Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Mar. 28, 2019 | Jun. 29, 2018 | |
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2018 | ||
Trading Symbol | livc | ||
Entity Registrant Name | Live Current Media Inc. | ||
Entity Central Index Key | 0001108630 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 34,837,625 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Well Known Seasoned Issuer | No | ||
Entity Public Float | $ 669,380 | ||
Document Fiscal Year Focus | 2018 | ||
Document Fiscal Period Focus | FY | ||
Entity Shell Company | false | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets | ||
Cash | $ 388,906 | $ 956,549 |
Receivable | 0 | 5,435 |
Domain proceeds receivable | 22,500 | 82,500 |
Total Current Assets | 411,406 | 1,044,484 |
Non-current assets | ||
Domain proceeds receivable | 0 | 30,000 |
Intangible assets | 111,951 | 206,150 |
Total Assets | 523,357 | 1,280,634 |
Current liabilities | ||
Accounts payable | 85,585 | 185,550 |
Other payable | 17,441 | 17,236 |
Total Liabilities | 103,026 | 202,786 |
Stockholders' equity | ||
Capital stock Authorized: 500,000,000 common shares, par value $0.001 per share Issued and outstanding: 34,837,625 common shares (34,837,625 at December 31, 2017) | 34,838 | 34,838 |
Additional paid in capital | 18,370,899 | 18,257,563 |
Deficit | (17,985,406) | (17,214,553) |
Total Stockholders Equity | 420,331 | 1,077,848 |
Total Liabilities and Stockholders Equity | $ 523,357 | $ 1,280,634 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2018 | Dec. 31, 2017 |
Common Stock, Shares Authorized | 500,000,000 | 500,000,000 |
Common Stock, Par Value Per Share | $ 0.001 | $ 0.001 |
Common Stock, Shares, Issued | 34,837,625 | 34,837,625 |
Common Stock, Shares, Outstanding | 34,837,625 | 34,837,625 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
General and administrative expenses | ||
Consulting | $ 113,336 | $ 0 |
Domain content and registration | 16,340 | 16,160 |
Distribution rights | 250,000 | 0 |
General and administration | 27,881 | 44,482 |
Gain on sale of domain names | 0 | (222,265) |
Impairment of assets | 94,199 | 37,500 |
Management fees | 140,000 | 126,774 |
Professional fees | 104,313 | 52,202 |
Transfer agent and regulatory | 31,014 | 48,204 |
Travel | 5,080 | 11,206 |
Loss from operations | (782,163) | (114,263) |
Gain on debt retirement | 0 | 185,198 |
Interest expense | (205) | (207) |
Other income | 0 | 120 |
Foreign exchange | 0 | 192 |
Total Non Operating Income (Expense) | (205) | 185,303 |
Net income (loss) for the year before provision for taxes | (782,368) | 71,040 |
Provision for taxes | ||
Current taxes recovered | 11,515 | 0 |
Net income (loss) for the year | $ (770,853) | $ 71,040 |
Basic and diluted loss per share | $ (0.02) | $ 0 |
Weighted average number of basic common shares outstanding | 34,837,625 | 34,837,625 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY - USD ($) | Common Stock [Member] | Additional Paid In Capital [Member] | Accumulated Deficit [Member] | Total |
Beginning Balance at Dec. 31, 2016 | $ 34,838 | $ 18,257,563 | $ (17,285,593) | $ 1,006,808 |
Beginning Balance (Shares) at Dec. 31, 2016 | 34,837,625 | |||
Stock-based compensation | 0 | |||
Net income for the year | 71,040 | 71,040 | ||
Ending Balance at Dec. 31, 2017 | $ 34,838 | 18,257,563 | (17,214,553) | 1,077,848 |
Ending Balance (Shares) at Dec. 31, 2017 | 34,837,625 | |||
Stock-based compensation | 113,336 | 113,336 | ||
Net income for the year | (770,853) | (770,853) | ||
Ending Balance at Dec. 31, 2018 | $ 34,838 | $ 18,370,899 | $ (17,985,406) | $ 420,331 |
Ending Balance (Shares) at Dec. 31, 2018 | 34,837,625 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASHFLOWS - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Cash flows used in operating activities | ||
Net income (loss) for the year | $ (770,853) | $ 71,040 |
Non-cash items | ||
Impairment of intangible assets | 94,199 | 37,500 |
Gain on sale of domain names | 0 | (222,265) |
Bad debt expense | 5,435 | 0 |
Stock-based compensation | 113,336 | 0 |
Gain on debt retirement | 0 | (185,198) |
Income taxes recovered | (11,515) | 0 |
Accrued interest | 205 | 207 |
Changes in non-cash working capital item | ||
Accounts payable and accrued liabilities | (88,450) | (65,290) |
Cash used in operating activities | (657,643) | (364,006) |
Cash flows used in investing activities | ||
Proceeds received for sale of domain name | 90,000 | 171,000 |
Cash provided by investing activities | 90,000 | 171,000 |
Change in cash | (567,643) | (193,006) |
Cash, beginning of year | 956,549 | 1,149,555 |
Cash, end of year | 388,906 | 956,549 |
Supplemental cash flow information: | ||
Interest paid | 0 | 0 |
Income taxes paid | $ 0 | $ 0 |
NATURE AND CONTINUANCE OF OPERA
NATURE AND CONTINUANCE OF OPERATIONS | 12 Months Ended |
Dec. 31, 2018 | |
NATURE AND CONTINUANCE OF OPERATIONS [Text Block] | 1. NATURE AND CONTINUANCE OF OPERATIONS Live Current Media Inc. (the “Company” or “Live Current”) was incorporated under the laws of the State of Nevada on October 10, 1995. The Company’s wholly owned principal operating subsidiary, Domain Holdings Inc. (“DHI”), was incorporated under the laws of British Columbia on July 4, 1994. On March 13, 2008, the Company incorporated a wholly owned subsidiary in the state of Delaware, Perfume.com Inc. (Perfume Inc.) which is a dormant and inactive company. Through DHI, the Company builds consumer Internet experiences around its portfolio of domain names. DHI’s current business strategy is to develop, or to seek partners to develop, its domain names to include content, commerce and community applications. On June 4, 2014, a judge in Reno, Nevada ordered a receiver to take charge of the Company’s business. On May 4, 2017, the Company was discharged from receivership (Note 8). The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As of December 31, 2018, the Company has not achieved profitable operations, has incurred recurring operating losses and further losses are possible. The Company has an accumulated deficit of $17,985,406. The Company’s ability to continue as a going concern is dependent upon its ability to obtain the necessary financing to further develop its business. To date, the Company has funded operations through the issuance of capital stock and debt. Management plans to continue raising additional funds through equity or debt financings and loans from directors. There is no certainty that further funding will be available as needed. These factors raise substantial doubt about the ability of the Company to continue operating as a going concern. The ability of the Company to continue its operations as a going concern is dependent upon its ability to raise sufficient new capital to fund its operating commitments and ongoing losses and ultimately on generating profitable operations. The financial statements do not include any adjustments to be recorded to assets or liabilities that might be necessary should the Company be unable to continue as a going concern. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2018 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Text Block] | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES These consolidated financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States (“US GAAP’), and are expressed in United States dollars. Basis of Presentation These consolidated financial statements include the accounts of the Company and its subsidiaries. All significant intercompany balances have been eliminated on consolidation. Use of Estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions. The Company bases its estimates and assumptions on current facts, historical experience and various other factors it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. Cash and cash equivalents All highly liquid investments, with an original term to maturity of three months or less are classified as cash and cash equivalents. Cash and cash equivalents are stated at cost which approximates market value. Intangible Assets not subject to amortization Intangible assets not subject to amortization consist of direct navigation domain names. While the domain names are renewed annually, through payment of a renewal fee to the applicable registry, the Company has the exclusive right to renew these names at its option. The Company has determined that there are currently no legal, regulatory, contractual, economic or other factors that limit the useful life of these domain names on an aggregate basis and accordingly treat the portfolio of domain names as indefinite life intangible assets. The Company reviews individual domain names in the portfolio for potential impairment throughout the fiscal year in determining whether a particular URL should be renewed. Impairment is recognized for names that are not renewed. The Company performs an annual assessment of individual domain names in its portfolio to determine whether it is more likely than not that the fair market value of a domain name is less than its carrying amount. When it is determined that the fair value of a domain name is less than its carrying amount, impairment is recognized. As at December 31, 2018, the weighted remaining average period before the next renewal with the applicable registry is 1.11 years (December 31, 2017: 3.06 years). Foreign Currency Translation The Company’s functional currency is the US dollar and reporting currency is the United States dollar. The Company translates assets and liabilities to US dollars using year-end exchange rates, stockholders’ deficit accounts are translated at historical exchange rates, and translates revenues and expenses using average exchange rates during the period. Gains and losses arising on settlement of foreign currency denominated transactions or balances are included in the Statement of Operations. Income taxes The Company follows the liability method of accounting for income taxes. Under this method, current income taxes are recognized for the estimated income taxes payable for the current year. Deferred income tax assets and liabilities are recognized in the current year for temporary differences between the tax and accounting basis of assets and liabilities as well as for the benefit of losses available to be carried forward to future years for tax purposes. Deferred income tax assets and liabilities are measured using tax rates and laws expected to apply in the years in which those temporary differences are expected to be recovered or settled. The effect of a change in tax rates on deferred income tax assets and liabilities is recognized in operations in the year of change. A valuation allowance is recorded when it is “more likely-than-not” that a deferred tax asset will not be realized. Deferred tax assets and deferred tax liabilities, along with any associated valuation allowance, are offset and shown in the financial statements as a single noncurrent amount when these items arise within the same tax jurisdiction. The Company and its subsidiaries are subject to U.S. federal income tax and Canadian income tax, as well as income tax of multiple state and local jurisdictions. Based on the Company’s evaluation, the Company has concluded that there are no significant uncertain tax positions requiring recognition in the Company’s financial statements. Share Based Payments The Company accounts for all stock-based payments and awards under the fair value based method. The Company accounts for the granting of stock options to employees using the fair value method whereby all awards to employees will be measured at fair value on the date of the grant. The fair value of all stock options are expensed over their vesting period with a corresponding increase to additional paid-in capital. Upon exercise of stock options, the consideration paid by the option holder, together with the amount previously recognized in additional paid-in capital is recorded as an increase to share capital. Stock options granted to employees are accounted for as liabilities when they contain conditions or other features that are indexed to other than a market, performance or service condition. Stock-based payments to non-employees are measured at the fair value of the consideration received, or the fair value of the equity instruments issued, or liabilities incurred, whichever is more reliably measurable. The fair value of stock-based payments to non-employees is periodically re-measured until the counterparty performance is complete, and any change therein is recognized over the vesting period of the award and in the same manner as if the Company had paid cash instead of paying with or using equity based instruments. The fair value of the stock-based payments to non-employees that are fully vested and non-forfeitable as at the grant date are measured and recognized at that date. The Company uses the Black-Scholes option pricing model to calculate the fair value of stock options. The use of the Black-Scholes option pricing model requires management to make assumptions with respect to the expected term of the option, the expected volatility of the common stock consistent with the expected term of the option, risk-free interest rates, the value of the common stock and expected dividend yield of the common stock. Changes in these assumptions can materially affect the fair value estimate. Fair Value of Financial Instruments The estimated fair values for financial instruments are determined based on relevant market information. These estimates involve uncertainties and cannot be determined with precision. The estimated fair value of cash, receivable, accounts payable and amounts due to shareholders of Auctomatic approximate their carrying value due to the short-term nature of those instruments. ASC 820 establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 prioritizes the inputs into three levels that may be used to measure fair value: Level 1 – Quoted prices in active markets for identical assets or liabilities; Level 2 – Inputs other than quoted prices included within Level 1 that are either directly or indirectly observable; and Level 3 – Unobservable inputs that are supported by little or no market activity, there for requiring an entity to develop its own assumptions about the assumption that market participants would use in pricing. The Company had no Level 3 assets or liabilities required to be recorded at fair value on a recurring basis in accordance with US GAAP as at December 31, 2018 and 2017. Basic and Diluted Income (Loss) per Share Earnings or loss per share (“EPS”) is computed by dividing net income (loss) available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted EPS is computed by dividing net income (loss) by the weighted-average of all potentially dilutive shares of the common stock that were outstanding during the years presented. The treasury stock method is used in calculating diluted EPS for potentially dilutive stock options and share purchase warrants, which assumes that any proceeds received from the exercise of in-the-money stock options and share purchase warrants, would be used to purchase common shares at the average market price for the period. Adoption of New Accounting Pronouncement On January 1, 2018, the Company adopted ASU 2014-09, Revenue from Contracts with Customers (Topic 606) ("ASU 2014-09"), which amended the existing accounting standards for revenue recognition. ASU 2014-09 establishes principles for recognizing revenue upon the transfer of promised goods or services to customers, in an amount that reflects the expected consideration received in exchange for those goods or services. The Company adopted ASU 2014-09 effective January 1, 2018 and applied the modified retrospective approach. There was no impact to the Company’s recognition of revenue as a consequence of adopting this new standard. |
SHARE CAPITAL
SHARE CAPITAL | 12 Months Ended |
Dec. 31, 2018 | |
SHARE CAPITAL [Text Block] | 3. SHARE CAPITAL The authorized capital of the Company consists of 500,000,000 shares of common stock with a par value of $0.001 per share. No other shares have been authorized |
STOCK OPTIONS
STOCK OPTIONS | 12 Months Ended |
Dec. 31, 2018 | |
STOCK OPTIONS [Text Block] | 4. STOCK OPTIONS The Company’s 2018 Stock Option Plan (the “Plan”) was approved by the Board of Directors on November 28, 2018. The Plan will provide for the grant of 5,000,000 shares of common stock of the Corporation, subject to increase after March 31, 2019, upon approval by the Corporation’s directors, provided that the total number of shares that may be optioned and sold under the Plan shall at no time be greater than 15% of total number of shares of common stock outstanding, less any options still outstanding under any previous stock option plan. The Company uses the Black-Scholes option pricing model to calculate the fair value of stock options. The use of the Black-Scholes option pricing model requires management to make assumptions with respect to the expected term of the option, the expected volatility of the common stock consistent with the expected term of the option, risk-free interest rates, the value of the common stock and expected dividend yield of the common stock. Changes in these assumptions can materially affect the fair value estimates On November 30, 2018, the board of directors of the Company granted option to purchase up to 1,000,000 shares of the Company to it CEO, up to 400,000 shares of the Company to its directors and up to 400,000 shares of the Company to its Consultants. The fair value of the options granted to the CEO, directors and consultants calculated to be $107,482. At November 30, 2018 Expected Life of Options 2 years Risk-Free Interest Rate 1.63% Expected Dividend Yield nil Expected Stock Price Volatility 409% On November 39, 2018, the board of directors of the Company granted a Non-Plan option to purchase up to 100,000 shares of the Company to a non-related party. At November 30, 2018 Expected Life of Options 1 ½ years Risk-Free Interest Rate 1.63% Expected Dividend Yield nil Expected Stock Price Volatility 382% The fair value of the options granted to the non-related party were $5,854. |
DOMAIN PROCEEDS RECEIVABLE
DOMAIN PROCEEDS RECEIVABLE | 12 Months Ended |
Dec. 31, 2018 | |
DOMAIN PROCEEDS RECEIVABLE [Text Block] | 5. DOMAIN PROCEEDS RECEIVABLE On October 6, 2017, the Company sold a domain name for total consideration of $150,000 less a brokerage fee of $15,000. The domain purchase and transfer agreement included terms that allowed the purchaser to make monthly instalment payments of $7,500, net of the brokerage fee, over a period of 18 months. The domain is being held by an independent escrow agent during the period the remaining balance in respect of this sale is outstanding. The purchaser is entitled to control the domain name while being held in escrow but, in the event of a default that is not successfully remedied, all rights to the domain name will be transferred back to the Company and all payments made by the purchaser will be forfeited. As at December 31, 2018, the balance remaining on this receivable totaled $22,500. |
DEPOSIT
DEPOSIT | 12 Months Ended |
Dec. 31, 2018 | |
DEPOSIT [Text Block] | 6. DEPOSIT On September 10, 2018, Live Current entered into a non-binding letter of intent (the “LOI”) with Cell MedX Corp. (Cell MedX) for worldwide distribution rights of the e-Balance device for home-based usage. The e-Balance device is a micro-current therapy device designed to target complications arising from diabetes, but has yet to receive approval from the Food and Drug Administration ("FDA"). Pursuant to the LOI, the Company agreed to enter into negotiations aimed at obtaining a definitive agreement within a 90 -day period (note 10). The Company advanced US$250,000 as a deposit for exclusive worldwide distribution rights. The probability of success and length of time to obtain Federal Drug Administration approval of the e-Balance device is difficult to determine and there are uncertainties associated with the timely completion of the device’s commercial success. Due to the uncertainties associated with the successful commercialization of the e-Balance device, it has been determined that the payment of this deposit does not meet the definition of an asset and is thus expensed within general and administrative expenses. |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2018 | |
INTANGIBLE ASSETS [Text Block] | 7. INTANGIBLE ASSETS December 31, December 31, 2018 2017 Domain names $ 111,951 $ 201,496 Trademarks - 4,654 $ 111,951 $ 206,150 The Company’s portfolio of domain names are considered by management to be indefinite life intangible assets not subject to amortization. Management performs an annual impairment assessment of its domain names; during the year ended December 31, 2018, the Company recorded an impairment charge of $89,545 (2017: $37,500). The Company recorded an impairment charge in 2018 of $4,654 for Trademarks (2017 $nil) |
DEBT RETIREMENT
DEBT RETIREMENT | 12 Months Ended |
Dec. 31, 2018 | |
DEBT RETIREMENT [Text Block] | 8. DEBT RETIREMENT On May 4, 2017, in conjunction with the termination of the Company’s receivership, the Company realized a gain on debt retirement of $185,198. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2018 | |
INCOME TAXES [Text Block] | 9. INCOME TAXES Effective January 1, 2018, the enacted statutory tax rate is 21%. The reconciliation of the provision for income taxes at the United States federal statutory rate compared to the Company’s income tax expense as reported is as follows : December 31, December 31, 2018 2017 Net income (loss) for the year $ (770,853 ) $ 71,040 Statutory rate 21% 35% Expected income tax expense (recovery) (162,000 ) 25,000 Impact of statutory tax rate on earnings of subsidiary (26,000 ) (8,000 ) Non-taxable earnings 24,000 (23,000 ) Effect of change of future enacted tax rate - 998,000 Effect of foreign exchange on tax assets - 13,000 Adjustment to prior year tax provision 1,000 (59,000 ) Change in valuation allowance 151,000 (946,000 ) $ (12,000 ) $ - The significant components of deferred income tax assets at December 31, 2018 and December 31, 2017 are as follows: December 31, December 31, 2018 2017 Net operating losses $ 1,706,000 $ 1,567,000 Intangible assets 67,000 55,000 1,773,000 1,622,000 Valuation allowance (1,773,000 ) (1,622,000 ) $ - $ - At December 31, 2018, the Company had accumulated non-capital loss carry-forwards of approximately $7,400,000 that expire from 2025 through 2037. The potential future tax benefits of these expenses and losses carried-forward have not been reflected in these financial statements due to the uncertainty regarding their ultimate realization. Tax attributes are subject to review, and potential adjustment by tax authorities. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2018 | |
SUBSEQUENT EVENTS [Text Block] | 10. SUBSEQUENT EVENTS On March 21, 2019, the Company executed the Distribution Agreement with Cell MedX, pursuant to which Cell MedX has granted to the Company an exclusive worldwide license to distribute its e-Balance microcurrent device to households and individual users. To acquire these rights, the Company paid to Cell MedX the sum of $250,000, the full amount of which was paid to Cell MedX upon signing of the letter of intent between the Company and Cell MedX in September 2018. Under the terms of the Distribution Agreement, the Company has agreed to pay to Cell MedX a fee (the “License Fee”) for each e-Balance device sold. In addition, the users of the e-Balance device will be charged a periodic user fee (the “User Fee”) that will be split between the Company and Cell MedX. To maintain its exclusive distribution rights, the Company is subject to minimum sales and, after a period of time, minimum User Fee, requirements. If the Company fails to meet the minimum sales requirements, the Company will maintain its distribution rights, however those rights will cease to be exclusive. (Note 6) |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Basis of Presentation [Policy Text Block] | Basis of Presentation These consolidated financial statements include the accounts of the Company and its subsidiaries. All significant intercompany balances have been eliminated on consolidation. |
Use of Estimates [Policy Text Block] | Use of Estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions. The Company bases its estimates and assumptions on current facts, historical experience and various other factors it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. |
Cash and cash equivalents [Policy Text Block] | Cash and cash equivalents All highly liquid investments, with an original term to maturity of three months or less are classified as cash and cash equivalents. Cash and cash equivalents are stated at cost which approximates market value. |
Intangible Assets not subject to amortization [Policy Text Block] | Intangible Assets not subject to amortization Intangible assets not subject to amortization consist of direct navigation domain names. While the domain names are renewed annually, through payment of a renewal fee to the applicable registry, the Company has the exclusive right to renew these names at its option. The Company has determined that there are currently no legal, regulatory, contractual, economic or other factors that limit the useful life of these domain names on an aggregate basis and accordingly treat the portfolio of domain names as indefinite life intangible assets. The Company reviews individual domain names in the portfolio for potential impairment throughout the fiscal year in determining whether a particular URL should be renewed. Impairment is recognized for names that are not renewed. The Company performs an annual assessment of individual domain names in its portfolio to determine whether it is more likely than not that the fair market value of a domain name is less than its carrying amount. When it is determined that the fair value of a domain name is less than its carrying amount, impairment is recognized. As at December 31, 2018, the weighted remaining average period before the next renewal with the applicable registry is 1.11 years (December 31, 2017: 3.06 years). |
Foreign Currency Translation [Policy Text Block] | Foreign Currency Translation The Company’s functional currency is the US dollar and reporting currency is the United States dollar. The Company translates assets and liabilities to US dollars using year-end exchange rates, stockholders’ deficit accounts are translated at historical exchange rates, and translates revenues and expenses using average exchange rates during the period. Gains and losses arising on settlement of foreign currency denominated transactions or balances are included in the Statement of Operations. |
Income taxes [Policy Text Block] | Income taxes The Company follows the liability method of accounting for income taxes. Under this method, current income taxes are recognized for the estimated income taxes payable for the current year. Deferred income tax assets and liabilities are recognized in the current year for temporary differences between the tax and accounting basis of assets and liabilities as well as for the benefit of losses available to be carried forward to future years for tax purposes. Deferred income tax assets and liabilities are measured using tax rates and laws expected to apply in the years in which those temporary differences are expected to be recovered or settled. The effect of a change in tax rates on deferred income tax assets and liabilities is recognized in operations in the year of change. A valuation allowance is recorded when it is “more likely-than-not” that a deferred tax asset will not be realized. Deferred tax assets and deferred tax liabilities, along with any associated valuation allowance, are offset and shown in the financial statements as a single noncurrent amount when these items arise within the same tax jurisdiction. The Company and its subsidiaries are subject to U.S. federal income tax and Canadian income tax, as well as income tax of multiple state and local jurisdictions. Based on the Company’s evaluation, the Company has concluded that there are no significant uncertain tax positions requiring recognition in the Company’s financial statements. |
Share Based Payments [Policy Text Block] | Share Based Payments The Company accounts for all stock-based payments and awards under the fair value based method. The Company accounts for the granting of stock options to employees using the fair value method whereby all awards to employees will be measured at fair value on the date of the grant. The fair value of all stock options are expensed over their vesting period with a corresponding increase to additional paid-in capital. Upon exercise of stock options, the consideration paid by the option holder, together with the amount previously recognized in additional paid-in capital is recorded as an increase to share capital. Stock options granted to employees are accounted for as liabilities when they contain conditions or other features that are indexed to other than a market, performance or service condition. Stock-based payments to non-employees are measured at the fair value of the consideration received, or the fair value of the equity instruments issued, or liabilities incurred, whichever is more reliably measurable. The fair value of stock-based payments to non-employees is periodically re-measured until the counterparty performance is complete, and any change therein is recognized over the vesting period of the award and in the same manner as if the Company had paid cash instead of paying with or using equity based instruments. The fair value of the stock-based payments to non-employees that are fully vested and non-forfeitable as at the grant date are measured and recognized at that date. The Company uses the Black-Scholes option pricing model to calculate the fair value of stock options. The use of the Black-Scholes option pricing model requires management to make assumptions with respect to the expected term of the option, the expected volatility of the common stock consistent with the expected term of the option, risk-free interest rates, the value of the common stock and expected dividend yield of the common stock. Changes in these assumptions can materially affect the fair value estimate. |
Fair Value of Financial Instruments [Policy Text Block] | Fair Value of Financial Instruments The estimated fair values for financial instruments are determined based on relevant market information. These estimates involve uncertainties and cannot be determined with precision. The estimated fair value of cash, receivable, accounts payable and amounts due to shareholders of Auctomatic approximate their carrying value due to the short-term nature of those instruments. ASC 820 establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 prioritizes the inputs into three levels that may be used to measure fair value: Level 1 – Quoted prices in active markets for identical assets or liabilities; Level 2 – Inputs other than quoted prices included within Level 1 that are either directly or indirectly observable; and Level 3 – Unobservable inputs that are supported by little or no market activity, there for requiring an entity to develop its own assumptions about the assumption that market participants would use in pricing. The Company had no Level 3 assets or liabilities required to be recorded at fair value on a recurring basis in accordance with US GAAP as at December 31, 2018 and 2017. |
Basic and Diluted Income (Loss) per Share [Policy Text Block] | Basic and Diluted Income (Loss) per Share Earnings or loss per share (“EPS”) is computed by dividing net income (loss) available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted EPS is computed by dividing net income (loss) by the weighted-average of all potentially dilutive shares of the common stock that were outstanding during the years presented. The treasury stock method is used in calculating diluted EPS for potentially dilutive stock options and share purchase warrants, which assumes that any proceeds received from the exercise of in-the-money stock options and share purchase warrants, would be used to purchase common shares at the average market price for the period. |
Adoption of New Accounting Pronouncement [Policy Text Block] | Adoption of New Accounting Pronouncement On January 1, 2018, the Company adopted ASU 2014-09, Revenue from Contracts with Customers (Topic 606) ("ASU 2014-09"), which amended the existing accounting standards for revenue recognition. ASU 2014-09 establishes principles for recognizing revenue upon the transfer of promised goods or services to customers, in an amount that reflects the expected consideration received in exchange for those goods or services. The Company adopted ASU 2014-09 effective January 1, 2018 and applied the modified retrospective approach. There was no impact to the Company’s recognition of revenue as a consequence of adopting this new standard. |
STOCK OPTIONS (Tables)
STOCK OPTIONS (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Options granted to the CEO, directors and consultants [Member] | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | At November 30, 2018 Expected Life of Options 2 years Risk-Free Interest Rate 1.63% Expected Dividend Yield nil Expected Stock Price Volatility 409% |
Non-Plan option to a non-related party [Member] | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | At November 30, 2018 Expected Life of Options 1 ½ years Risk-Free Interest Rate 1.63% Expected Dividend Yield nil Expected Stock Price Volatility 382% |
INTANGIBLE ASSETS (Tables)
INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | December 31, December 31, 2018 2017 Domain names $ 111,951 $ 201,496 Trademarks - 4,654 $ 111,951 $ 206,150 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | December 31, December 31, 2018 2017 Net income (loss) for the year $ (770,853 ) $ 71,040 Statutory rate 21% 35% Expected income tax expense (recovery) (162,000 ) 25,000 Impact of statutory tax rate on earnings of subsidiary (26,000 ) (8,000 ) Non-taxable earnings 24,000 (23,000 ) Effect of change of future enacted tax rate - 998,000 Effect of foreign exchange on tax assets - 13,000 Adjustment to prior year tax provision 1,000 (59,000 ) Change in valuation allowance 151,000 (946,000 ) $ (12,000 ) $ - |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | December 31, December 31, 2018 2017 Net operating losses $ 1,706,000 $ 1,567,000 Intangible assets 67,000 55,000 1,773,000 1,622,000 Valuation allowance (1,773,000 ) (1,622,000 ) $ - $ - |
NATURE AND CONTINUANCE OF OPE_2
NATURE AND CONTINUANCE OF OPERATIONS (Narrative) (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Accumulated deficit | $ 17,985,406 | $ 17,214,553 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Narrative) (Details) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Weighted remaining average period before the next renewal | 1 year 1 month 10 days | 3 years 22 days |
SHARE CAPITAL (Narrative) (Deta
SHARE CAPITAL (Narrative) (Details) - $ / shares | Dec. 31, 2018 | Dec. 31, 2017 |
Common Stock, Shares Authorized | 500,000,000 | 500,000,000 |
Common Stock, Par Value Per Share | $ 0.001 | $ 0.001 |
STOCK OPTIONS (Narrative) (Deta
STOCK OPTIONS (Narrative) (Details) | 12 Months Ended |
Dec. 31, 2018USD ($)shares | |
Stock options authorized under stock option plan | 5,000,000 |
Maximum amount of options, as a percentage of common stock outstanding | 15.00% |
Options granted to CEO [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures | 1,000,000 |
Options granted to directors [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures | 400,000 |
Options granted to consultants [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures | 400,000 |
Options granted to the CEO, directors and consultants [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Grant Date Fair Value | $ | $ 107,482 |
Non-Plan option to a non-related party [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures | 100,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Grant Date Fair Value | $ | $ 5,854 |
DOMAIN PROCEEDS RECEIVABLE (Nar
DOMAIN PROCEEDS RECEIVABLE (Narrative) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Proceeds from sale of domain name | $ 150,000 | |
Brokerage fee | 15,000 | |
Monthly payments for brokerage fee | $ 7,500 | |
Domain name payments period | 18 months | |
Domain name receivable | $ 22,500 |
DEPOSIT (Narrative) (Details)
DEPOSIT (Narrative) (Details) | Dec. 31, 2018USD ($) |
Deposit | $ 250,000 |
INTANGIBLE ASSETS (Narrative) (
INTANGIBLE ASSETS (Narrative) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Impairment of intangible assets | $ 94,199 | $ 37,500 |
Domain names [Member] | ||
Impairment of intangible assets | 89,545 | 37,500 |
Trademarks [Member] | ||
Impairment of intangible assets | $ 4,654 | $ 0 |
DEBT RETIREMENT (Narrative) (De
DEBT RETIREMENT (Narrative) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Gain on debt retirement | $ 0 | $ 185,198 |
INCOME TAXES (Narrative) (Detai
INCOME TAXES (Narrative) (Details) | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Effective Income Tax Rate Reconciliation, Percent | 21.00% |
Operating Loss Carryforwards | $ 7,400,000 |
SUBSEQUENT EVENTS (Narrative) (
SUBSEQUENT EVENTS (Narrative) (Details) | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Subsequent Event [Member] | License [Member] | |
License fees | $ 250,000 |
Schedule of Share-based Payment
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Options granted to the CEO, directors and consultants [Member] | |
Expected Life of Options | 2 years |
Risk-Free Interest Rate | 1.63% |
Expected Dividend Yield | 0.00% |
Expected Stock Price Volatility | 409.00% |
Non-Plan option to a non-related party [Member] | |
Expected Life of Options | 1 year 6 months |
Risk-Free Interest Rate | 1.63% |
Expected Dividend Yield | 0.00% |
Expected Stock Price Volatility | 382.00% |
Schedule of Finite-Lived Intang
Schedule of Finite-Lived Intangible Assets (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Domain names | $ 111,951 | $ 201,496 |
Trademarks | 0 | 4,654 |
Intangible Assets | $ 111,951 | $ 206,150 |
Schedule of Effective Income Ta
Schedule of Effective Income Tax Rate Reconciliation (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Net income (loss) for the year | $ (770,853) | $ 71,040 |
Statutory rate | 21.00% | 35.00% |
Expected income tax expense (recovery) | $ (162,000) | $ 25,000 |
Impact of statutory tax rate on earnings of subsidiary | (26,000) | (8,000) |
Non-taxable earnings | 24,000 | (23,000) |
Effect of change of future enacted tax rate | 0 | 998,000 |
Effect of foreign exchange on tax assets | 0 | 13,000 |
Adjustment to prior year tax provision | 1,000 | (59,000) |
Change in valuation allowance | 151,000 | (946,000) |
Income Tax Expense (Benefit), Total | $ (12,000) | $ 0 |
Schedule of Deferred Tax Assets
Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Net operating losses | $ 1,706,000 | $ 1,567,000 |
Intangible assets | 67,000 | 55,000 |
Deferred Tax Assets, Gross | 1,773,000 | 1,622,000 |
Valuation allowance | (1,773,000) | (1,622,000) |
Deferred Tax Assets, Net, Total | $ 0 | $ 0 |