Document and Entity Information
Document and Entity Information | 9 Months Ended |
Sep. 30, 2015shares | |
Document And Entity Information | |
Entity Registrant Name | Bollente Companies Inc. |
Entity Central Index Key | 1,429,393 |
Document Type | 10-Q |
Entity Trading Symbol | BOLC |
Document Period End Date | Sep. 30, 2015 |
Amendment Flag | false |
Current Fiscal Year End Date | --12-31 |
Is Entity a Well-known Seasoned Issuer? | No |
Is Entity a Voluntary Filer? | No |
Is Entity's Reporting Status Current? | Yes |
Entity Filer Category | Smaller Reporting Company |
Entity Common Stock, Shares Outstanding | 0 |
Document Fiscal Period Focus | Q3 |
Document Fiscal Year Focus | 2,015 |
CONSOLIDATED BALANCE SHEETS (un
CONSOLIDATED BALANCE SHEETS (unaudited) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash | $ 73,024 | $ 40,446 |
Accounts receivable | 36,116 | 54,477 |
Inventory | 138,371 | 174,132 |
Prepaid expenses | 130,354 | 30,399 |
Prepaid stock compensation | 152,575 | 530,000 |
Total current assets | 530,440 | 829,454 |
Fixed assets, net | 5,755 | 8,768 |
Other assets: | ||
Security deposits | 1,500 | 1,500 |
Trademarks | 4,075 | 825 |
Prepaid stock compensation - long term portion | 8,750 | 16,667 |
Website | 26,044 | 40,693 |
Total other assets | 40,369 | 59,685 |
Total assets | 576,564 | 897,907 |
Current liabilities: | ||
Accounts payable | 292,211 | 338,651 |
Credit cards | 9,989 | 2,387 |
Customer deposits | 600 | 600 |
Accrued salaries - related party | 27,170 | 15,278 |
Accrued payroll taxes | 11,984 | 12,505 |
Notes payable - related party | 294,587 | 128,637 |
Line of credit - related party | 1,500 | |
Accrued interest payable | 4 | $ 4 |
Accrued interest payable - related party | 599 | |
Total current liabilities | 638,644 | $ 498,062 |
Long-term liabilities: | ||
Notes payable - related party | 233,000 | |
Total long-term liabilities | 233,000 | |
Total liabilities | $ 871,644 | $ 498,062 |
Stockholders'equity: | ||
Preferred stock, $0.001 par value, 10,000,000 shares authorized, no shares issued and outstanding as of September 30, 2015 and December 31, 2014, respectively | ||
Common stock, $0.001 par value, 100,000,000 shares authorized, 19,112,186 and 16,934,301 shares issued and outstanding as of september 30, 2015 and December 31, 2014, respectively | $ 19,112 | $ 16,935 |
Additional paid-in capital | 16,276,060 | 13,725,353 |
Subscriptions payable | 117,500 | 164,375 |
Accumulated deficit | (16,707,752) | (13,506,818) |
Total stockholders' equity | (295,080) | 399,845 |
Total liabilities and stockholders' equity | $ 576,564 | $ 897,907 |
CONSOLIDATED BALANCE SHEETS (u3
CONSOLIDATED BALANCE SHEETS (unaudited) (Parenthetical) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 19,112,186 | 16,934,301 |
Common stock, shares outstanding | $ 19,112,186 | $ 16,934,301 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Income Statement [Abstract] | ||||
Revenue | $ 39,576 | $ 109,623 | $ 152,283 | $ 178,930 |
Cost of goods sold | 41,201 | 204,343 | 204,666 | 389,123 |
Gross profit | (1,625) | (94,720) | (52,383) | (210,193) |
Operating expenses: | ||||
General and administrative | 301,234 | 425,177 | 1,035,895 | 1,175,829 |
Executive compensation | 46,350 | 48,160 | 207,750 | 165,160 |
Research and development | 136,253 | 44,996 | 408,048 | 694,884 |
Professional fees | 325,405 | 530,980 | 1,478,097 | 2,459,171 |
Total operating expenses | $ 809,242 | $ 1,049,313 | 3,129,790 | 4,495,044 |
Other income(expenses): | ||||
Other income | 2,047 | 182 | ||
Interest expense - related party | $ (12,512) | $ (1) | (20,659) | (9,080) |
Interest expense | $ (19) | $ (4,474) | $ (140) | (203) |
Loss on debt conversion | $ (825,000) | |||
Other expenses | $ (9) | |||
Total other expenses | $ (12,531) | $ (4,475) | (18,761) | $ (834,101) |
Net loss from continuing operations | $ (823,398) | (1,148,508) | $ (3,200,934) | (5,539,338) |
Net loss from discontinued operations | (8,015) | (179,813) | ||
Net loss | $ (823,398) | $ (1,156,523) | $ (3,200,934) | $ (5,719,151) |
Basic earnings per share | ||||
Loss from continuing operations | $ (0.04) | $ (0.08) | $ (0.18) | $ (0.41) |
Loss from discontinued operations | (0.01) | |||
Net loss per common share - basic | $ (0.04) | $ (0.08) | $ (0.18) | $ (0.42) |
Weighted average number of common shares outstanding - basic | 19,018,402 | 14,365,176 | 18,134,375 | 13,584,981 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (3,200,934) | $ (5,719,151) |
Less: Loss from discontinued operations | 179,813 | |
Loss from continuing operations | $ (3,200,934) | (5,539,338) |
Adjustments to reconcile net loss from continuing operations to net cash used in operating activities from continuing operations: | ||
Shares issued for services | 589,585 | 426,593 |
Depreciation | 3,013 | 2,278 |
Shares issued for employment agreement | 170,000 | 420,000 |
Shares issued for prepaid stock compensation | 352,217 | 1,741,862 |
Loss on debt conversion | 825,000 | |
Amortization of website costs | 14,649 | 9,689 |
Accrued rent expense - related party line of credit | 21,000 | |
Changes in operating assets and liabilities: | ||
(Increase) decrease in accounts receivable | 18,361 | (96,598) |
(Increase) decrease in inventory | 35,761 | (205,611) |
(Increase) decrease in prepaid expenses | $ (99,955) | $ (12,628) |
(Increase) in other receivables | ||
Increase in accounts payable | $ (17,946) | $ 293,424 |
Increase in accounts payable - related party | (17,194) | |
Increase in credit card | 7,601 | 3,392 |
Increase in customer deposits | 600 | |
Increase in accrued salaries - related party | 11,892 | 2,196 |
Increase in accrued payroll taxes | (521) | $ 1,159 |
Increase in accrued interest payable | ||
Increase in accrued interest payable - related party | 599 | $ (1,599) |
Net cash used in operating activities - continuing operations | $ (2,132,872) | (2,108,581) |
Net cash used in operating activities - discontinued operations | (78,759) | |
Net cash used in operating activities | $ (2,132,872) | (2,187,340) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Purchase trademarks | $ (3,250) | $ (275) |
Purchase website costs | ||
Purchase of fixed assets | $ (12,049) | |
Net cash used in investing activities - continuing operations | $ (3,250) | (12,324) |
Net cash used in investing activities | (3,250) | (12,324) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from convertible notes payable | $ 14,000 | |
Proceeds from notes payable | 200,000 | |
Proceeds from notes payable - related party | 232,700 | |
Repayments of notes payable - related party | (33,750) | $ (225,000) |
Proceeds from line of credit - related party | $ 1,500 | |
Repayments of line of credit - related party | $ 64,036 | |
Proceeds from sale of common stock, net of offering costs | $ 1,393,250 | $ 2,288,999 |
Proceeds from royalty payments | 375,000 | |
Net cash provided by financing activities - continuing operations | $ 2,168,700 | $ 2,142,035 |
Net cash provided by financing activities - discontinued operations | 75,913 | |
Net cash provided by financing activities | $ 2,168,700 | 2,217,948 |
NET CHANGE IN CASH | 32,578 | 18,284 |
CASH AT BEGINNING OF YEAR | 40,446 | 4,329 |
CASH AT END OF YEAR | $ 73,024 | 22,613 |
Less: CASH OF DISCONTINUED OPERATIONS AT END OF YEAR | 155 | |
CASH OF CONTINUING OPERATIONS AT END OF YEAR | $ 73,024 | $ 22,458 |
SUPPLEMENTAL INFORMATION: | ||
Interest paid | $ 20,000 | |
Income taxes paid | ||
Non-cash investing and financing activities: | ||
Shares issued as settlement of accounts payable | ||
Shares issued for prepaid stock compensation | $ 352,217 | $ 850,000 |
Shares issued for debt settlement | $ 290,250 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation The interim financial statements included herein, presented in accordance with United States generally accepted accounting principles and stated in US dollars, have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. These statements reflect all adjustments, consisting of normal recurring adjustments, which in the opinion of management, are necessary for a fair presentation of the information contained therein. It is suggested that these interim financial statements be read in conjunction with the financial statements of the Company for the years ended December 31, 2014 and 2013 and notes thereto included in the Companys 10-K annual report. The Company follows the same accounting policies in the preparation of interim reports. Principles of consolidation The consolidated financial statements include the accounts of Bollente Companies, Inc. and its wholly owned subsidiaries. On May 16, 2010, the Company acquired 100% of the outstanding stock of Bollente, Inc. On the date of acquisition, Bollente, Inc. was 2.78% owned and controlled 100% by Robertson J. Orr, a majority shareholder and officer and director of Bollente Companies, Inc. and the acquisition was accounted for by means of a pooling of the entities from the date of inception of Bollente Companies, Inc. on March 7, 2008 because the entities were under common control. On November 21, 2013, the Company formed a wholly owned subsidiary, Nuvola, Inc. On August 13, 2015, the Company formed a wholly owned subsidiary, Bollente International, Inc. On November 24, 2014, the Company completed the spin-off of its cloud-based technology business, Nuvola, Inc. Shareholders of the Company will receive one restricted share of Nuvola, Inc. for every twenty shares held. As a result of the spin-off, all current and prior year amounts have been adjusted to reflect Nuvola, Inc. as a discontinuted operation. Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make 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 period. Actual results could differ significantly from those estimates. Cash and cash equivalents For the purpose of the statements of cash flows, all highly liquid investments with an original maturity of three months or less are considered to be cash equivalents. The carrying value of these investments approximates fair value. Website The Company capitalizes the costs associated with the development of the Companys website pursuant to ASC Topic 350. Other costs related to the maintenance of the website are expensed as incurred. Amortization is provided over the estimated useful lives of 3 years using the straight-line method for financial statement purposes. The Company plans to commence amortization upon completion and release of the Companys fully operational website. Stock-based compensation The Company records stock based compensation in accordance with the guidance in ASC Topic 505 and 718 which requires the Company to recognize expenses related to the fair value of its employee stock option awards. This eliminates accounting for share-based compensation transactions using intrinsic value and requires instead that such transactions be accounted for using a fair-value-based method. The Company recognizes the cost of all share-based awards on a graded vesting basis over the vesting period of the award. The Company accounts for equity instruments issued in exchange for the receipt of goods or services from other than employees in accordance with FASB ASC 718-10 and the conclusions reached by the FASB ASC 505-50. Costs are measured at the estimated fair market value of the consideration received or the estimated fair value of the equity instruments issued, whichever is more reliably measurable. The value of equity instruments issued for consideration other than employee services is determined on the earliest of a performance commitment or completion of performance by the provider of goods or services as defined by FASB ASC 505-50. Earnings per share The Company follows ASC Topic 260 to account for the earnings per share. Basic earning per common share (EPS) calculations are determined by dividing net income by the weighted average number of shares of common stock outstanding during the year. Diluted earning per common share calculations are determined by dividing net income by the weighted average number of common shares and dilutive common share equivalents outstanding. During periods when common stock equivalents, if any, are anti-dilutive they are not considered in the computation. Inventory Inventories are stated at the lower of cost (average cost) or market (net realizable value). Revenue recognition The Company records revenue when persuasive evidence of an arrangement exists, delivery has occurred, the fee is fixed or determinable and collectability is probable. The Company records revenue from the sale of product upon shipment or delivery of the products to the customer. The Company also records the shipping income when the products are sent to the customer. Fair value of financial instruments Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of December 31, 2014. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values. These financial instruments include cash and accounts payable. Fair values were assumed to approximate carrying values for cash and payables because they are short term in nature and their carrying amounts approximate fair values or they are payable on demand. Level 1: Level 2: FASB acknowledged that active markets for identical assets and liabilities are relatively uncommon and, even when they do exist, they may be too thin to provide reliable information. To deal with this shortage of direct data, the board provided a second level of inputs that can be applied in three situations. Level 3: If inputs from levels 1 and 2 are not available, FASB acknowledges that fair value measures of many assets and liabilities are less precise. The board describes Level 3 inputs as unobservable, and limits their use by saying they shall be used to measure fair value to the extent that observable inputs are not available. This category allows for situations in which there is little, if any, market activity for the asset or liability at the measurement date. Earlier in the standard, FASB explains that observable inputs are gathered from sources other than the reporting company and that they are expected to reflect assumptions made by market participants. Reclassifications During the fourth quarter of 2014, assets related to Nuvola, Inc. met the criteria for classification as Discontinued Operations. The results of operations related to Nuvola, Inc. are included in the consolidated statements of operations as Net loss from discontinued operations. The cash flows of this business is also presented separately in our consolidated statements of cash flows. Recent pronouncements In April 2014, the FASB issued ASU 2014-08, "Reporting Discontinued Operations and Disclosures of |
GOING CONCERN
GOING CONCERN | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
GOING CONCERN | NOTE 2 GOING CONCERN The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the recoverability of assets and the satisfaction of liabilities in the normal course of business. As a result, the Company incurred accumulated net losses for the nine months ended September 30, 2015 of ($16,707,753). In addition, the Companys development activities since inception have been financially sustained through debt and equity financing. The ability of the Company to continue as a going concern is dependent upon its ability to raise additional capital from the sale of common stock and, ultimately, the achievement of significant operating revenues. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from this uncertainty. |
INVENTORY
INVENTORY | 9 Months Ended |
Sep. 30, 2015 | |
Inventory Disclosure [Abstract] | |
INVENTORY | NOTE 3 INVENTORY Inventories consist of the following at: September 30, 2015 December 31, 2014 Raw materials $ 93,679 $ 174,132 Finished goods 44,692 - Total $ 138,371 $ 174,132 |
WEBSITE
WEBSITE | 9 Months Ended |
Sep. 30, 2015 | |
Research and Development [Abstract] | |
WEBSITE | NOTE 4 WEBSITE Website consists of the following at: September 30, 2015 December 31, 2014 Website $ 58,598 $ 58,598 Less: Accumulated amortization (32,554) (17,905) Website, net $ 26,044 $ 40,693 Amortization expense from continuing operations for the three months ended September 30, 2015 and 2014 was $4,883 and $4,883, respectively. Amortization expense from continuing operations for the nine months ended September 30, 2015 and 2014 was $14,649 and $13,022, respectively. |
ROYALTY PAYMENTS
ROYALTY PAYMENTS | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
ROYALTY PAYMENTS | NOTE 6 ROYALTY PAYMENTS During the three months ended September 30, 2015, the Company has agreed to allow accredited investors the ability to receive a royalty on products sold in an effort to fund its distribution and marketing advances internationally by purchasing units. Each unit represents 0.625% royalty interest in the Gross Margin of product sold by Bollente International, Inc., costing $25,000 per unit. As of September 30, 2015, fifteen units have been sold totaling $375,000. This amount is included in additional paid in capital since there is no obligation to repay the funds. |
NOTES PAYABLE - RELATED PARTY
NOTES PAYABLE - RELATED PARTY | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE- RELATED PARTY | NOTE 5 NOTES PAYABLE RELATED PARTY Notes payable consist of the following at: September 30, 2015 December 31, 2014 Note payable to an officer, director and shareholder, unsecured, 0% interest, due upon demand $ 600 $ 450 Note payable from a shareholder, secured, 12% interest, due June 2016 200,000 - Note payable to a related entity, unsecured, 0% interest, due upon demand 93,987 128,187 Notes Payable Current $ 294,587 $ 128,637 September 30, 2015 December 31, 2014 Note payable from a shareholder, secured, 12% interest, due March 2017 $ 200,000 $ - Note payable, to an officer, director and shareholder, secured, 0% interest, due April 2017 33,000 - Notes payable Long Term $ 233,000 $ - Interest expense from continuing operations for the three months ended September 30, 2015 and 2014 was $12,512 and $1, respectively. Interest expense from continuing operations for the nine months ended September 30, 2015 and 2014 was $20,659 and $9,080, respectively. |
DISCONTINUED OPERATIONS
DISCONTINUED OPERATIONS | 9 Months Ended |
Sep. 30, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISCONTINUED OPERATIONS | NOTE 7 DISCONTINUED OPERATIONS On November 24, 2014, the Company completed the spin-off of its cloud-based technology business, Nuvola, Inc. Shareholders of the Company will receive one restricted share of Nuvola, Inc. for every twenty shares held. As a result of the spin-off, all current and prior year amounts have been adjusted to reflect Nuvola, Inc. as a discontinuted operation. During the fourth quarter of 2014, assets related to Nuvola, Inc. met the criteria for classification as Discontinued Operations. The results of operations related to Nuvola, Inc. are included in the consolidated statements of operations as Net loss from discontinued operations. The cash flows of this business is also presented separately in our consolidated statements of cash flows. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | NOTE 8 STOCKHOLDERS EQUITY The Company is authorized to issue 10,000,000 shares of it $0.001 par value preferred stock and 100,000,000 shares of its $0.001 par value common stock. In August 2015, the Company issued 136,000 shares of common stock for cash received of $136,000,of which $50,000 of the funds were received as of June 30, 2015 and recorded as stock payable. In August 2015, the Company issued 30,085 shares of common stock for services totaling $30,085. The shares were valued according to the fair value of the common stock, based on recent sales in a PPM at $1.00 and not based on the stock price on the market at the time which ranged from $2.53 to $3.71. In August 2015, the Company issued 10,000 shares of common stock owed to an employee of the Company as part of their employment agreement totaling $10,000. The shares were valued according to the fair value of the common stock, based on recent sales in a PPM at $1.00 and not based on the stock price on the market at the time which ranged from $2.53 to $3.71. In August 2015, the Company sold 50,000 shares of common stock to an investor for cash totaling $50,000 and are recorded to stock payable. The shares were issued on October xx, 2015. In September 2015, the Company sold 25,000 shares of common stock to an investor for cash totaling $25,000 and are recorded to stock payable. The shares were issued on October 1, 2015. In September 2015, the Company recorded a stock payable totaling $12,500 for 12,500 shares of common stock earned by a consultant. The shares were valued according to the fair value of the common stock, based on recent sales in a PPM at $1.00 and not based on the stock price on the market at the time which ranged from $2.53 to $3.71. The shares were issued on October 1, 2015. In September 2015, the Company recorded a stock payable totaling $30,000 for 30,000 shares of common stock earned by the President of the Company as part of their employment agreement. The shares were valued according to the fair value of the common stock, based on recent sales in a PPM at $1.00 and not based on the stock price on the market at the time which ranged from $2.53 to $3.71. The shares were issued on October 1, 2015. |
PREPAID STOCK COMPENSATION
PREPAID STOCK COMPENSATION | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
PREPAID STOCK COMPENSATION | NOTE 9 PREPAID STOCK COMPENSATION During the three month ended September 30, 2015, the Company issued a total of 10,000 shares of common stock as part of a consulting agreement totaling $10,000. The shares were valued according to the fair value of the common stock, based on recent sales in a PPM at $1.00 and not based on the stock price on the market at the time which ranged from $2.53 to $3.71. The value of the shares was recorded as prepaid expense and is being amortized over one year which is the related service period of the agreement. For the three months ended September 30, 2015, the Company expensed $154,067 as professional fees with a remaining prepaid expense amount totaling $161,325 at September 30, 2015. |
AGREEMENTS
AGREEMENTS | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
AGREEMENTS | NOTE 10 AGREEMENTS On April 21, 2015, the Company received $33,000 as a loan from an officer of the Company. The term of the note is for two years beginning April 21, 2015 and ending on April 20, 2017 and bears no interest. Lease agreement In January 2015, the Company executed a sublease agreement with Perigon Companies, LLC, a related party. The lease term is one year at a rate of $4,000 per month with an option to continue on a month to month basis. The Company paid a refundable security deposit of $1,500. In January 2015, the Company executed a sublease agreement with Templar Asset Group, LLC, a related party. The lease term is one year at a rate of $2,800 per month with an option to continue on a month to month basis. The Company was not required to pay a security deposit. Rent expense for the three months ended September 30, 2015 and 2014 was $20,400 and $10,500, respectively. Rent expense for the nine months ended June 30, 2015 and 2014 was $45,077 and $34,228, respectively |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2015 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 11 SUBSEQUENT EVENTS On October 1, 2015, the Company issued 25,000 shares of common stock for cash received of $25,000 during September 2015 and recorded as stock payable. On October 1, 2015, the Company issued 100,000 shares of common stock for services totaling $100,000, of which $12,500 was earned during September 2015 and recorded as stock payable. On October 1, 2015, the Company issued 30,000 shares of common stock earned by an employee of the Company as part of their employment agreement totaling $30,000 during September 2015 and recorded as stock payable |
SUMMARY OF SIGNIFICANT ACCOUN17
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of presentation The interim financial statements included herein, presented in accordance with United States generally accepted accounting principles and stated in US dollars, have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. These statements reflect all adjustments, consisting of normal recurring adjustments, which in the opinion of management, are necessary for a fair presentation of the information contained therein. It is suggested that these interim financial statements be read in conjunction with the financial statements of the Company for the years ended December 31, 2014 and 2013 and notes thereto included in the Companys 10-K annual report. The Company follows the same accounting policies in the preparation of interim reports. |
Principles of consolidation | Principles of consolidation The consolidated financial statements include the accounts of Bollente Companies, Inc. and its wholly owned subsidiaries. On May 16, 2010, the Company acquired 100% of the outstanding stock of Bollente, Inc. On the date of acquisition, Bollente, Inc. was 2.78% owned and controlled 100% by Robertson J. Orr, a majority shareholder and officer and director of Bollente Companies, Inc. and the acquisition was accounted for by means of a pooling of the entities from the date of inception of Bollente Companies, Inc. on March 7, 2008 because the entities were under common control. On November 21, 2013, the Company formed a wholly owned subsidiary, Nuvola, Inc. On August 13, 2015, the Company formed a wholly owned subsidiary, Bollente International, Inc. On November 24, 2014, the Company completed the spin-off of its cloud-based technology business, Nuvola, Inc. Shareholders of the Company will receive one restricted share of Nuvola, Inc. for every twenty shares held. As a result of the spin-off, all current and prior year amounts have been adjusted to reflect Nuvola, Inc. as a discontinuted operation. |
Use of estimates | Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make 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 period. Actual results could differ significantly from those estimates. |
Cash and cash equivalents | Cash and cash equivalents For the purpose of the statements of cash flows, all highly liquid investments with an original maturity of three months or less are considered to be cash equivalents. The carrying value of these investments approximates fair value. |
Website | Website The Company capitalizes the costs associated with the development of the Companys website pursuant to ASC Topic 350. Other costs related to the maintenance of the website are expensed as incurred. Amortization is provided over the estimated useful lives of 3 years using the straight-line method for financial statement purposes. The Company plans to commence amortization upon completion and release of the Companys fully operational website. |
Stock-based compensation | Stock-based compensation The Company records stock based compensation in accordance with the guidance in ASC Topic 505 and 718 which requires the Company to recognize expenses related to the fair value of its employee stock option awards. This eliminates accounting for share-based compensation transactions using intrinsic value and requires instead that such transactions be accounted for using a fair-value-based method. The Company recognizes the cost of all share-based awards on a graded vesting basis over the vesting period of the award. The Company accounts for equity instruments issued in exchange for the receipt of goods or services from other than employees in accordance with FASB ASC 718-10 and the conclusions reached by the FASB ASC 505-50. Costs are measured at the estimated fair market value of the consideration received or the estimated fair value of the equity instruments issued, whichever is more reliably measurable. The value of equity instruments issued for consideration other than employee services is determined on the earliest of a performance commitment or completion of performance by the provider of goods or services as defined by FASB ASC 505-50. |
Earnings per share | Earnings per share The Company follows ASC Topic 260 to account for the earnings per share. Basic earning per common share (EPS) calculations are determined by dividing net income by the weighted average number of shares of common stock outstanding during the year. Diluted earning per common share calculations are determined by dividing net income by the weighted average number of common shares and dilutive common share equivalents outstanding. During periods when common stock equivalents, if any, are anti-dilutive they are not considered in the computation. |
Inventory | Inventory Inventories are stated at the lower of cost (average cost) or market (net realizable value). |
Revenue recognition | Revenue recognition The Company records revenue when persuasive evidence of an arrangement exists, delivery has occurred, the fee is fixed or determinable and collectability is probable. The Company records revenue from the sale of product upon shipment or delivery of the products to the customer. The Company also records the shipping income when the products are sent to the customer. |
Fair value of financial instruments | Fair value of financial instruments Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of December 31, 2014. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values. These financial instruments include cash and accounts payable. Fair values were assumed to approximate carrying values for cash and payables because they are short term in nature and their carrying amounts approximate fair values or they are payable on demand. Level 1: Level 2 FASB acknowledged that active markets for identical assets and liabilities are relatively uncommon and, even when they do exist, they may be too thin to provide reliable information. To deal with this shortage of direct data, the board provided a second level of inputs that can be applied in three situations. Level 3: If inputs from levels 1 and 2 are not available, FASB acknowledges that fair value measures of many assets and liabilities are less precise. The board describes Level 3 inputs as unobservable, and limits their use by saying they shall be used to measure fair value to the extent that observable inputs are not available. This category allows for situations in which there is little, if any, market activity for the asset or liability at the measurement date. Earlier in the standard, FASB explains that observable inputs are gathered from sources other than the reporting company and that they are expected to reflect assumptions made by market participants. |
Reclassifications | Reclassifications During the fourth quarter of 2014, assets related to Nuvola, Inc. met the criteria for classification as Discontinued Operations. The results of operations related to Nuvola, Inc. are included in the consolidated statements of operations as Net loss from discontinued operations. The cash flows of this business is also presented separately in our consolidated statements of cash flows. |
Recent pronouncements | Recent pronouncements In April 2014, the FASB issued ASU 2014-08, "Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity," which changes the criteria for determining which disposals can be presented as discontinued operations and modifies the related disclosure requirements. This guidance should be applied prospectively to new disposals and new classifications of disposal groups as held for sale after the effective date which is fiscal years beginning on or after December 15, 2014, and interim periods within those annual periods. The Company chose to early adopt the provisions of this guidance in the fourth quarter of 2014 |
INVENTORY (Tables)
INVENTORY (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Inventory Disclosure [Abstract] | |
INVENTORY | Inventories consist of the following at: September 30, 2015 December 31, 2014 Raw materials $ 93,679 $ 174,132 Finished goods 44,692 - Total $ 138,371 $ 174,132 |
WEBSITE (Tables)
WEBSITE (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Research and Development [Abstract] | |
Summary of website and its amortization expense | Website consists of the following at: September 30, 2015 December 31, 2014 Website $ 58,598 $ 58,598 Less: Accumulated amortization (32,554) (17,905) Website, net $ 26,044 $ 40,693 Amortization expense from continuing operations for the three months ended September 30, 2015 and 2014 was $4,883 and $4,883, respectively. Amortization expense from continuing operations for the nine months ended September 30, 2015 and 2014 was $14,649 and $13,022, respectively. |
NOTES PAYABLE - RELATED PARTY (
NOTES PAYABLE - RELATED PARTY (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of notes payable | Notes payable consist of the following at: September 30, 2015 December 31, 2014 Note payable to an officer, director and shareholder, unsecured, 0% interest, due upon demand $ 600 $ 450 Note payable from a shareholder, secured, 12% interest, due June 2016 200,000 - Note payable to a related entity, unsecured, 0% interest, due upon demand 93,987 128,187 Notes Payable Current $ 294,587 $ 128,637 September 30, 2015 December 31, 2014 Note payable from a shareholder, secured, 12% interest, due March 2017 $ 200,000 $ - Note payable, to an officer, director and shareholder, secured, 0% interest, due April 2017 33,000 - Notes payable Long Term $ 233,000 $ - |
SUMMARY OF SIGNIFICANT ACCOUN21
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Estimated useful lives of website | 3 years |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Notes to Financial Statements | |
Incurred accumulated net losses | $ 16,707,753 |
INVENTORY (Details)
INVENTORY (Details) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 93,679 | $ 174,132 |
Finished goods | 44,692 | |
Total | $ 138,371 | $ 174,132 |
WEBSITE (Details)
WEBSITE (Details) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Research and Development [Abstract] | ||
Website | $ 58,598 | $ 58,598 |
Less: Accumulated amortization | (32,554) | (17,905) |
Website, net | $ 26,044 | $ 40,693 |
WEBSITE (Details Narrative)
WEBSITE (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Research and Development [Abstract] | ||||
Amortization expense | $ 4,883 | $ 4,883 | $ 14,649 | $ 13,022 |
NOTES PAYABLE - RELATED PARTY26
NOTES PAYABLE - RELATED PARTY (Details) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Debt Disclosure [Abstract] | ||
Note payable to an officer, director and shareholder, unsecured, 0% interest, due upon demand | $ 600 | $ 450 |
Note payable from a shareholder, secured, 12% interest, due June 2016 | 200,000 | |
Note payable to a related entity, unsecured, 0% interest, due upon demand | 93,987 | 128,187 |
Notes Payable - Current | 294,587 | $ 128,637 |
Note payable from a shareholder, secured, 12% interest, due March 2017 | 200,000 | |
Note payable, to an officer, director and shareholder, secured, 0% interest, due April 2017 | 33,000 | |
Notes payable - Long Term | $ 233,000 |
NOTES PAYABLE - RELATED PARTY27
NOTES PAYABLE - RELATED PARTY (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Debt Disclosure [Abstract] | ||||
Interest expense from continuing operations | $ 12,512 | $ 1 | $ 20,659 | $ 9,080 |
ROYALTY PAYMENTS (Details Narra
ROYALTY PAYMENTS (Details Narrative) | Sep. 30, 2015USD ($) |
Notes to Financial Statements | |
Royalty | $ 375,000 |
STOCKHOLDERS' EQUITY (Details N
STOCKHOLDERS' EQUITY (Details Narrative) - USD ($) | 1 Months Ended | 9 Months Ended | |||
Aug. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | |
Authorized to issue shares | 10,000,000 | 10,000,000 | |||
Preferred stock par value | $ 0.001 | $ 0.001 | |||
Common stock shares | 100,000,000 | 100,000,000 | |||
Common stock par value | $ 0.001 | $ 0.001 | |||
Stock payables | $ 50,000 | $ 165,000 | $ 10,000 | ||
Common stock for cash | $ 136,000 | $ 12,500 | |||
Common stock for cash, Shares | 136,000 | 12,500 | |||
Common stock for services, Shares | 50,000 | ||||
Common stock for services, Value | $ 50,000 | ||||
Consulting Services [Member] | |||||
Stock payables | $ 30,000 | ||||
Stock payable shares | 30,000 | ||||
Common stock for cash | $ 10,000 | ||||
Common stock for cash, Shares | 10,000 |
PREPAID STOCK COMPENSATION (Det
PREPAID STOCK COMPENSATION (Details Narrative) - USD ($) | 3 Months Ended | |
Jun. 30, 2015 | Sep. 30, 2015 | |
Prepaid expense amount total | $ 161,325 | |
Consulting Services [Member] | ||
Professional fees | $ 154,067 |
AGREEMENTS (Details Narrative)
AGREEMENTS (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Jun. 30, 2015 | |
Rent expense | $ 20,400 | $ 10,500 | $ 45,077 | $ 34,228 | |
Loan from an officer | $ 33,000 | ||||
Lease Agreements [Member] | |||||
Lease term with monthly basis | $ 4,000 | ||||
Refundable security deposit | 1,500 | ||||
Lease Agreements One[Member] | |||||
Lease term with monthly basis | $ 2,800 | ||||
Refundable security deposit |