Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 29, 2013 | Apr. 01, 2014 | Jun. 30, 2013 | |
Document And Entity Information | ' | ' | ' |
Entity Registrant Name | 'Giggles N' Hugs, Inc. | ' | ' |
Entity Central Index Key | '0001381435 | ' | ' |
Document Type | '10-K | ' | ' |
Document Period End Date | 29-Dec-13 | ' | ' |
Amendment Flag | 'false | ' | ' |
Current Fiscal Year End Date | '--12-29 | ' | ' |
Entity WEll-Known Seasoned Issuer | 'No | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Filer Category | 'Smaller Reporting Company | ' | ' |
Entity Public Float | ' | ' | $1,347,567 |
Entity Common Stock, Shares Outstanding | ' | 24,807,478 | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 29, 2013 | Dec. 31, 2012 |
Current assets: | ' | ' |
Cash and equivalents | $71,222 | $156,474 |
Inventory | 41,744 | 16,755 |
Prepaid stock-based compensation | ' | 244,366 |
Prepaid expenses, other | 6,247 | 2,470 |
Total current assets | 119,213 | 420,065 |
Fixed assets: | ' | ' |
Total fixed assets, net | 2,695,214 | 1,198,084 |
Other assets: | ' | ' |
Security deposits, other | 38,730 | 32,500 |
Unamortized fees | 68,390 | ' |
Total other assets | 107,120 | 32,500 |
Total assets | 2,921,547 | 1,650,649 |
Current liabilities: | ' | ' |
Accounts payable | 850,126 | 294,919 |
Incentive from lessor — current portion | 80,158 | 49,910 |
Note payable from lessor - current portion | 79,735 | ' |
Accrued expenses | 301,845 | 64,993 |
Deferred revenue | 40,527 | 45,770 |
Due to related party | 40,000 | 7,875 |
Convertible note payable, net of debt discount of $0 and $44,795, respectively | 54,703 | 5,205 |
Total current liabilities | 1,447,094 | 468,672 |
Long-term liabilities: | ' | ' |
Incentive from lessor — long-term | 1,248,051 | 724,917 |
Note payable - lessor | 541,913 | ' |
Convertible note payable, net of debt discount of $36,269 and $0, respectively | 321,911 | ' |
Total long-term liabilities | 2,111,875 | 724,917 |
Total liabilities | 3,558,969 | 1,193,589 |
Stockholders' equity (deficit): | ' | ' |
Common stock, $0.001 par value, 1,125,000,000 shares authorized, 24,159,145 and 23,149,145 shares issued and outstanding as of December 29, 2013 and December 31, 2012, respectively | 24,159 | 23,149 |
Common stock payable (678,333 and 200,000 shares as of December 29, 2013 and December 31,2012) | 480,500 | 347,400 |
Additional paid-in capital | 3,654,207 | 3,357,544 |
Accumulated deficit | -4,796,288 | -3,271,033 |
Total stockholders' equity | -637,422 | 457,060 |
Total liabilities and stockholders' equity | $2,921,547 | $1,650,649 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 29, 2013 | Dec. 31, 2012 |
Statement of Financial Position [Abstract] | ' | ' |
Net of debt discount | $36,269 | $0 |
Net of debt discount current | ' | $44,795 |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 1,125,000,000 | 1,125,000,000 |
Common stock, shares issued | 24,159,145 | 23,149,145 |
Common stock, shares outstanding | 24,159,145 | 23,149,145 |
Common stock payable, shares | 678,333 | 200,000 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | |
Dec. 29, 2013 | Dec. 31, 2012 | |
Revenue | ' | ' |
Food and beverage sales | $1,264,987 | $704,560 |
Private party rentals | 520,063 | 423,778 |
Other sales | 596,329 | 280,181 |
Allowances, returns and discounts | -120,649 | -59,828 |
Net sales | 2,260,730 | 1,348,691 |
Costs and operating expenses | ' | ' |
Cost of sales including food and beverage | 376,353 | 299,496 |
Labor | 874,205 | 444,871 |
Occupancy cost | 528,090 | 243,545 |
Other | 240,246 | 39,712 |
Depreciation and amortization | 204,317 | 102,088 |
Total operating expenses | 2,223,211 | 1,129,712 |
Other expenses | ' | ' |
Executive compensation | 367,161 | 388,573 |
Employee stock-based compensation | 90,000 | 1,100,883 |
Non-Employee stock-based compensation | 272,333 | 233,814 |
Professional and consulting expenses | 540,243 | 417,817 |
General and administrative expenses | 246,752 | 169,020 |
Finance and interest expense | 90,587 | 6,154 |
Gain on stock issuance for payable settlement | -50,000 | ' |
Total costs and operating expenses | 3,780,287 | 3,445,973 |
Loss before provision for income taxes | -1,519,557 | -2,097,282 |
Provision for income taxes | 5,698 | ' |
Net loss | ($1,525,255) | ($2,097,282) |
Net loss per share - basic | ($0.06) | ($0.09) |
Weighted average number of common shares outstanding - basic | 23,886,123 | 22,917,846 |
Consolidated_Statements_of_Sto
Consolidated Statements of Stockholders' Equity (USD $) | Common Stock [Member] | Additional Paid-In Capital [Member] | Stock Payable [Member] | Accumulated Deficit [Member] | Total |
Balance at Dec. 31, 2011 | $22,862 | $2,001,168 | ' | ($1,173,751) | $850,279 |
Balance, shares at Dec. 31, 2011 | 22,862,145 | ' | ' | ' | ' |
Shares issued for professional services | 287 | 414,993 | ' | ' | 415,280 |
Shares issued for professional services, Shares | 287,000 | ' | ' | ' | ' |
Stock payable for professional services and executive compensation | ' | ' | 272,400 | ' | 272,400 |
Stock payable for cash | ' | ' | 75,000 | ' | 75,000 |
Stock-based compensation related to employee stock options | ' | 891,383 | ' | ' | 891,383 |
Beneficial conversion feature for convertible note | ' | 50,000 | ' | ' | 50,000 |
Net loss | ' | ' | ' | -2,097,282 | -2,097,282 |
Balance at Dec. 31, 2012 | 23,149 | 3,357,544 | 347,400 | -3,271,033 | 457,060 |
Balance, shares at Dec. 31, 2012 | 23,149,145 | ' | ' | ' | ' |
Shares issued for professional services | 173 | 84,694 | -56,900 | ' | 27,967 |
Shares issued for professional services, Shares | 173,333 | ' | ' | ' | ' |
Stock payable for settling accounts payable | ' | ' | 100,000 | ' | 100,000 |
Stock payable for professional services and executive compensation | ' | ' | 90,000 | ' | 90,000 |
Stock payable for cash | 837 | 149,163 | ' | ' | 150,000 |
Stock payable for cash, Shares | 836,667 | ' | ' | ' | ' |
Warrant conversion feature for convertible note | ' | 62,806 | ' | ' | 62,806 |
Net loss | ' | ' | ' | -1,525,255 | -1,525,255 |
Balance at Dec. 31, 2013 | $24,159 | $3,654,207 | $480,500 | ($4,796,288) | ($637,422) |
Balance, shares at Dec. 31, 2013 | 24,159,145 | ' | ' | ' | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | |
Dec. 29, 2013 | Dec. 31, 2012 | |
Cash flows from operating activities | ' | ' |
Net Loss | ($1,525,255) | ($2,097,282) |
Provided by adjustments to reconcile net loss to net cash used in operating activities: | ' | ' |
Depreciation and amortization | 204,317 | 102,088 |
Amortization of debt discount | 53,896 | 5,205 |
Non-Employee stock-based compensation | 272,333 | 233,814 |
Gain on stock issuance for payable settlement | -50,000 | ' |
Employee stock-based compensation | 90,000 | 1,100,883 |
Warrants granted for commission | 62,806 | ' |
Changes in operating assets and liabilities: | ' | ' |
Increase in prepaid expenses and deposits | -3,777 | -2,470 |
Increase in security deposits, other | -6,230 | -2,500 |
Increase in inventory | -24,989 | -2,458 |
Increase in unamortized fees | -68,390 | ' |
Increase in accounts payable | 697,332 | 178,888 |
Increase in lease incentive liability | 553,382 | 240,362 |
Increase in accrued expenses | 236,852 | 49,105 |
Increase in accrued interest | 34,530 | ' |
Increase (Decrease) in deferred revenue | -5,243 | 28,828 |
Net cash provided by (used in) operating activities | 521,564 | -165,537 |
Cash flows from investing activities | ' | ' |
Acquisition of fixed assets | -1,701,447 | -419,173 |
Net cash used in investing activities | -1,701,447 | -419,173 |
Cash flows from financing activities | ' | ' |
Proceeds from convertible notes payable | 309,631 | 50,000 |
Proceeds from note payable | 595,000 | ' |
Proceeds from shares issued | 150,000 | 75,000 |
Proceeds from related party | 150,000 | 7,875 |
Payments to related party | -110,000 | ' |
Net cash provided by financing activities | 1,094,631 | 132,875 |
NET DECREASE IN CASH | -85,252 | -451,835 |
CASH AT BEGINNING OF THE YEAR | 156,474 | 608,309 |
CASH AT END OF PERIOD | 71,222 | 156,474 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ' | ' |
Interest paid | ' | ' |
Income taxes paid | 5,698 | ' |
NON-CASH INVESTING AND FINANCING ACTIVITIES: | ' | ' |
Shares issued for prepaid stock compensation | ' | 242,033 |
Accounts payable settled by share issuance | $150,000 | ' |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | ||
Dec. 29, 2013 | |||
Accounting Policies [Abstract] | ' | ||
Summary of Significant Accounting Policies | ' | ||
NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||
Organization | |||
Giggles N Hugs, Inc. (“GIGL Inc.”) was originally organized September 17, 2004 (Date of Inception) under the laws of the State of Nevada, as Teacher’s Pet, Inc. GIGL Inc. was organized to sell teaching supplies and learning tools. On August 20, 2010, GIGL Inc. filed an amendment to its articles of incorporation to change its name to Giggles N Hugs, Inc. The Company is authorized to issue 1,125,000,000 shares of its $0.001 par value common stock. | |||
On December 30, 2011, GIGL Inc. completed the acquisition of all the issued and outstanding shares of GNH, Inc. (“GNH”), a Nevada corporation, pursuant to a Stock Exchange Agreement (the “SEA”). Under the SEA, GIGL Inc. issued 18,289,716 shares of its common stock in exchange for a 100% interest in GNH, Inc. Additionally under the SEA, the former officer, director and shareholders of GIGL Inc. agreed to cancel a total of 47,607,500 shares of its common stock. | |||
For accounting purposes, the acquisition of GNH by GIGL Inc. has been recorded as a reverse merger of a public company, with the exception that no goodwill is generated, and followed up with a recapitalization of GNH based on the factors demonstrating that GNH represents the accounting acquirer. As part of closing of the merger between GNH and GIGL Inc, GNH obtained 100% of the restaurant operations of Giggles N Hugs in Westfield mall in Century City, California. The restaurant operations of Giggles N Hugs in Westfield Mall in Century City, California was originally formed April 30, 2010 and opened for operation December 3, 2010. Consequently, the historical financial information in the accompanying consolidated financial statements is that of GNH and the restaurant operations of Giggles N Hugs located in Century City, California. As a result of the Merger, GIGL Inc. now owns all of the assets, liabilities and operations of a kid friendly restaurant named Giggles N Hugs in Westfield mall in Century City, California. Additionally, GIGL Inc. obtained ownership to all intellectual property rights for Giggles N Hugs facilities in the future. | |||
On December 30, 2011, the transactions were completed and resulted in a change in control of the Company. Pursuant to the terms of the Agreement, the Company accepted the resignation of its prior officer and director, Tracie Hadama and appointed Mr. Joey Parsi as President, Chief Executive Officer, Treasurer, and Secretary of the Company. | |||
The Company adopted a 52/53 week fiscal year ending on the Sunday closest to December 31st for financial reporting purposes. Fiscal year 2013 consists of a year ending December 29, 2013. Fiscal year 2012 consists of year ending December 31, 2012. The election for fiscal year was made with the 8-K filing in October 2013. | |||
Principles of consolidation | |||
For the years ended December 31, 2013 and 2012, the consolidated financial statements include the accounts of Giggles N Hugs, Inc., GNH, Inc., GNH CC, Inc. for restaurant operations in Westfield Mall in Century City, California, GNH Topanga, Inc. for restaurant operations in Westfield Topanga Shopping Center in Woodland Hills, California, and Glendale Giggles N Hugs, Inc. for restaurant operations in Glendale Galleria in Glendale, California. All significant intercompany balances and transactions have been eliminated. Giggles N Hugs, Inc., GNH, Inc., GNH CC, Inc., GNH Topanga, Inc., and Glendale Giggles N Hugs, Inc will be collectively referred herein to as the “Company”. | |||
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. Actual results could differ significantly from those estimates. | |||
Fair value of financial instruments | |||
Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of and December 29, 2013 and December 31, 2012. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values. These financial instruments include cash, prepaid expenses and accounts payable. Fair values were assumed to approximate carrying values for cash and payables because they are short term in nature and their carrying amounts approximate fair values or they are payable on demand. | |||
Level 1: The preferred inputs to valuation efforts are “quoted prices in active markets for identical assets or liabilities,” with the caveat that the reporting entity must have access to that market. Information at this level is based on direct observations of transactions involving the same assets and liabilities, not assumptions, and thus offers superior reliability. However, relatively few items, especially physical assets, actually trade in active markets. | |||
Level 2: FASB acknowledged that active markets for identical assets and liabilities are relatively uncommon and, even when they do exist, they may be too thin to provide reliable information. To deal with this shortage of direct data, the board provided a second level of inputs that can be applied in three situations. | |||
Level 3: If inputs from levels 1 and 2 are not available, FASB acknowledges that fair value measures of many assets and liabilities are less precise. The board describes Level 3 inputs as “unobservable,” and limits their use by saying they “shall be used to measure fair value to the extent that observable inputs are not available.” This category allows “for situations in which there is little, if any, market activity for the asset or liability at the measurement date”. Earlier in the standard, FASB explains that “observable inputs” are gathered from sources other than the reporting company and that they are expected to reflect assumptions made by market participants. | |||
Income taxes | |||
The Company follows ASC Topic 740 for recording the provision for income taxes. Deferred tax assets and liabilities are computed based upon the difference between the financial statement and income tax basis of assets and liabilities using the enacted marginal tax rate applicable when the related asset or liability is expected to be realized or settled. Deferred income tax expenses or benefits are based on the changes in the asset or liability each period. If available evidence suggests that it is more likely than not that some portion or all of the deferred tax assets will not be realized, a valuation allowance is required to reduce the deferred tax assets to the amount that is more likely than not to be realized. Future changes in such valuation allowance are included in the provision for deferred income taxes in the period of change. | |||
Deferred income taxes may arise from temporary differences resulting from income and expense items reported for financial accounting and tax purposes in different periods. Deferred taxes are classified as current or non-current, depending on the classification of assets and liabilities to which they relate. Deferred taxes arising from temporary differences that are not related to an asset or liability are classified as current or non-current depending on the periods in which the temporary differences are expected to reverse. | |||
The Company applies a more-likely-than-not recognition threshold for all tax uncertainties. ASC Topic 740 only allows the recognition of those tax benefits that have a greater than fifty percent likelihood of being sustained upon examination by the taxing authorities. As of December 29, 2013 and December 31, 2012, the Company reviewed its tax positions and determined there were no outstanding, or retroactive tax positions with less than a 50% likelihood of being sustained upon examination by the taxing authorities, therefore this standard has not had a material effect on the Company. | |||
The Company does not anticipate any significant changes to its total unrecognized tax benefits within the next 12 months. | |||
The Company classifies tax-related penalties and net interest as income tax expense. As of December 29, 2013 and December 31, 2012, no income tax expense has been incurred. | |||
Cash and cash equivalents | |||
For the purpose of the statements of cash flows, all highly liquid investments with an original maturity of three months or less are considered to be cash equivalents. The carrying value of these investments approximates fair value. | |||
Inventories | |||
Inventories are stated at the lower of cost or market on a first-in, first-out basis and consist of restaurant food and other supplies. | |||
Property and equipment | |||
The Company records all property and equipment at cost less accumulated depreciation. Improvements are capitalized while repairs and maintenance costs are expensed as incurred. Depreciation is calculated using the straight-line method over the estimated useful life of the assets or the lease term, whichever is shorter. Leasehold improvements include the cost of the Company’s internal development and construction department. Depreciation periods are as follows: | |||
Leasehold improvements | 10 years | ||
Restaurant fixtures and equipment | 10 years | ||
Computer software and equipment | 3 to 5 years | ||
Leases | |||
The Company currently leases its restaurant locations. The Company evaluates the lease to determine its appropriate classification as an operating or capital lease for financial reporting purposes. The Company currently has three leases, which are classified as operating leases. | |||
Minimum base rent for the Company’s operating leases, which generally have escalating rentals over the term of the lease, is recorded on a straight-line basis over the lease term. The initial rent term includes the build-out, or rent holiday period, for the Company’s leases, where no rent payments are typically due under the terms of the lease. Deferred rent expense, which is based on a percentage of revenue, is also recorded to the extent it exceeds minimum base rent per the lease agreement. | |||
The Company disburses cash for leasehold improvements and furniture, fixtures and equipment to build out and equip its leased premises. The Company also expends cash for structural additions that it makes to leased premises of which $590,000, $488,409, and $403,750 were reimbursed to Century City, Topanga, and Glendale by its landlords, respectively, as construction contributions pursuant to agreed-upon terms in the lease agreements. Landlord construction contributions usually take the form of up-front cash. Depending on the specifics of the leased space and the lease agreement, amounts paid for structural components are recorded during the construction period as leasehold improvements or the landlord construction contributions are recorded as an incentive from lessor. | |||
Impairment of long-lived assets | |||
The Company assesses potential impairment of our long-lived assets whenever events or changes in circumstances indicate that the carrying value of the assets or asset group may not be recoverable. Factors considered include, but are not limited to, significant underperformance relative to historical or projected future operating results; significant changes in the manner of use of the acquired assets or the strategy for the overall business; and significant negative industry or economic trends. The Company regularly reviews the restaurant if it is cash flow negative for the previous four quarters to determine if impairment testing is warranted. At any given time, the Company may monitor its operations, and impairment charges could be triggered in the future if the restaurant performance does not improve. | |||
The Company has identified leasehold improvements as the primary asset because it is the most significant component of our restaurant assets, it is the principal asset from which the Company derives cash flow generating capacity and has the longest remaining useful life. The recoverability is assessed in most cases by comparing the carrying value of the assets to the undiscounted cash flows expected to be generated by these assets. Impairment losses are measured as the amount by which the carrying values of the assets exceed their fair values. | |||
During the years ended December 29, 2013 and December 31, 2012, we did not record an impairment charge against the carrying value of the GNH CC, Inc., GNH Topanga, Inc. and Glendale Giggles N Hugs. | |||
Stock-based compensation | |||
The Company records stock based compensation in accordance with the guidance in ASC Topic 505 and 718 which requires the Company to recognize expenses related to the fair value of its employee stock option awards. This eliminates accounting for share-based compensation transactions using the intrinsic value and requires instead that such transactions be accounted for using a fair-value-based method. The Company recognizes the cost of all share-based awards on a graded vesting basis over the vesting period of the award. | |||
The Company accounts for equity instruments issued in exchange for the receipt of goods or services from other than employees in accordance with FASB ASC 718-10 and the conclusions reached by the FASB ASC 505-50. Costs are measured at the estimated fair market value of the consideration received or the estimated fair value of the equity instruments issued, whichever is more reliably measurable. The value of equity instruments issued for consideration other than employee services is determined on the earliest of a performance commitment or completion of performance by the provider of goods or services as defined by FASB ASC 505-50. | |||
Loss per common share | |||
Net loss per share is provided in accordance with ASC Subtopic 260-10. We present basic loss per share (“EPS”) and diluted EPS on the face of statements of operations. Basic EPS is computed by dividing reported losses by the weighted average shares outstanding. Except where the result would be anti-dilutive to income from continuing operations, diluted earnings per share has been computed assuming the conversion of the convertible long-term debt and the elimination of the related interest expense, and the exercise of stock options and warrants. Loss per common share has been computed using the weighted average number of common shares outstanding during the year. For the years ended December 29, 2013 and December 31, 2012, the assumed conversion of convertible note payable and the exercise of stock warrants are anti-dilutive due to the Company’s net losses and are excluded in determining diluted loss per share. | |||
Revenue recognition | |||
Our revenues consist of sales from our restaurant operations and sales of memberships entitling members unlimited access to our play areas for the duration of their membership. As a general principle, revenue is recognized when the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) delivery has occurred and services have been rendered, (iii) the price to the buyer is fixed or determinable, and (iv) collectability is reasonably assured. | |||
With respect to memberships, access to our play area extends throughout the term of membership. The vast majority of memberships sold are for one month terms. Revenue is recognized on a straight line basis over the membership period. The company receives payment from its customers at the start of the subscription period and the company records deferred revenue for the unearned portion of the subscription period. | |||
Revenues from restaurant sales are recognized when payment is tendered at the point of sale. Revenues are presented net of sales taxes. The obligation is included in other accrued expenses until the taxes are remitted to the appropriate taxing authorities. | |||
We recognize a liability upon the sale of our gift cards and recognize revenue when these gift cards are redeemed in our restaurants. | |||
For party rental agreements, we rely upon a signed contract between us and the customer as the persuasive evidence of a sales arrangement. Party rental deposits are recorded as deferred revenue upon receipt and recognized as revenue when the service has been rendered. | |||
For dining credit program agreement, we agreed to apply a discount of 12% on qualified sales determined by Rewards Network, in which we receive prepayment from the Rewards Network for future qualified sales. Dining credit prepayment is recorded as deferred revenue at the full value with an unamortized discount upon receipt of prepayment and recognizes the revenue and 12% discount when the service has been rendered. | |||
Additionally, revenues are recognized net of any discounts, returns, allowances and sales incentives, including coupon redemptions and complimentary meals. | |||
Advertising costs | |||
Advertising costs are anticipated to be expensed as incurred. During the fiscal years ended December 29, 2013 and December 31, 2012, there were $29,223 and $58,461 in advertising costs included in general and administrative expenses, respectively. | |||
Convertible Debentures | |||
Beneficial Conversion Feature - If the conversion features of conventional convertible debt provides for a rate of conversion that is below market value, this feature is characterized as a beneficial conversion feature (“BCF”). A BCF is recorded by the Company as a debt discount pursuant to ASC Topic 470-20 “Debt with Conversion and Other Options.” In those circumstances, the convertible debt is recorded net of the discount related to the BCF and the Company amortizes the discount to interest expense over the life of the debt using the effective interest method. | |||
Recent pronouncements | |||
The Company has evaluated the recent accounting pronouncements through April 2014 and believes that none of them will have a material effect on the company’s financial position, results of operations or cash flows. | |||
Going Concern | |||
The Company has recently sustained operating losses totaling $1,525,255 for the year ended December 29, 2013 and has an accumulated deficit of $4,796,288 at December 29, 2013. The Company has and will continue to use significant capital to grow and acquire market share. These factors raise substantial doubt about the ability of the Company to continue as a going concern. In this regard, management is proposing to raise any necessary additional funds not provided by operations through loans or through sales of their common stock. There is no assurance that the Company will be successful in raising this additional capital or in achieving profitable operations. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or amounts and classification of liabilities that might result from this uncertainty. |
Inventory
Inventory | 12 Months Ended | ||||||||
Dec. 29, 2013 | |||||||||
Inventory Disclosure [Abstract] | ' | ||||||||
Inventory | ' | ||||||||
NOTE 2 – INVENTORY | |||||||||
Inventory consisted of the following at: | |||||||||
29-Dec-13 | 31-Dec-12 | ||||||||
Restaurant food and supplies | $ | 41,744 | $ | 16,755 | |||||
Total | $ | 41,744 | $ | 16,755 |
Fixed_Assets
Fixed Assets | 12 Months Ended | ||||||||
Dec. 29, 2013 | |||||||||
Fixed assets: | ' | ||||||||
Fixed Assets | ' | ||||||||
NOTE 3 – FIXED ASSETS | |||||||||
Fixed assets consisted of the following at: | |||||||||
29-Dec-13 | 31-Dec-12 | ||||||||
Leasehold improvements | $ | 2,845,274 | $ | 1,359,141 | |||||
Fixtures and equipment | 76,157 | 37,457 | |||||||
Computer software and equipment | 189,525 | 12,910 | |||||||
Property and equipment, total | 3,110,956 | 1,409,508 | |||||||
Less: accumulated depreciation | (415,742 | ) | (211,424 | ) | |||||
Property and equipment, net | $ | 2,695,214 | $ | 1,198,084 | |||||
Depreciation expense was $204,317 and $102,088 for the fiscal years ended December 29, 2013 and December 31, 2012, respectively. Repair and maintenance expenses for the years ended December 29, 2013 and December 31, 2012 were $56,943 and $19,726, respectively. |
Deferred_Revenue
Deferred Revenue | 12 Months Ended | ||||||||
Dec. 29, 2013 | |||||||||
Deferred Revenue [Abstract] | ' | ||||||||
Deferred Revenue | ' | ||||||||
NOTE 4 – DEFERRED REVENUE | |||||||||
Deferred revenue consisted of the following at: | |||||||||
29-Dec-13 | 31-Dec-12 | ||||||||
Membership cards | $ | 1,482 | $ | 1,463 | |||||
Gift cards | 5,495 | 3,626 | |||||||
Dining credit program | 12,179 | 32,382 | |||||||
Party deposits | 21,371 | 8,299 | |||||||
Total | $ | 40,527 | $ | 45,770 |
Incentive_From_Lessor
Incentive From Lessor | 12 Months Ended |
Dec. 29, 2013 | |
Leases [Abstract] | ' |
Incentive From Lessor | ' |
NOTE 5 – INCENTIVE FROM LESSOR | |
The Company received $590,000 for Century City, $488,409 for Topanga and $403,750 for Glendale from the Company’s landlords as construction contributions pursuant to agreed-upon terms in the lease agreements as of December 29, 2013. The Glendale commitment is a total of $475,000 of which the remaining $71,250 will be received in 2014. | |
Landlord construction contributions usually take the form of up-front cash. Depending on the specifics of the leased space and the lease agreement, amounts paid for structural components are recorded during the construction period as leasehold improvements or the landlord construction contributions are recorded as an incentive from lessor. The incentive from lessor is amortized over the life of the lease which is 10 years and netted against occupancy cost. | |
Amortization of the incentive from lessor was $53,776 and $40,931 for the fiscal years ended December 29, 2013 and December 31, 2012, respectively. |
Note_Payable_Lessor
Note Payable Lessor | 12 Months Ended | ||
Dec. 29, 2013 | |||
Note Payable Lessor | ' | ||
Note Payable Lessor | ' | ||
NOTE 6 – NOTE PAYABLE LESSOR | |||
On February 12, 2013, the Company entered into a $700,000 Promissory Note Payable Agreement with GGP Limited Partnership (“Lender”) to be used by the Company for a portion of the construction work to be performed by the Company under the lease by and between Glendale II Mall Associates, LLC. The Note Payable accrues interest at a rate of 10% through October 15, 2015, 12% through October 31, 2017, and 15% through October 31, 2023 and matures on October 31, 2023. The monthly principal and interest payment will commence upon the earlier of (i) the Rental Commencement Date (as defined in the Lease); or (ii) November 1, 2013 and continuing through and including the Maturity Date, make a fixed monthly installment payment of principal and accrued Interest in an amount equal to the principal and interest commencing from the date of the first advance and continuing through and including the Maturity Date. | |||
The Lender agrees to loan draws to the Company in accordance with the following schedule: | |||
1 | An amount equal to 35% of the Principal Amount upon completion of all the requirements for payment of the Construction Allowance set forth in the Lease. | ||
2 | An amount equal to 25% of the Principal Amount upon completion of all the requirements for payment of the Construction Allowance set forth in the Lease. | ||
3 | An amount equal to 25% of the Principal Amount upon completion of all the requirements for payment of the Construction Allowance set forth in the Lease. | ||
4 | An amount equal to 15% of the Principal Amount upon completion of all the requirements for payment of the Construction Allowance set forth in the Lease. | ||
As of December 29, 2013, the Company had drawn $595,000 from the Promissory Note, which incurred and accrued interest expense in the amount of $26,648. |
Convertible_Note_Payable
Convertible Note Payable | 12 Months Ended | ||||||||
Dec. 29, 2013 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Convertible Note Payable | ' | ||||||||
NOTE 7 – CONVERTIBLE NOTE PAYABLE | |||||||||
A summary of convertible debentures payable as of December 29, 2013 and December 31, 2012 is as follows: | |||||||||
29-Dec-13 | 31-Dec-12 | ||||||||
Convertible note, accrue interest at 8% per annum and mature on November 23, 2013 | $ | 50,000 | $ | 50,000 | |||||
Debt discount - beneficial conversion feature | - | (44,795 | ) | ||||||
Convertible note, net unamortized discount | $ | 50,000 | $ | 5,205 | |||||
On November 23, 2012, the Company entered into an unsecured Note Payable Agreement with Gary Schahet (the “Buyer”) pursuant to which the Company issued $50,000 of an unsecured convertible note (the “Note Payable”). | |||||||||
The Note Payable accrues interest at a rate of 8% per annum and matured on November 23, 2013 and is currently due as of December 29, 2013. The Buyer may also convert all or a portion of the Note at any time at a price equal to the lesser of (i) $0.25, or (ii) ninety percent (90%) of a Subsequent Financing Price (price per share paid by investors in a subsequent financing), or (iii) ninety percent (90%) of a the Change of Control price (per share consideration paid in a change of control transaction. | |||||||||
The Company has determined the value associated with the beneficial conversion feature in connection with the notes to be $50,000. The aggregate beneficial conversion feature has been accreted and charged to financing expense in the amount of $50,000 and $5,205 as of December 29, 2013 and December 31, 2012, respectively. During the fiscal year December 29, 2013 and December 31, 2012, the Company recorded interest expense of $4,000 and $416, respectively. The current status of the Notes Payable to the Buyer is in default. There is no change in the interest rate due to the default. The Company is planning to issue shares in 2014 to settle the Notes Payable. | |||||||||
29-Dec-13 | 31-Dec-12 | ||||||||
Debentures, accrue interest at 7% per annum and mature on October 8, 2017 | $ | 100,000 | $ | _ | |||||
Debentures, accrue interest at 7% per annum and mature on November 17, 2017 | 100,000 | _ | |||||||
Debentures, accrue interest at 7% per annum and mature on November 25, 2017 | 75,000 | _ | |||||||
Debentures, accrue interest at 7% per annum and mature on November 26, 2017 | 40,000 | _ | |||||||
Debentures, accrue interest at 7% per annum and mature on November 25, 2017 | 40,000 | _ | |||||||
Debt discount - beneficial conversion feature | (36,269 | ) | _ | ||||||
Convertible note, net unamortized discount | $ | 318,731 | $ | _ | |||||
On September 9, 2013, the Company entered into a private placement to raise capital by issuing Debentures attached with sixty percent (60%) warrants maturing four years from the date of issuances. | |||||||||
The Debentures accrue interest at a rate of 7% per annum and mature four years from the date of issuance, which are listed on the chart. The Debentures have a conversion price of $0.37 per unit and the attached warrants exercise price is 30% discount of market price, subject to a $0.25 per share floor, or $0.37 per warrant share on date of maturity. | |||||||||
The Company may require conversion of the Debentures if the Company’s Common Stock is trading at a volume of 50,000 shares per day for thirty consecutive trading days, provided the average trading price of such stock is $0.75 or greater during such time. The Debentures shall automatically convert at maturity. | |||||||||
The Company had determined the value associated with the beneficial conversion feature in connection with the Debentures to be $318,731. The aggregate beneficial conversion feature of the Debentures has been accreted and charged to Unamortized Discount in the amount of $36,269 and $0 as of December 29, 2013 and December 31, 2012, respectively. During the fiscal year December 29, 2013 and December 31, 2012, the Company recorded interest expense of $4,388 and $0, respectively. As of December 29, 2013, the company has accrued interest of $3,180. |
Stockholders_Equity
Stockholders' Equity | 12 Months Ended |
Dec. 29, 2013 | |
Equity [Abstract] | ' |
Stockholders' Equity | ' |
NOTE 8 – STOCKHOLDERS’ EQUITY | |
The Company is authorized to issue 1,125,000,000 shares of $0.001 par value common stock. As of December 29, 2013 and December 31, 2012, 24,159,145 and 23,149,145 shares were issued and outstanding. | |
On February 23, 2012, the Company authorized the issuance of 50,000 shares of common stock to Sean Richards related to his appointment as Chief Operating Officer of the Company. The fair value of the shares of common stock was $209,500 which is recorded to common stock payable. As of the date of this filing, the shares have not been issued. | |
On June 11, 2012, the Company authorized the issuance of 25,000 shares of common stock to a third party entity in exchange for consulting services. The fair value of the shares of common stock was $41,000, based upon the closing market price of the Company’s common stock at the date the service was rendered. | |
On June 11, 2012, the Company authorized the issuance of 7,000 shares of common stock to a third party entity for internet design and consulting services. The fair value of the shares of common stock was $11,480, based upon the closing market price of the Company’s common stock at the date the service was rendered. | |
On July 1, 2012, the Company authorized the issuance of 15,000 shares of common stock to a third party entity for investor relation services. The fair value of the shares of common stock was $22,500 which is recorded to common stock payable as of December 31, 2012. The 15,000 shares of common stock have been issued during the year ended December 29, 2013 | |
On July 17, 2012, the Company authorized the issuance of 10,000 shares of common stock to a third party entity for financial and governance reporting services, SEC reporting services, and other business related services. The fair value of the shares of common stock was $10,000. | |
On August 1, 2012, the Company authorized the issuance of 20,000 shares of common stock to a third party entity for advisory board services. The fair value of the shares of common stock was $6,000 which is recorded to common stock payable as of December 31, 2012 and the expense is amortized over one-year of service. The 20,000 shares of common stock have been issued during the year ended December 29, 2013. As of the date of this filing, the shares have not been issued. As of December 31, 2012, the remaining prepaid stock-compensation is $3,500, which this amount has been expensed as of December 29, 2013. | |
On August 18, 2012, the Company authorized the issuance of 220,000 shares of common stock to a third party entity for advisory board services. The fair value of the shares of common stock was $316,800 which the expense is amortized over one-year of service. As of December 31, 2012, the remaining prepaid stock-compensation is $211,200, which this amount has been expensed as of December 29, 2013. | |
On August 25, 2012, the Company authorized the issuance of 25,000 shares of common stock to a third party entity for financial consulting services. The fair value of the shares of common stock was $36,000 which the expense is amortized over one-year of service. As of December 31, 2012, the remaining prepaid stock-compensation is $24,000, which this amount has been expensed as of December 29, 2013. | |
During the year ended December 31, 2012, the Company authorized the issuance of 75,000 shares of common stock to an investor for $75,000 in cash which is recorded to common stock payable. As of the date of this filing, the shares have not been issued. | |
On October 1, 2012, the Company authorized the issuance of 20,000 shares of common stock to a third party entity for financial and governance reporting services, SEC reporting services, and other business related services. The fair value of the shares of common stock was $17,400 which is recorded to common stock payable as of December 31, 2012. As of December 31, 2012, the remaining prepaid stock-compensation is $5,666, which this amount has been expensed as of December 29, 2013. The 20,000 shares of common stock have been issued during the year ended December 29, 2013. | |
On October 31, 2012, the Company authorized the issuance of 20,000 shares of common stock to a third party entity for strategic management services. The fair value of the shares of common stock was $17,000 which is recorded to common stock payable as of December 31, 2012. The 20,000 shares of common stock have been issued during the year ended December 29, 2013 | |
On January 12, 2013, the Company authorized the issuance of 670,000 shares of common stock to an investor for $100,000 cash received. The Company issued the shares on April 19, 2013. | |
On March 7, 2013, the Company authorized the issuance of 166,667 shares of common stock to an investor for $50,000 cash received. The Company issued the shares on April 19, 2013. | |
On May 15, 2013, the Company authorized the issuance of 333,333 shares of common stock to a construction contractor for the settlement of outstanding invoices due in the amount of $150,000. The fair value of the shares of common stock on the settlement date was $100,000 which is recorded to common stock payable as of June 30, 2013. The Company recorded a gain on accounts payable settlement of $50,000 during the three months ended June 30, 2013. | |
On July 11, 2013, the Company issued 15,000 shares of common stock to a third party entity for graphic design services. The fair value of the shares of common stock was $3,300 which is recorded to graphic design expense on July 11, 2013. | |
On October 29, 2013, the Company issued 83,333 shares of common stock for advisory services for 3 month service. The fair value of the share of common stock was $37,500, which is recorded to advisory expense. | |
On December 3, 2013, the Company issued 20,000 shares of common stock to settle Accounts Payable in the amount of $3,000 to Philip Gay (Triple Enterprises). | |
During the year ended December 29, 2013, the Company authorized 200,000 shares of common stock to the Chief Operating Officer of the Company for the opening of the Topanga and Glendale locations. The fair value of the shares of common stock was $90,000, which is recorded to common stock payable. As of the date of this filing, the shares have not been issued. |
Stock_Options_and_Warrants
Stock Options and Warrants | 12 Months Ended | ||||||||||||||||||||||
Dec. 29, 2013 | |||||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||||||||||||
Stock Options and Warrants | ' | ||||||||||||||||||||||
NOTE 9 – STOCK OPTIONS AND WARRANTS | |||||||||||||||||||||||
Employee Stock Options | |||||||||||||||||||||||
The following table summarizes the changes in the options outstanding at December 29, 2013, and the related prices for the shares of the Company’s common stock issued to employees of the Company under a non-qualified employee stock option plan. | |||||||||||||||||||||||
Range of | Number | Weighted | Weighted | Number | Weighted | ||||||||||||||||||
Exercise | Outstanding | Average | Average | Exercisable | Average | ||||||||||||||||||
Prices | Exercise Price | Remaining | Exercise | ||||||||||||||||||||
Contractual Life | Price | ||||||||||||||||||||||
$ | 4.5 | 175,000 | $ | 4.5 | 2.85 | 175,000 | $ | 4.5 | |||||||||||||||
175,000 | 2.85 | 175,000 | |||||||||||||||||||||
A summary of the Company’s stock awards for options as of December 29, 2013 and changes for the fiscal year ended December 29, 2013 is presented below: | |||||||||||||||||||||||
Stock | Weighted | ||||||||||||||||||||||
Options | Average | ||||||||||||||||||||||
Exercise | |||||||||||||||||||||||
Price | |||||||||||||||||||||||
Outstanding, December 31, 2012 | 211,000 | $ | 4.5 | ||||||||||||||||||||
Granted | - | - | |||||||||||||||||||||
Exercised | - | - | |||||||||||||||||||||
Expired/Cancelled | (36,000 | ) | - | ||||||||||||||||||||
Outstanding, December 29, 2013 | 175,000 | $ | 4.5 | ||||||||||||||||||||
Exercisable, December 29, 2013 | 175,000 | $ | 4.5 | ||||||||||||||||||||
The weighted-average fair value of stock options granted to employees during the fiscal years ended December 29, 2013 and December 31, 2012 and the weighted-average significant assumptions used to determine those fair values, using a Black-Scholes-Merton (“Black-Scholes”) option pricing model are as follows: | |||||||||||||||||||||||
29-Dec-13 | 31-Dec-12 | ||||||||||||||||||||||
Significant assumptions (weighted-average): | |||||||||||||||||||||||
Risk-free interest rate at grant date | 0.78 | % | 0.78 | % | |||||||||||||||||||
Expected stock price volatility | 139 | % | 139 | % | |||||||||||||||||||
Expected dividend payout | - | - | |||||||||||||||||||||
Expected option life (in years) | 5 | - | |||||||||||||||||||||
Expected forfeiture rate | - | % | - | % | |||||||||||||||||||
Fair value per share of options granted | $ | 3.96 | $ | 3.96 | |||||||||||||||||||
The expected life of awards granted represents the period of time that they are expected to be outstanding. The Company has no historical experience with which to establish a basis for determining an expected life of these awards. Therefore, the Company only gave consideration to the contractual terms and did not consider the vesting schedules, exercise patterns and pre-vesting and post-vesting forfeitures significant to the expected life of the option award. | |||||||||||||||||||||||
We estimate the volatility of our common stock based on the calculated historical volatility of similar entities in industry, in size and in financial leverage whose share prices are publicly available. We base the risk-free interest rate used in the Black-Scholes-Merton option valuation model on the implied yield currently available on U.S. Treasury zero-coupon issues with an equivalent remaining term equal to the expected life of the award. We have not paid any cash dividends on our common stock and do not anticipate paying any cash dividends in the foreseeable future. Consequently, we use an expected dividend yield of zero in the Black-Scholes-Merton option valuation model. | |||||||||||||||||||||||
There were no options granted during the fiscal year ended December 29, 2013. | |||||||||||||||||||||||
Total stock-based compensation expense in connection with options granted to employees recognized in the consolidated statement of operations for the fiscal years ended December 29, 2013 and December 31, 2012 was $0 and $891,383, respectively. | |||||||||||||||||||||||
Warrants | |||||||||||||||||||||||
The following table summarizes the changes in the warrants outstanding at December 29, 2013, and the related prices. | |||||||||||||||||||||||
Range of Exercise Prices | Number Outstanding | Weighted Average Exercise Price | Weighted Average Remaining Contractual Life | Number Exercisable | Weighted Average Exercise Price | ||||||||||||||||||
$ | 0.37 | 575,676 | $ | 0.37 | 3.89 | 575,676 | $ | 0.37 | |||||||||||||||
575,676 | 3.89 | 575,676 | |||||||||||||||||||||
A summary of the Company’s warrant as of December 29, 2013 and the changes for the fiscal year ended December 29, 2013 is presented below: | |||||||||||||||||||||||
Warrants | Weighted Average Exercise Price | ||||||||||||||||||||||
Outstanding, December 31, 2012 | - | $ | - | ||||||||||||||||||||
Granted | 575,676 | 0.37 | |||||||||||||||||||||
Exercised | - | - | |||||||||||||||||||||
Expired/Cancelled | - | - | |||||||||||||||||||||
Outstanding, December 29, 2013 | 575,676 | $ | 0.37 | ||||||||||||||||||||
Exercisable, December 29, 2013 | 575,676 | 0.37 | |||||||||||||||||||||
On September 9, 2013, the Company entered into a private placement to raise capital by issuing Debentures attached with sixty percent (60%) warrants maturing four years from the date of issuances. | |||||||||||||||||||||||
The Debentures accrue interest at a rate of 7% per annum and mature four years from the date of issuance. The Debentures have a conversion price of $0.37 per unit and the attached warrants exercise price is 30% discount of market price, subject to a $0.25 per share floor, or $0.37 per warrant share on date of maturity. | |||||||||||||||||||||||
The Company may require conversion of the Debentures if the Company’s Common Stock is trading at a volume of 50,000 shares per day for thirty consecutive trading days, provided the average trading price of such stock is $0.75 or greater during such time. The Debentures shall automatically convert at maturity. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | |||||
Dec. 29, 2013 | ||||||
Commitments and Contingencies Disclosure [Abstract] | ' | |||||
Commitments and Contingencies | ' | |||||
NOTE 10 – COMMITMENTS AND CONTINGENCIES | ||||||
The Company leases its restaurant locations under an operating lease, with the remaining term being 10 years. Restaurant leases typically include land and building shells, require contingent rent above the minimum base rent payments based on a percentage of sales ranging from 7% to 10%, have escalating minimum rent requirements over the term of the lease and require various expenses incidental to the use of the property. The lease also has a renewal option, which Century City may exercise in the future. The Company’s current lease provides early termination rights, permitting the Company and its landlord to mutually terminate the lease prior to expiration if the Company does not achieve specified sales levels in certain years. | ||||||
As of December 29, 2013, the aggregate minimum annual lease payments under operating leases, including amounts characterized as deemed landlord financing payments are as follows: | ||||||
2014 | $ | 194,644 | ||||
2015 | 200,483 | |||||
2016 | 206,498 | |||||
2017 | 212,692 | |||||
2018 | 219,073 | |||||
Thereafter | 263,910 | |||||
Total | $ | 1,297,300 | ||||
Rent expense for the Company’s Century City operating lease was $139,065 and $139,065 for the fiscal years ended December 29, 2013 and December 31, 2012, respectively. | ||||||
During the year ended December 31, 2012, GNH Topanga entered into a Lease Agreement with Westfield Topanga Owner, LP, a Delaware limited partnership, to lease approximately 5,900 square feet in the Westfield Topanga Shopping Center. The lease includes land and building shells, provides a construction reimbursement allowance of up to $475,000, requires contingent rent above the minimum base rent payments based on a percentage of sales ranging from 7% to 10% and require other expenses incidental to the use of the property. The lease also has a renewal option, which GNH Topanga may exercise in the future. The Company’s current lease provides early termination rights, permitting the Company and its landlord to mutually terminate the lease prior to expiration if the Company does not achieve specified sales levels in certain years. The lease commenced on March 23, 2013 and expires on April 30, 2022. | ||||||
As of December 29, 2013, the aggregate minimum annual lease payments under operating leases, including amounts characterized as deemed landlord financing payments are as follows: | ||||||
2015 | 238,155 | |||||
2016 | 247,682 | |||||
2017 | 257,589 | |||||
2018 | 267,891 | |||||
Thereafter | 973,490 | |||||
Total | $ | 2,213,803 | ||||
Rent expense for the Company’s Topanga operating lease was $156,144 and $0 for the fiscal years ended December 29, 2013 and December 31, 2012. | ||||||
On April 1, 2013, the Company entered into a Lease Agreement with GLENDALE II MALL ASSOCIATES, LLC, a Delaware limited liability company, to lease approximately 6,000 square feet in the Glendale Galleria in the City of Glendale, County of Los Angeles, and State of California. The lease includes land and building shells, provides a construction reimbursement allowance of up to $475,000, requires contingent rent above the minimum base rent payments based on a percentage of sales ranging from 4% to 7% and require other expenses incidental to the use of the property. The lease commenced on November 21, 2013 and expires on October 31, 2023. | ||||||
Upon commencement, the aggregate minimum annual lease payments under operating leases, including amounts characterized as deemed landlord financing payments are as follows: | ||||||
2014 | 195,816 | |||||
2015 | 203,648 | |||||
2016 | 211,794 | |||||
2017 | 220,266 | |||||
Thereafter | 1,171,766 | |||||
Total | $ | 2,191,574 | ||||
Rent expense for the Company’s Glendale operating lease was $19,947 and $0 for the fiscal years ended December 29, 2013 and December 31, 2012. | ||||||
Litigation | ||||||
The Company, the Company’s CEO, Joey Parsi, and a third party, were named in a complaint filed on July 19, 2012 in the Los Angeles Superior Court by Alex Nerush and Preferred Scan, Inc., that alleges fraud, negligent misrepresentation, sale of securities by unlicensed broker, sale of securities by means of false and misleading statements, and money had and received. | ||||||
The Company does not believe there is any merit to the allegations and will vigorously defend this action. Furthermore, on September 24, 2012, the Company and the Company’s CEO, Joey Parsi counter-sued Richard Steele, Jr., Donald Stoecklein, Anthony Risas for breach of fiduciary duty, breach of contract, negligence and negligent misrepresentation, fraud and indemnity. On October 13, 2012, Stoecklein Law Group, LLP (“Law Group”) which acted as our securities counsel from September 2010 until September 2012, filed an Interpleader action in the United States District Court for the Southern District of California to determine the proper ownership of 16 stock certificates representing an aggregate of 2,364,000 shares of our stock (the “Disputed Certificates”) held by the Law Group. Joey Parsi, Balata Partners, Inc., and Patrick Deparini were each named as defendants (the “Defendants”). Law Group claims that they entered into an oral agreement to hold the Disputed Certificates unless and until each of the Defendants agreed otherwise. The Company maintains that no such oral agreement was entered into and plans to vigorously argue for the release of the Disputed Certificates into the custody of our current securities counsel. | ||||||
The Company does not believe there is any merit to the allegations and will vigorously defend this action. |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended |
Dec. 29, 2013 | |
Related Party Transactions [Abstract] | ' |
Related Party Transactions | ' |
NOTE 11 – RELATED PARTY TRANSACTIONS | |
From time to time, the Company has received advances from certain of its officers to meet short term working capital needs. These advances may not have formal repayment terms or arrangements. As of December 29, 2013 and December 31, 2012, Joe Parsi, Chief Executive Officer, advanced a total of $40,000 and $7,875, respectively, to the Company. These advances are unsecured, bear no interest, and do not have formal repayment terms or arrangements. |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||
Dec. 29, 2013 | |||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||
Income Taxes | ' | ||||||||
NOTE 12 – INCOME TAXES | |||||||||
The net income generated from the Century City restaurant operations from Giggles N Hugs, LLC is treated as partnership income for federal and state income tax purposes and does not incur income tax expense for Giggles N Hugs, Inc. because the reverse merger was effectuated on December 30, 2011. Instead, its earnings and losses are allocated to and reported on the individual returns of the member’s tax returns. Accordingly, no provision for income tax is included in the consolidated financial statements. | |||||||||
For the years ended December 29, 2013 and December 31, 2012, GNH, Inc. incurred net operating losses and, accordingly, no provision for income taxes has been recorded. In addition, no benefit for income taxes has been recorded due to the uncertainty of the realization of any tax assets. At December 29, 2013 and December 31, 2012, the Company had approximately $3,783,533 and $2,312,174 of federal and state net operating losses, respectively. The net operating loss carryforwards, if not utilized, will begin to expire in 2022. | |||||||||
Deferred tax liabilities and assets are recognized for the expected future tax consequences of events that have been included in the financial statement or tax returns. Under this method, deferred tax liabilities and assets are determined based on the difference between financial statements and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse | |||||||||
A reconciliation of tax expense computed at the statutory federal tax rate income (loss) from operations before income taxes to the actual income tax expense is as follows: | |||||||||
December 29. 2013 | December 31. 2012 | ||||||||
Tax provision (benefits) computed at tile statutory rate (39.83% ) | $ | (607,576 | ) | $ | (835,440 | ) | |||
Nondeductible expense | 21,469 | 2,073 | |||||||
(586,107 | ) | (833,367 | ) | ||||||
Increase in valuation allowance for deferred tax assets | 586,107 | 833,367 | |||||||
Income tax expense benefit | - | - | |||||||
Deferred income taxes include the net tax effects of net operating loss (NOL) carryforwards and the temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets are as follows: | |||||||||
December 29. 2013 | December 31. 2012 | ||||||||
Stock based compensation | $ | 169,352 | $ | 531,768 | |||||
Net operating loss carryover | 416,507 | 301,598 | |||||||
Charitable contributions | 249 | 100 | |||||||
Total defered tax assets | 586,108 | 833,466 | |||||||
Valuation allowance | (586,108 | ) | (833,466 | ) | |||||
Net deferred tax assets | $ | - | $ | - | |||||
The Company has provided a valuation reserve against the full amount of the net deferred tax assets, because in the opinion of management, it is more likely than not that these tax assets will not be realized. | |||||||||
The Company’s NOL and tax credit carryovers may be significantly limited under the Internal Revenue Code (IRC). NOL and tax credit carryovers are limited under Section 382 when there is a significant “ownership change” as defined in the IRC. During the fiscal year December 29, 2013 and in prior years, the Company may have experienced such ownership changes, which could impose such limitations. | |||||||||
The limitation imposed by the IRC would place an annual limitation on the amount of NOL and tax credit carryovers that can be utilized. When the Company completes the necessary studies, the amount of NOL carryovers available may be reduced significantly. However, since the valuation allowance fully reserves for all available carryovers, the effect of the reduction would be offset by a reduction in the valuation allowance. | |||||||||
The company files income tax returns in the U.S. federal jurisdiction, and the State of Nevada. |
Subsequent_Events
Subsequent Events | 12 Months Ended |
Dec. 29, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
NOTE 13 – SUBSEQUENT EVENTS | |
The Company’s Management has reviewed all material events through the date of this report in accordance with ASC 855-10, and believes the only subsequent event is additional money raised from issuing additional Debentures. | |
The Company raised additional $230,000 as of the date of the report with the terms for Debentures listed in Note 7 of the Notes to Consolidated Financial Statements. | |
The Company issued 250,000 shares of common stock to settle 50,000 payable to Sean Richards and 200,000 shares for the opening of the Topanga and Glendale locations on March 25, 2014. | |
Subsequent the balance sheet date December 29, 2013, the Company issued a total of 398,333 shares of common stock for various professional services. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | ||
Dec. 29, 2013 | |||
Accounting Policies [Abstract] | ' | ||
Organization | ' | ||
Organization | |||
Giggles N Hugs, Inc. (“GIGL Inc.”) was originally organized September 17, 2004 (Date of Inception) under the laws of the State of Nevada, as Teacher’s Pet, Inc. GIGL Inc. was organized to sell teaching supplies and learning tools. On August 20, 2010, GIGL Inc. filed an amendment to its articles of incorporation to change its name to Giggles N Hugs, Inc. The Company is authorized to issue 1,125,000,000 shares of its $0.001 par value common stock. | |||
On December 30, 2011, GIGL Inc. completed the acquisition of all the issued and outstanding shares of GNH, Inc. (“GNH”), a Nevada corporation, pursuant to a Stock Exchange Agreement (the “SEA”). Under the SEA, GIGL Inc. issued 18,289,716 shares of its common stock in exchange for a 100% interest in GNH, Inc. Additionally under the SEA, the former officer, director and shareholders of GIGL Inc. agreed to cancel a total of 47,607,500 shares of its common stock. | |||
For accounting purposes, the acquisition of GNH by GIGL Inc. has been recorded as a reverse merger of a public company, with the exception that no goodwill is generated, and followed up with a recapitalization of GNH based on the factors demonstrating that GNH represents the accounting acquirer. As part of closing of the merger between GNH and GIGL Inc, GNH obtained 100% of the restaurant operations of Giggles N Hugs in Westfield mall in Century City, California. The restaurant operations of Giggles N Hugs in Westfield Mall in Century City, California was originally formed April 30, 2010 and opened for operation December 3, 2010. Consequently, the historical financial information in the accompanying consolidated financial statements is that of GNH and the restaurant operations of Giggles N Hugs located in Century City, California. As a result of the Merger, GIGL Inc. now owns all of the assets, liabilities and operations of a kid friendly restaurant named Giggles N Hugs in Westfield mall in Century City, California. Additionally, GIGL Inc. obtained ownership to all intellectual property rights for Giggles N Hugs facilities in the future. | |||
On December 30, 2011, the transactions were completed and resulted in a change in control of the Company. Pursuant to the terms of the Agreement, the Company accepted the resignation of its prior officer and director, Tracie Hadama and appointed Mr. Joey Parsi as President, Chief Executive Officer, Treasurer, and Secretary of the Company. | |||
The Company adopted a 52/53 week fiscal year ending on the Sunday closest to December 31st for financial reporting purposes. Fiscal year 2013 consists of a year ending December 29, 2013. Fiscal year 2012 consists of year ending December 31, 2012. The election for fiscal year was made with the 8-K filing in October 2013. | |||
Principles of Consolidation | ' | ||
Principles of consolidation | |||
For the years ended December 31, 2013 and 2012, the consolidated financial statements include the accounts of Giggles N Hugs, Inc., GNH, Inc., GNH CC, Inc. for restaurant operations in Westfield Mall in Century City, California, GNH Topanga, Inc. for restaurant operations in Westfield Topanga Shopping Center in Woodland Hills, California, and Glendale Giggles N Hugs, Inc. for restaurant operations in Glendale Galleria in Glendale, California. All significant intercompany balances and transactions have been eliminated. Giggles N Hugs, Inc., GNH, Inc., GNH CC, Inc., GNH Topanga, Inc., and Glendale Giggles N Hugs, Inc will be collectively referred herein to as the “Company”. | |||
Use of Estimates | ' | ||
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. Actual results could differ significantly from those estimates. | |||
Fair Value of Financial Instruments | ' | ||
Fair value of financial instruments | |||
Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of and December 29, 2013 and December 31, 2012. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values. These financial instruments include cash, prepaid expenses and accounts payable. Fair values were assumed to approximate carrying values for cash and payables because they are short term in nature and their carrying amounts approximate fair values or they are payable on demand. | |||
Level 1: The preferred inputs to valuation efforts are “quoted prices in active markets for identical assets or liabilities,” with the caveat that the reporting entity must have access to that market. Information at this level is based on direct observations of transactions involving the same assets and liabilities, not assumptions, and thus offers superior reliability. However, relatively few items, especially physical assets, actually trade in active markets. | |||
Level 2: FASB acknowledged that active markets for identical assets and liabilities are relatively uncommon and, even when they do exist, they may be too thin to provide reliable information. To deal with this shortage of direct data, the board provided a second level of inputs that can be applied in three situations. | |||
Level 3: If inputs from levels 1 and 2 are not available, FASB acknowledges that fair value measures of many assets and liabilities are less precise. The board describes Level 3 inputs as “unobservable,” and limits their use by saying they “shall be used to measure fair value to the extent that observable inputs are not available.” This category allows “for situations in which there is little, if any, market activity for the asset or liability at the measurement date”. Earlier in the standard, FASB explains that “observable inputs” are gathered from sources other than the reporting company and that they are expected to reflect assumptions made by market participants. | |||
Income taxes | ' | ||
Income taxes | |||
The Company follows ASC Topic 740 for recording the provision for income taxes. Deferred tax assets and liabilities are computed based upon the difference between the financial statement and income tax basis of assets and liabilities using the enacted marginal tax rate applicable when the related asset or liability is expected to be realized or settled. Deferred income tax expenses or benefits are based on the changes in the asset or liability each period. If available evidence suggests that it is more likely than not that some portion or all of the deferred tax assets will not be realized, a valuation allowance is required to reduce the deferred tax assets to the amount that is more likely than not to be realized. Future changes in such valuation allowance are included in the provision for deferred income taxes in the period of change. | |||
Deferred income taxes may arise from temporary differences resulting from income and expense items reported for financial accounting and tax purposes in different periods. Deferred taxes are classified as current or non-current, depending on the classification of assets and liabilities to which they relate. Deferred taxes arising from temporary differences that are not related to an asset or liability are classified as current or non-current depending on the periods in which the temporary differences are expected to reverse. | |||
The Company applies a more-likely-than-not recognition threshold for all tax uncertainties. ASC Topic 740 only allows the recognition of those tax benefits that have a greater than fifty percent likelihood of being sustained upon examination by the taxing authorities. As of December 29, 2013 and December 31, 2012, the Company reviewed its tax positions and determined there were no outstanding, or retroactive tax positions with less than a 50% likelihood of being sustained upon examination by the taxing authorities, therefore this standard has not had a material effect on the Company. | |||
The Company does not anticipate any significant changes to its total unrecognized tax benefits within the next 12 months. | |||
The Company classifies tax-related penalties and net interest as income tax expense. As of December 29, 2013 and December 31, 2012, no income tax expense has been incurred. | |||
Cash and Cash Equivalents | ' | ||
Cash and cash equivalents | |||
For the purpose of the statements of cash flows, all highly liquid investments with an original maturity of three months or less are considered to be cash equivalents. The carrying value of these investments approximates fair value. | |||
Inventories | ' | ||
Inventories | |||
Inventories are stated at the lower of cost or market on a first-in, first-out basis and consist of restaurant food and other supplies. | |||
Property and Equipment | ' | ||
Property and equipment | |||
The Company records all property and equipment at cost less accumulated depreciation. Improvements are capitalized while repairs and maintenance costs are expensed as incurred. Depreciation is calculated using the straight-line method over the estimated useful life of the assets or the lease term, whichever is shorter. Leasehold improvements include the cost of the Company’s internal development and construction department. Depreciation periods are as follows: | |||
Leasehold improvements | 10 years | ||
Restaurant fixtures and equipment | 10 years | ||
Computer software and equipment | 3 to 5 years | ||
Leases | ' | ||
Leases | |||
The Company currently leases its restaurant locations. The Company evaluates the lease to determine its appropriate classification as an operating or capital lease for financial reporting purposes. The Company currently has three leases, which are classified as operating leases. | |||
Minimum base rent for the Company’s operating leases, which generally have escalating rentals over the term of the lease, is recorded on a straight-line basis over the lease term. The initial rent term includes the build-out, or rent holiday period, for the Company’s leases, where no rent payments are typically due under the terms of the lease. Deferred rent expense, which is based on a percentage of revenue, is also recorded to the extent it exceeds minimum base rent per the lease agreement. | |||
The Company disburses cash for leasehold improvements and furniture, fixtures and equipment to build out and equip its leased premises. The Company also expends cash for structural additions that it makes to leased premises of which $590,000, $488,409, and $403,750 were reimbursed to Century City, Topanga, and Glendale by its landlords, respectively, as construction contributions pursuant to agreed-upon terms in the lease agreements. Landlord construction contributions usually take the form of up-front cash. Depending on the specifics of the leased space and the lease agreement, amounts paid for structural components are recorded during the construction period as leasehold improvements or the landlord construction contributions are recorded as an incentive from lessor. | |||
Impairment of Long-Lived Assets | ' | ||
Impairment of long-lived assets | |||
The Company assesses potential impairment of our long-lived assets whenever events or changes in circumstances indicate that the carrying value of the assets or asset group may not be recoverable. Factors considered include, but are not limited to, significant underperformance relative to historical or projected future operating results; significant changes in the manner of use of the acquired assets or the strategy for the overall business; and significant negative industry or economic trends. The Company regularly reviews the restaurant if it is cash flow negative for the previous four quarters to determine if impairment testing is warranted. At any given time, the Company may monitor its operations, and impairment charges could be triggered in the future if the restaurant performance does not improve. | |||
The Company has identified leasehold improvements as the primary asset because it is the most significant component of our restaurant assets, it is the principal asset from which the Company derives cash flow generating capacity and has the longest remaining useful life. The recoverability is assessed in most cases by comparing the carrying value of the assets to the undiscounted cash flows expected to be generated by these assets. Impairment losses are measured as the amount by which the carrying values of the assets exceed their fair values. | |||
During the years ended December 29, 2013 and December 31, 2012, we did not record an impairment charge against the carrying value of the GNH CC, Inc., GNH Topanga, Inc. and Glendale Giggles N Hugs. | |||
Stock-Based Compensation | ' | ||
Stock-based compensation | |||
The Company records stock based compensation in accordance with the guidance in ASC Topic 505 and 718 which requires the Company to recognize expenses related to the fair value of its employee stock option awards. This eliminates accounting for share-based compensation transactions using the intrinsic value and requires instead that such transactions be accounted for using a fair-value-based method. The Company recognizes the cost of all share-based awards on a graded vesting basis over the vesting period of the award. | |||
The Company accounts for equity instruments issued in exchange for the receipt of goods or services from other than employees in accordance with FASB ASC 718-10 and the conclusions reached by the FASB ASC 505-50. Costs are measured at the estimated fair market value of the consideration received or the estimated fair value of the equity instruments issued, whichever is more reliably measurable. The value of equity instruments issued for consideration other than employee services is determined on the earliest of a performance commitment or completion of performance by the provider of goods or services as defined by FASB ASC 505-50. | |||
Loss Per Common Share | ' | ||
Loss per common share | |||
Net loss per share is provided in accordance with ASC Subtopic 260-10. We present basic loss per share (“EPS”) and diluted EPS on the face of statements of operations. Basic EPS is computed by dividing reported losses by the weighted average shares outstanding. Except where the result would be anti-dilutive to income from continuing operations, diluted earnings per share has been computed assuming the conversion of the convertible long-term debt and the elimination of the related interest expense, and the exercise of stock options and warrants. Loss per common share has been computed using the weighted average number of common shares outstanding during the year. For the years ended December 29, 2013 and December 31, 2012, the assumed conversion of convertible note payable and the exercise of stock warrants are anti-dilutive due to the Company’s net losses and are excluded in determining diluted loss per share. | |||
Revenue Recognition | ' | ||
Revenue recognition | |||
Our revenues consist of sales from our restaurant operations and sales of memberships entitling members unlimited access to our play areas for the duration of their membership. As a general principle, revenue is recognized when the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) delivery has occurred and services have been rendered, (iii) the price to the buyer is fixed or determinable, and (iv) collectability is reasonably assured. | |||
With respect to memberships, access to our play area extends throughout the term of membership. The vast majority of memberships sold are for one month terms. Revenue is recognized on a straight line basis over the membership period. The company receives payment from its customers at the start of the subscription period and the company records deferred revenue for the unearned portion of the subscription period. | |||
Revenues from restaurant sales are recognized when payment is tendered at the point of sale. Revenues are presented net of sales taxes. The obligation is included in other accrued expenses until the taxes are remitted to the appropriate taxing authorities. | |||
We recognize a liability upon the sale of our gift cards and recognize revenue when these gift cards are redeemed in our restaurants. | |||
For party rental agreements, we rely upon a signed contract between us and the customer as the persuasive evidence of a sales arrangement. Party rental deposits are recorded as deferred revenue upon receipt and recognized as revenue when the service has been rendered. | |||
For dining credit program agreement, we agreed to apply a discount of 12% on qualified sales determined by Rewards Network, in which we receive prepayment from the Rewards Network for future qualified sales. Dining credit prepayment is recorded as deferred revenue at the full value with an unamortized discount upon receipt of prepayment and recognizes the revenue and 12% discount when the service has been rendered. | |||
Additionally, revenues are recognized net of any discounts, returns, allowances and sales incentives, including coupon redemptions and complimentary meals. | |||
Advertising costs | ' | ||
Advertising costs | |||
Advertising costs are anticipated to be expensed as incurred. During the fiscal years ended December 29, 2013 and December 31, 2012, there were $29,223 and $58,461 in advertising costs included in general and administrative expenses, respectively. | |||
Convertible Debentures | ' | ||
Convertible Debentures | |||
Beneficial Conversion Feature - If the conversion features of conventional convertible debt provides for a rate of conversion that is below market value, this feature is characterized as a beneficial conversion feature (“BCF”). A BCF is recorded by the Company as a debt discount pursuant to ASC Topic 470-20 “Debt with Conversion and Other Options.” In those circumstances, the convertible debt is recorded net of the discount related to the BCF and the Company amortizes the discount to interest expense over the life of the debt using the effective interest method. | |||
Recent Pronouncements | ' | ||
Recent pronouncements | |||
The Company has evaluated the recent accounting pronouncements through April 2014 and believes that none of them will have a material effect on the company’s financial position, results of operations or cash flows. | |||
Going Concern | ' | ||
Going Concern | |||
The Company has recently sustained operating losses totaling $1,525,255 for the year ended December 29, 2013 and has an accumulated deficit of $4,796,288 at December 29, 2013. The Company has and will continue to use significant capital to grow and acquire market share. These factors raise substantial doubt about the ability of the Company to continue as a going concern. In this regard, management is proposing to raise any necessary additional funds not provided by operations through loans or through sales of their common stock. There is no assurance that the Company will be successful in raising this additional capital or in achieving profitable operations. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or amounts and classification of liabilities that might result from this uncertainty. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||
Dec. 29, 2013 | |||
Accounting Policies [Abstract] | ' | ||
Schedule of Property and Equipment Estimated Useful Lives | ' | ||
Depreciation periods are as follows: | |||
Leasehold improvements | 10 years | ||
Restaurant fixtures and equipment | 10 years | ||
Computer software and equipment | 3 to 5 years |
Inventory_Tables
Inventory (Tables) | 12 Months Ended | ||||||||
Dec. 29, 2013 | |||||||||
Inventory Disclosure [Abstract] | ' | ||||||||
Schedule of Inventory | ' | ||||||||
Inventory consisted of the following at: | |||||||||
29-Dec-13 | 31-Dec-12 | ||||||||
Restaurant food and supplies | $ | 41,744 | $ | 16,755 | |||||
Total | $ | 41,744 | $ | 16,755 |
Fixed_Assets_Tables
Fixed Assets (Tables) | 12 Months Ended | ||||||||
Dec. 29, 2013 | |||||||||
Fixed assets: | ' | ||||||||
Schedule of Fixed Assets | ' | ||||||||
Fixed assets consisted of the following at: | |||||||||
29-Dec-13 | 31-Dec-12 | ||||||||
Leasehold improvements | $ | 2,845,274 | $ | 1,359,141 | |||||
Fixtures and equipment | 76,157 | 37,457 | |||||||
Computer software and equipment | 189,525 | 12,910 | |||||||
Property and equipment, total | 3,110,956 | 1,409,508 | |||||||
Less: accumulated depreciation | (415,742 | ) | (211,424 | ) | |||||
Property and equipment, net | $ | 2,695,214 | $ | 1,198,084 |
Deferred_Revenue_Tables
Deferred Revenue (Tables) | 12 Months Ended | ||||||||
Dec. 29, 2013 | |||||||||
Deferred Revenue [Abstract] | ' | ||||||||
Schedule of Deferred Revenue | ' | ||||||||
Deferred revenue consisted of the following at: | |||||||||
29-Dec-13 | 31-Dec-12 | ||||||||
Membership cards | $ | 1,482 | $ | 1,463 | |||||
Gift cards | 5,495 | 3,626 | |||||||
Dining credit program | 12,179 | 32,382 | |||||||
Party deposits | 21,371 | 8,299 | |||||||
Total | $ | 40,527 | $ | 45,770 |
Convertible_Note_Payable_Table
Convertible Note Payable (Tables) | 12 Months Ended | ||||||||
Dec. 29, 2013 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Schedule of Short Term Convertible Debentures Payable | ' | ||||||||
A summary of convertible debentures payable as of December 29, 2013 and December 31, 2012 is as follows: | |||||||||
29-Dec-13 | 31-Dec-12 | ||||||||
Convertible note, accrue interest at 8% per annum and mature on November 23, 2013 | $ | 50,000 | $ | 50,000 | |||||
Debt discount - beneficial conversion feature | - | (44,795 | ) | ||||||
Convertible note, net unamortized discount | $ | 50,000 | $ | 5,205 | |||||
Schedule of Long Term Conertible Debentures Payable | ' | ||||||||
29-Dec-13 | 31-Dec-12 | ||||||||
Debentures, accrue interest at 7% per annum and mature on October 8, 2017 | $ | 100,000 | $ | _ | |||||
Debentures, accrue interest at 7% per annum and mature on November 17, 2017 | 100,000 | _ | |||||||
Debentures, accrue interest at 7% per annum and mature on November 25, 2017 | 75,000 | _ | |||||||
Debentures, accrue interest at 7% per annum and mature on November 26, 2017 | 40,000 | _ | |||||||
Debentures, accrue interest at 7% per annum and mature on November 25, 2017 | 40,000 | _ | |||||||
Debt discount - beneficial conversion feature | (36,269 | ) | _ | ||||||
Convertible note, net unamortized discount | $ | 318,731 | $ | _ |
Stock_Options_and_Warrants_Tab
Stock Options and Warrants (Tables) | 12 Months Ended | ||||||||||||||||||||||
Dec. 29, 2013 | |||||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||||||||||||
Summary of Changes in Options Outstanding | ' | ||||||||||||||||||||||
The following table summarizes the changes in the options outstanding at December 29, 2013, and the related prices for the shares of the Company’s common stock issued to employees of the Company under a non-qualified employee stock option plan. | |||||||||||||||||||||||
Range of | Number | Weighted | Weighted | Number | Weighted | ||||||||||||||||||
Exercise | Outstanding | Average | Average | Exercisable | Average | ||||||||||||||||||
Prices | Exercise Price | Remaining | Exercise | ||||||||||||||||||||
Contractual Life | Price | ||||||||||||||||||||||
$ | 4.5 | 175,000 | $ | 4.5 | 2.85 | 175,000 | $ | 4.5 | |||||||||||||||
175,000 | 2.85 | 175,000 | |||||||||||||||||||||
Summary of Stock Awards for Options | ' | ||||||||||||||||||||||
A summary of the Company’s stock awards for options as of December 29, 2013 and changes for the fiscal year ended December 29, 2013 is presented below: | |||||||||||||||||||||||
Stock | Weighted | ||||||||||||||||||||||
Options | Average | ||||||||||||||||||||||
Exercise | |||||||||||||||||||||||
Price | |||||||||||||||||||||||
Outstanding, December 31, 2012 | 211,000 | $ | 4.5 | ||||||||||||||||||||
Granted | - | - | |||||||||||||||||||||
Exercised | - | - | |||||||||||||||||||||
Expired/Cancelled | (36,000 | ) | - | ||||||||||||||||||||
Outstanding, December 29, 2013 | 175,000 | $ | 4.5 | ||||||||||||||||||||
Exercisable, December 29, 2013 | 175,000 | $ | 4.5 | ||||||||||||||||||||
Weighted-Average Fair Value of Stock Options Granted to Employees | ' | ||||||||||||||||||||||
The weighted-average fair value of stock options granted to employees during the fiscal years ended December 29, 2013 and December 31, 2012 and the weighted-average significant assumptions used to determine those fair values, using a Black-Scholes-Merton (“Black-Scholes”) option pricing model are as follows: | |||||||||||||||||||||||
29-Dec-13 | 31-Dec-12 | ||||||||||||||||||||||
Significant assumptions (weighted-average): | |||||||||||||||||||||||
Risk-free interest rate at grant date | 0.78 | % | 0.78 | % | |||||||||||||||||||
Expected stock price volatility | 139 | % | 139 | % | |||||||||||||||||||
Expected dividend payout | - | - | |||||||||||||||||||||
Expected option life (in years) | 5 | - | |||||||||||||||||||||
Expected forfeiture rate | - | % | - | % | |||||||||||||||||||
Fair value per share of options granted | $ | 3.96 | $ | 3.96 | |||||||||||||||||||
Schedule of Changes in Warrants Outstanding | ' | ||||||||||||||||||||||
The following table summarizes the changes in the warrants outstanding at December 29, 2013, and the related prices. | |||||||||||||||||||||||
Range of Exercise Prices | Number Outstanding | Weighted Average Exercise Price | Weighted Average Remaining Contractual Life | Number Exercisable | Weighted Average Exercise Price | ||||||||||||||||||
$ | 0.37 | 575,676 | $ | 0.37 | 3.89 | 575,676 | $ | 0.37 | |||||||||||||||
575,676 | 3.89 | 575,676 | |||||||||||||||||||||
Schedule of Stock Warrants Activity | ' | ||||||||||||||||||||||
A summary of the Company’s warrant as of December 29, 2013 and the changes for the fiscal year ended December 29, 2013 is presented below: | |||||||||||||||||||||||
Warrants | Weighted Average Exercise Price | ||||||||||||||||||||||
Outstanding, December 31, 2012 | - | $ | - | ||||||||||||||||||||
Granted | 575,676 | 0.37 | |||||||||||||||||||||
Exercised | - | - | |||||||||||||||||||||
Expired/Cancelled | - | - | |||||||||||||||||||||
Outstanding, December 29, 2013 | 575,676 | $ | 0.37 | ||||||||||||||||||||
Exercisable, December 29, 2013 | 575,676 | 0.37 |
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | |||||
Dec. 29, 2013 | ||||||
Century City [Member] | ' | |||||
Schedule of Aggregate Minimum Annual Lease Payments Under Operating Leases | ' | |||||
As of December 29, 2013, the aggregate minimum annual lease payments under operating leases, including amounts characterized as deemed landlord financing payments are as follows: | ||||||
2014 | $ | 194,644 | ||||
2015 | 200,483 | |||||
2016 | 206,498 | |||||
2017 | 212,692 | |||||
2018 | 219,073 | |||||
Thereafter | 263,910 | |||||
Total | $ | 1,297,300 | ||||
Topanga [Member] | ' | |||||
Schedule of Aggregate Minimum Annual Lease Payments Under Operating Leases | ' | |||||
As of December 29, 2013, the aggregate minimum annual lease payments under operating leases, including amounts characterized as deemed landlord financing payments are as follows: | ||||||
2015 | 238,155 | |||||
2016 | 247,682 | |||||
2017 | 257,589 | |||||
2018 | 267,891 | |||||
Thereafter | 973,490 | |||||
Total | $ | 2,213,803 | ||||
Glendale II Mall Associates, LLC [Member] | ' | |||||
Schedule of Aggregate Minimum Annual Lease Payments Under Operating Leases | ' | |||||
Upon commencement, the aggregate minimum annual lease payments under operating leases, including amounts characterized as deemed landlord financing payments are as follows: | ||||||
2014 | 195,816 | |||||
2015 | 203,648 | |||||
2016 | 211,794 | |||||
2017 | 220,266 | |||||
Thereafter | 1,171,766 | |||||
Total | $ | 2,191,574 |
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||
Dec. 29, 2013 | |||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||
Schedule of Reconciliation of Tax Expense Computed at Statutory Federal Tax Rate | ' | ||||||||
A reconciliation of tax expense computed at the statutory federal tax rate income (loss) from operations before income taxes to the actual income tax expense is as follows: | |||||||||
December 29. 2013 | December 31. 2012 | ||||||||
Tax provision (benefits) computed at tile statutory rate (39.83% ) | $ | (607,576 | ) | $ | (835,440 | ) | |||
Nondeductible expense | 21,469 | 2,073 | |||||||
(586,107 | ) | (833,367 | ) | ||||||
Increase in valuation allowance for deferred tax assets | 586,107 | 833,367 | |||||||
Income tax expense benefit | - | - | |||||||
Schedule of Components of Deferred Tax Assets | ' | ||||||||
Significant components of the Company’s deferred tax assets are as follows: | |||||||||
December 29. 2013 | December 31. 2012 | ||||||||
Stock based compensation | $ | 169,352 | $ | 531,768 | |||||
Net operating loss carryover | 416,507 | 301,598 | |||||||
Charitable contributions | 249 | 100 | |||||||
Total defered tax assets | 586,108 | 833,466 | |||||||
Valuation allowance | (586,108 | ) | (833,466 | ) | |||||
Net deferred tax assets | $ | - | $ | - |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies (Details Narrative) (USD $) | 12 Months Ended | 0 Months Ended | ||||||
Dec. 29, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 29, 2013 | Dec. 29, 2013 | Dec. 29, 2013 | Dec. 30, 2011 | Dec. 30, 2011 | |
Century City [Member] | Topanga [Member] | Glendale II Mall Associates, LLC [Member] | GNH Inc [Member] | GNH, Inc. [Member] | ||||
Common stock, shares authorized | 1,125,000,000 | ' | 1,125,000,000 | ' | ' | ' | ' | ' |
Common stock, par value | $0.00 | ' | $0.00 | ' | ' | ' | ' | ' |
Business combination, shares, iissued | ' | ' | ' | ' | ' | ' | 18,289,716 | ' |
Percentage of interest acquired | ' | ' | ' | ' | ' | ' | ' | 100.00% |
Cancellation of common stock | ' | ' | ' | ' | ' | ' | 47,607,500 | ' |
Income tax expense, penalties and net interest | $0 | ' | $0 | ' | ' | ' | ' | ' |
Incentive from lessor amount | 1,248,051 | ' | 724,917 | 590,000 | 488,409 | 403,750 | ' | ' |
Percentage of retroactive tax positions | 50.00% | ' | 50.00% | ' | ' | ' | ' | ' |
Advertising costs included in general and administrative expenses | 29,223 | ' | 58,461 | ' | ' | ' | ' | ' |
Percentage of applied discount on qualified sales | 12.00% | ' | ' | ' | ' | ' | ' | ' |
Net operating loss | -1,525,255 | -1,525,255 | -2,097,282 | ' | ' | ' | ' | ' |
Accumulated deficit | $4,796,288 | ' | $3,271,033 | ' | ' | ' | ' | ' |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies - Schedule of Property and Equipment Estimated Useful Lives (Details) | 12 Months Ended |
Dec. 31, 2013 | |
Leasehold Improvements [Member] | ' |
Estimated useful lives | '10 years |
Restaurant Fixtures And Equipment [Member] | ' |
Estimated useful lives | '10 years |
Computer Software And Equipment [Member] | Minimum [Member] | ' |
Estimated useful lives | '3 years |
Computer Software And Equipment [Member] | Maximum [Member] | ' |
Estimated useful lives | '5 years |
Inventory_Schedule_of_Inventor
Inventory - Schedule of Inventory (Details) (USD $) | Dec. 29, 2013 | Dec. 31, 2012 |
Inventory - Schedule Of Inventory Details | ' | ' |
Restaurant food and supplies | $41,744 | $16,755 |
Total | $41,744 | $16,755 |
Fixed_Assets_Schedule_of_Fixed
Fixed Assets - Schedule of Fixed Assets (Details) (USD $) | Dec. 29, 2013 | Dec. 31, 2012 |
Fixed assets: | ' | ' |
Leasehold improvements | $2,845,274 | $1,359,141 |
Fixtures and equipment | 76,157 | 37,457 |
Computer software and equipment | 189,525 | 12,910 |
Property and equipment, total | 3,110,956 | 1,409,508 |
Less: accumulated depreciation | -415,742 | -211,424 |
Property and equipment, net | $2,695,214 | $1,198,084 |
Fixed_Assets_Details_Narrative
Fixed Assets (Details Narrative) (USD $) | 12 Months Ended | |
Dec. 29, 2013 | Dec. 31, 2012 | |
Fixed assets: | ' | ' |
Depreciation expenses | $204,317 | $102,088 |
Repair and maintenance expenses | $56,943 | $19,726 |
Deferred_Revenue_Schedule_of_D
Deferred Revenue - Schedule of Deferred Revenue (Details) (USD $) | Dec. 29, 2013 | Dec. 31, 2012 |
Deferred Revenue [Abstract] | ' | ' |
Membership cards | $1,482 | $1,463 |
Gift cards | 5,495 | 3,626 |
Dining credit program | 12,179 | 32,382 |
Party deposits | 21,371 | 8,299 |
Total | $40,527 | $45,770 |
Incentive_From_Lessor_Details_
Incentive From Lessor (Details Narrative) (USD $) | 12 Months Ended | |
Dec. 29, 2013 | Dec. 31, 2012 | |
Incentive from lessor amount | $1,248,051 | $724,917 |
Lease incentive amoritzation period | '10 years | ' |
Amortization of incentive from lessor | 53,776 | 40,931 |
Century City [Member] | ' | ' |
Incentive from lessor amount | 590,000 | ' |
Topanga [Member] | ' | ' |
Incentive from lessor amount | 488,409 | ' |
Glendale II Mall Associates, LLC [Member] | ' | ' |
Incentive from lessor amount | 403,750 | ' |
Incentive commitment | 475,000 | ' |
Lease incentive receivable | $71,250 | ' |
Note_Payable_Lessor_Details_Na
Note Payable Lessor (Details Narrative) (USD $) | 0 Months Ended | 12 Months Ended | ||
Feb. 12, 2013 | Nov. 23, 2012 | Dec. 29, 2013 | Dec. 31, 2012 | |
Proceeds from promissory notes payable | $700,000 | ' | ' | ' |
Notes payable accures interest rate | ' | ' | 8.00% | 8.00% |
Notes payable, maturity date | 31-Oct-23 | 23-Nov-13 | 29-Dec-13 | ' |
Amount of promissory note drawn | ' | ' | 541,913 | ' |
Promissory notes drawn | ' | ' | 595,000 | ' |
Accurued interest for debt | ' | ' | $26,648 | ' |
Completion Of Scheduled Process 1 [Member] | ' | ' | ' | ' |
Percentage of loan draw from principal amount on completion of schedule process | ' | ' | 35.00% | ' |
Completion Of Scheduled Process 2 [Member] | ' | ' | ' | ' |
Percentage of loan draw from principal amount on completion of schedule process | ' | ' | 25.00% | ' |
Completion Of Scheduled Process 3 [Member] | ' | ' | ' | ' |
Percentage of loan draw from principal amount on completion of schedule process | ' | ' | 25.00% | ' |
Completion Of Scheduled Process 4 [Member] | ' | ' | ' | ' |
Percentage of loan draw from principal amount on completion of schedule process | ' | ' | 15.00% | ' |
Through October 15, 2015 [Member] | ' | ' | ' | ' |
Notes payable accures interest rate | 10.00% | ' | ' | ' |
Through October 31, 2017 [Member] | ' | ' | ' | ' |
Notes payable accures interest rate | 12.00% | ' | ' | ' |
Through October 31, 2023 [Member] | ' | ' | ' | ' |
Notes payable accures interest rate | 15.00% | ' | ' | ' |
Convertible_Note_Payable_Sched
Convertible Note Payable - Schedule of Short Term Convertible Debentures Payable (Details) (USD $) | Dec. 29, 2013 | Dec. 31, 2012 |
Debt Disclosure [Abstract] | ' | ' |
Convertible note, accrue interest at 8% per annum and mature on November 23, 2013 | $50,000 | $50,000 |
Debt discount - beneficial conversion feature | ' | -44,795 |
Convertible note, net unamortized discount | $54,703 | $5,205 |
Convertible_Note_Payable_Sched1
Convertible Note Payable - Schedule of Short Term Convertible Debentures Payable (Details) (Parenthetical) | 0 Months Ended | 12 Months Ended | ||
Feb. 12, 2013 | Nov. 23, 2012 | Dec. 29, 2013 | Dec. 31, 2012 | |
Debt Disclosure [Abstract] | ' | ' | ' | ' |
Convertible note payable accrues interest rate | ' | ' | 8.00% | 8.00% |
Convertible note payable, maturitry date | 31-Oct-23 | 23-Nov-13 | 29-Dec-13 | ' |
Convertible_Note_Payable_Sched2
Convertible Note Payable - Schedule of Long Term Convertible Debentures Payable (Details) (USD $) | Dec. 29, 2013 | Dec. 31, 2012 |
Debt Discount - beneficial conversion feature, net of accumulated amortization of $5,205 and $0 at December 31, 2012 and 2011, respectively. | ($36,269) | ' |
Convertible note, net unamortized discount | 321,911 | ' |
Convertible Notes Payable 1 [Member] | ' | ' |
Convertible notes, non current | 100,000 | ' |
Convertible Notes Payable 2 [Member] | ' | ' |
Convertible notes, non current | 100,000 | ' |
Convertible Notes Payable 3 [Member] | ' | ' |
Convertible notes, non current | 75,000 | ' |
Convertible Notes Payable 4 [Member] | ' | ' |
Convertible notes, non current | 40,000 | ' |
Convertible Notes Payable 5 [Member] | ' | ' |
Convertible notes, non current | $40,000 | ' |
Convertible_Note_Payable_Sched3
Convertible Note Payable - Schedule of Long Term Convertible Debentures Payable (Details) (Parenthetical) | 0 Months Ended | 12 Months Ended | ||
Feb. 12, 2013 | Nov. 23, 2012 | Dec. 29, 2013 | Dec. 31, 2012 | |
Convertible note payable accrues interest rate | ' | ' | 8.00% | 8.00% |
Convertible note payable, maturitry date | 31-Oct-23 | 23-Nov-13 | 29-Dec-13 | ' |
Convertible Notes Payable 1 [Member] | ' | ' | ' | ' |
Convertible note payable accrues interest rate | ' | ' | 7.00% | ' |
Convertible note payable, maturitry date | ' | ' | 8-Oct-17 | ' |
Convertible Notes Payable 2 [Member] | ' | ' | ' | ' |
Convertible note payable accrues interest rate | ' | ' | 7.00% | ' |
Convertible note payable, maturitry date | ' | ' | 17-Nov-17 | ' |
Convertible Notes Payable 3 [Member] | ' | ' | ' | ' |
Convertible note payable accrues interest rate | ' | ' | 7.00% | ' |
Convertible note payable, maturitry date | ' | ' | 25-Nov-17 | ' |
Convertible Notes Payable 4 [Member] | ' | ' | ' | ' |
Convertible note payable accrues interest rate | ' | ' | 7.00% | ' |
Convertible note payable, maturitry date | ' | ' | 26-Nov-17 | ' |
Convertible Notes Payable 5 [Member] | ' | ' | ' | ' |
Convertible note payable accrues interest rate | ' | ' | 7.00% | ' |
Convertible note payable, maturitry date | ' | ' | 25-Nov-17 | ' |
Convertible_Note_Payable_Detai
Convertible Note Payable (Details Narrative) (USD $) | 0 Months Ended | 12 Months Ended | |||
Sep. 09, 2013 | Feb. 12, 2013 | Nov. 23, 2012 | Dec. 29, 2013 | Dec. 31, 2012 | |
Debt Disclosure [Abstract] | ' | ' | ' | ' | ' |
Proceeds from unsecured convertible note | ' | ' | $50,000 | ' | ' |
Debenture accrues, interest rate | 7.00% | ' | 7.00% | ' | 8.00% |
Note payable, maturitry date | ' | 31-Oct-23 | 23-Nov-13 | 29-Dec-13 | ' |
Conversion feature of the buyer | ' | ' | ' | ' | ' |
The Lender may also convert all or a portion of the Note at any time at a price equal to the lesser of (i) $0.25, or (ii) ninety percent (90%) of a Subsequent Financing Price (price per share paid by investors in a subsequent financing), or (iii) ninety percent (90%) of a the Change of Control price (per share consideration paid in a change of control transaction. | |||||
Conversion of notes payable equal to minimum price | ' | ' | $0.25 | ' | ' |
Conversion of notes payable amount equal to percentage of subsequent financing fee | ' | ' | 90.00% | ' | ' |
Conversion of notes payable amount equal to percentage of change of control price | ' | ' | 90.00% | ' | ' |
Beneficial conversion feature, amount | 318,731 | ' | 50,000 | ' | ' |
Aggregate beneficial conversion feature charged to accreted and financing fees | ' | ' | ' | 50,000 | 5,206 |
Interest expense | ' | ' | ' | 4,000 | 416 |
Percentage of debentures issued for private placement to raise capital | 60.00% | ' | ' | ' | ' |
Debentures, maturity date description | 'mature four years from the date of issuance | ' | ' | ' | ' |
Debenture conversion price | $0.37 | ' | ' | ' | ' |
Warrants, exercise price | 0.37 | ' | ' | ' | ' |
Percentage of discount on warrant exercise price | 30.00% | ' | ' | ' | ' |
Warrants floor share price | $0.25 | ' | ' | ' | ' |
Number of common stock trading per day | ' | ' | ' | 50,000 | ' |
Trading price per share | ' | ' | ' | $0.75 | ' |
Beneficial conversion feature in connection with debentures | ' | ' | ' | 321,911 | ' |
Unamortized Discount amount | ' | ' | ' | 36,269 | 0 |
Interest expense other | ' | ' | ' | 4,388 | 0 |
Accrued interest | ' | ' | ' | $3,180 | ' |
Stockholders_Equity_Details_Na
Stockholders' Equity (Details Narrative) (USD $) | 0 Months Ended | 3 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | |||||||||||||||||
15-May-13 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 29, 2013 | Mar. 25, 2014 | Dec. 29, 2013 | Jun. 11, 2012 | Jun. 11, 2012 | Feb. 11, 2013 | Jul. 02, 2012 | Feb. 11, 2013 | Oct. 01, 2012 | Jul. 17, 2012 | Dec. 31, 2012 | Aug. 18, 2012 | Aug. 01, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | Aug. 25, 2012 | Feb. 25, 2013 | Oct. 31, 2012 | Mar. 07, 2013 | Jul. 11, 2013 | Oct. 29, 2013 | Feb. 23, 2012 | Jan. 12, 2013 | Dec. 31, 2012 | Dec. 03, 2013 | |
Chief Operating Officer [Member] | Chief Operating Officer [Member] | Consulting Services [Member] | Internet Design And Consulting Services [Member] | Investor Relation Services [Member] | Investor Relation Services [Member] | Financial And Governance Reporting Services [Member] | Financial And Governance Reporting Services [Member] | Financial And Governance Reporting Services [Member] | Financial And Governance Reporting Services [Member] | Advisory Board Services [Member] | Advisory Board Services [Member] | Advisory Board Services [Member] | Advisory Services One [Member] | Financial Consulting Services [Member] | Strategic Management Services [Member] | Strategic Management Services [Member] | Investor [Member] | Graphic Design Services [Memeber] | Advisory Services [Member] | Chief Operating Officer [Member] | Investor [Member] | Investor [Member] | Philip Gay [Member] | ||||||
Common stock, shares authorized | ' | ' | ' | 1,125,000,000 | 1,125,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares issued | ' | ' | ' | 23,149,145 | 24,159,145 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares outstanding | ' | ' | ' | 23,149,145 | 24,159,145 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, par value | ' | ' | ' | $0.00 | $0.00 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock issued during period for services, shares | ' | ' | ' | ' | ' | ' | ' | 25,000 | 7,000 | 15,000 | 15,000 | 20,000 | 20,000 | 10,000 | ' | 220,000 | 20,000 | ' | ' | 25,000 | 20,000 | 20,000 | ' | ' | ' | 50,000 | ' | ' | ' |
Stock issued during period for services | ' | ' | $27,967 | $415,280 | ' | ' | ' | $41,000 | $11,480 | $22,500 | $22,500 | $17,400 | $17,400 | $10,000 | ' | $316,800 | $6,000 | ' | ' | $36,000 | $17,000 | $17,000 | ' | ' | ' | $209,500 | ' | ' | ' |
Prepaid Stock based compensation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,666 | ' | ' | 3,500 | 211,200 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock issued during period for cash, shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 166,667 | 15,000 | 83,333 | ' | 670,000 | 75,000 | ' |
Stock issued during period for cash | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50,000 | 3,300 | 37,500 | ' | 10,000 | 75,000 | ' |
Stock issued during period for settlement of invoices, shares | 333,333 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock issued during period for settlement of invoices | 150,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value of common stock payable | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gain on accounts payable settlemen | ' | 50,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock issued during period for accounts payable | ' | ' | ' | ' | ' | 50,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,000 |
Stock issued during period value for settlement of accounts payable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,000 |
Stock issued during period for opening of Topanga and Glendale, shares | ' | ' | ' | ' | ' | 200,000 | 200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock issued during period on opening opertions in new locations, | ' | ' | ' | ' | ' | ' | $90,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock_Options_Detail_Narrative
Stock Options (Detail Narratives) (USD $) | 0 Months Ended | 12 Months Ended | |
Sep. 09, 2013 | Dec. 29, 2013 | Dec. 31, 2012 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ' | ' |
Stock options, granted | ' | ' | ' |
Stock based compensation expense in connection with options granted to employees | ' | $0 | $891,383 |
Percentage of debentures issued for private placement to raise capital | 60.00% | ' | ' |
Debentures, maturity date description | 'mature four years from the date of issuance | ' | ' |
Debenture conversion price | $0.37 | ' | ' |
Warrants, exercise price | 0.37 | ' | ' |
Percentage of discount on warrant exercise price | 30.00% | ' | ' |
Warrants floor share price | $0.25 | ' | ' |
Number of common stock trading per day | ' | 50,000 | ' |
Trading price per share | ' | $0.75 | ' |
Stock_Options_Summary_of_Chang
Stock Options - Summary of Changes in Options Outstanding (Details) (USD $) | 12 Months Ended | |
Dec. 29, 2013 | Dec. 31, 2012 | |
Number of Options Outstanding | 175,000 | 211,000 |
Weighted Average Exercise Price, Outstanding | $4.50 | $4.50 |
Weighted Average Remaining Contractual Life | '2 years 10 months 6 days | ' |
Number of Options Exercisable | 175,000 | ' |
Weighted Average Exercise Price, Exercisable | $4.50 | ' |
Range 1 [Member] | ' | ' |
Range of Exercise Prices | $4.50 | ' |
Number of Options Outstanding | 175,000 | ' |
Weighted Average Exercise Price, Outstanding | $4.50 | ' |
Weighted Average Remaining Contractual Life | '2 years 10 months 6 days | ' |
Number of Options Exercisable | 175,000 | ' |
Weighted Average Exercise Price, Exercisable | $4.50 | ' |
Stock_Options_Summary_of_Stock
Stock Options - Summary of Stock Awards for Options (Details) (USD $) | 12 Months Ended |
Dec. 29, 2013 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' |
Stock Options, Outstanding, Beginning balance | 211,000 |
Stock Options, Granted | ' |
Stock Options, Exercised | ' |
Stock Options, Expired/Cancelled | -36,000 |
Stock Options, Outstanding, Ending balance | 175,000 |
Stock Options, Exercisable | 175,000 |
Weighted Average Exercise Price, Outstanding, Beginning balance | $4.50 |
Weighted Average Exercise Price, Granted | ' |
Weighted Average Exercise Price, Exercised | ' |
Weighted Average Exercise Price, Expired/Cancelled | ' |
Weighted Average Exercise Price, Outstanding, Ending balance | $4.50 |
Weighted Average Exercise Price, Exercisable | $4.50 |
Stock_Options_WeightedAverage_
Stock Options - Weighted-Average Fair Value of Stock Options Granted to Employees (Details) (USD $) | 12 Months Ended | |
Dec. 29, 2013 | Dec. 31, 2012 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ' |
Risk-free interest rate at grant date | 0.78% | 0.78% |
Expected stock price volatility | 139.00% | 139.00% |
Expected dividend payout | 0.00% | 0.00% |
Expected option life (in years) | '5 years | '0 years |
Expected forfeiture rate | $0 | $0 |
Fair value per share of options granted | $3.96 | $3.96 |
Stock_Options_and_Warrants_Sch
Stock Options and Warrants - Schedule of Changes in Warrants Outstanding (Details) (USD $) | 12 Months Ended |
Dec. 29, 2013 | |
Warrants, Range of Exercise Prices | $0.37 |
Warrants, Outstanding | 575,676 |
Warrants, Weighted Average Remaining Contractual Life | '3 years 10 months 21 days |
Warrants, Number Exercisable | 575,676 |
Warrants, Weighted Average Exercise Price, Exercisable | $0.37 |
Range 1 [Member] | Warrant [Member] | ' |
Warrants, Range of Exercise Prices | $0.37 |
Warrants, Outstanding | 575,676 |
Warrants, Weighted Average Remaining Contractual Life | '3 years 10 months 21 days |
Warrants, Number Exercisable | 575,676 |
Warrants, Weighted Average Exercise Price, Exercisable | $0.37 |
Stock_Option_and_Warrants_Sche
Stock Option and Warrants - Schedule of Stock Warrants Activity (Details) (Warrant [Member], USD $) | 12 Months Ended |
Dec. 29, 2013 | |
Warrant [Member] | ' |
Shares Outstanding, Beginning Balance | ' |
Shares Granted | 575,676 |
Shares Exercised | ' |
Shares Forfeited Or Expired | ' |
Shares Outstanding, Ending Balance | 576,676 |
Warrants Exercisable | 575,676 |
Weighted Average Exercise Price, Outstanding, Beginning | ' |
Weighted Average Exercise Price, Granted | $0.37 |
Weighted Average Exercise Price, Exercised | ' |
Weighted Average Exercise Price, Forfeited Or Expired | $0.37 |
Weighted Average Exercise Price, Outstanding, Ending | $0.37 |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details Narrative) (USD $) | 12 Months Ended | 25 Months Ended | 12 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | ||||||||||
Dec. 29, 2013 | Sep. 30, 2012 | Dec. 29, 2013 | Dec. 31, 2012 | Dec. 29, 2013 | Dec. 29, 2013 | Dec. 29, 2013 | Dec. 31, 2012 | Dec. 29, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | Apr. 02, 2013 | Dec. 29, 2013 | Apr. 02, 2013 | Apr. 02, 2013 | Dec. 29, 2013 | Dec. 31, 2012 | |
Number | Century City [Member] | Century City [Member] | Century City [Member] | Century City [Member] | Westfield Topanga Owner, LP [Member] | Westfield Topanga Owner, LP [Member] | Topanga [Member] | Topanga [Member] | Westfield Topanga Owner, LP [Member] | Westfield Topanga Owner, LP [Member] | Glendale II Mall Associates, LLC [Member] | Glendale II Mall Associates, LLC [Member] | Glendale II Mall Associates, LLC [Member] | Glendale II Mall Associates, LLC [Member] | Glendale [Member] | Glendale [Member] | ||
Minimum [Member] | Maximum [Member] | sqft | Minimum [Member] | Maximum [Member] | sqft | Minimum [Member] | Maximum [Member] | |||||||||||
Remaining restaurant operating lease, term | ' | ' | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of sales range | ' | ' | ' | ' | 7.00% | 10.00% | ' | ' | ' | ' | 7.00% | 10.00% | ' | ' | 4.00% | 70.00% | ' | ' |
Rent expense | ' | ' | ' | $139,065 | ' | $139,065 | $104,096 | ' | $156,144 | $0 | ' | ' | ' | ' | ' | ' | $19,947 | $0 |
Number of square feet for operating lease | ' | ' | ' | ' | ' | ' | ' | 5,900 | ' | ' | ' | ' | 6,000 | ' | ' | ' | ' | ' |
Construction reimbursement allowance | ' | ' | ' | ' | ' | ' | ' | ' | ' | $475,000 | ' | ' | $475,000 | ' | ' | ' | ' | ' |
Expiration date of Lease | ' | ' | ' | ' | ' | ' | 30-Apr-22 | ' | ' | ' | ' | ' | ' | 31-Oct-23 | ' | ' | ' | ' |
Disputed for stock certificate ownership description | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
On October 13, 2012, Stoecklein Law Group, LLP (“Law Group”) which acted as our securities counsel from September 2010 until September 2012, filed an Interpleader action in the United States District Court for the Southern District of California to determine the proper ownership of 16 stock certificates representing an aggregate of 2,364,000 shares of our stock (the “Disputed Certificates”) held by the Law Group. Joey Parsi, Balata Partners, Inc | ||||||||||||||||||
Number of disputed stock, held | ' | 16 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total number of shares included in disputed certificates, shares | ' | 2,364,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Commitments_and_Contingencies_2
Commitments and Contingencies - Schedule of Aggregate Minimum Annual Lease Payments Under Operating Leases (Details) (USD $) | Dec. 29, 2013 |
Century City [Member] | ' |
2014 | $194,644 |
2015 | 200,483 |
2016 | 206,498 |
2017 | 212,692 |
2018 | 219,073 |
Thereafter | 263,910 |
Total | 1,297,300 |
Topanga [Member] | ' |
2015 | 238,155 |
2016 | 247,682 |
2017 | 257,589 |
2018 | 267,891 |
Thereafter | 973,490 |
Total | 2,213,803 |
Glendale II Mall Associates, LLC [Member] | ' |
2014 | 195,816 |
2015 | 203,648 |
2016 | 211,794 |
2017 | 220,266 |
Thereafter | 1,171,766 |
Total | $2,191,574 |
Related_Party_Transactions_Det
Related Party Transactions (Details Narrative) (USD $) | Dec. 29, 2013 | Dec. 31, 2012 |
Due to related party | $40,000 | $7,875 |
Joe Parsi, Chief Executive Officer [Member] | ' | ' |
Due to related party | $40,000 | $7,875 |
Income_Taxes_Details_Narrative
Income Taxes (Details Narrative) (USD $) | 12 Months Ended | |
Dec. 29, 2013 | Dec. 31, 2012 | |
Income Tax Disclosure [Abstract] | ' | ' |
Net operating loss | $3,783,533 | $2,312,174 |
Net operating loss carryforwards, expiration date | 'expire in 2022 | ' |
Income_Taxes_Schedule_of_Recon
Income Taxes - Schedule of Reconciliation of Tax Expense Computed at Statutory Federal Tax Rate (Details) (USD $) | 12 Months Ended | |
Dec. 29, 2013 | Dec. 31, 2012 | |
Income Tax Disclosure [Abstract] | ' | ' |
Tax provision (benefits) computed at tile statutory rate (39.83% ) | ($607,576) | ($835,440) |
Nondeductible expense | 21,469 | 2,073 |
Reconciliation of income tax expense before valuation allowance | -586,107 | -833,367 |
Increase in valuation allowance for deferred tax assets | 586,107 | 833,367 |
Income tax expense benefit | $5,698 | ' |
Percentage of federal tax rate | 39.83% | 39.83% |
Income_Taxes_Schedule_of_Compo
Income Taxes - Schedule of Components of Deferred Tax Assets (Details) (USD $) | Dec. 29, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | ' | ' |
Stock based compensation | $169,352 | $531,768 |
Net operating loss carryover | 416,507 | 301,598 |
Charitable contributions | 249 | 100 |
Total defered tax assets | 586,108 | 833,466 |
Valuation allowance | -586,108 | -833,466 |
Net deferred tax assets | ' | ' |
Subsequent_Events_Details_Narr
Subsequent Events (Details Narrative) (USD $) | 0 Months Ended | 12 Months Ended |
Mar. 25, 2014 | Dec. 29, 2013 | |
Increase in additional capital through debentures issue | ' | $230,000 |
Professional Services [Member] | ' | ' |
Common stock shares issued for various professional services, shares | ' | 398,333 |
Chief Operating Officer [Member] | ' | ' |
Stock issued during period for settlement of accounts payable, shares | 50,000 | ' |
Stock issued during period for opening of Topanga and Glendale, shares | $200,000 | $200,000 |
Subsequent Event [Member] | ' | ' |
Stock issued during subsequent period | 250,000 | ' |