Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Document And Entity Information | ' |
Entity Registrant Name | 'Play LA Inc. |
Entity Central Index Key | '0001378553 |
Document Type | '20-F |
Document Period End Date | 31-Dec-13 |
Amendment Flag | 'false |
Current Fiscal Year End Date | '--12-31 |
Is Entity a Well-known Seasoned Issuer? | 'No |
Is Entity a Voluntary Filer? | 'Yes |
Is Entity's Reporting Status Current? | 'Yes |
Entity Filer Category | 'Smaller Reporting Company |
Entity Public Float | $291,291 |
Entity Common Stock, Shares Outstanding | 12,221,912 |
Document Fiscal Period Focus | 'FY |
Document Fiscal Year Focus | '2013 |
Balance_Sheets
Balance Sheets (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
ASSETS | ' | ' |
Cash and cash equivalents | $59,650 | $43,644 |
Accounts receivable | 41,097 | 40,957 |
Notes receivable (Note 4) | 182,620 | 110,000 |
Total current assets | 283,367 | 194,601 |
Goodwill (Note 5) | 119,009 | 119,009 |
Other intangible assets, net (Note 6) | 45,089 | 70,025 |
Total | 164,098 | 189,034 |
TOTAL ASSETS | 447,465 | 383,635 |
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) | ' | ' |
Accounts payable & accrued liabilities (Note 7) | 179,525 | 230,621 |
Convertible notes payable - related party (Note 11) | 281,019 | 350,000 |
Total liabilities | 460,544 | 580,621 |
STOCKHOLDERS' EQUITY (DEFICIT) (Note 8) | ' | ' |
Common stock, no par value, 50,000,000 shares authorized, 12,221,912 issued and outstanding | 1,364,375 | 1,364,375 |
Common stock, shares subscribed | 97,500 | 30,000 |
Additional paid in capital | 856,345 | 856,345 |
Accumulated deficit | -2,291,967 | -2,408,374 |
Other comprehensive loss | -39,332 | -39,332 |
Total | -13,079 | -196,986 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) | $447,465 | $383,635 |
Balance_Sheets_Parenthetical
Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Balance Sheets Parenthetical | ' | ' |
Common Stock; Par Value | $0 | $0 |
Common Stock; Shares Authorized | 50,000,000 | 50,000,000 |
Common Stock; Shares Issued | 12,221,912 | 12,221,912 |
Common Stock; Shares Outstanding | 12,221,912 | 12,221,912 |
Statements_of_Operations
Statements of Operations (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
REVENUE | ' | ' | ' |
Sales | $441,390 | $471,876 | $640,664 |
Cost of sales | -62,357 | -46,041 | -335,725 |
Gross Profit | 379,033 | 425,825 | 304,939 |
EXPENSES | ' | ' | ' |
Depreciation and Amortization | 25,114 | 30,545 | 45,098 |
Management fees | 97,000 | 81,500 | 35,500 |
Professional fees | 23,449 | 35,605 | 27,055 |
Directors fees | ' | 38,250 | ' |
General and administration fees | 79,423 | 107,081 | 108,745 |
Total | 224,986 | 292,981 | 216,398 |
Gain/(Loss) from operations | 154,047 | 132,854 | 88,541 |
OTHER EXPENSES: | ' | ' | ' |
Interest on loans | -23,507 | -27,923 | -44,549 |
Foreign exchange loss/gain | -14,133 | -9,928 | 6,312 |
Net income and comprehensive income for the year | $116,407 | $95,003 | $50,304 |
Basic earnings (loss) per share | $0.01 | $0.01 | $0.00 |
Diluted earnings (loss) per share | $0.01 | $0.01 | $0.00 |
Weighted average number of shares outstanding | ' | ' | ' |
Basic | 12,221,912 | 11,976,639 | 11,719,912 |
Diluted | 13,353,750 | 13,376,639 | 14,920,826 |
Statements_of_Stockholders_Equ
Statements of Stockholder's Equity (Deficit) (USD $) | Common Stock | Shares Subscribed | Additional Paid-In Capital | Accumulated Deficit | Accumulated Comprehensive Loss | Treasury Stock | Total |
Beginning Balance, Amount at Dec. 31, 2010 | $1,389,500 | ' | $801,896 | ($2,553,681) | ($39,332) | ($95,625) | ($497,242) |
Beginning Balance, Shares at Dec. 31, 2010 | 11,939,412 | ' | ' | ' | ' | ' | ' |
Fair value of vested options issued | ' | ' | 50,637 | ' | ' | ' | 50,637 |
Common stock cancelled, Amount | -95,625 | ' | ' | ' | ' | 95,625 | ' |
Common stock cancelled, Shares | -187,500 | ' | ' | ' | ' | ' | ' |
Net loss for the year | ' | ' | ' | 50,304 | ' | ' | 50,304 |
Ending Balance, Amount at Dec. 31, 2011 | 1,293,875 | ' | 852,533 | -2,503,377 | -39,332 | ' | -396,301 |
Ending Balance, Shares at Dec. 31, 2011 | 11,751,912 | ' | ' | ' | ' | ' | ' |
Fair value of vested options issued | ' | ' | 3,812 | ' | ' | ' | 3,812 |
Common stock issued for services at $0.15, Amount | 70,500 | ' | ' | ' | ' | ' | 70,500 |
Common stock issued for services at $0.15, Shares | 470,000 | ' | ' | ' | ' | ' | ' |
Shares subscribed, not issued | ' | 30,000 | ' | ' | ' | ' | 30,000 |
Net loss for the year | ' | ' | ' | 95,003 | ' | ' | 95,003 |
Ending Balance, Amount at Dec. 31, 2012 | 1,364,375 | 30,000 | 856,345 | -2,408,374 | -39,332 | ' | -196,986 |
Ending Balance, Shares at Dec. 31, 2012 | 12,221,912 | ' | ' | ' | ' | ' | ' |
Shares subscribed, not issued | ' | 67,500 | ' | ' | ' | ' | 67,500 |
Net loss for the year | ' | ' | ' | 116,407 | ' | ' | 116,407 |
Ending Balance, Amount at Dec. 31, 2013 | $1,364,375 | $97,500 | $856,345 | ($2,291,967) | ($39,332) | ' | ($13,079) |
Ending Balance, Shares at Dec. 31, 2013 | 12,221,912 | ' | ' | ' | ' | ' | ' |
Statements_of_Cash_Flows
Statements of Cash Flows (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Cash flows from operating activities | ' | ' | ' |
Net income/(loss) | $116,407 | $95,003 | $50,304 |
Adjustments to reconcile net cash flows from operating activities | ' | ' | ' |
Depreciation and amortization | 25,114 | 30,654 | 45,098 |
Shares issued for services | ' | 70,500 | ' |
Stock options expense | ' | 3,812 | 50,637 |
Changes in operating assets and liabilities | ' | ' | ' |
Accounts receivable | -140 | 37,153 | 12,606 |
Note receivable | -72,620 | -11,000 | ' |
Accounts payable | -51,096 | 21,458 | -102,168 |
Net cash flows used in operating activities | 17,665 | 145,580 | 56,477 |
Cash flows from investing activities | ' | ' | ' |
Payment for intangible assets | -178 | -458 | -658 |
Net cash flows used in investing activities | -178 | -458 | -658 |
Cash flows from financing activities | ' | ' | ' |
Shares subscriptions received but not issued | 67,500 | 30,000 | ' |
Repayment of notes payable | -68,981 | -168,744 | -128,216 |
Net cash flows used in financing activities | -1,481 | -138,744 | -128,216 |
Net increase(decrease) in cash | 16,006 | 9,368 | -72,397 |
Cash and cash equivalents, beginning of period | 43,644 | 34,276 | 106,673 |
Cash and cash equivalents, end of period | 59,650 | 43,644 | 34,276 |
Supplemental disclosure: | ' | ' | ' |
Interest paid on notes | 23,507 | 27,923 | 44,549 |
Interest tax paid | ' | ' | ' |
Non-cash financing and investing activities: | ' | ' | ' |
Common stock issued for services (directors' fees) | ' | $70,500 | ' |
Common stock issued for purchase of assets | ' | ' | ' |
Organization
Organization | 12 Months Ended |
Dec. 31, 2013 | |
Notes to Financial Statements | ' |
Note 1 - Organization | ' |
Play LA Inc. ("the Company"), a Tortola, British Virgin Island holding company, was incorporated under the International Business Companies Act on September 27, 2005. The principal business of the Company was to identify and acquire businesses and assets relating to online content publishing and internet advertising solutions for online gaming operators. Specifically, the Company’s roll-up strategy has focused primarily on the United Kingdom (“UK”) and Western European based online gaming content websites to create a comprehensive, customized, and responsive advertising network to service the advertising and promotional needs of online gaming operations. Substantially all of the Company's efforts have been directed towards raising capital and developing a corporate structure. Effective May 1st, 2007, the Company acquired two online advertising websites. These websites were the Company’s first acquisitions. Advertising revenues are generated through these websites. Since the revenue generated is consistent, the Company is deemed to have emerged from the development stage as of the acquisition date. The Company’s common shares are publicly traded on the OTC Bulletin Board under the ticker symbol, “PLLAF.” |
Going_Concern_Uncertainties
Going Concern Uncertainties | 12 Months Ended |
Dec. 31, 2013 | |
Notes to Financial Statements | ' |
Note 2 - Going Concern Uncertainties | ' |
The accompanying financial statements have been prepared in conformity with generally accepted accounting principles in the United States, which contemplate continuation of the Company as a going concern. However, the Company has limited operations and has sustained operating losses in previous years resulting in an accumulated deficit. In view of these matters, realization of a major portion of the assets in the accompanying balance sheet is dependent upon the continued operations of the Company, which in turn is dependent upon the Company's ability to meet its financing requirements, and the success of its future operations. | |
The Company has net income from operations of $116,407 for the year ended December 31, 2013 but has an accumulated deficit of $2,291,967 as at December 31, 2013. The Company's ability to continue as a going concern is in substantial doubt and is dependent upon obtaining additional financing and/or achieving a sustainable profitable level of operations. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. The Company may seek additional funding in the form of equity financing from the sale of common stock and/or seek to obtain short-term loans in order to support existing operations and expand the range of its business. There is no assurance that such additional funds will be available for the Company on acceptable terms, if at all. The issuances of additional equity securities by the Company would result in a dilution in the equity interests of its current stockholders. There are no current arrangements in place for equity funding or short term loans. |
Significant_Accounting_Policie
Significant Accounting Policies | 12 Months Ended | |
Dec. 31, 2013 | ||
Notes to Financial Statements | ' | |
Note 3 - Significant Accounting Policies | ' | |
A summary of the significant accounting policies applied in the presentation of the accompanying financial statements follows: | ||
(a) Principles of Accounting | ||
These financial statements are stated in U.S. Dollars and have been prepared in accordance with accounting principles generally accepted in the United States of America. The functional currency of the Company is U.S. Dollars. | ||
(b) Use of Estimates | ||
The preparation of financial statements in conformity with generally accepted accounting principles 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 revenue and expenses during the reporting period. Management makes its best estimate of the ultimate outcome for these items based on historical trends and other information available when the financial statements are prepared. Changes in estimates are recognized in accordance with the accounting rules for the estimate, which is typically in the period when new information becomes available to management. Actual results could differ from those estimates. | ||
(c) Cash and Cash Equivalents | ||
The Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents. The Company occasionally has cash deposits in excess of insured limits provided by the financial institutions. The Company places its cash and cash equivalents with high credit quality financial institutions. | ||
(d) Accounts receivable and allowance for doubtful accounts | ||
Accounts receivable are recorded net of allowances for doubtful accounts and reserves for returns. In the normal course of business, the Company extends credit to customers that satisfy predefined credit criteria. The Company is required to estimate the collectability of its receivables. Allowances for doubtful accounts are established through the evaluation of accounts receivable aging and prior collection experience to estimate the ultimate realization of these receivables. At December 31, 2013 and 2012, management determined that no allowance was necessary. | ||
(e) Intangible Assets | ||
Intangible assets with indefinite lives are not amortized but rather are tested at least annually for impairment. Intangible assets with definite lives are amortized over their estimated useful life as follows: | ||
Source code | 2 years | |
URL | 10 years | |
Web-site contents | 5 years | |
Subscribers list | 1 year | |
Client accounts | 2 years | |
Trade name | 2 years | |
(f) Goodwill | ||
Goodwill represents the excess of the cost of a business combination over the fair value of the net assets acquired. A reporting unit is an operating segment or sub-segment to which goodwill is assigned when initially recorded. At present, we only have one reporting unit. We assign goodwill to reporting units based on our integration plans. | ||
(g) Impairment of indefinite long-lived intangible assets | ||
As per FASB Accounting Standards Codification (“ASC”) Topic 350, we have opted to perform annual long-lived intangible asset impairment testing. In so doing, we compare the fair value of the long-lived intangible assets to their carrying costs. If the fair value of the assets exceeds its carrying amount, an impairment loss is recognized consisting of the amount equal to that excess. After an impairment loss is recognized, the adjusted carrying amount of the intangible assets shall be its new accounting basis. Subsequent reversal of a previously recognized impairment loss is prohibited. | ||
We primarily determine fair value using an income approach based on the net present value of discounted cash flows. In applying that approach, we have used the following assumptions: A) a 10% Stabilized period EBITDA annual growth rate, which is based upon management's expectations, historical data and industry expertise; B) a 2.5X Cash flow multiple for terminal value, which has been based upon the multiple the Company was valued at in previous professional valuations; and, C) a 20% Discount rate for NPV of cash flows, that has been based upon the weighted average cost of capital | ||
At December 31, 2013, 2012 and 2011, management determined that the fair value of long-lived intangible assets was greater than their carrying value and, accordingly, the assets were not impaired and no impairment charge was required. | ||
(h) Fair Value of Financial Instruments | ||
Accounting Standards Codification subtopic 825-10, Financial Instruments (“ASC 825”) requires disclosure of the fair value of certain financial instruments. Fair value estimates of financial instruments are made at a specific point in time, based on relevant information about financial markets and specific financial instruments. As these estimates are subjective in nature, involving uncertainties and matters of significant judgment, they cannot be determined with precision. Changes in assumptions can significantly affect estimated fair values. | ||
The fair value of financial instruments, including cash and cash equivalents, accounts receivable, accounts payable and short term note - related party, approximate their carrying values since they are short term in nature and they are receivable or payable on demand. | ||
Management is of the opinion that the Company is exposed to significant interest or credit risks arising from the bank-held assets. The Company is operating outside the United States of America and has significant exposure to foreign currency risk due to the fluctuation of the currency in which the Company operates and the U.S. dollar. | ||
The Company currently has no assets and liabilities that it values at fair value on a periodic basis. | ||
(i) Comprehensive Income | ||
The Company has adopted Accounting Standards Codification 220 “Reporting Comprehensive Income”, which establishes standards for reporting and display of comprehensive income, its components and accumulated balances. The Company is disclosing this information on its Statement of Stockholders' Equity. Comprehensive income comprises equity except those resulting from investments by owners and distributions to owners. | ||
(j) Income Taxes | ||
The company is registered in the British Virgin Islands and will not be conducting business in the United States. It is therefore not subject to or liable for any United States income taxes. Currently there is no income tax in the British Virgin Islands. | ||
(k) Revenue Recognition | ||
The Company recognizes revenue in accordance with Accounting Standard Codifications 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 management’s judgments regarding the fixed nature of the selling prices of the products delivered and the collectability of those amounts. | ||
The Company’s revenues for the year ended December 31, 2012 consisted of revenues from advertisement services. The company currently utilizes various types of advertising models to generate revenue as follows: 1) flat rate paid advertising campaigns; 2) paid Sponsorship campaigns; 3) CPA (performance based) campaigns and 4) CPM (cost per thousand viewers) . The company enters into short term paid and sponsorship advertising contracts, for periods of one to three months. The company collects the payments for flat rate and sponsorship campaigns in advance of running the campaigns and revenue is recognized ratably over the campaign period. The Company collects the payments for CPA and CPM campaigns within 30 days after each month-end results. Revenue is recognized for CPA and CPM campaigns when a contract has been signed, the fee is fixed and determinable, delivery of the service has occurred, and the collection is probable. | ||
(l) Advertising Expenses | ||
The Company expenses advertising costs as incurred. The Company incurred no advertising expenses as of December 31, 2013 and 2012. | ||
(m) Net Loss per Share | ||
Basic net loss per share (“EPS”) is based on the weighted average number of common shares outstanding and diluted EPS is based on the weighted average number of common shares outstanding and dilutive common stock equivalents. Basic EPS is computed by dividing net loss (numerator) applicable to common stockholders by the weighted average number of common shares outstanding (denominator) for the period. All EPS presented in the financial statements are basic EPS as defined by Accounting Standards Codification 260, "Earnings Per Share". No diluted earnings per share are disclosed when the effect would be anti-diluted. | ||
In 2013, there were 1,131,838 potentially dilutive securities outstanding in the form of convertible promissory notes (1,597,811 in 2012). | ||
All per share and per share information are adjusted retroactively to reflect stock splits and changes in par value. Fully diluted shares outstanding were 13,353,750 and 13,574,450 for the years ended December 31, 2013 and 2012, respectively. | ||
(n) Concentration of Credit Risk | ||
The Company places its cash and cash equivalents with a high credit quality financial institution. The Company maintains United States Dollars, Pound Sterling and European Euros at a bank in the Caribbean that are not insured. Revenue is derived in geographic locations outside the United States. The advertising business in Europe accounts for all of the revenue of the Company to date. | ||
The Company is subject to risk arising from foreign currency exchange fluctuations. The Company’s clients are located in foreign countries. The Company’s financial results may be affected by factors such as foreign exchange rates or economic conditions in foreign markets. Since the functional currency is denominated in U.S. dollars, a strengthening or weakening of the dollar will affect the Company’s financial statements due to the fluctuating dollar. Monetary assets and liabilities denominated in foreign currencies are affected by changes in the exchange rate between the U.S. dollar and foreign currencies. | ||
The Company’s revenues earned from advertising for the year ended December 31, 2013 includes 37%, 29% and 9% of the Company’s total revenues from three customers. These three customers represent 21%, 20% and 4% of the Company’s accounts receivable, respectively. The Company’s revenues earned from advertising for the year ended December 31, 2012 includes 36%, 21% and 12% of the Company’s total revenues from three customers. The three customers represent 24%, 19% and 10% of Company’s accounts receivable. | ||
(o) Foreign Currency Conversion | ||
The Company is located and operating outside of the United States of America. The functional currency of the Company is the U.S. Dollar. At the transaction date, each asset, liability, revenue and expense is converted into U.S. dollars by the use of the exchange rate in effect at that date. At the period end, monetary and non-monetary assets and liabilities are re-measured by using the exchange rate in effect at that date. The resulting foreign exchange gains and losses are included in operations. | ||
(p) Related Parties | ||
Related parties are affiliates of the enterprise; entities for which investments are accounted for by the equity method by the enterprise; trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; principal owners of the enterprise; its management; members of the immediate families of principal owners of the enterprise and its management; and other parties with which the enterprise may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. Another party also is a related party if it can significantly influence the management or operating policies of the transacting parties or if it has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests. | ||
(q) Stock Based Compensation | ||
The Company follows the guideline under Accounting Standards Codification subtopic 718-10 Compensation (“ASC 718-10”) for all stock based compensation plans, including employee stock options, restricted stock, employee stock purchase plans and stock appreciation rights, 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 at December 31, 2013 and 2012, there were no outstanding stock options as all of the options were cancelled by the Company. As at December 31, 2011, there were outstanding stock options to purchase 965,000 shares of common stock, of which 928,750 shares were vested. | ||
(r) New Accounting Pronouncements | ||
Management does not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying financial statements. |
Notes_Receivable
Notes Receivable | 12 Months Ended |
Dec. 31, 2013 | |
Notes to Financial Statements | ' |
Note 4 - Notes Receivable | ' |
During the year ended December 31, 2012, the Company entered into an agreement with NFC Data Inc., (see Note 12) whereby it agreed to lend a principal sum of US $130,000 advanced to the borrower in aggregate at an interest rate of 4% per annum. At December 31, 2012, $110,000 was advanced to the borrower. During the year ended December 31, 2013, the Company entered into a further agreement and agreed to lend an additional principal sum of $ 92,500 for a total aggregate of $222,500 also at an interest rate of 4% per annum. The notes were due and payable by December 31, 2013. At December 31, 2013, the total loan outstanding was $182,620 with accrued interest of $1,121. The loans remain outstanding and are delinquent. | |
The Company has engaged legal counsel to assist in collecting the outstanding amounts. Management’s opinion is that the Company will collect the full amount outstanding and no allowance has been recorded as uncollectible. |
Goodwill
Goodwill | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Notes to Financial Statements | ' | ||||||||||||
Note 5 - Goodwill | ' | ||||||||||||
Goodwill consisted of the following as at December 31, 2013 and 2012: | |||||||||||||
. | |||||||||||||
Cost | Impairment | Net | |||||||||||
Goodwill | $ | 158,412 | $ | 39,403 | $ | 119,009 |
Intangible_Assets
Intangible Assets | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Notes to Financial Statements | ' | ||||||||||||
Note 6 - Intangible Assets | ' | ||||||||||||
Intangible assets consist of the following: | |||||||||||||
31-Dec-13 | |||||||||||||
Accumulated | |||||||||||||
Cost | Amortization | Net | |||||||||||
Source code | $ | 19,615 | $ | 19,615 | $ | - | |||||||
URL | 51,219 | 27,730 | 23,489 | ||||||||||
Web-site content | 178,456 | 156,856 | 21,600 | ||||||||||
Subscribers list | 56,845 | 56,845 | - | ||||||||||
Client accounts | 98,070 | 98,070 | - | ||||||||||
Trade name | 7,846 | 7,846 | - | ||||||||||
$ | 412,051 | $ | 366,962 | $ | 45,089 | ||||||||
31-Dec-12 | |||||||||||||
Accumulated | |||||||||||||
Cost | Amortization | Net | |||||||||||
Source code | $ | 19,615 | $ | 19,615 | $ | - | |||||||
URL | 51,041 | 22,616 | 28,425 | ||||||||||
Web-site content | 178,456 | 136,856 | 41,600 | ||||||||||
Subscribers list | 56,845 | 56,845 | - | ||||||||||
Client accounts | 98,070 | 98,070 | - | ||||||||||
Trade name | 7,846 | 7,846 | - | ||||||||||
$ | 411,873 | $ | 341,848 | $ | 70,025 | ||||||||
During the years ended December 31, 2013 and 2012, amortization expenses charged to operations was $25,114 and $30,297, respectively. | |||||||||||||
The estimated amortization expense is as follows for each of the years ending December 31: | |||||||||||||
2014 | $ | 25,122 | |||||||||||
2015 | 6,722 | ||||||||||||
2016 | 5,122 | ||||||||||||
2017 | 5,122 | ||||||||||||
2018 | 3,002 | ||||||||||||
Total | $ | 45,090 | |||||||||||
Accounts_payable_and_accrued_e
Accounts payable and accrued expenses | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Notes to Financial Statements | ' | ||||||||
Note 7 - Accounts payable and accrued expenses | ' | ||||||||
Accounts payable and accrued expenses consist of the following: | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Accounts payable | $ | 18,668 | $ | 21,921 | |||||
Payable for assets acquired (Note 12) | 123,675 | 121,125 | |||||||
Accrued Interest | 1,940 | 49,453 | |||||||
Deferred revenue | 25,558 | 29,122 | |||||||
Accrued liabilities | 9,206 | 9,000 | |||||||
Total | $ | 179,047 | $ | 230,621 |
Common_Stock
Common Stock | 12 Months Ended |
Dec. 31, 2013 | |
Notes to Financial Statements | ' |
Note 8 - Common Stock | ' |
During the year ended December 31, 2013, the Company received $67,500 from accredited investors for 270,000 common shares of the Company valued at $0.25 per share. During the year ended December 31, 2012, the Company received $30,000 from an accredited investor for 120,000 common shares of the Company valued at $0.25 per share. The shares totaling 390,000 common shares have not been issued. | |
During the year ended December 31, 2012, the Company issued 470,000 common shares for services rendered at $0.15 per share to officers, directors and consultants of the Company. The per share price was based on the fair value price, discounted for the lack of market transactions at the time of issuance. | |
During the year ended December 31, 2011, the Company cancelled 187,500 common shares issued for services rendered at $0.51 per share for the total amount of $95,625, and returned the shares back to treasury. |
Stock_Options
Stock Options | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Notes to Financial Statements | ' | ||||||||
Note 9 - Stock Options | ' | ||||||||
During the year ended December 31, 2013, there were no activities. During the year ended December 31, 2012, the Company cancelled all outstanding stock options. | |||||||||
Transactions involving stock options for the past three years are summarized as follows: | |||||||||
Number of | Weighted Average | ||||||||
Options | Exercise Price | ||||||||
Outstanding at December 31, 2010: | 1,260,000 | 0.46 | |||||||
Granted | - | - | |||||||
Exercised | - | - | |||||||
Expired | (295,000 | ) | 0.59 | ||||||
Outstanding at December 31, 2011 | 965,000 | 0.42 | |||||||
Cancelled | (965,000 | ) | 0.42 | ||||||
Outstanding at December 31, 2012 | NIL | $ | - | ||||||
At December 31, 2013, the total number of stock options available to be granted was 1,700,000 (December 31, 2012 – 1,700,000). | |||||||||
During the year ended December 31, 2010, the Board of Directors of the Company granted an aggregate of 380,000 stock options to consultants. The stock options were to expire in 5 years or on the Optionee’s termination date with the Company plus 30 days. The stock options vested every 6 months starting from the grant date for a period of 2 years, after which they are fully vested. The Company recognized $ $30,970 in compensation expense for the year ended December 31, 2011. An aggregate of 295,000 unexercised stock options from consultants that no longer provide services to the Company were forfeited during the year ended December 31, 2011. |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Notes to Financial Statements | ' | ||||||||||||||||||||
Note 10 - Related Party Transactions | ' | ||||||||||||||||||||
During the twelve months ended December 31, 2013, 2012 and 2011 the Company paid rent of $2,400 each year for its office in Barbados to a company with a director in common. | |||||||||||||||||||||
During the twelve months ended December 31, 2013, 2012 and 2011, the Company paid $97,000, $81,500 and $35,500, in management fees respectively to officers of the Company. | |||||||||||||||||||||
During the twelve months ended December 31, 2013, 2012 and 2011, the Company paid $Nil, $38,250 and $Nil, in directors fees respectively to directors of the Company. | |||||||||||||||||||||
Convertible Promissory Notes Payable | |||||||||||||||||||||
In 2009, the Company issued two convertible promissory notes totalling $296,960 with one of its shareholders. The promissory notes were due on demand and unsecured. Each promissory note was convertible into shares of the Company’s common stock at a conversion rate equal to $0.25 per share at the option of the holder. The Company recognized and measured an aggregate of 100% of the proceeds, representing the intrinsic value of the imbedded amended beneficial conversion feature, to additional paid in capital and a discount against the note issued. As the notes were due on demand, the discount was amortized immediately as a charge to income in 2009. One of the notes was for $96,960 with interest at 10% per annum. The other note, for $200,000, had an interest rate of 7% per annum. The Company accrued interest expenses of $Nil and $3,356 for the years ended December 31, 2013 and 2012, respectively. At December 31, 2011, the $96,960 note had been repaid. The other convertible promissory note had a remaining principal balance of $168,744 at December 31, 2011. It was repaid in total during 2012. | |||||||||||||||||||||
In 2010, the Company issued an additional convertible promissory note of $350,000 at 7% interest rate per annum to the same shareholder. The promissory note is due on demand, unsecured with a conversion rate of $0.25 per common share at the option of the holder. The Company recognized and measured an aggregate of 100% of the proceeds, representing the intrinsic value of the imbedded amended beneficial conversion feature, to additional paid in capital and a discount against the note issued. As the note was due on demand, the discount was amortized immediately as a charge to income in 2010. The Company accrued interest expenses of $23,507 and $24,567 for the years ended December 31, 2013 and 2012, respectively. | |||||||||||||||||||||
Summary of notes payable | |||||||||||||||||||||
Accrued | December 31, | ||||||||||||||||||||
Loan | Loan | Interest | Amount | 2013 | |||||||||||||||||
Date | Amount | to date | Total | Paid | Outstanding | ||||||||||||||||
Jan 26 ‘09 | 96,960 | 24,793 | 121,753 | 121,753 | - | ||||||||||||||||
May 08 ‘09 | 200,000 | 40,443 | 240,443 | 240,443 | - | ||||||||||||||||
Aug 31 ‘10 | 350,000 | 80,763 | 430,763 | 147,804 | 282,959 | ||||||||||||||||
$ | 646,960 | $ | 145,999 | $ | 792,959 | $ | 510,000 | $ | 282,959 | ||||||||||||
Of the total payable at December 31, 2013, $1,940 represents interest and is included in accounts payable. | |||||||||||||||||||||
As at December 31, 2012, $370,000 had been repaid and of the total balance outstanding of $399,452, $49,452 was interest and included in accounts payable. | |||||||||||||||||||||
General Security Agreement | |||||||||||||||||||||
On April 16, 2011, the Company entered into a General Security Agreement with respect to the notes payable establishing a security position over all Company assets. New terms for the loans, were established and are set out as follows: | |||||||||||||||||||||
a. | Monthly interest and principal minimum payment of $10,000 shall commence beginning June 1, 2011 and shall be paid monthly thereafter | ||||||||||||||||||||
b. | The entire loan amount outstanding shall be repaid on the earlier of | ||||||||||||||||||||
i) At the option of the Company, at any time after November 2011 | |||||||||||||||||||||
ii) 36 months from the date of April 16, 2011 | |||||||||||||||||||||
iii) The date of demand by the shareholder in the event of the occurrence of an event of default under this agreement or change in the business of the Company | |||||||||||||||||||||
As at December 31, 2013, the Company has repaid the lender an aggregate of principal and interest totaling $510,000 ($370,000 as at December 31, 2012). |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | |
Dec. 31, 2013 | ||
Notes to Financial Statements | ' | |
Note 11 - Commitments and Contingencies | ' | |
Purchase of Assets | ||
On February 24, 2010, the Company entered into an agreement with Chongster Ltd. to acquire www.arsenal-mania.com, a leading UK football fan website. The purchase price comprise of the following: | ||
a. | Issuance of 139,412 shares in the capital stock of the Company to the value of $71,100 (£45,000) | |
b. | Payment of £20,000 30 days after the closing | |
c. | Payment of £20,000 60 days after the closing | |
d. | Payment of £20,000 90 days after the closing | |
e. | Payment of £50,000 or 25% of the website net operating profits for the 1st year period following closing, whichever is greater, within 45 days of the 1st anniversary of the closing | |
f. | Payment of £25,000 or 15% of the website net operating profits for the 2nd year period following closing, whichever is greater, within 45 days of the 2nd anniversary of the closing | |
Payment of the balance of the purchase price was secured by an escrow agreement. During the year ended December 31, 2013, the Company is in default of its payment of $123,675 (£75,000) to Chongster Ltd. of which £50,000 was due April 10, 2011 and a subsequent £25,000 was due April 10, 2012. The Company is subject to a penalty interest rate of 4% above the Bank of London prime rate of 0.5%. During the year ended December 31, 2010, the Company paid $92,816 (£60,000) in respect to the cash portion of the agreement and issued 139,412 common shares of the Company which was valued at $71,100. Accordingly, Items a, b, c, and d have been satisfied and completed. The balance of $123,675 (£75,000) of which $82,450 (£50,000) was due April 10, 2011 and a further $41,225 (£25,000) was due April 10, 2012 is shown in the accounts payable and accrued liabilities. Total interest accrued on the balance at year end was $13,639 ($8,356 at December 31, 2012) which is also included in accounts payables. |
Entry_to_a_Material_Agreement
Entry to a Material Agreement | 12 Months Ended |
Dec. 31, 2013 | |
Notes to Financial Statements | ' |
Note 12 - Entry to a Material Agreement | ' |
On December 12, 2012, the Company entered into a Share Purchase Agreement in which the Company will acquire all the issued and outstanding shares of NFC Data Inc., a corporation organized under the laws of the British Virgin Islands, such that upon completion of the this transaction, NFC Data Inc. will become a wholly owned subsidiary. | |
The Share Purchase Agreement provided for the issuance of 30,000,000 common shares at a deemed price of US $0.25 per share, for an aggregate consideration of US $7,500,000. | |
As at December 31, 2013, the closing did not occur. NFC Data Inc. made a unilateral decision to withdraw from the Share Purchase Agreement, an agreement which the Company fully intended to complete. | |
The Company is currently exploring all of its legal options and recourse in this matter in all jurisdictions that may be involved. |
Subsequent_Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2013 | |
Notes to Financial Statements | ' |
Note 13 - Subsequent Events | ' |
On March 1, 2014, the Company entered into an agreement to sell the assets of the Arsenal-Mania.com website for a value of £30,000 (or approximately USD 50,000). Should the agreement be consummated, the Company will lose approximately $50,000 in annual revenue. The carrying value of the assets to be sold approximates the selling price so there would be a negligible gain or loss on completion. |
Significant_Accounting_Policie1
Significant Accounting Policies (Policies) | 12 Months Ended | |
Dec. 31, 2013 | ||
Significant Accounting Policies Policies | ' | |
Principles of Accounting | ' | |
These financial statements are stated in U.S. Dollars and have been prepared in accordance with accounting principles generally accepted in the United States of America. The functional currency of the Company is U.S. Dollars. | ||
Use of Estimates | ' | |
The preparation of financial statements in conformity with generally accepted accounting principles 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 revenue and expenses during the reporting period. Management makes its best estimate of the ultimate outcome for these items based on historical trends and other information available when the financial statements are prepared. Changes in estimates are recognized in accordance with the accounting rules for the estimate, which is typically in the period when new information becomes available to management. Actual results could differ from those estimates. | ||
Cash and Cash Equivalents | ' | |
The Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents. The Company occasionally has cash deposits in excess of insured limits provided by the financial institutions. The Company places its cash and cash equivalents with high credit quality financial institutions. | ||
Accounts receivable and allowance for doubtful accounts | ' | |
Accounts receivable are recorded net of allowances for doubtful accounts and reserves for returns. In the normal course of business, the Company extends credit to customers that satisfy predefined credit criteria. The Company is required to estimate the collectability of its receivables. Allowances for doubtful accounts are established through the evaluation of accounts receivable aging and prior collection experience to estimate the ultimate realization of these receivables. At December 31, 2013 and 2012, management determined that no allowance was necessary. | ||
Intangible Assets | ' | |
Intangible assets with indefinite lives are not amortized but rather are tested at least annually for impairment. Intangible assets with definite lives are amortized over their estimated useful life as follows: | ||
Source code | 2 years | |
URL | 10 years | |
Web-site contents | 5 years | |
Subscribers list | 1 year | |
Client accounts | 2 years | |
Trade name | 2 years | |
Goodwill | ' | |
Goodwill represents the excess of the cost of a business combination over the fair value of the net assets acquired. A reporting unit is an operating segment or sub-segment to which goodwill is assigned when initially recorded. At present, we only have one reporting unit. We assign goodwill to reporting units based on our integration plans. | ||
Impairment of indefinite long-lived intangible assets | ' | |
As per FASB Accounting Standards Codification (“ASC”) Topic 350, we have opted to perform annual long-lived intangible asset impairment testing. In so doing, we compare the fair value of the long-lived intangible assets to their carrying costs. If the fair value of the assets exceeds its carrying amount, an impairment loss is recognized consisting of the amount equal to that excess. After an impairment loss is recognized, the adjusted carrying amount of the intangible assets shall be its new accounting basis. Subsequent reversal of a previously recognized impairment loss is prohibited. | ||
We primarily determine fair value using an income approach based on the net present value of discounted cash flows. In applying that approach, we have used the following assumptions: A) a 10% Stabilized period EBITDA annual growth rate, which is based upon management's expectations, historical data and industry expertise; B) a 2.5X Cash flow multiple for terminal value, which has been based upon the multiple the Company was valued at in previous professional valuations; and, C) a 20% Discount rate for NPV of cash flows, that has been based upon the weighted average cost of capital | ||
At December 31, 2013, 2012 and 2011, management determined that the fair value of long-lived intangible assets was greater than their carrying value and, accordingly, the assets were not impaired and no impairment charge was required. | ||
Fair Value of Financial Instruments | ' | |
Accounting Standards Codification subtopic 825-10, Financial Instruments (“ASC 825”) requires disclosure of the fair value of certain financial instruments. Fair value estimates of financial instruments are made at a specific point in time, based on relevant information about financial markets and specific financial instruments. As these estimates are subjective in nature, involving uncertainties and matters of significant judgment, they cannot be determined with precision. Changes in assumptions can significantly affect estimated fair values. | ||
The fair value of financial instruments, including cash and cash equivalents, accounts receivable, accounts payable and short term note - related party, approximate their carrying values since they are short term in nature and they are receivable or payable on demand. | ||
Management is of the opinion that the Company is exposed to significant interest or credit risks arising from the bank-held assets. The Company is operating outside the United States of America and has significant exposure to foreign currency risk due to the fluctuation of the currency in which the Company operates and the U.S. dollar. | ||
The Company currently has no assets and liabilities that it values at fair value on a periodic basis. | ||
Comprehensive Income | ' | |
The Company has adopted Accounting Standards Codification 220 “Reporting Comprehensive Income”, which establishes standards for reporting and display of comprehensive income, its components and accumulated balances. The Company is disclosing this information on its Statement of Stockholders' Equity. Comprehensive income comprises equity except those resulting from investments by owners and distributions to owners. | ||
Income Taxes | ' | |
The company is registered in the British Virgin Islands and will not be conducting business in the United States. It is therefore not subject to or liable for any United States income taxes. Currently there is no income tax in the British Virgin Islands. | ||
Revenue Recognition | ' | |
The Company recognizes revenue in accordance with Accounting Standard Codifications 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 management’s judgments regarding the fixed nature of the selling prices of the products delivered and the collectability of those amounts. | ||
The Company’s revenues for the year ended December 31, 2012 consisted of revenues from advertisement services. The company currently utilizes various types of advertising models to generate revenue as follows: 1) flat rate paid advertising campaigns; 2) paid Sponsorship campaigns; 3) CPA (performance based) campaigns and 4) CPM (cost per thousand viewers) . The company enters into short term paid and sponsorship advertising contracts, for periods of one to three months. The company collects the payments for flat rate and sponsorship campaigns in advance of running the campaigns and revenue is recognized ratably over the campaign period. The Company collects the payments for CPA and CPM campaigns within 30 days after each month-end results. Revenue is recognized for CPA and CPM campaigns when a contract has been signed, the fee is fixed and determinable, delivery of the service has occurred, and the collection is probable. | ||
Advertising Expenses | ' | |
The Company expenses advertising costs as incurred. The Company incurred no advertising expenses as of December 31, 2013 and 2012. | ||
Net Loss per Share | ' | |
Basic net loss per share (“EPS”) is based on the weighted average number of common shares outstanding and diluted EPS is based on the weighted average number of common shares outstanding and dilutive common stock equivalents. Basic EPS is computed by dividing net loss (numerator) applicable to common stockholders by the weighted average number of common shares outstanding (denominator) for the period. All EPS presented in the financial statements are basic EPS as defined by Accounting Standards Codification 260, "Earnings Per Share". No diluted earnings per share are disclosed when the effect would be anti-diluted. | ||
In 2013, there were 1,131,838 potentially dilutive securities outstanding in the form of convertible promissory notes (1,597,811 in 2012). | ||
All per share and per share information are adjusted retroactively to reflect stock splits and changes in par value. Fully diluted shares outstanding were 13,353,750 and 13,574,450 for the years ended December 31, 2013 and 2012, respectively. | ||
Concentration of Credit Risk | ' | |
The Company places its cash and cash equivalents with a high credit quality financial institution. The Company maintains United States Dollars, Pound Sterling and European Euros at a bank in the Caribbean that are not insured. Revenue is derived in geographic locations outside the United States. The advertising business in Europe accounts for all of the revenue of the Company to date. | ||
The Company is subject to risk arising from foreign currency exchange fluctuations. The Company’s clients are located in foreign countries. The Company’s financial results may be affected by factors such as foreign exchange rates or economic conditions in foreign markets. Since the functional currency is denominated in U.S. dollars, a strengthening or weakening of the dollar will affect the Company’s financial statements due to the fluctuating dollar. Monetary assets and liabilities denominated in foreign currencies are affected by changes in the exchange rate between the U.S. dollar and foreign currencies. | ||
The Company’s revenues earned from advertising for the year ended December 31, 2013 includes 37%, 29% and 9% of the Company’s total revenues from three customers. These three customers represent 21%, 20% and 4% of the Company’s accounts receivable, respectively. The Company’s revenues earned from advertising for the year ended December 31, 2012 includes 36%, 21% and 12% of the Company’s total revenues from three customers. The three customers represent 24%, 19% and 10% of Company’s accounts receivable. | ||
Foreign Currency Conversion | ' | |
The Company is located and operating outside of the United States of America. The functional currency of the Company is the U.S. Dollar. At the transaction date, each asset, liability, revenue and expense is converted into U.S. dollars by the use of the exchange rate in effect at that date. At the period end, monetary and non-monetary assets and liabilities are re-measured by using the exchange rate in effect at that date. The resulting foreign exchange gains and losses are included in operations. | ||
Related Parties | ' | |
Related parties are affiliates of the enterprise; entities for which investments are accounted for by the equity method by the enterprise; trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; principal owners of the enterprise; its management; members of the immediate families of principal owners of the enterprise and its management; and other parties with which the enterprise may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. Another party also is a related party if it can significantly influence the management or operating policies of the transacting parties or if it has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests. | ||
Stock Based Compensation | ' | |
The Company follows the guideline under Accounting Standards Codification subtopic 718-10 Compensation (“ASC 718-10”) for all stock based compensation plans, including employee stock options, restricted stock, employee stock purchase plans and stock appreciation rights, 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 at December 31, 2013 and 2012, there were no outstanding stock options as all of the options were cancelled by the Company. As at December 31, 2011, there were outstanding stock options to purchase 965,000 shares of common stock, of which 928,750 shares were vested. | ||
New Accounting Pronouncements | ' | |
Management does not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying financial statements. |
Significant_Accounting_Policie2
Significant Accounting Policies (Tables) | 12 Months Ended | |
Dec. 31, 2013 | ||
Significant Accounting Policies Tables | ' | |
Intangible assets amortization period | ' | |
Intangible assets with indefinite lives are not amortized but rather are tested at least annually for impairment. Intangible assets with definite lives are amortized over their estimated useful life as follows: | ||
Source code | 2 years | |
URL | 10 years | |
Web-site contents | 5 years | |
Subscribers list | 1 year | |
Client accounts | 2 years | |
Trade name | 2 years |
Goodwill_Tables
Goodwill (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Goodwill Tables | ' | ||||||||||||
Goodwill | ' | ||||||||||||
Goodwill consisted of the following as at December 31, 2013 and 2012: | |||||||||||||
. | |||||||||||||
Cost | Impairment | Net | |||||||||||
Goodwill | $ | 158,412 | $ | 39,403 | $ | 119,009 | |||||||
Intangible_Assets_Tables
Intangible Assets (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Intangible Assets Tables | ' | ||||||||||||
Intangible assets | ' | ||||||||||||
Intangible assets consist of the following: | |||||||||||||
31-Dec-13 | |||||||||||||
Accumulated | |||||||||||||
Cost | Amortization | Net | |||||||||||
Source code | $ | 19,615 | $ | 19,615 | $ | - | |||||||
URL | 51,219 | 27,730 | 23,489 | ||||||||||
Web-site content | 178,456 | 156,856 | 21,600 | ||||||||||
Subscribers list | 56,845 | 56,845 | - | ||||||||||
Client accounts | 98,070 | 98,070 | - | ||||||||||
Trade name | 7,846 | 7,846 | - | ||||||||||
$ | 412,051 | $ | 366,962 | $ | 45,089 | ||||||||
31-Dec-12 | |||||||||||||
Accumulated | |||||||||||||
Cost | Amortization | Net | |||||||||||
Source code | $ | 19,615 | $ | 19,615 | $ | - | |||||||
URL | 51,041 | 22,616 | 28,425 | ||||||||||
Web-site content | 178,456 | 136,856 | 41,600 | ||||||||||
Subscribers list | 56,845 | 56,845 | - | ||||||||||
Client accounts | 98,070 | 98,070 | - | ||||||||||
Trade name | 7,846 | 7,846 | - | ||||||||||
$ | 411,873 | $ | 341,848 | $ | 70,025 | ||||||||
Estimated amortization expense | ' | ||||||||||||
The estimated amortization expense is as follows for each of the years ending December 31: | |||||||||||||
2014 | $ | 25,122 | |||||||||||
2015 | 6,722 | ||||||||||||
2016 | 5,122 | ||||||||||||
2017 | 5,122 | ||||||||||||
2018 | 3,002 | ||||||||||||
Total | $ | 45,090 | |||||||||||
Accounts_payable_and_accrued_e1
Accounts payable and accrued expenses (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Accounts Payable And Accrued Expenses Tables | ' | ||||||||
Accounts payable and accrued expenses | ' | ||||||||
Accounts payable and accrued expenses consist of the following: | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Accounts payable | $ | 18,668 | $ | 21,921 | |||||
Payable for assets acquired (Note 12) | 123,675 | 121,125 | |||||||
Accrued Interest | 1,940 | 49,453 | |||||||
Deferred revenue | 25,558 | 29,122 | |||||||
Accrued liabilities | 9,206 | 9,000 | |||||||
Total | $ | 179,047 | $ | 230,621 |
Stock_Options_Tables
Stock Options (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Stock Options Tables | ' | ||||||||
Stock options | ' | ||||||||
Transactions involving stock options for the past three years are summarized as follows: | |||||||||
Number of | Weighted Average | ||||||||
Options | Exercise Price | ||||||||
Outstanding at December 31, 2010: | 1,260,000 | 0.46 | |||||||
Granted | - | - | |||||||
Exercised | - | - | |||||||
Expired | (295,000 | ) | 0.59 | ||||||
Outstanding at December 31, 2011 | 965,000 | 0.42 | |||||||
Cancelled | (965,000 | ) | 0.42 | ||||||
Outstanding at December 31, 2012 | NIL | $ | - | ||||||
Related_Party_Transactions_Tab
Related Party Transactions (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Related Party Transactions Tables | ' | ||||||||||||||||||||
Summary of notes payable | ' | ||||||||||||||||||||
Summary of notes payable | |||||||||||||||||||||
Accrued | December 31, | ||||||||||||||||||||
Loan | Loan | Interest | Amount | 2013 | |||||||||||||||||
Date | Amount | to date | Total | Paid | Outstanding | ||||||||||||||||
Jan 26 ‘09 | 96,960 | 24,793 | 121,753 | 121,753 | - | ||||||||||||||||
May 08 ‘09 | 200,000 | 40,443 | 240,443 | 240,443 | - | ||||||||||||||||
Aug 31 ‘10 | 350,000 | 80,763 | 430,763 | 147,804 | 282,959 | ||||||||||||||||
$ | 646,960 | $ | 145,999 | $ | 792,959 | $ | 510,000 | $ | 282,959 | ||||||||||||
Going_Concern_Uncertainties_De
Going Concern Uncertainties (Details Narrative) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Going Concern Uncertainties Details Narrative | ' | ' | ' |
Net income/(loss) | $116,407 | $95,003 | $50,304 |
Accumulated deficit | ($2,291,967) | ($2,408,374) | ' |
Significant_Accounting_Policie3
Significant Accounting Policies (Details) | 12 Months Ended |
Dec. 31, 2013 | |
Source code [Member] | ' |
Estimated useful life | '2 years |
URL [Member] | ' |
Estimated useful life | '10 years |
Web-site contents [Member] | ' |
Estimated useful life | '5 years |
Subscribers list [Member] | ' |
Estimated useful life | '1 year |
Client accounts [Member] | ' |
Estimated useful life | '2 years |
Trade name [Member] | ' |
Estimated useful life | '2 years |
Significant_Accounting_Policie4
Significant Accounting Policies (Details Narrative) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Potentially dilutive securities outstanding in the form of convertible promissory notes | 1,131,838 | 1,597,811 |
Fully diluted shares outstanding | 13,353,750 | 13,574,450 |
Stock options to purchase | 0 | 0 |
Stock options to vested | 0 | ' |
Customer One | ' | ' |
Revenues earned from advertising | 37.00% | 36.00% |
Account receivable from major customers | 21.00% | 24.00% |
Customer Two | ' | ' |
Revenues earned from advertising | 29.00% | 21.00% |
Account receivable from major customers | 20.00% | 19.00% |
Customer Three | ' | ' |
Revenues earned from advertising | 9.00% | 12.00% |
Account receivable from major customers | 4.00% | 10.00% |
Notes_Receivable_Details_Narra
Notes Receivable (Details Narrative) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Notes Receivable Details Narrative | ' | ' |
Advance to borrower | $130,000 | $110,000 |
Interest rate | 4.00% | ' |
Additional Principal Lend | 92,500 | ' |
Principal Sum | 222,500 | ' |
Loan outstanding | 182,620 | ' |
Accrued interest | $1,121 | ' |
Goodwill_Details
Goodwill (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2011 |
Goodwill [Member] | Goodwill [Member] | |||
Cost | ' | ' | $158,412 | $158,412 |
Impairment | ' | ' | 39,403 | 39,403 |
Net | $119,009 | $119,009 | $119,009 | $119,009 |
Intangible_Assets_Details
Intangible Assets (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Cost | $412,051 | $411,873 |
Accumulated Amortization | 366,962 | 341,848 |
Net | 45,089 | 70,025 |
Source code [Member] | ' | ' |
Cost | 19,615 | 19,615 |
Accumulated Amortization | 19,615 | 19,615 |
Net | ' | ' |
URL [Member] | ' | ' |
Cost | 51,219 | 51,041 |
Accumulated Amortization | 27,730 | 22,616 |
Net | 23,489 | 28,425 |
Web-site contents [Member] | ' | ' |
Cost | 178,456 | 178,456 |
Accumulated Amortization | 156,856 | 136,856 |
Net | 21,600 | 41,600 |
Subscribers list [Member] | ' | ' |
Cost | 56,845 | 56,845 |
Accumulated Amortization | 52,845 | 56,845 |
Net | ' | ' |
Client accounts [Member] | ' | ' |
Cost | 98,070 | 98,070 |
Accumulated Amortization | 98,070 | 98,070 |
Net | ' | ' |
Trade name [Member] | ' | ' |
Cost | 7,846 | 7,846 |
Accumulated Amortization | 7,846 | 7,846 |
Net | ' | ' |
Intangible_Assets_Details_1
Intangible Assets (Details 1) (USD $) | Dec. 31, 2013 |
Intangible Assets Details 1 | ' |
2014 | $25,122 |
2015 | 6,722 |
2016 | 5,122 |
2017 | 5,122 |
2018 | 3,002 |
Total | $45,090 |
Intangible_Assets_Details_Narr
Intangible Assets (Details Narrative) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Intangible Assets Details Narrative | ' | ' |
Amortization expenses charged to operations | $25,114 | $30,297 |
Accounts_payable_and_accrued_e2
Accounts payable and accrued expenses (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Accounts Payable And Accrued Expenses Details | ' | ' |
Accounts payable | $18,668 | $21,921 |
Payable for assets acquired (Note 12) | 123,675 | 121,125 |
Accrued Interest | 1,940 | 49,453 |
Deferred revenue | 25,558 | 29,122 |
Accrued liabilities | 9,206 | 9,000 |
Total | $179,525 | $230,621 |
Common_Stock_Details_Narrative
Common Stock (Details Narrative) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Received from accredited investor for shares, Amount | $67,500 | $30,000 | ' |
Common shares issued | 270,000 | 120,000 | ' |
Shares issued, value per share | $0.25 | $0.25 | ' |
Shares not issued | 390,000 | ' | ' |
Shares issued for services rendered, amount | ' | ' | $95,625 |
Shares cancelled for services rendered | ' | ' | 187,500 |
Shares issued for services rendered, per share | ' | ' | $0.51 |
Officers, Directors And Consultants | ' | ' | ' |
Issuance of common shares for services rendered | ' | 470,000 | ' |
Issuance of common shares for services rendered, per share | ' | $0.15 | ' |
Stock_Options_Details
Stock Options (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2011 | |
Stock Options Details | ' | ' |
Options Outstanding, Beginning balance | 965,000 | 1,260,000 |
Options Granted | ' | ' |
Options Exercised | ' | ' |
Options Expired | ' | -295,000 |
Options Cancelled | -965,000 | ' |
Options Outstanding at December 31, 2012 | ' | 965,000 |
Beginning balance Weighted Average Exercise Price | $0.42 | $0.46 |
Weighted Average Exercise Price Granted | ' | ' |
Weighted Average Exercise Price Exercised | ' | ' |
Weighted Average Exercise Price Expired | ' | $0.59 |
Weighted Average Exercise Price Cancelled | $0.42 | ' |
Weighted Average Exercise Price Outstanding at December 31, 2012 | ' | $0.42 |
Stock_Options_Details_Narrativ
Stock Options (Details Narrative) (USD $) | 12 Months Ended | ||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2011 | Dec. 31, 2010 | |
Consultant | Consultant | ||||
Compensation expense | ' | ' | ' | $30,970 | ' |
Stock options granted to consultants | ' | ' | ' | ' | 380,000 |
Unexercised stock options from consultants forfeited | ' | ' | -295,000 | 295,000 | ' |
Total number of stock options available to be granted | 1,700,000 | 1,700,000 | ' | ' | ' |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2012 |
26-Jan-09 | 8-May-09 | 31-Aug-10 | ||
Loan Amount | $646,960 | $96,960 | $200,000 | $350,000 |
Accrued Interest to date | 145,999 | 24,793 | 40,443 | 80,763 |
Total | 792,959 | 121,753 | 240,443 | 430,763 |
Amount Paid | 510,000 | 121,753 | 240,443 | 147,804 |
Outstanding | $282,959 | ' | ' | $282,959 |
Related_Party_Transactions_Det1
Related Party Transactions (Details Narrative) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Rent paid | $2,400 | $2,400 | $2,400 |
Management fees paid | 97,000 | 81,500 | 35,500 |
Directors fees paid | ' | 38,250 | ' |
Accrued interest expenses | ' | 3,356 | ' |
Accrued interest expense repaid | ' | ' | 96,960 |
Repaid principal and interest, aggregate | ' | ' | 168,744 |
Issuance of additional convertible promissory note | ' | ' | 350,000 |
Issuance of additional convertible promissory note, interest rate | ' | ' | 7.00% |
Interest included in accounts payable | 1,940 | 49,452 | ' |
Accounts payable repaid | ' | 370,000 | ' |
Total balance outstanding | ' | 399,452 | ' |
Convertible Notes Payable | ' | ' | ' |
Accrued interest expenses | 23,507 | 24,567 | ' |
General Security Agreement | ' | ' | ' |
Repaid principal and interest, aggregate | $510,000 | $370,000 | ' |
Commitments_and_Contingencies_
Commitments and Contingencies (Details Narrative) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2010 | Dec. 31, 2012 | |
Commitments And Contingencies Details Narrative | ' | ' | ' |
Default of payment | $123,675 | ' | ' |
Amount of cash portion of the agreement paid | ' | 92,816 | ' |
Common shares issued for the agreement , shares | ' | 139,412 | ' |
Common shares issued for the agreement, value | ' | 71,100 | ' |
Interest accrued | $13,639 | ' | $8,356 |