1. Summary of Significant Accounting Policies and Use of Estimates | 3 Months Ended |
Mar. 31, 2014 |
Notes | ' |
1. Summary of Significant Accounting Policies and Use of Estimates: | ' |
1. Summary of Significant Accounting Policies and Use of Estimates: |
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Presentation of Interim Information: |
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The condensed financial statements included herein have been prepared by Calibrus, Inc. (“we”, “us”, “our” or “Company”) without audit, pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”) and should be read in conjunction with the audited financial statements as of December 31, 2013. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted, as permitted by the SEC, although we believe the disclosures, which are made, are adequate to make the information presented not misleading. Further, the condensed financial statements reflect, in the opinion of management, all normal recurring adjustments necessary to present fairly our financial position at March 31, 2014, and the results of our operations and cash flows for the periods presented. The December 31, 2013 condensed balance sheet data was derived from audited financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States of America. |
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Interim results are subject to significant seasonal variations and the results of operations for the three months ended March 31, 2014 are not necessarily indicative of the results to be expected for the full year. |
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Nature of Corporation: |
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Calibrus, Inc. (the “Company”) was incorporated on October 22, 1999, in the State of Nevada. The Company’s principal business purpose had been to operate a customer contact center for a variety of clients located throughout the United States. The Company provided customer contact support services for various companies wishing to outsource these functions. During June 2012, the Company decided to divest itself of its Third Party Verification Business (“TPV Business”). The Company made this decision to focus on its Social Networking operations which currently include Fanatic Fans, a mobile smartphone application centered around live sporting and entertainment events, and JabberMonkey, a social expression website centered around gathering public opinion on current events. However, due to cash constraints the Company has suspended the majority of expenses related to its social networking ventures. |
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On June 30, 2013, the Company entered into an asset purchase agreement and closed the transaction contemplated by that agreement. Pursuant to the agreement, the Company sold all assets related to its call center services business which provides third party verifications to other businesses. The assets were purchased by Calibrus Call Center Services, LLC, (“CCCS”) an Arizona limited liability company (the “Purchaser”). There is no material relationship between the Purchaser and the Company or any of the Company’s affiliates, or any director or officer of the Company or any associate of any such director of officer. Consideration for the assets was cash in the amount of $1,200,000 of which $1,000,000 was due immediately and of which $200,000 is due in 12 months subject to certain adjustments. The transaction closed on July 2, 2013. The Company has presented assets related to its TPV Business as held-for-sale and has presented the TPV Business statements of operations as discontinued operations. |
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As the Company continues to seek ways to better commercialize its social media projects, the Company is also open to the acquisition of other products, services or technologies that have potential for profit in the consumer or commercial market place. |
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Use of Estimates: |
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The preparation of 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 financial statements and the reported amounts of revenues and expenses during the reporting period. These estimates include, but are not limited to, the valuation/classification of assets held for sale and the valuation of stock options and warrants. Actual results could differ from those estimates. |
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Fair Value of Financial Instruments: |
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The estimated fair values for financial instruments are determined at discrete points in time based on relevant market information. These estimates involve uncertainties and cannot be determined with precision. The carrying amounts of accounts payable, accrued liabilities, notes payable and short term advances approximate fair value given their short term nature or effective interest rates, which represent level 3 inputs. |
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Earnings (Loss) per Share: |
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Basic earnings (loss) per share is computed by dividing income (loss) available to common shareholders by the weighted average number of common shares outstanding for the period and contains no dilutive securities. Diluted earnings per share reflect the potential dilution of securities that could share in the earnings of an entity. The Company calculates diluted earnings per share using the treasury stock method for options and warrants and the if-converted method for convertible debt. For the three months ended March 31, 2014 and 2013 all potentially dilutive securities are anti-dilutive due to the Company’s losses from continued operations. |
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| Three Months Ended March 31, 2014 | Three Months Ended March 31, 2013 |
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Loss available to common stockholders | ($222,849) | ($41,215) |
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Weighted average number of common shares used in basic earnings per share | 15,011,080 | 13,871,080 |
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Effect of dilutive securities: | | |
Stock options | - | - |
Stock warrants | - | - |
Convertible debt | - | - |
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Weighted average number of common shares and potential dilutive common stock used in diluted earnings per share | 15,011,080 | 13,871,080 |
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All dilutive common stock equivalents are reflected in our earnings (loss) per share calculations. Anti-dilutive common stock equivalents are not included in our earnings (loss) per share calculations. As of March 31, 2014 and 2013 the Company had outstanding options to purchase 1,795,000 and 2,519,167 shares of common stock at a per share weighted average exercise price of $.79 and $.85, respectively, which were not included in the earnings per share calculation as they were anti-dilutive. As of March 31, 2014 and 2013 the Company had outstanding warrants to purchase 934,588 and 950,588 shares of common stock at a per share weighted average exercise price of $.35 and $.38, respectively, which were not included in the earnings per share calculation as they were anti-dilutive. In addition, at March 31, 2013 the Company had $15,000 principal balance of convertible debentures along with $5,413 in accrued interest which was convertible into 13,609 shares of the Company’s common stock, if converted, which were also deemed to be anti-dilutive. |
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Revenue Recognition: |
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Revenue for inbound calls is recorded on a per-call or per-minute basis in accordance with the rates established in the respective contracts. Revenue for outbound calls is on a commission basis, with revenue being recognized as the commission is earned. As the Company’s customers are primarily well established, creditworthy institutions, management believes collectability is reasonably assured at the time of performance. The Company from time to time executes outbound sales campaigns for customers, primarily for the sale of telecommunications services. This revenue source has historically been immaterial. The Company recognizes the commissions earned on these campaigns on a net basis in accordance with FASB ASC 605-45, Principal Agent Considerations. At this time the Company has no revenue generating operations. |
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Stock-Based Compensation: |
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The Company has stock-based compensation plans. Stock-based compensation expense for all stock-based compensation awards is based on the grant date fair value estimated in accordance with the Black Scholes Pricing Model. The value of the compensation cost is amortized on a straight-line basis over the requisite service periods of the award (the option vesting term). |
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· Expected term is determined using the contractual term and vesting period of the award; |
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· Expected volatility of award grants made under the Company’s plans is measured using the historical daily changes in the market price of the Company’s common stock, which is publicly traded, over the expected term of the award; |
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· Risk-free interest rate is equivalent to the implied yield on zero-coupon U.S. Treasury bonds with a remaining maturity equal to the expected term of the awards; and, |
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· Forfeitures are based on the history of cancellations of awards granted by the Company and management's analysis of potential forfeitures. |
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Income Taxes: |
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The Company estimates the annual tax rate based on projected taxable income for the full year and records a quarterly income tax provision in accordance with the anticipated annual rate. As the year progresses, we refine the estimates of the year’s taxable income as new information becomes available, including year-to-date financial results. This continual estimation process can result in a change to the expected effective tax rate for the year. When this occurs, the Company adjusts the income tax provision during the quarter in which the change in estimate occurs so that the year-to-date provision reflects the expected annual tax rate. Significant judgment may be required in determining the Company’s effective tax rate and in evaluating our tax positions. |
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The effective income tax rate of 0% for the three months ended March 31, 2014 and 2013 differed from the statutory rate, due primarily to the full reserve of net operating losses incurred by the Company in past and/or respective periods. For the three month period ended March 31, 2014 a tax benefit of approximately $87,000 would have been generated. For the three month period ended March 31, 2013 a tax benefit of approximately $16,000 would have been generated. However, all benefits have been fully offset through an allowance account due to the uncertainty of the utilization of the net operating losses. As of March 31, 2014 the Company had net operating losses of approximately $7,712,000 resulting in a deferred tax asset of approximately $3,007,000. The Company has established a valuation allowance in the full amount of the deferred tax asset due to the uncertainty of the utilization of operating losses in future periods. |
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Recent Accounting Pronouncements: |
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There have been no recent accounting pronouncements issued which are expected to have a material effect on the Company’s financial statements. |