Steele Oceanic (SELR) 10-Q 16 Jun 17 2017 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Jan. 31, 2017	Jun. 16, 2017
Details
Registrant Name	STEELE OCEANIC CORPORATION
Registrant CIK	1,404,280
SEC Form	10-Q
Period End date	Jan. 31, 2017
Fiscal Year End	--10-31
Trading Symbol	selr
Tax Identification Number (TIN)	811,294,537
Number of common stock shares outstanding		8,982,355
Filer Category	Smaller Reporting Company
Current with reporting	Yes
Voluntary filer	No
Well-known Seasoned Issuer	No
Amendment Flag	false
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q1
Contained File Information, File Number	000-53474
Entity Incorporation, State Country Name	OKLAHOMA
Entity Address, Address Line One	2658 Del Mar Heights Rd. # 520
Entity Address, City or Town	Del Mar
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92,014
City Area Code	888
Local Phone Number	847-9090

Consolidated Balance Sheet

Consolidated Balance Sheet - USD ($)	Jan. 31, 2017	Oct. 31, 2016
Current assets:
Cash and cash equivalents	$ 0	$ 164,593
Accounts receivable	408,501	420,514
Inventories	128,595	147,060
Prepaid expenses and other current assets	39,590	66,156
Total current assets	576,686	798,323
Goodwill	26,290	26,290
Other assets	3,282	3,282
Total assets	606,258	827,895
Current liabilities:
Accounts payable	306,765	513,987
Related parties payable	106,355	106,355
Loan payable	80,000	80,000
Other current liabilities	176	1,421
Total current liabilities	493,296	701,763
Total liabilities	493,296	701,763
Stockholders' equity:
Common stock (895,000,000 authorized, $0.0001 par value, 51,426 outstanding as of January 31, 2017 and October 31, 2016)	5	5
Additional Paid-In Capital	156,437	156,437
Accumulated deficit	(43,508)	(30,338)
Total stockholders' equity	112,962	126,132
Total liabilities and stockholders' equity	606,258	827,895
Series A Preferred Stock
Stockholders' equity:
Preferred stock (5,000,000 authorized, $0.0001 par value, 285,490 and 284,490 outstanding as of January 31, 2017 and October 31, 2016, respectively)	0	0
Series B Preferred Stock
Stockholders' equity:
Preferred stock (5,000,000 authorized, $0.0001 par value, 285,490 and 284,490 outstanding as of January 31, 2017 and October 31, 2016, respectively)	$ 28	$ 28

Consolidated Balance Sheet - Pa

Consolidated Balance Sheet - Parenthetical - $ / shares	Jan. 31, 2017	Oct. 31, 2016
Preferred Stock, Shares Authorized	5,000,000	5,000,000
Preferred Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Preferred Stock, Shares Outstanding	285,490	284,490
Common Stock, Shares Authorized	895,000,000	895,000,000
Common Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Common Stock, Shares, Outstanding	51,426	51,426
Series A Preferred Stock
Preferred Stock, Shares Authorized	1,000	1,000
Preferred Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Preferred Stock, Shares Outstanding	1,000	0
Series B Preferred Stock
Preferred Stock, Shares Authorized	284,490	284,490
Preferred Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Preferred Stock, Shares Outstanding	284,490	284,490

Consolidated Statement of Opera

Consolidated Statement of Operations	3 Months Ended
	Jan. 31, 2017USD ($)$ / sharesshares
Details
Sales	$ 1,240,941
Cost of goods sold	1,111,870
Gross profit	129,071
Operating expenses:
Selling, general and administrative expenses	139,847
Total operating expenses	139,847
Operating (loss) income	(10,776)
Other (income) expenses, net:
Interest expense, net	2,394
Total other income, net	2,394
Net loss	$ (13,170)
Earnings per share:
Basic & diluted | $ / shares	$ (0.26)
Shares used in earnings per share calculation:
Basic & diluted | shares	51,426

Consolidated Statement of Cash

Consolidated Statement of Cash Flows	3 Months Ended
	Jan. 31, 2017USD ($)
Cash Flows From Operating Activities
Net loss	$ (13,170)
Changes in operating assets and liabilities:
Accounts receivable	12,013
Inventories	18,465
Prepaid expenses and other current assets	26,566
Accounts payable and other current liabilities	(208,467)
Net cash used by operating activities	(164,593)
Net decrease in cash and cash equivalents	(164,593)
Cash and cash equivalents at beginning of year	164,593
Cash and cash equivalents at end of year	0
Supplemental Disclosure of Cash Flow Information
Cash paid for interest	0
Cash paid for income taxes	$ 0

NOTE 1 - INTERIM FINANCIAL INFO

NOTE 1 - INTERIM FINANCIAL INFORMATION	3 Months Ended
	Jan. 31, 2017
Notes
NOTE 1 - INTERIM FINANCIAL INFORMATION	NOTE 1 – INTERIM FINANCIAL INFORMATION Nature of Operations Steele Resources Corporation was originally incorporated in Nevada on February 12, 2007 . Steele Resources (formerly Steele Recording Corporation) was a U.S. exploration and mining company, incorporated in the state of Nevada on February 12, 2007. On June 17, 2010 , the Company entered into and consummated a Plan and Agreement of Reorganization between Steele Resources Corporation and Steele Resources Corporation and certain stockholders of Steele Resources Corporation Pursuant to the Reorganization, Steele Resources Corporation acquired all of the issued and outstanding shares of Steele Resources Corporation, a Nevada Corporation (“SRI”), formed in May 2010. From an accounting perspective, Steele Resources Corporation was the acquirer. On July 18, 2008 , Steele Recording Corporation became a reporting company under Section 12(g) of the Securities Exchange Act of 1934. Steele Resources (formerly “Steele Recording Corporation”) filed its annual and quarterly reports, wherein the last report filed was the annual report for the period March 31, 2014. On July 11, 2016, Steele Resources filed a Form 15-12G and terminated its reporting responsibility. There were no other financial reports filed between March 31, 2014 and July 11, 2016. On July 22, 2016, Steele Resources implemented a domicile change from Nevada to Oklahoma by creating and merging into Steele Seafood Corporation (“Steele Seafood”), an Oklahoma corporation. The domicile change was approved by the Oklahoma Secretary of State. The domicile change was approved by the Board of Directors and the majority shareholders of Steele Resources. Steele Oceanic Corporation (“SOC”, formally referred to as Steele Resources Corporation) was incorporated in Oklahoma on August 26, 2016 . On that same date, Steele Resources/Steele Seafood Corporation prior to the Merger Agreement as discussed in Corporate History below was re-domiciled as an Oklahoma corporation on August 26, 2016, became the holding company of SELR PRE, Inc. on the same date and is engaged in the Procurement and Distribution of Seafood internationally. STEELE SEAFOOD CORP. merged with and into SELR (the "Merger"), and SELR became the surviving corporation (hereinafter sometimes referred to as the "Surviving Corporation"). The Merger became effective upon the date and time of filing an executed copy of this Merger Agreement with the Secretary of State of the State of Oklahoma in accordance with Section 1081(g) of the OCGL (the "Effective Time") At the Effective Time, the separate corporate existence of STEELE SEAFOOD CORP. ceased, and SELR succeeded to all of the assets and property (whether real, personal or mixed), rights, privileges, franchises, immunities and powers of STEELE SEAFOOD CORP., and SELR assumed and became subject to all of the duties, liabilities, obligations and restrictions of every kind and description of STEELE SEAFOOD CORP., including, without limitation, all outstanding indebtedness of STEELE SEAFOOD CORP. The Directors of STEELE SEAFOOD CORP. immediately preceding the Effective Time became the Directors of the Surviving Corporation and STEELE OCEANIC at and after the Effective Time until their successors are duly elected and qualified. The officers of STEELE SEAFOOD CORP. immediately preceding the Effective Time became the officers of the Surviving Corporation and STEELE OCEANIC at and after the Effective Time, to serve at the pleasure of the Board of Directors of STEELE OCEANIC. Conversion of Securities. At the Effective Time, by virtue of the Merger and without any action on the part of the holder thereof: a. each share of STEELE SEAFOOD CORP. Stock issued and outstanding immediately prior to the Effective Time was changed and converted into and was be one fully paid and non-assessable share of STEELE OCEANIC Stock; b. each share of STEELE SEAFOOD CORP. Stock held in the treasury of STEELE SEAFOOD CORP. immediately prior to the Effective Time was cancelled and retired; c. each option, warrant, purchase right, unit debenture or other security of STEELE SEAFOOD CORP. convertible into shares of STEELE SEAFOOD CORP. Stock had become convertible into the same number of STEELE OCEANIC Stock as such security would have received if the security had been converted into shares of STEELE OCEANIC Stock immediately prior to the Effective Time, and STEELE OCEANIC was reserved for purposes of the exercise of such options, warrants, purchase rights, units, debentures or other securities an equal number of shares of STEELE OCEANIC Stock as STEELE SEAFOOD CORP. had reserved; and d. each share of STEELE OCEANIC Stock issued and outstanding in the name of STEELE SEAFOOD CORP. immediately prior to the Effective Time was cancelled and retired and resumed the status of authorized and unissued shares of STEELE OCEANIC Stock. On October 1, 2016, the Company completed a Stock Purchase Agreement to acquire 100% of the equity interests of Global Seafood Incorporated (“GSI”). As consideration for the transaction, the Company provided Global 2.0 284,490 shares of Series B Convertible Preferred Stock. These Series B Preferred Shares are not subject to the reverse stock split discussed otherwise in these footnotes and would convert into 284,490 shares of common stock at the discretion of Global 2.0. The ex-dividend date implementing the reverse stock split Financial Industry Regulatory Authority, Inc. (hereby and through the filing, referred to as “FINRA”) was determined as March 17, 2017 and the Series B Preferred Shares were converted to common shares. On April 17, 2017 , Steele Oceanic Corporation became a reporting company under Section 12(g) of the Securities Exchange Act of 1934. Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (GAAP) for interim financial information and with the instructions of the Securities and Exchange Commissions (SEC) on Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and disclosure required by GAAP for complete financial statements. In the opinion of management, the consolidated financial statements include all adjustments necessary, which are of a normal and recurring nature, for the fair presentation of the Company’s financial position and of the results of operations and cash flows for the period presented. The accompanying unaudited consolidated financial statements include the accounts of the Company and its wholly owned subsidiary. Operating results for the three months ended January 31, 2017 are not necessarily indicative of the results that can be expected for the year ending October 31. The unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10 for the year ended October 31, 2016 filed with the Securities and Exchange Commission. Use of Estimates and Assumptions The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect (i) the reported amounts of assets and liabilities, (ii) the disclosure of contingent assets and liabilities known to exist as of the date the financial statements are published, and (iii) the reported amount of net sales and expenses recognized during the periods presented. Adjustments made with respect to the use of estimates often relate to improved information not previously available. Uncertainties with respect to such estimates and assumptions are inherent in the preparation of financial statements; accordingly, actual results could differ from these estimates. Management evaluates these estimates and assumptions on a regular basis. Actual results could differ from those estimates. Recent Accounting Pronouncements The Company’s management does not believe that any recently issued effective pronouncements, or pronouncements issued but not yet effective, if adopted, would have a material effect on the accompanying financial statements.

NOTE 2 - GOING CONCERN

NOTE 2 - GOING CONCERN	3 Months Ended
	Jan. 31, 2017
Notes
NOTE 2 - GOING CONCERN	NOTE 2 – GOING CONCERN The accompanying unaudited consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. As our business has grown, we have transitioned from purchasing readily available local inventory to ordering Full Container Loads, (FCLs), which require a 25-30% down payment. The turnaround time from placing our order; transportation by boat; clearing USDA/customs and land transportation is approximately 70 days vs. 35 days for local trades, the result of which has been a depletion our working capital from time to time. As we continue to execute our business plan and grow, there will be a need to increase available working capital. We have been successful in raising cash through debt and equity offerings in the past and have financing efforts in place to continue to raise cash through debt and equity offerings. We cannot assure you that our plans to address these matters in the future will be successful. Our operating entity, GSI, was profitable during the three months ended January 31, 2017 while the parent company, SOC, which does not generate revenues, incurred losses during the same period related to the costs incurred being a reporting public company. We anticipate running a small monthly deficit each month and will need additional working capital to fund growth plans and normal operations in future periods. In the event that we are unable to obtain financing on acceptable terms, or at all, we could be required to decrease and/or cease our operations or otherwise modify our business strategy, which could materially harm our future business prospects and as a result there is substantial doubt regarding our ability to continue as a going concern. These financial statements do not include any adjustments that might result from this uncertainty.

NOTE 3 - RELATED PARTY PARABLE

NOTE 3 - RELATED PARTY PARABLE	3 Months Ended
	Jan. 31, 2017
Notes
NOTE 3 - RELATED PARTY PARABLE	NOTE 3 – RELATED PARTY PARABLE The Company had entered into transactions with the certain related parties, Global 2.0 and Global Seafood Holdings, which have similar shareholders. As of January 31, 2017, the Company maintained payables in the amount of $ 72,355 and $ 34,000 to Global 2.0 and Global Seafood Holdings, respectively. The advances are payable on demand and carry no interest. Scott Landow was the Chief Executive Officer of Global 2.0 and Global Seafood Holdings but both entities were controlled by third party shareholders of each respective company. The outstanding payables were settled subsequent to January 31, 2017 with Company’s common stock. See Note 6. The Chairman of the Company, Scott Landow provides office space located in San Diego, California to the Company without cost. This office space is used as the Corporate Headquarters of the Company.

NOTE 4 - NOTES PAYABLE

NOTE 4 - NOTES PAYABLE	3 Months Ended
	Jan. 31, 2017
Notes
NOTE 4 - NOTES PAYABLE	NOTE 4 – NOTES PAYABLE On October 14, 2016, the Company entered into a 90 Day unsecured Debenture for $80,000 with an interest rate of 12% due on January 13, 2017 with an unrelated party. On January 12, 2017, the Debenture maturity date was extended to April 14, 2017 and on April 12, 2017 the maturity date was extended again to July 14, 2017 both for no additional consideration. Interest is payable on the 14th of each month. The Company promises to issue 2,400 shares of its common stock to the note holder on the maturity date. All overdue accrued and unpaid interest to be paid will incur a late fee at a rate of 18% per annum.

NOTE 5 - SHAREHOLDERS' EQUITY

NOTE 5 - SHAREHOLDERS' EQUITY	3 Months Ended
	Jan. 31, 2017
Notes
NOTE 5 - SHAREHOLDERS' EQUITY	NOTE 5 – SHAREHOLDERS’ EQUITY Issuance of Series A Preferred Stock As of December 19, 2016, Small World Traders, LLC received 1,000 shares of Series A Preferred Stock as consideration for the previous debt that was due from Steele Seafood Corporation, that was settled upon the merger occurred in August 2016. Following the reverse stock split, the holder received 2,137,573 shares of common stock and the series A Preferred stock was retired (see Note 6). Assignment and Assumption Agreement On November 1, 2016, the Company entered into an Assignment and Assumption Agreement (the “Agreement”) with two related parties, Global 2.0 Corporation and Global Seafood Holdings Corporation. The Company agreed to settle its related party payable totaling $106,355 by issuing 106,355 shares of the Company’s common stock, which were issued on June 3, 2017 (see Note 6). The Company maintained its liability in the Related Parties Payable account as of January 31, 2017.

NOTE 6 - SUBSEQUENT EVENTS

NOTE 6 - SUBSEQUENT EVENTS	3 Months Ended
	Jan. 31, 2017
Notes
NOTE 6 - SUBSEQUENT EVENTS	NOTE 6 - SUBSEQUENT EVENTS On July 22, 2016, Steele Oceanic implemented a four thousand to one, ( 4,000 :1), reverse stock split of its issued and outstanding common shares. The ex-dividend date implementing the reverse stock split Financial Industry Regulatory Authority, Inc. (hereby and through the filing, referred to as “FINRA”) was determined as March 17, 2017. On March 22, 2017, subsequent to the reverse stock split enactment, Small World Traders LLC cancelled its Series A Preferred Stock and received 2,137,573 shares of common stock and 543,420 shares of Series B Preferred Stock when filed and issuable. . Additionally, Global 2.0 converted 284,490 shares of Series B Preferred Stock into 284,490 shares of common stock and 208,626 of Series B Preferred when filed and issuable and two debt holders converted their debt in the amount of $260,000 plus unpaid interest into 526,511 shares of common stock and 371,264 shares of Series B Preferred Stock when filed and issuable, and cancelled the debt obligation. On May 23, 2017, the Company issued an aggregate of 1,052,046 shares of Series B Preferred Stock as consideration with a remaining 71,264 shares of Series B Preferred Stock to be issued. On March 29, 2017, the Company filed a new designation of rights and preferences for Series A Preferred Stock. The Series A Preferred Stock which has no conversion rights but has the right to vote on all matters presented to be voted by the holders of Common Stock at a ratio of 10,000 for each common share voted. 100,000 shares of Series A Preferred Stock were reserved but none have been issued. On March 29, 2017, the Company filed a new designation of rights and preferences for Series B Preferred Stock. The Series B Preferred Stock has voting rights of one vote preferred share on all matters presented to be voted by the holders of Common Stock and conversion rights of ten shares of common stock for each share of Series B Preferred Stock. 3,000,000 shares of Series B Preferred Stock were reserved and 1,052,046 shares have been issued.. On May 23, 2017, the Company issued an aggregate of 266,000 shares of common stock to two third parties in return for services, which were vested immediately. In addition, an aggregate of 250,000 shares of common stock were issued to consultants for services, such shares to vest in increments commencing in 2018 and fully vested in January 2019. On May 23, 2017, the Company granted restricted stock awards to four officers under the 2017 Omnibus Equity Compensation Plan, in an aggregate total of 5,360,000 shares of common stock, 360,000 vesting in increments and fully vested in January 2019 and 5,000,000 vesting in increments and fully vested in January 2020, pursuant to the Steele Oceanic Corporation 2017 Omnibus Equity Compensation Plan. The Company will increase the number of shares reserved in the 2017 Omnibus Equity Compensation Plan to accommodate the vested shares prior to vesting. On June 3, 2017, the Company, pursuant to an Assignment and Assumption Agreement, issued an aggregation of 106,355 shares of common stock to two related parties, Global 2.0 Corporation a Delaware corporation (“2.0”) and Global Seafood Holdings Corporation, a Delaware corporation to settle its payable to them in total of $106,355.

NOTE 1 - INTERIM FINANCIAL IN12

NOTE 1 - INTERIM FINANCIAL INFORMATION (Policies)	3 Months Ended
	Jan. 31, 2017
Policies
Basis of Presentation	Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (GAAP) for interim financial information and with the instructions of the Securities and Exchange Commissions (SEC) on Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and disclosure required by GAAP for complete financial statements. In the opinion of management, the consolidated financial statements include all adjustments necessary, which are of a normal and recurring nature, for the fair presentation of the Company’s financial position and of the results of operations and cash flows for the period presented. The accompanying unaudited consolidated financial statements include the accounts of the Company and its wholly owned subsidiary. Operating results for the three months ended January 31, 2017 are not necessarily indicative of the results that can be expected for the year ending October 31. The unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10 for the year ended October 31, 2016 filed with the Securities and Exchange Commission.
Use of Estimates and Assumptions	Use of Estimates and Assumptions The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect (i) the reported amounts of assets and liabilities, (ii) the disclosure of contingent assets and liabilities known to exist as of the date the financial statements are published, and (iii) the reported amount of net sales and expenses recognized during the periods presented. Adjustments made with respect to the use of estimates often relate to improved information not previously available. Uncertainties with respect to such estimates and assumptions are inherent in the preparation of financial statements; accordingly, actual results could differ from these estimates. Management evaluates these estimates and assumptions on a regular basis. Actual results could differ from those estimates.
Recent Accounting Pronouncements	Recent Accounting Pronouncements The Company’s management does not believe that any recently issued effective pronouncements, or pronouncements issued but not yet effective, if adopted, would have a material effect on the accompanying financial statements.

NOTE 1 - INTERIM FINANCIAL IN13

NOTE 1 - INTERIM FINANCIAL INFORMATION (Details) - shares	Oct. 01, 2016	Jan. 31, 2017
Entity Incorporation, State Country Name		OKLAHOMA
Preferred Stock | Series B Preferred Stock
Stock Issued During Period, Shares, New Issues	284,490
Steele Resources Corporation
Entity Incorporation, Date of Incorporation		Feb. 12, 2007
Plan of Reorganization, Date Plan is Effective		Jun. 17, 2010
Steele Recording Corporation
Date company became a reporting company		Jul. 18, 2008
Steele Oceanic Corporation
Plan of Reorganization, Date Plan is Effective		Aug. 26, 2016
Date company became a reporting company		Apr. 17, 2017
Entity Incorporation, State Country Name		Oklahoma
Global Seafood Incorporated
Equity Method Investment, Ownership Percentage		100.00%

NOTE 2 - GOING CONCERN (Details

NOTE 2 - GOING CONCERN (Details)	3 Months Ended
	Jan. 31, 2017
Details
Down payment rate	25.00%
Turnaround time	70 days vs. 35 days

NOTE 3 - RELATED PARTY PARABLE

NOTE 3 - RELATED PARTY PARABLE (Details) - USD ($)	Jan. 31, 2017	Oct. 31, 2016
Related parties payable	$ 106,355	$ 106,355
Global 2
Related parties payable	72,355
Global Seafood Holdings
Related parties payable	$ 34,000

NOTE 4 - NOTES PAYABLE (Details

NOTE 4 - NOTES PAYABLE (Details) - An unrelated party	Oct. 14, 2016USD ($)
Debt Instrument, Face Amount	$ 80,000
Debt Instrument, Interest Rate, Stated Percentage	12.00%
Debt Instrument, Maturity Date	Jan. 13, 2017
Debt Instrument, Maturity Date Range, End	Jul. 14, 2017
Debt Instrument, Payment Terms	Interest is payable on the 14th of each month. The Company promises to issue 2,400 shares of its common stock to the note holder on the maturity date. All overdue accrued and unpaid interest to be paid will incur a late fee at a rate of 18% per annum.

NOTE 5 - SHAREHOLDERS' EQUITY (

NOTE 5 - SHAREHOLDERS' EQUITY (Details) - USD ($)	Jun. 03, 2017	Mar. 22, 2017	Dec. 19, 2016	Nov. 01, 2016
Common Stock | Assignment and Assumption Agreement
Debt Conversion, Converted Instrument, Amount				$ 106,355
Common Stock | Subsequent Event | Assignment and Assumption Agreement
Debt Conversion, Converted Instrument, Shares Issued	106,355
Small World Traders, LLC | Preferred Stock | Series A Preferred Stock
Debt Conversion, Converted Instrument, Shares Issued			1,000
Small World Traders, LLC | Common Stock | Subsequent Event
Stock Issued During Period, Shares, New Issues		2,137,573

NOTE 6 - SUBSEQUENT EVENTS (Det

NOTE 6 - SUBSEQUENT EVENTS (Details)	Jun. 03, 2017USD ($)shares	May 23, 2017shares	Mar. 29, 2017shares	Mar. 22, 2017USD ($)shares	Dec. 19, 2016shares	Nov. 01, 2016USD ($)	Oct. 01, 2016shares	Jan. 31, 2017shares	Oct. 31, 2016shares
Preferred Stock, Shares Authorized								5,000,000	5,000,000
Series B Preferred Stock
Preferred Stock, Shares Authorized								284,490	284,490
Series A Preferred Stock
Preferred Stock, Shares Authorized								1,000	1,000
Common Stock | Assignment and Assumption Agreement
Debt Conversion, Converted Instrument, Amount | $						$ 106,355
Preferred Stock | Series B Preferred Stock
Stock Issued During Period, Shares, New Issues							284,490
Small World Traders, LLC | Preferred Stock | Series A Preferred Stock
Debt Conversion, Converted Instrument, Shares Issued					1,000
Subsequent Event
Reverse stock split ratio								4,000
Subsequent Event | Two debt holders
Debt Conversion, Converted Instrument, Amount | $				$ 260,000
Debt Conversion, Converted Instrument, Shares Issued				526,511
Subsequent Event | Common Stock | 2017 Omnibus Equity Compensation Plan
Stock Issued During Period, Shares, Share-based Compensation, Gross		5,360,000
Subsequent Event | Common Stock | 2017 Omnibus Equity Compensation Plan | Share-based Compensation Award, Tranche One
Shares vesting in increments		360,000
Subsequent Event | Common Stock | 2017 Omnibus Equity Compensation Plan | Share-based Compensation Award, Tranche Two
Shares vesting in increments		5,000,000
Subsequent Event | Common Stock | Two third parties
Stock Issued During Period, Shares, Issued for Services		266,000
Subsequent Event | Common Stock | Consultants
Stock Issued During Period, Shares, Issued for Services		250,000
Subsequent Event | Common Stock | Assignment and Assumption Agreement
Debt Conversion, Converted Instrument, Shares Issued	106,355
Debt Conversion, Original Debt, Amount | $	$ 106,355
Subsequent Event | Preferred Stock | Series B Preferred Stock
Stock Issued During Period, Shares, New Issues		1,052,046
Preferred Stock to be issued		71,264
Preferred Stock, Conversion Basis			has voting rights of one vote preferred share on all matters presented to be voted by the holders of Common Stock and conversion rights of ten shares of common stock for each share of Series B Preferred Stock.
Preferred Stock, Shares Authorized			3,000,000
Preferred Stock, Shares Issued			1,052,046
Subsequent Event | Preferred Stock | Series B Preferred Stock | Two debt holders
Conversion of Stock, Shares Converted				208,626
Debt Conversion, Converted Instrument, Shares Issued				371,264
Subsequent Event | Preferred Stock | Series A Preferred Stock
Preferred Stock, Conversion Basis			which has no conversion rights but has the right to vote on all matters presented to be voted by the holders of Common Stock at a ratio of 10,000 for each common share voted. 100,000 shares of Series A Preferred Stock were reserved but none have been issued.
Subsequent Event | Small World Traders, LLC | Common Stock
Stock Issued During Period, Shares, New Issues				2,137,573
Subsequent Event | Small World Traders, LLC | Preferred Stock | Series B Preferred Stock
Stock Issued During Period, Shares, New Issues				543,420
Subsequent Event | Global 2.0 | Common Stock
Conversion of Stock, Shares Issued				284,490
Subsequent Event | Global 2.0 | Preferred Stock | Series B Preferred Stock
Conversion of Stock, Shares Converted				284,490