Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Nov. 30, 2014 | Apr. 20, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | QUINT MEDIA INC. | |
Entity Central Index Key | 1362703 | |
Document Type | 10-Q | |
Document Period End Date | 30-Nov-14 | |
Amendment Flag | FALSE | |
Current Fiscal Year End Date | -26 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 409,202,970 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2015 |
Balance_Sheets
Balance Sheets (USD $) | Nov. 30, 2014 | Feb. 28, 2014 |
CURRENT ASSETS: | ||
Cash | $16,946 | $12,957 |
Prepaid expenses and other current assets | 97 | 4,928 |
Total Current Assets | 17,043 | 17,885 |
OTHER ASSETS: | ||
Website and website development cost, net | 331,360 | |
Total Other Assets | 331,360 | |
TOTAL ASSETS | 17,043 | 349,245 |
CURRENT LIABILITIES: | ||
Short-term notes payable | 625,000 | 450,000 |
Accounts payable and accrued liabilities | 127,178 | 106,046 |
Accounts payable and accrued liabilities, related party | 324,375 | 304,588 |
Liabilities from discontinued operations | 109,449 | |
Total Current Liabilities | 1,076,553 | 970,083 |
STOCKHOLDERS' DEFICIT: | ||
Common stock: $.0001 par value, 450,000,000 shares authorized; 62,883,000 and 62,883,000 issued and outstanding at November 30, 2014 and February 28, 2014, respectively | 6,288 | 6,288 |
Additional paid-in capital | 2,697,541 | 2,697,541 |
Accumulated deficit | -3,763,339 | -3,324,667 |
Total Stockholders' Deficit | -1,059,510 | -620,838 |
Total Liabilities and Stockholders' Deficit | $17,043 | $349,245 |
Balance_Sheets_Parenthetical
Balance Sheets (Parenthetical) (USD $) | Nov. 30, 2014 | Feb. 28, 2014 |
Statement of Financial Position [Abstract] | ||
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 450,000,000 | 450,000,000 |
Common stock, shares issued | 62,883,000 | 62,883,000 |
Common stock, shares outstanding | 62,883,000 | 62,883,000 |
Statements_of_Operations_Unaud
Statements of Operations (Unaudited) (USD $) | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2014 | Nov. 30, 2013 | Nov. 30, 2014 | Nov. 30, 2013 | |
Income Statement [Abstract] | ||||
Total Revenues | $74 | |||
OPERATING EXPENSES: | ||||
Professional fees | 10,393 | 83,528 | 73,543 | 197,748 |
Website amortization | 17,440 | 52,320 | ||
Consulting fees - related party | 2,090 | 12,870 | ||
General and administrative expenses | 26,709 | 79,137 | 100,284 | 150,699 |
Impairment loss | 279,040 | 279,040 | ||
Total Operating Expenses | 335,672 | 162,665 | 518,057 | 348,447 |
LOSS FROM OPERATIONS | -335,672 | -162,665 | -517,983 | -348,447 |
OTHER INCOME (EXPENSES): | ||||
Interest expenses | -10,907 | -6,575 | -30,138 | -24,668 |
Other income, net | 55 | 622 | ||
Total Other Income/(Expense) | -10,907 | -6,520 | -30,138 | -24,046 |
LOSS FROM CONTINUING OPERATIONS | -346,579 | -169,185 | -548,121 | -372,493 |
INCOME (LOSS) FROM DISCONTINUED OPERATIONS | 2,388 | 109,449 | -3,922 | |
NET LOSS | ($346,579) | ($166,797) | ($438,672) | ($376,415) |
Loss from continuing operations - basic and diluted | ($0.01) | $0 | ($0.01) | ($0.01) |
Loss from discontinued operations - basic and diluted | $0 | $0 | $0 | $0 |
Net loss per common share - basic and diluted | ($0.01) | $0 | ($0.01) | ($0.01) |
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING: | ||||
Basic and diluted | 62,883,000 | 62,528,604 | 62,883,000 | 62,514,818 |
Statements_of_Changes_in_Share
Statements of Changes in Shareholders' Deficit (Unaudited) (USD $) | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] | Total |
Balance at Feb. 28, 2014 | $6,288 | $2,697,541 | ($3,324,667) | ($620,838) |
Balance, shares at Feb. 28, 2014 | 62,883,000 | |||
Net loss | -438,672 | -438,672 | ||
Balance at Nov. 30, 2014 | $6,288 | $2,697,541 | ($3,763,339) | ($1,059,510) |
Balance, shares at Nov. 30, 2014 | 62,883,000 |
Statements_of_Cash_Flows_Unaud
Statements of Cash Flows (Unaudited) (USD $) | 9 Months Ended | |
Nov. 30, 2014 | Nov. 30, 2013 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | ($438,672) | ($376,415) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Amortization expense | 52,320 | |
Impairment loss | 279,040 | |
Gain from reversal of reserve for returns - discontinued operations | -109,449 | |
Change in operating assets and liabilities: | ||
Prepaid expenses and other assets | 4,831 | 17,955 |
Accounts payable and accrued liabilities | 21,132 | 207,006 |
Accounts payable and accrued liabilities - related party | 19,787 | 22,780 |
Net cash used in continuing operations | -171,011 | -128,674 |
Net cash provided by discontinued operations | 52,442 | |
NET CASH USED IN OPERATING ACTIVITIES | -171,011 | -76,232 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Acquisition of SlickX and Flawsome | -50,000 | |
Capitalized website and website development costs | 0 | -298,800 |
NET CASH USED IN INVESTING ACTIVITIES | -348,800 | |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from issuance of promissory notes | 175,000 | 100,000 |
Principal payments of promissory notes | -200,000 | |
Proceeds from issuance of common stock | 75,000 | |
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES | 175,000 | -25,000 |
NET INCREASE (DECREASE) IN CASH | 3,989 | -450,032 |
CASH, beginning of year | 12,957 | 512,484 |
CASH, end of period | 16,946 | 62,452 |
Cash paid during the period for interest | ||
Interest | ||
Income taxes |
Organization_and_Nature_of_Ope
Organization and Nature of Operations | 9 Months Ended |
Nov. 30, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Nature of Operations | NOTE 1 - ORGANIZATION AND NATURE OF OPERATIONS |
Quint Media Inc. (formerly PediatRx Inc.) (the “Company”, “Quint”, “we” , “us” or “our”) was incorporated under the laws of the State of Nevada on March 18, 2005. From the date of its acquisition of Granisol® (granisetron #C1) oral solution, on July 23, 2010, until early fiscal year 2014, Quint engaged in the pharmaceutical business. During the fiscal year ending February 28, 2014, Quint decided to divest itself of the balance of its pharmaceutical assets and engage in the digital media and entertainment business, which encompasses social discovery aspects of the internet, primarily through an engagement website with mobile and tablet applications. | |
Effective August 7, 2013, Quint affected a three-for-one forward stock split of our authorized, and issued and outstanding shares of common stock. Authorized common stock increased from 150,000,000 shares of common stock to 450,000,000 shares of common stock, and issued and outstanding capital increased from 20,836,000 shares of common stock to 62,508,000 shares of common stock. All share and per share data in the accompanying unaudited financial statements have been retroactively restated to reflect the effect of the forward split. |
Basis_of_Presentation_Going_Co
Basis of Presentation, Going Concern and Summary of Significant Accounting Policies | 9 Months Ended |
Nov. 30, 2014 | |
Accounting Policies [Abstract] | |
Basis of Presentation, Going Concern and Summary of Significant Accounting Policies | NOTE 2 - BASIS OF PRESENTATION, GOING CONCERN AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES |
Basis of presentation of interim financial statements | |
Management acknowledges its responsibility for the preparation of the accompanying unaudited condensed financial statements which reflect all adjustments, consisting of normal recurring adjustments, considered necessary in its opinion for a fair statement of its financial position and the results of its operations for the periods presented. The accompanying unaudited condensed financial statements for Quint Media Inc. have been prepared in accordance with accounting principles generally accepted in the United States of America (the “U.S. GAAP”) for interim financial information and with the instructions Article 8-03 of Regulation S-X. Operating results for interim periods are not necessarily indicative of results that may be expected for the fiscal year as a whole. Certain information and note disclosure normally included in financial statements prepared in accordance with U.S. GAAP has been condensed or omitted from these statements pursuant to such accounting principles and, accordingly, they do not include all the information and notes necessary for comprehensive financial statements These unaudited condensed financial statements should be read in conjunction with the summary of significant accounting policies and notes to the financial statements for the years ended February 28, 2014 and 2013 included in the Company’s Form 10-K. | |
Going concern | |
These unaudited condensed financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. As reflected in the accompanying unaudited condensed financial statements, the Company had a loss from continuing operations of $548,121 and $372,493 for the nine months ended November 30, 2014 and 2013, respectively, and net cash used in operations of $171,011 and $128,674 for the nine months ended November 30, 2014 and 2013, respectively. Additionally, the Company had an accumulated deficit, a stockholders’ deficit and a working capital deficit of $3,763,339, $1,059,510 and $1,059,510, respectively, at November 30, 2014, and minimal revenue for the nine months ended November 30, 2014. Management cannot provide assurance that the Company will ultimately achieve profitable operations or become cash flow positive, or raise additional debt and/or equity capital. Management believes that the Company’s capital resources are not currently adequate to continue operating and maintaining its business strategy for the fiscal year ending February 28, 2015. | |
The Company will seek to raise capital through additional debt and/or equity financings to fund its operations in the future. Although the Company has historically raised capital from sales of equity and from the issuance of promissory notes, there is no assurance that it will be able to continue to do so. If the Company is unable to raise additional capital or secure additional lending in the near future, management expects that the Company will need to curtail or cease operations. These financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. | |
As of November 30, 2014, the Company was in the process of transitioning to its new operating business and expects to incur operating losses for the next twelve months as it moves forward. This new operating business encompasses entrance into the social discovery aspects of the internet; primarily development of an engagement website with mobile and tablet application. The Company may also seek merger or acquisition candidates. | |
Use of estimates | |
The preparation of the unaudited condensed financial statements in conformity with generally accepted accounting principles in the United States of America 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. Actual results could differ from these estimates. Significant estimates during the nine months ended November 30, 2014 and 2013 include the valuation of deferred tax assets and assumptions used in assessing impairment of long-term assets. | |
Impairment of long-lived assets | |
In accordance with ASC Topic 360, the Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable, or at least annually. The Company recognizes an impairment loss when the sum of expected undiscounted future cash flows is less than the carrying amount of the asset. The amount of impairment is measured as the difference between the asset’s estimated fair value and its book value. | |
Revenue recognition | |
The Company recognizes revenue when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the purchase price is fixed or determinable and collectability is reasonably assured. For all revenue sources discussed below, in accordance ASC 605-45 “Principal Agent Considerations”, the Company recognizes revenue net of amounts retained by third party entities. The Company recognizes revenues from the placement of banner ads on its websites upon placement of the banner and when collection is reasonably assured. | |
Recent accounting pronouncements | |
The Company has elected to early adopt Accounting Standards Update No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements. The adoption of this ASU allows the company to remove the inception to date information and all references to development stage. |
Website_and_Website_Developmen
Website and Website Development Costs | 9 Months Ended |
Nov. 30, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Website and Website Development Costs | NOTE 3 - WEBSITE AND WEBSITE DEVELOPMENT COSTS |
Websites acquired and website development costs were being amortized on a straight-line method over the estimated useful life of 5 years. In November 2014, the Company assessed its long-lived assets for any impairment and concluded that there were indicators of impairment as of November 30, 2014 and the Company calculated that the estimated undiscounted cash flows were less than the carrying amount of the intangible asset. Based on the Company’s analysis, the Company recognized an impairment loss of $279,040 for the three and nine months ended November 30, 2014 which reduced the value of intangible assets acquired to $0. The Company did not record any impairment charge during the 2013 period. For the three and nine months ended November 30, 2014, amortization expense related to these costs amounted to $17,440 and $52,320, respectively. |
ShortTerm_Notes_Payable
Short-Term Notes Payable | 9 Months Ended | ||||||||
Nov. 30, 2014 | |||||||||
Notes to Financial Statements [Abstract] | |||||||||
Short-Term Notes Payable | NOTE 4 - SHORT-TERM NOTES PAYABLE | ||||||||
On March 31, 2014, the Company accepted a subscription from one non-US investor and issued a promissory note in the amount of $75,000. The promissory note is payable in full at maturity on March 31, 2015, and the principal amount or such portion thereof as shall remain outstanding from time to time accrues simple interest, calculated monthly, at a rate of 7% per annum commencing on the date of the promissory note. | |||||||||
On July 15, 2014, the Company accepted a subscription from one non-US investor and issued a promissory note in the amount of $100,000. The promissory note is payable in full at maturity on March 31, 2015, and the principal amount or such portion thereof as shall remain outstanding from time to time accrues simple interest, calculated monthly, at a rate of 7% per annum commencing on the date of the promissory note. | |||||||||
Accrued interest on promissory notes payable totaled $106,469 and $76,330 at November 30, 2014 and February 28, 2014, respectively, and is included in accounts payable and accrued liabilities on the accompanying balance sheets. | |||||||||
At November 30, 2014 and February 28, 2014, short-term notes payables consisted of the following: | |||||||||
30-Nov-14 | 28-Feb-14 | ||||||||
(Unaudited) | |||||||||
Issued on June 15, 2009, this unsecured promissory note, originally bearing interest at five percent (5%) per annum on the principal balance of $50,000, was originally due on June 15, 2011. Effective May 18, 2011 this promissory note was amended whereby the maturity date of the note was extended until February 28, 2013. The promissory note became past due on February 28, 2013 and the principal amount or such portion thereof as shall remain outstanding from time to time accrued simple interest, calculated monthly in arrears, at a rate of 12% per annum commencing on the date of the promissory note and payable at maturity. Effective September 1, 2013, this promissory note was again amended whereby the maturity date of the note was extended until June 30, 2014 and the interest rate was reduced to 7%. In default as of November 30, 2014. | $ | 50,000 | $ | 50,000 | |||||
Issued on May 6, 2011, this unsecured promissory note, originally bearing interest at five percent (5%) per annum on the principal balance of $250,000, was originally due on February 28, 2013. The promissory note became past due on February 28, 2013 and the principal amount or such portion thereof as shall remain outstanding from time to time accrued simple interest, calculated monthly in arrears, at a rate of 12% per annum commencing on the date of the promissory note and payable at maturity. Effective September 1, 2013, this promissory note was again amended whereby the maturity date of the note was extended until June 30, 2014 and the interest rate was reduced to 7%. In default as of November 30, 2014. | 250,000 | 250,000 | |||||||
Issued on September 24, 2013, this unsecured promissory note, bears interest at seven percent (7%) per annum on the principal balance of $100,000 and is due on June 30, 2014. In default as of November 30, 2014. | 100,000 | 100,000 | |||||||
Issued on February 13, 2014, this unsecured promissory note, bears interest at seven percent (7%) per annum on the principal balance of $50,000 and is due on February 13, 2015. | 50,000 | 50,000 | |||||||
Issued on March 31, 2014, this unsecured promissory note, bears interest at seven percent (7%) per annum on the principal balance of $75,000 and is due on March 31, 2015. | 75,000 | - | |||||||
Issued on July 15, 2014, this unsecured promissory note, bears interest at seven percent (7%) per annum on the principal balance of $100,000 and is due on March 31, 2015. | 100,000 | - | |||||||
Total Short-term Notes Payable | $ | 625,000 | $ | 450,000 | |||||
In March 2015, all short-term notes were settled by the issuance the Company’s common stock (See Note 7 – Subsequent Events). |
Related_Party_Transactions
Related Party Transactions | 9 Months Ended |
Nov. 30, 2014 | |
Notes to Financial Statements [Abstract] | |
Related Party Transactions | NOTE 5 - RELATED PARTY TRANSACTIONS |
On May 17, 2013, the Company entered into a definitive Web Site Asset Purchase Agreement (the “Agreement”) with Lakefield Media Holding AG and its wholly-owned subsidiary, Flawsome XLerator GmbH (“Flawsome”). Constantin Dietrich, our current president and director of our company, is the founder and Chief Executive Officer of Lakefield Media Holding AG, which wholly-owns Flawsome. Pursuant to the Agreement, the Company acquired the internet domain name “Slickx.com”, the website and related software, intellectual property rights, accounts, contracts, goodwill and infrastructure for $50,000. This transaction was completed on May 21, 2013. | |
On May 29, 2013 the Company entered into a consulting agreement with Flawsome, whereby Flawsome agreed to provide certain services, including general management, product management, requirements engineering, quality management, project management, design creation, development team lead, deployment management, content management, reporting services, web development, mobile development, basic content creation, server hosting and monitoring and update services. The agreement expired December 31, 2013, but is continuing on a month-to-month basis. During the nine months ended November 30, 2014 and 2013, respectively, the Company capitalized $0 and $298,800 in web development costs contracted through Flawsome related to the “Exley.com” website and expensed $12,870 and $0 in website management expenses. As of November 30, 2014 and February 28, 2014, the Company owed $182,900 and $196,500 to Flawsome, respectively. | |
As of November 30, 2014 and February 28, 2014, respectively, the Company owed $15,000 and $30,000 for consulting services to a director and $94,555 and $70,500 to a Company whose shareholder is a director of the Company. Additionally, the Company owed $31,920 and $7,588 to an officer for expenses paid on behalf of the Company as of November 30, 2014 and February 28, 2014, respectively. The payables do not bear interest. |
Discontinued_Operations
Discontinued Operations | 9 Months Ended | ||||||||
Nov. 30, 2014 | |||||||||
Discontinued Operations and Disposal Groups [Abstract] | |||||||||
Discontinued Operations | NOTE 6 - DISCONTINUED OPERATIONS | ||||||||
During the period ended February 28, 2014, the Company’s management elected to discontinue the operations of its pharmaceutical business, divest itself of the balance of its pharmaceutical assets and engage in the digital media and entertainment business. As such, all assets, liabilities and expenses of the pharmaceutical business have been presented as discontinued operations in the financial statements. A summary of those assets and liabilities as of November 30, 2014 and February 28, 2014 and revenues and expenses for the nine months ended November 30, 2014 and 2013 are as follows: | |||||||||
30-Nov-14 | 28-Feb-14 | ||||||||
Assets from Discontinued Operations | $ | - | $ | - | |||||
Liabilities from Discontinued Operations: | |||||||||
Accounts payable and accrued liabilities | $ | - | $ | 109,449 | |||||
For the Nine Months Ended | |||||||||
November 30, | |||||||||
2014 | 2013 | ||||||||
Net Revenues | $ | - | $ | - | |||||
Expenses | |||||||||
Cost of goods sold | - | 6,310 | |||||||
Total Expenses | - | (6,310 | ) | ||||||
Other Income | |||||||||
Gain on expiration of product return liability | 109,449 | - | |||||||
Net Income (Loss) From Discontinued Operations | $ | 109,449 | $ | (6,310 | ) | ||||
Certain terms with prior customers allowed the return of product within a certain period of the product’s expiration date. As such, upon shipment of product an estimate for returns was recorded. During the nine months ended November 30, 2014, the Company’s management deemed the remaining product return liabilities to be expired and no remaining liability exists. Accordingly, during the nine months ended November 30, 2014, the Company recognized a gain of $109,449 from the expiration of product return liabilities. |
Subsequent_Events
Subsequent Events | 9 Months Ended | ||
Nov. 30, 2014 | |||
Subsequent Events [Abstract] | |||
Subsequent Events | NOTE 7 - SUBSEQUENT EVENTS | ||
On March 10, 2015, the Company entered into a debt settlement agreement (the “Debt Settlement Agreement”) with Leone Group, LLC (“Leone”), American Capital Ventures, Inc. (“ACV”), Georgia Georgopoulos, Catherine Cozias and Trels Investments, Ltd. (“Trels” and collectively with Leone, ACV, Ms. Georgopoulos and Ms. Cozias, the “Holders”). Pursuant to the Debt Settlement Agreement, the Company and the Holders agreed to settle all of the outstanding debt owed under certain promissory notes and accounts payable, to Leone, ACV, Ms. Georgopoulos, Ms. Cozias and Trels, and the Holders agreed to convert their respective portions of the debt into shares of restricted common stock of the Company at $0.003 per share. The Company agreed to issue an aggregate of 346,319,970 shares of common stock in settlement of outstanding short-term notes payable with aggregate principal amounts of $625,000, accrued interest payable of $118,205 and accounts payable – related parties of $295,754, as follows: | |||
a. | 142,193,090 shares to Leone, in settlement of $234,375 in principal and $44,327 of accrued and unpaid interest pursuant to certain promissory notes, and $147,877 of accounts payable by the Company; | ||
b. | 142,193,090 shares to ACV in settlement of $234,375 in principal and $44,327 of accrued and unpaid interest pursuant to a promissory note, and $147,877 of accounts payable by the Company; | ||
c. | 21,225,001 shares to Ms. Georgopoulos, in settlement of $53,548 in principal and $10,127 of accrued and unpaid interest pursuant to a promissory note; | ||
d. | 21,225,001 shares to Ms. Cozias, in settlement of $53,548 in principal and $10,127 of accrued and unpaid interest pursuant to a promissory note; and | ||
e. | 19,483,788 shares to Trels, in settlement of $49,154 in principal and $9,297 of accrued and unpaid interest pursuant to a promissory note. | ||
Pursuant to the terms of the Debt Settlement Agreement, at any time before the Company’s entrance into a definitive agreement for the effectuation of a merger or acquisition that results in a change of control of the Company, the Holders shall have a first right of refusal, subject to the terms of the Debt Settlement Agreement, to participate in any future financing sought by the Company, on a pro rata basis, with the maximum funding amount of each future financing for each respective party being in proportion to that respective party’s total ownership percentage of the Company at that time, which shall only be triggered after a total of $50,000 in the aggregate in funding is obtained by the Company subsequent to the effective date of the Debt Settlement Agreement. | |||
If the Company, at any time before the Company’s entrance into a definitive agreement for the effectuation of a merger or acquisition that results in a change of control of the Company, issues common stock at a price per share below $0.003 (the “Settlement Price”), or issues a security convertible at a conversion price per share below the Settlement Price, taking into account any applicable adjustments for a consolidation, recapitalization or reorganization of the Company (the “Lower Issuance Price”), the Holders shall have the right to receive additional shares of the Company’s common stock, without additional payment, such that the effective Settlement Price pursuant to the Debt Settlement Agreement would be equal to the Lower Issuance Price. | |||
The Company is currently evaluating the nature and fair value of the transaction in order to quantify any loss on debt settlement. |
Basis_of_Presentation_Going_Co1
Basis of Presentation, Going Concern and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Nov. 30, 2014 | |
Accounting Policies [Abstract] | |
Basis of Presentation of Interim Financial Statements | Basis of presentation of interim financial statements |
Management acknowledges its responsibility for the preparation of the accompanying unaudited condensed financial statements which reflect all adjustments, consisting of normal recurring adjustments, considered necessary in its opinion for a fair statement of its financial position and the results of its operations for the periods presented. The accompanying unaudited condensed financial statements for Quint Media Inc. have been prepared in accordance with accounting principles generally accepted in the United States of America (the “U.S. GAAP”) for interim financial information and with the instructions Article 8-03 of Regulation S-X. Operating results for interim periods are not necessarily indicative of results that may be expected for the fiscal year as a whole. Certain information and note disclosure normally included in financial statements prepared in accordance with U.S. GAAP has been condensed or omitted from these statements pursuant to such accounting principles and, accordingly, they do not include all the information and notes necessary for comprehensive financial statements These unaudited condensed financial statements should be read in conjunction with the summary of significant accounting policies and notes to the financial statements for the years ended February 28, 2014 and 2013 included in the Company’s Form 10-K. | |
Going Concern | Going concern |
These unaudited condensed financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. As reflected in the accompanying unaudited condensed financial statements, the Company had a loss from continuing operations of $548,121 and $372,493 for the nine months ended November 30, 2014 and 2013, respectively, and net cash used in operations of $171,011 and $128,674 for the nine months ended November 30, 2014 and 2013, respectively. Additionally, the Company had an accumulated deficit, a stockholders’ deficit and a working capital deficit of $3,763,339, $1,059,510 and $1,059,510, respectively, at November 30, 2014, and minimal revenue for the nine months ended November 30, 2014. Management cannot provide assurance that the Company will ultimately achieve profitable operations or become cash flow positive, or raise additional debt and/or equity capital. Management believes that the Company’s capital resources are not currently adequate to continue operating and maintaining its business strategy for the fiscal year ending February 28, 2015. | |
The Company will seek to raise capital through additional debt and/or equity financings to fund its operations in the future. Although the Company has historically raised capital from sales of equity and from the issuance of promissory notes, there is no assurance that it will be able to continue to do so. If the Company is unable to raise additional capital or secure additional lending in the near future, management expects that the Company will need to curtail or cease operations. These financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. | |
As of November 30, 2014, the Company was in the process of transitioning to its new operating business and expects to incur operating losses for the next twelve months as it moves forward. This new operating business encompasses entrance into the social discovery aspects of the internet; primarily development of an engagement website with mobile and tablet application. The Company may also seek merger or acquisition candidates. | |
Use of Estimates | Use of estimates |
The preparation of the unaudited condensed financial statements in conformity with generally accepted accounting principles in the United States of America 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. Actual results could differ from these estimates. Significant estimates during the nine months ended November 30, 2014 and 2013 include the valuation of deferred tax assets and assumptions used in assessing impairment of long-term assets. | |
Impairment of Long-Lived Assets | Impairment of long-lived assets |
In accordance with ASC Topic 360, the Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable, or at least annually. The Company recognizes an impairment loss when the sum of expected undiscounted future cash flows is less than the carrying amount of the asset. The amount of impairment is measured as the difference between the asset’s estimated fair value and its book value. | |
Revenue Recognition | Revenue recognition |
The Company recognizes revenue when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the purchase price is fixed or determinable and collectability is reasonably assured. For all revenue sources discussed below, in accordance ASC 605-45 “Principal Agent Considerations”, the Company recognizes revenue net of amounts retained by third party entities. The Company recognizes revenues from the placement of banner ads on its websites upon placement of the banner and when collection is reasonably assured. | |
Recent Accounting Pronouncements | Recent accounting pronouncements |
The Company has elected to early adopt Accounting Standards Update No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements. The adoption of this ASU allows the company to remove the inception to date information and all references to development stage. |
ShortTerm_Notes_Payable_Tables
Short-Term Notes Payable (Tables) | 9 Months Ended | ||||||||
Nov. 30, 2014 | |||||||||
Notes to Financial Statements [Abstract] | |||||||||
Schedule of Short Term Notes Payable | At November 30, 2014 and February 28, 2014, short-term notes payables consisted of the following: | ||||||||
30-Nov-14 | 28-Feb-14 | ||||||||
(Unaudited) | |||||||||
Issued on June 15, 2009, this unsecured promissory note, originally bearing interest at five percent (5%) per annum on the principal balance of $50,000, was originally due on June 15, 2011. Effective May 18, 2011 this promissory note was amended whereby the maturity date of the note was extended until February 28, 2013. The promissory note became past due on February 28, 2013 and the principal amount or such portion thereof as shall remain outstanding from time to time accrued simple interest, calculated monthly in arrears, at a rate of 12% per annum commencing on the date of the promissory note and payable at maturity. Effective September 1, 2013, this promissory note was again amended whereby the maturity date of the note was extended until June 30, 2014 and the interest rate was reduced to 7%. In default as of November 30, 2014. | $ | 50,000 | $ | 50,000 | |||||
Issued on May 6, 2011, this unsecured promissory note, originally bearing interest at five percent (5%) per annum on the principal balance of $250,000, was originally due on February 28, 2013. The promissory note became past due on February 28, 2013 and the principal amount or such portion thereof as shall remain outstanding from time to time accrued simple interest, calculated monthly in arrears, at a rate of 12% per annum commencing on the date of the promissory note and payable at maturity. Effective September 1, 2013, this promissory note was again amended whereby the maturity date of the note was extended until June 30, 2014 and the interest rate was reduced to 7%. In default as of November 30, 2014. | 250,000 | 250,000 | |||||||
Issued on September 24, 2013, this unsecured promissory note, bears interest at seven percent (7%) per annum on the principal balance of $100,000 and is due on June 30, 2014. In default as of November 30, 2014. | 100,000 | 100,000 | |||||||
Issued on February 13, 2014, this unsecured promissory note, bears interest at seven percent (7%) per annum on the principal balance of $50,000 and is due on February 13, 2015. | 50,000 | 50,000 | |||||||
Issued on March 31, 2014, this unsecured promissory note, bears interest at seven percent (7%) per annum on the principal balance of $75,000 and is due on March 31, 2015. | 75,000 | - | |||||||
Issued on July 15, 2014, this unsecured promissory note, bears interest at seven percent (7%) per annum on the principal balance of $100,000 and is due on March 31, 2015. | 100,000 | - | |||||||
Total Short-term Notes Payable | $ | 625,000 | $ | 450,000 |
Discontinued_Operations_Tables
Discontinued Operations (Tables) | 9 Months Ended | ||||||||
Nov. 30, 2014 | |||||||||
Notes to Financial Statements [Abstract] | |||||||||
Schedule of Disposal Groups, Including Discontinued Operations, Balance Sheet Disclosures | A summary of those assets and liabilities as of November 30, 2014 and February 28, 2014 and revenues and expenses for the nine months ended November 30, 2014 and 2013 are as follows: | ||||||||
30-Nov-14 | 28-Feb-14 | ||||||||
Assets from Discontinued Operations | $ | - | $ | - | |||||
Liabilities from Discontinued Operations: | |||||||||
Accounts payable and accrued liabilities | $ | - | $ | 109,449 | |||||
Schedule of Disposal Groups, Including Discontinued Operations, Income Statement Disclosures | For the Nine Months Ended | ||||||||
November 30, | |||||||||
2014 | 2013 | ||||||||
Net Revenues | $ | - | $ | - | |||||
Expenses | |||||||||
Cost of goods sold | - | 6,310 | |||||||
Total Expenses | - | (6,310 | ) | ||||||
Other Income | |||||||||
Gain on expiration of product return liability | 109,449 | - | |||||||
Net Income (Loss) From Discontinued Operations | $ | 109,449 | $ | (6,310 | ) |
Organization_and_Nature_of_Ope1
Organization and Nature of Operations (Details Narrative) | 0 Months Ended | ||
Aug. 07, 2013 | Nov. 30, 2014 | Feb. 28, 2014 | |
Stockholders' equity stock split | three-for-one forward stock split | ||
Common stock, shares authorized | 450,000,000 | 450,000,000 | |
Common stock, shares issued | 62,883,000 | 62,883,000 | |
Common stock, shares outstanding | 62,883,000 | 62,883,000 | |
Minimum [Member] | |||
Common stock, shares authorized | 150,000,000 | ||
Common stock, shares issued | 20,836,000 | ||
Common stock, shares outstanding | 20,836,000 | ||
Maximum [Member] | |||
Common stock, shares authorized | 450,000,000 | ||
Common stock, shares issued | 62,508,000 | ||
Common stock, shares outstanding | 62,508,000 |
Basis_of_Presentation_Going_Co2
Basis of Presentation, Going Concern and Summary of Significant Accounting Policies (Details Narrative) (USD $) | 3 Months Ended | 9 Months Ended | |||
Nov. 30, 2014 | Nov. 30, 2013 | Nov. 30, 2014 | Nov. 30, 2013 | Feb. 28, 2014 | |
Accounting Policies [Abstract] | |||||
Loss from continuing operations | $346,579 | $169,185 | $548,121 | $372,493 | |
Net cash used in continuing operations | 171,011 | 128,674 | |||
Accumulated deficit | 3,763,339 | 3,763,339 | 3,324,667 | ||
Stockholders' deficit | 1,059,510 | 1,059,510 | 620,838 | ||
Working capital deficit | $1,059,510 | $1,059,510 |
Website_and_Website_Developmen1
Website and Website Development Costs (Details Narrative) (USD $) | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2014 | Nov. 30, 2013 | Nov. 30, 2014 | Nov. 30, 2013 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Website development estimated useful life | 5 years | |||
Impairment loss | $279,040 | $279,040 | ||
Intangible assets acquired | 0 | 298,800 | ||
Amortization expense | $17,440 | $52,320 |
ShortTerm_Notes_Payable_Detail
Short-Term Notes Payable (Details Narrative) (USD $) | 9 Months Ended | 0 Months Ended | 1 Months Ended | ||
Nov. 30, 2014 | Nov. 30, 2013 | Jul. 15, 2014 | Mar. 31, 2014 | Feb. 28, 2014 | |
Issued a promissory note | $175,000 | $100,000 | |||
Accrued interest on promissory notes payable | 106,469 | 76,330 | |||
Subscription From One Non US Investor [Member] | |||||
Issued a promissory note | $100,000 | $75,000 | |||
Promissory note payable interest rate | 7.00% | 7.00% | |||
Promissory note payable maturity date | 31-Mar-15 | 31-Mar-15 |
Short_Term_Notes_Payable_Sched
Short - Term Notes Payable - Schedule of Short Term Notes Payable (Details) (USD $) | Nov. 30, 2014 | Feb. 28, 2014 | Jun. 15, 2009 | 6-May-11 | Sep. 24, 2013 | Feb. 13, 2014 | Mar. 31, 2014 | Jul. 15, 2014 |
Total Short-term Notes Payable | $625,000 | $450,000 | ||||||
Unsecured Promissory Note [Member] | ||||||||
Total Short-term Notes Payable | 50,000 | 50,000 | 50,000 | |||||
Unsecured Promissory Note One [Member] | ||||||||
Total Short-term Notes Payable | 250,000 | 250,000 | 250,000 | |||||
Unsecured Promissory Note Two [Member] | ||||||||
Total Short-term Notes Payable | 100,000 | 100,000 | 100,000 | |||||
Unsecured Promissory Note Three [Member] | ||||||||
Total Short-term Notes Payable | 50,000 | 50,000 | 50,000 | |||||
Unsecured Promissory Note Four [Member] | ||||||||
Total Short-term Notes Payable | 75,000 | 75,000 | ||||||
Unsecured Promissory Note Five [Member] | ||||||||
Total Short-term Notes Payable | $100,000 | $100,000 |
Short_Term_Notes_Payable_Sched1
Short - Term Notes Payable - Schedule of Short Term Notes Payable (Details) (Parenthetical) (USD $) | 0 Months Ended | |||||||||
Sep. 02, 2013 | 18-May-11 | Jun. 15, 2009 | 6-May-11 | Sep. 24, 2013 | Feb. 13, 2014 | Mar. 31, 2014 | Jul. 15, 2014 | Nov. 30, 2014 | Feb. 28, 2014 | |
Short-term notes payable | $625,000 | $450,000 | ||||||||
Unsecured Promissory Note [Member] | ||||||||||
Promissory note payable interest rate | 7.00% | 5.00% | ||||||||
Short-term notes payable | 50,000 | 50,000 | 50,000 | |||||||
Unsecured Promissory note payable maturity date | 15-Jun-11 | |||||||||
Unsecured promissory note payable extended maturity date | 30-Jun-14 | 28-Feb-13 | ||||||||
Promissory note payable arrears interest rate | 12.00% | |||||||||
Unsecured Promissory Note One [Member] | ||||||||||
Promissory note payable interest rate | 7.00% | 5.00% | ||||||||
Short-term notes payable | 250,000 | 250,000 | 250,000 | |||||||
Unsecured Promissory note payable maturity date | 28-Feb-13 | |||||||||
Unsecured promissory note payable extended maturity date | 30-Jun-14 | |||||||||
Promissory note payable arrears interest rate | 12.00% | |||||||||
Unsecured Promissory Note Two [Member] | ||||||||||
Promissory note payable interest rate | 7.00% | |||||||||
Short-term notes payable | 100,000 | 100,000 | 100,000 | |||||||
Unsecured Promissory note payable maturity date | 30-Jun-14 | |||||||||
Unsecured Promissory Note Three [Member] | ||||||||||
Promissory note payable interest rate | 7.00% | |||||||||
Short-term notes payable | 50,000 | 50,000 | 50,000 | |||||||
Unsecured Promissory note payable maturity date | 13-Feb-15 | |||||||||
Unsecured Promissory Note Four [Member] | ||||||||||
Promissory note payable interest rate | 7.00% | |||||||||
Short-term notes payable | 75,000 | 75,000 | ||||||||
Unsecured Promissory note payable maturity date | 31-Mar-15 | |||||||||
Unsecured Promissory Note Five [Member] | ||||||||||
Promissory note payable interest rate | 7.00% | |||||||||
Short-term notes payable | $100,000 | $100,000 | ||||||||
Unsecured Promissory note payable maturity date | 31-Mar-15 |
Related_Party_Transactions_Det
Related Party Transactions (Details Narrative) (USD $) | 9 Months Ended | 0 Months Ended | ||
Nov. 30, 2014 | Nov. 30, 2013 | 17-May-13 | Feb. 28, 2014 | |
Acquisition of intangible assets | $50,000 | |||
Capitalized website and website development costs | 0 | 298,800 | ||
Website management expenses | 12,870 | |||
Flawsome [Member] | ||||
Due to Related Parties, Current | 182,280 | 196,500 | ||
Director [Member] | ||||
Due to Related Parties, Current | 94,555 | 70,500 | ||
Director [Member] | Consulting [Member] | ||||
Due to Related Parties, Current | 15,000 | 30,000 | ||
Officer [Member] | ||||
Due to Related Parties, Current | 31,920 | 7,588 | ||
Asset Purchase Agreement [Member] | ||||
Acquisition of intangible assets | $50,000 |
Discontinued_Operations_Detail
Discontinued Operations (Details Narrative) (USD $) | 9 Months Ended | |
Nov. 30, 2014 | Nov. 30, 2013 | |
Discontinued Operations and Disposal Groups [Abstract] | ||
Gain on expiration of product return liability | $109,449 |
Discontinued_Operations_Schedu
Discontinued Operations - Schedule of Disposal Groups, Including Discontinued Operations, Balance Sheet Disclosures (Details) (USD $) | Nov. 30, 2014 | Feb. 28, 2014 |
Discontinued Operations and Disposal Groups [Abstract] | ||
Assets from Discontinued Operations | $0 | $0 |
Accounts payable and accrued liabilities | $0 | $109,449 |
Discontinued_Operations_Schedu1
Discontinued Operations - Schedule of Disposal Groups, Including Discontinued Operations, Income Statement Disclosures (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2014 | Nov. 30, 2013 | Nov. 30, 2014 | Nov. 30, 2013 | |
Discontinued Operations and Disposal Groups [Abstract] | ||||
Net Revenues | $0 | $0 | ||
Cost of goods sold | 0 | 6,310 | ||
Total Expenses | 0 | -6,310 | ||
Gain on expiration of product return liability | 109,449 | |||
Net Income (Loss) From Discontinued Operations | $2,388 | $109,449 | ($3,922) |
Subsequent_Events_Details_Narr
Subsequent Events (Details Narrative) (USD $) | 0 Months Ended | ||
Mar. 10, 2015 | Nov. 30, 2014 | Feb. 28, 2014 | |
Accounts payable - related parties | $324,375 | $304,588 | |
Subsequent Event [Member] | Debt Settlement Agreement [Member] | |||
Debt into shares of restricted common stock price per share | $0.00 | ||
Issuance of common stock for settlement of debt, shares | 346,319,970 | ||
Issuance of common stock for settlement of principal debt amount | 625,000 | ||
Accrued interest payable | 118,205 | ||
Accounts payable - related parties | 295,754 | ||
Aggregate in funding amount | 50,000 | ||
Common stock price per share | $0.00 | ||
Subsequent Event [Member] | Debt Settlement Agreement [Member] | Leone Group, LLC [Member] | |||
Issuance of common stock for settlement of debt, shares | 142,193,090 | ||
Issuance of common stock for settlement of principal debt amount | 234,375 | ||
Accrued interest payable | 44,327 | ||
Accounts payable - related parties | 147,877 | ||
Subsequent Event [Member] | Debt Settlement Agreement [Member] | American Capital Ventures, Inc. [Member] | |||
Issuance of common stock for settlement of debt, shares | 142,193,090 | ||
Issuance of common stock for settlement of principal debt amount | 234,375 | ||
Accrued interest payable | 44,327 | ||
Accounts payable - related parties | 147,877 | ||
Subsequent Event [Member] | Debt Settlement Agreement [Member] | Ms. Georgopoulos [Member] | |||
Issuance of common stock for settlement of debt, shares | 21,225,001 | ||
Issuance of common stock for settlement of principal debt amount | 53,548 | ||
Accrued interest payable | 10,127 | ||
Subsequent Event [Member] | Debt Settlement Agreement [Member] | Ms. Cozias [Member] | |||
Issuance of common stock for settlement of debt, shares | 21,225,001 | ||
Issuance of common stock for settlement of principal debt amount | 53,548 | ||
Accrued interest payable | 10,127 | ||
Subsequent Event [Member] | Debt Settlement Agreement [Member] | Trels Investments, Ltd. [Member] | |||
Issuance of common stock for settlement of debt, shares | 19,483,788 | ||
Issuance of common stock for settlement of principal debt amount | 49,154 | ||
Accrued interest payable | $9,297 |