Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Aug. 31, 2015 | Dec. 24, 2015 | Nov. 28, 2014 | |
Document And Entity Information | |||
Entity Registrant Name | PetLife Pharmaceuticals, Inc. | ||
Entity Central Index Key | 1,354,591 | ||
Document Type | 10-K | ||
Document Period End Date | Aug. 31, 2015 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --08-31 | ||
Entity a Well-known Seasoned Issuer | No | ||
Entity a Voluntary Filer | No | ||
Entity's Reporting Status Current | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 15,338,480 | ||
Entity Common Stock, Shares Outstanding | 38,115,356 | ||
Trading Symbol | PTLF | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,015 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Aug. 31, 2015 | Aug. 31, 2014 |
Current assets | ||
Cash | $ 6,852 | |
Due from affiliate | $ 4,800 | 10,582 |
Total current assets | 4,800 | $ 17,434 |
Website development | 600 | |
Total asssets | 5,400 | $ 17,434 |
Current liabilities | ||
Accounts payable and accrued expense | 360,527 | |
Due to shareholder | 10,000 | |
Total current liabilities | 370,527 | |
Total liabilities | $ 370,527 | |
Stockholders' equity (deficit) | ||
Preferred stock, $0.001 par value, 50,000,000 authorized, none issued and outstanding | ||
Common stock, $0.001 par value, 750,000,000 authorized, 58,532,156 and 54,634,056 shares issued and outstanding, respectively | $ 58,532 | $ 54,634 |
Additional paid-in capital | 3,024,029 | 1,474,889 |
Accumulated deficit | (3,447,688) | (1,512,089) |
Total stockholders' equity (deficit) | (365,127) | 17,434 |
Total liabilities and stockholders' equity (deficit) | $ 5,400 | $ 17,434 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Aug. 31, 2015 | Aug. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 750,000,000 | 750,000,000 |
Common stock, shares issued | 58,532,156 | 54,634,056 |
Common stock, shares outstanding | 58,532,156 | 54,634,056 |
Consolidated Statement of Opera
Consolidated Statement of Operations - USD ($) | 12 Months Ended | |
Aug. 31, 2015 | Aug. 31, 2014 | |
Income Statement [Abstract] | ||
Revenue | ||
Operating Expenses | ||
Research and devlopment-related party | $ 73,198 | |
Manufacturing and production | $ 220,733 | 60,079 |
General and administrative | 1,714,866 | 1,378,774 |
Total operating expenses | 1,935,599 | 1,512,051 |
Operating loss | (1,935,599) | (1,512,051) |
Net loss | $ (1,935,599) | $ (1,512,051) |
Net loss per share - basic and diluted | $ (0.03) | $ (0.04) |
Weighted average shares outstanding | 57,297,917 | 40,112,465 |
Statements of Stockholders' Equ
Statements of Stockholders' Equity (Deficit) - USD ($) | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] | Total |
Balance at Aug. 31, 2013 | $ 37,990 | $ (37,952) | $ (38) | $ 0 |
Balance, shares at Aug. 31, 2013 | 3,799,000 | |||
Common stock issued in connection with reverse merger | $ 10,988 | 89,012 | 100,000 | |
Common stock issued in connection with reverse merger, shares | 10,988,116 | |||
Issuance of common stock for cash | $ 676 | 183,824 | 184,500 | |
Issuance of common stock for cash, shares | 676,000 | |||
Stock-based compensation | $ 4,980 | $ 1,240,005 | 1,244,985 | |
Stock-based compensation, shares | 4,979,940 | |||
Net loss | $ (1,512,051) | (1,512,051) | ||
Balance at Aug. 31, 2014 | $ 54,634 | $ 1,474,889 | $ (1,549,389) | 17,434 |
Balance, shares at Aug. 31, 2014 | 54,634,056 | |||
Stock-based compensation | $ 3,898 | $ 1,549,140 | 1,553,038 | |
Stock-based compensation, shares | 3,898,100 | |||
Net loss | $ (1,935,599) | (1,935,599) | ||
Balance at Aug. 31, 2015 | $ 58,532 | $ 3,024,029 | $ (3,447,688) | $ (365,127) |
Balance, shares at Aug. 31, 2015 | 58,532,156 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flow - USD ($) | 12 Months Ended | |
Aug. 31, 2015 | Aug. 31, 2014 | |
Net Cash from (used in) operating activities | ||
Net loss | $ (1,935,599) | $ (1,512,051) |
Stock-based compensation | 1,553,038 | $ 1,244,985 |
Accounts payable and accrued expenses | 360,527 | |
Net cash used in operating activities | (22,034) | $ (267,066) |
Net cash from (used in) investing activities | ||
Capital expenditure | $ (600) | |
Reverse acquisition | $ 100,000 | |
Net cash provided by (used in) investing activities | $ (600) | 100,000 |
Net cash provided by financiang activities | ||
Proceeds from sale of common stock | 184,500 | |
Due from affiliate, net | $ 5,782 | $ (10,582) |
Proceeds from sharholder advance | 10,000 | |
Net cash provided by financiang activities | 15,782 | $ 173,918 |
Increase (decrease) in cash | (6,852) | $ 6,852 |
Cash, beginning of period | $ 6,852 | |
Cash, end of period | $ 6,852 |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Aug. 31, 2015 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | NOTE 1 SIGNIFICANT ACCOUNTING POLICIES Nature of Operations PetLife Pharmaceuticals, Inc. (Company) is a registered U.S. Veterinary Pharmaceutical company whose mission is to bring its scientifically proven, potentiated bioactive medication and nutraceuticals Escozine for Pets to the world of veterinary oncology. The Company specializes in the research, development, sales and support of advanced drugs and nutraceuticals for pet cancer and autoimmune related diseases such as arthritis. A summary of the significant accounting policies applied in the presentation of the accompanying consolidated financial statements follows: Basis and business presentation The Company was incorporated on April 5, 2002 under the laws of the State of Nevada as Aztek Ventures Inc. Effective November 13, 2007, we filed a Certificate of Amendment to our Articles of Incorporation to change our name from Aztek Ventures Inc. to Genesis Uranium Corp. Effective April 21, 2008, we amended our Articles of Incorporation to change our name from Genesis Uranium Corp. to Vault Technology Inc. to reflect the change in our business focus beyond solely that of uranium exploration. Effective July 10, 2009, we filed a Certificate of Amendment to our Articles of Incorporation to change our name from Vault Technology, Inc. to Modern Renewable Technologies, Inc. (Modern). On May 27, 2011, Modern, merged with Eco Ventures Group, Inc., and the name of the Company was changed to Eco Ventures Group, Inc. On July 15, 2013, the Company entered into an Agreement and Plan of Merger with Clear TV Ventures, Inc. Under the terms of the merger, Clear TV became the surviving corporation. On June 26, 2014, Eco Ventures Group, Inc. entered into an Agreement and Plan of Merger with its subsidiary, PetLife Pharmaceuticals, Inc., a Nevada Corporation, with PetLife Pharmaceuticals, Inc. being the surviving entity. As part of that merger, the name of the Company was changed to PetLife Pharmaceuticals, Inc. and each 15 shares of our common stock were exchanged for one share in the surviving company. Effective August 12, 2014 we completed the closing of the Share Exchange Agreement and the acquisition of Petlife and changed our name to Petlife Pharmaceuticals, Inc. All references herein to the number of shares outstanding and per-share amounts have been retroactively restated to reflect the exchange ratio in the merger with PetLife Pharmaceuticals, Inc. All references that refer to (the Company or PetLife Pharmaceuticals, Inc. or "Petlife" or we or us or our) are PetLife Pharmaceuticals, Inc., the Registrant and its wholly and or majority owned subsidiaries. We are in the development stage, as defined by Accounting Standards Codification subtopic 915-10, Development Stage Entities ("ASC 915-10") and have developed and is launching a new generation of potentiated veterinary cancer medications and nutraceuticals, based on the same patented formula Escozine and production processes that have been scientifically proven as an effective treatment for cancer in humans for years. We have not generated any revenues to date, have incurred expenses and has sustained losses since December 12, 2012 (date of inception). Consequently, our operations are subject to all the risks inherent in the establishment of a new business enterprise. For the period from December 12, 2012 (date of inception) through August 31, 2015, we have accumulated a deficit through its development stage of approximately $3,447,688. The consolidated financial statements include the accounts of the Company and its majority owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. Merger and Corporate Restructure On or about April 18, 2014, the Company entered into a Share Exchange Agreement (the Share Exchange) with Petlife Corporation, a Delaware corporation (Petlife) and the shareholders of Petlife Corporation (the Shareholders) for the exchange of all of the issued and outstanding shares of Petlife. Effective at the Closing on August 12, 2014, these shares of Petlife were exchanged for approximately 47,000,000 fully paid non-assessable shares of the Company reflecting approximately 80% of the issued and outstanding shares of the Company and acquisition of all assets and liabilities of the Company and was valued equated to the net assets of the Company as of the date of the acquisition of $100,000. No liabilities were assumed. In connection with the share exchange, Petlife Corporation became our wholly owned subsidiary. Accordingly, the historical financial statements are those of Petlife, the accounting acquirer, immediately following the consummation of the reverse acquisition. The Company did not recognize goodwill or any intangible assets in connection with this transaction. Estimates The preparation of the financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates. Revenue Recognition The Company will recognize revenue in accordance with Accounting Standards Codification subtopic 605-10, Revenue Recognition (ASC 605-10) which requires that four basic criteria must be met before revenue can be recognized: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred; (3) the selling price is fixed and determinable; and (4) collectability is reasonably assured. Determination of criteria (3) and (4) are based on managements judgments regarding the fixed nature of the selling prices of the products delivered and the collectability of those amounts. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments will be provided for in the same period the related sales will be recorded. ASC 605-10 incorporates Accounting Standards Codification subtopic 605-25, Multiple-Element Arraignments (ASC 605-25). ASC 605-25 addresses accounting for arrangements that may involve the delivery or performance of multiple products, services and/or rights to use assets. There was no effect on implementing ASC 605-25 on the Companys financial position and results of operations, since the Company has not started generating revenue. Cash The Company considers cash to consist of cash on hand and temporary investments having an original maturity of 90 days or less that are readily convertible into cash. Property and Equipment Property and equipment are stated at cost. When retired or otherwise disposed, the related carrying value and accumulated depreciation are removed from the respective accounts and the net difference less any amount realized from disposition, is reflected in earnings. Long-Lived Assets The Company follows FASB ASC 360-10-15-3, Impairment or Disposal of Long-lived Assets, which established a primary asset approach to determine the cash flow estimation period for a group of assets and liabilities that represents the unit of accounting for a long-lived asset to be held and used. Long-lived assets to be held and used are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The carrying amount of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. Long-lived assets to be disposed of are reported at the lower of carrying amount or fair value less cost to sell. Income Taxes The Company has adopted Accounting Standards Codification subtopic 740-10, Income Taxes (ASC 740-10) which requires the recognition of deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statement or tax returns. Under this method, deferred tax liabilities and assets are determined based on the difference between financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Temporary differences between taxable income reported for financial reporting purposes and income tax purposes consist primarily of timing differences such as deferred officers compensation and stock based compensation accounting. Net Loss per Common Share, basic and diluted The Company has adopted Accounting Standards Codification subtopic 260-10, Earnings Per Share (ASC 260-10) specifying the computation, presentation and disclosure requirements of earnings per share information. Basic loss per share has been calculated based upon the weighted average number of common shares outstanding. Stock based compensation The Company follows Accounting Standards Codification subtopic 718-10, Compensation (ASC 718-10) which requires that all share-based payments to both employees and non-employees be recognized in the income statement based on their fair values. As of August 31, 2015, the Company did not have any issued or outstanding stock options. Concentrations of Credit Risk Financial instruments and related items, which potentially subject the Company to concentrations of credit risk, consist primarily of cash, cash equivalents and trade receivables. The Company places its cash and temporary cash investments with high credit quality institutions. At times, such investments may be in excess of the FDIC insurance limit. Research and Development The Company accounts for research and development costs in accordance with Accounting Standards Codification subtopic 730-10, Research and Development (ASC 730-10). Under ASC 730-10, all research and development costs must be charged to expense as incurred. Accordingly, internal research and development costs are expensed as incurred. Third-party research and development costs are expensed when the contracted work has been performed or as milestone results have been achieved as defined under the applicable agreement. Company-sponsored research and development costs related to both present and future products are expensed in the period incurred. The Company incurred costs of $0 and $73,198 for research and development expenses for the years ended August 31, 2015 and 2014. Reliance on Key Personnel and Consultants The Company has eleven full-time employees, three of which are executive officers. Additionally, the Company has consultants performing various specialized services. The Company is heavily dependent on the continued active participation of these current executive officers, employees and key consultants. The loss of any of the senior management or key consultants could significantly and negatively impact the business until adequate replacements can be identified and put in place. Fair Value Accounting Standards Codification subtopic 825-10, Financial Instruments (ASC 825-10) requires disclosure of the fair value of certain financial instruments. The carrying amount reported in the unaudited condensed consolidated balance sheet for accounts payable and accrued expenses, advances and notes payable approximates fair value because of the immediate or short-term maturity of these financial instruments. Recent Accounting Pronouncements In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). This guidance outlines a single, comprehensive model for accounting for revenue from contracts with customers. We will adopt the standard in 2018. While we are currently assessing the impact of the new standard, we do not expect this new guidance to have a material impact on our Consolidated Financial Statements. No other new accounting pronouncement issued or effective during the fiscal year had or is expected to have a material impact on the Consolidated Financial Statements. |
Going Concern
Going Concern | 12 Months Ended |
Aug. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | NOTE 2 GOING CONCERN The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As shown in the accompanying consolidated financial statements as of August 31, 2015, the Company has an accumulated deficit of $3,447,688. As of August 31, 2015, the Companys absence of revenues, recurring losses and its need for additional financing to operate and fund its projected loss in 2016 The Companys existence is currently dependent upon managements ability to develop profitable operations and or upon obtaining additional financing to carry out its planned business. Management is devoting substantially all of its efforts to the commercialization of its planned products, as well as raising additional debt or equity financing in order to accelerate the development and commercialization of additional products. There can be no assurance that the Companys commercialization or financing efforts will result in profitable operations or the resolution of the Companys liquidity problems. There can be no assurance that any additional financings will be available to the Company on satisfactory terms and conditions, if at all. In the event the Company is unable to continue as a going concern, it may elect or required to seek protection from its creditors by filing a voluntary petition in bankruptcy or may be subject to an involuntary petition in bankruptcy. To date, management has not considered this alternative, nor does management view it as a likely occurrence. The accompanying consolidated statements do not include any adjustments relating to the recoverability of assets and classification of assets and liabilities that might be necessary should the Company be unable to continue as a going concern. |
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit) | 12 Months Ended |
Aug. 31, 2015 | |
Equity [Abstract] | |
Stockholders' Equity (Deficit) | NOTE 3 STOCKHOLDERS EQUITY (DEFICIT) Common Stock During the year ended August 31, 2014, the Company issued 4,979,940 shares of its $.001 par value common stock for services valued at $1,244,985. In August, 2014, the Company sold 676,000 shares of its $.001 par value common stock for $184,500. In September 2014, the Company issued 10,000 shares of its $.001 par value common stock for cash of $10,000. As of May 31, 2015, the common stock has not been issued and is included in accrued expenses. During the year ended August 31, 2015, the Company issued 3,898,100 shares of its $.001 par value common stock for services valued at $1,553,038. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Aug. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE 4 RELATED PARTY TRANSACTIONS On December 30, 2013, the Company entered into company, ongoing such 14 On August 1, 2014, the Company entered into a patent license agreement with a shareholder for a polarized scorpion venom solution and a method for making polarized scorpion venom solution for veterinary use. The licensor has provided Medolife, an affiliated company by common shareholders, with an exclusive right to the polarized scorpion venom patent with the exception of the rights for veterinary use. The Company will manufacture, use, and sell polarized scorpion venom containing such patented improvements for veterinary use. |
Income Taxes
Income Taxes | 12 Months Ended |
Aug. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 5 INCOME TAXES As of August 31, 2015 the Company has accumulated losses of approximately $3,447,000. A deferred tax asset has been provided and has a 100% |
Share Exchange Agreement
Share Exchange Agreement | 12 Months Ended |
Aug. 31, 2015 | |
Share Exchange Agreement | |
Share Exchange Agreement | NOTE 6 SHARE EXCHANGE AGREEMENT On April 18, 2014, Petlife Corporation entered into a Share Exchange agreement with PetLife Pharmaceuticals, Inc. (formerly Clear TV Ventures, Inc.), a publicly traded company. The shares of Petlife Corporation were exchanged for 47,000,000, or 80% of the issued and outstanding shares of PetLife Pharmaceuticals, Inc. The closing of the Share Exchange Agreement was conditioned upon certain, limited customary representations and warranties as well as conditions to close such as the total issued and outstanding shares of the Company being limited to 58,000,000 issued and outstanding post-closing. The Share Exchange Agreement closed on August 11, 2014 with the issuance of 47,000,000 shares to shareholders or designees of Petlife Corporation. The shares of common stock of PetLife Pharmaceuticals, Inc. issued in the exchange to the Petlife Corporation shareholders were not registered under the Securities Act of 1933, as amended (the Securities Act), or the securities laws of any state, and were in each case offered, sold and issued in reliance upon the exemption from registration provided by Section 4(2) of the Securities Act, as a transaction by an issuer not involving a public offering, and Rule 506 of Regulation D promulgated thereunder. The Company relied on such exemptions based in part on written representations made by the Company shareholders, including representations with respect to each members status as an accredited investor and investment intent with respect to the acquired securities. The shares of common stock issued in the Exchange to the Company shareholders may not be offered or sold absent registration or an applicable exemption from the registration requirements of the Securities Act, and each of the certificates or instruments evidencing such shares bears a legend to that effect. The transaction was recorded as a reverse acquisition whereby Petlife Corporation was considered to be the accounting acquirer as its shareholders retained control of Petlife Pharmaceuticals, Inc., after the exchange, although Petlife Pharmaceuticals, Inc., is the legal parent company. The share exchange was treated as a recapitalization of Petlife Corporation (and its historical financial statements) is the continuing entity for financial reporting purposes. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Aug. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 7 SUBSEQUENT EVENTS Pursuant to agreement, effective November 13, 2015 Bruce Niswander and Sebastian Serrell-Watts resigned as officers and directors of the Company. On November 21, 2015 the Company entered into a Reorganization and Stock Purchase Agreement with Alexian Scientific, Inc. Closing of the agreement is conditioned on the Company obtaining funding of a minimum of $10,000,000. At closing, the Company will issue 38,777,630 shares of common stock to designees of Alexian in consideration for 100% of the equity of Alexian, the Company will appoint designees of Alexian as its officers and directors, and all of the current officers and directors of the Company will resign. As part of the agreement with Alexian, shareholders of the Company cancelled certain shares of common stock of the Company such that subsequent to closing there will be a total of 80,786,730 shares of common stock outstanding. Effective November 20, 2015 in connection with the proposed Alexian transaction, principals of the Company cancelled and returned to treasury a total of 21,583,000 shares of common stock held by them. Also effective November 20, 2015, the Company issued a total of 626,000 shares of common stock to investors and issued 530,200 shares of common stock to officers and employees of the Company in lieu of salary. |
Significant Accounting Polici14
Significant Accounting Policies (Policies) | 12 Months Ended |
Aug. 31, 2015 | |
Accounting Policies [Abstract] | |
Nature of Operations | Nature of Operations PetLife Pharmaceuticals, Inc. (Company) is a registered U.S. Veterinary Pharmaceutical company whose mission is to bring its scientifically proven, potentiated bioactive medication and nutraceuticals Escozine for Pets to the world of veterinary oncology. The Company specializes in the research, development, sales and support of advanced drugs and nutraceuticals for pet cancer and autoimmune related diseases such as arthritis. |
Basis and Business Presentation | Basis and business presentation The Company was incorporated on April 5, 2002 under the laws of the State of Nevada as Aztek Ventures Inc. Effective November 13, 2007, we filed a Certificate of Amendment to our Articles of Incorporation to change our name from Aztek Ventures Inc. to Genesis Uranium Corp. Effective April 21, 2008, we amended our Articles of Incorporation to change our name from Genesis Uranium Corp. to Vault Technology Inc. to reflect the change in our business focus beyond solely that of uranium exploration. Effective July 10, 2009, we filed a Certificate of Amendment to our Articles of Incorporation to change our name from Vault Technology, Inc. to Modern Renewable Technologies, Inc. (Modern). On May 27, 2011, Modern, merged with Eco Ventures Group, Inc., and the name of the Company was changed to Eco Ventures Group, Inc. On July 15, 2013, the Company entered into an Agreement and Plan of Merger with Clear TV Ventures, Inc. Under the terms of the merger, Clear TV became the surviving corporation. On June 26, 2014, Eco Ventures Group, Inc. entered into an Agreement and Plan of Merger with its subsidiary, PetLife Pharmaceuticals, Inc., a Nevada Corporation, with PetLife Pharmaceuticals, Inc. being the surviving entity. As part of that merger, the name of the Company was changed to PetLife Pharmaceuticals, Inc. and each 15 shares of our common stock were exchanged for one share in the surviving company. Effective August 12, 2014 we completed the closing of the Share Exchange Agreement and the acquisition of Petlife and changed our name to Petlife Pharmaceuticals, Inc. All references herein to the number of shares outstanding and per-share amounts have been retroactively restated to reflect the exchange ratio in the merger with PetLife Pharmaceuticals, Inc. All references that refer to (the Company or PetLife Pharmaceuticals, Inc. or "Petlife" or we or us or our) are PetLife Pharmaceuticals, Inc., the Registrant and its wholly and or majority owned subsidiaries. We are in the development stage, as defined by Accounting Standards Codification subtopic 915-10, Development Stage Entities ("ASC 915-10") and have developed and is launching a new generation of potentiated veterinary cancer medications and nutraceuticals, based on the same patented formula Escozine and production processes that have been scientifically proven as an effective treatment for cancer in humans for years. We have not generated any revenues to date, have incurred expenses and has sustained losses since December 12, 2012 (date of inception). Consequently, our operations are subject to all the risks inherent in the establishment of a new business enterprise. For the period from December 12, 2012 (date of inception) through August 31, 2015, we have accumulated a deficit through its development stage of approximately $3,447,688. The consolidated financial statements include the accounts of the Company and its majority owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. |
Merger and Corporate Restructure | Merger and Corporate Restructure On or about April 18, 2014, the Company entered into a Share Exchange Agreement (the Share Exchange) with Petlife Corporation, a Delaware corporation (Petlife) and the shareholders of Petlife Corporation (the Shareholders) for the exchange of all of the issued and outstanding shares of Petlife. Effective at the Closing on August 12, 2014, these shares of Petlife were exchanged for approximately 47,000,000 fully paid non-assessable shares of the Company reflecting approximately 80% of the issued and outstanding shares of the Company and acquisition of all assets and liabilities of the Company and was valued equated to the net assets of the Company as of the date of the acquisition of $100,000. No liabilities were assumed. In connection with the share exchange, Petlife Corporation became our wholly owned subsidiary. Accordingly, the historical financial statements are those of Petlife, the accounting acquirer, immediately following the consummation of the reverse acquisition. The Company did not recognize goodwill or any intangible assets in connection with this transaction. |
Estimates | Estimates The preparation of the financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates. |
Revenue Recognition | Revenue Recognition The Company will recognize revenue in accordance with Accounting Standards Codification subtopic 605-10, Revenue Recognition (ASC 605-10) which requires that four basic criteria must be met before revenue can be recognized: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred; (3) the selling price is fixed and determinable; and (4) collectability is reasonably assured. Determination of criteria (3) and (4) are based on managements judgments regarding the fixed nature of the selling prices of the products delivered and the collectability of those amounts. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments will be provided for in the same period the related sales will be recorded. ASC 605-10 incorporates Accounting Standards Codification subtopic 605-25, Multiple-Element Arraignments (ASC 605-25). ASC 605-25 addresses accounting for arrangements that may involve the delivery or performance of multiple products, services and/or rights to use assets. There was no effect on implementing ASC 605-25 on the Companys financial position and results of operations, since the Company has not started generating revenue. |
Cash | Cash The Company considers cash to consist of cash on hand and temporary investments having an original maturity of 90 days or less that are readily convertible into cash. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost. When retired or otherwise disposed, the related carrying value and accumulated depreciation are removed from the respective accounts and the net difference less any amount realized from disposition, is reflected in earnings. |
Long-Lived Assets | Long-Lived Assets The Company follows FASB ASC 360-10-15-3, Impairment or Disposal of Long-lived Assets, which established a primary asset approach to determine the cash flow estimation period for a group of assets and liabilities that represents the unit of accounting for a long-lived asset to be held and used. Long-lived assets to be held and used are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The carrying amount of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. Long-lived assets to be disposed of are reported at the lower of carrying amount or fair value less cost to sell. |
Income Taxes | Income Taxes The Company has adopted Accounting Standards Codification subtopic 740-10, Income Taxes (ASC 740-10) which requires the recognition of deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statement or tax returns. Under this method, deferred tax liabilities and assets are determined based on the difference between financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Temporary differences between taxable income reported for financial reporting purposes and income tax purposes consist primarily of timing differences such as deferred officers compensation and stock based compensation accounting. |
Net Loss Per Common Share, Basic and Diluted | Net Loss per Common Share, basic and diluted The Company has adopted Accounting Standards Codification subtopic 260-10, Earnings Per Share (ASC 260-10) specifying the computation, presentation and disclosure requirements of earnings per share information. Basic loss per share has been calculated based upon the weighted average number of common shares outstanding. |
Stock Based Compensation | Stock based compensation The Company follows Accounting Standards Codification subtopic 718-10, Compensation (ASC 718-10) which requires that all share-based payments to both employees and non-employees be recognized in the income statement based on their fair values. As of August 31, 2015, the Company did not have any issued or outstanding stock options. |
Concentrations of Credit Risk | Concentrations of Credit Risk Financial instruments and related items, which potentially subject the Company to concentrations of credit risk, consist primarily of cash, cash equivalents and trade receivables. The Company places its cash and temporary cash investments with high credit quality institutions. At times, such investments may be in excess of the FDIC insurance limit. |
Research and Development | Research and Development The Company accounts for research and development costs in accordance with Accounting Standards Codification subtopic 730-10, Research and Development (ASC 730-10). Under ASC 730-10, all research and development costs must be charged to expense as incurred. Accordingly, internal research and development costs are expensed as incurred. Third-party research and development costs are expensed when the contracted work has been performed or as milestone results have been achieved as defined under the applicable agreement. Company-sponsored research and development costs related to both present and future products are expensed in the period incurred. The Company incurred costs of $0 and $73,198 for research and development expenses for the years ended August 31, 2015 and 2014. |
Reliance on Key Personnel and Consultants | Reliance on Key Personnel and Consultants The Company has eleven full-time employees, three of which are executive officers. Additionally, the Company has consultants performing various specialized services. The Company is heavily dependent on the continued active participation of these current executive officers, employees and key consultants. The loss of any of the senior management or key consultants could significantly and negatively impact the business until adequate replacements can be identified and put in place. |
Fair Value | Fair Value Accounting Standards Codification subtopic 825-10, Financial Instruments (ASC 825-10) requires disclosure of the fair value of certain financial instruments. The carrying amount reported in the unaudited condensed consolidated balance sheet for accounts payable and accrued expenses, advances and notes payable approximates fair value because of the immediate or short-term maturity of these financial instruments. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). This guidance outlines a single, comprehensive model for accounting for revenue from contracts with customers. We will adopt the standard in 2018. While we are currently assessing the impact of the new standard, we do not expect this new guidance to have a material impact on our Consolidated Financial Statements. No other new accounting pronouncement issued or effective during the fiscal year had or is expected to have a material impact on the Consolidated Financial Statements. |
Significant Accounting Polici15
Significant Accounting Policies (Details Narrative) - USD ($) | Jun. 26, 2014 | Apr. 18, 2014 | Aug. 31, 2015 | Aug. 31, 2014 |
Accumulated deficit | $ (3,447,688) | $ (1,512,089) | ||
Shares exchanged for approximately fully paid non-assessable shaes approximately | 47,000,000 | |||
Percentage of issued and outstanding shares for acquisition of assets and liabilities | 80.00% | |||
Assets acquisition value | $ 100,000 | |||
Research and development expenses | $ 73,198 | |||
Eco Ventures Group, Inc [Member] | ||||
Number of common stock shares exchanges for shares | 15 |
Going Concern (Details Narrativ
Going Concern (Details Narrative) - USD ($) | Aug. 31, 2015 | Aug. 31, 2014 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accumulated deficit | $ (3,447,688) | $ (1,512,089) |
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit) (Details Narrative) - USD ($) | Aug. 11, 2014 | Sep. 30, 2014 | Aug. 31, 2015 | Aug. 31, 2014 |
Equity [Abstract] | ||||
Number of common stock issued during period | 10,000 | |||
Issued shares par value | $ 0.001 | $ 0.001 | $ 0.001 | |
Number of shares issued for services | 3,898,100 | 4,979,940 | ||
Shares issued for services, value | $ 1,553,038 | $ 1,244,985 | ||
Number of shares sold during period | 47,000,000 | 676,000 | ||
Sold stock per share value | $ 0.001 | |||
Number of shares sold, value | $ 184,500 | |||
Shares issued for cash, value | $ 10,000 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | 12 Months Ended | |
Aug. 31, 2015 | Aug. 31, 2014 | |
Proceeds from sale of common stock | $ 184,500 | |
Company was owed | $ 10,000 | |
Medolife Corporation [Member] | ||
Services and maintenance cost | $ 165,800 | |
Proceeds from sale of common stock | $ 184,500 | |
Company was owed | $ 4,800 |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) | Aug. 31, 2015USD ($) |
Income Tax Disclosure [Abstract] | |
Accumulated losses | $ 3,447,000 |
Percentage of valuation allowance | 100.00% |
Share Exchange Agreement (Detai
Share Exchange Agreement (Details Narrative) - shares | Aug. 11, 2014 | Apr. 18, 2014 | Aug. 31, 2014 | Aug. 31, 2015 |
Share Exchange Agreement | ||||
Shares exchanged for approximately fully paid non-assessable shaes approximately | 47,000,000 | |||
Percentage of issued and outstanding shares for acquisition of assets and liabilities | 80.00% | |||
Common stock, shares authorized | 750,000,000 | 750,000,000 | ||
Number of shares sold during period | 47,000,000 | 676,000 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - Subsequent Event [Member] - USD ($) | Nov. 21, 2015 | Nov. 20, 2015 |
Alexian Scientific, Inc. [Member] | ||
Minimum obtaining fund | $ 10,000,000 | |
Number of issue of shares of common stock | 38,777,630 | |
Percentage of equity of designees | 100.00% | |
Number of common stock shares outstanding upon the cancellation | 80,786,730 | 21,583,000 |
Imvestors [Member] | ||
Number of shares issued during period | 626,000 | |
Officers And Employees [Member] | ||
Number of shares issued during period | 530,200 |