Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2019 | Apr. 25, 2019 | |
Document And Entity Information | ||
Entity Registrant Name | Lone Star Gold, Inc. | |
Entity Central Index Key | 0001464865 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 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 | 1,434,720 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2019 | |
Entity Emerging Growth Company | true | |
Entity Small Business | true | |
Entity Ex Transition Period | false |
BALANCE SHEETS
BALANCE SHEETS - USD ($) | Mar. 31, 2019 | Dec. 31, 2018 |
Current assets | ||
Cash | $ 8,284 | |
Sundry deposit | 25,000 | |
Total current assets | 33,284 | |
Intellectual property | 12,000 | |
Total assets | 45,284 | |
Current liabilities | ||
Accounts payable | 896 | 9,763 |
Due to related parties | 112,165 | 100,165 |
Total liabilities | 113,061 | 109,928 |
Stockholders' deficit | ||
Common stock - authorized, 150,000,000, par value $0.001 Issued and outstanding- 1,434,720 (December 31, 2018 - 143,361,963) | 1,435 | 143,362 |
Common stock issuable - 67,750 (December 31, 2018 - nil) | 68 | |
Additional paid in capital | 5,138,998 | 4,947,139 |
Accumulated deficit | (5,238,278) | (5,230,429) |
Total stockholders' deficit | (67,777) | (109,928) |
Total liabilities and stockholders' deficit | 45,284 | |
Series A Preferred Stock [Member] | ||
Stockholders' deficit | ||
Preferred stock | $ 30,000 | $ 30,000 |
BALANCE SHEETS (Parenthetical)
BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2019 | Dec. 31, 2018 |
Stockholders' deficit | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares issued | 1,434,720 | 143,361,963 |
Common stock, shares outstanding | 1,434,720 | 143,361,963 |
Common stock issuable | 67,750 | 0 |
Series A Preferred Stock [Member] | ||
Stockholders' deficit | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 30,000,000 | 30,000,000 |
Preferred stock, shares issued | 30,000,000 | 30,000,000 |
Preferred stock, shares outstanding | 30,000,000 | 30,000,000 |
STATEMENTS OF OPERATIONS (UNAUD
STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Statements Of Operations | ||
REVENUE | ||
EXPENSES | ||
General and administrative | 7,849 | |
OTHER ITEMS | ||
Financing costs | ||
Derivative liability | ||
Total expenses | 7,849 | |
NET INCOME(LOSS) | $ (7,849) | |
Net Income (Loss) per share- basic and diluted | $ (.005) | |
Weighted average number of common shares- basic and diluted | 1,434,720 | 143,261,963 |
STATEMENTS OF CASH FLOWS (UNAUD
STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Operating activities | ||
Net income (loss) | $ (7,849) | |
Adjustments to reconcile net income(loss) to net cash used in operating activities | ||
Sundry deposit | (25,000) | |
Accounts payable and accrued liabilities | (8,867) | |
Cash used in Operating Activities | (41,716) | |
Financing activities | ||
Notes payable - net | 50,000 | |
Cash provided by financing activities | 50,000 | |
Net change in cash | 8,284 | |
Cash and cash equivalents - beginning of period | ||
Cash and cash equivalents - end of period | 8,284 | |
Supplementary information | ||
Purchase of intellectual property in exchange for Series "A" preferred stock | 12,000 | |
Return of Series "A" preferred stock by a related party | $ 12,000 |
STATEMENT OF STOCKHOLDERS' DEFI
STATEMENT OF STOCKHOLDERS' DEFICIT - 3 months ended Mar. 31, 2019 - USD ($) | Common Stock | Common Stock Issuable | Preferred Stock | Additional Paid-In Capital | Accumulated Deficit | Total |
Beginning Balance, Shares at Dec. 31, 2018 | 143,361,963 | 30,000,000 | ||||
Beginning Balance, Amount at Dec. 31, 2018 | $ 143,362 | $ 30,000 | $ 4,947,139 | $ (5,230,429) | $ (109,928) | |
Reverse split of common stock - 100:1, Shares | (141,927,243) | |||||
Reverse split of common stock - 100:1, Amount | $ (141,927) | (141,927) | ||||
Return of preferred stock to treasury, Shares | (12,000,000) | |||||
Return of preferred stock to treasury, Amount | $ (12,000) | (12,000) | ||||
Purchase of intellectual property, Shares | (12,000,000) | |||||
Purchase of intellectual property, Amount | $ 12,000 | 12,000 | ||||
Conversion of note payable into common stock, Shares | 67,750 | |||||
Conversion of note payable into common stock, Amount | $ 68 | 49,932 | 50,000 | |||
Net loss | (7,849) | (7,849) | ||||
Ending Balance, Shares at Mar. 31, 2019 | 1,434,720 | 67,750 | 30,000,000 | |||
Ending Balance, Amount at Mar. 31, 2019 | $ 1,435 | $ 68 | $ 30,000 | $ 5,138,998 | $ (5,238,278) | $ (67,777) |
NATURE OF OPERATIONS
NATURE OF OPERATIONS | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
NOTE 1 – NATURE OF OPERATIONS | Lone Star Gold, Inc. (the “Company” or “Lone Star”), formerly known as Keyser Resources, Inc., was incorporated in the State of Nevada on November 26, 2007. The Company was involved in the exploration and development of mining properties until September 30, 2013 when it discontinued operations. In 2017, the Company was put into receivership and in 2018, it emerged from receivership. On February 6, 2019, the Company transferred 12,000,000 shares of its Series “A” preferred stock to S. Mark Spoone in consideration for the acquisition of Spoone’s trademarks and intellectual property, which included all rights and trade secrets to the hemp-derived CBD-infused line of consumer beverages sold under the “Good Hemp” brand. Since then, the Company has been conducting operations under the “Good Hemp” trade name. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | (a) Basis of Presentation In the opinion of the Company’s management, these unaudited interim financial statements reflect all adjustments necessary to present fairly the Company’s financial position at March 31, 2019 and December 31, 2018, the results of operations for the three months ended March 31, 2019 and 2018, and the statements of cash flows for the three months ended March 31, 2019 and 2018. The results of operations for the three months ended March 31, 2019 are not necessarily indicative of the results to be expected for the entire fiscal year. These financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States, and are expressed in US dollars. The Company’s fiscal year-end is December 31st (b) Use of Estimates The preparation of financial statements in conformity with U.S. generally accepted accounting principles 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. The Company regularly evaluates estimates and assumptions related to the recoverability of long-lived assets and deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. (c) Financial Instruments The FASB issued ASC 820-10, Fair Value Measurements and Disclosures • Level 1: Quoted prices in active markets for identical assets or liabilities • Level 2: Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related assets or liabilities. • Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Cash (d) Net Loss Per Common Share The Company computes net income or loss per share in accordance with ASC 260 Earnings per Share. Under the provisions of the Earnings per Share Topic ASC, basic net loss per share is computed by dividing the net loss available to common stockholders for the period by the weighted average number of shares of common stock outstanding during the period. The calculation of diluted net loss per share gives effect to common stock equivalents; however, potential common shares are excluded if their effect is anti-dilutive. (e) Income Taxes The Company accounts for its income taxes in accordance with ASC 740 Income Taxes, which requires recognition of deferred tax assets and liabilities for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. A valuation allowance is provided for the amount of deferred tax assets that would otherwise be recorded for income tax benefits primarily relating to operating loss carryforwards as realization cannot be determined to be more likely than not. The statement establishes a more-likely-than-not threshold for recognizing the benefits of tax return positions in the financial statements. Also, the statement implements a process for measuring those tax positions which meet the recognition threshold of being ultimately sustained upon examination by the taxing authorities. There are no uncertain tax positions taken by the Company on its tax returns and the adoption of the statement had no material impact to the Company’s consolidated financial statements. The Company files tax returns in the US and states in which it has operations and is subject to taxation. Tax years subsequent to 2013 remain open to examination by U.S. federal and state tax jurisdictions. (f) Recently Issued Accounting Pronouncements In June 2018, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2018-07, Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, which expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees except for certain circumstances. Any transition impact will be a cumulative-effect adjustment to retained earnings as of the beginning of the year of adoption. This ASU is effective for the annual period beginning after December 15, 2018, including interim periods within that annual period and early adoption is permitted. We adopted this guidance on January 1, 2019 and the adoption of ASU No. 2018-07 did not have a material impact on our financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), which will require organizations that lease assets to recognize on the balance sheet the assets and liabilities for the rights and obligations created by those leases. Qualitative and quantitative disclosures are required, and optional practical expedients may be elected. This ASU is effective for the annual period beginning after December 15, 2018, including interim periods within that annual period. Subsequent amendments to the initial guidance have been issued in January 2017, January 2018, and July 2018 within ASU No. 2017-03, ASU No. 2018-01, ASU No. 2018-10, and ASU No. 2018-11 regarding qualitative disclosures, optional practical expedients, codification improvements and an optional transition method to adopt with a cumulative-effect adjustment versus a modified retrospective approach. These updates do not change the core principle of the guidance under ASU No. 2016-02, but rather provide implementation guidance. We adopted this guidance on January 1, 2019 and the adoption of ASU No. 2016.02 did not have a material impact on our financial statements. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement, which modifies the disclosure requirements on fair value measurement by removing, modifying, and adding certain disclosures. This ASU is effective for the annual period beginning after December 15, 2019, including interim periods within that annual period. We do not expect this pronouncement will not have a material impact on our financial statements. In August 2018, the SEC adopted amendments to simplify certain disclosure requirements, as set forth in Securities Act Release No. 33-10532, Disclosure Update and Simplification, which includes a requirement for entities to present the changes in shareholders’ equity in the interim financial statements in quarterly reports on Form 10-Q. This amendment is effective for all filings made on or after November 5, 2018. In light of the timing of effectiveness of the amendment and proximity to the filing date for most filers’ quarterly reports, the SEC has allowed for a filer’s first presentation of the changes in shareholders’ equity to be included in its Form 10-Q for the quarter that begins after the effective date. This pronouncement did not have a material impact on our financial statements. |
GOING CONCERN
GOING CONCERN | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
NOTE 3 - GOING CONCERN | As reflected in the financial statements, the Company had an accumulated deficit of $5,238,278 at March 31, 2019, which raises substantial doubt as to the Company’s ability to continue as a going concern in the future. The financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company is unable to continue as a going concern. |
PURCHASE OF INTELLECTUAL PROPER
PURCHASE OF INTELLECTUAL PROPERTY | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
NOTE 4 – PURCHASE OF INTELLECTUAL PROPERTY | On February 6, 2019, the Company, entered into an Intellectual Property Purchase Agreement Agreement Seller |
TERMINATION OF MATERIAL CONTRAC
TERMINATION OF MATERIAL CONTRACT | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
NOTE 5 – TERMINATION OF MATERIAL CONTRACT | In 2018, the Company had entered into an agreement with Infinity, Inc.(“Infinity”) Infinity is a company that is focused on the acquisition and management of vertically integrated companies in the regulated recreational and medical-use cannabis industry. The Company was to acquire all of the outstanding shares of Infinity, Inc. under certain conditions. On February 6, 2019, the Company terminated its acquisition agreement with Infinity, Inc. because the acquisition transaction had not closed by January 14, 2019, as required by the agreement. |
STOCK CONSOLIDATION
STOCK CONSOLIDATION | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
NOTE 6 – STOCK CONSOLIDATION | On February 28, 2019, the Company was advised that FINRA had received the necessary documentation to announce a 1:100 reverse split. This corporate action took effect on 3/1/2019 and on that date every 100 outstanding shares of the Company’s common stock share were automatically converted into one share of common stock. |
NOTES PAYABLE
NOTES PAYABLE | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
NOTE 7 – NOTES PAYABLE | On March 14, 2019 the Company borrowed $50,000 from an unrelated third party. The loan was unsecured, bore interest at 8% per year, and was due and payable on September 14, 2019. At the option of the note holder, the note may at any time be converted into shares of the Company’s common stock. The number of shares to be issued upon conversion would be determined by dividing the amount to be converted by 60% of the average of the three lowest closing prices of the Company’s common stock during the ten trading days immediately preceding the conversion date. If at any time prior to July 14, 2020 the Company sells or issues any shares of its common stock at a price below $1.20 per share the Company will issue such number of additional shares of its common stock to the note holder as determined by the following: A B = C A $1.20 = D C – D = Number of additional shares to be issued to the note holder Where: A = The principal amount of the note previously converted by the note holder. B = The price per share at which the Company’s common stock was sold or issued. On March 15, 2019 the note holder exercised its option to convert the note into 67,750 restricted shares of the Company’s common stock. The common stock was issued to the note holder in April 2019. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
NOTE 8 - RELATED PARTY TRANSACTIONS | All related party transactions are recorded at the exchange amount which is the value established and agreed to by the related party. A payable to a related party of $17,574 to Maurice Bideaux, the Company’s former chief executive officer and director, was forgiven by Mr. Bideaux in 2010. An additional advance from Mr. Bideaux of $38,910 remains unpaid. During the year ended December 31, 2018, Mr. William Alessi has advanced on behalf of the Company, a total of $61,255 which is non-interest bearing, unsecured and has no fixed terms of repayment During the quarter ended March 31, 2019, Mr. Alessi returned to treasury 12,000,000 shares of Series “A” preferred stock to facilitate the acquisition of certain intellectual property as set out in Note 5 above, and as result $12,000 has been added to his loan account in lieu of payment. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
NOTE 9 - SUBSEQUENT EVENTS | The Company has evaluated all transactions from March 31, 2019 through the financial statement issuance date for subsequent event disclosure consideration and noted no significant subsequent event that needs to be disclosed. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Summary Of Significant Accounting Policies | |
Basis of Presentation | In the opinion of the Company’s management, these unaudited interim financial statements reflect all adjustments necessary to present fairly the Company’s financial position at March 31, 2019 and December 31, 2018, the results of operations for the three months ended March 31, 2019 and 2018, and the statements of cash flows for the three months ended March 31, 2019 and 2018. The results of operations for the three months ended March 31, 2019 are not necessarily indicative of the results to be expected for the entire fiscal year. These financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States, and are expressed in US dollars. The Company’s fiscal year-end is December 31st |
Use of Estimates | The preparation of financial statements in conformity with U.S. generally accepted accounting principles 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. The Company regularly evaluates estimates and assumptions related to the recoverability of long-lived assets and deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. |
Financial Instruments | The FASB issued ASC 820-10, Fair Value Measurements and Disclosures • Level 1: Quoted prices in active markets for identical assets or liabilities • Level 2: Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related assets or liabilities. • Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Cash - The Company places its cash and cash equivalents with financial institutions of high credit worthiness. At times, its cash and cash equivalents with a particular financial institution may exceed any applicable government insurance limits. The Company’s management plans to assess the financial strength and credit worthiness of any parties to which it extends funds, and as such, it believes that any associated credit risk exposures are limited. |
Net Loss Per Common Share | The Company computes net income or loss per share in accordance with ASC 260 Earnings per Share. Under the provisions of the Earnings per Share Topic ASC, basic net loss per share is computed by dividing the net loss available to common stockholders for the period by the weighted average number of shares of common stock outstanding during the period. The calculation of diluted net loss per share gives effect to common stock equivalents; however, potential common shares are excluded if their effect is anti-dilutive. |
Income Taxes | The Company accounts for its income taxes in accordance with ASC 740 Income Taxes, which requires recognition of deferred tax assets and liabilities for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. A valuation allowance is provided for the amount of deferred tax assets that would otherwise be recorded for income tax benefits primarily relating to operating loss carryforwards as realization cannot be determined to be more likely than not. The statement establishes a more-likely-than-not threshold for recognizing the benefits of tax return positions in the financial statements. Also, the statement implements a process for measuring those tax positions which meet the recognition threshold of being ultimately sustained upon examination by the taxing authorities. There are no uncertain tax positions taken by the Company on its tax returns and the adoption of the statement had no material impact to the Company’s consolidated financial statements. The Company files tax returns in the US and states in which it has operations and is subject to taxation. Tax years subsequent to 2013 remain open to examination by U.S. federal and state tax jurisdictions. |
Recently Issued Accounting Pronouncements | In June 2018, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2018-07, Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, which expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees except for certain circumstances. Any transition impact will be a cumulative-effect adjustment to retained earnings as of the beginning of the year of adoption. This ASU is effective for the annual period beginning after December 15, 2018, including interim periods within that annual period and early adoption is permitted. We adopted this guidance on January 1, 2019 and the adoption of ASU No. 2018-07 did not have a material impact on our financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), which will require organizations that lease assets to recognize on the balance sheet the assets and liabilities for the rights and obligations created by those leases. Qualitative and quantitative disclosures are required, and optional practical expedients may be elected. This ASU is effective for the annual period beginning after December 15, 2018, including interim periods within that annual period. Subsequent amendments to the initial guidance have been issued in January 2017, January 2018, and July 2018 within ASU No. 2017-03, ASU No. 2018-01, ASU No. 2018-10, and ASU No. 2018-11 regarding qualitative disclosures, optional practical expedients, codification improvements and an optional transition method to adopt with a cumulative-effect adjustment versus a modified retrospective approach. These updates do not change the core principle of the guidance under ASU No. 2016-02, but rather provide implementation guidance. We adopted this guidance on January 1, 2019 and the adoption of ASU No. 2016.02 did not have a material impact on our financial statements. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement, which modifies the disclosure requirements on fair value measurement by removing, modifying, and adding certain disclosures. This ASU is effective for the annual period beginning after December 15, 2019, including interim periods within that annual period. We do not expect this pronouncement will not have a material impact on our financial statements. In August 2018, the SEC adopted amendments to simplify certain disclosure requirements, as set forth in Securities Act Release No. 33-10532, Disclosure Update and Simplification, which includes a requirement for entities to present the changes in shareholders’ equity in the interim financial statements in quarterly reports on Form 10-Q. This amendment is effective for all filings made on or after November 5, 2018. In light of the timing of effectiveness of the amendment and proximity to the filing date for most filers’ quarterly reports, the SEC has allowed for a filer’s first presentation of the changes in shareholders’ equity to be included in its Form 10-Q for the quarter that begins after the effective date. This pronouncement did not have a material impact on our financial statements. |
NATURE OF OPERATIONS (Details N
NATURE OF OPERATIONS (Details Narrative) - shares | Feb. 06, 2019 | Mar. 31, 2019 |
Entity incorporation, state country name | State of Nevada | |
Entity incorporation, date of incorporation | Nov. 26, 2007 | |
Series A Preferred Stock [Member] | ||
Stock issued during period shares acquisitions | 12,000,000 |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | Mar. 31, 2019 | Dec. 31, 2018 |
Going Concern | ||
Accumulated deficit | $ (5,238,278) | $ (5,230,429) |
PURCHASE OF INTELLECTUAL PROP_2
PURCHASE OF INTELLECTUAL PROPERTY (Details Narrative) - Series A Preferred Stock [Member] - USD ($) | Feb. 06, 2019 | Mar. 31, 2019 | Dec. 31, 2018 |
Preferred stock shares issued for acquisation | 12,000,000 | 30,000,000 | 30,000,000 |
Proceeds from issuance of preferred stock | $ 12,000 |
STOCK CONSOLIDATION (Details Na
STOCK CONSOLIDATION (Details Narrative) | 1 Months Ended |
Feb. 28, 2019 | |
Notes to Financial Statements | |
Reverse split | FINRA had received the necessary documentation to announce a 1:100 reverse split. |
Conversion description | This corporate action took effect on 3/1/2019 and on that date every 100 outstanding shares of the Companys common stock share were automatically converted into one share of common stock. |
NOTES PAYABLE (Details Narrativ
NOTES PAYABLE (Details Narrative) - USD ($) | Mar. 14, 2019 | Mar. 15, 2019 |
Proceeds from unrelated third party | $ 50,000 | |
Interest rate | 8.00% | |
Shares issuable description | The number of shares to be issued upon conversion would be determined by dividing the amount to be converted by 60% of the average of the three lowest closing prices of the Companys common stock during the ten trading days immediately preceding the conversion date. | |
Restricted Stock [Member] | ||
Common stock shares issued | 67,750 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | Feb. 06, 2019 | Mar. 31, 2019 | Dec. 31, 2018 |
Due to related party | $ 112,165 | $ 100,165 | |
Increase in notes payable | 61,255 | ||
Intellectual property | $ 12,000 | ||
Series A Preferred Stock [Member] | |||
Stock issued during period shares acquisitions | 12,000,000 | ||
Treasury Stock [Member] | Series A Preferred Stock [Member] | |||
Stock issued during period shares acquisitions | 12,000,000 | ||
Mr. Bideaux [Member] | |||
Due to related party | $ 38,910 | ||
Mr. Bideaux [Member] | 2010 [Member] | |||
Debt instrument, decrease, forgiveness | $ 17,574 |