Document_And_Entity_Informatio
Document And Entity Information | 3 Months Ended | |
Feb. 28, 2015 | Apr. 17, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Net Savings Link, Inc. | |
Document Type | 10-Q | |
Current Fiscal Year End Date | -19 | |
Entity Common Stock, Shares Outstanding | 1,593,677,408 | |
Amendment Flag | FALSE | |
Entity Central Index Key | 1432176 | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Filer Category | Smaller Reporting Company | |
Entity Well-known Seasoned Issuer | No | |
Document Period End Date | 28-Feb-15 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 |
Balance_Sheets
Balance Sheets (USD $) | Feb. 28, 2015 | Nov. 30, 2014 |
Current assets | ||
Cash | $72,425 | $9,756 |
Other current assets | 7,675 | 3,249 |
Total Current Assets | 80,100 | 13,005 |
TOTAL ASSETS | 80,100 | 13,005 |
Current Liabilities: | ||
Accounts payable and accrued liabilities | 143,733 | 103,455 |
Derivative liabilities | 177,735 | 390,020 |
Note payable, related party | 2,000 | 2,000 |
Convertible notes payable, net of debt discount of $40,556 and $23,900, respectively | 192,694 | 157,020 |
Total Current Liabilities | 516,162 | 652,495 |
STOCKHOLDERS' EQUITY(DEFICIT) | ||
Series A Preferred Stock, $0.0001 par value, 100,000,000 shares authorized, 1,500,000 shares issued and outstanding | 15 | 15 |
Common stock, $0.001 par value, 1,000,000,000 shares authorized, 2,615,087,408 and 1,593,677,408 shares issued and outstanding | 2,615,088 | 1,593,678 |
Additional paid-in capital | -2,053,318 | -1,279,643 |
Accumulated deficit | -997,847 | -953,540 |
Total Stockholders' Equity (deficit) | -436,062 | -639,490 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) | $80,100 | $13,005 |
Balance_Sheets_Parentheticals
Balance Sheets (Parentheticals) (USD $) | Feb. 28, 2015 | Nov. 30, 2014 |
Convertible notes payable, net of debt discount (in Dollars) | $40,556 | $23,900 |
Series A Preferred stock par value (in Dollars per share) | $0.00 | |
Series A Preferred stock shares authorized | 100,000,000 | |
Series A Preferred stock issued | 1,500,000 | |
Series A Preferred stock outstanding | 1,500,000 | |
Common stock par value (in Dollars per share) | $0.00 | |
Common stock, shares authorized | 1,000,000,000 | |
Common stock, shares issued | 2,615,087,408 | 1,593,677,408 |
Common stock, shares outstanding | 2,615,087,408 | 1,593,677,408 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (Unaudited) (USD $) | 3 Months Ended |
Feb. 28, 2015 | |
OPERATING EXPENSES | |
General and administrative expense | $70,569 |
Total Operating Expenses | 70,569 |
OPERATING LOSS | -70,569 |
OTHER INCOME (EXPENSE) | |
Gain (loss) on derivative | 124,236 |
Interest expense | -97,974 |
Total Other Income (Expense) | 26,262 |
NET LOSS | ($44,307) |
BASIC AND DILUTIVE NET LOSS PER COMMON SHARE (in Dollars per share) | $0 |
BASIC AND DILUTIVE WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING (in Shares) | 2,026,627,408 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (Unaudited) (USD $) | 3 Months Ended |
Feb. 28, 2015 | |
CASH FLOWS FROM OPERATING ACTIVITIES | |
Net loss | ($44,307) |
Debt discount amortization | 89,344 |
Debt offering cost amortization | 4,574 |
Gain on derivative | 124,236 |
Increase in accounts payable and accrued liabilities | 42,294 |
Net Cash Used in Operating Activities | -32,331 |
CASH FLOWS FROM FINANCING ACTIVITIES | |
Proceeds from convertible notes payable | 104,000 |
Cash paid for debt offering costs | -9,000 |
Net Cash Provided by Financing Activities | 95,000 |
INCREASE IN CASH | 62,669 |
CASH AT BEGINNING OF PERIOD | 9,756 |
CASH AT END OF PERIOD | 72,425 |
NON-CASH FINANCING ACTIVITIES: | |
Common stock issued for convertible notes and accrued interest | 53,686 |
Discount on convertible notes payable from derivative instrument | 106,000 |
Settlement of derivative liability to additional paid-in capital | $194,049 |
1_Nature_of_Operations_and_Con
1. Nature of Operations and Continuance of Business | 3 Months Ended | |
Feb. 28, 2015 | ||
Disclosure Text Block [Abstract] | ||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | 1 | Nature of Operations and Continuance of Business |
The unaudited interim consolidated financial statements included herein have been prepared by Net Savings Link, Inc. and its wholly owned subsidiary Global Distribution Network, Inc. (collectively, "NSL" or the "Company") in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission. We believe that all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein and that the disclosures made are adequate to make the information not misleading. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the consolidated financial statements which would substantially duplicate the disclosure contained in the audited financial statements as would be required to be reported in Form 10-K have been omitted. | ||
2_Going_Concern
2. Going Concern | 3 Months Ended |
Feb. 28, 2015 | |
Going Concern Note [Abstract] | |
Going Concern Note | 2. Going Concern |
NSL's financial statements are prepared using Generally Accepted Accounting Principles applicable to a going concern that contemplates the realization of assets and liquidation of liabilities in the normal course of business. However, NSL has generated minimal revenue and accumulated significant losses since inception. As of February 28, 2015, company has accumulated deficit of $997,847 and a working capital deficit of $436,062. All of these items raise substantial doubt about its ability to continue as a going concern. Management's plans with respect to alleviating the adverse financial conditions that caused management to express substantial doubt about the NSL's ability to continue as a going concern are as follows: | |
In order to fund the start-up of operations during the year ended November 30, 2014, NSL entered into several financing transactions and continues to try to raise funds in 2015. The continuation of NSL as a going concern is dependent upon its ability to generating profitable operations that produce positive cash flows. If NSL is not successful, it may be forced to raise additional debt or equity financing. | |
There can be no assurance that NSL will be able to achieve its business plans, raise any more required capital or secure the financing necessary to achieve its current operating plan. The ability of NSL to continue as a going concern is dependent upon its ability to successfully accomplish the plan described in the preceding paragraph and eventually attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. | |
3_Convertible_Promissory_Notes
3. Convertible Promissory Notes Payable | 3 Months Ended |
Feb. 28, 2015 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | 3. Convertible Promissory Notes Payable |
During the period ended February 28, 2015, the holder of two Convertible Promissory Notes elected to convert a total of $51,670 in principal and $2,016 in interest into 1,021,410,000 shares of the Company's common stock at conversion prices of between $0.00003 to $0.00012 per share. | |
During December 2014, NSL issued an Unsecured Convertible Promissory Note for $104,000 (the "December 2014 Convertible Promissory Note"). The December 2014 Convertible Promissory Note is unsecured, due approximately nine months from the date of issuance, accrues interest at 8% per annum and is convertible into shares of NSL's common stock at any time at the option of the holder. The December 2014 Convertible Promissory Note is convertible at a discount from market of 55% of the average of the three lowest bid prices during the fifteen trading days prior to the conversion date. | |
4_Derivative_Liabilities
4. Derivative Liabilities | 3 Months Ended | ||||
Feb. 28, 2015 | |||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |||||
Derivative Instruments and Hedging Activities Disclosure [Text Block] | 4. Derivative Liabilities | ||||
NSL analyzed the conversion options embedded in the Convertible Promissory Notes for derivative accounting consideration under ASC 815, Derivatives and Hedging, and determined that the instruments embedded in the above referenced convertible promissory notes should be classified as liabilities and recorded at fair value due to their being no explicit limit to the number of shares to be delivered upon settlement of the conversion options. Additionally, the above referenced convertible promissory notes contain dilutive issuance clauses. Under these clauses, based on future issuances of NSL's common stock or other convertible instruments, the conversion price of the above referenced convertible promissory notes can be adjusted downward. Because the number of shares to be issued upon settlement of the above referenced convertible promissory notes cannot be determined under this instrument, NSL cannot determine whether it will have sufficient authorized shares at a given date to settle any other future share instruments. | |||||
During the period ended February 28, 2015, two Convertible Promissory Notes became convertible into shares of the Company's common stock. The fair value of the conversion options was determined to be $267,374 using a Black-Scholes option-pricing model. Upon the date the Convertible Promissory Notes became convertible, $106,000 was recorded as debt discount and $161,374 was recorded as day one loss on derivative liability. | |||||
During the period ended February 28, 2015, $53,686 in principal and accrued interest on Convertible Promissory Notes was converted into common stock, $194,049 in related derivative liability was extinguished through a charge to paid-in capital and $124,236 was recorded as a net gain on mark-to-market of the conversion options and warrants. | |||||
The following table summarizes the derivative liabilities included in the balance sheet at February 28, 2015: | |||||
Derivative liabilities November 30, 2014 | $ | 390,020 | |||
Day one loss due to convertible debt | 161,373 | ||||
Debt discount | 106,000 | ||||
Reclassification of derivative liability to additional paid-in capital due to | (194,049 | ) | |||
promissory note conversions | |||||
Gains on change in fair value | (285,609 | ) | |||
Balance at February 28, 2015 | $ | 177,735 | |||
The following table summarizes the loss on derivative liabilities included in the income statement for the period ended February 28, 2015: | |||||
Day one loss due to convertible debt | $ | (161,373 | ) | ||
Gains on change in fair value | 285,609 | ||||
Gain on derivative liabilities | $ | 124,236 | |||
NSL valued its derivatives liabilities using the Black-Scholes option-pricing model. Assumptions used during the period ended February 28, 2015 include (1) risk-free interest rates between 0.02% to 1.51%, (2) lives of between 0 and 4.26 years, (3) expected volatility of between 421% to 925%, (4) zero expected dividends, (5) conversion prices as set forth in the related instruments, and (6) the common stock price of the underlying share on the valuation dates. | |||||
5_Common_Stock
5. Common Stock | 3 Months Ended |
Feb. 28, 2015 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | 5. Common Stock |
During the three months ended February 28, 2015, the Company issued 1,021,410,000 shares of common stock for $51,670 of convertible debt and $2,016 of accrued interest, or $0.0001 per share. | |
6_Financial_Instruments
6. Financial Instruments | 3 Months Ended | ||||||||||||||||
Feb. 28, 2015 | |||||||||||||||||
Disclosure Text Block Supplement [Abstract] | |||||||||||||||||
Financial Instruments Disclosure [Text Block] | 6. Financial Instruments | ||||||||||||||||
ASC 820, Fair Value Measurements (ASC 820) and ASC 825, Financial Instruments (ASC 825), requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. It establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument's categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. It prioritizes the inputs into three levels that may be used to measure fair value: | |||||||||||||||||
Level 1 - Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. | |||||||||||||||||
Level 2 - Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. | |||||||||||||||||
Level 3 - Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. | |||||||||||||||||
NSL's financial instruments consist principally of cash, accounts payable, and accrued liabilities. Pursuant to ASC 820 and 825, the fair value of cash is determined based on "Level 1" inputs, which consist of quoted prices in active markets for identical assets. The recorded values of all other financial instruments approximate their current fair values because of their nature and respective maturity dates or durations. | |||||||||||||||||
The following table sets forth by level with the fair value hierarchy the Company's financial assets and liabilities measured at fair value on February 28, 2015: | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets | |||||||||||||||||
None | $ | - | $ | - | $ | - | $ | - | |||||||||
Liabilities | |||||||||||||||||
Derivative financial instruments | $ | - | $ | - | $ | 177,735 | $ | 177,735 | |||||||||
7_Subsequent_Events
7. Subsequent Events | 3 Months Ended |
Feb. 28, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | 7. Subsequent Events |
During March 2015, the Company issued 207,750,000 shares of common stock for $7,250 of debt and $1,060 of accrued interest, or $0.00004 per share. | |
During March 2015, the Company issued its Chief Executive Officer 1,000,000 shares of Series A preferred stock for accrued wages of $67,000 and repayment of a short-term loan of $2,000. | |
During April 2015, the Company entered into an employment agreement with it Vice President of Operations. The employment agreement provides for an annual salary of $79,000 per year, participation in future stock incentive programs, 1,750,000 share of the Company's Series A preferred stock and the issuance of 10,000,000 shares of the Company's common stock. | |
4_Derivative_Liabilities_Table
4. Derivative Liabilities (Tables) | 3 Months Ended | ||||
Feb. 28, 2015 | |||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |||||
Schedule of Derivative Liabilities at Fair Value [Table Text Block] | Derivative liabilities November 30, 2014 | $ | 390,020 | ||
Day one loss due to convertible debt | 161,373 | ||||
Debt discount | 106,000 | ||||
Reclassification of derivative liability to additional paid-in capital due to | (194,049 | ) | |||
promissory note conversions | |||||
Gains on change in fair value | (285,609 | ) | |||
Balance at February 28, 2015 | $ | 177,735 | |||
Derivative Instruments, Gain (Loss) [Table Text Block] | Day one loss due to convertible debt | $ | (161,373 | ) | |
Gains on change in fair value | 285,609 | ||||
Gain on derivative liabilities | $ | 124,236 |
6_Financial_Instruments_Tables
6. Financial Instruments (Tables) | 3 Months Ended | ||||||||||||||||
Feb. 28, 2015 | |||||||||||||||||
Disclosure Text Block Supplement [Abstract] | |||||||||||||||||
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Assets | |||||||||||||||||
None | $ | - | $ | - | $ | - | $ | - | |||||||||
Liabilities | |||||||||||||||||
Derivative financial instruments | $ | - | $ | - | $ | 177,735 | $ | 177,735 |
2_Going_Concern_Details
2. Going Concern (Details) (USD $) | Feb. 28, 2015 |
Going Concern Note [Abstract] | |
Cumulative Earnings (Deficit) | $997,847 |
Working Capital Deficit | $436,062 |
3_Convertible_Promissory_Notes1
3. Convertible Promissory Notes Payable (Details) (USD $) | 1 Months Ended | 3 Months Ended | |
Mar. 31, 2015 | Dec. 31, 2014 | Feb. 28, 2015 | |
Debt Disclosure [Abstract] | |||
Debt Conversion, Converted Instrument, Amount | $7,250 | $51,670 | |
Debt Instrument, Increase, Accrued Interest | 1,060 | 2,016 | |
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | 207,750,000 | 1,021,410,000 | |
Debt Conversion, Low Share Price (in Dollars per share) | $0.00 | ||
Debt Conversion, High Share Price (in Dollars per share) | $0.00 | ||
Convertible Debt | $104,000 | ||
Debt Instrument, Interest Rate, Effective Percentage | 8.00% | ||
Debt Instrument, Convertible, Conversion Ratio | 0.55 |
4_Derivative_Liabilities_Detai
4. Derivative Liabilities (Details) (USD $) | 3 Months Ended | 12 Months Ended |
Feb. 28, 2015 | Dec. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Convertible Debt, Fair Value Disclosures | $267,374 | |
Discount on Convertible Notes Payable from Derivative Instrument | 106,000 | 106,000 |
Derivative, Loss on Derivative | 161,374 | |
Debt Conversion, Converted Instrument, Principal Amount and Accrued Interest | 53,686 | |
Embedded Derivative, No Longer Bifurcated, Amount Reclassified to Stockholders' Equity | 194,049 | -194,049 |
Unrealized Gain (Loss) on Derivatives | $124,236 | $161,373 |
Fair Value Assumptions, Risk Free Interest Rate Low Assumptions | 0.02% | |
Fair Value Assumptions, Risk Free Interest Rate, High Assumptions | 1.51% | |
Fair Value Assumptions, Expected Term Low Assumption | 0 | |
Fair Value Assumptions, Expected Term | 4 years 94 days | |
Fair Value Assumptions, Expected Volatility Rate Low Assumption | 421.00% | |
Fair Value Assumptions, Expected Volatility Rate, High Assumption | 925.00% | |
Fair Value Assumptions, Expected Dividend Rate | 0.00% |
4_Derivative_Liabilities_Detai1
4. Derivative Liabilities (Details) - Summary of Derivative Liabilities (USD $) | 3 Months Ended | 12 Months Ended | |
Feb. 28, 2015 | Dec. 31, 2015 | Nov. 30, 2014 | |
Summary of Derivative Liabilities [Abstract] | |||
Derivative liabilities November 30, 2014 | $390,020 | ||
Day one loss due to convertible debt | 124,236 | 161,373 | |
Debt discount | 106,000 | 106,000 | |
Reclassification of derivative liability to additional paid-in capital due to promissory note conversions | 194,049 | -194,049 | |
Gains on change in fair value | 285,609 | -285,609 | |
Balance at February 28, 2015 | $177,735 | $177,735 | $390,020 |
4_Derivative_Liabilities_Detai2
4. Derivative Liabilities (Details) - Loss on Derivative Liabilities (USD $) | 3 Months Ended | 12 Months Ended |
Feb. 28, 2015 | Dec. 31, 2015 | |
Loss on Derivative Liabilities [Abstract] | ||
Day one loss due to convertible debt | ($161,374) | |
Gains on change in fair value | 285,609 | -285,609 |
Gain on derivative liabilities | $124,236 |
5_Common_Stock_Details
5. Common Stock (Details) (USD $) | 1 Months Ended | 3 Months Ended |
Mar. 31, 2015 | Feb. 28, 2015 | |
Stockholders' Equity Note [Abstract] | ||
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | 207,750,000 | 1,021,410,000 |
Debt Conversion, Converted Instrument, Amount | $7,250 | $51,670 |
Debt Instrument, Increase, Accrued Interest | $1,060 | $2,016 |
Share Price (in Dollars per share) | $0.00 | $0.00 |
6_Financial_Instruments_Detail
6. Financial Instruments (Details) - Fair Value (USD $) | Feb. 28, 2015 |
Fair Value [Abstract] | |
Derivative financial instruments | $177,735 |
7_Subsequent_Events_Details
7. Subsequent Events (Details) (USD $) | 1 Months Ended | 3 Months Ended | |
Apr. 30, 2015 | Mar. 31, 2015 | Feb. 28, 2015 | |
Subsequent Events [Abstract] | |||
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | 207,750,000 | 1,021,410,000 | |
Debt Conversion, Converted Instrument, Amount | $7,250 | $51,670 | |
Debt Instrument, Increase, Accrued Interest | 1,060 | 2,016 | |
Share Price (in Dollars per share) | $0.00 | $0.00 | |
Preferred Stock Issued During Period, Shares, Issued for Past Due Wages (in Shares) | 1,000,000 | ||
Preferred Stock Issued During Period, Value, Issued for Past Due Wages | 67,000 | ||
Repayments of Short-term Debt | 2,000 | ||
Contractual Obligation | $79,000 | ||
Preferred Stock Issued During Period, Shares, Issued as Compensation Pursuant to Contractual Obligation (in Shares) | 1,750,000 | ||
Common Stock Issued During Period, Shares, Issued as Compensation Pursuant to Contractual Obligation (in Shares) | 10,000,000 |