Restatement of Previously Issued Financial Statements | NOTE 11 – RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS On November 11, 2013, the Company entered into a stock purchase agreement with Behavioral Health Care Associates, Ltd. (“BHCA”) to purchase 100% of the issued and outstanding share of BHCA common stock for $4,550,000. The purchase price was to be paid in installments over a period of approximately 24 months. The Company originally recorded the purchase of BHCA on November 11, 2013 and began consolidating the operating results of BHCA from that date. The Company never made any of the required installment payments in accordance with the stock purchase agreement and the stock of BHCA was never transferred to the Company. As a result, the Company has determined that the financial statements of BHCA should have never been consolidated with those of the Company since the Company was never able to take control of BHCA due to non-payment of the purchase price. The prior year financial statements have been restated to remove BHCA from the consolidated financial statements of the Company. The following tables present the restated financial statements for the six months ended June 30, 2015. All the adjustments are a result of removing BHCA from the Company’s consolidated financial statements. As Originally Amount of Presented Restatement As Restated Revenues $ - $ - $ - Cost of revenues - - - Gross profit - - - Operating expenses: General and administrative expenses 1,121,219 - 1,121,219 Total operating expenses 1,121,219 - 1,121,219 Loss from operations (1,121,219 ) - (1,121,219 ) Other income (expense) Interest expense and financing costs (286,170 ) - (286,170 ) Change in fair value of derivative liability 92,922 - 92,922 Total other income (expenses) (193,248 ) - (193,248 ) Loss before provision for taxes (1,314,467 ) - (1,314,467 ) Provision for income taxes - - - Net loss from continuing operations (1,314,467 ) $ - $ (1,314,467 ) Discontinued operations, net of tax Gain from disposal of discontinued operation 4,239,585 (4,239,585 ) - Net income (loss) $ 2,925,118 (4,239,585 ) (1,314,467 ) Preferred stock dividend 31,669 - 31,669 Net loss attributed to common stockholders $ 2,893,449 $ (4,239,585 ) $ (1,346,136 ) Weighted average shares outstanding - basic and diluted 45,950,776 - 45,950,776 Income (loss) per share - basic and diluted $ 0.06 $ (0.09 ) $ (0.03 ) As Originally Amount of Presented Restatement As Restated OPERATING ACTIVITIES: Net income (loss) $ 2,925,118 $ (4,239,585 ) $ (1,314,467 ) Adjustments to reconcile net loss to net cash used in operating activities: Gain on discontinued operations (4,239,585 ) 4,239,585 - Depreciation 1,000 - 1,000 Stock options expense 921,144 - 921,144 Amortization of debt discount 122,474 - 122,474 Change in fair value of derivative liability (92,922 ) - (92,922 ) Financing costs associated with convertible note 135,533 - 135,533 Change in current assets and liabilities: Prepaid expenses and other current assets 150 - 150 Accounts payable (10,504 ) - (10,504 ) Accrued expenses 11,354 - 11,354 Net cash used in operating activities (226,238 ) - (226,238 ) INVESTING ACTIVITIES: Cash retained by discontinued operation (481,188 ) 481,188 - Net cash used in investing activities (481,188 ) 481,188 - FINANCING ACTIVITIES: Proceeds from convertible notes 77,500 - 77,500 Payment on notes payable (18,700 ) - (18,700 ) Cash overdraft 7,066 (6,624 ) 442 Advances from (payments to) related parties 166,996 - 166,996 Net cash provided by financing activities 232,862 (6,624 ) 226,238 NET INCREASE (DECREASE) IN CASH (474,564 ) 474,564 - CASH, BEGINNING BALANCE 474,564 (474,564 ) - CASH, ENDING BALANCE $ - $ - $ - CASH PAID FOR: Interest $ - $ - $ - Income taxes $ - $ - $ - NON-CASH INVESTING AND FINANCING ACTIVITIES: Convertible notes and accrued interest converted to common stock $ 24,000 $ - $ 24,000 |