Document and Entity Information
Document and Entity Information | 9 Months Ended |
Sep. 30, 2017 | |
Details | |
Registrant Name | FULLNET COMMUNICATIONS INC |
Registrant CIK | 1,092,570 |
SEC Form | 8-K |
Period End date | Sep. 30, 2017 |
Fiscal Year End | --12-31 |
Trading Symbol | fulo |
Tax Identification Number (TIN) | 731,473,361 |
Filer Category | Smaller Reporting Company |
Current with reporting | Yes |
Voluntary filer | No |
Well-known Seasoned Issuer | No |
Amendment Flag | false |
Document Fiscal Year Focus | 2,017 |
Document Fiscal Period Focus | FY |
Entity Incorporation, State Country Name | Oklahoma |
Contained File Information, File Number | 000-27031 |
Entity Address, Address Line One | 201 Robert S. Kerr Avenue, Suite 210 |
Entity Address, City or Town | Oklahoma City |
Entity Address, State or Province | Oklahoma |
Entity Address, Postal Zip Code | 73,102 |
City Area Code | 405 |
Local Phone Number | 236-8200 |
Unaudited Pro Forma Condensed C
Unaudited Pro Forma Condensed Consolidated Balance Sheet | Sep. 30, 2017USD ($) | |
Pro Forma Adjustments | ||
CURRENT ASSETS | ||
Cash | $ 40,011 | [1] |
Total current assets | 40,011 | |
PROPERTY AND EQUIPMENT, net | [2] | |
TOTAL ASSETS | 40,011 | |
CURRENT LIABILITIES | ||
Accounts payable | (54,229) | [1] |
Accrued and other liabilities | 9,162 | [2] |
Convertible notes payable, related party - current portion | (123,912) | [1] |
Total current liabilities | (168,979) | |
Total liabilities | (168,979) | |
STOCKHOLDERS' DEFICIT | ||
Accumulated deficit | 208,990 | [2] |
Total stockholders' deficit | 208,990 | |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | 40,011 | |
Pro Forma Continuing Operations | ||
CURRENT ASSETS | ||
Cash | 63,969 | [1] |
Accounts receivable, net | 7,672 | |
Prepaid expenses and other current assets | 19,966 | |
Total current assets | 91,607 | |
PROPERTY AND EQUIPMENT, net | 64,280 | [2] |
OTHER ASSETS AND INTANGIBLE ASSETS | 24,021 | |
TOTAL ASSETS | 179,908 | |
CURRENT LIABILITIES | ||
Accounts payable | 32,113 | [1] |
Accounts payable, related party | 3,461 | |
Accrued and other liabilities | 641,544 | [2] |
Convertible notes payable, related party - current portion | 7,203 | [1] |
Deferred revenue | 405,727 | |
Total current liabilities | 1,090,048 | |
CONVERTIBLE NOTES PAYABLE, related party - long-term portion | 27,328 | |
Total liabilities | 1,117,376 | |
STOCKHOLDERS' DEFICIT | ||
Preferred Stock, Value | 611,950 | |
Common Stock, Value | 119 | |
Additional paid-in capital | 8,645,840 | |
Accumulated deficit | (10,195,377) | [2] |
Total stockholders' deficit | (937,468) | |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | 179,908 | |
Cash | 23,958 | [1] |
Accounts receivable, net | 7,672 | |
Prepaid expenses and other current assets | 19,966 | |
Total current assets | 51,596 | |
PROPERTY AND EQUIPMENT, net | 64,280 | [2] |
OTHER ASSETS AND INTANGIBLE ASSETS | 24,021 | |
TOTAL ASSETS | 139,897 | |
Accounts payable | 86,342 | [1] |
Accounts payable, related party | 3,461 | |
Accrued and other liabilities | 632,382 | [2] |
Convertible notes payable, related party - current portion | 131,115 | [1] |
Deferred revenue | 405,727 | |
Total current liabilities | 1,259,027 | |
CONVERTIBLE NOTES PAYABLE, related party - long-term portion | 27,328 | |
Total liabilities | 1,286,355 | |
Preferred Stock, Value | 611,950 | |
Common Stock, Value | 119 | |
Additional paid-in capital | 8,645,840 | |
Accumulated deficit | (10,404,367) | [2] |
Total stockholders' deficit | (1,146,458) | |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $ 139,897 | |
[1] | See Note 1. | |
[2] | See Note 2. |
Unaudited Pro Forma Condensed 3
Unaudited Pro Forma Condensed Consolidated Balance Sheet - Parenthetical - $ / shares | Sep. 30, 2017 | Dec. 31, 2016 |
Details | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Preferred Stock, Shares Issued | 987,102 | 987,102 |
Preferred Stock, Shares Outstanding | 987,102 | 987,102 |
Common Stock, Par or Stated Value Per Share | $ 0.00001 | $ 0.00001 |
Common Stock, Shares Authorized | 40,000,000 | 40,000,000 |
Common Stock, Shares, Issued | 11,871,009 | 11,871,009 |
Common Stock, Shares, Outstanding | 11,871,009 | 11,871,009 |
Unaudited Pro Forma Condensed 4
Unaudited Pro Forma Condensed Consolidated Statement of Operations - USD ($) | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2017 | Dec. 31, 2016 | |||
Pro Forma Adjustments | ||||
REVENUES | ||||
Co-location and other revenues | [1] | $ (184,797) | $ (253,944) | |
Total revenues | (184,797) | [1] | (253,944) | |
OPERATING COSTS AND EXPENSES | ||||
Cost of co-location and other revenues | [1] | (125,849) | (134,255) | |
Selling, general and administrative expenses | [1] | (6,608) | (9,079) | |
Total operating costs and expenses | (132,457) | (143,334) | ||
INCOME (LOSS) FROM OPERATIONS | (52,340) | (110,610) | ||
INTEREST EXPENSE | [2] | 8,652 | 12,774 | |
NET LOSS | (43,688) | (97,836) | ||
Net loss available to common stockholders | (43,688) | $ (97,836) | ||
Net loss per common share Basic and diluted | $ (0.01) | |||
Pro Forma Continuing Operations | ||||
REVENUES | ||||
Access service revenues | 32,892 | $ 60,134 | ||
Co-location and other revenues | [1] | 1,286,738 | 1,633,373 | |
Total revenues | 1,319,630 | [1] | 1,693,507 | |
OPERATING COSTS AND EXPENSES | ||||
Cost of access service revenues | 35,709 | 78,003 | ||
Cost of co-location and other revenues | [1] | 123,463 | 139,905 | |
Selling, general and administrative expenses | [1] | 1,207,459 | 1,548,410 | |
Depreciation and amortization | 21,188 | 28,530 | ||
Total operating costs and expenses | 1,387,819 | 1,794,848 | ||
INCOME (LOSS) FROM OPERATIONS | (68,189) | (101,341) | ||
INTEREST EXPENSE | [2] | (1,612) | (2,453) | |
NET LOSS | (69,801) | (103,794) | ||
Preferred stock dividends | (20,174) | (47,073) | ||
Net loss available to common stockholders | $ (89,975) | $ (150,867) | ||
Net loss per common share Basic and diluted | $ (0.01) | $ (0.02) | ||
Weighted average common shares outstanding Basic and diluted | 11,871,009 | 9,298,676 | ||
Access service revenues | $ 32,892 | $ 60,134 | ||
Co-location and other revenues | [1] | 1,471,535 | 1,887,317 | |
Total revenues | 1,504,427 | [1] | 1,947,451 | |
Cost of access service revenues | 35,709 | 78,003 | ||
Cost of co-location and other revenues | [1] | 249,312 | 274,160 | |
Selling, general and administrative expenses | [1] | 1,214,067 | 1,557,489 | |
Depreciation and amortization | 21,188 | 28,530 | ||
Total operating costs and expenses | 1,520,276 | 1,938,182 | ||
INCOME (LOSS) FROM OPERATIONS | (15,849) | 9,269 | ||
INTEREST EXPENSE | [2] | (10,264) | (15,227) | |
NET LOSS | (26,113) | (5,958) | ||
Preferred stock dividends | (20,174) | (47,073) | ||
Net loss available to common stockholders | $ (46,287) | $ (53,031) | ||
Net loss per common share Basic and diluted | $ 0 | $ (0.01) | ||
Weighted average common shares outstanding Basic and diluted | 11,871,009 | 9,298,676 | ||
[1] | See Note 3. | |||
[2] | See Note 4. |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2017 | |
Notes | |
Basis of Presentation | Basis of Presentation |
Pro Forma Adjustments
Pro Forma Adjustments | 9 Months Ended |
Sep. 30, 2017 | |
Notes | |
Pro Forma Adjustments | Pro Forma Adjustments Balance Sheet Adjustments 1) Reflects the net proceeds received on the sale of the FullTel Assets and assumes the utilization of the net proceeds to repay in full the outstanding balance on the convertible loan from a shareholder secured by all of our assets, and to pay certain FullTel liabilities. Gross Cash Proceeds $246,500 Less Selling Costs (28,348) Less Repayment of Secured Convertible Loan (123,912) Less Repayment of Various FullTel Liabilities (54,229) Net Cash $40,011 2) Reflects the gain on disposition assuming that all assets sold are fully depreciated and the net impact to retained earnings as follows: Gross Cash Proceeds $246,500 Less Selling Costs (28,348) Pre-tax Gain $218,152 Less Estimated Tax on Gain (9,162) Net After-tax Gain $208,990 Statement of Operations Adjustments 3) Reflects adjustments to remove direct revenues and expenses associated with the FullTel Assets sold. 4) Reflects a reduction in interest expense as a result of the utilization of the sale proceeds to repay debt. |
Pro Forma Adjustments_ Schedule
Pro Forma Adjustments: Schedule of Balance Sheet Adjustments, Net Proceeds Received (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Tables/Schedules | |
Schedule of Balance Sheet Adjustments, Net Proceeds Received | Gross Cash Proceeds $246,500 Less Selling Costs (28,348) Less Repayment of Secured Convertible Loan (123,912) Less Repayment of Various FullTel Liabilities (54,229) Net Cash $40,011 |
Pro Forma Adjustments_ Schedul8
Pro Forma Adjustments: Schedule of Balance Sheet Adjustments, Gain on Disposltion (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Tables/Schedules | |
Schedule of Balance Sheet Adjustments, Gain on Disposltion | Gross Cash Proceeds $246,500 Less Selling Costs (28,348) Pre-tax Gain $218,152 Less Estimated Tax on Gain (9,162) Net After-tax Gain $208,990 |
Pro Forma Adjustments_ Schedul9
Pro Forma Adjustments: Schedule of Balance Sheet Adjustments, Net Proceeds Received (Details) | 9 Months Ended |
Sep. 30, 2017USD ($) | |
Details | |
Gross Cash Proceeds | $ 246,500 |
Less Selling Costs | (28,348) |
Less Repayment of Secured Convertible Loan | (123,912) |
Less Repayment of Various FullTel Liabilities | (54,229) |
Net Cash | $ 40,011 |
Pro Forma Adjustments_ Schedu10
Pro Forma Adjustments: Schedule of Balance Sheet Adjustments, Gain on Disposltion (Details) | 9 Months Ended |
Sep. 30, 2017USD ($) | |
Details | |
Gross Cash Proceeds | $ 246,500 |
Less Selling Costs | (28,348) |
Pre-tax Gain | 218,152 |
Less Estimated Tax on Gain | (9,162) |
Net After-tax Gain | $ 208,990 |