Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2019 | Aug. 16, 2019 | |
Document And Entity Information | ||
Entity Registrant Name | Plantation Corp. | |
Entity Central Index Key | 0001458704 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2019 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Is Entity's Reporting Status Current? | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 53,830,477 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2019 | |
Entity Emerging Growth Company | false | |
Entity Small Business | true |
Balance Sheets
Balance Sheets - USD ($) | Jun. 30, 2019 | Dec. 31, 2018 |
Current Assets: | ||
Cash | $ 663 | |
Accounts Receivable | 220 | |
Prepaid inventory - related party | 45,000 | |
Total Current Assets | 45,663 | 220 |
TOTAL ASSETS | 45,663 | 220 |
Current Liabilities: | ||
Accounts Payable | 194,026 | 4,773 |
Accounts payable - related party | 21,000 | |
Interest Payable | 1,076 | 353 |
Interest Payable - Related Party | 3,147 | 524 |
Notes Payable | 25,000 | 25,000 |
Notes Payable Related Party | 90,768 | 25,318 |
Total Current Liabilities | 335,017 | 55,968 |
Total Liabilities | 335,017 | 55,968 |
Commitments and contingencies | ||
Stockholder's Deficit | ||
Preferred stock, $0.01 par value; 10,000,000 shares authorized; 0 and 0 issued and outstanding as of June 30, 2019 and December 31, 2018, respectively | ||
Common stock, $0.01 par value; 100,000,000 shares authorized; 53,830,477 and 46,330,477 shares issued and outstanding as of June 30, 2019 and December 31, 2018, respectively | 538,305 | 463,305 |
Additional Paid-In Capital | 1,243,455 | 879,177 |
Accumulated Deficit | (2,071,114) | (1,398,230) |
Total Stockholder's Equity (Deficit) | (289,354) | (55,748) |
TOTAL LIABILITIES AND STOCKHOLDER'S DEFICIT | $ 45,663 | $ 220 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2019 | Dec. 31, 2018 |
STOCKHOLDERS' EQUITY | ||
Preferred stock - par value | $ 0.01 | $ 0.01 |
Preferred stock - authorized | 10,000,000 | 10,000,000 |
Preferred stock - issued | ||
Preferred stock - outstanding | ||
Common Stock - par value | $ 0.01 | $ 0.01 |
Common Stock - authorized | 100,000,000 | 100,000,000 |
Common Stock - issued | 53,830,477 | 46,330,477 |
Common Stock - outstanding | 53,830,477 | 46,330,477 |
Statements of Operations
Statements of Operations - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Revenues: | ||||
Revenues | ||||
Cost of revenues | ||||
Net margin | ||||
Operating expenses | ||||
General and administrative expense | 479,988 | 7,758 | 484,899 | 13,259 |
Officer services | 175,200 | 4,950 | 184,000 | 13,150 |
Total Operating Expenses | 655,188 | 12,708 | 668,899 | 26,409 |
Net loss from operations | (655,188) | (12,708) | (668,899) | (26,409) |
Other Expense | ||||
Interest expense | 2,497 | 110 | 3,724 | 110 |
Net Loss from Continued Operations | (657,685) | (12,818) | (672,623) | (26,519) |
Net Loss from Discontinued Operations | (235) | (261) | (391) | |
Net Loss | $ (657,685) | $ (13,053) | $ (672,884) | $ (26,910) |
Net loss per common share, basic and diluted | $ (0.01) | $ 0 | $ (0.01) | $ 0 |
Weighted Average Common Shares Outstanding | 47,237,070 | 46,169,682 | 46,786,278 | 45,588,072 |
Statement of Stockholders Defic
Statement of Stockholders Deficit - USD ($) | Preferred Stock | Common Stock | Additional Paid-In Capital | Stock Payable | Accumulated Deficit | Total |
Beginning Balance, Shares at Dec. 31, 2017 | 45,000,000 | |||||
Beginning Balance, Amount at Dec. 31, 2017 | $ 450,000 | $ 826,897 | $ 40,000 | $ (1,332,271) | $ (15,374) | |
Shares Issued for Cash, shares | 12,903 | 12,903 | ||||
Adjustment to actual for rounding in 10-1 split, retroactive, shares | 262 | |||||
Adjustment to actual for rounding in 10-1 split, retroactive, amount | $ 2 | (2) | ||||
Donated Services | 3,000 | 3,000 | ||||
Net loss | (13,857) | (13,857) | ||||
Ending Balance, Shares at Mar. 31, 2018 | 45,000,262 | |||||
Ending Balance, Amount at Mar. 31, 2018 | $ 450,002 | 829,895 | $ 52,903 | (1,346,128) | (13,328) | |
Beginning Balance, Shares at Dec. 31, 2017 | 45,000,000 | |||||
Beginning Balance, Amount at Dec. 31, 2017 | $ 450,000 | 826,897 | 40,000 | (1,332,271) | (15,374) | |
Imputed Interest on Related Party Loans | ||||||
Ending Balance, Shares at Jun. 30, 2018 | 46,255,552 | |||||
Ending Balance, Amount at Jun. 30, 2018 | $ 463,305 | 872,495 | (1,359,181) | (23,381) | ||
Beginning Balance, Shares at Dec. 31, 2017 | 45,000,000 | |||||
Beginning Balance, Amount at Dec. 31, 2017 | $ 450,000 | 826,897 | 40,000 | (1,332,271) | (15,374) | |
Imputed Interest on Related Party Loans | 682 | |||||
Ending Balance, Shares at Dec. 31, 2018 | 46,330,477 | |||||
Ending Balance, Amount at Dec. 31, 2018 | $ 463,305 | 879,177 | (1,398,230) | (55,748) | ||
Beginning Balance, Shares at Mar. 31, 2018 | 45,000,262 | |||||
Beginning Balance, Amount at Mar. 31, 2018 | $ 450,002 | 829,895 | 52,903 | (1,346,128) | (13,328) | |
Shares Issued for Cash, shares | 1,255,290 | |||||
Shares Issued for Cash, amount | $ 13,303 | 39,600 | (52,903) | |||
Donated Services | 3,000 | 3,000 | ||||
Net loss | (13,053) | (13,053) | ||||
Ending Balance, Shares at Jun. 30, 2018 | 46,255,552 | |||||
Ending Balance, Amount at Jun. 30, 2018 | $ 463,305 | 872,495 | (1,359,181) | (23,381) | ||
Beginning Balance, Shares at Dec. 31, 2018 | 46,330,477 | |||||
Beginning Balance, Amount at Dec. 31, 2018 | $ 463,305 | 879,177 | (1,398,230) | (55,748) | ||
Imputed Interest on Related Party Loans | 187 | 187 | ||||
Donated Services | 3,000 | 3,000 | ||||
Net loss | (15,199) | (15,199) | ||||
Ending Balance, Shares at Mar. 31, 2019 | 46,330,477 | |||||
Ending Balance, Amount at Mar. 31, 2019 | $ 463,305 | 882,364 | (1,413,429) | (67,760) | ||
Beginning Balance, Shares at Dec. 31, 2018 | 46,330,477 | |||||
Beginning Balance, Amount at Dec. 31, 2018 | $ 463,305 | 879,177 | (1,398,230) | (55,748) | ||
Imputed Interest on Related Party Loans | 377 | |||||
Ending Balance, Shares at Jun. 30, 2019 | 53,830,477 | |||||
Ending Balance, Amount at Jun. 30, 2019 | $ 538,305 | 1,243,455 | (2,071,114) | (289,354) | ||
Beginning Balance, Shares at Mar. 31, 2019 | 46,330,477 | |||||
Beginning Balance, Amount at Mar. 31, 2019 | $ 463,305 | 882,364 | (1,413,429) | (67,760) | ||
Issuance of non-qualified stock options, shares | 7,500,000 | |||||
Issuance of non-qualified stock options, amount | $ 75,000 | 360,901 | 435,901 | |||
Net loss | (657,685) | (657,685) | ||||
Ending Balance, Shares at Jun. 30, 2019 | 53,830,477 | |||||
Ending Balance, Amount at Jun. 30, 2019 | $ 538,305 | $ 1,243,455 | $ (2,071,114) | $ (289,354) |
Statement of Stockholders Def_2
Statement of Stockholders Deficit (Parenthetical) | 3 Months Ended |
Mar. 31, 2018 | |
Common Stock | |
Stock split | 10-1 split |
Statements of Cash Flows
Statements of Cash Flows - USD ($) | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net Loss from Continued Operations | $ (672,623) | $ (26,519) |
Net Loss from Discontinued Operations | (261) | (391) |
Net Loss | (672,884) | (26,910) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Fair value of services provided by related parties | 3,000 | 6,000 |
Fair value adjustment on warrants/options exercised | 435,901 | |
Imputed interest on Notes Payable - Related Party | 377 | |
Changes In: | ||
Accounts Receivable | 220 | 700 |
Prepaid inventory - related party | (45,000) | |
Accounts Payable | 189,253 | (6,635) |
Accounts Payable - Related Party | 21,000 | 2,212 |
Accrued Interest | 723 | 110 |
Accrued Interest - Related Party | 2,623 | |
Net Cash Used in Operating Activities | (64,787) | (24,523) |
CASH FLOWS FROM INVESTING | ||
Note Receivable - Related Party | ||
Net Cash Used in Investing Activities | ||
CASH FLOWS FROM FINANCING | ||
Proceeds from Notes Payable | ||
Proceeds from Notes Payable - Related Party | 65,450 | 11,070 |
Cash from issuance of stock | 12,903 | |
Net Cash Provided by Financing Activities | 65,450 | 23,973 |
Net change in cash | 663 | (550) |
Cash at Beginning of Period | 550 | |
Cash at End of Period | 663 | |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Cash paid during the year for: Interest | ||
Cash paid during the year for: Franchise Taxes | ||
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES | ||
Adjustment to actual for rounding in 10-1 split, Retroactive | $ 2 |
Statements of Cash Flows (Paren
Statements of Cash Flows (Parenthetical) | 6 Months Ended |
Jun. 30, 2019 | |
Statement of Cash Flows [Abstract] | |
Stock split | 10-1 Split,retroactivel |
Organization and Summary of Sig
Organization and Summary of Signifcant Accounting Policies | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Organization and Summary of Significant Accounting Policies | NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Organization and Basis of Presentation This summary of accounting policies for Plantation Corp. is presented to assist in understanding the Company's financial statements. The accounting policies conform to generally accepted accounting principles and have been consistently applied in the preparation of the financial statements. The Company, originally named “Continental Exchange Corporation” was originally incorporated on October 26, 1927 under the laws of the State of Delaware. Later than year the corporation changed its name to “Northern Exchange Corporation”. Its original purpose was to use its acquired capital to merge with or acquire any other lawful business or enterprise, the nature of which was left unstated. Being unable to achieve its intended purpose, the company ceased operations and became dormant in 1943 having no assets or liabilities. The Company remained in this condition until, December 30, 1980, when the company was reinstated in the State of Delaware and the name was changed to “Everest International Incorporated”. In 1988, the name of the corporation was changed to “Comstock Resources Corporation” and then “Comstock International, Inc.”. In 2000, the name of the corporation was changed to “Copernicus International, Inc.”. In 2001, An Agreement Merger was signed between Copernicus International, Inc., a Delaware Corporation, and Plantation Lifecare Developers, Inc., a Delaware Corporation. The surviving corporation is named Plantation Lifecare Developers, Inc. On November 8, 2001, a certificate of Merger and Amended and Restated Certificate of Incorporation were filed with the State of Delaware. The company was intended to construct and operate life care communities which combine modern, specially designed resort villas, access to assisted-care living and modern skilled nursing hospitals in the Caribbean and South America. On October 29, 2008 a Certificate of Revival and Renewal was filed with the State of Delaware. On April 14, 2009 the Company filed a Registration Statement to become a reporting company. For the previous 28 years, we had been a dormant company, and accordingly, a development stage company, having not attained any significant revenue or operations. The financial statements have been presented in a “development stage” format. Since reorganization, our primary activities have been raising of capital, obtaining financing. We have not commenced our principal revenue producing activities and currently have no employees. On September 1, 2010, the Company’s President contributed payphones and payphone equipment. In the years ended December 31, 2017 and December 31, 2018, the Company was primarily in the business of providing the use of outdoor payphones, and providing telecommunication services. In 2019, the Company has discontinued operations with all payphone customers and is no longer in the telecommunications business. On July 27, 2017, an Agreement Merger was signed and executed between Plantation Lifecare Developers, Inc., a Delaware Corporation, Epic Events Corp., a Wyoming Corporation, and Plantation Corp., a Wyoming Corporation. On July 27, 2017, a certificate of Merger and Amended and Restated Certificate of Incorporation were filed with the State of Wyoming. The surviving corporation is “Plantation Corp.”,a Wyoming Corporation. Nature of Operations and Going Concern The accompanying financial statements have been prepared on the basis of accounting principles applicable to a “going concern”, which assume that Plantation Corp. (hereto referred to as the “Company”) will continue in operation for at least one year and will be able to realize its assets and discharge its liabilities in the normal course of operations. Several conditions and events cast substantial doubt about the Company’s ability to continue as a going concern. The Company has incurred net losses of $2,071,114 since inception, has limited revenues and requires additional financing in order to finance its business activities on an ongoing basis. The Company’s future capital requirements will depend on numerous factors including, but not limited to, continued progress in finding a merger candidate and the pursuit of business opportunities. The Company is actively pursuing alternative financing and has had discussions with various third parties, although no firm commitments have been obtained. In the interim, shareholders of the Company have committed to meeting its minimal operating expenses. Management believes that actions presently being taken to revise the Company’s operating and financial requirements provide them with the opportunity to continue as a going concern. These financial statements do not reflect adjustments that would be necessary if the Company were unable to continue as a going concern. While management believes that the actions already taken or planned, will mitigate the adverse conditions and events which raise doubt about the validity of the “going concern” assumption used in preparing these financial statements, there can be no assurance that these actions will be successful. If the Company were unable to continue as a “going concern,” then substantial adjustments would be necessary to the carrying values of assets, the reported amounts of its liabilities, the reported revenues and expenses, and the balance sheet classifications used. These factors raise substantial doubt about the Company’s ability to continue as a going concern. Financial Instruments The Company’s financial assets and liabilities consist of cash and accounts payable. Except as otherwise noted, it is management’s opinion that the Company is not exposed to significant interest or credit risks arising from these financial instruments. The fair values of these financial instruments approximate their carrying values due to the sort-term maturities of these instruments. Income Taxes The Company accounts for income taxes under the provisions of ASC 740, “Accounting for Income Taxes.” ASC 740 requires recognition of deferred income tax assets and liabilities for the expected future income tax consequences, based on enacted tax laws, of temporary differences between the financial reporting and tax bases of assets and liabilities. Cash and Cash Equivalents For purposes of the statement of cash flows, the Company considers all highly liquid debt instruments purchased with a maturity of 90 days or less to be cash equivalents to the extent the funds are not being held for investment purposes. Concentration of Credit Risk The Company has no significant off-balance-sheet concentrations of credit risk such as foreign exchange contracts, options contracts or other foreign hedging arrangements. Pervasiveness of Estimates The preparation of financial statements in conformity with generally accepted accounting principles required 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. Actual results could differ from those estimates. Loss per Share Basic loss per share has been computed by dividing the loss for the period applicable to the common stockholders by the weighted average number of common shares outstanding during the years. There were no common equivalent shares outstanding as of the three and six months ended June 30, 2019 and June 30, 2018. Stock-Based Compensation Effective June 1, 2006, the company adopted the provisions of ASC 718 requiring employee equity awards to be accounted for under the fair value method. Accordingly, share-based compensation is measured at grant date, based on the fair value of the award. No stock options were granted to employees during the years ended December 31, 2017 and 2018. During the six months ended June 30, 2019, non-qualified stock options were granted to three key individuals of the company and $435,901 of compensation expense was required to be recognized under provisions of ASC 718 with respect to employees. Nature of Business The Company is primarily in the business of developing and selling modified atmosphere packaging for the storage of cannabis and related commodities. The company was until 2017 primarily in the business of providing the use of outdoor payphones and providing telecommunication services. All telephone service operations were discontinued as of January 31, 2019. Revenue Recognition Effective January 1, 2018, the Company adopted ASC 606 — Revenue from Contracts with Customers. Under ASC 606, the Company recognizes revenue from the commercial sales of products, licensing agreements and contracts to perform pilot studies by applying the following steps: (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to each performance obligation in the contract; and (5) recognize revenue when each performance obligation is satisfied. For the comparative periods, revenue has not been adjusted and continues to be reported under ASC 605 — Revenue Recognition. Under ASC 605, revenue is recognized when the following criteria are met: (1) persuasive evidence of an arrangement exists; (2) the performance of service has been rendered to a customer or delivery has occurred; (3) the amount of fee to be paid by a customer is fixed and determinable; and (4) the collectability of the fee is reasonably assured. There was no impact on the Company’s financial statements as a result of adopting Topic 606 for the six months ended June 30, 2019 and June 30, 2018, respectively. Allowance for Doubtful Accounts The Company recognizes an allowance for doubtful accounts to ensure accounts receivable are not overstated due to un-collectability. Bad debt reserves are maintained for all customers based on a variety of factors, including the length of time the receivables are past due, significant one-time events and historical experience. An additional reserve for individual accounts is recorded when the Company becomes aware of a customer’s inability to meet its financial obligation, such as in the case of bankruptcy filings or deterioration in the customer’s operating results or financial position. If circumstances related to customers change, estimates of the recoverability of receivables would be further adjusted. As of March 31, 2019 and December 31, 2018, the Company has determined an allowance for doubtful accounts is not necessary. Accounts Receivable Accounts Receivable consists of Local Service payphone revenue. The Accounts Receivable was $0 as of June 30, 2019 and $220 as of December 31, 2018. Fixed Assets Fixed assets are stated at cost. Depreciation and amortization are computed using the straight-line and accelerated methods over the estimated economic useful lives of the related assets as follows. On September 1, 2010, Joseph Passalaqua, President of the Company contributed payphone equipment valued at $20,000 in exchange for a promissory note. As of June 30, 2019 and December 31, 2018, the payphone equipment is fully depreciated and depreciation expense for those periods was $0 respectively. Property and Equipment It is the Organization's policy is to capitalize assets with a useful life of greater than one year and a value of $5,000 or more at cost. Contributed property and equipment is recorded at fair value at the date of donation. Property and equipment are depreciated using the straight-line method over the estimated useful lives of the related assets or, in the case of leasehold improvements, over the lesser of the useful life of the related asset or the lease term. Estimated useful lives range from three to ten years. 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 recognized in the current period financial statements. Recent Accounting Pronouncements Effective January 1, 2018, the Company adopted ASC 606 — Revenue from Contracts with Customers. Under ASC 606, the Company recognizes revenue from the commercial sales of products, licensing agreements and contracts to perform pilot studies by applying the following steps: (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to each performance obligation in the contract; and (5) recognize revenue when each performance obligation is satisfied. For the comparative periods, revenue has not been adjusted and continues to be reported under ASC 605 — Revenue Recognition. Under ASC 605, revenue is recognized when the following criteria are met: (1) persuasive evidence of an arrangement exists; (2) the performance of service has been rendered to a customer or delivery has occurred; (3) the amount of fee to be paid by a customer is fixed and determinable; and (4) the collectability of the fee is reasonably assured. There was no impact on the Company’s financial statements as a result of adopting Topic 606 for the twelve months ended December 31, 2017 and December 31, 2018. Effective August 1, 2018, the Company adopted ASU 2018-13 Fair Value Measurement (Topic 820).This ASU improves the effectiveness of fair value disclosures in the notes to financial statements. Amendments in this ASU impact the disclosure requirements in Topic 820, including the removal, modification and addition to existing disclosure requirements. It is effective for fiscal years beginning after December 15, 2019 but early adoption is permitted, with the option to early adopt amendments to remove or modify disclosures, with full adoption of additional disclosure requirements delayed until the stated effective date. Amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively. All other amendments should be applied retrospectively. Management currently is evaluating the impact of the guidance on the Company’s financial statement disclosures but has concluded that this guidance will not impact the Company’s consolidated financial position or results of operations for the twelve months ended December 31, 2017 and December 31, 2018. In February 2016, the FASB established Topic 842, Leases, by issuing Accounting Standards Update (ASU) No. 2016-02, which requires lessees to recognize leases on-balance sheet and disclose key information about leasing arrangements. Topic 842 was subsequently amended by ASU No. 2018-01, Land Easement Practical Expedient for Transition to Topic 842; ASU No. 2018-10, Codification Improvements to Topic 842, Leases; and ASU No. 2018-11, Targeted Improvements. The new standard establishes a right-of-use model (ROU) that requires a lessee to recognize a ROU asset and lease liability on the balance sheet for all leases with a term longer than 12 months. Leases will be classified as finance or operating, with classification affecting the pattern and classification of expense recognition in the income statement. The new standard is effective for us on January 1, 2019, with early adoption permitted. We expect to adopt the new standard on its effective date. We currently do not have any leases and thus this pronouncement does not currently apply to the Company |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 2 - INCOME TAXES In the six months ended June 30, 2019, the Company had a net operating loss carry forward for income tax reporting purposes of approximately $2,058,555 that may be offset against future taxable income. In the year ended December 31, 2018, the Company had a net operating loss carry forward for income tax reporting purposes of approximately $1,386,048 that may be offset against future taxable income. Current tax laws limit the amount of loss available to be offset against future taxable income when a substantial change in ownership occurs. Therefore, the amount available to offset future taxable income may be limited. No tax benefit has been reported in the financial statements, because the Company believes there is a 50% or greater chance the carry-forwards will expire unused. Accordingly, the potential tax benefits of the loss carry-forwards are offset by a valuation allowance of the same amount. June 30, 2019 Net Operating Losses $ 432,297 Valuation Allowance (432,297 ) $ — December 31, 2018 Net Operating Losses $ 291,070 Valuation Allowance (291,070 ) $ — The Company evaluates its valuation allowance requirements based on projected future operations. When circumstances change and causes a change in management's judgment about the recoverability of deferred tax assets, the impact of the change on the valuation is reflected in current income. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE 3 – RELATED PARTY TRANSACTIONS On July 27, 2017, a Certificate of Merger and Amended Certificate of Incorporation were filed with the State of Wyoming. The Merger was between Plantation Lifecare Developers, Inc., a Delaware Corporation, Epic Events Corp., a Wyoming Corporation and Plantation Corp., a Wyoming Corporation. The surviving corporation is Plantation Corp. and is a Wyoming corporation. These entities are under common control. See additional disclosures at Notes 4 and 6. During the six months ended June 30, 2019 related parties loaned the Company $65,450 in cash. On February 25, 2019, the Company purchased some prepaid inventory from a related party in the amount of $45,000. The prepaid inventory is still yet to be received and will be manufactured and received by the Company in the third quarter of 2019. Soon thereafter the inventory will be available for sale. The principal stockholders provided, without cost to the Company, their services, valued at $800 per month up until March 31, 2019 which totaled $9,600 for the year ended December 31, 2018 and $2,400 for the six months ended June 30, 2019. Thereafter, the principal stock holders ceased providing these services without cost to the Company, and instead the Company accrued $20,000 per month compensation for its officers as an expense. The principal stockholders also provided, without cost to the Company, office space valued at $200 per month up until March 31, 2019 which totaled $2,400 for the year ended December 31, 2018 and $1,200 for the six months ended June 30, 2019. Thereafter, the Company accrued $7,000 a month for office space provided by its officers as an expense. Up until March 31, 2019 the total of these expenses was reflected in the statement of operations as officer services with a corresponding contribution of paid-in capital and after that date these expenses were reflected as accrued wages and accrued payables. On April 18, 2018, 316,718 shares of Common Stock, valued at $3,168 and 25,000 shares of Common Stock, valued at $250 were issued for cash, to related parties of an officer of the Company. On April 25, 2018, a related party paid a Company expense of $2,212, this Related Party Payable was non-interest bearing. As of March 31, 2019, the Company has repaid this amount and owes $0. From April 2018 – June 2019, a related party loaned the Company $89,300, these notes payable are on demand and accruing 5% & 8% interest annually. In August 2018, $5,000 of this amount was repaid. As of June 30, 2019, the Company owes $84,300 in principal, and $2,835 in interest related to these notes. In June 2018 and July 2018, a related party loaned the Company $6,518, these notes are payable on demand and accruing 5% interest annually. As of June 30, 2019, the Company owes $6,518 in principal and $312 in interest, related to these notes. In August 20, 2018, a related party was paid $11,500 from the Company, this note receivable is payable upon demand and accruing 5% interest annually. As of December 31, 2018, the Company recorded an impairment related to the note in the amount of $11,500 and $0 interest was accrued. As of December 31, 2018, the Company recorded additional imputed interest of $682 for the $25,318 in notes payable due to related parties. As of June 30, 2019, the Company recorded additional imputed interest of $377 for the $25,318 in notes payable due to related parties. As of June 30, 2019, all activities of Plantation Corp. have been conducted by corporate officers from either their homes or business offices. Currently, $21,000 is owed by Plantation Corp. for the use of these facilities but there are no commitments for future use of the facilities. Also, $190,000 of compensation has been accrued to managers of the Company and a related party vendor. On May 30, 2019 the Company granted options to acquire a total of 7,500,000 shares of Common Stock to two of its officers and one related party vendor to the company. The options term is for five years, the exercise price was $0.05 cents a share. The fair value of these options has been calculated as $60,901 and this figure is shown as a warrant/option expense in the Income Statement for the three months ended June 30, 2019. All these options were exercised on May 31, 2019 by the grantees executing full recourse promissory notes in the aggregate amount of $375,000 which was expensed as compensation expense, and consequently 7,500,000 new shares were issued |
Notes Payable
Notes Payable | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Notes Payable | NOTE 4 – NOTE PAYABLE On August 20, 2018, an outside party loaned the Company $25,000, this note is payable on demand and accruing 5% interest annually. As of June 30, 2019, the Company owes $25,000 in principal and $1,076 in interest, related to these notes. |
Note Receivable - Related Party
Note Receivable - Related Party | 6 Months Ended |
Jun. 30, 2019 | |
Receivables [Abstract] | |
Note Receivable - Related Party | NOTE 5 – NOTE RECEIVABLE RELATED PARTY In the year ended December 31, 2018, the Company loaned $11,500 (the “Note”) to FreshTec, Inc. a California company. Pursuant to the Promissory Note, effective August 20, 2018, FreshTec, Inc was expected to repay the principal and any interest due under the Note, payable upon demand. Interest will accrue on the unpaid principal balance of the Note at the rate of five percent (5%) per annum. All outstanding principal and any accumulated unpaid interest due under the Note is due and payable upon demand. In the year ended December 31, 2018, the Company recorded an impairment related to the note receivable in the amount of $11,500. This entity is controlled by our CFO. The reason for the loan was to protect our leased patents that are owed by FreshTec. |
Merger and Acquisitions
Merger and Acquisitions | 6 Months Ended |
Jun. 30, 2019 | |
Business Combinations [Abstract] | |
Merger and Acquisitions | NOTE 6 – MERGER AND ACQUISITIONS On July 27, 2017, a Certificate of Merger and Amended Certificate of Incorporation were filed with the State of Wyoming. The Merger was between Plantation Lifecare Developers, Inc., a Delaware Corporation, Epic Events Corp., a Wyoming Corporation and Plantation Corp., a Wyoming Corporation. The surviving corporation is Plantation Corp. and is a Wyoming corporation. These entities are controlled by related parties. As result of the Merger on July 27, 2017, the Company had a 10-1 reverse split of the Company’s outstanding shares, with approximately 3,530,000 shares issued and outstanding after the split. This is stated retroactively in the company’s financial statements. The split resulted in the Company issued an additional 13,436 shares as rounding shares. The actual number, round up to a minimum of 100 shares per shareholder is 3,543,436. In addition, in the Merger Agreement, a shareholder retired 1,877,924 shares of common stock and the Company issued 43,334,488 shares as Founders Shares in Plantation Corp. This merger was accounted for as an acquisition by related party entities due to the fact that the Company is not majority owned by one individual, has similar members of management and Board of Directors, the shareholders of Plantation Lifecare Developers, Inc. did not receive majority shares post-merger and no shareholder of Plantation Lifecare Developers, Inc. gained a majority share post-merger. The ownership structure of the Company did not change as a result nor did any of its officers change positions. Neither Epic Events Corps or Plantation Corp had revenue or any outstanding liabilities on the date of the merger. Plantation Corp. had $200 in cash on the date of the merger. Epic Events Corp had 43,334,488 Founder’s shares issued and outstanding and held a license to various patents, which was valued at $0. See additional disclosures at Note 6. As the assets acquired were from a related party entity, the assets from Plantation Corp. and Epic Events Corp. have been combined at historical cost for all periods presented, with no step-up in basis. Also pursuant to ASC Section 805-50-45, financial statements and financial information presented for 2017 have been retrospectively adjusted to furnish comparative information. Therefore, the accompanying combined financial statements as of and for the fiscal year ended 2017 present the combined financial position and results of operations of Plantation Corp. and Plantation Lifecare Developers, Inc. Intercompany transactions occurred on or after July 27, 2017 have been eliminated. Likewise, for the period from January 1, 2017 through November 30, 2017, effects of any intra-entity transactions (between the Company, Epic Events Corp. and Plantation Lifecare Developers, Inc.) have been eliminated, resulting in operations for the period prior to merger date essentially being on the same basis as operations post merger date. |
Discontinued Operations
Discontinued Operations | 6 Months Ended |
Jun. 30, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | NOTE 7 – DISCONTINUED OPERATIONS As of January 31, 2019, the Company has terminated all payphone customers and is no longer in telecommunications. As a result, the Company has discontinued all payphone service related operations. Pursuant to the report’s requirements of ASC 205-20, Presentation of Financial Statements – Discontinued Operations |
Common Stock Transactions and S
Common Stock Transactions and Stockholders Deficit | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Common Stock Transactions and Stockholders Deficit | NOTE 8 – COMMON STOCK TRANSACTIONS AND STOCKHOLDERS’ DEFICIT As of January 1, 2001, the Company had issued 3,000,170 shares of common stock in exchange for cash valued at $1,200. On October 22, 2001, the Company issued 1,870,707 shares of common stock in exchange for cash valued at $748. On November 8, 2001, the Company filed an Amended Certificate of Incorporation and there was reverse stock split 1 to 2.4371. This change is retro-actively applied. The par value remains at $ .0004 per share. On November 8, 2001, the Company issued 25,129,123 shares of common stock in exchange for cash valued at $10,052. On November 27, 2001, the Company issued 5,000,000 shares of common stock in exchange for cash valued at $2,000. On November 3, 2010, the Company issued 300,000 shares of common stock in exchange for cash valued at $120. On July 27, 2017, a Certificate of Merger and Amended Certificate of Incorporation were filed with the State of Wyoming. The Merger was between Plantation Lifecare Developers, Inc., a Delaware Corporation, Epic Events Corp., a Wyoming Corporation and Plantation Corp., a Wyoming Corporation. The surviving corporation is Plantation Corp. and is a Wyoming corporation. On July 27, 2017, the Company had a 10-1 reverse split of the Company’s outstanding shares, with approximately 3,530,000 shares issued and outstanding after the split. This is stated retroactively in the company’s financial statements. The split resulted in the Company issued an additional 13,436 shares as rounding shares. The actual number, round up to a minimum of 100 shares per shareholder is 3,543,436. As of the date of the merger, there are 100,000,000 authorized shares for Common Stock, with a par value of $.01 and 10,000,000 authorized shares of Preferred Stock, with a par value of $.01. On July 27, 2017, a shareholder retired 1,877,924 shares of common stock. On July 27, 2017, the Company issued an aggregate 43,334,488 shares of common stock as Founder’s shares related to the merger. The Company issued 29,790,153 shares of common stock in as Founders Shares in Plantation Corp. The Company issued 11,044,335 shares of common stock as Founders Shares, in exchange for acquiring the License Agreement for Atmosphere Packaging Technology, which was valued at $0 due to the fact that the Company does not own the patents associated with the license agreement and has not invested capital in to the legal defense of any of the patents. The Company issued 2,500,000 shares of common stock as Founders Shares, in exchange for the forgiveness of Related Party Debt. The shares were valued at the total of the forgiven related party liabilities, $153,433. On September 30, 2017, the Company had a Stock Payable related to shares issued for cash, valued at $40,000. On March 31, 2018, the Company had 252 additional shares from an adjustment in the rounding from the previous 10-1 split. On April 17, 2018, the Company issued 40,000 shares of common stock, thus satisfying the Stock Payable of $40,000. On April 18, 2018, the Company issued 1,290,215 shares of common stock for cash, valued at $12,903. The officers provided, without cost to the Company, their services, valued at $800 per month up until March 31, 2019. Thereafter, compensation for their services has been accrued at $20,000 a month. The officers also provided, without cost to the Company, office space valued at $200 per month until March 31, 2019. Thereafter, reimbursement for the use of their home offices has been accrued at $7,000 per month. Up until March 31, 2019, the total of these expenses was reflected in the statement of operations as officer services with a corresponding contribution of paid-in capital and accrued wages. Contributions totaled $12,000 for both years ended December 31, 2017 and December 31, 2018. On May 30, 2019 the Company granted options to acquire a total of 7,500,000 shares of Common Stock to two of its officers and one related party vendor to the company. The options term is for five years, the exercise price was $0.05 cents a share. The fair value of these options has been calculated as $60,901 and this figure is shown as a warrant/option expense in the Income Statement for the three months ended June 30, 2019. All these options were exercised on May 31, 2019 by the grantees executing full recourse promissory notes in the aggregate amount of $375,000 which was expensed as compensation expense, and consequently 7,500,000 new shares were issued There were 53,830,477 shares of Common Stock issued and outstanding as of June 30, 2019 and 46,330,477 outstanding as of December 31, 2018. |
Commitment and Contingencies
Commitment and Contingencies | 6 Months Ended |
Jun. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitment and Contingencies | NOTE 9 – COMMITMENTS AND CONTINGENCIES The Company is subject to legal proceedings and claims which arise in the ordinary course of its business. Although occasional adverse decisions or settlements may occur, the Company believes that the final disposition of such matters should not have a material adverse effect on its financial position, results of operations or liquidity. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 10 – SUBSEQUENT EVENTS In preparing these financial statements, the Company has evaluated events and transactions for potential recognition or disclosure through the date the financial statements were available to be issued. |
Organization and Summary of S_2
Organization and Summary of Signifcant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Organization and Basis of Presentation | Organization and Basis of Presentation This summary of accounting policies for Plantation Corp. is presented to assist in understanding the Company's financial statements. The accounting policies conform to generally accepted accounting principles and have been consistently applied in the preparation of the financial statements. The Company, originally named “Continental Exchange Corporation” was originally incorporated on October 26, 1927 under the laws of the State of Delaware. Later than year the corporation changed its name to “Northern Exchange Corporation”. Its original purpose was to use its acquired capital to merge with or acquire any other lawful business or enterprise, the nature of which was left unstated. Being unable to achieve its intended purpose, the company ceased operations and became dormant in 1943 having no assets or liabilities. The Company remained in this condition until, December 30, 1980, when the company was reinstated in the State of Delaware and the name was changed to “Everest International Incorporated”. In 1988, the name of the corporation was changed to “Comstock Resources Corporation” and then “Comstock International, Inc.”. In 2000, the name of the corporation was changed to “Copernicus International, Inc.”. In 2001, An Agreement Merger was signed between Copernicus International, Inc., a Delaware Corporation, and Plantation Lifecare Developers, Inc., a Delaware Corporation. The surviving corporation is named Plantation Lifecare Developers, Inc. On November 8, 2001, a certificate of Merger and Amended and Restated Certificate of Incorporation were filed with the State of Delaware. The company was intended to construct and operate life care communities which combine modern, specially designed resort villas, access to assisted-care living and modern skilled nursing hospitals in the Caribbean and South America. On October 29, 2008 a Certificate of Revival and Renewal was filed with the State of Delaware. On April 14, 2009 the Company filed a Registration Statement to become a reporting company. For the previous 28 years, we had been a dormant company, and accordingly, a development stage company, having not attained any significant revenue or operations. The financial statements have been presented in a “development stage” format. Since reorganization, our primary activities have been raising of capital, obtaining financing. We have not commenced our principal revenue producing activities and currently have no employees. On September 1, 2010, the Company’s President contributed payphones and payphone equipment. In the years ended December 31, 2017 and December 31, 2018, the Company was primarily in the business of providing the use of outdoor payphones, and providing telecommunication services. In 2019, the Company has discontinued operations with all payphone customers and is no longer in the telecommunications business. On July 27, 2017, an Agreement Merger was signed and executed between Plantation Lifecare Developers, Inc., a Delaware Corporation, Epic Events Corp., a Wyoming Corporation, and Plantation Corp., a Wyoming Corporation. On July 27, 2017, a certificate of Merger and Amended and Restated Certificate of Incorporation were filed with the State of Wyoming. The surviving corporation is “Plantation Corp.”,a Wyoming Corporation. |
Nature of Operations and Going Concern | Nature of Operations and Going Concern The accompanying financial statements have been prepared on the basis of accounting principles applicable to a “going concern”, which assume that Plantation Corp. (hereto referred to as the “Company”) will continue in operation for at least one year and will be able to realize its assets and discharge its liabilities in the normal course of operations. Several conditions and events cast substantial doubt about the Company’s ability to continue as a going concern. The Company has incurred net losses of $2,071,114 since inception, has limited revenues and requires additional financing in order to finance its business activities on an ongoing basis. The Company’s future capital requirements will depend on numerous factors including, but not limited to, continued progress in finding a merger candidate and the pursuit of business opportunities. The Company is actively pursuing alternative financing and has had discussions with various third parties, although no firm commitments have been obtained. In the interim, shareholders of the Company have committed to meeting its minimal operating expenses. Management believes that actions presently being taken to revise the Company’s operating and financial requirements provide them with the opportunity to continue as a going concern. These financial statements do not reflect adjustments that would be necessary if the Company were unable to continue as a going concern. While management believes that the actions already taken or planned, will mitigate the adverse conditions and events which raise doubt about the validity of the “going concern” assumption used in preparing these financial statements, there can be no assurance that these actions will be successful. If the Company were unable to continue as a “going concern,” then substantial adjustments would be necessary to the carrying values of assets, the reported amounts of its liabilities, the reported revenues and expenses, and the balance sheet classifications used. These factors raise substantial doubt about the Company’s ability to continue as a going concern. |
Financial Instruments | Financial Instruments The Company’s financial assets and liabilities consist of cash and accounts payable. Except as otherwise noted, it is management’s opinion that the Company is not exposed to significant interest or credit risks arising from these financial instruments. The fair values of these financial instruments approximate their carrying values due to the sort-term maturities of these instruments. |
Income Taxes | Income Taxes The Company accounts for income taxes under the provisions of ASC 740, “Accounting for Income Taxes.” ASC 740 requires recognition of deferred income tax assets and liabilities for the expected future income tax consequences, based on enacted tax laws, of temporary differences between the financial reporting and tax bases of assets and liabilities. |
Cash and Cash Equivalents | Cash and Cash Equivalents For purposes of the statement of cash flows, the Company considers all highly liquid debt instruments purchased with a maturity of 90 days or less to be cash equivalents to the extent the funds are not being held for investment purposes. |
Concentration of Credit Risk | Concentration of Credit Risk The Company has no significant off-balance-sheet concentrations of credit risk such as foreign exchange contracts, options contracts or other foreign hedging arrangements. |
Pervasiveness of Estimates | Pervasiveness of Estimates The preparation of financial statements in conformity with generally accepted accounting principles required 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. Actual results could differ from those estimates. |
Loss per Share | Loss per Share Basic loss per share has been computed by dividing the loss for the period applicable to the common stockholders by the weighted average number of common shares outstanding during the years. There were no common equivalent shares outstanding as of the three and six months ended June 30, 2019 and June 30, 2018. |
Stock-Based Compensation | Stock-Based Compensation Effective June 1, 2006, the company adopted the provisions of ASC 718 requiring employee equity awards to be accounted for under the fair value method. Accordingly, share-based compensation is measured at grant date, based on the fair value of the award. No stock options were granted to employees during the years ended December 31, 2017 and 2018. During the six months ended June 30, 2019, non-qualified stock options were granted to three key individuals of the company and $435,901 of compensation expense was required to be recognized under provisions of ASC 718 with respect to employees. |
Nature of Business | Nature of Business The Company is primarily in the business of developing and selling modified atmosphere packaging for the storage of cannabis and related commodities. The company was until 2017 primarily in the business of providing the use of outdoor payphones and providing telecommunication services. All telephone service operations were discontinued as of January 31, 2019. |
Revenue Recognition | Revenue Recognition Effective January 1, 2018, the Company adopted ASC 606 — Revenue from Contracts with Customers. Under ASC 606, the Company recognizes revenue from the commercial sales of products, licensing agreements and contracts to perform pilot studies by applying the following steps: (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to each performance obligation in the contract; and (5) recognize revenue when each performance obligation is satisfied. For the comparative periods, revenue has not been adjusted and continues to be reported under ASC 605 — Revenue Recognition. Under ASC 605, revenue is recognized when the following criteria are met: (1) persuasive evidence of an arrangement exists; (2) the performance of service has been rendered to a customer or delivery has occurred; (3) the amount of fee to be paid by a customer is fixed and determinable; and (4) the collectability of the fee is reasonably assured. There was no impact on the Company’s financial statements as a result of adopting Topic 606 for the six months ended June 30, 2019 and June 30, 2018, respectively. |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts The Company recognizes an allowance for doubtful accounts to ensure accounts receivable are not overstated due to un-collectability. Bad debt reserves are maintained for all customers based on a variety of factors, including the length of time the receivables are past due, significant one-time events and historical experience. An additional reserve for individual accounts is recorded when the Company becomes aware of a customer’s inability to meet its financial obligation, such as in the case of bankruptcy filings or deterioration in the customer’s operating results or financial position. If circumstances related to customers change, estimates of the recoverability of receivables would be further adjusted. As of March 31, 2019 and December 31, 2018, the Company has determined an allowance for doubtful accounts is not necessary. |
Accounts Receivable | Accounts Receivable Accounts Receivable consists of Local Service payphone revenue. The Accounts Receivable was $0 as of June 30, 2019 and $220 as of December 31, 2018. |
Fixed Assets | Fixed Assets Fixed assets are stated at cost. Depreciation and amortization are computed using the straight-line and accelerated methods over the estimated economic useful lives of the related assets as follows. On September 1, 2010, Joseph Passalaqua, President of the Company contributed payphone equipment valued at $20,000 in exchange for a promissory note. As of June 30, 2019 and December 31, 2018, the payphone equipment is fully depreciated and depreciation expense for those periods was $0 respectively. |
Property and Equipment | Property and Equipment It is the Organization's policy is to capitalize assets with a useful life of greater than one year and a value of $5,000 or more at cost. Contributed property and equipment is recorded at fair value at the date of donation. Property and equipment are depreciated using the straight-line method over the estimated useful lives of the related assets or, in the case of leasehold improvements, over the lesser of the useful life of the related asset or the lease term. Estimated useful lives range from three to ten years. 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 recognized in the current period financial statements. |
Recently Accounting Pronouncements | Recent Accounting Pronouncements Effective January 1, 2018, the Company adopted ASC 606 — Revenue from Contracts with Customers. Under ASC 606, the Company recognizes revenue from the commercial sales of products, licensing agreements and contracts to perform pilot studies by applying the following steps: (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to each performance obligation in the contract; and (5) recognize revenue when each performance obligation is satisfied. For the comparative periods, revenue has not been adjusted and continues to be reported under ASC 605 — Revenue Recognition. Under ASC 605, revenue is recognized when the following criteria are met: (1) persuasive evidence of an arrangement exists; (2) the performance of service has been rendered to a customer or delivery has occurred; (3) the amount of fee to be paid by a customer is fixed and determinable; and (4) the collectability of the fee is reasonably assured. There was no impact on the Company’s financial statements as a result of adopting Topic 606 for the twelve months ended December 31, 2017 and December 31, 2018. Effective August 1, 2018, the Company adopted ASU 2018-13 Fair Value Measurement (Topic 820).This ASU improves the effectiveness of fair value disclosures in the notes to financial statements. Amendments in this ASU impact the disclosure requirements in Topic 820, including the removal, modification and addition to existing disclosure requirements. It is effective for fiscal years beginning after December 15, 2019 but early adoption is permitted, with the option to early adopt amendments to remove or modify disclosures, with full adoption of additional disclosure requirements delayed until the stated effective date. Amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively. All other amendments should be applied retrospectively. Management currently is evaluating the impact of the guidance on the Company’s financial statement disclosures but has concluded that this guidance will not impact the Company’s consolidated financial position or results of operations for the twelve months ended December 31, 2017 and December 31, 2018. In February 2016, the FASB established Topic 842, Leases, by issuing Accounting Standards Update (ASU) No. 2016-02, which requires lessees to recognize leases on-balance sheet and disclose key information about leasing arrangements. Topic 842 was subsequently amended by ASU No. 2018-01, Land Easement Practical Expedient for Transition to Topic 842; ASU No. 2018-10, Codification Improvements to Topic 842, Leases; and ASU No. 2018-11, Targeted Improvements. The new standard establishes a right-of-use model (ROU) that requires a lessee to recognize a ROU asset and lease liability on the balance sheet for all leases with a term longer than 12 months. Leases will be classified as finance or operating, with classification affecting the pattern and classification of expense recognition in the income statement. The new standard is effective for us on January 1, 2019, with early adoption permitted. We expect to adopt the new standard on its effective date. We currently do not have any leases and thus this pronouncement does not currently apply to the Company |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Tax Benefits | June 30, 2019 Net Operating Losses $ 432,297 Valuation Allowance (432,297 ) $ — December 31, 2018 Net Operating Losses $ 291,070 Valuation Allowance (291,070 ) $ — |
Organization and Summary of S_3
Organization and Summary of Signifcant Accounting Policies (Details Narrative) - USD ($) | 6 Months Ended | 8 Months Ended | 20 Months Ended | |
Jun. 30, 2019 | Sep. 01, 2010 | Jun. 30, 2019 | Dec. 31, 2018 | |
Accounting Policies [Abstract] | ||||
Net loss since inception | $ 2,071,114 | |||
Stock based compensation | $ 435,901 | |||
Accounts Receivable | $ 220 | |||
Contributed Capital | $ 20,000 | |||
Capitlize Assets | $ 5,000 | $ 5,000 |
Income Taxes - Tax Benefits (De
Income Taxes - Tax Benefits (Details) - USD ($) | Jun. 30, 2019 | Dec. 31, 2018 |
Income Tax Disclosure [Abstract] | ||
Net Operating Losses | $ 432,297 | $ 291,070 |
Valuation Allowance | $ (432,297) | $ (291,070) |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) | Jun. 30, 2019 | Dec. 31, 2018 |
Income Tax Disclosure [Abstract] | ||
Net Operating Loss carry forward | $ 2,058,555 | $ 1,386,048 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | 2 Months Ended | 3 Months Ended | 4 Months Ended | 6 Months Ended | 12 Months Ended | 14 Months Ended | ||
Jul. 31, 2018 | Mar. 31, 2019 | Apr. 25, 2018 | Apr. 18, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | Jun. 30, 2019 | |
Prepaid inventory - related party | $ 45,000 | |||||||
Accrued compensation | 20,000 | $ 20,000 | ||||||
Accrued compensation to mangers and vendor | 190,000 | 190,000 | ||||||
Proceeds from Notes Payable - Related Party | 65,450 | 11,070 | ||||||
Notes Payable Related Party | 90,768 | $ 25,318 | 90,768 | |||||
Imputed Interest on Related Party Loans | $ 187 | 377 | 682 | |||||
Interest Payable - Related Party | 3,147 | 524 | 3,147 | |||||
Services [Member] | ||||||||
Donate services per month | 800 | |||||||
Additional paid in capital | 2,400 | 9,600 | ||||||
Rent [Member] | ||||||||
Donate services per month | 200 | |||||||
Additional paid in capital | 1,200 | $ 2,400 | ||||||
Accrued rent per month | 7,000 | 7,000 | ||||||
Accrued rent | 21,000 | 21,000 | ||||||
Officer[Member] | ||||||||
Issuance of Common Stock, shares | 316,718 | |||||||
Issuance of Common Stock, amount | $ 3,168 | |||||||
Officer 2 [Member] | ||||||||
Issuance of Common Stock, shares | 25,000 | |||||||
Issuance of Common Stock, amount | $ 250 | |||||||
Related Party[Member] | ||||||||
Notes Payable Related Party | $ 0 | |||||||
Expenses paid by related party | $ 2,212 | |||||||
Note Payable [Member] | ||||||||
Proceeds from Notes Payable - Related Party | $ 6,518 | 89,300 | ||||||
Repaid note payable | 5,000 | |||||||
Notes Payable Related Party | 6,518 | 84,300 | 84,300 | |||||
Interest Payable - Related Party | $ 312 | $ 2,835 | $ 2,835 |
Notes Payable (Details Narrativ
Notes Payable (Details Narrative) - USD ($) | Jun. 30, 2019 | Dec. 31, 2018 |
Debt Disclosure [Abstract] | ||
Notes Payable | $ 25,000 | $ 25,000 |
Interest rate | 5.00% | |
Interest related to Notes payable | $ 1,076 |
Note Receivable - Related Par_2
Note Receivable - Related Party (Details Narrative) | Dec. 31, 2018USD ($) |
Receivables [Abstract] | |
Note Receivable | $ 11,500 |
Impairment on Note Receivable | $ (11,500) |
Interest rate | 5.00% |
Accrued interest | $ 0 |
Common Stock Transactions and_2
Common Stock Transactions and Stockholders Deficit (Details Narrative) - USD ($) | Nov. 03, 2010 | Nov. 08, 2001 | Jan. 01, 2001 | Nov. 27, 2001 | Oct. 22, 2001 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | Mar. 31, 2018 | Apr. 18, 2018 | Apr. 17, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Jul. 27, 2017 | Sep. 30, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Preferred stock - authorized | 10,000,000 | 10,000,000 | 10,000,000 | |||||||||||||||
Common Stock - authorized | 100,000,000 | 100,000,000 | 100,000,000 | |||||||||||||||
Common Stock - issued | 53,830,477 | 53,830,477 | 46,330,477 | |||||||||||||||
Common Stock - outstanding | 53,830,477 | 53,830,477 | 46,330,477 | |||||||||||||||
Issuance of Common Stock, shares | 12,903 | |||||||||||||||||
Issuance of Common Stock, amount | ||||||||||||||||||
Par value | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||||||||
Donated Services | $ 3,000 | $ 3,000 | $ 3,000 | |||||||||||||||
Fair value adjustment on warrants/options exercised | $ 435,901 | |||||||||||||||||
Issuance of non-qualified stock options, amount | $ 435,901 | |||||||||||||||||
Common Stock [Member] | ||||||||||||||||||
Common Stock - issued | 3,530,000 | |||||||||||||||||
Common Stock - outstanding | 3,530,000 | |||||||||||||||||
Issuance of Common Stock, shares | 300,000 | 25,129,123 | 3,000,170 | 5,000,000 | 1,870,707 | 1,290,215 | ||||||||||||
Issuance of Common Stock, amount | $ 120 | $ 10,052 | $ 1,200 | $ 2,000 | $ 748 | $ 12,903 | ||||||||||||
Reverse stock split | 1 to 2.4371 | 10-1 split | 10 to 1 | |||||||||||||||
Par value | $ .0004 | |||||||||||||||||
Adjustment to Actual for Rounding in 10-1 Split, Retroactive, shares | 252 | 13,436 | [1] | |||||||||||||||
Common stock, retired | 1,877,924 | |||||||||||||||||
Shares Issued for Cash - Stock Payable, shares | 40,000 | |||||||||||||||||
Shares Issued for Cash - Stock Payable, amount | $ 40,000 | $ 40,000 | ||||||||||||||||
Issuance of Common Stock, shares | 43,334,488 | |||||||||||||||||
Issuance of Common Stock for founder, shares | $ 29,790,153 | |||||||||||||||||
Issuance of Common Stock for aquistion, shares | 11,044,335 | |||||||||||||||||
Gain on forgiveness of debt - related party, shares | 2,500,000 | |||||||||||||||||
Gain on forgiveness of debt - related party | $ 153,433 | |||||||||||||||||
Issuance of non-qualified stock options, shares | 7,500,000 | |||||||||||||||||
Stock option price per share | $ 0.05 | |||||||||||||||||
Stock option term | 5 years | |||||||||||||||||
Fair value adjustment on warrants/options exercised | $ 60,901 | |||||||||||||||||
Compensation expense | $ 375,000 | |||||||||||||||||
Additional Paid in capital | ||||||||||||||||||
Donated service, per month | $ 800 | |||||||||||||||||
Donated rent, per month | 200 | |||||||||||||||||
Donated Services | $ 12,000 | $ 12,000 | ||||||||||||||||
[1] | The actual number, round up to a minimum of 100 shares per shareholder is 3,543,436 |