Accelera Innovations (ACNV) 10-Q 21 Nov 16 2016 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2016	Nov. 18, 2016
Document And Entity Information
Entity Registrant Name	ACCELERA INNOVATIONS, INC.
Entity Central Index Key	1,444,144
Document Type	10-Q
Document Period End Date	Sep. 30, 2016
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		50,561,216
Trading Symbol	ACNV
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2,016

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)	Sep. 30, 2016	Dec. 31, 2015
Current Assets:
Cash
Accounts receivable, net	1,500
Due from stockholder
Prepaid expenses and other current assets	29,643	29,793
Net assets of discontinued operations		481,188
Total current assets	31,143	510,981
Property and equipment, net	7,389	8,889
Security deposit	1,805	1,805
TOTAL ASSETS	40,337	521,675
Current Liabilities:
Cash overdraft	6,104	6,624
Short-term notes payable	882,921	901,521
Subordinated unsecured note payable		4,550,000
Advances from related party	403,092	243,799
Accounts payable	458,042	408,920
Accrued expenses	336,158	322,581
Convertible note, net of discount of $93,603 and $0	124,921
Derivative liability	221,418	302,580
Net liabilities of discontinued operations		170,773
Total current liabilities	2,432,656	6,906,798
Long-term subordinated unsecured note payable
Convertible note, net of discount of $0 and $158,806		15,434
TOTAL LIABILITIES	2,432,656	6,922,232
Commitment and contingencies
STOCKHOLDERS’ DEFICIT
Preferred stock, value
Common stock, $0.0001 par value, 100,000,000 shares authorized, 48,261,216 and 45,011,216 shares issued and outstanding at September 30, 2016 and December 31, 2015	4,826	4,501
Additional paid-in capital	57,225,194	55,955,631
Common stock issuable	1,566,412	1,566,412
Accumulated deficit	(61,188,771)	(63,927,121)
Total stockholders’ deficit	(2,392,319)	(6,400,557)
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	40,337	521,675
8% Convertible Preferred Stock [Member]
STOCKHOLDERS’ DEFICIT
Preferred stock, value	$ 20	$ 20

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)	Sep. 30, 2016	Dec. 31, 2015
Convertible debt current, net of discount	$ 93,603	$ 0
Convertible debt noncurrent, net of discount	$ 0	$ 158,806
Preferred stock, par value	$ 0.0001	$ 0.0001
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	$ 0.0001	$ 0.0001
Common stock, shares authorized	100,000,000	100,000,000
Common Stock, shares issued	48,261,216	45,011,216
Common stock, shares outstanding	48,261,216	45,011,216
8% Convertible Preferred Stock [Member]
Preferred stock, par value	$ 4	$ 4
Preferred stock, shares authorized	500,000	500,000
Preferred stock, shares issued	198,473	198,473
Preferred stock, shares outstanding	198,473	198,473

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Income Statement [Abstract]
Revenues	$ 1,500	$ 396,010	$ 1,500	$ 1,150,698
Cost of revenues		7,527		73,286
Gross profit	1,500	388,483	1,500	1,077,412
Operating expenses:
General and administrative expenses	359,061	3,341,331	1,480,280	13,083,300
Total operating expenses	359,061	3,341,331	1,480,280	13,083,300
Loss from operations	(357,561)	(2,952,848)	(1,478,780)	(12,005,888)
Other income (expense)
Interest expense and financing costs	(82,980)	(704,782)	(369,150)	(1,487,797)
Loss on disposal of subsidiaries
Change in fair value of derivative liability	253,773	(4,368)	346,695	(4,368)
Total other income (expense)	170,793	(709,150)	(22,455)	(1,492,165)
Loss before provision for taxes	(186,768)	(3,661,998)	(1,501,235)	(13,498,053)
Provision for income taxes
Net loss from continuing operations	(186,768)	(3,661,998)	(1,501,235)	(13,498,053)
Discontinued operations, net of tax
Gain from disposal of discontinued operation			4,239,585
Income (loss) from operations of discontinued operation		(2,312)		373,587
Net loss from discontinued operations, net of tax		(2,312)	4,239,585	373,587
Net income (loss)	(186,768)	(3,664,310)	2,738,350	(13,124,466)
Preferred stock dividend	15,834	16,009	47,503	25,405
Net income (loss) attributed to common stockholders	$ (202,602)	$ (3,680,319)	$ 2,690,847	$ (13,149,871)
Weighted average shares outstanding - basic and diluted	47,206,868	43,734,541	46,372,530	42,218,137
Earnings (loss) per share - basic and diluted
Continuing operations	$ 0	$ (0.08)	$ (0.03)	$ (0.32)
Discontinued operations	$ 0	$ 0	$ 0.09	$ 0.01

Condensed Consolidated Stateme5

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
OPERATING ACTIVITIES:
Net income (loss)	$ 2,738,350	$ (13,124,466)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Gain on discontinued operations	(4,239,585)
Depreciation	1,500	944
Stock options expense	1,228,644	3,652,269
Shares issued for services		9,079,200
Amortization of debt discount	203,231	2,508
Change in fair value of derivative liability	(346,695)	4,368
Financing costs associated with convertible note	135,533	40,848
Offering cost for preferred stock subscription		141,430
Change in current assets and liabilities:
Accounts receivable	(1,500)	(157,361)
Prepaid expenses and other current assets	150	(12,424)
Accounts payable	49,122	236,761
Accrued expenses	13,577	146,133
Net cash provided by (used in) operating activities	(217,673)	10,210
INVESTING ACTIVITIES:
Purchase of property and equipment		(3,767)
Cash retained by discontinued operation	(481,188)
Net cash used in investing activities	(481,188)	(3,767)
FINANCING ACTIVITIES:
Proceeds from the sale of stock		10,000
Proceeds from convertible notes	77,500	50,000
Proceeds from notes payable		250,000
Payment on notes payable	(18,600)	(108,396)
Advances from (payments to) related parties	159,293	17,898
Cash overdraft	6,104
Net cash provided by financing activities	224,297	219,502
NET INCREASE (DECREASE) IN CASH	(474,564)	225,945
CASH, BEGINNING BALANCE	474,564	54,862
CASH, ENDING BALANCE		280,807
CASH PAID FOR:
Interest
Income taxes
NON-CASH INVESTING AND FINANCING ACTIVITIES:
Convertible notes converted to common stock	$ 41,244

Organisation and Basis of Prese

Organisation and Basis of Presentation	9 Months Ended
	Sep. 30, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organisation and Basis of Presentation	NOTE 1 – ORGANIZATION AND BASIS OF PRESENTATION Accelera Innovations, Inc., formerly Accelerated Acquisitions IV, Inc. (“Accelera” or the “Company”) was incorporated in the State of Delaware on April 29, 2008 for the purpose of raising capital intended to be used in connection with its business plan which may include a possible merger, acquisition or other business combination with an operating business. On June 13, 2011, Synergistic Holdings, LLC (“Purchaser”) agreed to acquire 17,000,000 shares of the Company’s common stock par value $0.0001 per share. At the same time, Accelerated Venture Partners, LLC agreed to tender 3,750,000 of their 5,000,000 shares of the Company’s common stock par value $0.0001 for cancellation. Following these transactions, Synergistic Holdings, LLC owned 93.15% of the Company’s 18,250,000 issued and outstanding shares of common stock par value $0.0001 and the interest of Accelerated Venture Partners, LLC was reduced to approximately 6.85% of the total issued and outstanding shares. Simultaneously with the share purchase, Timothy Neher resigned from the Company’s Board of Directors and John Wallin was simultaneously appointed to the Company’s Board of Directors. Such action represented a change of control of the Company. On October 18, 2011, the Company filed a Certificate of Amendment to its Certificate of Incorporation with the Secretary of State of Delaware and changed its name from Accelerated Acquisition IV, Inc. to Accelera Innovations, Inc. Accelera is a healthcare service company which is focused on acquiring companies primarily in the post-acute care patient services and information technology services industries. The Company has acquired Behavioral Health Care Associates, Ltd. (“BHCA”) (On March 31, 2016, the Company and BHCA entered into a Termination Agreement See Note 5) and SCI Home Health, Inc. (d/b/a Advance Lifecare Home Health) (“SCI”) which offers personal care to patients in the Chicago, Illinois area. The accompanying consolidated financial statements and have been prepared in conformity with accounting principles generally accepted in the United States of America. The condensed consolidated financial statements include the accounts of Accelera and its 100% owned subsidiaries, Behavioral Health (through December 31, 2015 – See Note 5) and SCI Home Health. Significant intercompany accounts and transactions have been eliminated in consolidation. The unaudited interim condensed consolidated financial statements have been prepared by us pursuant to the rules and regulations of the Securities and Exchange Commission. The information furnished herein reflects all adjustments (consisting of normal recurring accruals and adjustments) which are, in the opinion of management, necessary to fairly present the operating results for the respective periods. Certain information and footnote disclosures normally present in the annual consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted pursuant to such rules and regulations. These unaudited condensed consolidated interim financial statements should be read in conjunction with the audited consolidated financial statements and notes for the year ended December 31, 2015. The results of the nine months ended September 30, 2016 are not necessarily indicative of the results to be expected for the full year ending December 31, 2016.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2016
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES USE OF ESTIMATES – The preparation of unaudited condensed consolidated interim 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 and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates in these financial statements include allowance for doubtful accounts, the valuation of intangibles, valuation allowance for deferred taxes, estimated useful life of property and equipment and the fair value of stock and options issues for services and interest. CASH - All cash is maintained with a major financial institution in the United States. Deposits with this bank may exceed the amount of insurance provided on such deposits. Temporary cash investments with an original maturity of three months or less are considered to be cash equivalents. The Company had no cash equivalents as of September 30, 2016 and December 31, 2015, respectively. The Company has not suffered any credit issues when deposits have exceeded the amount of insurance provided for such deposits. ACCOUNTS RECEIVABLE – Accounts receivable are recorded at estimated value, net of allowance for doubtful accounts. Accounts receivable are not interest bearing. The allowance for doubtful accounts is based upon management’s best estimate and past collection experience. For accounts greater than 180 days, the Company carries a 100% allowance. Uncollectible accounts are charged off when all reasonable efforts to collect the accounts have been exhausted. PROPERTY AND EQUIPMENT – Property and equipment is stated at cost. Depreciation is provided on a straight line basis over the estimated useful lives of the assets. Maintenance and repairs are charged to expense as incurred; major renewals and betterments are capitalized. When items of property and equipment are sold or retired, the related cost and accumulated depreciation are removed from the accounts, and any gain or loss is included in income. DERIVATIVE FINANCIAL INSTRUMENTS – The Company evaluates all of its agreements to determine if such instruments have derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations. For stock-based derivative financial instruments, the Company uses the Black-Scholes-Merton option pricing model to value the derivative instruments at inception and on subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date. As of September 30, 2016 and December 31, 2015, the Company’s only derivative financial instrument was an embedded conversion feature associated with convertible notes due to the conversion price being a percentage of the market price of the Company’s common stock. PREFERRED STOCK SUBSCRIPTION PAYABLE – During the years ended December 31, 2014 and 2013, an affiliate of the Company entered into subscription agreements with 13 investors. Pursuant to the terms of the subscription agreements, the affiliate agreed to issue shares of the Company’s 8% Convertible Preferred Stock that it was authorized to issue as of May 7, 2015. In exchange, the Company received aggregate proceeds from the investors of $652,462. Accordingly, the Company is obligated to issue an aggregate of 198,473 shares of 8% Convertible Preferred Stock to the investors with a stated value of $4.00 per share or an aggregate of $793,892. The net proceeds of $652,462 have been received by or on behalf of the Company and recorded as preferred stock subscription payable net of $141,430 of original issue discount related to such offering which amount was expensed. Upon obtaining the Certificate of Designation for the 8% Convertible Preferred Stock on May 7, 2015, the Company has included the aggregate amount of $793,892 of preferred stock as part of stockholders’ equity. Prior to May 7, 2015, the preferred stock subscription payable was included as a current liability. COMMON STOCK - The Company records common stock issuances when all of the legal requirements for the issuance of such common stock have been satisfied. REVENUE RECOGNITION - Revenue related to services and administrative support services is recognized ratably at the time services have been performed and pre-approved by payer. Gross service revenue is recorded in the accounting records on an accrual basis at the provider’s established rates, regardless of whether the health care entity expects to collect that amount. The Company will reserve a provision for contractual adjustment and discounts and deduct from gross service revenue. The Company believes that recognizing revenue at the time the services have been performed because the Company’s revenue policies meet the following four criteria in accordance with ASC 605-10-S25, Revenue Recognition COST OF REVENUES - Costs of revenues are comprised of fees paid to members of the Company’s medical staff, other direct costs including transcription, film and medical record obtainment and transportation; and other indirect costs including labor and overhead related to the generation of revenues. ADVERTISING COSTS - The Company’s policy regarding advertising is to expense advertising when incurred. INCOME TAXES - The Company accounts for income taxes in accordance with ASC Topic 740, Income Taxes Under ASC 740, a tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. The adoption had no effect on the Company’s consolidated financial statements. STOCK BASED COMPENSATION - The Company has share-based compensation plans under which employees, consultants, suppliers and directors may be granted restricted stock, as well as options and warrants to purchase shares of Company common stock at the fair market value at the time of grant. Stock-based compensation cost to employees is measured by the Company at the grant date, based on the fair value of the award, over the requisite service period under ASC 718. For options issued to employees, the Company recognizes stock compensation costs utilizing the fair value methodology over the related period of benefit. Grants of stock to non-employees and other parties are accounted for in accordance with the ASC 505 at measurement date. For awards with service or performance conditions, the Company generally recognize expense over the service period or when the performance condition is met. LOSS PER SHARE - Basic loss per share is computed by dividing net loss attributable to common stockholders by the weighted average common shares outstanding for the period. Diluted loss per share is computed giving effect to all potentially dilutive common shares. Potentially dilutive common shares may consist of incremental shares issuable upon the exercise of stock options and warrants and the conversion of notes payable to common stock. In periods in which a net loss has been incurred, all potentially dilutive common shares are considered anti-dilutive and thus are excluded from the calculation. FINANCIAL INSTRUMENTS - FASB Accounting Standards Codification (ASC) 820 Fair Value Measurements and Disclosures ● Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. ● Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means. ● Level 3 - Inputs that are both significant to the fair value measurement and unobservable. Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of September 30, 2016 and December 31, 2015. The Company uses Level 2 inputs for its valuation methodology for its derivative liability as its fair value was determined by using the Black-Scholes-Merton pricing model based on various assumptions. The Company’s derivative liability is adjusted to reflect fair value at each period end, with any increase or decrease in the fair value being recorded in results of operations as adjustments to fair value of derivatives. At September 30, 2016 and December 31, 2015, the Company identified the following liability that is required to be presented on the balance sheet at fair value (see Note 8): Fair Value Measurements at Fair Value September 30, 2016 As of Using Fair Value Hierarchy Description September 30, 2016 Level 1 Level 2 Level 3 Derivative liability - conversion feature $ 221,418 $ - 221,418 - Total $ 221,418 $ - 221,418 - Fair Value Measurements at Fair Value December 31, 2015 As of Using Fair Value Hierarchy Description December 31, 2015 Level 1 Level 2 Level 3 Derivative liability - conversion feature $ 302,580 $ - 302,580 - Total $ 302,580 $ - 302,580 - RECENT ACCOUNTING PRONOUNCEMENTS In January 2015, the FASB issued Accounting Standards Update (ASU) No. 2015-01 (Subtopic 225-20) - Income Statement - Extraordinary and Unusual Items In February, 2015, the FASB issued Accounting Standards Update (ASU) No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis. In September, 2015, the FASB issued ASU No. 2015-16, Business Combinations (Topic 805). In November 2015, the FASB issued ASU No. 2015-17, Balance Sheet Classification of Deferred Taxes In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) Leases (FAS 13) In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share Based Payment Accounting Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the American Institute of Certified Public Accountants, and the United States Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statements. RECLASSIFICATIONS - Certain prior year amounts have been reclassified to conform to the current period presentation. These reclassifications had no impact on net earnings, financial position or cash flows.

Balance Sheet Information

Balance Sheet Information	9 Months Ended
	Sep. 30, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Balance Sheet Information	NOTE 3 - BALANCE SHEET INFORMATION PROPERTY AND EQUIPMENT, NET Property and equipment, net at September 30, 2016 and December 31, 2015 consist of the following: September 30, 2016 December 31, 2015 Furniture and fixtures $ 3,940 $ 3,940 Office equipment 5,641 5,641 9,581 9,581 Less accumulated depreciation (2,192 ) (692 ) $ 7,389 $ 8,889 Depreciation expense for the nine months ended September 30, 2016 and 2015 was $1,500 and $944, respectively.

Going Concern

Going Concern	9 Months Ended
	Sep. 30, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Going Concern	NOTE 4 - GOING CONCERN The accompanying unaudited condensed consolidated interim financial statements have been prepared assuming that the Company will continue as a going concern. The Company has had minimal revenue since inception and had an accumulated deficit of $61,188,771 as of September 30, 2016. In view of these matters, the Company’s ability to continue as a going concern is dependent upon the Company’s ability to add profitable operating companies and to achieve a level of profitability. The Company intends on financing its future development activities and its working capital needs largely from the sale of public equity securities with some additional funding from other traditional financing sources, including term notes until such time that funds provided by operations are sufficient to fund working capital requirements. As a result of the Termination Agreement with BHCA (See Note 5) the Company’s only operating facility is SCI. Revenues from SCI have significantly decreased primarily due to the sudden departure of the administrator of SCI. The Company has transitioned this position to a new administrator and filed these changes with IDPH (Illinois Department of Public Health). There are claims to be processed and invoiced when IDPH approves, through the uniform process, the new administrator, the Company expects this to be resolved in the near future. The unaudited condensed consolidated interim financial statements of the Company do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern.

Discontinued Operation

Discontinued Operation	9 Months Ended
	Sep. 30, 2016
Discontinued Operations and Disposal Groups [Abstract]
Discontinued Operation	NOTE 5 - DISCONTINUED OPERATION On November 20, 2013, Accelera executed a Stock Purchase Agreement (the “SPA”) and its wholly owned subsidiary, Accelera Healthcare Management Service Organization LLC (“Accelera HMSO”), executed an Operating Agreement with Blaise J. Wolfrum, M.D. and Behavioral Health Care Associates, Ltd. (“BHCA”). Accelera acquired 100% of the 100,000 issued and outstanding shares of BHCA from Dr. Wolfrum. Accelera HMSO as a wholly owned subsidiary of Accelera will operate BHCA in accordance with the Operating Agreement. Pursuant the SPA, the Company agreed to pay to Dr. Wolfrum a purchase price of $4,550,000 for his shares of BHCA, of which $1,000,000 was payable on September 30, 2015, $750,000 is payable on November 30, 2015, and $2,800,000 is payable on December 31, 2015. The payment due on September 30, 2015, November 30, 2015 and December 31, 2015 were not paid. On September 30, 2016, the Company, Blaise J. Wolfrum, M.D., and BHCA executed a Termination Agreement by which the SPA was terminated effect as of January 1, 2016. BHCA is accounted for as a discontinued operation as of January 1, 2016. The historical financial results of BHCA are reflected in the Company’s unaudited condensed consolidated interim financial statements and footnotes as discontinued operations for all periods presented. The following table displays summarized activity in the Company’s unaudited condensed consolidated statements of operations for discontinued operations during the three and nine months ended September 30, 2015. Three Nine Months Ended Months Ended September 30, 2015 September 30, 2015 Revenues $ 783,988 $ 2,432,041 Gross profit 464,876 1,179,962 Income from operations (2,312 ) 373,587 Income before income taxes (2,312 ) 373,587 Income tax expense - - Income from operations of discontinued operation (2,312 ) 373,587 For the nine months ended September 30, 2016, there was no activity in the Company’s unaudited condensed consolidated statement of operations as a result of the Termination Agreement. As a result of the Termination Agreement, the Company recognized a gain from the disposal of BHCA of $4,239,585, principally a result of the cancelation of the $4,550,000 subordinated unsecured note payable which is the consideration the Company received for entering into the Termination Agreement.

Short-Term Notes Payables

Short-Term Notes Payables	9 Months Ended
	Sep. 30, 2016
Debt Disclosure [Abstract]
Short-Term Notes Payables	NOTE 6 - SHORT-TERM NOTES PAYABLES Short-term notes payable at September 30, 2016 and December 31, 2015 consisted of the following: September 30, 2016 December 31, 2015 At Home and All Staffing acquisition note payable (1) 344,507 344,507 AOK Property Investments (2) 525,000 525,000 Note dated May 28, 2015 for $35,000; daily payment of $184.73 for 252 days 13,414 32,014 $ 882,921 $ 901,521 (1) The Company entered into a $344,507 promissory note (the “Trust Note”) with the Rose. M Gallagher Revocable Trust (“Trust”) in conjunction with the Settlement Agreement (see Note 7). The Trust Note bears interest at 11.0% per annum. The first payment of $25,000 is due on March 1, 2015. The final principal and interest payment is due on June 1, 2015. The entire outstanding principal balance of Trust Note may be prepaid at any time, in whole or in part, without premium or penalty, and the interest accrued on the remaining principal balance shall be adjusted accordingly. The Company is in default of the Trust Note and has a 90 day cure period. The Company paid $5,000 on April 8, 2015. If an event of default under the Trust Note occurs the Trust may accelerate the Trust Note’s maturity date so that the unpaid principal amount, together with accrued interest, is immediately due in its entirety. In addition, the Company promises to pay one thousand dollars as consideration for costs of collection of the Trust Note, including but not limited to attorneys’ fees, paid or incurred on account of such collection, whether or not suit is filed with respect thereto and whether such cost or expense is paid or incurred, or to be paid or incurred, prior to or after the entry of judgment. Pursuant to the terms of the Trust Note, an event of default occurs if (i) the Company fails to make any payment required by the Trust Note when due, (ii) the Company fails to observe or perform any covenant, condition or agreement under the Trust Note, (iii) a proceeding with respect to the Company is commenced for the benefit of creditors, including but not limited to any bankruptcy or insolvency law; or (iv) the Company becomes insolvent. (2) On October 1, 2014, AOK Property Investments LLC (“AOK”), a third party lender, lent the Company and its subsidiary, SCI, an aggregate of $500,000. In consideration of AOK’s delivery of an aggregate of $500,000 to the Company and ALM, the Company and ALM executed and delivered a promissory note (the “AOK Note”) in favor of AOK in the aggregate principal amount of $500,000. The AOK Note is due on January 15, 2015 and bears interest in the amount of 500,000 shares of the Company’s common stock, which interest is due and payable on or before January 15, 2015. If the Company and ALM fail to pay any portion of principal or interest when due, interest will continue to accrue and be payable to AOK at the rate of 1,667 shares of Company common stock per day until all principal and accrued interest is fully paid. On July 10, 2015, the Company and AOK entered in an amended note agreement whereby AOK loaned the Company an additional $25,000 and extended the due date of the note to December 31, 2015, and the Company agreed to issue an additional 500,000 shares of common stock for failing to pay the principal and interest on the loan when originally due. The Company recorded the issuance of 500,000 shares of common stock to AOK at a value of $1,360,907. The loan was not repaid on its extended due date and is currently in default. If an event of default under the AOK Note occurs AOK may accelerate the AOK Note’s maturity date so that the unpaid principal amount, together with accrued interest, is immediately due in its entirety. Pursuant to the terms of the AOK Note, an event of default occurs if (i) the Company or ALM fails to make any payment required by the AOK Note when due, (ii) the Company or SCI voluntarily dissolves or ceases to exist, or any final and non-appealable order or judgment is entered against the Company or SCI ordering its dissolution, (iii) the Company or ALM fails to pay, becomes insolvent or unable to pay, or admits in writing an inability to pay its debts as they become due, or makes a general assignment for the benefit of creditors; or (iv) a proceeding with respect to the Company or ALM is commenced for the benefit of creditors, including but not limited to any bankruptcy or insolvency law.

Convertible Notes

Convertible Notes	9 Months Ended
	Sep. 30, 2016
Debt Disclosure [Abstract]
Convertible Notes	NOTE 7 - CONVERTIBLE NOTES Convertible notes at September 30, 2016 and December 31, 2015 consist of the following: September 30, 2016 December 31, 2015 Convertible note dated August 28, 2015; interest of $6,667 due after 90 days; due August 28, 2017; convertible into shares of common stock at the lesser of $1.00 or 60% of the lowest trading price 25 days prior to conversion. $ 14,312 $ 55,556 Convertible note dated December 16, 2015; non-interest bearing; convertible into shares of common stock at 50% of the market price on the date of conversion. 118,684 118,684 Convertible note dated March 10, 2016; interest of $3,333 due after 90 days; due August 28, 2017; convertible into shares of common stock at the lesser of $1.00 or 60% of the lowest trading price 25 days prior to conversion. 27,778 - Convertible note dated May 5, 2016; interest at 8% per annum; due May 5, 2017; convertible into shares of common stock at 65% of the lowest trading price 20 days prior to conversion. 110,250 - Total convertible notes 271,024 174,240 Unamortized debt discount (93,603 ) (158,806 ) Convertible notes, net of discount 177,421 15,434 Less notes receivable collateralized by convertible note (52,500 ) - Convertible notes 124,921 15,434 Less current portion (124,921 ) - Long-term portion $ - $ 15,434 During the nine months ended September 30, 2016, the Company issued two convertible notes totaling $110,250 (includes $5,250 of original issue discounts) to one investor for which the Company received $52,500 in cash and a note receivable from the same investor totaling $52,500. Since the note receivable was issued to the Company as payment for a convertible note, the Company has not presented this note receivable as an asset, but as an offset to the convertible note balance. In addition to the above two convertible note, during the nine months ended September 30, 2016, the Company issued one additional convertible note to another investors for gross proceeds of $25,000 ($27,778 less $2,778 of original issue discount). Due to the variable conversion price associated with these convertible notes, the Company has determined that the conversion feature is considered derivative liabilities. The embedded conversion feature at inception is recorded as a derivative liability as of the date of issuance. The derivative liability was recorded as a debt discount up to the face amount of the convertible notes with the remaining amount being charge as a financing cost. The debt discount is being amortized over the term of the convertible notes. The Company recognized additional interest expense of $203,231 during the nine months ended September 30, 2016 related to the amortization of the debt discount. A rollfoward of the convertible note from December 31, 2015 to September 30, 2016 is below: Convertible notes, December 31, 2015 $ 15,434 Issued for cash 77,500 Issued for original issue discount 8,028 Conversion to common stock (41,244 ) Debt discount related to new convertible notes (138,028 ) Amortization of debt discounts 203,231 Convertible notes, September 30, 2016 $ 124,921

Derivative Liability

Derivative Liability	9 Months Ended
	Sep. 30, 2016
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Derivative Liability	NOTE 8 - DERIVATIVE LIABILITY The convertible note discussed in Note 7 has a variable conversion price which results in the conversion feature being recorded as a derivative liability. The fair value of the derivative liability is recorded and shown separately under current liabilities. Changes in the fair value of the derivative liability is recorded in the statement of operations under other income (expense). The Company uses the Black-Scholes-Merton option pricing model with the following assumptions to measure the fair value of derivative liability at September 30, 2016: Stock price $ 0.012 Risk free rate 0.59 % Volatility 325 % Conversion/ Exercise price $ 0.006 - $0.072 Dividend rate 0 % Term (years) 0.03 to 0.91 The following table represents the Company’s derivative liability activity for the period ended September 30, 2016: Derivative liability at December 31, 2015 $ 302,580 Derivative liability associated with new convertible note 265,533 Change in fair value of derivative liability during period (346,695 ) Derivative liability at September 30, 2016 $ 221,418

Stockholders' Deficit

Stockholders' Deficit	9 Months Ended
	Sep. 30, 2016
Equity [Abstract]
Stockholders' Deficit	NOTE 9 - STOCKHOLDERS’ DEFICIT The Company has two classes of stock, preferred stock and common stock. There are 10,000,000 shares of $.0001 par value preferred shares authorized, 500,000 of which have been designated as 8% Convertible Preferred Stock as of May 7, 2015. The 500,000 shares of 8% Convertible Preferred Stock have the following the designations, rights, and preferences: ● The state value of each share is $4.00, ● Holders of shares of 8% Convertible Preferred Stock do not have any voting rights, ● The shares pay quarterly dividends in arrears at the rate of 8% per annum and on each conversion date. Subject to certain conditions, the dividends are payable at our option in cash or such dividends shall be accreted to, and increase, the outstanding Stated Value, ● Each share is convertible into shares of our common stock at a conversion price of $4.00 per share, subject to adjustment discussed below, and ● The conversion price of the 8% Convertible Preferred is subject to proportional adjustment in the event of stock splits, stock dividends and similar corporate events. There were 198,473 shares of 8% Convertible Preferred Stock issued and outstanding as of September 30, 2016. There are 100,000,000 shares of $.0001 par value common shares authorized. The Company has 48,261,216 and 45,011,216 issued and outstanding shares as of September 30, 2016 and December 31, 2015, respectively. During the nine months ended September 30, 2016, the Company issued 3,250,000 shares for the conversion of $41,244 of convertible notes payable.

Stock-Based Compensation

Stock-Based Compensation	9 Months Ended
	Sep. 30, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Stock-Based Compensation	NOTE 10 - STOCK-BASED COMPENSATION The Company recognizes stock-based compensation expense in its statement of operations based on the fair value of employee stock options and stock grant awards as measured on the grant date. For stock options, the Company uses the Black-Scholes option pricing model to determine the value of the awards granted. The Company amortizes the estimated value of the options as of the grant date over the stock options’ vesting period, which is generally four years. The Company has estimated the value of common stock into which the options are exercisable at $4 per share for financial reporting purposes. This amount was determined based on the price our stock was sold for in past private placements, the minimum stock price required for listing on any Nasdaq market, and the amount also approximates a $85 million valuation for the entire Company, which is considered “micro-cap” by most equity analysts. The stock based compensation expense is an estimate and significant judgment was involved in attempting to determine the value of common stock. When a majority of the stock options were issued, the Company’s common stock has not traded publicly, and no stock was traded in private markets either, except for privately negotiated sales to the founder and other private investors of the company and the founder of the technology from which the company subsequently licensed rights. The Company does not have any offers for purchase of its common stock in any stage, and no stock is registered for resale with the Securities and Exchange Commission. The Company believes the only material estimate used in estimating the value stock options was the estimated fair value of the common stock, and that assumed volatility, term, interest rate and dividend yield changes would not result in material differences in stock option valuations. The Company recognized stock-based compensation expense of $921,144 and $3,038,649 for the nine months ended September 30, 2016 and 2015, respectively, which were included in general and administrative expenses. As of September 30, 2016, there was $747,500 of total unrecognized compensation cost related to unvested stock-based compensation awards, which is expected to be recognized over the weighted average remaining vested period of approximately 1.0 years. The following is a summary of the outstanding options, as of September 30, 2016: Weighted Weighted Weighted Average Average Average Remaining Options Intrinsic Exercise Contractual Outstanding Value Price Life Outstanding, December 31, 2015 5,803,250 3.89 0.0001 1.5 Granted - Exercised - Forfeited/Expires - Outstanding, September 30, 2015 5,803,250 3.89 0.0001 0.75 Exercisable, September 30, 2015 5,653,250 3.89 0.0001 0.75

Related Party Transactions

Related Party Transactions	9 Months Ended
	Sep. 30, 2016
Related Party Transactions [Abstract]
Related Party Transactions	NOTE 11 - RELATED PARTY TRANSACTIONS The Company and Synergistic Holdings, LLC (“Synergistic”), a controlling shareholder of the Company, agreed to cancel 796,671 shares of the Company’s common stock owned by Synergistic and forgive certain indebtedness owed by the Company to Synergistic in the amount of $1,018,618. In addition, the Company entered into an oral agreement to amend the license agreement entered into between the Company and Synergistic to reduce the total amount of reimbursable distribution and commercialization expenses due under the license agreement by $585,181 to $29,414,819 and defer the commencement date of the agreement until the payment dates for the following amounts: (a) $5,000,000 no later than December 31, 2015; (b) An additional $7,500,000 no later than December 31, 2016; (c) An additional $10,000,000 no later than December 31, 2017; and (d) An additional $6,914,819 no later than December 31, 2018. Tec Explorer is a related party through common ownership. Tec Explorer supplied working capital to the Company to fund primarily software acquisition costs, accounting services, commissions and subcontract costs during 2010 through 2013. Synergistic Holdings, LLC assumed all obligations to Tec Explorer during 2014 and 2013 on behalf of the Company. This verbal agreement was agreed to by all three companies. On May 7, 2015, the Company and Synergistic agreed to amend the Synergistic Licensing Agreement to eliminate the Company’s $29,414,819 funding requirements under Article 3 and replace it with a requirement to pay a license fee in the amount of 10,000 common shares upon completion and acceptance of each installation of the software at a location for each affiliate or subsidiary of the Company and the sum of $10,000 on each anniversary after each such installation during the period of time in which the Software is used at such location. In addition, the Company will be responsible for the reasonable installation costs incurred by Synergistic in connection with the installation and setup of the software as required by the Company. The license fee may be paid in cash or the Company’s common stock. In addition, the Synergistic Licensing Agreement was amended to delete the Company’s exclusive rights under such agreement. At September 30, 2016 and December 31, 2015, advances from related party was $403,092 and $243,799, respectively. These advances are non-interest bearing and payable upon demand.

Subsequent Event

Subsequent Event	9 Months Ended
	Sep. 30, 2016
Subsequent Events [Abstract]
Subsequent Event	NOTE 12 – SUBSEQUENT EVENT Subsequent to September 30, 2016, the Company issued 2,300,000 shares of common stock for the conversion of $4,830 of convertible notes payable.

Summary of Significant Accoun18

Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2016
Accounting Policies [Abstract]
Use of Estimates	USE OF ESTIMATES – The preparation of unaudited condensed consolidated interim 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 and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates in these financial statements include allowance for doubtful accounts, the valuation of intangibles, valuation allowance for deferred taxes, estimated useful life of property and equipment and the fair value of stock and options issues for services and interest.
Cash	CASH - All cash is maintained with a major financial institution in the United States. Deposits with this bank may exceed the amount of insurance provided on such deposits. Temporary cash investments with an original maturity of three months or less are considered to be cash equivalents. The Company had no cash equivalents as of September 30, 2016 and December 31, 2015, respectively. The Company has not suffered any credit issues when deposits have exceeded the amount of insurance provided for such deposits.
Accounts Receivable	ACCOUNTS RECEIVABLE – Accounts receivable are recorded at estimated value, net of allowance for doubtful accounts. Accounts receivable are not interest bearing. The allowance for doubtful accounts is based upon management’s best estimate and past collection experience. For accounts greater than 180 days, the Company carries a 100% allowance. Uncollectible accounts are charged off when all reasonable efforts to collect the accounts have been exhausted.
Property and Equipment	PROPERTY AND EQUIPMENT – Property and equipment is stated at cost. Depreciation is provided on a straight line basis over the estimated useful lives of the assets. Maintenance and repairs are charged to expense as incurred; major renewals and betterments are capitalized. When items of property and equipment are sold or retired, the related cost and accumulated depreciation are removed from the accounts, and any gain or loss is included in income.
Derivative Financial Instruments	DERIVATIVE FINANCIAL INSTRUMENTS – The Company evaluates all of its agreements to determine if such instruments have derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations. For stock-based derivative financial instruments, the Company uses the Black-Scholes-Merton option pricing model to value the derivative instruments at inception and on subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date. As of September 30, 2016 and December 31, 2015, the Company’s only derivative financial instrument was an embedded conversion feature associated with convertible notes due to the conversion price being a percentage of the market price of the Company’s common stock.
Preferred Stock Subscription Payable	PREFERRED STOCK SUBSCRIPTION PAYABLE – During the years ended December 31, 2014 and 2013, an affiliate of the Company entered into subscription agreements with 13 investors. Pursuant to the terms of the subscription agreements, the affiliate agreed to issue shares of the Company’s 8% Convertible Preferred Stock that it was authorized to issue as of May 7, 2015. In exchange, the Company received aggregate proceeds from the investors of $652,462. Accordingly, the Company is obligated to issue an aggregate of 198,473 shares of 8% Convertible Preferred Stock to the investors with a stated value of $4.00 per share or an aggregate of $793,892. The net proceeds of $652,462 have been received by or on behalf of the Company and recorded as preferred stock subscription payable net of $141,430 of original issue discount related to such offering which amount was expensed. Upon obtaining the Certificate of Designation for the 8% Convertible Preferred Stock on May 7, 2015, the Company has included the aggregate amount of $793,892 of preferred stock as part of stockholders’ equity. Prior to May 7, 2015, the preferred stock subscription payable was included as a current liability.
Common Stock	COMMON STOCK - The Company records common stock issuances when all of the legal requirements for the issuance of such common stock have been satisfied.
Revenue Recognition	REVENUE RECOGNITION - Revenue related to services and administrative support services is recognized ratably at the time services have been performed and pre-approved by payer. Gross service revenue is recorded in the accounting records on an accrual basis at the provider’s established rates, regardless of whether the health care entity expects to collect that amount. The Company will reserve a provision for contractual adjustment and discounts and deduct from gross service revenue. The Company believes that recognizing revenue at the time the services have been performed because the Company’s revenue policies meet the following four criteria in accordance with ASC 605-10-S25, Revenue Recognition
Cost of Revenues	COST OF REVENUES - Costs of revenues are comprised of fees paid to members of the Company’s medical staff, other direct costs including transcription, film and medical record obtainment and transportation; and other indirect costs including labor and overhead related to the generation of revenues.
Advertising Costs	ADVERTISING COSTS - The Company’s policy regarding advertising is to expense advertising when incurred.
Income Taxes	INCOME TAXES - The Company accounts for income taxes in accordance with ASC Topic 740, Income Taxes Under ASC 740, a tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. The adoption had no effect on the Company’s consolidated financial statements.
Stock Based Compensation	STOCK BASED COMPENSATION - The Company has share-based compensation plans under which employees, consultants, suppliers and directors may be granted restricted stock, as well as options and warrants to purchase shares of Company common stock at the fair market value at the time of grant. Stock-based compensation cost to employees is measured by the Company at the grant date, based on the fair value of the award, over the requisite service period under ASC 718. For options issued to employees, the Company recognizes stock compensation costs utilizing the fair value methodology over the related period of benefit. Grants of stock to non-employees and other parties are accounted for in accordance with the ASC 505 at measurement date. For awards with service or performance conditions, the Company generally recognize expense over the service period or when the performance condition is met.
Loss Per Share	LOSS PER SHARE - Basic loss per share is computed by dividing net loss attributable to common stockholders by the weighted average common shares outstanding for the period. Diluted loss per share is computed giving effect to all potentially dilutive common shares. Potentially dilutive common shares may consist of incremental shares issuable upon the exercise of stock options and warrants and the conversion of notes payable to common stock. In periods in which a net loss has been incurred, all potentially dilutive common shares are considered anti-dilutive and thus are excluded from the calculation.
Financial Instruments	FINANCIAL INSTRUMENTS - FASB Accounting Standards Codification (ASC) 820 Fair Value Measurements and Disclosures ● Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. ● Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means. ● Level 3 - Inputs that are both significant to the fair value measurement and unobservable. Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of September 30, 2016 and December 31, 2015. The Company uses Level 2 inputs for its valuation methodology for its derivative liability as its fair value was determined by using the Black-Scholes-Merton pricing model based on various assumptions. The Company’s derivative liability is adjusted to reflect fair value at each period end, with any increase or decrease in the fair value being recorded in results of operations as adjustments to fair value of derivatives. At September 30, 2016 and December 31, 2015, the Company identified the following liability that is required to be presented on the balance sheet at fair value (see Note 8): Fair Value Measurements at Fair Value September 30, 2016 As of Using Fair Value Hierarchy Description September 30, 2016 Level 1 Level 2 Level 3 Derivative liability - conversion feature $ 221,418 $ - 221,418 - Total $ 221,418 $ - 221,418 - Fair Value Measurements at Fair Value December 31, 2015 As of Using Fair Value Hierarchy Description December 31, 2015 Level 1 Level 2 Level 3 Derivative liability - conversion feature $ 302,580 $ - 302,580 - Total $ 302,580 $ - 302,580 -
Recent Accounting Pronouncements	RECENT ACCOUNTING PRONOUNCEMENTS In January 2015, the FASB issued Accounting Standards Update (ASU) No. 2015-01 (Subtopic 225-20) - Income Statement - Extraordinary and Unusual Items In February, 2015, the FASB issued Accounting Standards Update (ASU) No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis. In September, 2015, the FASB issued ASU No. 2015-16, Business Combinations (Topic 805). In November 2015, the FASB issued ASU No. 2015-17, Balance Sheet Classification of Deferred Taxes In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) Leases (FAS 13) In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share Based Payment Accounting Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the American Institute of Certified Public Accountants, and the United States Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statements.
Reclassifications	RECLASSIFICATIONS - Certain prior year amounts have been reclassified to conform to the current period presentation. These reclassifications had no impact on net earnings, financial position or cash flows.

Summary of Significant Accoun19

Summary of Significant Accounting Policies (Tables)	9 Months Ended
	Sep. 30, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Schedule of Fair Value of Derivative Liability	At September 30, 2016 and December 31, 2015, the Company identified the following liability that is required to be presented on the balance sheet at fair value (see Note 8): Fair Value Measurements at Fair Value September 30, 2016 As of Using Fair Value Hierarchy Description September 30, 2016 Level 1 Level 2 Level 3 Derivative liability - conversion feature $ 221,418 $ - 221,418 - Total $ 221,418 $ - 221,418 - Fair Value Measurements at Fair Value December 31, 2015 As of Using Fair Value Hierarchy Description December 31, 2015 Level 1 Level 2 Level 3 Derivative liability - conversion feature $ 302,580 $ - 302,580 - Total $ 302,580 $ - 302,580 -

Balance Sheet Information (Tabl

Balance Sheet Information (Tables)	9 Months Ended
	Sep. 30, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Schedule of Property and Equipment	Property and equipment, net at September 30, 2016 and December 31, 2015 consist of the following: September 30, 2016 December 31, 2015 Furniture and fixtures $ 3,940 $ 3,940 Office equipment 5,641 5,641 9,581 9,581 Less accumulated depreciation (2,192 ) (692 ) $ 7,389 $ 8,889

Discontinued Operation (Tables)

Discontinued Operation (Tables)	9 Months Ended
	Sep. 30, 2016
Discontinued Operations and Disposal Groups [Abstract]
Summary of Discontinued Operations	The following table displays summarized activity in the Company’s unaudited condensed consolidated statements of operations for discontinued operations during the three and nine months ended September 30, 2015. Three Nine Months Ended Months Ended September 30, 2015 September 30, 2015 Revenues $ 783,988 $ 2,432,041 Gross profit 464,876 1,179,962 Income from operations (2,312 ) 373,587 Income before income taxes (2,312 ) 373,587 Income tax expense - - Income from operations of discontinued operation (2,312 ) 373,587

Short-Term Notes Payables (Tabl

Short-Term Notes Payables (Tables)	9 Months Ended
	Sep. 30, 2016
Debt Disclosure [Abstract]
Schedule of Short-Term Notes Payable	Short-term notes payable at September 30, 2016 and December 31, 2015 consisted of the following: September 30, 2016 December 31, 2015 At Home and All Staffing acquisition note payable (1) 344,507 344,507 AOK Property Investments (2) 525,000 525,000 Note dated May 28, 2015 for $35,000; daily payment of $184.73 for 252 days 13,414 32,014 $ 882,921 $ 901,521

Convertible Notes (Tables)

Convertible Notes (Tables)	9 Months Ended
	Sep. 30, 2016
Debt Disclosure [Abstract]
Schedule of Convertible Notes	Convertible notes at September 30, 2016 and December 31, 2015 consist of the following: September 30, 2016 December 31, 2015 Convertible note dated August 28, 2015; interest of $6,667 due after 90 days; due August 28, 2017; convertible into shares of common stock at the lesser of $1.00 or 60% of the lowest trading price 25 days prior to conversion. $ 14,312 $ 55,556 Convertible note dated December 16, 2015; non-interest bearing; convertible into shares of common stock at 50% of the market price on the date of conversion. 118,684 118,684 Convertible note dated March 10, 2016; interest of $3,333 due after 90 days; due August 28, 2017; convertible into shares of common stock at the lesser of $1.00 or 60% of the lowest trading price 25 days prior to conversion. 27,778 - Convertible note dated May 5, 2016; interest at 8% per annum; due May 5, 2017; convertible into shares of common stock at 65% of the lowest trading price 20 days prior to conversion. 110,250 - Total convertible notes 271,024 174,240 Unamortized debt discount (93,603 ) (158,806 ) Convertible notes, net of discount 177,421 15,434 Less notes receivable collateralized by convertible note (52,500 ) - Convertible notes 124,921 15,434 Less current portion (124,921 ) - Long-term portion $ - $ 15,434
Schedule of Rollfoward Convertible Notes	A rollfoward of the convertible note from December 31, 2015 to September 30, 2016 is below: Convertible notes, December 31, 2015 $ 15,434 Issued for cash 77,500 Issued for original issue discount 8,028 Conversion to common stock (41,244 ) Debt discount related to new convertible notes (138,028 ) Amortization of debt discounts 203,231 Convertible notes, September 30, 2016 $ 124,921

Derivative Liability (Tables)

Derivative Liability (Tables)	9 Months Ended
	Sep. 30, 2016
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Schedule of Assumption to Measure the Fair Value of Derivative Liability	The Company uses the Black-Scholes-Merton option pricing model with the following assumptions to measure the fair value of derivative liability at September 30, 2016: Stock price $ 0.012 Risk free rate 0.59 % Volatility 325 % Conversion/ Exercise price $ 0.006 - $0.072 Dividend rate 0 % Term (years) 0.03 to 0.91
Schedule of Derivative Liability Activity	The following table represents the Company’s derivative liability activity for the period ended September 30, 2016: Derivative liability at December 31, 2015 $ 302,580 Derivative liability associated with new convertible note 265,533 Change in fair value of derivative liability during period (346,695 ) Derivative liability at September 30, 2016 $ 221,418

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	9 Months Ended
	Sep. 30, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Schedule of Outstanding Options	The following is a summary of the outstanding options, as of September 30, 2016: Weighted Weighted Weighted Average Average Average Remaining Options Intrinsic Exercise Contractual Outstanding Value Price Life Outstanding, December 31, 2015 5,803,250 3.89 0.0001 1.5 Granted - Exercised - Forfeited/Expires - Outstanding, September 30, 2015 5,803,250 3.89 0.0001 0.75 Exercisable, September 30, 2015 5,653,250 3.89 0.0001 0.75

Organisation and Basis of Pre26

Organisation and Basis of Presentation (Details Narrative) - $ / shares	Jun. 13, 2011	Sep. 30, 2016	Dec. 31, 2015
Common stock par value		$ 0.0001	$ 0.0001
Number of shares agree to issue for cancellation		796,671
Equity ownership percentage		100.00%
Common stock, shares issued		48,261,216	45,011,216
Common stock, shares outstanding		48,261,216	45,011,216
Synergistic Holdings LLC [Member]
Number of shares agreed to acquire by entity	17,000,000
Common stock par value	$ 0.0001
Equity ownership percentage	93.15%
Common stock, shares issued	18,250,000
Common stock, shares outstanding	18,250,000
Accelerated Venture Partners, LLC [Member]
Common stock par value	$ 0.0001
Number of stock shares for tender issuance	3,750,000
Number of shares agree to issue for cancellation	5,000,000
Equity ownership percentage	6.85%

Summary of Significant Accoun27

Summary of Significant Accounting Policies (Details Narrative)	May 07, 2015USD ($)	Sep. 30, 2016USD ($)$ / sharesshares	Dec. 31, 2015USD ($)$ / shares	Dec. 31, 2014Integer	Dec. 31, 2013Integer
Cash equivalents
Number of investors entered into subscription agreement | Integer				13	13
Percentage of convertible preferred stock authorized to issue	8.00%			8.00%	8.00%
Proceeds from investors		$ 403,092	$ 243,799
Preferred stock, par value | $ / shares		$ 0.0001	$ 0.0001
Preferred stock aggregate amount	$ 793,892
Tax benefits description		greater than 50%
Investors [Member]
Percentage of convertible preferred stock authorized to issue		8.00%
Proceeds from investors		$ 652,462
Sale of stock issued during period | shares		198,473
Preferred stock, par value | $ / shares		$ 4
Preferred stock subscription payable		$ 141,430
Preferred stock aggregate amount		$ 793,892
8% Convertible Preferred Stock [Member]
Convertible preferred stock authorized to issue date		May 7, 2015

Summary of Significant Accoun28

Summary of Significant Accounting Policies - Schedule of Fair Value of Derivative Liability (Details) - USD ($)	Sep. 30, 2016	Dec. 31, 2015
Derivative liability - conversion feature	$ 221,418	$ 302,580
Total	221,418	302,580
Level 1 [Member]
Derivative liability - conversion feature
Total
Level 2 [Member]
Derivative liability - conversion feature	221,418	302,580
Total	221,418	302,580
Level 3 [Member]
Derivative liability - conversion feature
Total

Balance Sheet Information (Deta

Balance Sheet Information (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Depreciation expense	$ 1,500	$ 944

Balance Sheet Information - Sch

Balance Sheet Information - Schedule of Property and Equipment (Details) - USD ($)	Sep. 30, 2016	Dec. 31, 2015
Property and equipment, gross	$ 9,581	$ 9,581
Less accumulated depreciation	(2,192)	(692)
Property and equipment, net	7,389	8,889
Furniture and Fixtures [Member]
Property and equipment, gross	3,940	3,940
Office Equipment [Member]
Property and equipment, gross	$ 5,641	$ 5,641

Going Concern (Details Narrativ

Going Concern (Details Narrative) - USD ($)	Sep. 30, 2016	Dec. 31, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accumulated deficit	$ 61,188,771	$ 63,927,121

Discontinued Operations (Detail

Discontinued Operations (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2016	Dec. 31, 2015	Nov. 30, 2015	Sep. 30, 2015	Nov. 20, 2013
Business acquisition equity ownership percentage	100.00%
Common stock, shares issued	48,261,216	45,011,216
Common stock, shares outstanding	48,261,216	45,011,216
Behavioral Health Care Associates LTD [Member]
Purchase price assets value	$ 4,550,000
Gain from disposal of agreement	4,239,585
Subordinated unsecured note payable	$ 4,550,000
Blaise J. Wolfrum, M.D [Member]
Amount agree to pay by the entity as per purchase agreement		$ 2,800,000	$ 750,000	$ 1,000,000
Stock Purchase Agreement [Member] | Behavioral Health Care Associates LTD [Member]
Business acquisition equity ownership percentage					100.00%
Common stock, shares issued					100,000
Common stock, shares outstanding					100,000

Discontinued Operation - Summar

Discontinued Operation - Summary of Discontinued Operations (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Discontinued Operations and Disposal Groups [Abstract]
Revenues		$ 783,988		$ 2,432,041
Gross profit		464,876		1,179,962
Income from operations		(2,312)		373,587
Income before income taxes		(2,312)		373,587
Income tax expense
Income from operations of discontinued operation		$ (2,312)		$ 373,587

Short-Term Notes Payables (Deta

Short-Term Notes Payables (Details Narrative) - USD ($)	Jul. 10, 2015	Apr. 08, 2015	Oct. 02, 2014	Sep. 30, 2016	Sep. 30, 2015
Issuance of common stock				$ 41,244
AOK Property Investments [Member]
Aggregate amount of property investments			$ 500,000
Issuance of common stock, shares	500,000		1,667
Issuance of common stock	$ 1,360,907
AOK Property Investments [Member] | Amended Note Agreement [Member]
Promissory note periodic payment	$ 25,000
Debt instrument due date	Dec. 31, 2015
Issuance of common stock, shares	500,000
Advanced Life Management [Member] | AOK Note [Member]
Promissory note principal amount			$ 500,000
Debt instrument due date			Jan. 15, 2015
Consideration of promissory note			$ 500,000
Issuance of common stock, shares			500,000
At Home and All Staffing Acquisition Note Payable [Member]
Promissory note principal amount				$ 344,507
Promissory note interest rate				11.00%
Promissory note periodic payment				$ 25,000
Debt instrument due date				Mar. 1, 2015
Final debt instrument due date				Jun. 1, 2015
Promissory note default day				90 days
Repayment of debt		$ 5,000

Short-Term Notes Payables - Sch

Short-Term Notes Payables - Schedule of Short-Term Notes Payable (Details) - USD ($)		Sep. 30, 2016	Dec. 31, 2015
Short-term notes payable		$ 882,921	$ 901,521
At Home and All Staffing Acquisition Note Payable [Member]
Short-term notes payable	[1]	344,507	344,507
AOK Property Investments [Member]
Short-term notes payable	[2]	525,000	525,000
Note dated May 28, 2015 for $35,000; Daily Payment of $184.73 for 252 Days [Member]
Short-term notes payable		$ 13,414	$ 32,014
[1]	The Company entered into a $344,507 promissory note (the "Trust Note") with the Rose. M Gallagher Revocable Trust ("Trst") in conjunction with the Settlement Agreement (see Note 7). The Trust Note bears interest at 11.0% per annum. The first payment of $25,000 is due on March 1, 2015. The final principal and interest payment is due on June 1, 2015. The entire outstanding principal balance of Trust Note may be prepaid at any time, in whole or in part, without premium or penalty, and the interest accrued on the remaining principal balance shall be adjusted accordingly. The Company is in default of the Trust Note and has a 90 day cure period. The Company paid $5,000 on April 8, 2015.
[2]	On October 1, 2014, AOK Property Investments LLC ("AOK"), a third party lender, lent the Company and its subsidiary, SCI, an aggregate of $500,000. In consideration of AOK's delivery of an aggregate of $500,000 to the Company and ALM, the Company and ALM executed and delivered a promissory note (the "AOK Note") in favor of AOK in the aggregate principal amount of $500,000. The AOK Note is due on January 15, 2015 and bears interest in the amount of 500,000 shares of the Company's common stock, which interest is due and payable on or before January 15, 2015. If the Company and ALM fail to pay any portion of principal or interest when due, interest will continue to accrue and be payable to AOK at the rate of 1,667 shares of Company common stock per day until all principal and accrued interest is fully paid. On July 10, 2015, the Company and AOK entered in an amended note agreement whereby AOK loaned the Company an additional $25,000 and extended the due date of the note to December 31, 2015, and the Company agreed to issue an additional 500,000 shares of common stock for failing to pay the principal and interest on the loan when originally due. The Company recorded the issuance of 500,000 shares of common stock to AOK at a value of $1,360,907. The loan was not repaid on its extended due date and is currently in default.

Short-Term Notes Payables - S36

Short-Term Notes Payables - Schedule of Short-Term Notes Payable (Details) (Parenthetical) - Note Dated May 28, 2015 for $35,000; Daily Payment of $184.73 for 252 Days [Member] - USD ($)	9 Months Ended
	Sep. 30, 2016	May 28, 2015
Note principal amount		$ 35,000
Note daily payment	$ 185
Note due date	252 days

Convertible Note (Details Narra

Convertible Note (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Proceeds from issuance of convertible note	$ 77,500	$ 50,000
Debt discount	203,231	$ 2,508
Two Convertible Note Payable [Member]
Convertible notes issued during period	110,250
Convertible Note Payable [Member] | One Investor [Member]
Convertible notes issued during period	52,500
Original issue discount	5,250
Convertible Note Payable [Member] | Another Investor [Member]
Convertible notes issued during period	27,778
Original issue discount	2,778
Proceeds from issuance of convertible note	$ 25,000

Convertible Notes - Schedule of

Convertible Notes - Schedule of Convertible Notes (Details) - USD ($)	Sep. 30, 2016	Dec. 31, 2015
Convertible notes	$ 271,024	$ 174,240
Unamortized debt discount	(93,603)	(158,806)
Convertible notes, net of discount	177,421	15,434
Less notes receivable collateralized by convertible note	(52,500)
Convertible notes	(124,921)	15,434
Less current portion	(124,921)
Long-term portion		15,434
Convertible Note Dated August 28, 2015 [Member]
Convertible notes	14,312	55,556
Convertible Note Dated December 16, 2015 [Member]
Convertible notes	118,684	118,684
Convertible Note Dated March 10, 2016 [Member]
Convertible notes	27,778
Convertible Note Dated May 5, 2016 [Member]
Convertible notes	$ 110,250

Convertible Notes - Schedule 39

Convertible Notes - Schedule of Convertible Notes (Details) (Parenthetical) - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2016	Dec. 31, 2015
Convertible Note Dated August 28, 2015 [Member]
Convertible note, interest rate	$ 6,667	$ 6,667
Convertible note interest free days	90 days	90 days
Convertible note due date	Aug. 28, 2017	Aug. 28, 2017
Convertible note converted lowest trading price percentage	60.00%	60.00%
Convertible note trading days prior to conversion	25 days	25 days
Debt conversion price per share	$ 1	$ 1
Convertible Note Dated December 16, 2015 [Member]
Convertible note converted lowest trading price percentage	50.00%	50.00%
Convertible Note Dated March 10, 2016 [Member]
Convertible note, interest rate	$ 3,333	$ 3,333
Convertible note interest free days	90 days	90 days
Convertible note due date	Aug. 28, 2017	Aug. 28, 2017
Convertible note converted lowest trading price percentage	60.00%	60.00%
Convertible note trading days prior to conversion	25 days	25 days
Debt conversion price per share	$ 1	$ 1
Convertible Note Dated May 5, 2016 [Member]
Convertible note due date	May 5, 2017	May 5, 2017
Convertible note converted lowest trading price percentage	65.00%	65.00%
Convertible note trading days prior to conversion	20 days	20 days
Convertible note interest rate	8.00%	8.00%

Convertible Note - Schedule of

Convertible Note - Schedule of Rollforward Convertible Notes (Details) - USD ($)	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Debt Disclosure [Abstract]
Convertible notes, December 31, 2015	$ 15,434
Issued for cash	77,500	$ 50,000
Issued for original issue discount	8,028
Conversion to common stock	(41,244)
Debt discount related to new convertible notes	(138,028)
Amortization of debt discounts	203,231	$ 2,508
Convertible notes, September 30, 2016	$ 124,921

Derivative Liability - Schedule

Derivative Liability - Schedule of Assumption to Measure the Fair Value of Derivative Liability (Details)	9 Months Ended
	Sep. 30, 2016$ / shares
Stock price	$ 0.012
Risk free rate	0.59%
Volatility	325.00%
Dividend rate	0.00%
Minimum [Member]
Conversion/ exercise price	$ 0.006
Term (years)	11 days
Maximum [Member]
Conversion/ exercise price	$ 0.072
Term (years)	10 months 28 days

Derivative Liability - Schedu42

Derivative Liability - Schedule of Derivative Liability Activity (Details)	9 Months Ended
	Sep. 30, 2016USD ($)
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Derivative liability balance at December 31, 2015	$ 302,580
Derivative liability associated with new convertible note	265,533
Change in fair value of derivative liability during period	(346,695)
Derivative liability at September 30, 2016	$ 221,418

Stockholders' Deficit (Details

Stockholders' Deficit (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2016	Dec. 31, 2015	May 07, 2015
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, par value	$ 0.0001	$ 0.0001
Percentage of designated convertible preferred stock	8.00%
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, shares authorized	100,000,000	100,000,000
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares issued	48,261,216	45,011,216
Common stock, shares outstanding	48,261,216	45,011,216
Conversion of stock shares issued	3,250,000
Conversion of stock value issued	$ 41,244
8% Convertible Preferred Stock [Member]
Preferred stock, shares authorized			500,000
Preferred stock, par value			$ 4
Percentage of designated convertible preferred stock			8.00%
Preferred stock conversion price			$ 4
Preferred stock, shares issued	198,473
Preferred stock, shares outstanding	198,473

Stock-Based Compensation (Detai

Stock-Based Compensation (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Option exercisable price per share	$ 4
Proceeds from issuance of private placements	$ 85,000,000
Share based compensation amount	921,144	$ 3,038,649
Unrecognized compensation cost related to unvested stock-based compensation awards	$ 747,500
Weighted average remaining term vested, options outstanding, ending balance	1 year

Stock-Based Compensation - Sche

Stock-Based Compensation - Schedule of Outstanding Options (Details)	9 Months Ended
	Sep. 30, 2016$ / sharesshares
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Options outstanding, beginning balance | shares	5,803,250
Options outstanding, granted | shares
Options outstanding, exercised | shares
Options outstanding, forfeited/expires | shares
Options outstanding, ending balance | shares	5,803,250
Options outstanding, exercisable | shares	5,653,250
Weighted average intrinsic value, beginning balance	$ 3.89
Weighted average intrinsic value, granted
Weighted average intrinsic value, ending balance	3.89
Weighted average intrinsic value, exercisable	3.89
Weighted average exercise price, options outstanding, beginning balance	0.0001
Weighted average exercise price, granted
Weighted average exercise price, options outstanding ending balance	0.0001
Weighted average exercise price, exercisable	$ 0.0001
Weighted average remaining contractual life, beginning balance	1 year 6 months
Weighted average remaining contractual life, ending balance	9 months
Weighted average remaining contractual life, exercisable	9 months

Related Party Transactions (Det

Related Party Transactions (Details Narrative) - USD ($)	May 07, 2015	Sep. 30, 2016	Dec. 31, 2015
Cancellation of shares		796,671
Amount owed to forgive indebtedness		$ 1,018,618
Deferred reimbursable distribution amount			$ 5,000,000
Advances from related party		403,092	243,799
Synergistic Licensing Agreement [Member]
License fee	$ 29,414,819
Common shares upon completion and acceptance of each installation of software	10,000
Installation of software cost	$ 10,000
December 31, 2016 [Member]
Deferred reimbursable distribution amount			7,500,000
December 31, 2017 [Member]
Deferred reimbursable distribution amount			10,000,000
December 31, 2018 [Member]
Deferred reimbursable distribution amount			$ 6,914,819
Minimum [Member]
Reimbursable distribution and commercialization expenses		585,181
Maximum [Member]
Reimbursable distribution and commercialization expenses		$ 29,414,819

Subsequent Event (Details Narra

Subsequent Event (Details Narrative) - Subsequent Event [Member]	9 Months Ended
	Sep. 30, 2016USD ($)shares
Shares issued for conversion of convertible note | shares	2,300,000
Shares issued for conversion of convertible note, value | $	$ 4,830