Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2012 | Jan. 17, 2014 | Jun. 29, 2012 | |
Document and Entity Information: | ' | ' | ' |
Entity Registrant Name | 'MULTI-CORP INTERNATIONAL INC. | ' | ' |
Document Type | '10-K | ' | ' |
Document Period End Date | 31-Dec-12 | ' | ' |
Amendment Flag | 'true | ' | ' |
Amendment Description | 'Amendment No.1 | ' | ' |
Entity Central Index Key | '0001405260 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 87,193,765 | ' |
Entity Public Float | ' | ' | $292,131 |
Entity Filer Category | 'Smaller Reporting Company | ' | ' |
Entity Current Reporting Status | 'No | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Document Fiscal Year Focus | '2012 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2012 | Dec. 31, 2011 |
Current assets: | ' | ' |
Cash | $0 | $0 |
Total Current Assets | 0 | 0 |
Oil and gas properties, full cost method of accounting | 12,559,942 | 0 |
Less: accumulated depletion, depreciation, and amortization | 0 | 0 |
Total proved properties, net | 12,559,942 | 0 |
Total other assets, net | 0 | 0 |
Total Assets | 12,559,942 | 0 |
Current | ' | ' |
Accounts payable and accrued liabilities | 195,741 | 238,977 |
Short term notes payable | 152,753 | 54,412 |
Advances from stockholders | 143,046 | 218,017 |
Liabilities of discontinued operations | 0 | 32,446 |
Total Current Liabilities | 491,540 | 543,852 |
Asset retirement obligation | 1,179,242 | 0 |
Total liabilities | 1,670,782 | 543,852 |
STOCKHOLDERS' EQUITY (DEFICIT) | ' | ' |
Preferred stock, $0.0001 par value, non-voting, 20,000,000 authorized, none issued and outstanding | 0 | 0 |
Common stock, $0.0001 par value, voting, 500,000,000 authorized, 87,164,765 and 149,498 issued and outstanding as at December 31, 2012 and December 31, 2011 respectively | 8,716 | 15 |
Additional Paid-in Capital | 33,569,332 | -313,032 |
Retained earnings (accumulated deficit) during the development stage | -22,688,888 | -230,835 |
Total Stockholders' Equity (Deficit) | 10,889,160 | -543,852 |
Total Liabilities and Stockholders' (Equity) Deficit | $12,559,942 | $0 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets Parentheticals (USD $) | Dec. 31, 2012 | Dec. 31, 2011 |
Parentheticals | ' | ' |
Preferred Stock, par value | $0.00 | $0.00 |
Preferred Stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred Stock, shares issued | 0 | 0 |
Common Stock, par value | $0.00 | $0.00 |
Common Stock, shares authorized | 500,000,000 | 500,000,000 |
Common Stock, shares issued | 87,164,765 | 87,164,765 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | 27 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2012 | |
Revenues: | ' | ' | ' |
Revenues | $0 | $0 | $0 |
Operating Expenses | ' | ' | ' |
Professional fees | 33,069 | 192,267 | 225,336 |
Amortization of intangible assets | 23,333 | 0 | 23,333 |
Accretion of discount on asset retirement obligations | 3,607 | 0 | 3,607 |
Impairment of intangible assets | 69,067 | 0 | 69,067 |
Impairment of oil and gas assets | 7,815,693 | 0 | 7,815,693 |
General and administrative expenses | 270,413 | 0 | 289,909 |
(Loss) from continuing operations | -8,215,182 | -211,743 | -8,426,945 |
Other Income (expense) | ' | ' | ' |
Loss on debt extinguishment | -14,248,846 | 0 | -14,248,846 |
Interest expense | -26,471 | -1,287 | -27,758 |
Other income (expenses) | -14,275,317 | -1,287 | -14,276,604 |
Income (Loss) before discontinued operations | -22,490,499 | -213,030 | -22,703,549 |
Gain (loss) from discontinued operations | 32,446 | -8,000 | 14,661 |
Net (Loss) | ($22,458,053) | ($221,030) | ($22,688,888) |
Basic and diluted Net (loss) per share from continuing operations | ($0.97) | ($1.49) | ' |
Basic and diluted Net income per share from discontinued operation | $0 | ($0.06) | ' |
Basic and diluted Net (loss) per share | ($0.97) | ($1.55) | ' |
Weighted average number of shares outstanding | 23,033,958 | 142,978 | ' |
Consolidated_Statements_of_Cha
Consolidated Statements of Changes in Stockholders' Equity (Deficit) (USD $) | Common Stock Shares issued | Common Stock Par Value | Additional Paid-in Capital | Accumulated Deficit | Total Stockholder's Equity (Deficit) |
USD ($) | USD ($) | USD ($) | |||
Balance at Sep. 21, 2010 | 70,000 | 7 | -7 | ' | ' |
Reverse acquisition | 9,498 | 1 | -1,013,018 | ' | -1,013,017 |
Net (loss) | ' | ' | ' | ($9,805) | ($9,805) |
Balance at Dec. 31, 2010 | 79,498 | 8 | -1,013,025 | -9,805 | -1,022,822 |
Shares issued to settle debt | 70,000 | 7 | 699,993 | ' | 700,000 |
Net (loss) | ' | ' | ' | -221,030 | -221,030 |
Balance at Dec. 31, 2011 | 149,498 | 15 | -313,032 | -230,835 | -543,852 |
Shares issued to settle accounts payable | 3,000 | ' | 21,600 | ' | 21,600 |
Shares issued to purchase intellectual property | 14,000 | 1 | 92,399 | ' | 92,400 |
Shares issued for stock-based compensation | 25,000 | 3 | 249,997 | ' | 250,000 |
Shares issued to settle advances from stockholders | 74,970,997 | 7,497 | 14,297,720 | ' | 14,305,217 |
Shares issued to purchase oil and gas property and equipment | 12,000,000 | 1,200 | 19,198,800 | ' | 19,200,000 |
Imputed interest | ' | ' | 21,848 | ' | 21,848 |
Rounding due to reverse stock split | 2,270 | ' | ' | ' | ' |
Net (loss) | ' | ' | ' | ($22,458,053) | ($22,458,053) |
Balance at Dec. 31, 2012 | 87,164,765 | 8,716 | 33,569,332 | -22,688,888 | 10,889,160 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | 27 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2012 | |
Cash Flows from Operating Activities | ' | ' | ' |
Net (loss) | ($22,458,053) | ($221,030) | ($22,688,888) |
Adjustment to reconcile net loss to cash used by operations: | ' | ' | ' |
Stock-based compensation | 250,000 | 0 | 250,000 |
Amortization of intangible asset | 23,333 | 0 | 23,333 |
Accretion on asset retirement obligations | 3,607 | 0 | 3,607 |
Imputed interest contributed to additional paid in capital | 21,848 | 0 | 21,848 |
Loss on conversion of debt to shares | 14,248,846 | 0 | 14,248,846 |
Impairment of intangible asset | 69,067 | 0 | 69,067 |
Impairment of oil and gas asset | 7,815,693 | 0 | 7,815,693 |
Gain on divestment of AquaSil Inc. | -32,446 | 0 | -32,446 |
Change in operating assets and liabilities: | ' | ' | ' |
Accounts payable and accrued liabilities | 19,765 | 137,817 | 157,582 |
Net cash used in continuing operating | -38,340 | -83,213 | -131,358 |
Net cash used in discontinued operating | 0 | 0 | 0 |
Net cash used in operating activities | -38,340 | -83,213 | -131,358 |
Cash flows from Financing Activities | ' | ' | ' |
Acquisition of AquaSil Inc. | 0 | 0 | 1,000 |
Proceeds from short term notes payable | 38,340 | 54,412 | 92,752 |
Advances from stockholders. | 0 | 5,160 | 5,160 |
Net cash used in continuing operating. | 38,340 | 59,572 | 98,912 |
Net cash used in discontinued operating. | 0 | 22,776 | 32,446 |
Net cash provided by financing activities | 38,340 | 82,348 | 131,358 |
(Decrease) Increase in cash during the period | 0 | -865 | 0 |
Cash, beginning of period | 0 | 865 | 0 |
Cash, end of period | 0 | 0 | 0 |
Supplemental disclosure of cash flow information: | ' | ' | ' |
Interest | 0 | 0 | 0 |
Income taxes | 0 | 0 | 0 |
Non-cash transactions: | ' | ' | ' |
Common stock issued for settlement of advances from stockholders | 74,971 | 700,000 | 774,971 |
Common stock issued for settlement of accounts payable | 3,000 | 0 | 3,000 |
Common stock issued to acquisition of intellectual property | 92,400 | 0 | 92,400 |
Common stock issued for acquisition of oil and gas asset | 19,200,000 | 0 | 19,200,000 |
Asset retirement obligation acquired with acquisition of oil and gas asset | 1,175,635 | 0 | 1,175,635 |
Total Non-cash transactions | $20,546,006 | $700,000 | $21,246,006 |
ORGANIZATION_NATURE_OF_OPERATI
ORGANIZATION, NATURE OF OPERATIONS AND BASIS OF PRESENTATION | 12 Months Ended |
Dec. 31, 2012 | |
ORGANIZATION, NATURE OF OPERATIONS AND BASIS OF PRESENTATION | ' |
ORGANIZATION, NATURE OF OPERATIONS AND BASIS OF PRESENTATION | ' |
Note 1 — ORGANIZATION, NATURE OF OPERATIONS AND BASIS OF PRESENTATION | |
Organization and Nature of Operations | |
Gray Creek Mining, Inc. was incorporated on December 10, 2006 under the laws of the State of Nevada. A Certificate of Amendment was filed with the Nevada Secretary of State, on November 7, 2008, changing the Company’s name to BWI Holdings, Inc. A Certificate of Amendment was filed with the Nevada Secretary of State, on January 27, 2011, changing the Company’s name to Aquasil International Inc. On May 22, 2012, the Board of Directors of the Company authorized a name change to Multi-Corp International Inc. (the “Company”). | |
On December 30, 2010, the Company entered into a stock exchange agreement (the “Stock Exchange Agreement”) with AquaSil, Inc., a New York corporation (“AquaSil”) and the sole stockholder of AquaSil. In accordance with the Stock Exchange Agreement, the Company acquired 100% of the total issued and outstanding shares of common stock of AquaSil in exchange for the issuance of an aggregate 70,000 shares of the Company’s common stock to the sole stockholder of AquaSil. As a result of this transaction, AquaSil became a wholly-owned subsidiary of the Company. | |
The Company’s wholly owned subsidiary, AquaSil, was incorporated in the State of New York on September 21, 2010 to engage in the business of selling various water and soft drink products. The operations were consolidated until the entity was disposed on March 31, 2012. | |
On May 22, 2012, the Board of Directors authorized the Company to implement a reverse stock split of the Company’s outstanding shares of Common Stock at a ratio of 1000:1 and to file all required documents to the requisite regulatory authorities to implement the reverse split. Adjusted equity statement consisted with this. | |
On December 17, 2012, we entered into two agreements (the “Agreements”) with Quad Energy Corp., a Nevada Corporation (“Quad”) whereby we will acquire a 100% Working Interest and Revenue Interests ranging from 61.96% to 70.5% in the 2,800 acre Cave Pool Property in Eddy County, New Mexico which have an estimated 51 identified drilling and recompletion locations, of which 14 were proved undeveloped. and all of the production equipment on the Property including all of the pump jacks, storage tanks, and batteries. | |
Basis of Presentation | |
The Company is in the development stage and has no revenues. A development stage company is one in which all efforts are devoted substantially to establishing a new business and even if planned principal operations have commenced, revenues are insignificant. | |
These consolidated financial statements include the accounts of Multi-Corp International Inc. and up to March 31, 2012 includes the accounts of AquaSil. The operations were consolidated until the entity was disposed on March 31, 2012. |
GOING_CONCERN
GOING CONCERN | 12 Months Ended |
Dec. 31, 2012 | |
GOING CONCERN | ' |
GOING CONCERN | ' |
Note 2 — GOING CONCERN | |
The accompanying financial statements have been prepared assuming the Company will continue as a going concern. The Company is a development stage company and is dependent on raising capital to commence principal operations. These circumstances raise substantial doubt about the Company’s ability to continue as a going concern. | |
Management believes the Company’s ability to continue as a going concern is dependent on its ability to raise capital. At present, the Company has no commitments for any additional financing. Management is currently seeking financing through a possible offering of common stock, which will be used to finance operations. Until such financing is obtained, it is the intent of stockholders to provide funds for professional fees related to maintaining the Company’s public reporting status. | |
The financial statements do not include any adjustments that might result from the outcome of this uncertainty. |
SUMMARY_OF_SIGNIFICANT_ACCOUNT
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended | ||||||||||||
Dec. 31, 2012 | |||||||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' | ||||||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' | ||||||||||||
Note 3 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||||||||||||
The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Because a precise determination of many assets and liabilities is dependent upon future events, the preparation of financial statements for a period necessarily involves the use of estimates, which have been made using careful judgment. Actual results may vary from these estimates. | |||||||||||||
The financial statements have, in management’s opinion, been properly prepared within reasonable limits of materiality and within the framework of the significant accounting policies summarized below: | |||||||||||||
Reclassifications | |||||||||||||
Certain prior period amounts have been reclassified to conform to the current period presentation. There was no material effect to the consolidated financial statements as a result of these reclassifications | |||||||||||||
Cash and Cash Equivalents | |||||||||||||
Cash and cash equivalents consist of commercial accounts and interest-bearing bank deposits and are carried at cost, which approximates current value. Items are considered to be cash equivalents if the original maturity is three months or less. | |||||||||||||
Equipment and Facilities | |||||||||||||
Equipment and facilities are recorded at cost. Depreciation is recorded using the straight-line method over the estimated useful lives of the related assets, ranging from one to twenty-five years. | |||||||||||||
Intangible Assets | |||||||||||||
Acquired intangible assets are recognized at cost and are classified as assets with finite useful lives. The Company amortizes the intangible assets with five years using the straight-line method over the estimated economic lives of the assets. Intangible assets are evaluated for impairment to determine if current circumstances and market conditions indicate the carrying amount may not be recoverable. The Company has recognized impairment losses of $69,067 on the intangible assets during the year ended December 31, 2012. | |||||||||||||
Asset Retirement Obligations | |||||||||||||
The Company records the fair value of a liability for an asset retirement obligation in the period in which the well is spud or the asset is acquired and a corresponding increase in the carrying amount of the related long-lived asset. The liability is accreted to its present value each period, and the capitalized cost is depreciated over the useful life of the related asset. If the liability is settled for an amount other than the recorded amount, a gain or loss is recognized. | |||||||||||||
Full Cost Method | |||||||||||||
The Company follows the full cost method of accounting for oil and gas operations whereby all costs related to the exploration and development of oil and gas properties are initially capitalized into a single cost center by country ("full cost pool"). At December 31, 2012, the Company had one cost center – United States. | |||||||||||||
All capitalized costs of oil and gas properties, including the estimated future costs to develop proved reserves, are amortized on the unit-of-production method using estimates of proved reserves once proved reserves are determined to exist. At December 31, 2012, there was no amortization of these costs due to there being no production. | |||||||||||||
Unproved property costs are excluded from the amortization base until determination of the existence of proved reserves on the respective property or until the requirement for impairment. Unproved properties are reviewed at the end of each quarter to determine whether portions of the costs should be reclassified to the full cost pool and thereby subject to amortization. Sales of oil and natural gas properties are accounted for as adjustments to the net full cost pool with no gain or loss recognized, unless the adjustment would significantly alter the relationship between capitalized costs and proved reserves. | |||||||||||||
Capitalized costs are summarized as follows for the years ended December 31, 2012 and 2011, respectively: | |||||||||||||
Years Ended December 31, | |||||||||||||
2012 | 2011 | ||||||||||||
Shares issued to acquire the oil and gas properties | $ | 19,200,000 | $ | - | |||||||||
Asset retirement cost | $ | 1,175,635 | $ | - | |||||||||
Capitalized costs of oil and gas properties (net of related deferred income taxes) may not exceed an amount equal to the present value, discounted at 10% per annum, of the estimated future net cash flows from proved oil and gas reserves plus the cost of unproved properties (adjusted for related income tax effects). Should capitalized costs exceed this ceiling, impairment is recognized. The present value of estimated future net cash flows is computed by applying the arithmetic average first day price of oil and natural gas for the preceding twelve months to estimated future production of proved oil and gas reserves as of the end of the period, less estimated future expenditures to be incurred in developing and producing the proved reserves and assuming continuation of existing economic conditions. Such present value of proved reserves' future net cash flows excludes future cash outflows associated with settling asset retirement obligations. Should this comparison indicate an excess carrying value, the excess is charged to earnings as an impairment expense. We recognized $7,815,693 and $0 of impairment costs during the years ended December 31, 2012 and 2011, respectively. | |||||||||||||
Impairment | |||||||||||||
FASB ASC 360-10-35-21 requires that assets to be held and used be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Oil and gas properties accounted for using the full cost method of accounting (which the Company uses) are excluded from this requirement but continue to be subject to the full cost method's impairment rules. | |||||||||||||
Revenue recognition | |||||||||||||
The Company recognizes oil and natural gas revenues from our interests in producing wells when production is delivered to, and title has transferred to, the purchaser and to the extent the selling price is reasonably determinable. Gas-balancing arrangements are accounted for using the sales method. | |||||||||||||
Fair Value of Financial Instruments | |||||||||||||
The Company measures its financial assets and liabilities in accordance with the requirements of ASC 820, Fair Value Measurements and Disclosures. ASC 820 clarifies the definition of fair value, prescribes methods for measuring fair value, and establishes a fair value hierarchy to classify the inputs used in measuring fair value as follows: | |||||||||||||
Level 1- Inputs are unadjusted quoted prices in active markets for identical assets or liabilities available at the measurement date. | |||||||||||||
Level 2- Inputs are unadjusted quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data. | |||||||||||||
Level 3- Inputs are unobservable inputs which reflect the reporting entity’s own assumptions on what assumptions the market participants would use in pricing the asset or liability based on the best available information, | |||||||||||||
The following schedule summarizes the valuation of financial instruments at fair value on a recurring basis in the balance sheets as of December 31, 2012 and 2011: | |||||||||||||
Fair Value Measurements at December 31, 2012 | |||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||
Assets: | |||||||||||||
None | $ | - | $ | - | $ | - | |||||||
Liabilities: | |||||||||||||
Short term notes payable | - | 152,753 | - | ||||||||||
Advances from stockholders | - | 1,430,469 | - | ||||||||||
Total Liabilities | $ | - | $ | 1,583,222 | $ | - | |||||||
Fair Value Measurements at December 31, 2011 | |||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||
Assets: | |||||||||||||
None | $ | - | $ | - | $ | - | |||||||
Liabilities: | |||||||||||||
Short term notes payable | - | 54,412 | - | ||||||||||
Advances from stockholders | - | 218,017 | - | ||||||||||
Total Liabilities | $ | - | $ | 272,429 | $ | - | |||||||
The following schedule summarizes the valuation of assets and liabilities that were re-measured to fair value on a non-recurring basis in the balance sheet as of December 31, 2012. No assets or liabilities were re-measured to fair value on the December 31, 2011 balance sheet. | |||||||||||||
Fair Value Measurements at December 31, 2012 | |||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||
Assets: | |||||||||||||
Oil and gas properties | $ | - | $ | - | $ | 12,559,942 | |||||||
Total Assets | $ | - | $ | - | 12,559,942 | ||||||||
Liabilities: | |||||||||||||
None | $ | - | $ | - | - | ||||||||
The Company valued the Oil and gas properties at their fair value with the full cost ceiling test impairment recorded at December 31, 2012. This value is consistent with the PV10 value assessed by the reserve engineer with an adjustment to add back the present value impact associated with the future plug and abandonment costs consistent with the related GAAP guidance. The inputs that were used in determining fair value of these assets were Level 3 inputs. These inputs consist of but are not limited to the following: estimates of reserve quantities, estimates of future production costs and taxes, estimates of consistent pricing of commodities, 10% discount rate, etc. | |||||||||||||
Stock-Based Compensation | |||||||||||||
The Company follows the guidance included in ASC 718 Compensation-Stock Compensation (“ASC 718”) using the modified prospective transition method. The Company recognizes compensation expense in the financial statements for share-based awards based on the grant date fair value of those awards. | |||||||||||||
Income Taxes | |||||||||||||
The Company accounts for income taxes pursuant to ASC 740, Income Taxes . Deferred tax assets and liabilities are recorded for differences between the financial statements and tax basis of the assets and liabilities that will result in taxable or deductible amounts in the future based on enacted tax laws and rates. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. Income tax expense is recorded for the amount of income tax payable or refundable for the period increased or decreased by the change in deferred tax assets and liabilities during the period. | |||||||||||||
Use of Estimates | |||||||||||||
The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. These estimates are reviewed periodically, and, as adjustments become necessary, they are reported in earnings in the period in which they become known. The estimates on depreciation were based on the estimated useful lives of the Company's assets. Any estimates during the period have had an immaterial effect on earnings. | |||||||||||||
Earnings or Loss Per Share | |||||||||||||
The Company accounts for earnings per share pursuant ASC 260, Earnings per Share, which require disclosure on the financial statements of “basic” and “diluted” earnings (loss) per share. Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding for the year. Diluted earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding. During the years ended December 31, 2012 and 2011 the Company had no common stock equivalents outstanding. Due to this, as well as the net losses reported for these years, the basic loss per share was the same as the diluted loss per share. | |||||||||||||
Recent Accounting Pronouncements | |||||||||||||
In December 2011, the FASB issued Accounting Standards Update (“ASU”) No. 2011-11, “Disclosures about Offsetting Assets and Liabilities.” The amendments in this update require enhanced disclosures around financial instruments and derivative instruments that are either (1) offset in accordance with either ASC 210-20-45 or ASC 815-10-45 or (2) subject to an enforceable master netting arrangement or similar agreement, irrespective of whether they are offset in accordance with either ASC 210-20-45 or ASC 815-10-45. An entity should provide the disclosures required by those amendments retrospectively for all comparative periods presented. The amendments are effective during interim and annual periods beginning on or after 1 January 2013. The Company does not expect this guidance to have any impact on its financial position, results of operations or cash flows. | |||||||||||||
Recent Accounting Pronouncements (continued) | |||||||||||||
In July 2012, the FASB issued ASC Update No. 2012-02, “Intangibles - Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment” (“ASU 2012-02”). ASU 2012-02 provides companies with the option to assess qualitative factors to determine whether the existence of events and circumstances indicates that it is more likely than not that the indefinite-lived intangible asset is impaired. If the Company concludes that it is more likely than not that the asset is impaired, it is required to determine the fair value of the intangible asset and perform the quantitative impairment test by comparing the fair value with the carrying value in accordance with Topic 350. If the Company concludes, otherwise, no further quantitative assessment is required. ASU-2012-02 is effective for annual and interim impairment tests performed for fiscal years beginning after 15 September 2012. Early adoption is permitted. The Company does not expect the adoption of ASU 2012-02 to impact its results of operations or financial position. | |||||||||||||
In August 2012, the FASB issued ASU 2012-03, “Technical Amendments and Corrections to SEC Sections: Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin (SAB) No.114. , Technical Amendments Pursuant to SEC Release No. 33-9250, and Corrections Related to FASB Accounting Standards Update 2010-22(SEC Update)” in Accounting Standards Update No. 2012-03. This update amends various SEC paragraphs pursuant to the issuance of SAB No. 114. The adoption of ASU 2012-03 is not expected to have a material impact on our financial position or results of operations. | |||||||||||||
In October 2012, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2012-04, “Technical Corrections and Improvements” in Accounting Standards Update No. 2012-04. The amendments in this update cover a wide range of Topics in the Accounting Standards Codification. | |||||||||||||
These amendments include technical corrections and improvements to the Accounting Standards Codification and conforming amendments related to fair value measurements. The amendments in this update will be effective for fiscal periods beginning after December 15, 2012. The adoption of ASU 2012-04 is not expected to have a material impact on our financial position or results of operations. |
ACQUISITIONS_OF_OIL_AND_GAS_PR
ACQUISITIONS OF OIL AND GAS PROPERTY | 12 Months Ended | ||||||||
Dec. 31, 2012 | |||||||||
ACQUISITIONS OF OIL AND GAS PROPERTY | ' | ||||||||
ACQUISITIONS OF OIL AND GAS PROPERTY | ' | ||||||||
Note 4 — ACQUISITIONS OF OIL AND GAS PROPERTY | |||||||||
On December 17, 2012, the Company entered into two agreements (the “Agreements”) with Quad Energy Corp., a Nevada Corporation (“Quad”) whereby we acquired a 100% Working Interest and Revenue Interests ranging from 61.96% to 70.5% in the 2,800 acre Cave Pool Property in Eddy County, New Mexico which have an estimated 51 identified drilling and recompletion locations, of which 14 were proved undeveloped.and all of the production equipment on the Property including all of the pump jacks, storage tanks, and batteriesThe Company’s plan is to re-drill and bring production back online. | |||||||||
The consideration paid for the interests was by way of the issuance of a total of 12,000,000 shares of the common stock of the Company at a price of $1.60 per share which was the closing trade price of the shares on the date of the agreements, for a total value of $19,200,000. Asset retirement obligation associated with the acquisition was $1,175,635. | |||||||||
Due to the reserves acquired being considered shut-in and re-drilling required to produce, the acquired wells were considered undeveloped. Given the undeveloped nature of the property this was considered an asset acquisition. | |||||||||
The Company received reserve evaluation reports on its oil property in the Cave Pool field in Eddy County, New Mexico, USA from a third party. As a result of this review, management determined to impair the asset in order to reflect the value of the third party appraisal report. | |||||||||
The following table summarizes our capitalized costs for the purchase and development of our oil and gas properties for the years ended December 31, 2012 and 2011: | |||||||||
Years Ended December 31, | |||||||||
2012 | 2011 | ||||||||
Purchases of oil and gas properties through the issuance of common stock | $ | 19,200,000 | $ | - | |||||
Capitalized asset retirement obligations | 1,175,635 | - | |||||||
Total purchase and development costs, oil and gas properties | 20,037,635 | - | |||||||
Allowance for impairment | -7,815,693 | - | |||||||
Proved properties, net | $ | 12,559,942 | $ | - | |||||
When performing the full cost ceiling test as of December 31, 2012, the full cost ceiling of the proved reserves based on PV10 was less than the carrying value of proved properties. As a result, impairment was recorded for ($7,815,693). |
ASSET_RETIREMENT_OBLIGATION
ASSET RETIREMENT OBLIGATION | 12 Months Ended | ||||||||
Dec. 31, 2012 | |||||||||
ASSET RETIREMENT OBLIGATION | ' | ||||||||
ASSET RETIREMENT OBLIGATION | ' | ||||||||
Note 5 – ASSET RETIREMENT OBLIGATION | |||||||||
The Company has asset retirement obligations associated with the future plugging and abandonment of proved properties and related facilities. Under the provisions of FASB ASC 410-20-25, the fair value of a liability for an asset retirement obligation is recorded in the period in which it is incurred and a corresponding increase in the carrying amount of the related long lived asset. The liability is accreted to its present value each period, and the capitalized cost is depreciated over the useful life of the related asset. If the liability is settled for an amount other than the recorded amount, a gain or loss is recognized. The Company has no assets that are legally restricted for purposes of settling asset retirement obligations. | |||||||||
The following table summarizes the Company’s asset retirement obligation transactions recorded in accordance with the provisions of FASB ASC 410-20-25 during the years ended December 31, 2012 and 2011: | |||||||||
Years ended December 31, | |||||||||
2012 | 2011 | ||||||||
Beginning asset retirement obligation | $ | - | $ | - | |||||
Liabilities incurred for new wells placed in production | 1,175,635 | - | |||||||
Accretion of discount on asset retirement obligations | 3,607 | - | |||||||
Ending asset retirement obligation | $ | 1,179,242 | $ | - |
INTELLECTUAL_PROPERTY
INTELLECTUAL PROPERTY | 12 Months Ended |
Dec. 31, 2012 | |
INTELLECTUAL PROPERTY | ' |
INTELLECTUAL PROPERTY | ' |
Note 6 – INTELLECTUAL PROPERTY | |
On February 1, 2012, the Company entered into an acquisition agreement (the “Agreement”) with Oveldi Canada Ltd., a Canadian Corporation (“OVE”) whereby the Corporation acquired the rights to certain intellectual property for a proprietary software application called EviCAT©. In accordance with the terms and provisions of the Agreement, the Corporation acquired the rights to the intellectual property from OVE in exchange for the issuance of 14,000 shares of the Corporation’s restricted common stock. The shares of common stock were issued on February 27, 2012, and the transaction was valued at the fair market value of the Company’s common stock on the date of issuance totalling $92,400. The software application has been identified as an intangible asset, with a useful life of five years. At the present time the Company is evaluating applications for the licensing of EviCAT© to third party users. | |
During the fiscal year ended December 31, 2012, amortization of purchased intangible assets included in operating expenses was $23,333 compared to Nil in the same period of fiscal 2011. | |
Intellectual property is evaluated for impairment to determine if current circumstances and market conditions indicate the carrying amount may not be recoverable. The Company has recognized impairment losses of $69,067 on the intangible assets due to the lack of revenue generated with the software to date. |
LICENSE_AGREEMENT_AND_DISCONTI
LICENSE AGREEMENT AND DISCONTINUED OPERATIONS | 12 Months Ended | ||||
Dec. 31, 2012 | |||||
LICENSE AGREEMENT AND DISCONTINUED OPERATIONS | ' | ||||
LICENSE AGREEMENT AND DISCONTINUED OPERATIONS | ' | ||||
Note 7 – LICENSE AGREEMENT AND DISCONTINUED OPERATIONS | |||||
On December 30, 2010, the Company entered into a stock exchange agreement (the “Stock Exchange Agreement”) with AquaSil, Inc., a New York corporation (“AquaSil”) and the sole stockholder of AquaSil. In accordance with the Stock Exchange Agreement, the Company acquired 100% of the total issued and outstanding shares of common stock of AquaSil in exchange for the issuance of an aggregate 70,000 shares of the Company’s common stock to the sole stockholder of AquaSil. As a result of this transaction, AquaSil became a wholly-owned subsidiary of the Company. | |||||
The Company’s wholly owned subsidiary, AquaSil, was incorporated in the State of New York on September 21, 2010 to engage in the business of selling various water and soft drink products and held a licensing agreement for the sales of the licensed products. On March 31, 2012, the Company divested itself of this wholly-owned subsidiary and determined not to continue in the water business. The Company has consolidated AquaSil up to March 31, 2012. As of April 1, 2012, the Company has treated operations of Aquasil as discontinued operations. Concurrently the Company has agreed to return the shares of AquaSil to the original stockholder with no further obligation. The shares issued as part of the original transaction were privately acquired by Robert Baker, the Company’s CEO, president and director. | |||||
The Company recorded a gain on disposition of $32,446 based on liabilities relieved compared to assets disposed of. There was no revenue generated by the discontinued subsidiary. | |||||
Assets and liabilities of discontinued operations at the date of disposition were as follows: | |||||
Total Assets | $ | - | |||
Total liabilities | (32,446 | ) | |||
Net assets | $ | 32,446 |
ADVANCES_FROM_STOCKHOLDERS
ADVANCES FROM STOCKHOLDERS | 12 Months Ended |
Dec. 31, 2012 | |
ADVANCES FROM STOCKHOLDERS | ' |
ADVANCES FROM STOCKHOLDERS | ' |
Note 8 – ADVANCES FROM STOCKHOLDERS | |
On February 3, 2011, the Company issued 70,000 shares of common stock in settlement of $700,000 of advances from principal stockholders. | |
During the fiscal year ended December 31, 2012, the Company issued 74,970,997 shares of common stock at $0.001 per share in settlement of $74,971 in advances from stockholders. The shares of common stock were valued at $0.19 per share, totaling $14,305,217, the fair market value of the shares on the date of settlement. The excess value was recorded as a loss totaling $14,230,246. | |
A total of $143,046 reported on the Balance Sheet as at December 31, 2012 (December 31, 2011 - $218,017) consisted of amounts owed to the principal stockholders of the Company for amounts advanced for business operations. The amounts are unsecured, non-interest bearing and due on demand. Imputed interest at 8% has been expensed and recorded as additional paid in capital of $15,671 during the year ended December 31, 2012. |
SHORT_TERM_NOTES
SHORT TERM NOTES | 12 Months Ended |
Dec. 31, 2012 | |
SHORT TERM NOTES | ' |
SHORT TERM NOTES | ' |
Note 9 – SHORT TERM NOTES | |
As of December, 2012, the Company owed $59,765 (December 31, 2011 – $54,412) in short term notes. The amounts owing are unsecured, bear interest at 8% per annum, and are due on demand. During the fiscal year ended December 31, 2012, the Company recorded interest expense of $4,623 (2011 - $1,287), which amount is included in accounts payable and accrued liabilities on the consolidated balance sheets. | |
During the fiscal year ended December 31, 2012, the Company received funds in the amount of $92,988 to settle certain operating expenses. The amounts are unsecured, non-interest bearing and due on demand. Imputed interest at 8% has been expensed and recorded as additional paid in capital of $6,177. |
COMMON_STOCK
COMMON STOCK | 12 Months Ended |
Dec. 31, 2012 | |
COMMON STOCK | ' |
COMMON STOCK | ' |
Note 10 – COMMON STOCK | |
On December 20, 2010, the Company issued 70,000 shares of common stock to acquire one hundred percent of the total issued and outstanding shares of common stock of AquaSil Inc. under the stock exchange agreement. | |
On January 21, 2011, the Company amended its articles of incorporation to increase its authorized share capital from 100,000,000 to 500,000,000 shares of common stock. | |
On February 3, 2011, the Company issued 70,000 shares of common stock at $0.01 per share in settlement of $700,000 of advances from stockholders. | |
On May 22, 2012, the Board of Directors of the Company approved a reverse split of the current issued and outstanding shares of the Company on the basis of one (1) new share for each one-thousand (1,000) shares currently held. All share and per share amounts used in the Company’s consolidated financial statements have been restated to reflect the 1000 for 1 reverse stock split. | |
On February 27, 2012, the Company issued 14,000 shares of the Corporation’s restricted common stock to Oveldi Canada Ltd. pursuant to the agreement whereby the Company acquired the rights to the EviCAT© software. The shares of common stock were valued at $6.60 per share, totaling $92,400, the fair market value of the shares on the date of agreement. | |
On February 27, 2012, the Company issued a total of 25,000 shares to Robert Baker as consideration for management services from the date of his appointment as a director and officer to the date of issuance. The shares were valued at the market value of the common stock on the date of issue of $10 per share for total consideration of $250,000. The Company recorded the amount of $250,000 as stock-based compensation. | |
On February 27, 2012, the Company issued a total of 3,000 shares to a shareholder of the Company in settlement of advances made by the shareholder totaling $3,000. The shares of common stock were valued at $7.20 per share, totaling $21,600, the fair market value of the shares on the date of settlement. The excess value was recorded as a loss totaling $18,600. | |
On September 13, 2012, the Company issued 74,970,997 shares of common stock at $0.001 per share in settlement of $74,971 of advances from stockholders. The shares of common stock were valued at $0.19 per share, totaling $14,305,217, the fair market value of the shares on the date of settlement. The excess value was recorded as a loss totaling $14,230,246. | |
On December 17, 2012, the Company issued 12,000,000 shares of the common stock of the Corporation at a price of $1.60 per share which was the closing trade price of the shares on the date of the agreements, for a total value of $19,200,000. These shares were issued for proved oil and gas properties and were capitalized with the acquisition. |
RELATED_PARTY_TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2012 | |
RELATED PARTY TRANSACTIONS | ' |
RELATED PARTY TRANSACTIONS | ' |
Note 11 – RELATED PARTY TRANSACTIONS | |
A total of $143,046 recorded on the Company’s Balance Sheet as Advances from Stockholders at December 31, 2012 (December 31, 2011 - $218,017) consisted of amounts owed to the principal stockholders of the Company for amounts advanced for business operations. The amounts are unsecured, non-interest bearing and due on demand. | |
On February 27, 2012, the Company issued a total of 25,000 shares to Robert Baker as consideration for management services valued at $250,000 from the date of his appointment as a director and officer to the date of issuance. | |
On September 13, 2012, the Company issued 74,970,997 shares of common stock at $0.001 per share in settlement of $74,971 of advances from stockholders. The shares of common stock were valued at $0.19 per share, totaling $14,305,217, the fair market value of the shares on the date of settlement. The excess value was recorded as a loss totaling $14,230,246. |
INCOME_TAXES
INCOME TAXES | 12 Months Ended | ||||||||
Dec. 31, 2012 | |||||||||
INCOME TAXES | ' | ||||||||
INCOME TAXES | ' | ||||||||
Note 12 – INCOME TAXES | |||||||||
The Company has losses carried forward for income tax purposes for December 31, 2012. There are no current or deferred tax expenses for the period ended June 30, 2013 due to the Company’s loss position. The Company has fully reserved for any benefits of these losses. The deferred tax consequences of temporary differences in reporting items for financial statement and income tax purposes are recognized, as appropriate. Realization of the future tax benefits related to the deferred tax assets is dependent on many factors, including the Company’s ability to generate taxable income within the net operating loss carryforward period. | |||||||||
Management has considered these factors in reaching its conclusion as to the valuation allowance for financial reporting purposes. | |||||||||
31-Dec-12 | 31-Dec-11 | ||||||||
Net operating loss carry forward | $ | 288,941 | $ | 230,835 | |||||
Effective Tax Rate | 35 | % | 35 | % | |||||
Deferred Tax Assets – net operating loss | 101,129 | 80,792 | |||||||
Deferred Tax Assets – temporary differences | 1,262 | 0 | |||||||
Less: Valuation Allowance | (102,391 | ) | (80,792 | ) | |||||
Net deferred tax asset | $ | - | $ | - | |||||
The valuation allowance for deferred tax assets as of December 31, 2012 and 2011 was $102,391 and $80,792 respectively. In assessing the recovery of the deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income in the periods in which those temporary differences become deductible. Management considers the scheduled reversals of future deferred tax assets, projected future taxable income, and tax planning strategies in making this assessment. As a result, management determined it was more likely than not the deferred tax assets would not be realized as of December 31, 2012 and 2011, and recorded a full valuation allowance. | |||||||||
Reconciliation between the statutory rate and the effective tax rate is as follows at December 31, | |||||||||
31-Dec-12 | 31-Dec-11 | ||||||||
Permanent difference and other | 35% | 35% | |||||||
Effective tax rate | 0% | 0% | |||||||
The net federal operating loss carry forward will expire between 2020 and 2033. This carry forward may be limited upon the consummation of a business combination under IRC Section 381. |
SUBSEQUENT_EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2012 | |
SUBSEQUENT EVENTS | ' |
SUBSEQUENT EVENTS | ' |
Note 13 – SUBSEQUENT EVENTS | |
Effective on March 1, 2013, the Board of Directors of the Company accepted the resignation of Robert Alan Baker as the President/Chief Executive Officer, Secretary, Treasurer and the sole member of the Board of Directors of the Company. Mr. Baker’s resignation was not due to any disagreement with the Company on any matter relating to its operations, policies or practices. Simultaneously, Mrs. Jean Mann was appointed as the sole member of the Board of Directors and as the President/Chief Executive Officer, Secretary and Treasurer of the Company. | |
On March 4, 2013, Multi-Corp International Inc. (the “Company”) issued an aggregate of 42,000,000 common shares to Jurgen Grams in settlement of a total of $42,000 in debt, at a price of $0.001 per share. Concurrently the Company’s former sole officer and director, Robert Alan Baker returned a total of 44,971,000 shares to treasury for cancelation, with no consideration. | |
On June 10, 2013 the Company issued a total of 3,000,000 shares, valued at market value as of the issuance date or $1.30 per share, to Quad Energy Corp. (“Quad”) in consideration for all of Quad’s interests in the Double XX property “Property”) located in New Mexico. |
ACCOUNTING_POLICIES_Policies
ACCOUNTING POLICIES (Policies) | 12 Months Ended | ||||||||||||
Dec. 31, 2012 | |||||||||||||
ACCOUNTING POLICIES | ' | ||||||||||||
Reclassifications | ' | ||||||||||||
Reclassifications | |||||||||||||
Certain prior period amounts have been reclassified to conform to the current period presentation. There was no material effect to the consolidated financial statements as a result of these reclassifications | |||||||||||||
Cash and Cash Equivalents Policy | ' | ||||||||||||
Cash and Cash Equivalents | |||||||||||||
Cash and cash equivalents consist of commercial accounts and interest-bearing bank deposits and are carried at cost, which approximates current value. Items are considered to be cash equivalents if the original maturity is three months or less. | |||||||||||||
Equipment and Facilities | ' | ||||||||||||
Equipment and Facilities | |||||||||||||
Equipment and facilities are recorded at cost. Depreciation is recorded using the straight-line method over the estimated useful lives of the related assets, ranging from one to twenty-five years. | |||||||||||||
Intangible Assets Policy | ' | ||||||||||||
Intangible Assets | |||||||||||||
Acquired intangible assets are recognized at cost and are classified as assets with finite useful lives. The Company amortizes the intangible assets with five years using the straight-line method over the estimated economic lives of the assets. Intangible assets are evaluated for impairment to determine if current circumstances and market conditions indicate the carrying amount may not be recoverable. The Company has recognized impairment losses of $69,067 on the intangible assets during the year ended December 31, 2012. | |||||||||||||
Asset Retirement Obligations Policy | ' | ||||||||||||
Asset Retirement Obligations | |||||||||||||
The Company records the fair value of a liability for an asset retirement obligation in the period in which the well is spud or the asset is acquired and a corresponding increase in the carrying amount of the related long-lived asset. The liability is accreted to its present value each period, and the capitalized cost is depreciated over the useful life of the related asset. If the liability is settled for an amount other than the recorded amount, a gain or loss is recognized. | |||||||||||||
Full Cost Method | ' | ||||||||||||
Full Cost Method | |||||||||||||
The Company follows the full cost method of accounting for oil and gas operations whereby all costs related to the exploration and development of oil and gas properties are initially capitalized into a single cost center by country ("full cost pool"). At December 31, 2012, the Company had one cost center – United States. | |||||||||||||
All capitalized costs of oil and gas properties, including the estimated future costs to develop proved reserves, are amortized on the unit-of-production method using estimates of proved reserves once proved reserves are determined to exist. At December 31, 2012, there was no amortization of these costs due to there being no production. | |||||||||||||
Unproved property costs are excluded from the amortization base until determination of the existence of proved reserves on the respective property or until the requirement for impairment. Unproved properties are reviewed at the end of each quarter to determine whether portions of the costs should be reclassified to the full cost pool and thereby subject to amortization. Sales of oil and natural gas properties are accounted for as adjustments to the net full cost pool with no gain or loss recognized, unless the adjustment would significantly alter the relationship between capitalized costs and proved reserves. | |||||||||||||
Capitalized costs are summarized as follows for the years ended December 31, 2012 and 2011, respectively: | |||||||||||||
Years Ended December 31, | |||||||||||||
2012 | 2011 | ||||||||||||
Shares issued to acquire the oil and gas properties | $ | 19,200,000 | $ | - | |||||||||
Asset retirement cost | $ | 1,175,635 | $ | - | |||||||||
Capitalized costs of oil and gas properties (net of related deferred income taxes) may not exceed an amount equal to the present value, discounted at 10% per annum, of the estimated future net cash flows from proved oil and gas reserves plus the cost of unproved properties (adjusted for related income tax effects). Should capitalized costs exceed this ceiling, impairment is recognized. The present value of estimated future net cash flows is computed by applying the arithmetic average first day price of oil and natural gas for the preceding twelve months to estimated future production of proved oil and gas reserves as of the end of the period, less estimated future expenditures to be incurred in developing and producing the proved reserves and assuming continuation of existing economic conditions. Such present value of proved reserves' future net cash flows excludes future cash outflows associated with settling asset retirement obligations. Should this comparison indicate an excess carrying value, the excess is charged to earnings as an impairment expense. We recognized $7,815,693 and $0 of impairment costs during the years ended December 31, 2012 and 2011, respectively. | |||||||||||||
Impairment | ' | ||||||||||||
Impairment | |||||||||||||
FASB ASC 360-10-35-21 requires that assets to be held and used be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Oil and gas properties accounted for using the full cost method of accounting (which the Company uses) are excluded from this requirement but continue to be subject to the full cost method's impairment rules. | |||||||||||||
Revenue recognition | ' | ||||||||||||
Revenue recognition | |||||||||||||
The Company recognizes oil and natural gas revenues from our interests in producing wells when production is delivered to, and title has transferred to, the purchaser and to the extent the selling price is reasonably determinable. Gas-balancing arrangements are accounted for using the sales method. | |||||||||||||
Fair Value of Financial Instruments | ' | ||||||||||||
Fair Value of Financial Instruments | |||||||||||||
The Company measures its financial assets and liabilities in accordance with the requirements of ASC 820, Fair Value Measurements and Disclosures. ASC 820 clarifies the definition of fair value, prescribes methods for measuring fair value, and establishes a fair value hierarchy to classify the inputs used in measuring fair value as follows: | |||||||||||||
Level 1- Inputs are unadjusted quoted prices in active markets for identical assets or liabilities available at the measurement date. | |||||||||||||
Level 2- Inputs are unadjusted quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data. | |||||||||||||
Level 3- Inputs are unobservable inputs which reflect the reporting entity’s own assumptions on what assumptions the market participants would use in pricing the asset or liability based on the best available information, | |||||||||||||
The following schedule summarizes the valuation of financial instruments at fair value on a recurring basis in the balance sheets as of December 31, 2012 and 2011: | |||||||||||||
Fair Value Measurements at December 31, 2012 | |||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||
Assets: | |||||||||||||
None | $ | - | $ | - | $ | - | |||||||
Liabilities: | |||||||||||||
Short term notes payable | - | 152,753 | - | ||||||||||
Advances from stockholders | - | 1,430,469 | - | ||||||||||
Total Liabilities | $ | - | $ | 1,583,222 | $ | - | |||||||
Fair Value Measurements at December 31, 2011 | |||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||
Assets: | |||||||||||||
None | $ | - | $ | - | $ | - | |||||||
Liabilities: | |||||||||||||
Short term notes payable | - | 54,412 | - | ||||||||||
Advances from stockholders | - | 218,017 | - | ||||||||||
Total Liabilities | $ | - | $ | 272,429 | $ | - | |||||||
The following schedule summarizes the valuation of assets and liabilities that were re-measured to fair value on a non-recurring basis in the balance sheet as of December 31, 2012. No assets or liabilities were re-measured to fair value on the December 31, 2011 balance sheet. | |||||||||||||
Fair Value Measurements at December 31, 2012 | |||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||
Assets: | |||||||||||||
Oil and gas properties | $ | - | $ | - | $ | 12,559,942 | |||||||
Total Assets | $ | - | $ | - | 12,559,942 | ||||||||
Liabilities: | |||||||||||||
None | $ | - | $ | - | - | ||||||||
The Company valued the Oil and gas properties at their fair value with the full cost ceiling test impairment recorded at December 31, 2012. This value is consistent with the PV10 value assessed by the reserve engineer with an adjustment to add back the present value impact associated with the future plug and abandonment costs consistent with the related GAAP guidance. The inputs that were used in determining fair value of these assets were Level 3 inputs. These inputs consist of but are not limited to the following: estimates of reserve quantities, estimates of future production costs and taxes, estimates of consistent pricing of commodities, 10% discount rate, etc. | |||||||||||||
Stock-Based Compensation Policy | ' | ||||||||||||
Stock-Based Compensation | |||||||||||||
The Company follows the guidance included in ASC 718 Compensation-Stock Compensation (“ASC 718”) using the modified prospective transition method. The Company recognizes compensation expense in the financial statements for share-based awards based on the grant date fair value of those awards. | |||||||||||||
Income Taxes Policy | ' | ||||||||||||
Income Taxes | |||||||||||||
The Company accounts for income taxes pursuant to ASC 740, Income Taxes . Deferred tax assets and liabilities are recorded for differences between the financial statements and tax basis of the assets and liabilities that will result in taxable or deductible amounts in the future based on enacted tax laws and rates. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. Income tax expense is recorded for the amount of income tax payable or refundable for the period increased or decreased by the change in deferred tax assets and liabilities during the period. | |||||||||||||
Use of Estimates | ' | ||||||||||||
Use of Estimates | |||||||||||||
The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. These estimates are reviewed periodically, and, as adjustments become necessary, they are reported in earnings in the period in which they become known. The estimates on depreciation were based on the estimated useful lives of the Company's assets. Any estimates during the period have had an immaterial effect on earnings. | |||||||||||||
Earnings or Loss Per Share Policy | ' | ||||||||||||
Earnings or Loss Per Share | |||||||||||||
The Company accounts for earnings per share pursuant ASC 260, Earnings per Share, which require disclosure on the financial statements of “basic” and “diluted” earnings (loss) per share. Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding for the year. Diluted earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding. During the years ended December 31, 2012 and 2011 the Company had no common stock equivalents outstanding. Due to this, as well as the net losses reported for these years, the basic loss per share was the same as the diluted loss per share. | |||||||||||||
Recent Accounting Pronouncements | ' | ||||||||||||
Recent Accounting Pronouncements | |||||||||||||
In December 2011, the FASB issued Accounting Standards Update (“ASU”) No. 2011-11, “Disclosures about Offsetting Assets and Liabilities.” The amendments in this update require enhanced disclosures around financial instruments and derivative instruments that are either (1) offset in accordance with either ASC 210-20-45 or ASC 815-10-45 or (2) subject to an enforceable master netting arrangement or similar agreement, irrespective of whether they are offset in accordance with either ASC 210-20-45 or ASC 815-10-45. An entity should provide the disclosures required by those amendments retrospectively for all comparative periods presented. The amendments are effective during interim and annual periods beginning on or after 1 January 2013. The Company does not expect this guidance to have any impact on its financial position, results of operations or cash flows. | |||||||||||||
In July 2012, the FASB issued ASC Update No. 2012-02, “Intangibles - Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment” (“ASU 2012-02”). ASU 2012-02 provides companies with the option to assess qualitative factors to determine whether the existence of events and circumstances indicates that it is more likely than not that the indefinite-lived intangible asset is impaired. If the Company concludes that it is more likely than not that the asset is impaired, it is required to determine the fair value of the intangible asset and perform the quantitative impairment test by comparing the fair value with the carrying value in accordance with Topic 350. If the Company concludes, otherwise, no further quantitative assessment is required. ASU-2012-02 is effective for annual and interim impairment tests performed for fiscal years beginning after 15 September 2012. Early adoption is permitted. The Company does not expect the adoption of ASU 2012-02 to impact its results of operations or financial position. | |||||||||||||
In August 2012, the FASB issued ASU 2012-03, “Technical Amendments and Corrections to SEC Sections: Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin (SAB) No.114. , Technical Amendments Pursuant to SEC Release No. 33-9250, and Corrections Related to FASB Accounting Standards Update 2010-22(SEC Update)” in Accounting Standards Update No. 2012-03. This update amends various SEC paragraphs pursuant to the issuance of SAB No. 114. The adoption of ASU 2012-03 is not expected to have a material impact on our financial position or results of operations. | |||||||||||||
In October 2012, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2012-04, “Technical Corrections and Improvements” in Accounting Standards Update No. 2012-04. The amendments in this update cover a wide range of Topics in the Accounting Standards Codification. | |||||||||||||
These amendments include technical corrections and improvements to the Accounting Standards Codification and conforming amendments related to fair value measurements. The amendments in this update will be effective for fiscal periods beginning after December 15, 2012. The adoption of ASU 2012-04 is not expected to have a material impact on our financial position or results of operations. |
Capitalized_costs_are_summariz
Capitalized costs are summarized as follows (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2012 | |||||||||
Capitalized costs are summarized as follows | ' | ||||||||
Capitalized costs are summarized as follows | ' | ||||||||
Capitalized costs are summarized as follows for the years ended December 31, 2012 and 2011, respectively: | |||||||||
Years Ended December 31, | |||||||||
2012 | 2011 | ||||||||
Shares issued to acquire the oil and gas properties | $ | 19,200,000 | $ | - | |||||
Asset retirement cost | $ | 1,175,635 | $ | - |
Following_schedule_summarizes_
Following schedule summarizes the valuation of financial instruments at fair value (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2012 | |||||||||||||
Following schedule summarizes the valuation of financial instruments at fair value: | ' | ||||||||||||
Summarizes the valuation of financial instruments at fair value on a recurring basis | ' | ||||||||||||
The following schedule summarizes the valuation of financial instruments at fair value on a recurring basis in the balance sheets as of December 31, 2012 and 2011: | |||||||||||||
Fair Value Measurements at December 31, 2012 | |||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||
Assets: | |||||||||||||
None | $ | - | $ | - | $ | - | |||||||
Liabilities: | |||||||||||||
Short term notes payable | - | 152,753 | - | ||||||||||
Advances from stockholders | - | 1,430,469 | - | ||||||||||
Total Liabilities | $ | - | $ | 1,583,222 | $ | - | |||||||
Fair Value Measurements at December 31, 2011 | |||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||
Assets: | |||||||||||||
None | $ | - | $ | - | $ | - | |||||||
Liabilities: | |||||||||||||
Short term notes payable | - | 54,412 | - | ||||||||||
Advances from stockholders | - | 218,017 | - | ||||||||||
Total Liabilities | $ | - | $ | 272,429 | $ | - | |||||||
Summarizes the valuation of assets and liabilities that were re-measured | ' | ||||||||||||
The following schedule summarizes the valuation of assets and liabilities that were re-measured to fair value on a non-recurring basis in the balance sheet as of December 31, 2012. No assets or liabilities were re-measured to fair value on the December 31, 2011 balance sheet. | |||||||||||||
Fair Value Measurements at December 31, 2012 | |||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||
Assets: | |||||||||||||
Oil and gas properties | $ | - | $ | - | $ | 12,559,942 | |||||||
Total Assets | $ | - | $ | - | 12,559,942 | ||||||||
Liabilities: | |||||||||||||
None | $ | - | $ | - | - |
Summarizes_Captalized_Cost_for
Summarizes Captalized Cost for Purchase And Development Of Oil And Gas Properties (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2012 | |||||||||
Summarizes Captalized Cost for Purchase And Development Of Oil And Gas Properties Text Block: | ' | ||||||||
Summarizes Captalized Cost for Purchase And Development Of Oil And Gas Properties | ' | ||||||||
The following table summarizes our capitalized costs for the purchase and development of our oil and gas properties for the years ended December 31, 2012 and 2011: | |||||||||
Years Ended December 31, | |||||||||
2012 | 2011 | ||||||||
Purchases of oil and gas properties through the issuance of common stock | $ | 19,200,000 | $ | - | |||||
Capitalized asset retirement obligations | 1,175,635 | - | |||||||
Total purchase and development costs, oil and gas properties | 20,037,635 | - | |||||||
Allowance for impairment | -7,815,693 | - | |||||||
Proved properties, net | $ | 12,559,942 | $ | - |
Summarizes_the_Companys_asset_
Summarizes the Company's asset retirement obligation transactions (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2012 | |||||||||
Summarizes the Company's asset retirement obligation transactions | ' | ||||||||
Summarizes the Company's asset retirement obligation transactions | ' | ||||||||
The following table summarizes the Company’s asset retirement obligation transactions recorded in accordance with the provisions of FASB ASC 410-20-25 during the years ended December 31, 2012 and 2011: | |||||||||
Years ended December 31, | |||||||||
2012 | 2011 | ||||||||
Beginning asset retirement obligation | $ | - | $ | - | |||||
Liabilities incurred for new wells placed in production | 1,175,635 | - | |||||||
Accretion of discount on asset retirement obligations | 3,607 | - | |||||||
Ending asset retirement obligation | $ | 1,179,242 | $ | - |
Assets_and_liabilities_of_disc
Assets and liabilities of discontinued operations at the date of disposition (Tables) | 12 Months Ended | ||||
Dec. 31, 2012 | |||||
Assets and liabilities of discontinued operations at the date of disposition | ' | ||||
Assets and liabilities of discontinued operations at the date of disposition | ' | ||||
Assets and liabilities of discontinued operations at the date of disposition were as follows: | |||||
Total Assets | $ | - | |||
Total liabilities | (32,446 | ) | |||
Net assets | $ | 32,446 |
Components_Of_Income_Tax_Expen
Components Of Income Tax Expenses Benefit (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2012 | |||||||||
Components Of Income Tax Expenses Benefit | ' | ||||||||
Deferred Tax Assets and Liabilities valuation allowance | ' | ||||||||
Management has considered these factors in reaching its conclusion as to the valuation allowance for financial reporting purposes. | |||||||||
31-Dec-12 | 31-Dec-11 | ||||||||
Net operating loss carry forward | $ | 288,941 | $ | 230,835 | |||||
Effective Tax Rate | 35 | % | 35 | % | |||||
Deferred Tax Assets – net operating loss | 101,129 | 80,792 | |||||||
Deferred Tax Assets – temporary differences | 1,262 | 0 | |||||||
Less: Valuation Allowance | (102,391 | ) | (80,792 | ) | |||||
Net deferred tax asset | $ | - | $ | - | |||||
Effective Income Tax Rate Reconciliation | ' | ||||||||
Reconciliation between the statutory rate and the effective tax rate is as follows at December 31, | |||||||||
31-Dec-12 | 31-Dec-11 | ||||||||
Permanent difference and other | 35% | 35% | |||||||
Effective tax rate | 0% | 0% |
Recovered_Sheet1
Organization, Nature of Operations and Basis of Presentation (Details) | Dec. 17, 2012 | 22-May-12 |
Organization, Nature of Operations and Basis of Presentation Details | ' | ' |
Percentage of shares of AquaSil acquired | ' | 100.00% |
Shares issued for acquisition AquaSil | ' | 70,000 |
Number of shares required to implement a reverse stock split of the Company's outstanding shares of Common Stock for one share | ' | 1,000 |
Minimum range of Working Interest and Revenue Interests acquired in Cave Pool Property in Eddy County | 61.96% | ' |
Maximum range of Working Interest and Revenue Interests acquired in Cave Pool Property in Eddy County | 70.50% | ' |
Number of acres in which Working Interest and Revenue Interests acquired in Cave Pool Property in Eddy County | 2,800 | ' |
Number of estimated identified drilling and recompletion locations | 51 | ' |
Number of identified drilling and recompletion locations which were proved as undeveloped | 14 | ' |
Significant_policies_Details
Significant policies (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2011 | |
Significant policies | ' | ' |
Recognized impairment losses of intangible assets | $69,067 | ' |
Shares issued to acquire the oil and gas properties | 19,200,000 | ' |
Asset retirement cost | 1,175,635 | ' |
Capitalized costs of oil and gas properties excess carrying value is charged to earnings as an impairment expense | $7,815,693 | $0 |
Percentage discounted to equal to the present value of Capitalized costs of oil and gas properties | 10.00% | ' |
Common stock equivalents outstanding | 0 | 0 |
Summary_of_the_valuation_of_fi
Summary of the valuation of financial instruments at fair value on a recurring basis in the balance sheets (Details) (USD $) | Dec. 31, 2012 | Dec. 31, 2011 |
Level 1 | ' | ' |
None | $0 | ' |
Assets: | ' | ' |
None | 0 | ' |
Assets: | ' | ' |
None | ' | 0 |
Level 2 | ' | ' |
Liabilities: | ' | ' |
Short term notes payable | 152,753 | ' |
Advances from stockholders | 1,430,469 | ' |
Total Liabilities | 1,583,222 | ' |
Liabilities: | ' | ' |
Short term notes payable | ' | 54,412 |
Advances from stockholders | ' | 218,017 |
Total Liabilities | ' | 272,429 |
Level 3 | ' | ' |
None | 0 | ' |
Assets: | ' | ' |
None | 0 | ' |
Assets: | ' | ' |
None | ' | $0 |
Summary_of_the_valuation_of_as
Summary of the valuation of assets and liabilities that were re-measured to fair value on a non-recurring basis in the balance sheet (Details) (USD $) | Dec. 31, 2012 |
Level 1. | ' |
Liabilities: | ' |
None | $0 |
Level 2. | ' |
Liabilities: | ' |
None | 0 |
Level 3. | ' |
Oil and gas properties | 12,559,942 |
Assets: | ' |
Oil and gas properties | 12,559,942 |
Total Assets | 12,559,942 |
Liabilities: | ' |
None | $0 |
Acquisition_of_oil_and_gas_pro
Acquisition of oil and gas properties interests (Details) (USD $) | Dec. 17, 2012 |
Acquisition of oil and gas properties interests | ' |
Minimum range of Working Interest and Revenue Interests acquired in Cave Pool Property in Eddy County. | 61.96% |
Maximum range of Working Interest and Revenue Interests acquired in Cave Pool Property in Eddy County. | 70.50% |
Number of acres in which Working Interest and Revenue Interests acquired in Cave Pool Property in Eddy County. | 2,800 |
Number of estimated identified drilling and recompletion locations. | 51 |
Number of identified drilling and recompletion locations which were proved as undeveloped. | 14 |
The consideration paid for the interests was by way of the issuance of a total of shares of the common stock of the Company | 12,000,000 |
Price per share which was the closing trade price of the shares on the date of the agreements | $1.60 |
Total value of the price paid for acquisition | $19,200,000 |
Asset retirement obligation associated with the acquisition | $1,175,635 |
Summary_of_capitalized_costs_f
Summary of capitalized costs for the purchase and development of our oil and gas properties (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2011 | |
Summary of capitalized costs for the purchase and development of our oil and gas properties | ' | ' |
Purchases of oil and gas properties through the issuance of common stock | $19,200,000 | $0 |
Capitalized asset retirement obligations | 1,175,635 | ' |
Total purchase and development costs, oil and gas properties | 20,037,635 | ' |
Allowance for impairment | -7,815,693 | ' |
Proved properties, net. | $12,559,942 | ' |
Summary_of_the_Companys_asset_
Summary of the Company's asset retirement obligation transactions (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2011 | |
Summary of the Company's asset retirement obligation transactions | ' | ' |
Beginning asset retirement obligation | $0 | $0 |
Liabilities incurred for new wells placed in production | 1,175,635 | 0 |
Accretion of discount on asset retirement obligations | 3,607 | 0 |
Ending asset retirement obligation | $1,179,242 | $0 |
Acquisition_of_intellectual_pr
Acquisition of intellectual property (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2011 | |
Acquisition of intellectual property | ' | ' |
Corporation acquired the rights to the intellectual property from OVE in exchange for the issuance of shares | 14,000 | ' |
The fair market value of the Company's common stock on the date of issuance | $92,400 | ' |
Amortization of purchased intangible assets included in operating expenses | 23,333 | 0 |
Company has recognized impairment losses on the intangible assets due to the lack of revenue generated with the software to date | $69,067 | ' |
Recovered_Sheet2
License agreement and discontinued operations (Details) (USD $) | Mar. 31, 2012 | Dec. 31, 2010 |
License agreement and discontinued operations | ' | ' |
Percentage of interests acquired as per stock exchange agreement with AquaSil, Inc | ' | 100.00% |
Shares of the Company's common stock issued to the sole stockholder of AquaSil. | ' | 70,000 |
The Company recorded a gain on disposition of liabilities relieved compared to assets disposed of | $32,446 | ' |
Total Assets. | 0 | 0 |
Total liabilities. | ' | -32,446 |
Net assets. | ' | $32,446 |
Advances_from_principal_stockh
Advances from principal stockholders (Details) (USD $) | Dec. 31, 2012 | Dec. 31, 2011 | Feb. 03, 2011 |
Advances from principal stockholders | ' | ' | ' |
Company issued shares of common stock in settlement of advances from principal stockholders | ' | ' | 70,000 |
Amount of advances from principal stockholders settled with the issue | ' | ' | $700,000 |
Number of shares of common stock issued in settlement of advances from stockholders | 74,970,997 | ' | ' |
Per share value of the shares issued to stockholders | $0.00 | ' | ' |
Shares of common stock were valued at a price per share | $0.19 | ' | ' |
Amount of advances from stockholders settled with the issue of shares | 74,971 | ' | ' |
Fair market value of the shares on the date of settlement | 14,305,217 | ' | ' |
The excess value was recorded as a loss totaling | 14,230,246 | ' | ' |
Amounts owed to the principal stockholders of the Company for amounts advanced for business operations | 143,046 | 218,017 | ' |
Rate of interest on advances from principal stockholders | 8.00% | ' | ' |
Imputed interest expensed and recorded as additional paid in capital | $15,671 | ' | ' |
Companys_short_term_notes_Deta
Company's short term notes (Details) (USD $) | Dec. 31, 2012 | Dec. 31, 2011 |
Company's short term notes | ' | ' |
Company owed in short term notes and are due on demand | $59,765 | $54,412 |
Short term notes bear interest at a rate per annum | 8.00% | 8.00% |
Company recorded interest expense which amount is included in accounts payable and accrued liabilities on the consolidated balance sheets. | 4,623 | 1,287 |
Company received funds in the amount to settle certain operating expenses | 92,988 | ' |
Imputed interest rate per annum | 8.00% | ' |
Imputed interest recorded as additional paid in capital | $6,177 | ' |
Common_stock_transactions_in_2
Common stock transactions in 2011 (Details) (USD $) | Feb. 03, 2011 | Jan. 21, 2011 | Dec. 20, 2010 |
Common stock transactions in 2011 | ' | ' | ' |
Shares of common stock the Company issued stock to acquire one hundred percent of the total issued and outstanding shares of common stock of AquaSil Inc. under the stock exchange agreement. | ' | ' | 70,000 |
Company's authorized share capital before amendement of its articles of incorporation | ' | 100,000,000 | ' |
Company amended its articles of incorporation to increase its authorized share capital | ' | 500,000,000 | ' |
Company issued shares of common stock at $0.01 per share in settlement of advances from stockholders | 70,000 | ' | ' |
Amount of advances from stockholders settled | $700,000 | ' | ' |
Common_stock_transactions_in_21
Common stock transactions in 2012 (Details) (USD $) | Dec. 31, 2012 | Dec. 17, 2012 | Sep. 13, 2012 | 22-May-12 | Feb. 27, 2012 |
Common stock transactions in 2012 | ' | ' | ' | ' | ' |
Board of Directors of the Company approved a reverse split of the current issued and outstanding shares of the Company on the basis of one (1) new share required shares from current holdings | ' | ' | ' | 1,000 | ' |
Company issued shares of the Corporation's restricted common stock to Oveldi Canada Ltd. | ' | ' | ' | ' | 14,000 |
The shares of common stock were valued at a price per share | ' | ' | ' | ' | $6.60 |
Fair market value of the shares on the date of agreement. | ' | ' | ' | ' | $92,400 |
Company issued a total of shares to Robert Baker as consideration for management services from the date of his appointment as a director and officer to the date of issuance. | ' | ' | ' | ' | 25,000 |
The shares were valued at the market value of the common stock on the date of issue per share | ' | ' | ' | ' | $10 |
Total consideration of issue to Robert Baker as consideration for management services | ' | ' | ' | ' | 250,000 |
The Company recorded the amount of issue as stock-based compensation. | ' | ' | ' | ' | 250,000 |
Company issued a total of shares to a shareholder of the Company in settlement of advances made by the shareholder totaling | ' | ' | 74,970,997 | ' | 3,000 |
Amount settled from advances made by the shareholder | ' | ' | 74,971 | ' | 3,000 |
The shares of common stock were valued at a price per share on issues against advances | ' | ' | $0.19 | ' | $7.20 |
Total value of the shares of common stock on the date of settlement of advances | ' | ' | 14,305,217 | ' | 21,600 |
The excess value was recorded as a loss | ' | ' | 14,230,246 | ' | 18,600 |
Company issued shares of the common stock of the Corporation for proved oil and gas properties and were capitalized with the acquisition. | ' | 12,000,000 | ' | ' | ' |
Per share Price which was the closing trade price of the shares on the date of the agreements | ' | $1.60 | ' | ' | ' |
Total value of shares of the common stock of the Corporation issued for proved oil and gas properties | ' | $19,200,000 | ' | ' | ' |
Total issued and outstanding shares of common stock as on date | 87,164,765 | ' | ' | ' | ' |
Transactions_with_related_part
Transactions with related parties (Details) (USD $) | Dec. 31, 2012 | Sep. 13, 2012 | Feb. 27, 2012 | Dec. 31, 2011 |
Transactions with related parties | ' | ' | ' | ' |
Amounts owed by the company to the principal stockholders of the Company for amounts advanced for business operations | $143,046 | ' | ' | $218,017 |
The Company issued a total of shares to Robert Baker as consideration for management services | ' | ' | 25,000 | ' |
Value of the shares to Robert Baker as consideration for management services | ' | ' | 250,000 | ' |
Company issued shares of common stock in settlement of advances from stockholders | ' | 74,970,997 | ' | ' |
Per share price of shares of common stock issued in settlement of advances from stockholders | ' | $0.00 | ' | ' |
Total value of shares of common stock issued in settlement of advances from stockholders | ' | 74,971 | ' | ' |
Per share value of shares of common stock issued in settlement of advances from stockholders | ' | $0.19 | ' | ' |
Total fair market value of shares of common stock issued in settlement of advances from stockholders | ' | 14,305,217 | ' | ' |
Total excess value of shares of common stock issued in settlement of advances from stockholders recorded as a loss | ' | $14,230,246 | ' | ' |
Deferred_tax_assets_Details
Deferred tax assets (Details) (USD $) | Dec. 31, 2012 | Dec. 31, 2011 |
Deferred tax assets | ' | ' |
Net operating loss carry forward | $288,941 | $230,835 |
Effective Tax Rate | 35.00% | 35.00% |
Deferred Tax Assets - net operating loss | 101,129 | 80,792 |
Deferred Tax Assets - temporary differences | 1,262 | 0 |
Less: Valuation Allowance | -102,391 | -80,792 |
Net deferred tax asset | $0 | $0 |
Reconciliation_between_the_sta
Reconciliation between the statutory rate and the effective tax rate is as follows (Details) | Dec. 31, 2012 | Dec. 31, 2011 |
Reconciliation between the statutory rate and the effective tax rate is as follows | ' | ' |
Permanent difference and other | 35.00% | 35.00% |
Effective tax rate. | 0.00% | 0.00% |
Subsequent_transactions_Detail
Subsequent transactions (Details) (USD $) | Jun. 10, 2013 | Mar. 04, 2013 |
Subsequent transactions | ' | ' |
Company issued an aggregate of common shares to Jurgen Grams in settlement of a debt | ' | 42,000,000 |
Amount of debt settled with the issue to Jurgen Grams | ' | $42,000 |
Price per share of shares issued to Jurgen Grams | ' | $0.00 |
Robert Alan Baker returned a total of shares to treasury for cancelation, with no consideration. | ' | 44,971,000 |
Company issued a total of shares to Quad Energy Corp | 3,000,000 | ' |
Per share market value as of the issuance date to Quad Energy Corp | $1.30 | ' |