORE (the “24STORE Sale”) and separately, the assignment of all rights and title to certain trademarks and domain names (the “IP Assets”) that we held (the “IP Assignment”). Pursuant to the terms of the 24STORE Sale, Infinicom paid us $100,000 for our 24STORE shares and pursuant to the IP Assignment, we paid for the IP Assets through a set-off against all outstanding and contingent liabilities we owed to Infinicom determined as of the closing date of the 24STORE Sale, which amounted to $603,830. | |
On May 26, 2005, we also entered into a Preferred Stock Purchase Agreement with Infinicom (the “Preferred Stock Agreement”) pursuant to which we sold to Infinicom 344,595 shares of Preferred Stock in exchange for the discharge of $230,879 of outstanding debt owed to Infinicom. Each share of the Preferred Stock is convertible into 0.8 shares of our Common Stock at the holder’s option. | |
On May 26, 2005, Infinicom, 24Holdings, Moyo Partners, LLC (“Moyo”) and R&R Biotech Partners, LLC (“R&R”, and together with Moyo, the “Purchasers”) entered into a Common Stock Purchase Agreement (the “Infinicom Sale Agreement”) pursuant to which, Infinicom agreed to sell to the Purchasers an aggregate of 873,369 shares of Common Stock (which included shares issuable upon conversion of the Preferred Stock) which represented approximately 83.6% of the then issued and outstanding shares of Common Stock (the “Infinicom Sale”). In return, the Purchasers (i) paid to Infinicom $500,000 in cash, and (ii) agreed that upon the occurrence of one of several post-closing events, including a merger with one or more as yet unidentified private unaffiliated operating companies, to cause 24Holdings to issue to Infinicom shares of Common Stock representing 1% of the then issued and outstanding shares of Common Stock on a fully diluted basis (the “Infinicom Additional Shares”). The consummation of the Infinicom Sale was contingent on the contemporaneous closing of the 24STORE Sale and the IP Assignment. | |
On September 30, 2005, 24Holdings and Infinicom completed the transactions contemplated in the 24STORE Sale, the IP Assignment and the Preferred Stock Agreement as described above. Infinicom forgave the $603,830 of debt 24Holdings owed to them in consideration of the IP Assignment. | |
Effective September 30, 2005, Infinicom completed the sale to the Purchasers, under the Infinicom Sale Agreement, of 597,693 shares of Common Stock (which represented 77.7% of the 769,226 shares of Common Stock then issued and outstanding) and 344,595 shares of Preferred Stock, constituting 83.6% in the aggregate of the then issued and outstanding Common Stock (assuming the conversion of the Preferred Stock into 275,676 shares of Common Stock). As a result, the Purchasers acquired control of 24Holdings from Infinicom, with R&R beneficially owning 698,696 shares of Common Stock (assuming the conversion by R&R of 275,676 shares of Preferred Stock into 220,541 shares of Common Stock) constituting 66.9% of the then issued and outstanding shares of Common Stock, and Moyo in the aggregate beneficially owning 174,674 shares of Common Stock (assuming the conversion by Moyo of 68,919 shares of Preferred Stock into 55,135 shares of Common Stock) constituting 16.7% of the then issued and outstanding shares of Common Stock. | |
Effective September 30, 2005 Urban von Euler resigned as our president and a director but remained our chief executive officer. Also, effective September 30, 2005, Larsake Sandin resigned as a director and each of Arnold P. Kling and Kirk M. Warshaw were appointed as directors of 24Holdings. On November 21, 2005, effective with the filing of our Form 10-Q for the quarter ended September 30, 2005, Mr. von Euler resigned as chief executive officer and Mr. Kling was appointed president and treasurer and Mr. Warshaw was appointed chief financial officer and secretary. | |
On November 25, 2005, the Infinicom Sale Agreement was amended to provide, among other criteria, that the fair market value of the Infinicom Additional Shares would be no less than $400,000 or more than $600,000 at the time such shares are required to be issued to Infinicom. | |
On February 1, 2006, a total of 250,000 shares of Preferred Stock were authorized for issuance to two individuals who provided services to the Company. On May 12, 2006, we issued 150,000 and 100,000 shares of the Preferred Stock to Arnold P. Kling and Kirk M. Warshaw for their services as the Company's president and chief financial officer, respectively. Each share of Preferred Stock is immediately convertible, at the holder's option, into 0.8 shares of Common Stock. Mr. Kling's services were valued at $11,250 and Mr. Warshaw's services were valued at $7,500. | |
As a result of the Reverse Split we had adequate shares of Common Stock to facilitate the conversion of all the issued and outstanding shares of Preferred Stock. Prior to the Reverse Split, because the conversion terms of the Preferred Stock would have required more shares of Common Stock to be issued than were authorized and available for issuance, $249,628 of indebtedness had been recorded on our balance sheet as a long term liability. As a result of the Reverse Split this amount was reclassified, pursuant to the accounting guidance, as preferred equity. | |
On November 29, 2006, the holders of all the issued and outstanding shares of Preferred Stock elected to convert all of their Preferred Stock into shares of Common Stock. As a result, the 594,595 shares of Preferred Stock outstanding were exchanged for 475,676 shares of Common Stock. | |
On May 9, 2013, we entered into an amendment to the Infinicom Sale Agreement (the “Amendment”) pursuant to which Infinicom’s rights to the Infinicom Additional Shares was converted into 138,322 shares of Common Stock. We recognized non-cash expense of $26,924 associated with this conversion. | |
On May 9, 2013, we raised total gross proceeds of $134,000 from the sale of an aggregate of 688,420 shares of Common Stock at a price of $0.1946488 per share. 344,210 of these shares were sold to Hudson Bay Master Fund Ltd. (“Hudson”) and the other 344,210 shares were sold to Iroquois Master Fund Ltd. (“Iroquois”). The sale to Hudson and Iroquois was exempt from the registration requirements of the Securities Act of 1933, as amended (the “Act”) pursuant to Sections 4(a)(2) and 4(a)(5) of the Act. | |
Prior to May 9, 2013, each of Hudson and Iroquois acquired 349,348 shares of Common Stock at a purchase price of $68,000, or $0.194648 per share, from the Chapter 7 Trustee of the Estates of Rodman & Renshaw, LLC (“Rodman”), Direct Markets, Inc., and Direct Markets Holdings, Corp. in Chapter 7 bankruptcy proceedings pending in the United States Bankruptcy Court for the Southern District of New York (Cases No. 13-10087, 13-10088 and 13-10089). These shares were all the shares of Common Stock beneficially owned by R&R, an affiliate of Rodman. | |
As of December 31, 2013, our authorized capital stock consists of 100,000,000 shares of Common Stock and 5,000,000 shares of Preferred Stock of which 2,071,644 shares of Common Stock and no shares of Preferred Stock, were issued and outstanding. All shares of Common Stock currently outstanding are validly issued, fully paid and non-assessable. | |
During the year ended December 31, 2012, R&R Biotech Partners, LLC made a $27,500 capital contribution to the Company. | |
THE COMPANY TODAY | |
Since September 30, 2005, our purpose has been to serve as a vehicle to acquire an operating business and we are currently considered a “shell” company inasmuch as we are not generating revenues, do not own an operating business, and have no specific plan other than to engage in a merger or acquisition transaction with a yet-to-be identified operating company or business. We have no employees and no material assets. | |
SUMMARY_OF_SIGNIFICANT_ACCOUNT
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: | 12 Months Ended |
Dec. 31, 2013 | |
Accounting Policies [Abstract] | ' |
Significant Accounting Policies [Text Block] | ' |
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: | |
The Company's accounting policies are in accordance with accounting principles generally accepted in the United States of America. Outlined below are those policies considered particularly significant. | |
(a) Going Concern | |
The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplates the Company continuing as a going concern. Our purpose has been to serve as a vehicle to acquire an operating business and we are currently considered a “shell” company inasmuch as we are not generating revenues, we do own an operating business, and have no specific plan other than to engage in a merger or acquisition transaction with a yet-to-be-identified operating company or business. We currently have no definitive agreements or understandings with any prospective business combination candidates and there are no assurances that we will find a suitable business with which to combine. The implementation of our business objectives is wholly contingent upon a business combination and/or the successful sale of our securities. We intend to utilize the proceeds of any offering, any sales of equity securities or debt securities, bank and other borrowings or a combination of those sources to effect a business combination with a target business which we believe may have significant growth potential. While we may, under certain circumstances, seek to effect business combinations with more than one target business, unless additional financing is obtained, we will not have sufficient proceeds remaining after an initial business combination to undertake additional business combinations. There is no assurance that these plans will be realized in whole or in part. The financial statements do not include any adjustments that might result from the outcome these uncertainties. | |
Since inception, the Company has incurred an accumulated deficit of $10,954,286 through December 31, 2013. For the years ended December 31, 2013 and 2012, the Company had net losses of $94,217 and $36,559, respectively. The Company has incurred negative cash flow from operating activities since its inception. The Company has spent, and subject to obtaining additional financing, expects to continue to spend, substantial amounts in connection with executing its business strategy. These conditions raise substantial doubt about the Company's ability to continue as a going concern. | |
(b) Use of Estimates: | |
In preparing financial statements in accordance with accounting principles generally accepted in the United States of America, management makes certain estimates and assumptions, where applicable, that affect the reported amounts of assets and liabilities | |
and disclosures of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting period. While actual results could differ from those estimates, management does not expect such variances, if any, to have a material effect on the financial statements. | |
(c) Statements of Cash Flows: | |
For purposes of the statements of cash flows the Company considers all highly liquid investments purchased with a remaining maturity of three months or less to be cash equivalents. | |
(d) Earnings (Loss) Per Share: | |
Basic earnings (loss) per share has been computed on the basis of the weighted average number of common shares outstanding during each period presented according to the the Financial Accounting Standards Board’s (FASB) guidance for "EARNINGS PER SHARE". Diluted earnings (loss) per share reflects the potential dilution that could occur if options or other contracts to issue shares of common stock were exercised or converted to common stock as long as the effect of their inclusion is not anti-dilutive. We currently have no options or contracts to issue shares of common stock outstanding. | |
(e) Income Taxes: | |
The asset and liability method is used in accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for operating loss and tax credit carry forwards and for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is recorded to reduce the carrying amounts of deferred tax assets unless it is more likely than not that such assets will be realized. | |
(f) Financial Instruments | |
The estimated fair values of all reported assets and liabilities which represent financial instruments, none of which are held for trading purposes, approximate their carrying value because of the short term maturity of these instruments or the stated interest rates are indicative of market interest rates. | |
(g) Equity Based Compensation | |
The accounting guidance for “Share Based Payments” requires the recognition of the fair value of employee stock options and similar awards and applies to all outstanding and vested stock-based awards. | |
In computing the impact, the fair value of each option is estimated on the date of grant based on the Black-Scholes options-pricing model utilizing certain assumptions for a risk free interest rate; volatility; and expected remaining lives of the awards. The assumptions used in calculating the fair value of share-based payment awards represent management’s best estimates, but these estimates involve inherent uncertainties and the application of management judgment. As a result, if factors change and the Company uses different assumptions, the Company’s stock-based compensation expense could be materially different in the future. In addition, the Company is required to estimate the expected forfeiture rate and only recognize expense for those shares expected to vest. In estimating the Company’s forfeiture rate, the Company analyzed its historical forfeiture rate, the remaining lives of unvested options, and the amount of vested options as a percentage of total options outstanding. If the Company’s actual forfeiture rate is materially different from its estimate, or if the Company reevaluates the forfeiture rate in the future, the stock-based compensation expense could be significantly different from what we have recorded in the current period. The last equity based compensation issued by the Company was more than two years ago and such shares were fully vested upon issuance, hence an expense was recorded at that time. | |
(h) New Accounting Pronouncements | |
All new accounting pronouncements issued but not yet effective have been reviewed and determined to be not applicable. As a result, the adoption of such new accounting pronouncements, when effective, is not expected to have a material impact on the financial position of the Company. | |
SHAREHOLDERS_EQUITY_DEFICIT
SHAREHOLDERS' EQUITY (DEFICIT): | 12 Months Ended |
Dec. 31, 2013 | |
Stockholders' Equity Note [Abstract] | ' |
Stockholders' Equity Note Disclosure [Text Block] | ' |
NOTE 3 - SHAREHOLDERS' EQUITY (DEFICIT): | |
On the Effective Date, the Company implemented the Reverse Split of its Common Stock. Pursuant to the Reverse Split, each 125 shares of Common Stock issued and outstanding as of the Effective Date were converted into one (1) share of Common Stock. The Reverse Split also reduced the number of shares of Common Stock into which each share of Preferred Stock could be converted from 100 shares to 0.8 shares. All per share data herein has been retroactively restated to reflect the Reverse Split. | |
On September 30, 2005, Moyo Partners, LLC and R&R Biotech Partners, LLC purchased 597,693 shares of Common Stock and 344,595 shares of Preferred Stock from Infinicom, AB in exchange for aggregate gross proceeds of $500,000 and 1% of our outstanding shares following the occurrence of one of several possible post-closing corporate events. The Common Stock acquired represented 77.7% of the shares of Common Stock then outstanding and together with the shares of Preferred Stock constituted 83.6% in the aggregate of the Company’s then issued and outstanding Common Stock (assuming conversion of the Preferred Stock into 275,676 shares of Common Stock). | |
On February 1, 2006, a total of 250,000 shares of Preferred Stock were authorized for issuance to two individuals who provided services to the Company. On May 12, 2006, the Company filed a Certificate of Amendment to the Certificate of Designation for the Preferred Stock with the Secretary of State of the State of Delaware, increasing the number of shares designated as Preferred Stock from 500,000 to 600,000 shares. As a result of this filing, the Company issued 150,000 and 100,000 shares of the Preferred Stock to Arnold Kling and Kirk Warshaw for their services as the Company's President and Chief Financial Officer, respectively. Each share of Preferred Stock was convertible, at the holder's option, into 0.8 share of Common Stock. Mr. Kling's services were valued at $11,250 and Mr. Warshaw's services were valued at $7,500. | |
On November 29, 2006, the holders of all the issued and outstanding shares of Preferred Stock elected to convert all of their Preferred Stock into shares of Common Stock. As a result, the 594,595 shares of Preferred Stock outstanding were exchanged for 475,676 shares of Common Stock. | |
As of December 31, 2013, our authorized capital stock consists of 100,000,000 shares of Common Stock and 5,000,000 shares of Preferred Stock of which 2,071,644 shares of Common Stock, and no shares of Preferred Stock, are issued and outstanding. All shares of Common Stock currently outstanding are validly issued, fully paid and non-assessable. | |
On May 9, 2013, we entered into an amendment to the Infinicom Sale Agreement (the “Amendment”) pursuant to which Infinicom’s rights to the Infinicom Additional Shares was converted into 138,322 shares of Common Stock. We recognized non-cash expense of $26,924 associated with this conversion. | |
On May 9, 2013, we raised total gross proceeds of $134,000 from the sale of an aggregate of 688,420 shares of Common Stock at a price of $0.1946488 per share. 344,210 of these shares were sold to Hudson Bay Master Fund Ltd. (“Hudson”) and the other 344,210 shares were sold to Iroquois Master Fund Ltd. (“Iroquois”). The sale to Hudson and Iroquois was exempt from the registration requirements of the Securities Act of 1933, as amended (the “Act”) pursuant to Sections 4(a)(2) and 4(a)(5) of the Act. | |
Prior to May 9, 2013, each of Hudson and Iroquois acquired 349,348 shares of Common Stock at a purchase price of $68,000, or $0.194648 per share, from the Chapter 7 Trustee of the Estates of Rodman & Renshaw, LLC (“Rodman”), Direct Markets, Inc., and Direct Markets Holdings, Corp. in Chapter 7 bankruptcy proceedings pending in the United States Bankruptcy Court for the Southern District of New York (Cases No. 13-10087, 13-10088 and 13-10089). These shares were all the shares of Common Stock beneficially owned by R&R, an affiliate of Rodman. | |
During fiscal year 2012, the majority stockholder contributed an additional $27,500 to the Company. | |
INCOME_TAXES
INCOME TAXES: | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||
Income Tax Disclosure [Text Block] | ' | ||||||||
NOTE 4 - INCOME TAXES: | |||||||||
31-Dec | |||||||||
2013 | 2012 | ||||||||
Deferred tax assets and liabilities consist of the following: | |||||||||
Deferred tax assets: | |||||||||
Net operating loss carry forwards | $ | 448,000 | $ | 422,000 | |||||
Less valuation allowance | (448,000 | ) | (422,000 | ) | |||||
$ | - | $ | - | ||||||
The provision for income taxes differs from the amount computed by applying the US statutory income tax rate as follows: | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Provision for expected federal statutory rate | -35% | -35% | |||||||
State income tax, net | -3% | -3% | |||||||
Loss for which no benefit is available or a valuation allowance has been recorded | 38% | 38% | |||||||
--% | --% | ||||||||
At December 31, 2013, the Company had approximately $1,179,000 of net operating loss carry forwards (“NOL’s”) available which expires in various years beginning in 2033. The deferred tax asset and related valuation increased by $26,000 during 2013. The utilization of the net operating loss carryforward has been limited as to its use pursuant to the Internal Revenue Code Section 382 due to the recent change in ownership of the Company. The benefits of these NOL’s may be reduced in the future if the Company is successful in establishing a new business. The Company's federal and state income tax returns for the years 2009 through 2013 remain open for audit by applicable regulatory authority. | |||||||||
COMMITMENTS_AND_CONTIGENCIES
COMMITMENTS AND CONTIGENCIES | 12 Months Ended |
Dec. 31, 2013 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Commitments and Contingencies Disclosure [Text Block] | ' |
NOTE 5 – COMMITMENTS AND CONTINGENCIES | |
Effective January 1, 2009, the Company operates from the offices of its CFO and director for $500 a quarter. The Company has recorded rent expense of $2,000 and $2,000 for the years ended December 31, 2013 and 2012, respectively. | |
SUBSEQUENT_EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Events [Text Block] | ' |
NOTE 6 – SUBSEQUENT EVENTS | |
The Company has evaluated subsequent events and has determined that there were no other subsequent events to recognize or disclose in these financial statements. | |
SUMMARY_OF_SIGNIFICANT_ACCOUNT1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (Policies) | 12 Months Ended |
Dec. 31, 2013 | |
Accounting Policies [Abstract] | ' |
Going Concern [Policy Text Block] | ' |
(a) Going Concern | |
The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplates the Company continuing as a going concern. Our purpose has been to serve as a vehicle to acquire an operating business and we are currently considered a “shell” company inasmuch as we are not generating revenues, we do own an operating business, and have no specific plan other than to engage in a merger or acquisition transaction with a yet-to-be-identified operating company or business. We currently have no definitive agreements or understandings with any prospective business combination candidates and there are no assurances that we will find a suitable business with which to combine. The implementation of our business objectives is wholly contingent upon a business combination and/or the successful sale of our securities. We intend to utilize the proceeds of any offering, any sales of equity securities or debt securities, bank and other borrowings or a combination of those sources to effect a business combination with a target business which we believe may have significant growth potential. While we may, under certain circumstances, seek to effect business combinations with more than one target business, unless additional financing is obtained, we will not have sufficient proceeds remaining after an initial business combination to undertake additional business combinations. There is no assurance that these plans will be realized in whole or in part. The financial statements do not include any adjustments that might result from the outcome these uncertainties. | |
Since inception, the Company has incurred an accumulated deficit of $10,954,286 through December 31, 2013. For the years ended December 31, 2013 and 2012, the Company had net losses of $94,217 and $36,559, respectively. The Company has incurred negative cash flow from operating activities since its inception. The Company has spent, and subject to obtaining additional financing, expects to continue to spend, substantial amounts in connection with executing its business strategy. These conditions raise substantial doubt about the Company's ability to continue as a going concern. | |
Use of Estimates, Policy [Policy Text Block] | ' |
(b) Use of Estimates: | |
In preparing financial statements in accordance with accounting principles generally accepted in the United States of America, management makes certain estimates and assumptions, where applicable, that affect the reported amounts of assets and liabilities | |
and disclosures of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting period. While actual results could differ from those estimates, management does not expect such variances, if any, to have a material effect on the financial statements. | |
Condensed Cash Flow Statement [Policy Text Block] | ' |
(c) Statements of Cash Flows: | |
For purposes of the statements of cash flows the Company considers all highly liquid investments purchased with a remaining maturity of three months or less to be cash equivalents. | |
Earnings Per Share, Policy [Policy Text Block] | ' |
(d) Earnings (Loss) Per Share: | |
Basic earnings (loss) per share has been computed on the basis of the weighted average number of common shares outstanding during each period presented according to the the Financial Accounting Standards Board’s (FASB) guidance for "EARNINGS PER SHARE". Diluted earnings (loss) per share reflects the potential dilution that could occur if options or other contracts to issue shares of common stock were exercised or converted to common stock as long as the effect of their inclusion is not anti-dilutive. We currently have no options or contracts to issue shares of common stock outstanding. | |
Income Tax, Policy [Policy Text Block] | ' |
(e) Income Taxes: | |
The asset and liability method is used in accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for operating loss and tax credit carry forwards and for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is recorded to reduce the carrying amounts of deferred tax assets unless it is more likely than not that such assets will be realized. | |
Fair Value of Financial Instruments, Policy [Policy Text Block] | ' |
(f) Financial Instruments | |
The estimated fair values of all reported assets and liabilities which represent financial instruments, none of which are held for trading purposes, approximate their carrying value because of the short term maturity of these instruments or the stated interest rates are indicative of market interest rates. | |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | ' |
(g) Equity Based Compensation | |
The accounting guidance for “Share Based Payments” requires the recognition of the fair value of employee stock options and similar awards and applies to all outstanding and vested stock-based awards. | |
In computing the impact, the fair value of each option is estimated on the date of grant based on the Black-Scholes options-pricing model utilizing certain assumptions for a risk free interest rate; volatility; and expected remaining lives of the awards. The assumptions used in calculating the fair value of share-based payment awards represent management’s best estimates, but these estimates involve inherent uncertainties and the application of management judgment. As a result, if factors change and the Company uses different assumptions, the Company’s stock-based compensation expense could be materially different in the future. In addition, the Company is required to estimate the expected forfeiture rate and only recognize expense for those shares expected to vest. In estimating the Company’s forfeiture rate, the Company analyzed its historical forfeiture rate, the remaining lives of unvested options, and the amount of vested options as a percentage of total options outstanding. If the Company’s actual forfeiture rate is materially different from its estimate, or if the Company reevaluates the forfeiture rate in the future, the stock-based compensation expense could be significantly different from what we have recorded in the current period. The last equity based compensation issued by the Company was more than two years ago and such shares were fully vested upon issuance, hence an expense was recorded at that time. | |
New Accounting Pronouncements, Policy [Policy Text Block] | ' |
(h) New Accounting Pronouncements | |
All new accounting pronouncements issued but not yet effective have been reviewed and determined to be not applicable. As a result, the adoption of such new accounting pronouncements, when effective, is not expected to have a material impact on the financial position of the Company. | |
INCOME_TAXES_Tables
INCOME TAXES: (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Income Tax Disclosure [Abstract] | ' | |||||||
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | ' | |||||||
December 31 | ||||||||
2013 | 2012 | |||||||
Deferred tax assets and liabilities consist of the following: | ||||||||
Deferred tax assets: | ||||||||
Net operating loss carry forwards | $ | 448,000 | $ | 422,000 | ||||
Less valuation allowance | -448,000 | -422,000 | ||||||
$ | - | $ | - | |||||
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | ' | |||||||
The provision for income taxes differs from the amount computed by applying the US statutory income tax rate as follows: | ||||||||
December 31, | ||||||||
2013 | 2012 | |||||||
Provision for expected federal statutory rate | -35 | % | -35 | % | ||||
State income tax, net | -3 | % | -3 | % | ||||
Loss for which no benefit is available or a valuation allowance has been recorded | 38 | % | 38 | % | ||||
- | % | - | % | |||||
DESCRIPTION_OF_COMPANY_Details
DESCRIPTION OF COMPANY: (Details Textual) (USD $) | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | ||||||||||||||||||
Oct. 31, 2006 | Feb. 28, 2006 | Dec. 31, 2013 | Dec. 31, 2012 | Nov. 29, 2006 | Feb. 28, 2006 | Feb. 28, 2006 | Feb. 01, 2006 | Dec. 31, 2013 | Nov. 29, 2006 | Dec. 31, 2013 | Sep. 30, 2005 | Nov. 30, 2005 | Nov. 30, 2005 | Sep. 30, 2005 | Sep. 30, 2005 | Sep. 30, 2005 | Dec. 31, 2013 | Sep. 30, 2005 | 31-May-05 | Dec. 31, 2013 | Sep. 30, 2005 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Oct. 31, 2006 | Oct. 23, 2006 | 31-May-05 | 26-May-05 | 31-May-05 | |
Arnold P Kling [Member] | Kirk M Warshaw [Member] | Services Provider [Member] | Common Stock [Member] | Common Stock [Member] | Preferred Stock [Member] | Infinicom Sale Agreement [Member] | Infinicom Sale Agreement [Member] | Infinicom Sale Agreement [Member] | Infinicom Sale Agreement [Member] | Infinicom Sale Agreement [Member] | Infinicom and R R [Member] | Infinicom Sale Agreement Amendment [Member] | Infinicom [Member] | Infinicom [Member] | Infinicom [Member] | Moyo [Member] | Hudson [Member] | Hudson [Member] | Hudson [Member] | Iroquois [Member] | Iroquois [Member] | Series A Convertible Preferred Stock [Member] | Series A Convertible Preferred Stock [Member] | Preferred Stock Agreement [Member] | Preferred Stock Agreement [Member] | Common Stock Purchase Agreement [Member] | ||||||
Minimum [Member] | Maximum [Member] | Common Stock [Member] | Preferred Stock [Member] | Infinicom Sale Agreement [Member] | Chapter 7 Trustee [Member] | Common Stock [Member] | Chapter 7 Trustee [Member] | |||||||||||||||||||||||||
Description Of Company [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business Acquisition, Description of Acquired Entity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'In accordance with the Plan of Reorganization approved by the Bankruptcy Court in December 1999, InfiniCom, AB (now known as Avalon Innovation AB), a Swedish registered company (Infinicom), acquired 91% of the outstanding stock of the Company in exchange for 100% of the stock of 24STORE. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stockholders' Equity Note, Stock Split | '1 for 125 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common Stock, Par Or Stated Value Per Share (in dollars per share) | ' | ' | $0.00 | $0.00 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common Stock Conversion Description | ' | ' | 'each 125 shares of Common Stock issued and outstanding as of the Effective Date was converted into one (1) share of Common Stock. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred Stock, Par Or Stated Value Per Share (in dollars per share) | ' | ' | $0.00 | $0.00 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.00 | ' | ' | ' |
Preferred Stock Conversion Description | ' | 'Preferred Stock is immediately convertible, at the holder's option, into 0.8 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'converted from 100 shares to 0.8 shares. | ' | 'Each share of the Preferred Stock is convertible into 0.8 | ' | ' |
Proceeds from Related Party Debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $603,830 | $100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Repayments of Related Party Debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 603,830 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Issued During Period, Shares, New Issues | ' | ' | ' | ' | ' | ' | ' | ' | 826,742 | ' | 0 | ' | ' | ' | 597,693 | 344,595 | ' | ' | ' | ' | ' | ' | 344,210 | ' | 688,420 | 344,210 | ' | ' | ' | 344,595 | ' | 873,369 |
Stock Issued During Period, Value, Conversion of Convertible Securities | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 230,879 | ' | ' |
Common Stock Issued Outstanding Percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 83.60% | ' |
Cash | ' | ' | 47,165 | 7,863 | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common Stocks Issued Outstanding Diluted Percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | ' |
Common Stock Issued Outstanding Percentage One | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 77.70% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common Stock Issued Outstanding Percentage Two | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 83.60% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock, shares issued | ' | ' | 0 | 0 | ' | ' | ' | ' | ' | ' | ' | 275,676 | ' | ' | ' | ' | 275,676 | ' | ' | ' | ' | 68,919 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred Stock Converted To Common Stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 220,541 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 55,135 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common Stock Issued Outstanding Percentage Three | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 66.90% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common Stock Issued Outstanding Percentage Four | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 16.70% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock, shares authorized | ' | ' | 5,000,000 | 5,000,000 | ' | ' | ' | 250,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Issued During Period, Shares, Issued for Services | ' | ' | ' | ' | ' | 150,000 | 100,000 | ' | ' | ' | ' | ' | ' | ' | 769,226 | 698,696 | ' | ' | ' | ' | ' | 174,674 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Issued During Period, Value, Issued for Services | ' | ' | ' | ' | ' | 11,250 | 7,500 | ' | ' | ' | ' | ' | 400,000 | 600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares authorized | ' | ' | 100,000,000 | 100,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares, issued | ' | ' | 2,071,644 | 1,244,902 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred Stock Exchanged With Common Stock | ' | ' | ' | ' | 594,595 | ' | ' | ' | ' | 475,676 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Liabilities, Noncurrent | ' | ' | 249,628 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from Issuance of Common Stock | ' | ' | 134,000 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Issued During Period, Shares, Conversion of Units | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 138,322 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Employee Benefits and Share-based Compensation, Total | ' | ' | 26,924 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 26,924 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common Stock Sale Price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.1946488 | ' | ' | 0.1946488 | ' | ' | ' | ' | ' | ' |
Common Stock Shares Acquired During Period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 349,348 | ' | ' | 349,348 | ' | ' | ' | ' | ' |
Common Stock Shares Purchase Price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 68,000 | ' | ' | 68,000 | ' | ' | ' | ' | ' |
Common Stock Shares Purchase Price Per Share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.19 | ' | ' | $0.19 | ' | ' | ' | ' | ' |
Proceeds From Contributed Capital | ' | ' | $0 | $27,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
SUMMARY_OF_SIGNIFICANT_ACCOUNT2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (Details Texual) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Significant Accounting Policies [Line Items] | ' | ' |
Accumulated deficit | ($10,954,286) | ($10,860,069) |
Net loss | ($94,217) | ($36,559) |
SHAREHOLDERS_EQUITY_DEFICIT_De
SHAREHOLDERS' EQUITY (DEFICIT): (Details Textual) (USD $) | 1 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | ||||||||||||||||||
Feb. 28, 2006 | Dec. 31, 2013 | Dec. 31, 2012 | Nov. 29, 2006 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Sep. 30, 2005 | Dec. 31, 2013 | Dec. 31, 2013 | Nov. 29, 2006 | Dec. 31, 2013 | Sep. 30, 2005 | Dec. 31, 2013 | Sep. 30, 2005 | Oct. 31, 2006 | Feb. 28, 2006 | Feb. 28, 2006 | Feb. 01, 2006 | Nov. 30, 2005 | Nov. 30, 2005 | Oct. 31, 2006 | Feb. 28, 2006 | Dec. 31, 2012 | Nov. 29, 2006 | Feb. 28, 2006 | Feb. 28, 2006 | Oct. 31, 2006 | |
Hudson [Member] | Iroquois [Member] | Chapter 7 Trustee [Member] | Chapter 7 Trustee [Member] | Infinicom Sale Agreement [Member] | Infinicom Sale Agreement Amendment [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Preferred Stock [Member] | Preferred Stock [Member] | Series A Convertible Preferred Stock [Member] | Arnold P Kling [Member] | Kirk M Warshaw [Member] | Services Provider [Member] | Minimum [Member] | Maximum [Member] | Stockholders' Equity, Total [Member] | Stockholders' Equity, Total [Member] | Stockholders' Equity, Total [Member] | Stockholders' Equity, Total [Member] | Stockholders' Equity, Total [Member] | Stockholders' Equity, Total [Member] | Stockholders' Equity, Total [Member] | |||||
Hudson [Member] | Iroquois [Member] | Hudson [Member] | Infinicom Sale Agreement [Member] | Infinicom Sale Agreement [Member] | Infinicom Sale Agreement [Member] | Infinicom Sale Agreement [Member] | Arnold P Kling [Member] | Kirk M Warshaw [Member] | Kirk M Warshaw [Member] | ||||||||||||||||||||
Series A Convertible Preferred Stock [Member] | |||||||||||||||||||||||||||||
Stockholders Equity Deficit Disclosure [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock, shares authorized | ' | 5,000,000 | 5,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 250,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Issued During Period, Shares, Issued for Services | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 769,226 | ' | 698,696 | ' | 150,000 | 100,000 | ' | ' | ' | ' | 150,000 | ' | ' | 100,000 | ' | ' |
Preferred Stock Conversion Description | 'Preferred Stock is immediately convertible, at the holder's option, into 0.8 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'converted from 100 shares to 0.8 shares. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'converted from 100 shares to 0.8 shares. |
Stock Issued During Period, Value, Issued for Services | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $11,250 | $7,500 | ' | $400,000 | $600,000 | ' | ' | ' | ' | $11,250 | $7,500 | ' |
Common Stock Conversion Description | ' | 'each 125 shares of Common Stock issued and outstanding as of the Effective Date was converted into one (1) share of Common Stock. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'each 125 shares of Common Stock issued and outstanding as of the Effective Date were converted into one (1) share of Common Stock | ' | ' | ' | ' | ' | ' |
Preferred stock, shares outstanding | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 594,595 | ' | ' | ' |
Preferred Stock Exchanged With Common Stock | ' | ' | ' | 594,595 | ' | ' | ' | ' | ' | ' | ' | 475,676 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 475,676 | ' | ' | ' |
Common stock, shares, issued | ' | 2,071,644 | 1,244,902 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from Issuance of Common Stock | ' | 134,000 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 27,500 | ' | ' | ' | ' |
Stock Issued During Period, Shares, New Issues | ' | ' | ' | ' | 344,210 | 344,210 | ' | ' | ' | ' | 826,742 | ' | 688,420 | 597,693 | 0 | 344,595 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash | ' | 47,165 | 7,863 | ' | ' | ' | ' | ' | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common Stocks Issued Outstanding Diluted Percentage | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common Stock Issued Outstanding Percentage One | ' | ' | ' | ' | ' | ' | ' | ' | 77.70% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common Stock Issued Outstanding Percentage Two | ' | ' | ' | ' | ' | ' | ' | ' | 83.60% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock, shares issued | ' | 0 | 0 | ' | ' | ' | ' | ' | 275,676 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares authorized | ' | 100,000,000 | 100,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common Stock Sale Price | ' | ' | ' | ' | 0.1946488 | 0.1946488 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common Stock Shares Acquired During Period | ' | ' | ' | ' | ' | ' | 349,348 | 349,348 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common Stock Shares Purchase Price | ' | ' | ' | ' | ' | ' | 68,000 | 68,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Issued During Period, Shares, Conversion of Units | ' | ' | ' | ' | ' | ' | ' | ' | ' | 138,322 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Employee Benefits and Share-based Compensation, Total | ' | $26,924 | $0 | ' | ' | ' | ' | ' | ' | $26,924 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common Stock Shares Purchase Price Per Share | ' | ' | ' | ' | ' | ' | $0.19 | $0.19 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
INCOME_TAXES_Details
INCOME TAXES: (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Deferred tax assets: | ' | ' |
Net operating loss carry forwards | $448,000 | $422,000 |
Less valuation allowance | -448,000 | -422,000 |
Deferred Tax Assets, Net of Valuation Allowance | $0 | $0 |
INCOME_TAXES_Details_1
INCOME TAXES: (Details 1) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Income Tax Disclosure [Line Items] | ' | ' |
Provision for expected federal statutory rate | -35.00% | -35.00% |
State income tax, net | -3.00% | -3.00% |
Loss for which no benefit is available or a valuation allowance has been recorded | 38.00% | 38.00% |
Effective Income Tax Rate, Continuing Operations | 0.00% | 0.00% |
INCOME_TAXES_Details_Textual
INCOME TAXES: (Details Textual) (USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Income Tax Disclosure [Line Items] | ' |
Operating Loss Carryforwards | $1,179,000 |
Valuation Allowance, Deferred Tax Asset, Change in Amount | $26,000 |
Operating Loss Carryforwards Expiration Dates 1 | '2033 |
COMMITMENTS_AND_CONTIGENCIES_D
COMMITMENTS AND CONTIGENCIES (Details Textual) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Jan. 01, 2009 | |
Kirk M Warshaw [Member] | |||
Commitments And Contingencies Disclosure [Line Items] | ' | ' | ' |
Amount Payable Quarterly Towards Rental And Administrative Services | ' | ' | $500 |
Payments for Rent | $2,000 | $2,000 | ' |