Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Mar. 28, 2019 | Jun. 30, 2018 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | ZETA ACQUISITION CORP I | ||
Entity Central Index Key | 0001422141 | ||
Trading Symbol | ZETAI | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2018 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Shell Company | true | ||
Entity Ex Transition Period | false | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | true | ||
Entity Public Float | $ 0 | ||
Entity Common Stock, Shares Outstanding | 5,000,000 |
Balance Sheets
Balance Sheets - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash | $ 899 | $ 485 |
Total assets | 899 | 485 |
Current liabilities: | ||
Accounts payable | 1,500 | |
Accrued interest | 66,188 | 53,290 |
Accrued expenses | 7,850 | 7,800 |
Notes payable, stockholders | 217,500 | 192,500 |
Total liabilities | 291,538 | 255,090 |
Stockholders' deficit | ||
Preferred stock, $0.0001 par value; 10,000,000 shares authorized; no shares issued and outstanding | ||
Common stock, $0.0001 par value; 100,000,000 shares authorized; 5,000,000 shares issued and outstanding | 500 | 500 |
Additional paid-in capital | 49,500 | 49,500 |
Accumulated deficit | (340,639) | (304,605) |
Total stockholders' deficit | (290,639) | (254,605) |
Total liabilities and stockholders' deficit | $ 899 | $ 485 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 5,000,000 | 5,000,000 |
Common stock, shares outstanding | 5,000,000 | 5,000,000 |
Statements of Operations
Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Operating expenses: | ||
General and administrative | $ 23,136 | $ 22,725 |
Operating loss | (23,136) | (22,725) |
Interest expense | 12,898 | 11,145 |
Net loss | $ (36,034) | $ (33,870) |
Net loss per basic and diluted common share | $ (0.01) | $ (0.01) |
Weighted-average number of common shares outstanding | 5,000,000 | 5,000,000 |
Statements of Stockholders' Def
Statements of Stockholders' Deficit - USD ($) | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Total |
Balance at Dec. 31, 2016 | $ 500 | $ 49,500 | $ (270,735) | $ (220,735) |
Balance, Shares at Dec. 31, 2016 | 5,000,000 | |||
Net loss | (33,870) | (33,870) | ||
Balance at Dec. 31, 2017 | $ 500 | 49,500 | (304,605) | (254,605) |
Balance, Shares at Dec. 31, 2017 | 5,000,000 | |||
Net loss | (36,034) | (36,034) | ||
Balance at Dec. 31, 2018 | $ 500 | $ 49,500 | $ (340,639) | $ (290,639) |
Balance, Shares at Dec. 31, 2018 | 5,000,000 |
Statements of Cash Flows
Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Operating activities | ||
Net loss | $ (36,034) | $ (33,870) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Decrease in accounts payable | (1,500) | (2,250) |
Increase in accrued interest | 12,898 | 11,145 |
Increase in accrued expenses | 50 | 400 |
Net cash used in operating activities | (24,586) | (24,575) |
Financing activities | ||
Proceeds from notes payable, stockholders | 25,000 | 20,000 |
Net cash provided by financing activities | 25,000 | 20,000 |
Net Increase (decrease) in cash | 414 | (4,575) |
Cash at beginning of period | 485 | 5,060 |
Cash at end of period | $ 899 | $ 485 |
Nature of Operations and Signif
Nature of Operations and Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations and Significant Accounting Policies | 1. Nature of Operations and Significant Accounting Policies Nature of Operations Zeta Acquisition Corp. I (the “Company”) was incorporated under the laws of the State of Delaware on November 16, 2007. The Company was organized as a vehicle to investigate and, if such investigation warrants, acquire a target company or business seeking the perceived advantages of being a publicly held corporation. The Company’s principal business objective for the next twelve (12) months and beyond will be to achieve long-term growth potential through a combination with a business. The Company will not restrict its potential candidate target companies to any specific business, industry or geographical location and, thus, may acquire any type of business. Liquidity and Going Concern At December 31, 2018, our cash position and history of losses required management to asses our ability to continue operating as a going concern, according to FASB Accounting Standards Update No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”). Management evaluated the history and operational losses to have a material effect on our ability to continue as a going concern, unless we take actions to alleviate those conditions. Our primary sources of liquidity have been funds generated from our debt financings. Management believes that its existing cash, along with certain related parties’ intent to provide continued funding and capital resources, will be sufficient to fund the Company’s operations for at least the next twelve (12) months after filing this annual report on Form 10K. 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 certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates. Cash Cash consists of a bank checking account. Income Taxes The Company accounts for income taxes in accordance with ASC Topic 740, Income Taxes, which requires the recognition of deferred tax liabilities and assets at currently enacted tax rates for the expected future tax consequences of events that have been included in the financial statements or tax returns. A valuation allowance is recognized to reduce the net deferred tax asset to an amount that is more likely than not to be realized. Fair Value of Financial Instruments The Company considers the carrying value of cash, accounts payable, accrued expenses, accrued interest, and notes payable to stockholders to approximate fair value due to their short maturities. Net Loss Per Share Basic loss per share is computed by dividing net loss by the weighted-average number of common shares outstanding for the period. The Company currently has no dilutive securities and as such, basic and diluted loss per share are the same for all periods presented. Recently Issued Accounting Pronouncements Management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect. |
Notes Payable, Stockholders
Notes Payable, Stockholders | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
Notes Payable, Stockholders | 2. Notes Payable, Stockholders During 2018, various stockholders loaned the Company $25,000 and were issued unsecured promissory notes which bear interest of 6% and are due on demand. Similar stockholder loans amounted to $20,000 during 2017, $22,500 during 2016, $35,000 during 2015 (along with note reductions of $10,000), $15,000 during 2014, $25,000 during 2013, $25,000 during 2012, $35,000 during 2010, and $25,000 during 2009. Subsequent to December 31, 2018, various stockholders loaned the Company $25,000 and were issued unsecured promissory notes which bear interest of 6% and are due on demand. Interest of $66,188 and $53,290 was accrued and unpaid at December 31, 2018 and 2017, respectively. |
Preferred Stock
Preferred Stock | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Preferred Stock | 3. Preferred Stock The Company is authorized to issue 10,000,000 shares of preferred stock with such designations, voting and other rights and preferences as may be determined from time to time by the Board of Directors. |
Common Stock
Common Stock | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Common Stock | 4. Common Stock The Company is authorized to issue 100,000,000 shares of common stock with such designations, voting and other rights and preferences as may be determined from time to time by the Board of Directors. During December 2007, the Company issued 5,000,000 shares of its common stock pursuant to a private placement for $50,000. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 5. Income Taxes The Company has reviewed its tax positions as of December 31, 2018 and 2017, and has not identified any positions that are uncertain. The tax effects of temporary differences that give rise to significant portions of the Company's net deferred tax asset at December 31, 2018 and 2017 are as follows: December 31, December 31, Deferred tax asset: Capitalized formation costs $ 57,600 $ 52,800 Net operating loss carryforward 13,900 11,200 Valuation allowance (71,500 ) (64,000 ) Net deferred tax asset recognized $ -- $ -- A full valuation allowance has been recorded against the Company's deferred tax asset because, based on the weight of available evidence, it is more likely than not that such benefits will not be realized. As of December 31, 2018, the Company has a net operating loss carryforward for federal and state income tax purposes of approximately $66,200. The net operating loss carryforward incurred prior to January 1, 2018 of $53,300 will begin to expire in 2029. The net operating loss generated in 2018 of $12,900 will be carried forward indefinitely. The benefit from income taxes differs from the amount computed by applying the United States (US) federal income tax rate of twenty-one percent (21%) in 2018 and thirty-four percent (34%) in 2017 to loss before income taxes for the years ended December 31, 2018 and 2017 as follows: Year Ended Year Ended US federal income tax benefit at statutory rate $ (7,500 ) $ (11,500 ) Impact of Federal tax enactment -- 39,500 Change in valuation allowance 7,500 (28,000 ) Benefit from income taxes $ -- $ -- |
Commitment
Commitment | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitment | 6. Commitment The Company utilizes the office space and equipment of an officer and director at no cost on a month-to-month basis. Management estimates such amounts to be di minimis. |
Nature of Operations and Sign_2
Nature of Operations and Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations | Nature of Operations Zeta Acquisition Corp. I (the "Company") was incorporated under the laws of the State of Delaware on November 16, 2007. The Company was organized as a vehicle to investigate and, if such investigation warrants, acquire a target company or business seeking the perceived advantages of being a publicly held corporation. The Company's principal business objective for the next twelve (12) months and beyond will be to achieve long-term growth potential through a combination with a business. The Company will not restrict its potential candidate target companies to any specific business, industry or geographical location and, thus, may acquire any type of business. |
Liquidity and Going Concern | Liquidity and Going Concern At December 31, 2018, our cash position and history of losses required management to asses our ability to continue operating as a going concern, according to FASB Accounting Standards Update No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”). Management evaluated the history and operational losses to have a material effect on our ability to continue as a going concern, unless we take actions to alleviate those conditions. Our primary sources of liquidity have been funds generated from our debt financings. Management believes that its existing cash, along with certain related parties’ intent to provide continued funding and capital resources, will be sufficient to fund the Company’s operations for at least the next twelve (12) months after filing this annual report on Form 10K. |
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 certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates. |
Cash | Cash Cash consists of a bank checking account. |
Income Taxes | Income Taxes The Company accounts for income taxes in accordance with ASC Topic 740, Income Taxes |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company considers the carrying value of cash, accounts payable, accrued expenses, accrued interest, and notes payable to stockholders to approximate fair value due to their short maturities. |
Net Loss Per Share | Net Loss Per Share Basic loss per share is computed by dividing net loss by the weighted-average number of common shares outstanding for the period. The Company currently has no dilutive securities and as such, basic and diluted loss per share are the same for all periods presented. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of tax effects on significant portions of deferred tax asset | December 31, December 31, Deferred tax asset: Capitalized formation costs $ 57,600 $ 52,800 Net operating loss carryforward 13,900 11,200 Valuation allowance (71,500 ) (64,000 ) Net deferred tax asset recognized $ -- $ -- |
Summary of benefit from income taxes | Year Ended Year Ended US federal income tax benefit at statutory rate $ (7,500 ) $ (11,500 ) Impact of Federal tax enactment -- 39,500 Change in valuation allowance 7,500 (28,000 ) Benefit from income taxes $ -- $ -- |
Notes Payable, Stockholders (De
Notes Payable, Stockholders (Details) - USD ($) | 12 Months Ended | ||||||||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2010 | Dec. 31, 2009 | |
Notes Payable, Stockholders (Textual) | |||||||||
Proceeds from issuance of unsecured promissory notes | $ 25,000 | $ 20,000 | $ 22,500 | $ 35,000 | $ 15,000 | $ 25,000 | $ 25,000 | $ 35,000 | $ 25,000 |
Interest rate on unsecured promissory note | 6.00% | ||||||||
Accrued and unpaid interest | $ 66,188 | $ 53,290 | |||||||
Notes reductions | $ 10,000 | ||||||||
Variou Stockholders [Member] | |||||||||
Notes Payable, Stockholders (Textual) | |||||||||
Proceeds from issuance of unsecured promissory notes | $ 25,000 | ||||||||
Interest rate on unsecured promissory note | 6.00% |
Preferred Stock (Details)
Preferred Stock (Details) - shares | Dec. 31, 2018 | Dec. 31, 2017 |
Preferred Stock (Textual) | ||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Common Stock (Details)
Common Stock (Details) - USD ($) | 1 Months Ended | ||
Dec. 31, 2007 | Dec. 31, 2018 | Dec. 31, 2017 | |
Common Stock (Textual) | |||
Common stock, shares authorized | 100,000,000 | 100,000,000 | |
Common Stock [Member] | |||
Common Stock (Textual) | |||
Common stock issued pursuant to a private placement | 5,000,000 | ||
Proceeds from issuance of common stock to private placement | $ 50,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Deferred tax asset: | ||
Capitalized formation costs | $ 57,600 | $ 52,800 |
Net operating loss carryforward | 13,900 | 11,200 |
Valuation allowance | (71,500) | (64,000) |
Net deferred tax asset recognized |
Income Taxes (Details 1)
Income Taxes (Details 1) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | ||
US federal income tax benefit at statutory rate | $ (7,500) | $ (11,500) |
Impact of Federal tax enactment | 39,500 | |
Change in valuation allowance | 7,500 | (28,000) |
Benefit from income taxes |
Income Taxes (Details Textual)
Income Taxes (Details Textual) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Taxes (Textual) | ||
Operating loss carryforwards | $ 12,900 | $ 53,300 |
Percentage of united states federal income | (21.00%) | (34.00%) |
Operating loss carryforwards, Expiration date | Dec. 31, 2029 | |
Deferred Tax Assets carryforward | $ 66,200 |