REMSleep (RMSL) 10-Q 17 Aug 18 2018 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2018	Aug. 15, 2018
Document and Entity Information [Abstract]
Entity Registrant Name	RemSleep Holdings Inc.
Entity Central Index Key	1,412,126
Trading Symbol	RMSL
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Type	10-Q
Document Period End Date	Jun. 30, 2018
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2,018
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		5,875,894

Condensed Balance Sheets

Condensed Balance Sheets - USD ($)	Jun. 30, 2018	Dec. 31, 2017
Current assets:
Cash	$ 553	$ 2,014
Prepaid stock for services	229,783	173,282
Total current assets	230,336	175,296
Property and equipment, net	14,102	8,486
Total Assets	244,438	183,782
Current Liabilities:
Accounts payable	243,134	239,878
Accrued compensation	2,350	2,850
Accrued interest	13,580	12,341
Accrued stock to be issued		194,068
Due to shareholder	179,191	182,191
Loan payable	45,000	50,000
Total Liabilities	483,255	681,328
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock, $.001 par value, 1,000,000,000 shares authorized, 5,875,894 and 3,610,751 shares issued and outstanding, respectively	5,876	3,611
Common stock to be issued	228,604	58,225
Additional paid in capital	980,757	424,938
Accumulated Deficit	(1,559,054)	(1,089,320)
TOTAL STOCKHOLDERS' DEFICIT	(238,817)	(497,546)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)	244,438	183,782
Series A preferred stock
STOCKHOLDERS' EQUITY (DEFICIT)
Preferred stock, value	105,000	105,000
Series B preferred stock
STOCKHOLDERS' EQUITY (DEFICIT)
Preferred stock, value
Series C preferred stock
STOCKHOLDERS' EQUITY (DEFICIT)
Preferred stock, value

Condensed Balance Sheets (Paren

Condensed Balance Sheets (Parenthetical) - $ / shares	Jun. 30, 2018	Dec. 31, 2017
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	1,000,000,000	1,000,000,000
Common stock, shares issued	5,875,894	3,610,751
Common stock, shares outstanding	5,875,894	3,610,751
Series A preferred stock
Preferred stock, no par value
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	3,500,000	3,500,000
Preferred stock, shares outstanding	3,500,000	3,500,000
Series B preferred stock
Preferred stock, no par value
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued
Series C preferred stock
Preferred stock, no par value
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued

Condensed Statements of Operati

Condensed Statements of Operations (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Operating Expenses:
Professional fees	$ 19,950	$ 47,612	$ 36,100	$ 60,212
Consulting	266,278	223,125	383,799	370,104
Officer compensation	12,000	6,000	18,000	12,000
General and administrative	8,762	7,620	13,701	14,644
Total operating expenses	306,990	284,357	451,600	456,960
Loss from operations	(306,990)	(284,357)	(451,600)	(456,960)
Other expenses:
Interest expense	(623)	(1,239)	(1,239)	(1,239)
Change in fair value			(16,895)
Total other expense	(623)	(1,239)	(18,134)	(1,239)
Loss before income taxes	(307,613)	(285,596)	(469,734)	(458,199)
Provision for income taxes
Net Loss	$ (307,613)	$ (285,596)	$ (469,734)	$ (458,199)
Basic and fully diluted net loss per share	$ (0.05)	$ (0.08)	$ (0.10)	$ (0.14)
Weighted average common shares outstanding, basic and diluted	5,759,828	3,222,568	4,666,617	3,253,415

Condensed Statements of Cash Fl

Condensed Statements of Cash Flows (Unaudited) - USD ($)	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Cash Flows from Operating Activities:
Net loss	$ (469,734)	$ (458,199)
Adjustments to reconcile net loss to net cash used in operations:
Depreciation expense	1,032	3,327
Stock issued for services	383,499	393,125
Change in fair value	16,895
Changes in Operating Assets and Liabilities
Prepaids		(1,771)
Accounts Payable	3,256	4,318
Accrued officer compensation	(500)	8,000
Accrued interest	1,239	1,239
Net cash used in operating activities	(64,313)	(49,961)
Cash Flows from Investing Activities:
Purchase of equipment	(6,648)
Net Cash used in investing activities	(6,648)
Cash Flows from Financing Activities:
Proceeds from shareholder advances		49,961
Repayment of loans	(8,000)
Proceeds from sale of common stock	77,500
Net cash provided by financing activities	69,500	49,961
Net increase (decrease) in cash	(1,461)
Cash at beginning of the period	2,014
Cash at end of the period	553
Supplemental cash flow information:
Interest paid in cash
Taxes paid

Summary of Significant Accounti

Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2018
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Business Activity REMSleep Holdings, Inc., (the “Company”) was incorporated in the State of Nevada on June 6, 2007. Following its acquisition of Handcamp on June 4, 2010, a gold property located in the Province of Newfoundland and Labrador, Canada (“Handcamp”), the Company changed its business model to that of a mineral acquisition, exploration and development company focused primarily on gold properties. On August 26, 2010, the Company’s name was changed from Bella Viaggio, Inc. to Kat Gold Holdings Corp. On January 5, 2015 the name of the Company was changed to REMSleep Holdings, Inc. and the business model was changed to reflect the new direction of the Company; to develop and distribute products to help people affected by sleep apnea. On May 30, 2015 REMSleep LLC was formerly merged into REMSleep Holdings, Inc. Basis of Presentation These unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”). These financial statements and the notes attached hereto should be read in conjunction with the financial statements and notes included in the Company’s 10-K for its fiscal year ended December 31, 2017. In the opinion of the Company, all adjustments, including normal recurring adjustments necessary to present fairly the financial position of the Company, as of June 30, 2018 and the results of its operations and cash flows for the six-month periods then ended have been included. The results of operations for the interim period are not necessarily indicative of the results for the full year. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Reclassifications Certain reclassifications have been made to the prior period financial information to conform to the presentation used in the financial statements for the six months ended June 30, 2018. Recent Accounting Pronouncements The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and does not believe the future adoption of any such pronouncements will cause a material impact on its financial condition or the results of its operations.

Going Concern

Going Concern	6 Months Ended
	Jun. 30, 2018
Going Concern [Abstract]
GOING CONCERN	NOTE 2 - GOING CONCERN The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has an accumulated deficit of $1,559,054 at June 30, 2018, had a net loss of $469,734 and net cash used in operating activities of $64,313 for the six months ended June 30, 2018. The Company’s ability to raise additional capital through the future issuances of common stock and/or debt financing is unknown. The obtainment of additional financing, the successful development of the Company’s contemplated plan of operations, and its transition, ultimately, to the attainment of profitable operations are necessary for the Company to continue operations. These conditions and the ability to successfully resolve these factors over the next twelve months raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements of the Company do not include any adjustments that may result from the outcome of these aforementioned uncertainties.

Property & Equipment

Property & Equipment	6 Months Ended
	Jun. 30, 2018
Property, Plant and Equipment [Abstract]
PROPERTY & EQUIPMENT	NOTE 3 - PROPERTY & EQUIPMENT Long lived assets, including property and equipment and certain intangible assets to be held and used by the Company are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of the assets may not be recoverable. Impairment losses are recognized if expected future cash flows of the related assets are less than their carrying values. Measurement of an impairment loss is based on the fair value of the asset. Long-lived assets and certain identifiable intangibles to be disposed of are reported at the lower of carrying amount or fair value less cost to sell. Property and Equipment and intangible assets are first recorded at cost. Depreciation and/or amortization is computed using the straight-line method over the estimated useful lives of the various classes of assets as follows between three and five years. Maintenance and repair expenses, as incurred, are charged to expense. Betterments and renewals are capitalized in plant and equipment accounts. Cost and accumulated depreciation applicable to items replaced or retired are eliminated from the related accounts with any gain or loss on the disposition included as income. Assets stated at cost, less accumulated depreciation consisted of the following: June 30, December 31, Equipment $ 21,552 $ 14,904 Less: accumulated depreciation (7,450 ) (6,418 ) Fixed assets, net $ 14,102 $ 8,486 Depreciation expense Depreciation expense for the six months ended June 30, 2018 and 2017 was $1,032 and $3,327, respectively.

Notes Payable

Notes Payable	6 Months Ended
	Jun. 30, 2018
Debt Disclosure [Abstract]
NOTES PAYABLE	NOTE 4 – NOTES PAYABLE On October 24, 2017, the Company was notified that a petition had been filed in the Iowa District Court for Polk County by a Mr. John M. Wesson for failure to repay a loan. Mr. Wesson had loaned the Company $30,000 and $20,000 on October 24, 2012 and June 12, 2013, respectively. The loans were to accrue interest at 5%. While the Company was under previous management the loans were removed from the books in Q1 of 2015. On April 26, 2018, the Company agreed to repay the loan in full including accrued interest and $5,000 for legal fees. The $50,000 plus $7,341 was booked to retained earnings in 2016 as a correction of an error. As of June 30, 2018, $5,000 has been paid towards the amount due and there is $13,580 of interest accrued on the loan.

Common Stock

Common Stock	6 Months Ended
	Jun. 30, 2018
Equity [Abstract]
COMMON STOCK	NOTE 5 - COMMON STOCK On November 16, 2017, the Company issued, as compensation for services provided, 1,087,261 common shares with a fair value of $0.2125 per share for total non-cash expense of $231,043. The expense is being recognized over the six-month term of the contract. As of December 31, 2017, $57,761 has been debited to consulting expense. In addition, as of December 31, 2017, the shares have not yet been issued; as a result, $36,975 has been credited to common stock to be issued and the remaining $194,068 to accruals. As of June 30, 2018, the shares were re-valued at $0.231 for a change in value of $16,895. In addition, $173,282 was amortized to stock for services expense and the accrual for stock to be issued was reclassed to common stock to be issued in equity, which was reduced $40,584 for the issuance of 178,000 shares by the transfer agent. During the six months ended June 30, 2018, the Company sold 327,143 shares of common stock for total cash proceeds of $77,500. During the six months ended June 30, 2018, the Company granted 1,760,000 shares of common stock for total non-cash expense of $210,217

Preferred Stock

Preferred Stock	6 Months Ended
	Jun. 30, 2018
Equity [Abstract]
PREFERRED STOCK	NOTE 6 - PREFERRED STOCK The Company is currently authorized to issue 5,000,000 Class A preferred shares, $0.001 per value with 1:25 voting rights. On February 25, 2016, the Company issued 2,000,000 Class A preferred shares. On April 26, 2016 the Company issued 1,500,000 Class A preferred shares. The fair value of the shares was based on the price quoted on the OTC pink sheets on the grant date for the common shares as the preferred shares have a preference of a 1 to 1 conversion to common stock. The Company recognized compensation expense to its officers. As of June 30, 2018, there are 3,500,000 Class A Preferred shares outstanding.

Related Party Transactions

Related Party Transactions	6 Months Ended
	Jun. 30, 2018
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	NOTE 7 - RELATED PARTY TRANSACTIONS The Company has received support from parties related through common ownership and directorship. All of the expenses herein have been borne by these individuals on behalf of the Company and are treated as shareholder loans. These loans are unsecured, non-interest bearing and due on demand. As of June 30, 2018, and December 31, 2017, the balance due on these loans is $179,191 and $182,191, respectively.

Restatement

Restatement	6 Months Ended
	Jun. 30, 2018
Accounting Changes and Error Corrections [Abstract]
RESTATEMENT	NOTE 8 - RESTATEMENT The June 30, 2017 financial statements are being restated to revise the accounting for retroactive adjustments identified during the year ended December 31, 2017 audit. The following table summarizes changes made to the six months ended June 30, 2017 Statement of Operations. For the six months ended As Reported Adjustment As Restated Operating expenses $ 153,555 $ 303,405 $ 456,960 Net Loss $ (153,555 ) $ (304,644 ) $ (458,199 )

Subsequent Events

Subsequent Events	6 Months Ended
	Jun. 30, 2018
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 9 - SUBSEQUENT EVENTS In accordance with SFAS 165 (ASC 855-10) management has performed an evaluation of subsequent events through the date that the financial statements were available to be issued and has determined that it does not have any material subsequent events to disclose in these financial statements.

Summary of Significant Accoun15

Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2018
Accounting Policies [Abstract]
Business Activity	Business Activity REMSleep Holdings, Inc., (the “Company”) was incorporated in the State of Nevada on June 6, 2007. Following its acquisition of Handcamp on June 4, 2010, a gold property located in the Province of Newfoundland and Labrador, Canada (“Handcamp”), the Company changed its business model to that of a mineral acquisition, exploration and development company focused primarily on gold properties. On August 26, 2010, the Company’s name was changed from Bella Viaggio, Inc. to Kat Gold Holdings Corp. On January 5, 2015 the name of the Company was changed to REMSleep Holdings, Inc. and the business model was changed to reflect the new direction of the Company; to develop and distribute products to help people affected by sleep apnea. On May 30, 2015 REMSleep LLC was formerly merged into REMSleep Holdings, Inc.
Basis of Presentation	Basis of Presentation These unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”). These financial statements and the notes attached hereto should be read in conjunction with the financial statements and notes included in the Company’s 10-K for its fiscal year ended December 31, 2017. In the opinion of the Company, all adjustments, including normal recurring adjustments necessary to present fairly the financial position of the Company, as of June 30, 2018 and the results of its operations and cash flows for the six-month periods then ended have been included. The results of operations for the interim period are not necessarily indicative of the results for the full year.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.
Reclassifications	Reclassifications Certain reclassifications have been made to the prior period financial information to conform to the presentation used in the financial statements for the six months ended June 30, 2018.
Recent Accounting Pronouncements	Recent Accounting Pronouncements The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and does not believe the future adoption of any such pronouncements will cause a material impact on its financial condition or the results of its operations.

Property & Equipment (Tables)

Property & Equipment (Tables)	6 Months Ended
	Jun. 30, 2018
Property, Plant and Equipment [Abstract]
Schedule of Property & Equipment	June 30, December 31, Equipment $ 21,552 $ 14,904 Less: accumulated depreciation (7,450 ) (6,418 ) Fixed assets, net $ 14,102 $ 8,486

Restatement (Tables)

Restatement (Tables)	6 Months Ended
	Jun. 30, 2018
Accounting Changes and Error Corrections [Abstract]
Schedule of changes made to statement of operations	For the six months ended As Reported Adjustment As Restated Operating expenses $ 153,555 $ 303,405 $ 456,960 Net Loss $ (153,555 ) $ (304,644 ) $ (458,199 )

Going Concern (Details)

Going Concern (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2017
Going Concern (Textual)
Accumulated deficit	$ (1,559,054)		$ (1,559,054)		$ (1,089,320)
Net loss	$ (307,613)	$ (285,596)	(469,734)	$ (458,199)
Net cash used in operating activities			$ (64,313)	$ (49,961)

Property & Equipment (Details)

Property & Equipment (Details) - USD ($)	Jun. 30, 2018	Dec. 31, 2017
Property, Plant and Equipment [Abstract]
Equipment	$ 21,552	$ 14,904
Less: accumulated depreciation	(7,450)	(6,418)
Fixed assets, net	$ 14,102	$ 8,486

Property & Equipment (Details T

Property & Equipment (Details Textual) - USD ($)	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Property & Equipment (Textual)
Depreciation expense	$ 1,032	$ 3,327

Notes Payable (Details)

Notes Payable (Details) - USD ($)	1 Months Ended
	Apr. 26, 2018	Jun. 30, 2018	Dec. 31, 2017	Jun. 12, 2013	Oct. 24, 2012
Notes Payable (Textual)
Description of loans payable	The Company agreed to repay the loan in full including accrued interest and $5,000 for legal fees. The $50,000 plus $7,341 was booked to retained earnings in 2016 as a correction of an error.
Repaid loan for legal fees	$ 5,000
Paid towards due amount		$ 5,000
Interest accrued		$ 13,580	$ 12,341
Mr. Wesson [Member]
Notes Payable (Textual)
Loaned amount				$ 20,000	$ 30,000
Percentage of accrue interest				5.00%	5.00%

Common Stock (Details)

Common Stock (Details) - USD ($)	1 Months Ended	6 Months Ended
	Nov. 16, 2017	Jun. 30, 2018	Dec. 31, 2017
Common Stock (Textual)
Common shares issued	1,087,261
Fair value of per share	$ 0.2125
Granted shares of common stock		1,760,000
Total non-cash expense	$ 231,043	$ 210,217
Term of contract	6 months
Consulting expense			$ 57,761
Common stock to be issued			36,975
Accrued stock to be issued			$ 194,068
Shares were re-valued price		$ 0.231
Change in fair value		$ 16,895
Amortized to stock for services expense		173,282
Value of shares reduced		$ 40,584
Issuance of shares by the transfer agent		178,000
Sold shares of common stock		327,143
Total cash proceeds		$ 77,500

Preferred Stock (Details)

Preferred Stock (Details) - Class A preferred shares [Member] - $ / shares	6 Months Ended
	Jun. 30, 2018	Dec. 31, 2017	Apr. 26, 2016	Feb. 25, 2016
Preferred Stock (Textual)
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, per value	$ 0.001
Preferred stock, voting rights	1:25 voting rights.
Preferred stock, shares issued	3,500,000	3,500,000	1,500,000	2,000,000
Preferred stock, shares outstanding	3,500,000	3,500,000
Preferred stock conversion to common stock	The fair value of the shares was based on the price quoted on the OTC pink sheets on the grant date for the common shares as the preferred shares have a preference of a 1 to 1 conversion to common stock.

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($)	Jun. 30, 2018	Dec. 31, 2017
Related Party Transactions (Textual)
Due to shareholder	$ 179,191	$ 182,191

Restatement (Details)

Restatement (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Operating expenses	$ 306,990	$ 284,357	$ 451,600	$ 456,960
Net Loss	$ (307,613)	$ (285,596)	$ (469,734)	(458,199)
As Reported [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Operating expenses				153,555
Net Loss				(153,555)
Adjustment [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Operating expenses				303,405
Net Loss				$ (304,644)