Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Nov. 18, 2014 | |
Document and Entity Information | ' | ' |
Entity Registrant Name | 'GREEN ENDEAVORS, INC. | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Sep-14 | ' |
Amendment Flag | 'false | ' |
Entity Central Index Key | '0001487997 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Common Stock, Shares Outstanding | ' | 195,414,505 |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Current Reporting Status | 'Yes | ' |
Entity Voluntary Filers | 'No | ' |
Entity Well-known Seasoned Issuer | 'No | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Entity Incorporation, Date of Incorporation | 25-Apr-02 | ' |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | ||
Current Assets: | ' | ' | ||
Cash | $224,233 | $105,984 | ||
Accounts receivable | 13,383 | 16,534 | ||
Inventory | 151,793 | 144,317 | ||
Prepaid expenses | 26,400 | ' | ||
Total current assets | 415,809 | 266,835 | ||
Property, plant, and equipment, net | 387,607 | 460,503 | ||
Other assets | 94,368 | 63,359 | ||
Total Assets | 897,784 | 790,697 | ||
Current Liabilities: | ' | ' | ||
Accounts payable and accrued expenses | 372,047 | 485,780 | ||
Deferred revenue | 52,500 | 63,830 | ||
Deferred rent | 107,907 | 113,500 | ||
Due to related parties | 49,420 | 109,373 | ||
Derivative liability | 22,952 | 55,099 | ||
Current portion of notes payable | 173,622 | 225,191 | ||
Current portion of related party notes payable | 52,250 | 45,488 | ||
Current portion of capital leases payable | 20,814 | 18,367 | ||
Convertible notes payable, net of debt discount | 110,000 | 99,021 | ||
Total current liabilities | 961,512 | 1,215,649 | ||
Long-Term Liabilities: | ' | ' | ||
Notes payable related party | ' | 6,762 | ||
Notes payable | 162,748 | 59,670 | ||
Capital lease obligations | 18,713 | 34,650 | ||
Convertible debentures related party, net of debt discount | 2,168,720 | 2,197,723 | ||
Convertible debentures, net of debt discount | ' | 489,148 | ||
Total long-term liabilities | 2,350,181 | 2,787,953 | ||
Total Liabilities | 3,311,693 | 4,003,602 | ||
Stockholders' Deficit: | ' | ' | ||
Preferred Stock, value | 10,761 | [1],[2],[3] | 10,562 | [1],[2],[3] |
Common stock, $0.0001 par value, 10,000,000,000 shares authorized; 195,414,505 and 166,572,135 shares issued and outstanding at September 30, 2014 and December 31, 2013, respectively | 19,541 | 16,657 | ||
Additional paid-in capital | 610,011 | -116,841 | ||
Accumulated deficit | -3,054,222 | -3,123,283 | ||
Total stockholders' deficit | -2,413,909 | -3,212,905 | ||
Total Liabilities and Stockholders' Deficit | 897,784 | 790,697 | ||
Convertible Supervoting | ' | ' | ||
Stockholders' Deficit: | ' | ' | ||
Preferred Stock, value | 10,000 | 10,000 | ||
Convertible Series B | ' | ' | ||
Stockholders' Deficit: | ' | ' | ||
Preferred Stock, value | 761 | 562 | ||
Undesignated | ' | ' | ||
Stockholders' Deficit: | ' | ' | ||
Preferred Stock, value | ' | ' | ||
[1] | Convertible supervoting preferred stock, $0.001 par value, 10,000,000 shares authorized; 10,000,000 shares issued and outstanding at September 30, 2014 and December 31, 2013, respectively; no liquidation value | |||
[2] | Convertible preferred series B stock - $0.001 par value, 2,000,000 shares authorized, 760,488 and 561,704 shares issued and outstanding at September 30, 2014 and December 31, 2013, respectively | |||
[3] | Preferred, undesignated stock - $0.001 par value 3,000,000 shares authorized, no shares issued and outstanding at September 30, 2014 and December 31, 2013 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Common Stock, Par Value | $0.00 | $0.00 |
Common Stock, Shares Authorized | 10,000,000,000 | 10,000,000,000 |
Common Stock, Shares Issued | 195,414,505 | 166,572,135 |
Common Stock, Shares Outstanding | 195,414,505 | 166,572,135 |
Preferred Stock, Par Value | $0.00 | ' |
Preferred Stock, Shares Authorized | 15,000,000 | ' |
Convertible Supervoting | ' | ' |
Preferred Stock, Par Value | $0.00 | $0.00 |
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Preferred Stock, Shares Issued | 10,000,000 | 10,000,000 |
Preferred Stock, Shares Outstanding | 10,000,000 | 10,000,000 |
Convertible Series B | ' | ' |
Preferred Stock, Par Value | $0.00 | $0.00 |
Preferred Stock, Shares Authorized | 2,000,000 | 2,000,000 |
Preferred Stock, Shares Issued | 760,488 | 561,704 |
Preferred Stock, Shares Outstanding | 760,488 | 561,704 |
Undesignated | ' | ' |
Preferred Stock, Par Value | $0.00 | $0.00 |
Preferred Stock, Shares Authorized | 3,000,000 | 3,000,000 |
Preferred Stock, Shares Issued | ' | ' |
Preferred Stock, Shares Outstanding | ' | ' |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (Unaudited) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Revenue: | ' | ' | ' | ' |
Services, net of discounts | $538,341 | $656,257 | $1,783,767 | $1,965,220 |
Product, net of discounts | 206,515 | 221,205 | 644,963 | 681,039 |
Total revenue | 744,856 | 877,462 | 2,428,730 | 2,646,259 |
Costs and expenses: | ' | ' | ' | ' |
Cost of services | 286,979 | 309,501 | 1,000,280 | 1,060,933 |
Cost of product | 102,923 | 106,890 | 368,430 | 348,914 |
Depreciation | 33,219 | 32,299 | 99,250 | 97,252 |
General and administrative | 294,513 | 322,424 | 963,201 | 990,985 |
Total costs and expenses | 717,634 | 771,114 | 2,431,161 | 2,498,084 |
Income (loss) from operations | 27,222 | 106,348 | -2,431 | 148,175 |
Other income (expenses): | ' | ' | ' | ' |
Interest income | 216 | 205 | 633 | 614 |
Interest expense | -14,155 | -22,506 | -56,260 | -81,560 |
Interest expense, related parties | -50,345 | -52,673 | -148,705 | -155,571 |
Gain on derivative fair value adjustment | 128 | 49,068 | 32,147 | 54,548 |
Gain on forgiveness of debt | 33,535 | ' | 33,535 | ' |
Gain on settlement of debt | ' | ' | 212,194 | ' |
Other income (expense) | 345 | -4,899 | -2,052 | -3,667 |
Total other income (expenses) | -30,276 | -30,805 | 71,492 | -185,636 |
Net income (loss) | ($3,054) | $75,543 | $69,061 | ($37,461) |
Basic: | ' | ' | ' | ' |
Basic earnings per common share | $0 | $0 | $0 | $0 |
Weighted-average common shares outstanding | 195,414,505 | 98,950,836 | 188,036,954 | 49,025,077 |
Diluted: | ' | ' | ' | ' |
Diluted earnings per common share | $0 | $0 | $0 | $0 |
Weighted-average common shares outstanding | 195,414,505 | 2,774,985,966 | 2,145,152,298 | 49,025,077 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $) | 9 Months Ended | |
Sep. 30, 2014 | Sep. 30, 2013 | |
Cash Flows from Operating Activities: | ' | ' |
Net income (loss) | $69,061 | ($37,461) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ' | ' |
Depreciation | 99,250 | 97,252 |
Debt discount amortization | 31,223 | 33,986 |
Gain on settlement of debt | -212,194 | ' |
Gain on forgiveness of debt | -33,535 | ' |
Gain on derivative liability fair value adjustment | -32,147 | -54,548 |
Changes in operating assets and liabilities: | ' | ' |
Accounts receivable | 3,151 | -28,604 |
Inventory | -7,476 | 4,613 |
Prepaid expenses | -26,400 | 8,229 |
Other assets | -28,759 | -609 |
Accounts payable and accrued expenses | 115,929 | -54,262 |
Due to related parties | -59,953 | 84,883 |
Deferred rent | -5,593 | 77,773 |
Deferred revenue | -11,330 | -4,763 |
Net cash provided by (used in) operating activities | -98,773 | 126,489 |
Cash Flows from Investing Activities: | ' | ' |
Purchases of property, plant, and equipment | -28,603 | -17,192 |
Net cash used in investing activities | -28,603 | -17,192 |
Cash Flows from Financing Activities: | ' | ' |
Payments made on notes payable | -58,311 | -66,468 |
Payments made on related party notes payable | ' | -7,190 |
Payments made on related party convertible notes payable | -38,395 | -74,800 |
Payments made on capital lease obligations | -13,490 | -11,393 |
Proceeds from issuance of notes payable | 280,821 | 38,160 |
Proceeds from issuance of related party notes payable | ' | 37,400 |
Proceeds from issuance of convertible series B preferred stock | 75,000 | 50,000 |
Net cash provided by (used in) financing activities | 245,625 | -34,291 |
Increase in cash | 118,249 | 75,006 |
Cash at beginning of period | 105,984 | 86,586 |
Cash at end of period | 224,233 | 161,592 |
Supplemental cash flow information: | ' | ' |
Cash paid during the period for: Interest | 22,157 | 97,695 |
Non-cash investing and financing activities: | ' | ' |
Conversion of debt | ' | 45,696 |
Equipment purchased under capital lease | ' | 6,042 |
Conversion of series B preferred shares to common stock | 2,850 | 2,712 |
Conversion of related party debt to common stock | ' | 169,434 |
Common stock issued in conversion of debt | 945,615 | ' |
Issuance of series B preferred shares for settlement of related party debt | ' | $160,000 |
Note_1_Nature_of_Operations_an
Note 1 - Nature of Operations and Basis of Presentation | 9 Months Ended |
Sep. 30, 2014 | |
Notes | ' |
Note 1 - Nature of Operations and Basis of Presentation | ' |
Note 1 – Nature of Operations and Basis of Presentation | |
Business Description | |
Green Endeavors, Inc., (“Green”) owns and operates two hair salons carrying the Aveda product line through its wholly-owned subsidiaries Landis Salons, Inc. (“Landis”) and Landis Salons II, Inc. (“Landis II”) in Salt Lake City, Utah. Green also owns and operates Landis Experience Center LLC (“LEC”), an Aveda retail store in Salt Lake City, Utah. | |
Organization | |
Green Endeavors, Inc. was incorporated under the laws of the State of Delaware on April 25, 2002 as Jasper Holdings.com, Inc. During the year ended December 2004, Green changed its name to Net2Auction, Inc. In July of 2007, Green changed its name to Green Endeavors, Ltd. On August 23, 2010, Green changed its name to Green Endeavors, Inc. and moved the corporate domicile from Delaware to Utah. Green has four classes of stock as follows: common with 10,000,000,000 shares authorized; preferred with 3,000,000 shares authorized; convertible preferred with 2,000,000 shares authorized; and, convertible supervoting preferred with 10,000,000 shares authorized. Green is quoted on the Pink Sheets under the symbol GRNE. | |
Green is a more than 50% controlled subsidiary of Nexia Holdings, Inc. (“Nexia”). Nexia is quoted on the Pink Sheets under the symbol NXHD and is not currently a reporting company. | |
Landis Salons, Inc., a Utah corporation, was organized on May 4, 2005 for the purpose of operating an Aveda Lifestyle Salon. Landis Salons, Inc. is a wholly-owned subsidiary of Green. | |
Landis Salons II, Inc., a Utah corporation was organized on March 17, 2010 as a wholly-owned subsidiary of Green for the purpose of opening a second Aveda Lifestyle Salon. | |
Landis Experience Center, LLC (“LEC”), a Utah limited liability company, was organized on January 23, 2012 as a wholly-owned subsidiary of Green for the purpose of operating an Aveda retail store in the City Creek Mall in Salt Lake City, Utah. | |
Basis of Presentation | |
The accompanying unaudited condensed consolidated financial statements include the accounts of Green and its subsidiaries after elimination of intercompany accounts and transactions. All consolidated subsidiaries are wholly-owned by Green. These financial statements have been prepared in accordance with Article 10 of Regulation S-X promulgated by the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted pursuant to such rules and regulations. | |
These statements should be read in conjunction with the Company’s annual financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013. In particular, the Company’s significant accounting policies were presented as Note 2 to the consolidated financial statements in that Annual Report. In the opinion of management, all adjustments necessary for a fair presentation have been included in the accompanying condensed consolidated financial statements and consist of only normal recurring adjustments. The results of operations presented in the accompanying condensed consolidated financial statements for the three and nine months ended September 30, 2014, are not necessarily indicative of the results that may be expected for the 12 months ending December 31, 2014. | |
Use of Estimates in the Preparation of the Financial Statements | |
The condensed consolidated financial statements are prepared in conformity with U.S. GAAP, which requires the use of estimates, judgments and assumptions that affect the amounts of assets and liabilities at the reporting date and the amounts of revenue and expenses in the periods presented. We believe that the accounting estimates employed are appropriate and the resulting balances are reasonable; however, due to the inherent uncertainties in making estimates actual results could differ from the original estimates, requiring adjustments to these balances in future periods. |
Note_2_Summary_of_Significant_
Note 2 - Summary of Significant Accounting Policies | 9 Months Ended | |
Sep. 30, 2014 | ||
Notes | ' | |
Note 2 - Summary of Significant Accounting Policies | ' | |
Note 2 – Summary of Significant Accounting Policies | ||
Cash and Cash Equivalents | ||
Investments with original maturities of three months or less at the time of purchase are considered cash equivalents. As of September 30, 2014 and December 31, 2013, Green had no cash equivalents. | ||
Inventory | ||
Inventory consists of items held for resale and is carried at the lower of cost or market. Cost is determined using the first in, first out (“FIFO”) method. | ||
Property, Plant, and Equipment | ||
Property, plant, and equipment are stated at historical cost. Depreciation is generally provided over the estimated useful lives, using the straight-line method, as follows: | ||
Leasehold improvements | Shorter of the lease term or the estimated useful life | |
Computer equipment and related software | 3 years | |
Furniture and fixtures | 3-10 years | |
Equipment | 3-10 years | |
Vehicle | 7 years | |
Signage | 10 years | |
For the three month periods ended September 30, 2014 and 2013, Green recorded depreciation expense of $33,219 and $32,299, respectively. For the nine month periods ended September 30, 2014 and 2013, Green recorded depreciation expense of $99,250 and $97,252, respectively. | ||
Long-Lived Assets | ||
We periodically review the carrying amount of our long-lived assets for impairment. An asset is considered impaired when estimated future cash flows are less than the carrying amount of the asset. In the event the carrying amount of such asset is not considered recoverable, the asset is adjusted to its fair value. Fair value is generally determined based on discounted future cash flow. There were no impairments of long-lived assets during the three and nine month periods ended September 30, 2014 and 2013. | ||
Fair Value Measurements | ||
The fair value of a financial instrument is the amount that could be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Financial assets are marked to bid prices and financial liabilities are marked to offer prices. Fair value measurements do not include transaction costs. A fair value hierarchy is used to prioritize the quality and reliability of the information used to determine fair values. Categorization within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fair value hierarchy is defined into the following three categories: | ||
Level 1: Quoted market prices in active markets for identical assets or liabilities. | ||
Level 2: Observable market-based inputs or inputs that are corroborated by market data. | ||
Level 3: Unobservable inputs that are not corroborated by market data. | ||
Revenue Recognition | ||
There are primarily two types of revenue for the Company: 1) providing hair salon services, and 2) selling hair salon products. Revenue is recognized at the time the service is performed or the product is delivered. All revenue sources are domestic. In some cases, such as the sale of gift cards, revenue is deferred until the gift card is redeemed. | ||
Deferred Revenue | ||
Deferred revenue arises when customers pay for products and/or services in advance of revenue recognition. Green’s deferred revenue consists solely of unearned revenue associated with the purchase of gift certificates for which revenue is recognized only when the service is performed or the product is delivered. | ||
Advertising | ||
The Company expenses advertising production costs as they are incurred and advertising communication costs the first time the advertising takes place. For the three month period ended September 30, 2014 and 2013, advertising costs amounted to $33,765 and $16,094, respectively. For the nine month period ended September 30, 2014 and 2013, advertising costs amounted to $79,354 and $48,776, respectively. | ||
Stock-Based Compensation | ||
Green recognizes the cost of employee services received in exchange for awards of equity instruments as stock-based compensation expense. Stock-based compensation expense is measured at the grant date based on the fair value of the restricted stock award, option, or purchase right and is recognized as expense, less expected forfeitures, over the requisite service period, which typically equals the vesting period. Because the employee is expected to and has historically received shares of common stock on or about the date of the employee stock option grant date as part of the exercise process, the fair value of each stock issuance is determined using the fair value of Green’s common stock on the grant date. | ||
Income Taxes | ||
Deferred income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. 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 income in the period that includes the enactment date. Also, Green's practice is to recognize interest and/or penalties related to income tax matters in income tax expense. Green is 100% consolidated into its parent company, Nexia, and therefore does not file an income tax return. Its financial amounts are consolidated into the Nexia income tax returns. As of September 30, 2014 and December 31, 2013, a 100% valuation allowance has been placed against the deferred tax asset and therefore is not reflected on the balance sheets. | ||
Net Income (Loss) Per Share | ||
Net income (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the specified period. Diluted earnings per common share is computed by dividing net income by the weighted average number of common shares and potential common shares during the specified period. For three months ended September 30, 2013 and for the nine months ended September 30, 2014, diluted earnings per common share amounted to $0.00 and $0.00 respectively. For the three months ended September 30, 2014 and for the nine months ended September 30, 2013, potential common shares are not included in the diluted net loss per share calculation as their effect would be anti-dilutive. Such potentially dilutive shares are excluded when the effect would be to reduce net loss per share. There were 2,676,035,130 such potentially dilutive shares excluded as of September 30, 2013 and 1,957,115,344 such potentially dilutive shares excluded as of September 30, 2014. | ||
Reclassification of Financial Statement Accounts | ||
Certain amounts in the December 31, 2013 financial statements have been reclassified to conform to the presentation in the September 30, 2014 financial statements. | ||
Recent Accounting Pronouncements | ||
Management believes the impact of recently issued standards and updates, which are not yet effective, will not have a material impact on Green’s consolidated financial position, results of operations or cash flows upon adoption. | ||
Note_3_Inventory
Note 3 - Inventory | 9 Months Ended |
Sep. 30, 2014 | |
Notes | ' |
Note 3 - Inventory | ' |
Note 3 – Inventory | |
Green’s inventory consists of items held for resale and product that is used in services by the Landis and Landis II salons. Inventory is carried at the lower of cost or market. As of September 30, 2014 and December 31, 2013, inventory amounted to $151,793 and $144,317, respectively. |
Note_4_Fair_Value_Measurements
Note 4 - Fair Value Measurements | 9 Months Ended | ||||
Sep. 30, 2014 | |||||
Notes | ' | ||||
Note 4 - Fair Value Measurements | ' | ||||
Note 4 – Fair Value Measurements | |||||
Our financial assets and (liabilities) carried at fair value measured on a recurring basis as of September 30, 2014 and December 31, 2013, consisted of the following: | |||||
Total fair | Quoted prices | Significant other | Significant | ||
value at | in active | observable | unobservable | ||
September 30, | markets | inputs | inputs | ||
Description | 2014 | (Level) | (Level 2) | (Level) | |
Derivative liability (1) | ($22,952) | - | ($22,952) | - | |
Total fair | Quoted prices | Significant other | Significant | ||
value at | in active | Observable | unobservable | ||
December 31, | markets | Inputs | inputs | ||
Description | 2013 | (Level) | (Level 2) | (Level) | |
Derivative liability (1) | ($55,099) | - | ($55,099) | - | |
(1) Derivative liability amounts are due to the embedded derivatives of certain convertible notes payable issued by the Company and are calculated using the Black Scholes pricing model (see Note 5 - Derivative liability) |
Note_5_Derivative_Liability
Note 5 - Derivative Liability | 9 Months Ended |
Sep. 30, 2014 | |
Notes | ' |
Note 5 - Derivative Liability | ' |
Note 5 – Derivative Liability | |
As of September 30, 2014, the Company has a $22,952 derivative liability balance on the balance sheet, and for the nine months ended September 30, 2014, the Company recorded a $32,147 gain from derivative liability fair value adjustment. The derivative liability activity comes from convertible notes payable as follows: | |
Eastshore Enterprises, Inc. | |
On August 17, 2012, Green issued a $35,000 Convertible Promissory Note to Eastshore Enterprises, Inc. (“Eastshore Note”) that matures August 17, 2014. The Eastshore Note bears interest at a rate of 8% per annum and can be convertible into Green’s common shares, at the holder’s option, at the conversion rate of 54% of the market price (a 46% discount) of the lowest trading price of Green’s common shares during the ten-day period ending one trading day prior to the date of the conversion. Green analyzed the conversion feature of the agreement for derivative accounting consideration under ASC 815-15 “Derivatives and Hedging” and determined that the embedded conversion features should be classified as a derivative because the exercise price of these convertible notes are subject to “reset” provisions in the event the Company subsequently issues common stock, stock warrants, stock options or convertible debt with a stock price, exercise price or conversion price lower than conversion price of these notes. If these provisions are triggered, the conversion price of the note will be reduced. The Company has determined that the conversion feature is not considered to be solely indexed to the Company’s own stock and is therefore not afforded equity treatment. In accordance with AC 815, the Company has bifurcated the conversion feature of the note and recorded a derivative liability. | |
The embedded derivative for the Eastshore Note is carried on Green’s balance sheet at fair value. The derivative liability is marked-to-market each measurement period and any unrealized change in fair value is recorded as a component of the income statement and the associated fair value carrying amount on the balance sheet is adjusted by the change. Green fair values the embedded derivative using the Black-Scholes option pricing model. The fair value of the derivative at the inception date of the Eastshore Note was $63,636. Of the total, $35,000 was recorded as a debt discount, which is up to but not more than the net proceeds of the note. $28,636 was charged to operations as non-cash interest expense. The fair value of $63,636 was recorded as a derivative liability on the balance sheet. | |
The debt discount for the Eastshore Note is amortized over the life of the note (approximately two years), which became fully amortized during the third quarter ended September 30, 2014. On September 30, 2014, Green marked-to-market the fair value of the derivative liabilities related to the Eastshore Note and determined an aggregate fair value of $22,952 and recorded a $32,147 gain from change in fair value of derivative for the nine month period ended September 30, 2014. The fair value of the embedded derivative for the note was determined using the Black-Scholes option pricing model based on the following assumptions: (1) dividend yield of 0%, (2) expected volatility of 154%, (3) risk-free interest rate of 0.02%, (4) expected life of .25 years, and (5) estimated fair value of Green’s common stock of $0.0018 per share. |
Note_6_Related_Party_Transacti
Note 6 - Related Party Transactions | 9 Months Ended | ||
Sep. 30, 2014 | |||
Notes | ' | ||
Note 6 - Related Party Transactions | ' | ||
Note 6 – Related Party Transactions | |||
On April 30, 2008, Green entered into a stock transfer agreement with its parent company Nexia and Nexia’s wholly-owned subsidiary DHI whereby they would each sell their holdings in Landis and Newby in exchange for an 8% Series A Senior Subordinated Convertible Debenture with a face amount of $3,000,000. Interest on the debenture commenced on December 30, 2008. DHI has the option, at any time, to convert all or any amount over $10,000 of principal face amount and accrued interest into shares of Common stock, $0.0001 par value per share, at a conversion price equal to 95% of the average closing bid price of the Common stock three days prior to the date notice is received by Green. Green determined that there is a beneficial conversion feature for the debt and recorded a debt discount of $150,000 on April 30, 2008, which is being amortized for 10 years to the maturity date of the debenture. In December 2009, Nexia converted $125,000 of the debenture into common stock of Green and during 2010 Green paid $15,200 of principal on the debenture. During 2010, Nexia sold $500,000 of its holdings of the debenture to unrelated parties for cash thus leaving the related and unrelated party portions of the debenture at $2,359,800 and $500,000, respectively for a total amount of $2,859,800. As of September 30, 2014 and December 31, 2013, the entire amount is considered long-term. The following table shows the related and unrelated party amounts of the debenture and their respective amortized debt discount amounts as of September 30, 2013 and December 31, 2013: | |||
September 30, | December 31, | ||
2014 | 2013 | ||
Convertible Debenture - Related Party | |||
Principal amount | $2,213,591 | $2,251,986 | |
Debt discount | -44,871 | -54,263 | |
Convertible debenture, net of debt discount | $2,168,720 | $2,197,723 | |
Convertible Debenture - Unrelated Party | |||
Principal amount | - | $500,000 | |
Debt discount | - | -10,852 | |
Convertible debenture, net of debt discount | - | $489,148 | |
Convertible Debenture - Totals | |||
Principal amount | $2,213,591 | $2,751,986 | |
Debt discount | -44,871 | -65,115 | |
Convertible debenture, net of debt discount | $2,168,720 | $2,686,871 | |
The following table summarizes the related party amounts of principal and accrued interest on the Convertible Debentures as of September 30, 2014 and December 31, 2013: | |||
September 30, | December 31, | ||
2014 | 2013 | ||
Principal balance | $2,213,591 | $2,251,986 | |
Accrued interest | - | - | |
Total | $2,213,591 | $2,251,986 | |
As of September 30, 2014, amounts due to related parties are $49,420, which consists of $2,403 of accrued interest for the note payable to Nexia, $44,573 owed to two subsidiaries of Nexia, and $2,444 of accrued interest owed to Richard Surber. |
Note_7_Addition_of_New_Debt
Note 7 - Addition of New Debt | 9 Months Ended | ||||
Sep. 30, 2014 | |||||
Notes | ' | ||||
Note 7 - Addition of New Debt | ' | ||||
Note 7 – Addition of New Debt | |||||
During the nine month period ending September 30, 2014, the Company has entered into two new loan agreements in the total amount of $280,821. | |||||
A summary of the two new loans payable as of September 30, 2014 and December 31, 2013 is as follows: | |||||
Interest | Maturity | September 30, | December 31, | ||
Creditor | Rate | Date | 2014 | 2013 | |
Alliance Laundry Services LLC (1) | 7.99% | 3/3/19 | $11,192 | - | |
American Express Bank, FSB (2) | 12% | 8/3/16 | 251,448 | - | |
Total | 262,640 | - | |||
Less: Current portion | -128,997 | - | |||
Long-term portion | $133,643 | - | |||
(1) On March 3, 2014, Landis Salons, Inc. entered into a loan agreement with Alliance Laundry Services LLC in the amount of $12,021 for the financing of professional laundry equipment. The note bears interest at 7.99% and calls for monthly 60 monthly payments of $243.68 commencing when the equipment is delivered for installment. In addition to corporate guarantees, Richard Surber, President, CEO, and Director of Landis is a personal guarantor and the note is secured by the equipment. As of September 30, 2014, the loan balance was $11,192. Payments made during the nine months ended September 30, 2014 amounted to $829. | |||||
(2) On July 31, 2014, the Company entered into a loan agreement with American Express Bank, FSB in the amount of $240,000. The note is a merchant account financing arrangement wherein Landis repays the loan at the rate of 23% of the American Express credit card sales receipts that are collected each month. The loan requires a prepaid interest charge that is 12% ($28,800) of the $240,000 loan amount. These financing costs are being amortized to interest expense during the two year term of the loan. The total amount due at the inception date is $268,800. As of September 30, 2014, the loan balance was $251,448. Payments made during the nine months ended September 30, 2014 amounted to $17,352. |
Note_8_Cancellation_of_Convert
Note 8 - Cancellation of Convertible Note Payable | 9 Months Ended |
Sep. 30, 2014 | |
Notes | ' |
Note 8 - Cancellation of Convertible Note Payable | ' |
Note 8 – Cancellation of Convertible Note Payable | |
On May 12, 2006, Green borrowed $171,000 from Xing Investment Corp with a convertible promissory note. The note had accrued interest of $34,200 as of June 2, 2014 for a total of principal and accrued interest of $205,200. Green has been advised by counsel that it is no longer obligated to pay the liability as a result of the passage of time pursuant to the statute of limitations. Therefore, Green recognized a $205,200 gain from the cancellation of the debt on June 2, 2014. |
Note_9_Stockholders_Deficit
Note 9 - Stockholders' Deficit | 9 Months Ended |
Sep. 30, 2014 | |
Notes | ' |
Note 9 - Stockholders' Deficit | ' |
Note 9 – Stockholders’ Deficit | |
Preferred Stock | |
Green is authorized to issue 15,000,000 shares of preferred stock (par value $.001 per share). Green’s preferred stock may be divided into such series as may be established by the Board of Directors. As of September 30, 2014, Green has designated 12,000,000 of the preferred stock into two series as follows: 2,000,000 shares of Convertible Series B Preferred and 10,000,000 shares of Convertible Supervoting Preferred. | |
The Preferred Stock is classified as equity as long as there are sufficient shares available to effect the conversion. In some instances certain contracts may pass the option to receive cash or common stock to the shareholder. In this case, it is assumed that a cash settlement will occur and balance sheet classification of the affected Preferred Stock and related preferred paid-in capital as a liability. | |
Convertible Supervoting Preferred Stock | |
Each share of the Convertible Supervoting Preferred Stock is convertible into 100 shares of Green’s Common stock and has the voting rights equal to 100 shares of common stock. | |
During the nine month period ended September 30, 2014, there were no issuances or conversions of Convertible Supervoting Preferred shares. | |
As of September 30, 2014 and December 31, 2013, Green had 10,000,000 and 10,000,000 shares of Convertible Supervoting Preferred stock issued and outstanding, respectively. | |
Convertible Series B Preferred Stock | |
Each share of Green’s Convertible Series B Preferred Stock has one vote per share and is convertible into $5.00 worth of common stock. The number of common shares received is based on the average closing bid market price of Green's common stock for the five days before conversion notice date by the shareholder. Convertible Series B Preferred Stock shareholders, at the option of Green, can receive cash or common stock upon conversion. | |
During the nine month period ended September 30, 2014, the Board of Directors approved the conversions of 33,672 shares of Convertible Series B Preferred Stock in to 28,842,370 shares of Common Stock of the Company. The shares were converted at prices ranging from $0.00340 to $0.00646 per share based on the conversion provisions for the Series B Preferred Stock designation. | |
During the nine month period ended September 30, 2014, the Board of Directors approved the sale of 43,333 shares of Convertible Series B Preferred Stock to three investors for $75,000. | |
On March 28 2014, the Board of Directors approved the issuance of a total of 189,123 shares of the Company's Convertible Preferred Series B Stock in exchange for cancellation of the principal and accrued interest of the five, $100,000 each, 8% Series A Senior Subordinated Convertible Redeemable Debentures (the "Debentures"). The Debentures were held by two unrelated parties and amounted to $500,000 in principal and $161,929 of accrued interest for a total of $661,929. the Company recognized a gain of $6,994 on the transaction. | |
As of September 30, 2014 and December 31, 2013, Green had 760,488 and 561,704 shares of Convertible Series B Preferred stock issued and outstanding, respectively. | |
Common Stock | |
Green is authorized to issue 10,000,000,000 shares of common stock (par value $0.0001 per share). | |
As of September 30, 2014 and December 31, 2013, Green had 195,414,505 and 166,572,135 shares of Common Stock issued and outstanding, respectively. This 28,842,370 increase of common shares is due to the conversion of 33,672 shares of Convertible Series B Preferred Stock into Common Stock during the nine month period ended September 30, 2014 as mentioned above. |
Note_10_Concentration_of_Risk
Note 10 - Concentration of Risk | 9 Months Ended |
Sep. 30, 2014 | |
Notes | ' |
Note 10 - Concentration of Risk | ' |
Note 10 – Concentration of Risk | |
Supplier Concentrations | |
The Company purchases most of its salon inventory that is used for service and product sales from Aveda. Aveda product purchases for the nine months ended September 30, 2014 and 2013 accounted for approximately 99% and 99%, respectively, of salon products purchased. |
Note_11_Litigation
Note 11 - Litigation | 9 Months Ended |
Sep. 30, 2014 | |
Notes | ' |
Note 11 - Litigation | ' |
Note 11 – Litigation | |
Southridge Partners II, LP, v. Green Endeavors, Inc. This action was filed on or about August 13, 2014 in the State Courts of Connecticut and was subsequently removed to the United States District Court, District of Connecticut, Case No. 3:13-cv-01358 (SRU). Suit was filed based upon the breach in the payment of promissory note in the face amount of $75,000 and the refusal by Green Endeavors to allow Southridge Partners to convert shares of preferred stock. Green Endeavors has filed a counterclaim and an answer denying the claims to damages alleged by Southridge and seeking to recover damages resulting from Southridge’s Breach of Contract, Breach of the Implied Covenant of Good Faith and Fair Dealing and Negligent Misrepresentation-Fraud in the Inducement. Green Endeavors believes its damages exceed the claims asserted by Southridge. Southridge has not yet responded to the Counterclaim and discovery in the matter has not yet been scheduled with the court and the parties. Under the guidance of ASC 450, the Company believes the likelihood of a material loss is remote and therefore has not recorded a contingency for the potential event. In addition, the $75,000 amount owed to Southridge is still on the balance sheet as a current liability and the conversion of the preferred stock to common stock would have a net effect of $0 to the Company's equity. |
Note_12_Going_Concern
Note 12 - Going Concern | 9 Months Ended |
Sep. 30, 2014 | |
Notes | ' |
Note 12 - Going Concern | ' |
Note 12 – Going Concern | |
Generally accepted accounting principles in the United States of America contemplate the continuation of Green as a going concern. As of and for the nine months ended September 30, 2014, Green had negative working capital of $545,703 and an accumulated deficit of $3,054,222, which raises substantial doubt about Green’s ability to continue as a going concern. Green’s ability to continue as a going concern is contingent upon the successful completion of additional financing arrangements and its ability to successfully fulfill its business plan. Management plans to attempt to raise additional funds to finance the operating and capital requirements of Green through a combination of equity and debt financings. While Green is making its best efforts to achieve the above plans, there is no assurance that any such activity will generate funds that will be sufficient for operations. |
Note_13_Subsequent_Events
Note 13 - Subsequent Events | 9 Months Ended |
Sep. 30, 2014 | |
Notes | ' |
Note 13 - Subsequent Events | ' |
Note 13 – Subsequent Events | |
In accordance with ASC 855-10 Company management reviewed all material events through the date of this report and there are no additional material subsequent events to report. |
Note_2_Summary_of_Significant_1
Note 2 - Summary of Significant Accounting Policies (Policies) | 9 Months Ended | |
Sep. 30, 2014 | ||
Policies | ' | |
Cash and Cash Equivalents | ' | |
Cash and Cash Equivalents | ||
Investments with original maturities of three months or less at the time of purchase are considered cash equivalents. As of September 30, 2014 and December 31, 2013, Green had no cash equivalents. | ||
Inventory | ' | |
Inventory | ||
Inventory consists of items held for resale and is carried at the lower of cost or market. Cost is determined using the first in, first out (“FIFO”) method. | ||
Property, Plant, and Equipment | ' | |
Property, Plant, and Equipment | ||
Property, plant, and equipment are stated at historical cost. Depreciation is generally provided over the estimated useful lives, using the straight-line method, as follows: | ||
Leasehold improvements | Shorter of the lease term or the estimated useful life | |
Computer equipment and related software | 3 years | |
Furniture and fixtures | 3-10 years | |
Equipment | 3-10 years | |
Vehicle | 7 years | |
Signage | 10 years | |
For the three month periods ended September 30, 2014 and 2013, Green recorded depreciation expense of $33,219 and $32,299, respectively. For the nine month periods ended September 30, 2014 and 2013, Green recorded depreciation expense of $99,250 and $97,252, respectively. | ||
Long-lived Assets | ' | |
Long-Lived Assets | ||
We periodically review the carrying amount of our long-lived assets for impairment. An asset is considered impaired when estimated future cash flows are less than the carrying amount of the asset. In the event the carrying amount of such asset is not considered recoverable, the asset is adjusted to its fair value. Fair value is generally determined based on discounted future cash flow. There were no impairments of long-lived assets during the three and nine month periods ended September 30, 2014 and 2013. | ||
Fair Value Measurements | ' | |
Fair Value Measurements | ||
The fair value of a financial instrument is the amount that could be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Financial assets are marked to bid prices and financial liabilities are marked to offer prices. Fair value measurements do not include transaction costs. A fair value hierarchy is used to prioritize the quality and reliability of the information used to determine fair values. Categorization within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fair value hierarchy is defined into the following three categories: | ||
Level 1: Quoted market prices in active markets for identical assets or liabilities. | ||
Level 2: Observable market-based inputs or inputs that are corroborated by market data. | ||
Level 3: Unobservable inputs that are not corroborated by market data. | ||
Revenue Recognition | ' | |
Revenue Recognition | ||
There are primarily two types of revenue for the Company: 1) providing hair salon services, and 2) selling hair salon products. Revenue is recognized at the time the service is performed or the product is delivered. All revenue sources are domestic. In some cases, such as the sale of gift cards, revenue is deferred until the gift card is redeemed. | ||
Deferred Revenue | ' | |
Deferred Revenue | ||
Deferred revenue arises when customers pay for products and/or services in advance of revenue recognition. Green’s deferred revenue consists solely of unearned revenue associated with the purchase of gift certificates for which revenue is recognized only when the service is performed or the product is delivered. | ||
Advertising | ' | |
Advertising | ||
The Company expenses advertising production costs as they are incurred and advertising communication costs the first time the advertising takes place. For the three month period ended September 30, 2014 and 2013, advertising costs amounted to $33,765 and $16,094, respectively. For the nine month period ended September 30, 2014 and 2013, advertising costs amounted to $79,354 and $48,776, respectively. | ||
Stock-based Compensation | ' | |
Stock-Based Compensation | ||
Green recognizes the cost of employee services received in exchange for awards of equity instruments as stock-based compensation expense. Stock-based compensation expense is measured at the grant date based on the fair value of the restricted stock award, option, or purchase right and is recognized as expense, less expected forfeitures, over the requisite service period, which typically equals the vesting period. Because the employee is expected to and has historically received shares of common stock on or about the date of the employee stock option grant date as part of the exercise process, the fair value of each stock issuance is determined using the fair value of Green’s common stock on the grant date. | ||
Income Taxes | ' | |
Income Taxes | ||
Deferred income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. 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 income in the period that includes the enactment date. Also, Green's practice is to recognize interest and/or penalties related to income tax matters in income tax expense. Green is 100% consolidated into its parent company, Nexia, and therefore does not file an income tax return. Its financial amounts are consolidated into the Nexia income tax returns. As of September 30, 2014 and December 31, 2013, a 100% valuation allowance has been placed against the deferred tax asset and therefore is not reflected on the balance sheets. | ||
Net Income (loss) Per Share | ' | |
Net Income (Loss) Per Share | ||
Net income (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the specified period. Diluted earnings per common share is computed by dividing net income by the weighted average number of common shares and potential common shares during the specified period. For three months ended September 30, 2013 and for the nine months ended September 30, 2014, diluted earnings per common share amounted to $0.00 and $0.00 respectively. For the three months ended September 30, 2014 and for the nine months ended September 30, 2013, potential common shares are not included in the diluted net loss per share calculation as their effect would be anti-dilutive. Such potentially dilutive shares are excluded when the effect would be to reduce net loss per share. There were 2,676,035,130 such potentially dilutive shares excluded as of September 30, 2013 and 1,957,115,344 such potentially dilutive shares excluded as of September 30, 2014. | ||
Reclassification of Financial Statement Accounts | ' | |
Reclassification of Financial Statement Accounts | ||
Certain amounts in the December 31, 2013 financial statements have been reclassified to conform to the presentation in the September 30, 2014 financial statements. | ||
Recent Accounting Pronouncements | ' | |
Recent Accounting Pronouncements | ||
Management believes the impact of recently issued standards and updates, which are not yet effective, will not have a material impact on Green’s consolidated financial position, results of operations or cash flows upon adoption. |
Note_2_Summary_of_Significant_2
Note 2 - Summary of Significant Accounting Policies (Tables) | 9 Months Ended | |
Sep. 30, 2014 | ||
Tables/Schedules | ' | |
Property, Plant, and Equipment, Depreciation schedule | ' | |
Leasehold improvements | Shorter of the lease term or the estimated useful life | |
Computer equipment and related software | 3 years | |
Furniture and fixtures | 3-10 years | |
Equipment | 3-10 years | |
Vehicle | 7 years | |
Signage | 10 years |
Note_4_Fair_Value_Measurements1
Note 4 - Fair Value Measurements (Tables) | 9 Months Ended | ||||
Sep. 30, 2014 | |||||
Tables/Schedules | ' | ||||
Fair Value Measurements, Recurring | ' | ||||
Total fair | Quoted prices | Significant other | Significant | ||
value at | in active | observable | unobservable | ||
September 30, | markets | inputs | inputs | ||
Description | 2014 | (Level) | (Level 2) | (Level) | |
Derivative liability (1) | ($22,952) | - | ($22,952) | - | |
Total fair | Quoted prices | Significant other | Significant | ||
value at | in active | Observable | unobservable | ||
December 31, | markets | Inputs | inputs | ||
Description | 2013 | (Level) | (Level 2) | (Level) | |
Derivative liability (1) | ($55,099) | - | ($55,099) | - |
Note_6_Related_Party_Transacti1
Note 6 - Related Party Transactions (Tables) | 9 Months Ended | ||
Sep. 30, 2014 | |||
Tables/Schedules | ' | ||
Schedule of Related and Unrelated Party Debentures | ' | ||
September 30, | December 31, | ||
2014 | 2013 | ||
Convertible Debenture - Related Party | |||
Principal amount | $2,213,591 | $2,251,986 | |
Debt discount | -44,871 | -54,263 | |
Convertible debenture, net of debt discount | $2,168,720 | $2,197,723 | |
Convertible Debenture - Unrelated Party | |||
Principal amount | - | $500,000 | |
Debt discount | - | -10,852 | |
Convertible debenture, net of debt discount | - | $489,148 | |
Convertible Debenture - Totals | |||
Principal amount | $2,213,591 | $2,751,986 | |
Debt discount | -44,871 | -65,115 | |
Convertible debenture, net of debt discount | $2,168,720 | $2,686,871 | |
Schedule Of Related Party Principal and Accrued Interest | ' | ||
September 30, | December 31, | ||
2014 | 2013 | ||
Principal balance | $2,213,591 | $2,251,986 | |
Accrued interest | - | - | |
Total | $2,213,591 | $2,251,986 |
Note_7_Addition_of_New_Debt_Ta
Note 7 - Addition of New Debt (Tables) | 9 Months Ended | ||||
Sep. 30, 2014 | |||||
Tables/Schedules | ' | ||||
Schedule of Loans Payable | ' | ||||
Interest | Maturity | September 30, | December 31, | ||
Creditor | Rate | Date | 2014 | 2013 | |
Alliance Laundry Services LLC (1) | 7.99% | 3/3/19 | $11,192 | - | |
American Express Bank, FSB (2) | 12% | 8/3/16 | 251,448 | - | |
Total | 262,640 | - | |||
Less: Current portion | -128,997 | - | |||
Long-term portion | $133,643 | - |
Note_1_Nature_of_Operations_an1
Note 1 - Nature of Operations and Basis of Presentation (Details) | 9 Months Ended | |
Sep. 30, 2014 | Dec. 31, 2013 | |
Date of Incorporation | 25-Apr-02 | ' |
Common Stock, Shares Authorized | 10,000,000,000 | 10,000,000,000 |
Preferred Stock, Shares Authorized | 15,000,000 | ' |
Landis Salons Inc | ' | ' |
Date of Incorporation | 4-May-05 | ' |
Landis Salons II Inc | ' | ' |
Date of Incorporation | 17-Mar-10 | ' |
Landis Experience Center LLC | ' | ' |
Date of Incorporation | 23-Jan-12 | ' |
Nexia Holdings, Inc. | ' | ' |
Ownership percentage of controlling interest | 50.00% | ' |
Undesignated | ' | ' |
Preferred Stock, Shares Authorized | 3,000,000 | 3,000,000 |
Series B | ' | ' |
Preferred Stock, Shares Authorized | 2,000,000 | ' |
Convertible Supervoting | ' | ' |
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Note_2_Summary_of_Significant_3
Note 2 - Summary of Significant Accounting Policies: Cash and Cash Equivalents (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Details | ' | ' |
Cash Equivalents, at Carrying Value | $0 | $0 |
Note_2_Summary_of_Significant_4
Note 2 - Summary of Significant Accounting Policies: Property, Plant, and Equipment: Property, Plant, and Equipment, Depreciation schedule (Details) | 9 Months Ended |
Sep. 30, 2014 | |
Leasehold Improvements | ' |
Property, Plant and Equipment, Estimated Useful Lives | 'Shorter of the lease term or the estimated useful life |
Computer Equipment | ' |
Property, Plant and Equipment, Useful Life | '3 years |
Furniture and Fixtures | Minimum | ' |
Property, Plant and Equipment, Useful Life | '3 years |
Furniture and Fixtures | Maximum | ' |
Property, Plant and Equipment, Useful Life | '10 years |
Equipment | Minimum | ' |
Property, Plant and Equipment, Useful Life | '3 years |
Equipment | Maximum | ' |
Property, Plant and Equipment, Useful Life | '10 years |
Vehicles | ' |
Property, Plant and Equipment, Useful Life | '7 years |
Signage | ' |
Property, Plant and Equipment, Useful Life | '10 years |
Note_2_Summary_of_Significant_5
Note 2 - Summary of Significant Accounting Policies: Property, Plant, and Equipment (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Details | ' | ' | ' | ' |
Depreciation | $33,219 | $32,299 | $99,250 | $97,252 |
Note_2_Summary_of_Significant_6
Note 2 - Summary of Significant Accounting Policies: Long-lived Assets (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Details | ' | ' | ' | ' |
Impairment of Long-Lived Assets Held-for-use | $0 | $0 | $0 | $0 |
Note_2_Summary_of_Significant_7
Note 2 - Summary of Significant Accounting Policies: Advertising (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Details | ' | ' | ' | ' |
Advertising Expense | $33,765 | $16,094 | $79,354 | $48,776 |
Note_2_Summary_of_Significant_8
Note 2 - Summary of Significant Accounting Policies: Income Taxes (Details) | 9 Months Ended | |
Sep. 30, 2014 | Dec. 31, 2013 | |
Details | ' | ' |
Percent of company consolidated into parent | 100.00% | ' |
Percent of valuation allowance placed against deferred tax asset | 100.00% | 100.00% |
Note_2_Summary_of_Significant_9
Note 2 - Summary of Significant Accounting Policies: Net Income (loss) Per Share (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Details | ' | ' | ' | ' |
Diluted earnings per common share | $0 | $0 | $0 | $0 |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,957,115,344 | ' | ' | 2,676,035,130 |
Note_3_Inventory_Details
Note 3 - Inventory (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Details | ' | ' |
Inventory | $151,793 | $144,317 |
Note_4_Fair_Value_Measurements2
Note 4 - Fair Value Measurements: Fair Value Measurements, Recurring (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Derivative Liability, Total Fair Value | ($22,952) | ($55,099) |
Fair Value, Inputs, Level 1 | ' | ' |
Derivative Liability, Total Fair Value | 0 | 0 |
Fair Value, Inputs, Level 2 | ' | ' |
Derivative Liability, Total Fair Value | -22,952 | -55,099 |
Fair Value, Inputs, Level 3 | ' | ' |
Derivative Liability, Total Fair Value | $0 | $0 |
Note_5_Derivative_Liability_De
Note 5 - Derivative Liability (Details) (USD $) | 3 Months Ended | 9 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2012 | Aug. 17, 2012 | |
Eastshore Note | Eastshore Note | Eastshore Note | ||||||
Convertible Debt Securities | Convertible Debt Securities | Convertible Debt Securities | ||||||
Derivative liability | $22,952 | ' | $22,952 | ' | $55,099 | ' | ' | $63,636 |
Gain on derivative fair value adjustment | 128 | 49,068 | 32,147 | 54,548 | ' | 32,147 | ' | ' |
Debt Instrument, Face Amount | ' | ' | ' | ' | ' | ' | ' | 35,000 |
Debt Instrument, Maturity Date | ' | ' | ' | ' | ' | ' | 17-Aug-14 | ' |
Interest Rate | ' | ' | ' | ' | ' | ' | ' | 8.00% |
Debt Instrument, Convertible, Conversion Ratio | ' | ' | ' | ' | ' | 0.54 | ' | ' |
Fair Value Measurements, Valuation Techniques | ' | ' | ' | ' | ' | 'Black-Scholes option pricing model | ' | ' |
Debt Instrument, Fair Value Disclosure | ' | ' | ' | ' | ' | ' | ' | 63,636 |
Debt discount, current | ' | ' | ' | ' | ' | ' | ' | 35,000 |
Interest Expense, Debt | ' | ' | ' | ' | ' | 28,636 | ' | ' |
Derivative Liability, Fair Value, Gross Liability | $22,952 | ' | $22,952 | ' | $55,099 | $22,952 | ' | ' |
Dividend yield | ' | ' | ' | ' | ' | 0.00% | ' | ' |
Expected volatility | ' | ' | ' | ' | ' | 154.00% | ' | ' |
Risk-free interest rate | ' | ' | ' | ' | ' | 0.02% | ' | ' |
Expected life | ' | ' | ' | ' | ' | '3 months | ' | ' |
Estimated fair value of Green's common stock | ' | ' | ' | ' | ' | $0.00 | ' | ' |
Note_6_Related_Party_Transacti2
Note 6 - Related Party Transactions (Details) (USD $) | 9 Months Ended | 9 Months Ended | 12 Months Ended | |||||||
Sep. 30, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2010 | Dec. 31, 2009 | Apr. 30, 2008 | |
Nexia Holdings, Inc. | Two subsidiaries of Nexia | Richard Surber | Senior Subordinated Notes | Senior Subordinated Notes | Senior Subordinated Notes | Senior Subordinated Notes | ||||
Stock Transfer Agreement | Stock Transfer Agreement | Stock Transfer Agreement | Stock Transfer Agreement | |||||||
Interest Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8.00% |
Debt Instrument, Face Amount | ' | ' | ' | ' | ' | ' | $3,000,000 | ' | ' | ' |
Debt Instrument, Convertible, Terms of Conversion Feature | ' | ' | ' | ' | ' | ' | 'DHI has the option, at any time, to convert all or any amount over $10,000 of principal face amount and accrued interest into shares of Common stock, $0.0001 par value per share, at a conversion price equal to 95% of the average closing bid price of the Common stock three days prior to the date notice is received by Green | ' | ' | ' |
Debt discount, current | ' | ' | ' | ' | ' | ' | ' | ' | ' | 150,000 |
Debt Instrument, Convertible, Remaining Discount Amortization Period | ' | ' | ' | ' | ' | ' | '10 years | ' | ' | ' |
Conversion of debt | 45,696 | ' | ' | ' | ' | ' | ' | ' | 125,000 | ' |
Repayments of Debt | ' | ' | ' | ' | ' | ' | ' | 15,200 | ' | ' |
Debt instrument, holdings sold to unrelated parties for cash | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' |
Notes payable related party | ' | ' | 6,762 | ' | ' | ' | ' | 2,359,800 | ' | ' |
Notes payable | ' | 162,748 | 59,670 | ' | ' | ' | ' | 500,000 | ' | ' |
Principal Amount | ' | ' | ' | ' | ' | ' | ' | 2,859,800 | ' | ' |
Due to related parties | ' | 49,420 | 109,373 | ' | ' | ' | ' | ' | ' | ' |
Interest Payable, Current | ' | ' | ' | $2,403 | $44,573 | $2,444 | ' | ' | ' | ' |
Note_6_Related_Party_Transacti3
Note 6 - Related Party Transactions: Schedule of Related and Unrelated Party Debentures (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Convertible debenture, net of debt discount | $2,168,720 | $2,197,723 |
Convertible debenture, net of debt discount | ' | 489,148 |
Convertible Debt Securities | ' | ' |
Principal Amount | 2,213,591 | 2,751,986 |
Debt discount | -44,871 | -65,115 |
Convertible Subordinated Debt, Current | 2,168,720 | 2,686,871 |
Convertible Debenture - Related Party | ' | ' |
Principal Amount | 2,213,591 | 2,251,986 |
Debt discount | -44,871 | -54,263 |
Convertible Debenture - Unrelated Party | ' | ' |
Principal Amount | 0 | 500,000 |
Debt discount | 0 | -10,852 |
Convertible debenture, net of debt discount | $0 | $489,148 |
Note_6_Related_Party_Transacti4
Note 6 - Related Party Transactions: Schedule Of Related Party Principal and Accrued Interest (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Convertible notes payable, net of debt discount | $110,000 | $99,021 |
Convertible Debenture - Related Party | ' | ' |
Principal Amount | 2,213,591 | 2,251,986 |
Interest Payable, Current | 0 | 0 |
Convertible notes payable, net of debt discount | $2,213,591 | $2,251,986 |
Note_7_Addition_of_New_Debt_De
Note 7 - Addition of New Debt (Details) (USD $) | 9 Months Ended | 9 Months Ended | |||||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Mar. 03, 2014 | Sep. 30, 2014 | Jul. 31, 2014 | Sep. 30, 2014 | |
Alliance Laundry Services LLC | Alliance Laundry Services LLC | American Express Bank, FSB | American Express Bank, FSB | New Debt | |||
Debt Instrument, Face Amount | ' | ' | ' | $12,021 | ' | $240,000 | $280,821 |
Debt Instrument, Frequency of Periodic Payment | ' | ' | 'monthly | ' | 'each month | ' | ' |
Debt Instrument, Periodic Payment | ' | ' | 243.68 | ' | 28,800 | ' | ' |
Payments made on notes payable | 58,311 | 66,468 | 829 | ' | 17,352 | ' | ' |
Principal Amount | ' | ' | ' | ' | ' | $268,800 | ' |
Note_7_Addition_of_New_Debt_Sc
Note 7 - Addition of New Debt: Schedule of Loans Payable (Details) (USD $) | 9 Months Ended | |
Sep. 30, 2014 | Dec. 31, 2013 | |
Current portion of notes payable | ($173,622) | ($225,191) |
Notes payable | 162,748 | 59,670 |
New Debt | ' | ' |
Notes Payable | 262,640 | 0 |
Current portion of notes payable | -128,997 | 0 |
Notes payable | 133,643 | 0 |
Alliance Laundry Services LLC | ' | ' |
Interest Rate | 7.99% | ' |
Debt Instrument, Maturity Date | 3-Mar-19 | ' |
Notes Payable | 11,192 | 0 |
American Express Bank, FSB | ' | ' |
Interest Rate | 12.00% | ' |
Debt Instrument, Maturity Date | 3-Aug-16 | ' |
Notes Payable | $251,448 | $0 |
Note_8_Cancellation_of_Convert1
Note 8 - Cancellation of Convertible Note Payable (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2014 | Sep. 30, 2014 | Jun. 02, 2014 | 12-May-06 | |
Xing Investment Corp | Xing Investment Corp | |||
Debt Instrument, Face Amount | ' | ' | ' | $171,000 |
Interest Payable, Current | ' | ' | 34,200 | ' |
Principal Amount | ' | ' | 205,200 | ' |
Gain on settlement of debt | $205,200 | $212,194 | ' | ' |
Note_9_Stockholders_Deficit_De
Note 9 - Stockholders' Deficit (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | |
Preferred Stock, Shares Authorized | ' | 15,000,000 | ' | ' |
Preferred Stock, Par Value | ' | $0.00 | ' | ' |
Proceeds from issuance of convertible series B preferred stock | ' | $75,000 | $50,000 | ' |
Conversion of debt | ' | ' | 45,696 | ' |
Gain on settlement of debt | 205,200 | 212,194 | ' | ' |
Common Stock, Shares Authorized | ' | 10,000,000,000 | ' | 10,000,000,000 |
Common Stock, Par Value | ' | $0.00 | ' | $0.00 |
Common Stock, Shares Outstanding | ' | 195,414,505 | ' | 166,572,135 |
Series A Senior Subordinated Convertible Redeemable Debentures | ' | ' | ' | ' |
Conversion of debt | ' | 661,929 | ' | ' |
Principal | Series A Senior Subordinated Convertible Redeemable Debentures | ' | ' | ' | ' |
Conversion of debt | ' | 500,000 | ' | ' |
Gain on settlement of debt | ' | 6,994 | ' | ' |
Interest | Series A Senior Subordinated Convertible Redeemable Debentures | ' | ' | ' | ' |
Conversion of debt | ' | 161,929 | ' | ' |
Common Stock | ' | ' | ' | ' |
Conversion of Stock, Shares Issued | ' | 28,842,370 | ' | ' |
Common Stock | Minimum | ' | ' | ' | ' |
Conversion Price | ' | $0.00 | ' | ' |
Common Stock | Maximum | ' | ' | ' | ' |
Conversion Price | ' | $0.01 | ' | ' |
Series B Preferred Stock | ' | ' | ' | ' |
Preferred Stock, Shares Authorized | ' | 2,000,000 | ' | ' |
Preferred Stock, Shares Outstanding | ' | 760,488 | ' | 561,704 |
Convertible Preferred Stock, Terms of Conversion | ' | 'Each share of Green’s Convertible Series B Preferred Stock has one vote per share and is convertible into $5.00 worth of common stock. The number of common shares received is based on the average closing bid market price of Green's common stock for the five days before conversion notice date by the shareholder. Convertible Series B Preferred Stock shareholders, at the option of Green, can receive cash or common stock upon conversion. | ' | ' |
Conversion of Stock, Shares Converted | ' | 33,672 | ' | ' |
Stock Issued During Period, Shares, New Issues | ' | 43,333 | ' | ' |
Proceeds from issuance of convertible series B preferred stock | ' | $75,000 | ' | ' |
Debt Conversion, Converted Instrument, Shares Issued | ' | 189,123 | ' | ' |
Convertible Supervoting | ' | ' | ' | ' |
Preferred Stock, Shares Authorized | ' | 10,000,000 | ' | 10,000,000 |
Preferred Stock, Par Value | ' | $0.00 | ' | $0.00 |
Convertible Preferred Stock, Shares Issued upon Conversion | ' | 100 | ' | ' |
Preferred Stock, Shares Outstanding | ' | 10,000,000 | ' | 10,000,000 |
Note_10_Concentration_of_Risk_
Note 10 - Concentration of Risk (Details) (Supplier Concentration Risk) | 9 Months Ended | |
Sep. 30, 2014 | Sep. 30, 2013 | |
Supplier Concentration Risk | ' | ' |
Concentration Risk, Percentage | 99.00% | 99.00% |
Note_11_Litigation_Details
Note 11 - Litigation (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 |
Pending Litigation | |||
Southridge Partners II, LP | |||
Debt Instrument, Face Amount | ' | ' | $75,000 |
Current portion of notes payable | 173,622 | 225,191 | 75,000 |
Net effect on company's equity if preferred stock converted to common stock | ' | ' | $0 |
Note_12_Going_Concern_Details
Note 12 - Going Concern (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Details | ' | ' |
Working Capital | ($545,703) | ' |
Accumulated deficit | ($3,054,222) | ($3,123,283) |