Document and Entity Information
Document and Entity Information | 3 Months Ended |
Mar. 31, 2016shares | |
Document and Entity Information | |
Entity Registrant Name | SPINDLE, INC. |
Document Type | 10-Q |
Document Period End Date | Mar. 31, 2016 |
Amendment Flag | false |
Entity Central Index Key | 1,403,802 |
Current Fiscal Year End Date | --12-31 |
Entity Common Stock, Shares Outstanding | 60,998,740 |
Entity Filer Category | Smaller Reporting Company |
Entity Current Reporting Status | Yes |
Entity Voluntary Filers | No |
Entity Well-known Seasoned Issuer | No |
Document Fiscal Year Focus | 2,016 |
Document Fiscal Period Focus | Q1 |
Trading Symbol | spdl |
Balance Sheets
Balance Sheets - USD ($) | Mar. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 293,323 | $ 161,226 |
Accounts receivable, net | 264,179 | 105,096 |
Prepaid expenses and deposits | 120,302 | 1,789,547 |
Inventory | 10,579 | 10,579 |
Total current assets | 688,383 | 2,066,448 |
Other assets | ||
Property and equipment, net | 19,457 | 16,921 |
Intangible assets, net | 1,415,018 | 1,422,750 |
Goodwill, net | 4,636,212 | 4,636,212 |
Total other assets | 6,070,687 | 6,075,883 |
Total assets | 6,759,070 | 8,142,331 |
Current liabilities | ||
Accounts payable and accrued liabilities | 271,013 | 342,201 |
Advances | 186,000 | 190,000 |
Accrued liabilities - related party | 381,831 | 14,437 |
Notes payable - related party, net | 63,053 | 66,053 |
Total current liabilities | 901,897 | 612,691 |
Total liabilities | $ 901,897 | $ 612,691 |
Stockholders' equity | ||
Preferred stock, value | ||
Common stock, value | $ 60,999 | $ 64,297 |
Common stock payable | 1,074 | 697 |
Additional paid-in capital | 25,876,253 | 26,576,761 |
Accumulated deficit | (20,081,153) | (19,112,115) |
Total stockholders' equity | 5,857,173 | 7,529,640 |
Total liabilities and stockholders' equity | $ 6,759,070 | $ 8,142,331 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2016 | Dec. 31, 2015 |
Balance Sheets | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 60,998,740 | 64,296,519 |
Common stock, shares outstanding | 60,998,740 | 64,296,519 |
Common shares payable, unissued | 1,073,792 | 696,853 |
Statements of Operations
Statements of Operations - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Income Statement | ||
Sales income | $ 214,973 | $ 165,047 |
Cost of sales | 11,014 | 47,482 |
Gross profit | 203,959 | 117,565 |
Expenses: | ||
Depreciation and amortization | 109,696 | 147,959 |
Promotional and marketing | 1,526 | 26,505 |
Consulting | 130,962 | 84,293 |
Salaries and wages | 541,510 | 761,430 |
Director fees | 52,240 | 45,000 |
Professional fees | 119,720 | 150,718 |
General and administrative expenses | 104,645 | 48,588 |
Total operating expenses | 1,060,299 | 1,264,493 |
Net operating income (loss) | (856,340) | (1,146,928) |
Other income (expense) | ||
Gain (loss) on legal settlement | (115,000) | |
Other income | 2,892 | |
Interest expense, net | 590 | 561 |
Interest expense - related party | 28 | 28 |
Total other income (expense) | 112,698 | 589 |
Loss before provision for income taxes | $ (969,038) | $ (1,147,517) |
Provision for income taxes | ||
Net (loss) | $ (969,038) | $ (1,147,517) |
Weighted average number of common shares outstanding - basic and diluted | 65,968,433 | 42,173,217 |
Net (loss) per share - basic and diluted | $ (0.01) | $ (0.03) |
Statements of Cash Flows
Statements of Cash Flows - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Operating activities | ||
Net (loss) | $ (969,038) | $ (1,147,517) |
Adjustments to reconcile net loss to net cash (used) by operating activities: | ||
Shares issued for services | 74,375 | 75,646 |
Shares issued for services - related party | 32,940 | 7,250 |
Depreciation and amortization | 109,696 | 147,959 |
Amortization of debt discounts - related party | 28 | |
Options issued for services | 374,008 | 478,957 |
Gain (loss) on legal settlement | (115,000) | |
Changes in operating assets and liabilities: | ||
(Increase) in accounts receivable | (159,083) | 14,080 |
(Increase) decrease in prepaid expenses | 59,245 | 17,147 |
(Increase) in inventory | (5,600) | |
(Increase) decrease in deposits and other assets | 500 | |
Increase in accounts payable and accrued expenses | (71,188) | 100,905 |
(Decrease) increase in expenses - related party | 376,394 | 49,160 |
(Decrease) increase in accrued interest - related party | 3,291 | |
Net cash (used in) operating activities | (66,651) | (258,194) |
Cash flows from investing activities | ||
Acquisition of intellectual property | 30,000 | |
Purchase of fixed assets | 3,863 | |
Additions to capitalized software development | 100,639 | 108,976 |
Net cash provided by (used in) investing activities | (104,502) | (138,976) |
Cash flows from financing activities | ||
Payment for share repurchase | 100,000 | |
Proceeds for advances | 255,000 | |
Payments for advances | 4,000 | |
Payments for notes payable - related party | 3,000 | |
Proceeds from sale of common stock | 410,250 | 100,000 |
Net cash provided by (used in) financing activities | 303,250 | 355,000 |
Net increase (decrease) in cash | 132,097 | (42,170) |
Cash - beginning of the period | 161,226 | 169,807 |
Cash - ending of the period | 293,323 | 127,637 |
Supplemental disclosures: | ||
Interest paid | $ 590 | $ 561 |
Income taxes paid | ||
Shares issued for prepaid expenses | $ 67,854 | |
Shares issued for accounts payable | $ 50,000 | |
Shares returned for legal settlement | $ (1,595,000) |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2016 | |
Notes | |
Basis of Presentation | NOTE 1. BASIS OF PRESENTATION The interim condensed financial statements included herein, presented in accordance with United States generally accepted accounting principles (GAAP) and stated in US dollars, have been prepared by the Company, without audit, pursuant to the rules and regulations of the SEC. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. These statements reflect all adjustments, consisting of normal recurring adjustments, which, in the opinion of management, are necessary for fair presentation of the information contained therein. It is suggested that these interim condensed financial statements be read in conjunction with the financial statements of the Company for the year ended December 31, 2015 and notes thereto included in the Company's Annual Report on Form 10-K. The Company follows the same accounting policies in the preparation of interim reports. Results of operations for the interim periods are not indicative of annual results. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2016 | |
Notes | |
Summary of Significant Accounting Policies | NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Cash and cash equivalents The Company considers cash and cash equivalents to include all stable, highly liquid investments with an original maturity of three months or less from the date of purchase. Use of estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Revenue recognition Revenue is derived on a per message/notification basis through the Companys patented technologies and a modular, adaptable platform designed to create multi-channel messaging gateways for all types of connected devices. The Company also earns revenue for services, such as programming, licensure on Software as a Service (SaaS) basis, and on a performance basis, such as when a client acquires a new customer through our platform. Revenue is recognized in accordance with Staff Accounting Bulletin (SAB) No. 101, Revenue Recognition in Financial Statements, as revised by SAB No. 104. As such, the Company recognizes revenue when persuasive evidence of an arrangement exists, title transfer has occurred, the price is fixed or readily determinable, and collectability is probable. Sales are recorded net of sales discounts. Accounts receivable, net Accounts receivable is reported at the customers outstanding balances, less any allowance for doubtful accounts. An allowance for doubtful accounts on accounts receivable is charged to operations in amounts sufficient to maintain the allowance for uncollectible accounts at a level management believes is adequate to cover any probable losses. Management determines the adequacy of the allowance based on historical write-off percentages and information collected from individual customers. Accounts receivable are charged off against the allowance when collectability is determined to be permanently impaired. Interest is not accrued on overdue accounts receivable. Inventory Inventories consist of merchandise held for sale in the ordinary course of business, including cost of freight and other miscellaneous acquisition costs, and are stated at the lower of cost or market. The Company records a write-down for inventories which have become obsolete or are in excess of anticipated demand or net realizable value. The Company periodically performs a detailed inventory review that considers multiple factors including demand forecasts, market conditions, product life cycle status, product development plans and current sales levels. If actual demand or market conditions for the Companys products are less favorable than forecasted or if unforeseen changes negatively affect the utility of the Companys inventory, additional inventory write-downs may be required. Property and equipment Property and equipment are stated at cost. Major renewals and improvements are charged to the asset accounts while replacements, maintenance and repairs that do not improve or extend the lives of the respective assets are expensed. At the time property and equipment are retired or otherwise disposed of, the asset and related accumulated depreciation accounts are relieved of the applicable amounts. Gains or losses from retirements or sales are credited or charged to income. Depreciation is computed on the straight-line and accelerated methods for financial reporting and income tax reporting purposes based upon the following estimated useful lives: Computer software 3 years Computer hardware 5 years Office furniture 7 years Long-lived assets The Company accounts for its long-lived assets in accordance with Accounting Standards Codification (ASC) Topic 360-10-05, Accounting for the Impairment or Disposal of Long-Lived Assets. ASC Topic 360-10-05 requires that long-lived assets be reviewed for impairment whenever events or changes in circumstances indicate that the historical cost carrying value of an asset may no longer be appropriate. The Company assesses recoverability of the carrying value of an asset by estimating the future net cash flows expected to result from the asset, including eventual disposition. If the future net cash flows are less than the carrying value of the asset, an impairment loss is recorded equal to the difference between the assets carrying value and fair value or disposable value. Fair value of financial instruments We account for non-recurring fair value measurements of our non-financial assets and liabilities in accordance with ASC 820-10 Fair Value Measurement. This guidance defines fair value, establishes a framework for measuring fair value and addresses required disclosures about fair value measurements. This standard establishes a three-level hierarchy for fair value measurements based upon the significant inputs used to determine fair value. Observable inputs are those which are obtained from market participants external to the Company while unobservable inputs are generally developed internally, utilizing managements estimates, assumptions and specific knowledge of the assets/liabilities and related markets. The three levels are defined as follows: Level 1 Level 2 Level 3 If the only observable inputs are from inactive markets or for transactions which the Company evaluates as distressed, the use of Level 1 inputs should be modified by the company to properly address these factors, or the reliance of such inputs may be limited, with a greater weight attributed to Level 3 inputs. Due to the short-term nature of our financial assets and liabilities, we consider their carrying amounts to approximate fair value. Goodwill The Company accounts for goodwill in accordance with ASC Topic 805-30-25, Accounting for Business Combinations (ASC Topic 805-30-25) and ASC Topic 350-20-35, Accounting for Goodwill - Subsequent Measurement (ASC Topic 350-20-35). ASC Topic 805-30-25 requires that the acquirer recognize goodwill as of the acquisition date as the excess of the fair value of the consideration transferred over the fair value of the net acquisition-date amounts of the identifiable assets and liabilities assumed. ASC Topic 350-20-35 requires that goodwill acquired in a purchase and determined to have an indefinite useful life is not amortized, but instead tested for impairment annually or more frequently when events or circumstances indicate that the carrying value of a reporting unit more likely than not exceeds its fair value. The Companys annual goodwill impairment testing date is December 31 of each year. The Company first assesses qualitative factors to determine whether its necessary to perform the two-step goodwill impairment test. Impairment is the condition that exists when the carrying amount of goodwill exceeds its implied fair value. If the qualitative assessment results in an indication that its more likely than not that the fair value of a reporting unit is less than its carrying amount, then a quantitative assessment must be performed. Management has determined that the Company has one reporting unit for purposes of testing goodwill. The quantitative analysis involves estimating the fair value of its reporting unit utilizing a combination of valuation methods including market capitalization, the income approach and cash flows. Income and cash flow forecasts were used in the evaluation of goodwill based on managements estimate of future performance. If goodwill is determined to be impaired as a result of this analysis, an impairment loss is recorded equal to the difference between the assets carrying value and fair value. The Company recorded an impairment to its goodwill for each of the years ended December 31, 2015 and 2014 as further discussed in Note 10. Capitalized software development costs The Company capitalizes internal software development costs subsequent to establishing technological feasibility of a software application. Capitalized software development costs represent the costs associated with the development of the Companys software applications used to generate revenue from our customers. Amortization of such costs is recorded on a software application-by-application basis, based on the greater of the proportion of current year sales to the total of current and estimated future sales for the applications or the straight-line method over the remaining estimated useful life of the software application. The Company continually evaluates the recoverability of capitalized software costs and charges to operations amounts that are deemed unrecoverable for projects it abandons. The Company recorded an impairment to its software development costs for the year ended December 31, 2015. Stock-based compensation The Company accounts for stock-based payments to employees in accordance with ASC 718, Stock Compensation (ASC 718). Stock-based payments to employees include grants of stock, grants of stock options and issuance of warrants that are recognized in the statement of operations based on their fair values at the date of grant. The Company accounts for stock-based payments to non-employees in accordance with ASC 505-50, Equity-Based Payments to Non-Employees (ASC 505-50). Stock-based payments to non-employees include grants of stock, grants of stock options and issuances of warrants that are recognized in the statement of operations based on the value of the vested portion of the award over the requisite service period as measured at its then-current fair value as of each financial reporting date. The Company calculates the fair value of option grants and warrant issuances utilizing the Black-Scholes pricing model. The amount of stock-based compensation recognized during a period is based on the value of the portion of the awards that are ultimately expected to vest. ASC 718 requires forfeitures to be estimated at the time stock options are granted and warrants are issued to employees and non-employees, and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The term forfeitures is distinct from cancellations or expirations and represents only the unvested portion of the surrendered stock option or warrant. The Company estimates forfeiture rates for all unvested awards when calculating the expense for the period. In estimating the forfeiture rate, the Company monitors both stock option and warrant exercises as well as employee termination patterns. The resulting stock-based compensation expense for both employee and non-employee awards is generally recognized as compensation under ASC Topic 505-50, In accordance with ASC 505-50, the cost of stock-based compensation is measured at the grant date based on the value of the award and is recognized over the vesting period. The value of the stock-based award is determined using the Black-Scholes option-pricing model, whereby compensation cost is the excess of the fair value of the award as determined by the pricing model at the grant date or other measurement date over the amount that must be paid to acquire the stock. Loss per share The Company reports earnings (loss) per share in accordance with ASC Topic 260-10, "Earnings per Share." Basic earnings (loss) per share is computed by dividing income (loss) available to common shareholders by the weighted average number of common shares available. Diluted earnings (loss) per share is computed similar to basic earnings (loss) per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. Diluted earnings (loss) per share has not been presented since the effect of the assumed conversion of warrants and debt to purchase common shares would have an anti-dilutive effect. Potential common shares as of March 31, 2016 that have been excluded from the computation of diluted net loss per share amounted to 3,390,000 shares and include 400,000 warrants and 2,990,000 options. Of the 2,990,000 potential common shares that could be issued upon the exercise of the options at March 31, 2016, 1,332,501 had not vested. Income taxes The Company accounts for its income taxes under the provisions of ASC Topic 740, Income Taxes. The method of accounting for income taxes under ASC 740 is an asset and liability method. The asset and liability method requires the recognition of deferred tax liabilities and assets for the expected future tax consequences of temporary differences between tax bases and financial reporting bases of other assets and liabilities. Recent accounting pronouncements The Company continually assesses any new accounting pronouncements to determine their applicability to the Company. Where it is determined that a new accounting pronouncement affects the Companys financial reporting, the Company undertakes a study to determine the consequence of the change to its financial statements and assures that there are proper controls in place to ascertain that the Companys financials properly reflect the change. In March 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2016-09, "Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting" |
Going Concern
Going Concern | 3 Months Ended |
Mar. 31, 2016 | |
Notes | |
Going Concern | NOTE 3 - GOING CONCERN The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As shown in the accompanying financial statements, the Company has incurred a net loss of ($969,038) for the three months ended March 31, 2016, and at March 31, 2016, has an accumulated deficit of ($20,081,153). In order to continue as a going concern, the Company may need, among other things, additional capital resources. There are no assurances that without generating new revenue during 2016 that the Company will be successful without additional financing. Should revenues not grow sufficiently and the Company not be able to secure additional financing through the sale of its securities or debt, it would be unlikely for the Company to continue as a going concern. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence. These conditions raise substantial doubt about the Company's ability to continue as a going concern. These financial statements do not include any adjustments that might arise from this uncertainty. |
Accounts Receivable Disclosure
Accounts Receivable Disclosure | 3 Months Ended |
Mar. 31, 2016 | |
Notes | |
Accounts Receivable Disclosure | NOTE 4. ACCOUNTS RECEIVABLE, NET Accounts receivable consist of the following at: MARCH 31, DECEMBER 31, 2016 2015 Due from customers and vendors $ 32,562 $ 26,773 Due from sale of residual assets 75,374 75,374 Due from processing activity 156,243 2,949 Total accounts receivable, net $ 264,179 $ 105,096 |
Prepaid Expenses and Deposits D
Prepaid Expenses and Deposits Disclosure | 3 Months Ended |
Mar. 31, 2016 | |
Notes | |
Prepaid Expenses and Deposits Disclosure | NOTE 5. PREPAID EXPENSES AND DEPOSITS Prepaid expenses and deposits consist of the following at: MARCH 31, DECEMBER 31, 2016 2015 Prepaid insurance $ 32,725 $ 44,275 Prepaid license and trademark fees -- 1,610,000 Prepaid consulting fees 84,877 129,751 Other prepaid expenses 2,700 5,521 Total prepaid expenses and deposits $ 120,302 $ 1,789,547 |
Property and Equipment Disclosu
Property and Equipment Disclosure | 3 Months Ended |
Mar. 31, 2016 | |
Notes | |
Property and Equipment Disclosure | NOTE 6. PROPERTY AND EQUIPMENT, NET Property and equipment, net consist of the following at: MARCH 31, DECEMBER 31, 2016 2015 Office furniture & equipment $ 35,710 $ 31,847 Less: accumulated depreciation (16,253) (14,926) Total property and equipment, net $ 19,457 $ 16,921 During the three months ended March 31, 2016 and 2015, the Company recorded depreciation expense of $1,327 and $1,306, respectively. |
Other Intangible Assets Disclos
Other Intangible Assets Disclosure | 3 Months Ended |
Mar. 31, 2016 | |
Notes | |
Other Intangible Assets Disclosure | NOTE 7. OTHER INTANGIBLE ASSETS, NET Other intangible assets, net consist of the following at: MARCH 31, ACCUMULATED MARCH 31, 2016 GROSS AMORTIZATION 2016 NET Capitalized software costs $ 2,149,636 $ (869,384) $ 1,280,252 License agreements and contracts 75,000 - 75,000 Domain names 85,000 (25,234) 59,766 $ 2,309,636 $ (894,618) $ 1,415,018 DECEMBER 31, ACCUMULATED DECEMBER 31, 2015 GROSS AMORTIZATION 2015 NET Capitalized software costs $ 2,048,998 $ (763,684) $ 1,285,314 License agreements and contracts 75,000 - 75,000 Domain names 85,000 (22,564) 62,436 $ 2,208,998 $ (786,248) $ 1,422,750 |
Residual Contracts Disclosure
Residual Contracts Disclosure | 3 Months Ended |
Mar. 31, 2016 | |
Notes | |
Residual Contracts Disclosure | NOTE 8. RESIDUAL CONTRACTS On June 4, 2015, the Company entered into an agreement to sell the Parallel Solutions, Inc.(PSI) residual income stream for a purchase price of $753,740. As a result of this transaction, $373,124 was recorded as a gain on sale of assets for the year ended December 31, 2015. As of March 31, 2016, the Company has received $678,366 of the purchase price and the balance of $75,374 is recorded to accounts receivable, net on the Companys balance sheet. |
Goodwill Disclosure
Goodwill Disclosure | 3 Months Ended |
Mar. 31, 2016 | |
Notes | |
Goodwill Disclosure | NOTE 9. GOODWILL MARCH 31, DECEMBER 31, 2016 2015 Goodwill $ 5,976,198 $ 5,976,198 Less: accumulated impairment loss (1,339,986) (1,339,986) Total goodwill, net $ 4,636,212 $ 4,636,212 In connection with the acquisition on March 20, 2013, the Company assumed certain liabilities and acquired substantially all of the assets of MeNetwork. The Company recorded goodwill related to this acquisition of $2,679,970. During its annual evaluation of goodwill, the Company determined that the carrying amount of goodwill related to MeNetwork, exceeded its fair value. As a result, the Company recorded an impairment loss, to other expense, of $669,993 for each of the years ended December 31, 2015 and December 31, 2014. These charges reflect the impact of partially sun setting assets acquired from MeNetwork in conjunction with the Companys integration of Yowza!! In connection with the acquisition of Yowza!!, the Company recorded related goodwill of $3,291,932. During its annual evaluation of goodwill, the Company determined that the fair value of goodwill exceeded its carrying amount and as a result no impairment charge has been recorded. |
Notes Payable Disclosure
Notes Payable Disclosure | 3 Months Ended |
Mar. 31, 2016 | |
Notes | |
Notes Payable Disclosure | NOTE 10. NOTES PAYABLE NET On December 15, 2011, the Company issued a Promissory Grid Note (Note) to a former director of the Company whereby formalizing various advances previously received from the former director in the amount of $51,300 and allowing for future advances of up to $250,000. The note is non-interest bearing, unsecured and matured on December 15, 2014. The Company imputed interest at a rate of 2% per annum and recorded a discount in the amount of $10,640. In connection with one of the previous advances in the amount of $25,000, the Company issued warrants to purchase up to 250,000 shares of the Companys common stock at a price per share of $1.00 resulting in an additional discount of $17,709. The total discount attributable to the Note totaled $28,349 and was amortized to interest expense over the term of the Note. During the three months ended March 31, 2016, the Company repaid $3,000 of the principal balance of the Note. During the three months ended March 31, 2015, interest expense of $28 related to amortization of the discount and interest on the unpaid note was recorded. |
Stockholders' Equity Disclosure
Stockholders' Equity Disclosure | 3 Months Ended |
Mar. 31, 2016 | |
Notes | |
Stockholders' Equity Disclosure | NOTE 11. STOCKHOLDERS EQUITY The Company is authorized to issue up to 300,000,000 shares of common stock, par value $0.001. During the three months ended March 31, 2016, the Company: · · · · · · Also, in accordance with a settlement agreement signed between the Company and Help Worldwide, Inc. (HWW) that terminated the license agreement between the two entities, HWW returned 6,500,000 of the 7,000,000 shares of Spindle restricted common stock issued to HWW for the license fee in May 2015. The LPO license agreement was terminated amicably and not due to default or breach by any party. In conjunction with the settlement agreement, 200,000 shares of Spindle stock were returned to the Company by one of the principals of HWW, and the associated warrants were cancelled. The entire transaction resulted in a loss to the Company of $115,000. |
Warrants and Options Disclosure
Warrants and Options Disclosure | 3 Months Ended |
Mar. 31, 2016 | |
Notes | |
Warrants and Options Disclosure | NOTE 12. WARRANTS AND OPTIONS On March 11, 2015 the Board of Directors approved a private placement offering (the Offering) comprised of a unit (the Unit). Each Unit consists of one share of the Companys common stock and one three-year warrant to purchase one share of the Companys common stock. During the three months ended March 31, 2015, the Company sold 200,000 units under this offering. These warrants were cancelled in March of 2016 in relation to the HWW settlement agreement described in Note 12. The following is a summary of the status of all of the Companys stock warrants and options as of March 31, 2016: Number of Warrants and Options Weighted-Average Exercise Price Weighted Average Remaining Contractual Life (in years) Outstanding at December 31, 2014 3,710,834 Granted 1,341,250 Exercised - Forfeited/Cancelled (1,462,084) Outstanding at December 31, 2015 3,590,000 $ 0.442 7.38 Exercisable at December 31, 2015 2,194,167 $ 0.557 6.15 Outstanding at December 31, 2015 3,590,000 Granted - - Exercised - - Forfeited/Cancelled (200,000) - Outstanding at March 31, 2016 3,390,000 $ 0.550 7.43 Exercisable at March 31, 2016 2,057,499 $ 0.557 6.75 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2016 | |
Notes | |
Subsequent Events | NOTE 13. SUBSEQUENT EVENTS In March, 2016, 3,038,889 shares were purchased by various investors under the Securities Purchase Agreement in conjunction with our November 17, 2015 private placement offering. As of March 31, 2016, 2,722,221 of these shares had been issued. The shares are expected to become freely trading in the public market as of April 6, 2016, the effective registration date. On April 18, 2016, Tony VanBrackle informed the board of directors (the Board) of Spindle, Inc. (the Company) that effective immediately he would resign from his position as an Independent Director to enable him to better fulfill his duties as an adviser to the Company under the consulting agreement in effect. Additionally, on April 20, 2016, the Board voted to appoint Mr. VanBrackle to the Board of Advisors. Mr. VanBrackle has served as an Independent Director since November 17, 2014 and as a consultant to the Company since November 1, 2015. Over the past quarter Mr. VanBrackle has had increasing involvement in the Company both in time and direction as he operates as a consultant to grow the direct sales teams and call center sales. |
Summary of Significant Accoun19
Summary of Significant Accounting Policies: Cash and Cash Equivalents, Policy (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Policies | |
Cash and Cash Equivalents, Policy | Cash and cash equivalents The Company considers cash and cash equivalents to include all stable, highly liquid investments with an original maturity of three months or less from the date of purchase. |
Summary of Significant Accoun20
Summary of Significant Accounting Policies: Use of Estimates Policy (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Policies | |
Use of Estimates Policy | Use of estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Summary of Significant Accoun21
Summary of Significant Accounting Policies: Revenue Recognition Policy (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Policies | |
Revenue Recognition Policy | Revenue recognition Revenue is derived on a per message/notification basis through the Companys patented technologies and a modular, adaptable platform designed to create multi-channel messaging gateways for all types of connected devices. The Company also earns revenue for services, such as programming, licensure on Software as a Service (SaaS) basis, and on a performance basis, such as when a client acquires a new customer through our platform. Revenue is recognized in accordance with Staff Accounting Bulletin (SAB) No. 101, Revenue Recognition in Financial Statements, as revised by SAB No. 104. As such, the Company recognizes revenue when persuasive evidence of an arrangement exists, title transfer has occurred, the price is fixed or readily determinable, and collectability is probable. Sales are recorded net of sales discounts. |
Summary of Significant Accoun22
Summary of Significant Accounting Policies: Accounts Receivable Policy (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Policies | |
Accounts Receivable Policy | Accounts receivable, net Accounts receivable is reported at the customers outstanding balances, less any allowance for doubtful accounts. An allowance for doubtful accounts on accounts receivable is charged to operations in amounts sufficient to maintain the allowance for uncollectible accounts at a level management believes is adequate to cover any probable losses. Management determines the adequacy of the allowance based on historical write-off percentages and information collected from individual customers. Accounts receivable are charged off against the allowance when collectability is determined to be permanently impaired. Interest is not accrued on overdue accounts receivable. |
Summary of Significant Accoun23
Summary of Significant Accounting Policies: Inventory Policy (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Policies | |
Inventory Policy | Inventory Inventories consist of merchandise held for sale in the ordinary course of business, including cost of freight and other miscellaneous acquisition costs, and are stated at the lower of cost or market. The Company records a write-down for inventories which have become obsolete or are in excess of anticipated demand or net realizable value. The Company periodically performs a detailed inventory review that considers multiple factors including demand forecasts, market conditions, product life cycle status, product development plans and current sales levels. If actual demand or market conditions for the Companys products are less favorable than forecasted or if unforeseen changes negatively affect the utility of the Companys inventory, additional inventory write-downs may be required. |
Summary of Significant Accoun24
Summary of Significant Accounting Policies: Property and Equipment Policy (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Policies | |
Property and Equipment Policy | Property and equipment Property and equipment are stated at cost. Major renewals and improvements are charged to the asset accounts while replacements, maintenance and repairs that do not improve or extend the lives of the respective assets are expensed. At the time property and equipment are retired or otherwise disposed of, the asset and related accumulated depreciation accounts are relieved of the applicable amounts. Gains or losses from retirements or sales are credited or charged to income. Depreciation is computed on the straight-line and accelerated methods for financial reporting and income tax reporting purposes based upon the following estimated useful lives: Computer software 3 years Computer hardware 5 years Office furniture 7 years |
Summary of Significant Accoun25
Summary of Significant Accounting Policies: Long-lived Assets Policy (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Policies | |
Long-lived Assets Policy | Long-lived assets The Company accounts for its long-lived assets in accordance with Accounting Standards Codification (ASC) Topic 360-10-05, Accounting for the Impairment or Disposal of Long-Lived Assets. ASC Topic 360-10-05 requires that long-lived assets be reviewed for impairment whenever events or changes in circumstances indicate that the historical cost carrying value of an asset may no longer be appropriate. The Company assesses recoverability of the carrying value of an asset by estimating the future net cash flows expected to result from the asset, including eventual disposition. If the future net cash flows are less than the carrying value of the asset, an impairment loss is recorded equal to the difference between the assets carrying value and fair value or disposable value. |
Summary of Significant Accoun26
Summary of Significant Accounting Policies: Fair Value of Financial Instruments Policy (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Policies | |
Fair Value of Financial Instruments Policy | Fair value of financial instruments We account for non-recurring fair value measurements of our non-financial assets and liabilities in accordance with ASC 820-10 Fair Value Measurement. This guidance defines fair value, establishes a framework for measuring fair value and addresses required disclosures about fair value measurements. This standard establishes a three-level hierarchy for fair value measurements based upon the significant inputs used to determine fair value. Observable inputs are those which are obtained from market participants external to the Company while unobservable inputs are generally developed internally, utilizing managements estimates, assumptions and specific knowledge of the assets/liabilities and related markets. The three levels are defined as follows: Level 1 Level 2 Level 3 If the only observable inputs are from inactive markets or for transactions which the Company evaluates as distressed, the use of Level 1 inputs should be modified by the company to properly address these factors, or the reliance of such inputs may be limited, with a greater weight attributed to Level 3 inputs. Due to the short-term nature of our financial assets and liabilities, we consider their carrying amounts to approximate fair value. |
Summary of Significant Accoun27
Summary of Significant Accounting Policies: Goodwill Policy (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Policies | |
Goodwill Policy | Goodwill The Company accounts for goodwill in accordance with ASC Topic 805-30-25, Accounting for Business Combinations (ASC Topic 805-30-25) and ASC Topic 350-20-35, Accounting for Goodwill - Subsequent Measurement (ASC Topic 350-20-35). ASC Topic 805-30-25 requires that the acquirer recognize goodwill as of the acquisition date as the excess of the fair value of the consideration transferred over the fair value of the net acquisition-date amounts of the identifiable assets and liabilities assumed. ASC Topic 350-20-35 requires that goodwill acquired in a purchase and determined to have an indefinite useful life is not amortized, but instead tested for impairment annually or more frequently when events or circumstances indicate that the carrying value of a reporting unit more likely than not exceeds its fair value. The Companys annual goodwill impairment testing date is December 31 of each year. The Company first assesses qualitative factors to determine whether its necessary to perform the two-step goodwill impairment test. Impairment is the condition that exists when the carrying amount of goodwill exceeds its implied fair value. If the qualitative assessment results in an indication that its more likely than not that the fair value of a reporting unit is less than its carrying amount, then a quantitative assessment must be performed. Management has determined that the Company has one reporting unit for purposes of testing goodwill. The quantitative analysis involves estimating the fair value of its reporting unit utilizing a combination of valuation methods including market capitalization, the income approach and cash flows. Income and cash flow forecasts were used in the evaluation of goodwill based on managements estimate of future performance. If goodwill is determined to be impaired as a result of this analysis, an impairment loss is recorded equal to the difference between the assets carrying value and fair value. The Company recorded an impairment to its goodwill for each of the years ended December 31, 2015 and 2014 as further discussed in Note 10. |
Summary of Significant Accoun28
Summary of Significant Accounting Policies: Capitalized Software Development Costs Policy (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Policies | |
Capitalized Software Development Costs Policy | Capitalized software development costs The Company capitalizes internal software development costs subsequent to establishing technological feasibility of a software application. Capitalized software development costs represent the costs associated with the development of the Companys software applications used to generate revenue from our customers. Amortization of such costs is recorded on a software application-by-application basis, based on the greater of the proportion of current year sales to the total of current and estimated future sales for the applications or the straight-line method over the remaining estimated useful life of the software application. The Company continually evaluates the recoverability of capitalized software costs and charges to operations amounts that are deemed unrecoverable for projects it abandons. The Company recorded an impairment to its software development costs for the year ended December 31, 2015. |
Summary of Significant Accoun29
Summary of Significant Accounting Policies: Stock-based Compensation, Policy (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Policies | |
Stock-based Compensation, Policy | Stock-based compensation The Company accounts for stock-based payments to employees in accordance with ASC 718, Stock Compensation (ASC 718). Stock-based payments to employees include grants of stock, grants of stock options and issuance of warrants that are recognized in the statement of operations based on their fair values at the date of grant. The Company accounts for stock-based payments to non-employees in accordance with ASC 505-50, Equity-Based Payments to Non-Employees (ASC 505-50). Stock-based payments to non-employees include grants of stock, grants of stock options and issuances of warrants that are recognized in the statement of operations based on the value of the vested portion of the award over the requisite service period as measured at its then-current fair value as of each financial reporting date. The Company calculates the fair value of option grants and warrant issuances utilizing the Black-Scholes pricing model. The amount of stock-based compensation recognized during a period is based on the value of the portion of the awards that are ultimately expected to vest. ASC 718 requires forfeitures to be estimated at the time stock options are granted and warrants are issued to employees and non-employees, and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The term forfeitures is distinct from cancellations or expirations and represents only the unvested portion of the surrendered stock option or warrant. The Company estimates forfeiture rates for all unvested awards when calculating the expense for the period. In estimating the forfeiture rate, the Company monitors both stock option and warrant exercises as well as employee termination patterns. The resulting stock-based compensation expense for both employee and non-employee awards is generally recognized as compensation under ASC Topic 505-50, In accordance with ASC 505-50, the cost of stock-based compensation is measured at the grant date based on the value of the award and is recognized over the vesting period. The value of the stock-based award is determined using the Black-Scholes option-pricing model, whereby compensation cost is the excess of the fair value of the award as determined by the pricing model at the grant date or other measurement date over the amount that must be paid to acquire the stock. |
Summary of Significant Accoun30
Summary of Significant Accounting Policies: Loss Per Share Policy (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Policies | |
Loss Per Share Policy | Loss per share The Company reports earnings (loss) per share in accordance with ASC Topic 260-10, "Earnings per Share." Basic earnings (loss) per share is computed by dividing income (loss) available to common shareholders by the weighted average number of common shares available. Diluted earnings (loss) per share is computed similar to basic earnings (loss) per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. Diluted earnings (loss) per share has not been presented since the effect of the assumed conversion of warrants and debt to purchase common shares would have an anti-dilutive effect. Potential common shares as of March 31, 2016 that have been excluded from the computation of diluted net loss per share amounted to 3,390,000 shares and include 400,000 warrants and 2,990,000 options. Of the 2,990,000 potential common shares that could be issued upon the exercise of the options at March 31, 2016, 1,332,501 had not vested. |
Summary of Significant Accoun31
Summary of Significant Accounting Policies: Income Taxes Policy (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Policies | |
Income Taxes Policy | Income taxes The Company accounts for its income taxes under the provisions of ASC Topic 740, Income Taxes. The method of accounting for income taxes under ASC 740 is an asset and liability method. The asset and liability method requires the recognition of deferred tax liabilities and assets for the expected future tax consequences of temporary differences between tax bases and financial reporting bases of other assets and liabilities. |
Summary of Significant Accoun32
Summary of Significant Accounting Policies: Recent Accounting Pronouncements (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Policies | |
Recent Accounting Pronouncements | Recent accounting pronouncements The Company continually assesses any new accounting pronouncements to determine their applicability to the Company. Where it is determined that a new accounting pronouncement affects the Companys financial reporting, the Company undertakes a study to determine the consequence of the change to its financial statements and assures that there are proper controls in place to ascertain that the Companys financials properly reflect the change. In March 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2016-09, "Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting" |
Summary of Significant Accoun33
Summary of Significant Accounting Policies: Property and Equipment Policy: Property and equipment estimated useful lives (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Tables/Schedules | |
Property and equipment estimated useful lives | Computer software 3 years Computer hardware 5 years Office furniture 7 years |
Accounts Receivable Disclosure_
Accounts Receivable Disclosure: Schedule of Accounts Receivable (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Tables/Schedules | |
Schedule of Accounts Receivable | MARCH 31, DECEMBER 31, 2016 2015 Due from customers and vendors $ 32,562 $ 26,773 Due from sale of residual assets 75,374 75,374 Due from processing activity 156,243 2,949 Total accounts receivable, net $ 264,179 $ 105,096 |
Prepaid Expenses and Deposits35
Prepaid Expenses and Deposits Disclosure: Schedule of Prepaid Expenses and Deposits (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Tables/Schedules | |
Schedule of Prepaid Expenses and Deposits | MARCH 31, DECEMBER 31, 2016 2015 Prepaid insurance $ 32,725 $ 44,275 Prepaid license and trademark fees -- 1,610,000 Prepaid consulting fees 84,877 129,751 Other prepaid expenses 2,700 5,521 Total prepaid expenses and deposits $ 120,302 $ 1,789,547 |
Property and Equipment Disclo36
Property and Equipment Disclosure: Schedule of Property and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Tables/Schedules | |
Schedule of Property and Equipment | MARCH 31, DECEMBER 31, 2016 2015 Office furniture & equipment $ 35,710 $ 31,847 Less: accumulated depreciation (16,253) (14,926) Total property and equipment, net $ 19,457 $ 16,921 |
Other Intangible Assets Discl37
Other Intangible Assets Disclosure: Schedule of Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Tables/Schedules | |
Schedule of Intangible Assets | MARCH 31, ACCUMULATED MARCH 31, 2016 GROSS AMORTIZATION 2016 NET Capitalized software costs $ 2,149,636 $ (869,384) $ 1,280,252 License agreements and contracts 75,000 - 75,000 Domain names 85,000 (25,234) 59,766 $ 2,309,636 $ (894,618) $ 1,415,018 DECEMBER 31, ACCUMULATED DECEMBER 31, 2015 GROSS AMORTIZATION 2015 NET Capitalized software costs $ 2,048,998 $ (763,684) $ 1,285,314 License agreements and contracts 75,000 - 75,000 Domain names 85,000 (22,564) 62,436 $ 2,208,998 $ (786,248) $ 1,422,750 |
Goodwill Disclosure_ Schedule o
Goodwill Disclosure: Schedule of Goodwill (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Tables/Schedules | |
Schedule of Goodwill | MARCH 31, DECEMBER 31, 2016 2015 Goodwill $ 5,976,198 $ 5,976,198 Less: accumulated impairment loss (1,339,986) (1,339,986) Total goodwill, net $ 4,636,212 $ 4,636,212 |
Warrants and Options Disclosu39
Warrants and Options Disclosure: Schedule of Stock Warrants (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Tables/Schedules | |
Schedule of Stock Warrants | Number of Warrants and Options Weighted-Average Exercise Price Weighted Average Remaining Contractual Life (in years) Outstanding at December 31, 2014 3,710,834 Granted 1,341,250 Exercised - Forfeited/Cancelled (1,462,084) Outstanding at December 31, 2015 3,590,000 $ 0.442 7.38 Exercisable at December 31, 2015 2,194,167 $ 0.557 6.15 Outstanding at December 31, 2015 3,590,000 Granted - - Exercised - - Forfeited/Cancelled (200,000) - Outstanding at March 31, 2016 3,390,000 $ 0.550 7.43 Exercisable at March 31, 2016 2,057,499 $ 0.557 6.75 |
Summary of Significant Accoun40
Summary of Significant Accounting Policies: Property and Equipment Policy: Property and equipment estimated useful lives (Details) | 3 Months Ended |
Mar. 31, 2016 | |
Software and Software Development Costs | |
Property, Plant and Equipment, Useful Life | 3 years |
Computer Equipment | |
Property, Plant and Equipment, Useful Life | 5 years |
Furniture and Fixtures | |
Property, Plant and Equipment, Useful Life | 7 years |
Summary of Significant Accoun41
Summary of Significant Accounting Policies: Loss Per Share Policy (Details) | 3 Months Ended |
Mar. 31, 2016shares | |
Details | |
Potential common shares excluded from the computation of diluted earnings per share | 3,390,000 |
Going Concern (Details)
Going Concern (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Dec. 31, 2015 | |
Details | ||
Net loss incurred | $ 969,038 | |
Accumulated deficit at end of period | $ 20,081,153 | $ 19,112,115 |
Accounts Receivable Disclosur43
Accounts Receivable Disclosure: Schedule of Accounts Receivable (Details) - USD ($) | Mar. 31, 2016 | Dec. 31, 2015 |
Accounts receivable, net | $ 264,179 | $ 105,096 |
Due from customers and vendors | ||
Accounts receivable, gross | 32,562 | 26,773 |
Due from sale of residual assets | ||
Accounts receivable, gross | 75,374 | 75,374 |
Due from processing activity | ||
Accounts receivable, gross | $ 156,243 | $ 2,949 |
Prepaid Expenses and Deposits44
Prepaid Expenses and Deposits Disclosure: Schedule of Prepaid Expenses and Deposits (Details) - USD ($) | Mar. 31, 2016 | Dec. 31, 2015 |
Prepaid expenses and other assets | $ 120,302 | $ 1,789,547 |
Prepaid insurances | ||
Prepaid expenses and other assets | 32,725 | 44,275 |
Prepaid license and trademark fees | ||
Prepaid expenses and other assets | 1,610,000 | |
Prepaid consulting fees | ||
Prepaid expenses and other assets | 84,877 | 129,751 |
Other prepaid expenses | ||
Prepaid expenses and other assets | $ 2,700 | $ 5,521 |
Property and Equipment Disclo45
Property and Equipment Disclosure: Schedule of Property and Equipment (Details) - USD ($) | Mar. 31, 2016 | Dec. 31, 2015 |
Details | ||
Office furniture & equipment | $ 35,710 | $ 31,847 |
Less, accumulated depreciation | (16,253) | (14,926) |
Total property and equipment, net | $ 19,457 | $ 16,921 |
Property and Equipment Disclo46
Property and Equipment Disclosure (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Details | ||
Depreciation expense | $ 1,327 | $ 1,306 |
Other Intangible Assets Discl47
Other Intangible Assets Disclosure: Schedule of Intangible Assets (Details) - USD ($) | Mar. 31, 2016 | Dec. 31, 2015 |
Intangible assets, gross | $ 2,309,636 | $ 2,208,998 |
Accumulated amortization of intangible assets | (894,618) | (786,248) |
Intangible assets, net | 1,415,018 | 1,422,750 |
Capitalized software costs | ||
Intangible assets, gross | 2,149,636 | 2,048,998 |
Accumulated amortization of intangible assets | (869,384) | (763,684) |
Intangible assets, net | 1,280,252 | 1,285,314 |
License agreements and contracts | ||
Intangible assets, gross | 75,000 | 75,000 |
Intangible assets, net | 75,000 | 75,000 |
Domain names | ||
Intangible assets, gross | 85,000 | 85,000 |
Accumulated amortization of intangible assets | (25,234) | (22,564) |
Intangible assets, net | $ 59,766 | $ 62,436 |
Residual Contracts Disclosure (
Residual Contracts Disclosure (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Mar. 31, 2016 | |
Due from sale of residual assets | ||
Accounts receivable, gross | $ 75,374 | $ 75,374 |
PSI residual income stream | ||
Proceeds from sale of assets | $ 373,124 |
Goodwill Disclosure_ Schedule49
Goodwill Disclosure: Schedule of Goodwill (Details) - USD ($) | Mar. 31, 2016 | Dec. 31, 2015 |
Details | ||
Goodwill, gross | $ 5,976,198 | $ 5,976,198 |
(Less) accumulated impairment loss on goodwill | (1,339,986) | (1,339,986) |
Goodwill, net | $ 4,636,212 | $ 4,636,212 |
Notes Payable Disclosure (Detai
Notes Payable Disclosure (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Amount of note repaid | $ 3,000 | |
Interest expense - related party | 28 | $ 28 |
Promissory Grid Note | ||
Debt discount attributed to note | $ 28,349 |
Stockholders' Equity Disclosu51
Stockholders' Equity Disclosure (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Dec. 31, 2015 | |
Common stock authorized to be issued | 300,000,000 | 300,000,000 |
Par value of common stock | $ 0.001 | $ 0.001 |
Common stock issued for cash | 2,722,221 | |
Proceeds from stock issued for cash | $ 367,500 | |
Gain (loss) on legal settlement | $ 115,000 | |
Common stock sold for cash | ||
Common stock authorized for issuance | 3,038,889 | |
Board of Directors Consulting Agreements | ||
Common stock authorized for issuance | 90,000 | |
Value of stock issued for services | $ 13,200 | |
Common stock issued for services | 45,000 | |
For legal services | ||
Common stock authorized for issuance | 81,011 | |
Two members of Advisory Board and a consultant for advisory services | ||
Common stock authorized for issuance | 476,667 | |
Chief Executive Officer as compensation for services | ||
Common stock authorized for issuance | 92,593 | |
Directors of the Company for services | ||
Value of stock issued for services | $ 187,650 | |
Common stock issued for services | 680,000 | |
HWW license agreement | ||
Common stock returned to the Company | 6,500,000 | |
HWW principals | ||
Common stock returned to the Company | 200,000 |
Warrants and Options Disclosu52
Warrants and Options Disclosure: Schedule of Stock Warrants (Details) - $ / shares | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Details | |||
Number of warrants and options outstanding | 3,390,000 | 3,590,000 | 3,710,834 |
Number of warrants and options granted in period | 1,341,250 | ||
Number of warrants and options cancelled during the period | (200,000) | (1,462,084) | |
Weighted average exercise price (outstanding) | $ 0.550 | $ 0.442 | |
Number of warrants and options exercisable | 2,057,499 | 2,194,167 | |
Weighted average exercise price (exercisable) | $ 0.557 | $ 0.557 |
Subsequent Events (Details)
Subsequent Events (Details) | 3 Months Ended |
Mar. 31, 2016shares | |
Details | |
Common stock issued for cash | 2,722,221 |