Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Aug. 19, 2015 | |
Document and Entity Information | ||
Entity Registrant Name | GREEN ENDEAVORS, INC. | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2015 | |
Amendment Flag | false | |
Entity Central Index Key | 1,487,997 | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 297,568,747 | |
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 | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Entity Incorporation, Date of Incorporation | Apr. 25, 2002 | |
Trading Symbol | grne |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 | |
Current Assets: | |||
Cash | $ 83,915 | $ 100,628 | |
Certificate of Deposit | 28,660 | ||
Accounts receivable | 11,518 | 15,764 | |
Inventory | 133,393 | 152,758 | |
Prepaid expenses | 22,630 | 22,800 | |
Notes receivable - current | 1,037 | ||
Total current assets | 252,493 | 320,610 | |
Property, plant, and equipment, net of accumulated depreciation of $795,597 and $727,328, respectively | 342,450 | 402,152 | |
Other assets | 24,475 | 24,475 | |
Total Assets | 619,418 | 747,237 | |
Current Liabilities: | |||
Accounts payable and accrued expenses | 394,314 | 336,569 | |
Deferred revenue | 60,393 | 62,755 | |
Deferred rent | 98,716 | 103,174 | |
Due to related parties | 108,751 | 77,132 | |
Derivative liability | 213,370 | 31,424 | |
Current portion of notes payable | 208,110 | 181,762 | |
Current portion of notes payable, related party | 67,439 | 52,250 | |
Current portion of capital lease obligations | 20,499 | 21,701 | |
Current portion of convertible notes payable, net of debt discount of $51,192 and $0, respectively | 81,808 | 110,000 | |
Total current liabilities | 1,253,400 | 976,767 | |
Long-Term Liabilities: | |||
Notes payable | 72,702 | 114,147 | |
Notes payable, related party | 17,749 | ||
Capital lease obligations | 3,765 | 12,945 | |
Convertible debentures, related party, net of debt discount of $35,479 and $41,741, respectively | 2,178,112 | 2,171,850 | |
Total long-term liabilities | 2,272,328 | 2,298,942 | |
Total Liabilities | 3,525,728 | 3,275,709 | |
Stockholders' Deficit: | |||
Preferred stock | [1],[2],[3] | 10,743 | 10,760 |
Common stock, $0.0001 par value, 10,000,000,000 shares authorized; 270,568,747 and 195,414,505 shares issued and outstanding at June 30, 2015, and December 31, 2014, respectively | 27,056 | 19,541 | |
Subscription receivable | (109,300) | ||
Additional paid-in capital | 1,000,035 | 643,547 | |
Accumulated deficit | (3,834,844) | (3,202,320) | |
Total stockholders' deficit | (2,906,310) | (2,528,472) | |
Total Liabilities and Stockholders' Deficit | 619,418 | 747,237 | |
Convertible Supervoting Preferred Stock | |||
Stockholders' Deficit: | |||
Preferred stock | 10,000 | 10,000 | |
Convertible Series B Preferred Stock | |||
Stockholders' Deficit: | |||
Preferred stock | $ 743 | $ 760 | |
Undesignated Preferred Stock | |||
Stockholders' Deficit: | |||
Preferred stock | |||
[1] | Convertible preferred series B stock - $0.001 par value, 2,000,000 shares authorized, 742,383 and 760,488 shares issued and outstanding at June 30, 2015, and December 31, 2014, respectively | ||
[2] | Convertible supervoting preferred stock, $0.001 par value, 10,000,000 shares authorized; 10,000,000 shares issued and outstanding at June 30, 2015 and December 31, 2014; no liquidation value | ||
[3] | Preferred, undesignated stock - $0.001 par value 3,000,000 shares authorized, no shares issued and outstanding at June 30, 2015, and December 31, 2014 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 |
Current portion | ||
Debt discount | $ 51,192 | $ 0 |
Non-current portion | ||
Debt discount | $ 35,479 | $ 41,741 |
Common Stock, Par Value | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized | 10,000,000,000 | 10,000,000,000 |
Common Stock, Shares Issued | 270,568,747 | 195,414,505 |
Common Stock, Shares Outstanding | 270,568,747 | 195,414,505 |
Accumulated Depreciation on Property, plant, and equipment | $ 795,597 | $ 727,328 |
Debt discount | $ 94,048 | |
Preferred Stock, Par Value | $ 0.001 | |
Preferred Stock, Shares Authorized | 15,000,000 | |
Convertible Supervoting Preferred Stock | ||
Preferred Stock, Par Value | $ 0.001 | $ 0.001 |
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 |
Preferred Stock, Liquidation Value | ||
Convertible Series B Preferred Stock | ||
Preferred Stock, Par Value | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 2,000,000 | 2,000,000 |
Preferred Stock, Shares Issued | 742,383 | 760,488 |
Preferred Stock, Shares Outstanding | 742,383 | 760,488 |
Undesignated Preferred Stock | ||
Preferred Stock, Par Value | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 3,000,000 | 3,000,000 |
Preferred Stock, Shares Issued | ||
Preferred Stock, Shares Outstanding |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Revenue: | ||||
Services, net of discounts | $ 551,140 | $ 628,859 | $ 1,055,657 | $ 1,245,426 |
Product, net of discounts | 207,252 | 217,550 | 404,491 | 438,448 |
Total revenue | 758,392 | 846,409 | 1,460,148 | 1,683,874 |
Costs and expenses: | ||||
Cost of services | 326,869 | 342,817 | 624,312 | 713,301 |
Cost of product | 118,516 | 136,704 | 228,801 | 265,507 |
Depreciation | 35,622 | 33,105 | 68,270 | 66,031 |
General and administrative | 422,605 | 313,426 | 887,098 | 668,688 |
Total costs and expenses | 903,612 | 826,052 | 1,808,481 | 1,713,527 |
Income (loss) from operations | (145,220) | 20,357 | (348,333) | (29,653) |
Other income (expenses): | ||||
Interest income | 2,458 | 210 | 3,567 | 417 |
Interest expense | (44,829) | (11,011) | (82,791) | (42,105) |
Interest expense, related parties | (47,212) | (48,595) | (92,951) | (98,360) |
Gain (loss) on derivative fair value adjustment | (51,500) | 24,254 | (81,880) | 32,020 |
Gain on settlement of debt | 71,025 | 205,200 | 110,220 | 212,194 |
Loss on settlement of subscription receivable | (139,304) | (139,304) | ||
Other expense | (146) | (1,141) | (1,052) | (2,397) |
Total other income (expenses) | (209,508) | 168,917 | (284,191) | 101,769 |
Income (loss) before income taxes | $ (354,728) | $ 189,274 | $ (632,524) | $ 72,116 |
Provision for income taxes | ||||
Net income (loss) | $ (354,728) | $ 189,274 | $ (632,524) | $ 72,116 |
Net income (loss) per common share - basic and diluted | ||||
Basic earnings per common share | $ 0 | $ 0 | $ 0 | $ 0 |
Basic Weighted-average common shares outstanding | 255,253,830 | 195,355,209 | 245,206,155 | 184,266,206 |
Diluted earnings per common share | $ 0 | $ 0 | ||
Diluted Weighted-average common shares outstanding | 255,253,830 | 2,106,065,006 | 245,206,155 | 2,094,976,002 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($) | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Cash Flows from Operating Activities: | ||
Net income (loss) | $ (632,524) | $ 72,116 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Depreciation | 68,270 | 66,031 |
Debt discount amortization | 49,118 | 25,791 |
Stock-based compensation | 124,405 | |
Gain on settlement of debt | (110,220) | (212,194) |
Loss on settlement of subscription receivable | 139,304 | |
(Gain) loss on derivative liability fair value adjustment | 81,880 | (32,020) |
Initial derivative expense | 6,018 | |
Changes in operating assets and liabilities: | ||
Accounts receivable | 4,246 | 4,805 |
Notes receivable | (1,037) | |
Certificate of deposit | 28,660 | |
Inventory | 19,365 | 6,887 |
Prepaid expenses | 170 | |
Other assets | (18,527) | |
Accounts payable and accrued expenses | 57,746 | 80,437 |
Due to related parties | 31,619 | 12,193 |
Deferred rent | (4,458) | (2,617) |
Deferred revenue | (2,362) | (10,250) |
Net cash used in operating activities | (139,800) | (7,348) |
Cash Flows from Investing Activities: | ||
Purchases of property, plant, and equipment | (8,567) | (19,473) |
Net cash used in investing activities | (8,567) | (19,473) |
Cash Flows from Financing Activities: | ||
Payments made on notes payable | (97,978) | (26,899) |
Payments made on notes payable, related party | (2,144) | (38,395) |
Payments made on capital lease obligations | (10,382) | (8,799) |
Proceeds from issuance of notes payable | 82,880 | 12,021 |
Proceeds from issuance of notes payable, related party | 35,082 | |
Proceeds from issuance of convertible notes payable | 98,000 | |
Proceeds from issuance of stock options | 26,196 | |
Proceeds from issuance of convertible series B preferred stock | 75,000 | |
Net cash provided by financing activities | 131,654 | 12,928 |
Capital decrease in cash | (16,713) | (13,893) |
Cash at beginning of period | 100,628 | 105,984 |
Cash at end of period | 83,915 | 92,091 |
Supplemental cash flow information: | ||
Cash paid during the period for: Interest | 89,192 | 11,120 |
Non-cash investing and financing activities: | ||
Debt discount on derivative liability, convertible notes | 94,048 | |
Conversion of Series B preferred shares to common stock | 492 | $ 2,850 |
Return of Series B preferred stock | 14 | |
Exercised options for stock subscription | 274,800 | |
Conversion of debt | $ 35,805 |
Note 1 - Nature of Operations a
Note 1 - Nature of Operations and Basis of Presentation | 6 Months Ended |
Jun. 30, 2015 | |
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 “OTC Pink” marketplace segment under the symbol GRNE. Green is a more than 50% controlled subsidiary of Sack Lunch Productions, Inc. (“SAKL”). Sack Lunch Productions, Inc. is listed at OTC Markets trading under the symbol SAKL and is not currently a reporting company. Previous to April 15, 2015, SAKL was known as Nexia Holdings, Inc. and was trading under its symbol NXHD. 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 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 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, 2014. 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 six months ended June 30, 2015, are not necessarily indicative of the results that may be expected for the 12 months ending December 31, 2015. Use of Estimates in the Preparation of the Financial Statements The 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 | 6 Months Ended |
Jun. 30, 2015 | |
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 June 30, 2015 and December 31, 2014, 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 six month periods ended June 30, 2015 and 2014, Green recorded depreciation expense of $68,270 and $66,031, 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 six month periods ended June 30, 2015 and 2014. 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 two primary 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. As of June 30, 2015 and December 31, 2014, deferred revenue was $60,393 and $62,755, respectively. Advertising The Company expenses advertising production costs as they are incurred and advertising communication costs the first time the advertising takes place. For the six month period ended June 30, 2015 and 2014, advertising costs amounted to $63,603 and $45,589, 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, SAKL, and therefore does not file an income tax return. Its financial amounts are consolidated into the SAKL income tax returns. As of June 30, 2015 and December 31, 2014, a 100% valuation allowance has been placed against the deferred tax asset and therefore is not reflected on the balance sheets. Net Loss Per Share Net loss per share is computed by dividing net 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 the six months ended June 30, 2015, 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 approximately 5,142,722,303 such potentially dilutive shares excluded as of June 30, 2015. Reclassification of Financial Statement Accounts Certain amounts in the December 31, 2014 financial statements have been reclassified to conform to the presentation in the June 30, 2015 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 | 6 Months Ended |
Jun. 30, 2015 | |
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, and all are considered finished goods. Inventory is carried at the lower of cost or market. As of June 30, 2015 and December 31, 2014, inventory amounted to $133,393 and $152,758, respectively. |
Note 4 - Property, Plant, and E
Note 4 - Property, Plant, and Equipment | 6 Months Ended |
Jun. 30, 2015 | |
Notes | |
Note 4 - Property, Plant, and Equipment | Note 4 – Property, Plant, and Equipment The following is a summary of Green’s Property, plant, and equipment by major category as of June 30, 2015: Cost Accumulated Depreciation Net Computer equipment and related software $39,247 $26,341 $12,906 Construction in process 1,512 - 1,512 Leasehold improvements 639,254 448,156 191,098 Furniture and fixtures 27,201 23,740 3,461 Leased equipment 76,298 46,433 29,865 Equipment 281,188 202,187 79,001 Vehicle 48,193 36,145 12,048 Signage 25,154 12,595 12,559 Total $1,138,047 $795,597 $342,450 The following is a summary of Green’s Property, plant, and equipment by major category as of December 31, 2014: Cost Accumulated Depreciation Net Computer equipment and related software $39,247 $22,189 $17,058 Construction in process 24,905 - 24,905 Leasehold improvements 625,004 410,010 214,994 Furniture and fixtures 27,201 22,117 5,084 Leased equipment 76,298 38,803 37,495 Equipment 263,478 190,114 73,364 Vehicle 48,193 32,703 15,490 Signage 25,154 11,392 13,762 Total $1,129,480 $727,328 $402,152 |
Note 5 - Fair Value Measurement
Note 5 - Fair Value Measurements | 6 Months Ended |
Jun. 30, 2015 | |
Notes | |
Note 5 - Fair Value Measurements | Note 5 – Fair Value Measurements Our financial assets and (liabilities) carried at fair value measured on a recurring basis as of June 30, 2015 and December 31, 2014, consisted of the following: Total fair Quoted prices Significant other Significant value at in active observable unobservable March 31, markets inputs inputs Description 2015 (Level) (Level 2) (Level) Derivative liability (1) $213,370 - $213,370 - Total fair Quoted prices Significant other Significant value at in active Observable unobservable December 31, markets Inputs inputs Description 2014 (Level) (Level 2) (Level) Derivative liability (1) $31,424 - $31,424 - (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 6 - Derivative liability) |
Note 6 - Derivative Liability
Note 6 - Derivative Liability | 6 Months Ended |
Jun. 30, 2015 | |
Notes | |
Note 6 - Derivative Liability | Note 6 – Derivative Liability As of June 30, 2015, the Company had a $213,370 derivative liability balance on the balance sheet, and for the six months ended June 30,. 2015, the Company recorded an $81,880 loss 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 matured 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). On June 30, 2015, Green marked-to-market the fair value of the derivative liabilities related to the Eastshore Note and determined an aggregate fair value of $61,470 and recorded a $30,046 loss from change in fair value of derivative for the six month period ended June 30, 2015. 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 192.84%, (3) risk-free interest rate of 0.11%, (4) expected life of .50 years, and (5) estimated fair value of Green’s common stock of $0.0020 per share. KBM Worldwide, Inc. As discussed in Note 8 – “Debt”, on January 26, 2015, Green issued a $64,000 Convertible Promissory Note to KBM Worldwide, Inc. (“KBM Note”) that matures October 28, 2015. The KBM 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 58% of the market price (a 42% discount) of an average of the three lowest trading price of Green’s common shares during the ten-day period ending one 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 KBM 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 KBM Note was $60,048. Of the total, $60,048 was recorded as a debt discount, which is up to but not more than the net proceeds of the note. $0 was charged to operations as non-cash interest expense. The fair value of $60,048 was recorded as a derivative liability on the balance sheet. The debt discount for the KBM Note is amortized over the life of the note (approximately nine months). On June 30, 2015, Green marked-to-market the fair value of the derivative liabilities related to the KBM Note and determined an aggregate fair value of $93,544 and recorded a $33,496 loss from change in fair value of derivative for the six month period ended June 30, 2015. 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 175.78%, (3) risk-free interest rate of 0.10%, (4) expected life of .33 years, and (5) estimated fair value of Green’s common stock of $0.0020 per share. LG Capital Funding, LLC As discussed in Note 8 – “Debt”, on March 25, 2015, Green issued a $34,000 Convertible Promissory Note to LG Capital Funding, LLC (“LGCF Note”) that matures March 25, 2016. The LGCF 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 58% of the market price (a 42% discount) of an average of the three lowest trading price of Green’s common shares during the eighteen-day period ending on 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 LGCF 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 LGCF Note was $40,018. Of the total, $34,000 was recorded as a debt discount, which is up to but not more than the net proceeds of the note. $6,018 was charged to operations as non-cash interest expense. The fair value of $40,018 was recorded as a derivative liability on the balance sheet. The debt discount for the LGCF Note is amortized over the life of the note (approximately twelve months). On June 30, 2015, Green marked-to-market the fair value of the derivative liabilities related to the LGCF Note and determined an aggregate fair value of $58,356 and recorded an $18,338 loss from change in fair value of derivative for the six month period ended June 30, 2015. 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 192.93%, (3) risk-free interest rate of 0.195%, (4) expected life of 0.74 years, and (5) estimated fair value of Green’s common stock of $0.0020 per share. |
Note 7 - Related Party Transact
Note 7 - Related Party Transactions | 6 Months Ended |
Jun. 30, 2015 | |
Notes | |
Note 7 - Related Party Transactions | Note 7 – Related Party Transactions On April 30, 2008, Green entered into a stock transfer agreement with its parent company SAKL and SAKL’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, SAKL 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, SAKL 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 June 30, 2015 and December 31, 2014, the entire amount is considered long-term. The following table shows the related party debenture and the amortized debt discount amounts: June 30, December 31, 2015 2014 Convertible Debenture - Related Party Principal amount $2,213,591 $2,213,591 Debt discount (35,479) (41,741) Convertible debenture, net of debt discount $2,178,112 $2,171,850 As of June 30, 2015 and December 31, 2014, the principal balance of related party convertible debentures was $2,213,591. As of June 30, 2015 the balance of accrued interest was $22,281 which is included in amounts due to related parties. As of June 30, 2015 and December 31, 2014, amounts due to related parties are $108,751 and $77,132, respectively. The $108,751 consists of $22,281 in accrued interest on the convertible debenture, $4,633 of accrued interest for the notes payable to Richard Surber, and $81,837 from various amounts owed to SAKL and its subsidiaries. The $77,132 consists of $3,704 of accrued interest for the note payable to Richard Surber and $73,428 from various amounts owed to SAKL's subsidiaries. Richard Surber is also providing his personal guaranty for several lines of credit and credit cards that are being utilized by the Company and its operating subsidiaries. In addition to the above, Mr. Surber is a personal guarantor to notes payable by the Company with remaining principal balances of $108,603. Subsequent to June 30, 2015, Mr. Surber continues to provide his personal guaranty for several lines of credit, credit cards, and loans that are being utilized by the Company and its subsidiaries. The total amount of these credit obligations could exceed the amount of $300,000 from time to time. On March 24, 2015, Green Endeavors, Inc. and Landis Salons, Inc. (the "Company") issued a promissory note to Richard Surber, President, CEO and Director of Green, in the principal amount of $25,082 for funds loaned. The note bears interest at the rate of 18% per annum, has a maturity date of March 12, 2018, and requires monthly payments of $806. The Company shall be credited for satisfaction of the note for any payment that it makes of a loan that Mr. Surber is obligated to pay to Upstart Network, Inc., the reported source of the funds loan to the Company by Mr. Surber. On May 6, 2015, Green Endeavors, Inc. and Landis Salons, Inc. (the "Company") issued a promissory note to Diversified Holdings X, Inc., a corporation owned solely by Richard Surber, President, CEO and Director of Green, in the principal amount of $10,000 for funds loaned. The note bears interest at the rate of 18%per annum, has a maturity date of May 6, 2016, and requires a single payment of $10,000 plus accrued interest. |
Note 8 - Debt
Note 8 - Debt | 6 Months Ended |
Jun. 30, 2015 | |
Notes | |
Note 8 - Debt | Note 8 –Debt During the six month period ending June 30, 2015, the Company has entered into five new loan agreements in the total amount of $215,962. A summary of the new note payable as of June 30, 2015 and December 31, 2014 is as follows: Interest Maturity June 30, December 31, Creditor Rate Date 2015 2014 American Express Bank, FSB (1) 11.13% 2/3/2017 $ 67,337 $ - Total 67,337 - Less: Current portion (40,223) - Long-term portion $ 27,113 $ - A summary of the new convertible notes payable as of June 30, 2015 and December 31, 2014 is as follows: Interest Maturity June 30, December 31, Creditor Rate Date 2015 2014 KBM Worldwide, Inc. (2) 8.00% 10/28/2015 $ 64,000 $ - LG Capital Funding, LLC (3) 8.00% 3/25/2016 34,000 - Debt discount - convertible notes, net (51,192) - Total, net 46,808 - Less: Current portion (46,808) - Long-term portion $ - $ - A summary of the new related party note payable as of June 30, 2015 and December 31, 2014 is as follows: Interest Maturity June 30, December 31, Creditor Rate Date 2015 2014 Richard D. Surber (related party) (4) 18.00% 3/12/2018 $ 23,629 $ - Diversified Holdings X, Inc. (5) 18.00% 5/06/2016 9,309 - Total 32,938 - Less: Current portion (15,189) - Long-term portion $ 17,749 $ - (1) On February 3, 2015, the Landis Salons II, Inc. entered into a loan agreement with American Express Bank, FSB in the amount of $74,000. The note is a merchant account financing arrangement wherein Landis repays the loan at the rate of 30% of the American Express credit card sales receipts that are collected each month. The loan requires a prepaid interest charge that is 12% ($8,880) of the $74,000 loan amount. These financing costs are being amortized monthly to interest expense during the two year term of the loan. The total amount due at the inception date is $82,880. As of June 30, 2015, the loan balance was $67,337. Payments made during the six months ended June 30, 2015, amounted to $15,544. (2) On January 26, 2015, pursuant to a Securities Purchase Agreement, Green issued a $64,000 Convertible Promissory Note (the "Note") to KBM Worldwide, Inc. (“KBM”) that matures October 28, 2015. The 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 58%of the market price (a 42% discount) of the average of the three lowest trading price of Green’s common shares during the ten-day period ending one trading day prior to the date of the conversion, subject to a limitation that KBM and its affiliates cannot at any time hold, as a result of conversion, more than 9.99% of the outstanding common stock of Green. 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 KBM 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 KBM note was $60,048, which was recorded on the balance sheet. $60,048 was recorded as a debt discount on the balance sheet and $0 was recorded as a credit to non-cash interest expense. As of June 30, 2015, the balance of the note was $64,000 and the balance of the debt discount was $26,203. No payments were made on the note during the six months ended June 30, 2015. (3) On March 25, 2015, pursuant to a Securities Purchase Agreement, Green issued a $34,000 Convertible Promissory Note (the "Note") to LG Capital Funding, LLC (“LGCF") that matures March 25, 2016. The 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 58% of the market price (a 42% discount) of an average of the three lowest trading price of Green’s common shares during the eighteen-day period ending on the date of the conversion, subject to a limitation that LGCF and its affiliates cannot at any time hold, as a result of conversion, more than 9.99% of the outstanding common stock of Green. 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 LGCF 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 LGCF note was $40,018, which was recorded on the balance sheet. $34,000 was recorded as a debt discount on the balance sheet and $6,018 was recorded as non-cash interest expense. As of June 30, 2015, none of the note had been converted into shares of common stock. As of June 30, 2015, the balance of the note was $34,000 and the balance of the debt discount was $24,989. No payments have been made on the note as of June 30, 2015. 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. As a result, 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 (see Note 6 - Derivative Liability). (4) On March 24, 2015, Green Endeavors, Inc. and Landis Salons, Inc. (the "Company") issued a promissory note to Richard Surber, President, CEO and Director of Green, in the principal amount of $25,082 for funds loaned. The note bears interest at the rate of 18% per annum, has a maturity date of March 12, 2018, and requires monthly payments of $806. The Company shall be credited for satisfaction of the note for any payment that it makes of a loan that Mr. Surber is obligated to pay to Upstart Network, Inc., the reported source of the funds loan to the Company by Mr. Surber. As of June 30, 2015, the balance of the note was $23,629. Payments made during the six months ended June 30, 2015, amounted to $1,453. (5) On May 6, 2015, Landis Salons, Inc. (the "Company") issued a promissory note to Diversified Holdings X, Inc. a corporation solely owned by Richard Surber, President, CEO and Director of Green, in the principal amount of $10,000 for funds loaned. The note bears interest at the rate of 18%per annum, has a maturity date of May 6, 2016, and requires a single payment of $10,000 plus accrued interest. As of June 30, 2015, the balance of the note was $9,309. Payments made during the six months ended June 30, 2015, amounted to $691. Mr. Surber is also providing his personal guaranty for several lines of credit and credit cards that are being utilized by the company and its operating subsidiaries. As of June 30, 2015, Mr. Surber is a personal guarantor to various notes payable by the Company with remaining principal balances of $108,603. Subsequent to June 30, 2015, Mr. Surber continues to provide his personal guaranty for several lines of credit, credit cards, and loans that are being utilized by the Company and its subsidiaries. The total amount of these credit obligations could exceed the amount of $300,000 from time to time. |
Note 9 - Settlement of Converti
Note 9 - Settlement of Convertible Note Payable | 6 Months Ended |
Jun. 30, 2015 | |
Notes | |
Note 9 - Settlement of Convertible Note Payable | Note 9 – Settlement of Convertible Note Payable On January 13, 2015, Green Endeavors entered into a Settlement Agreement and Release for the litigation between itself and Southridge Partners as described in Note 10 below (also see 10-K, filed April 7, 2015 for years ending December 31, 2014 and 2013, Note 14 – Litigation). The settlement required that Southridge deliver to Green 14,205 shares of Green's series B preferred convertible stock and deliver, release, and mark satisfied in full the August 15, 2013, $75,000 promissory note that Green had issued to Southridge for a value of $71,025. In return, on January 14, 2015 Green issued to Southridge 10,230,000 shares of its common stock at a price of $0.0035 for a value of $35,805, resulting in a non-cash gain on settlement of debt of $110,220. Certain portions were classified in the three months ended June 30, 2015 as a correction to properly value the gain on settlement. |
Note 10 - Stockholders' Deficit
Note 10 - Stockholders' Deficit | 6 Months Ended |
Jun. 30, 2015 | |
Notes | |
Note 10 - Stockholders' Deficit | Note 10 – 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 June 30, 2015, 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 six month period ended June 30, 2015, there were no issuances or conversions of Convertible Supervoting Preferred shares. As of both June 30, 2015 and December 31, 2014, Green had 10,000,000 shares of Convertible Supervoting Preferred stock issued and outstanding. 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. On January 13, 2015, Green Endeavors entered into a Settlement Agreement and Release for the litigation between itself and Southridge Partners as described in Note 9 above. The settlement required that Southridge deliver to Green 14,205 shares of Green's series B preferred convertible stock and deliver, release, and mark satisfied in full the August 15, 2013, $75,000 promissory note that Green had issued to Southridge. In return, on January 14, 2015 Green issued to Southridge 10,230,000 shares of its common stock at a price of $0.0035 as a partial non-cash payment of the promissory note, resulting in a non-cash gain on settlement of debt of $110,220. On January 23, 2015, the Board of Directors approved the conversions of 3,900 shares of Series B Preferred shares into 4,924,242 shares of Common Stock. The shares were converted at prices per share of approximately $0.00396 based on the conversion provisions for the Convertible Series B Preferred Stock designation. As of June 30, 2015 and December 31, 2014, Green had 742,383 and 760,488 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 June 30, 2015 and December 31, 2014, Green had 270,568,747 and 195,414,505 shares of common stock issued and outstanding, respectively. This 75,154,242 increase of common shares is due to the conversion of 3,900 shares of Convertible Series B Preferred stock into 4,924,242 shares of Common Stock mentioned above; the partial conversion of the $75,000 promissory note to 10,230,000 shares mentioned above; and the exercising of 60,000,000 options issued (see Note 11 – Stock Based Compensation). |
Note 11 - Stock-based Compensat
Note 11 - Stock-based Compensation | 6 Months Ended |
Jun. 30, 2015 | |
Notes | |
Note 11 - Stock-based Compensation | Note 11 – Stock-Based Compensation On December 2, 2011, the Board of Directors approved a stock-based compensation program entitled The 2011 Benefit Plan of Green Endeavors, Inc. (the “Plan”) wherein common stock options are granted to employees. A total of 1,500,000 shares of the Green’s common stock (par value $0.0001) are authorized to be issued or granted to employees (“Employees”) under the Plan. Employees include actual employees or certain non-employee, consultants and advisors of Green, its subsidiaries, and parent company. The Plan is designed to attract and retain employees. On January 21, 2015, the Board of Directors approved a stock-based compensation plan entitled The 2015 Benefit Plan of Green Endeavors Inc. (the “2015 Plan”) wherein common stock options are granted to employees of the Company. A total of 80,000,000 shares of the Company’s common stock (par value $0.0001) are authorized to be issued or granted to employees under the 2015 Plan. Employees as designated by the 2015 Plan include actual employees and others, consultants and advisors to the Company, its subsidiaries and the parent company. The 2015 Plan is designed to attract and retain employees. As of June 30, 2015, the Company has granted 60,000,000 stock options to four employees and one independent contractor for services provided to the Company. The stock based-compensation expense of $124,405 was accounted for under the fair value method of accounting using a Black-Scholes valuation model to measure stock option expense at the date of grant. The weighted average components used for the calculation of the fair value for the options granted were approximately between: $0.0032 - $0.0060 exercise price, one year term, 160.93% - 164.25% volatility, and 0.17% - 0.26% risk free rates. Under the 2015 Plan, the Company has granted stock options to four employees and one independent contractor during the six months ended June 30, 2015 at option prices ranging from $0.0032 to $0.0060 per share for an aggregate of 60,000,000 shares. Each of the four employees and the consultant exercised the options on the same day they were granted by each issuing a promissory note to the Company in the aggregate amount of $274,800 appearing on the balance sheet as subscription receivable. The promissory notes mature 12 months from their issuance date and the Company is entitled to 4% interest per annum. The accrued interest receivable is included in notes receivable – current. For the six months ended June 30, 2015, there were no expired or cancelled grants. As of June 30, 2015, there were 20,000,000 and 470,000 shares available for future stock-based compensation grants between the 2015 plan and the 2011 plan, respectively. Subsequent to June 30, 2015, management determined that a portion of the subscription receivable would be uncollectible due to the difference between exercise and market prices of the options granted. The company executed forgiveness of the remainder on three subscriptions receivable in the aggregate amount of $139,304. This amount has been allowed for and is reflected on the income statement under Loss on settlement of subscription receivable. The settlements and release of claim were executed between July 8, 2015 and August 12, 2015. (See also Note 15 – Subsequent events.) |
Note 12 - Litigation
Note 12 - Litigation | 6 Months Ended |
Jun. 30, 2015 | |
Notes | |
Note 12 - Litigation | Note 12 – Litigation Southridge Partners II, LP, v. Green Endeavors, Inc. |
Note 13 - Concentration of Risk
Note 13 - Concentration of Risk | 6 Months Ended |
Jun. 30, 2015 | |
Notes | |
Note 13 - Concentration of Risk | Note 13 – 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 six months ended June 30, 2015 and for the year ended December 31, 2014 accounted for approximately 99% and 99%, respectively, of salon products purchased. Market or Geographic Area Concentrations 100% of the Company's sales are in the salon services and products market and are concentrated in the Salt Lake City, Utah geographic area. |
Note 14 - Going Concern
Note 14 - Going Concern | 6 Months Ended |
Jun. 30, 2015 | |
Notes | |
Note 14 - Going Concern | Note 14 – 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 six months ended June 30, 2015, Green had negative working capital of $1,000,907 and a net loss of $632,524, respectively, 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 15 - Subsequent Events
Note 15 - Subsequent Events | 6 Months Ended |
Jun. 30, 2015 | |
Notes | |
Note 15 - Subsequent Events | Note 15 – 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. On July 8, 2015, the Board of Directors approved the conversions of 5,076 shares of Series B Preferred shares into 13,500,000 shares of Common Stock. The shares were converted at prices per share of approximately $0.00188 based on the conversion provisions for the Convertible Series B Preferred Stock designation. On July 8, 2015, the Board of Directors approved a settlement where $34,330 of the subscription receivable was forgiven and accepted $20,040 as payment in full. On July 9, 2015, the Board of Directors approved an amendment to the stock-based compensation plan entitled The 2015 Benefit Plan of Green Endeavors Inc. (the “2015 Plan”) wherein common stock options are granted to employees of the Company. A total of 100,000,000 additional shares of the Company’s common stock (par value $0.0001) are authorized to be issued or granted to employees under the Amendment to the 2015 Plan. On July 9, 2015 the Board of Directors approved a grant of 13,500,000 shares pursuant to the S-8 Registration Statement and 2015 Benefit Plan of Green Endeavors Inc. The shares were issued based on an option price of $0.0015 per share. The employee exercised the options on the same day they were granted by issuing a promissory note to the Company that will appear on the balance sheet as a subscription receivable. The promissory note matures 12 months from its issuance date and the Company is entitled to 4% interest per annum. On July 29, 2015, the Board of Directors approved a settlement on $72,000 subscription receivable for payments of $24,200 as satisfaction in full. On July 29, 2015, pursuant to a Securities Purchase Agreement, Green issued a $200,000 Convertible Promissory Note (the "Note") to JMJ Financial (“JMJ”) that matures two years from the date of each funding. The Note bears interest at a rate of 0% per annum for the first 90 days and 12% per annum thereafter, and can be convertible into Green’s common shares, at the holder’s option, at the conversion rate of 60% of the market price (a 40% discount) of the lowest trading price of Green’s common shares during the twenty-day period ending one trading day prior to the date of the conversion, or $0.002, whichever is lesser, subject to a limitation that JMJ and its affiliates cannot at any time hold, as a result of conversion, more than 9.99% of the outstanding common stock of Green. On August 12, 2015, the Board of Directors approved a settlement on $72,000 subscription receivable for payments of $17,542 as satisfaction in full. |
Note 2 - Summary of Significa21
Note 2 - Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
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 June 30, 2015 and December 31, 2014, 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 six month periods ended June 30, 2015 and 2014, Green recorded depreciation expense of $68,270 and $66,031, 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 six month periods ended June 30, 2015 and 2014. |
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 two primary 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. GreenÂ’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. As of June 30, 2015 and December 31, 2014, deferred revenue was $60,393 and $62,755, respectively. |
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 six month period ended June 30, 2015 and 2014, advertising costs amounted to $63,603 and $45,589, 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 GreenÂ’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, SAKL, and therefore does not file an income tax return. Its financial amounts are consolidated into the SAKL income tax returns. As of June 30, 2015 and December 31, 2014, a 100% valuation allowance has been placed against the deferred tax asset and therefore is not reflected on the balance sheets. |
Net Loss Per Share | Net Loss Per Share Net loss per share is computed by dividing net 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 the six months ended June 30, 2015, 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 approximately 5,142,722,303 such potentially dilutive shares excluded as of June 30, 2015. |
Reclassification of Financial Statement Accounts | Reclassification of Financial Statement Accounts Certain amounts in the December 31, 2014 financial statements have been reclassified to conform to the presentation in the June 30, 2015 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 GreenÂ’s consolidated financial position, results of operations or cash flows upon adoption. |
Note 4 - Property, Plant, and22
Note 4 - Property, Plant, and Equipment: Schedule of Property, Plant and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Tables/Schedules | |
Schedule of Property, Plant and Equipment | The following is a summary of GreenÂ’s Property, plant, and equipment by major category as of June 30, 2015: Cost Accumulated Depreciation Net Computer equipment and related software $39,247 $26,341 $12,906 Construction in process 1,512 - 1,512 Leasehold improvements 639,254 448,156 191,098 Furniture and fixtures 27,201 23,740 3,461 Leased equipment 76,298 46,433 29,865 Equipment 281,188 202,187 79,001 Vehicle 48,193 36,145 12,048 Signage 25,154 12,595 12,559 Total $1,138,047 $795,597 $342,450 The following is a summary of GreenÂ’s Property, plant, and equipment by major category as of December 31, 2014: Cost Accumulated Depreciation Net Computer equipment and related software $39,247 $22,189 $17,058 Construction in process 24,905 - 24,905 Leasehold improvements 625,004 410,010 214,994 Furniture and fixtures 27,201 22,117 5,084 Leased equipment 76,298 38,803 37,495 Equipment 263,478 190,114 73,364 Vehicle 48,193 32,703 15,490 Signage 25,154 11,392 13,762 Total $1,129,480 $727,328 $402,152 |
Note 5 - Fair Value Measureme23
Note 5 - Fair Value Measurements: Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Tables/Schedules | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | Our financial assets and (liabilities) carried at fair value measured on a recurring basis as of June 30, 2015 and December 31, 2014, consisted of the following: Total fair Quoted prices Significant other Significant value at in active observable unobservable March 31, markets inputs inputs Description 2015 (Level) (Level 2) (Level) Derivative liability (1) $213,370 - $213,370 - Total fair Quoted prices Significant other Significant value at in active Observable unobservable December 31, markets Inputs inputs Description 2014 (Level) (Level 2) (Level) Derivative liability (1) $31,424 - $31,424 - (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 6 - Derivative liability) |
Note 7 - Related Party Transa24
Note 7 - Related Party Transactions: Schedule of Related Partiy Debentures (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Tables/Schedules | |
Schedule of Related Partiy Debentures | The following table shows the related party debenture and the amortized debt discount amounts: June 30, December 31, 2015 2014 Convertible Debenture - Related Party Principal amount $2,213,591 $2,213,591 Debt discount (35,479) (41,741) Convertible debenture, net of debt discount $2,178,112 $2,171,850 |
Note 8 - Debt_ Schedule of Note
Note 8 - Debt: Schedule of Notes Payable (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Tables/Schedules | |
Schedule of Notes Payable | A summary of the new note payable as of June 30, 2015 and December 31, 2014 is as follows: Interest Maturity June 30, December 31, Creditor Rate Date 2015 2014 American Express Bank, FSB (1) 11.13% 2/3/2017 $ 67,337 $ - Total 67,337 - Less: Current portion (40,223) - Long-term portion $ 27,113 $ - A summary of the new convertible notes payable as of June 30, 2015 and December 31, 2014 is as follows: Interest Maturity June 30, December 31, Creditor Rate Date 2015 2014 KBM Worldwide, Inc. (2) 8.00% 10/28/2015 $ 64,000 $ - LG Capital Funding, LLC (3) 8.00% 3/25/2016 34,000 - Debt discount - convertible notes, net (51,192) - Total, net 46,808 - Less: Current portion (46,808) - Long-term portion $ - $ - A summary of the new related party note payable as of June 30, 2015 and December 31, 2014 is as follows: Interest Maturity June 30, December 31, Creditor Rate Date 2015 2014 Richard D. Surber (related party) (4) 18.00% 3/12/2018 $ 23,629 $ - Diversified Holdings X, Inc. (5) 18.00% 5/06/2016 9,309 - Total 32,938 - Less: Current portion (15,189) - Long-term portion $ 17,749 $ - |
Note 1 - Nature of Operations26
Note 1 - Nature of Operations and Basis of Presentation (Details) - shares | 6 Months Ended | |
Jun. 30, 2015 | Dec. 31, 2014 | |
Entity Incorporation, Date of Incorporation | Apr. 25, 2002 | |
Common Stock, Shares Authorized | 10,000,000,000 | 10,000,000,000 |
Preferred Stock, Shares Authorized | 15,000,000 | |
Landis Salons Inc | ||
Entity Incorporation, Date of Incorporation | May 4, 2005 | |
Landis Salons II Inc | ||
Entity Incorporation, Date of Incorporation | Mar. 17, 2010 | |
Landis Experience Center LLC | ||
Entity Incorporation, Date of Incorporation | Jan. 23, 2012 | |
Nexia Holdings, Inc. | ||
Ownership percentage of controlling interest | 50.00% | |
Undesignated Preferred Stock | ||
Preferred Stock, Shares Authorized | 3,000,000 | |
Convertible Series B Preferred Stock | ||
Preferred Stock, Shares Authorized | 2,000,000 | |
Convertible Supervoting Preferred Stock | ||
Preferred Stock, Shares Authorized | 10,000,000 |
Note 2 - Summary of Significa27
Note 2 - Summary of Significant Accounting Policies: Cash and Cash Equivalents (Details) - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 |
Details | ||
Cash Equivalents | $ 0 | $ 0 |
Note 2 - Summary of Significa28
Note 2 - Summary of Significant Accounting Policies: Property, Plant, and Equipment (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Depreciation | $ 35,622 | $ 33,105 | $ 68,270 | $ 66,031 |
Leasehold Improvements | ||||
Property, Plant and Equipment, Estimated Useful Lives | Shorter of the lease term or the estimated useful life | |||
Computer Equipment and Related Software | ||||
Estimated Useful Life | 3 years | |||
Furniture and Fixtures | Minimum | ||||
Estimated Useful Life | 3 years | |||
Furniture and Fixtures | Maximum | ||||
Estimated Useful Life | 10 years | |||
Equipment | Minimum | ||||
Estimated Useful Life | 3 years | |||
Equipment | Maximum | ||||
Estimated Useful Life | 10 years | |||
Vehicles | ||||
Estimated Useful Life | 7 years | |||
Signage | ||||
Estimated Useful Life | 10 years |
Note 2 - Summary of Significa29
Note 2 - Summary of Significant Accounting Policies: Long-Lived Assets (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Details | ||
Impairment of Long-Lived Assets | $ 0 | $ 0 |
Note 2 - Summary of Significa30
Note 2 - Summary of Significant Accounting Policies: Deferred Revenue (Details) - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 |
Details | ||
Deferred revenue | $ 60,393 | $ 62,755 |
Note 2 - Summary of Significa31
Note 2 - Summary of Significant Accounting Policies: Advertising (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Details | ||
Advertising Costs | $ 63,603 | $ 45,589 |
Note 2 - Summary of Significa32
Note 2 - Summary of Significant Accounting Policies: Net Loss Per Share (Details) | 6 Months Ended |
Jun. 30, 2015shares | |
Details | |
Antidilutive Securities, Excluded from Earnings Per Share | 5,142,722,303 |
Note 3 - Inventory (Details)
Note 3 - Inventory (Details) - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 |
Details | ||
Inventory | $ 133,393 | $ 152,758 |
Note 4 - Property, Plant, and34
Note 4 - Property, Plant, and Equipment: Schedule of Property, Plant and Equipment (Details) - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 |
Cost | $ 1,138,047 | $ 1,129,480 |
Accumulated Depreciation | 795,597 | 727,328 |
Net | 342,450 | 402,152 |
Computer Equipment and Related Software | ||
Cost | 39,247 | 39,247 |
Accumulated Depreciation | 26,341 | 22,189 |
Net | 12,906 | 17,058 |
Construction In Process | ||
Cost | 1,512 | 24,905 |
Accumulated Depreciation | 0 | 0 |
Net | 1,512 | 24,905 |
Leasehold Improvements | ||
Cost | 639,254 | 625,004 |
Accumulated Depreciation | 448,156 | 410,010 |
Net | 191,098 | 214,994 |
Furniture and Fixtures | ||
Cost | 27,201 | 27,201 |
Accumulated Depreciation | 23,740 | 22,117 |
Net | 3,461 | 5,084 |
Leased Equipment | ||
Cost | 76,298 | 76,298 |
Accumulated Depreciation | 46,433 | 38,803 |
Net | 29,865 | 37,495 |
Equipment | ||
Cost | 281,188 | 263,478 |
Accumulated Depreciation | 202,187 | 190,114 |
Net | 79,001 | 73,364 |
Vehicles | ||
Cost | 48,193 | 48,193 |
Accumulated Depreciation | 36,145 | 32,703 |
Net | 12,048 | 15,490 |
Signage | ||
Cost | 25,154 | 25,154 |
Accumulated Depreciation | 12,595 | 11,392 |
Net | $ 12,559 | $ 13,762 |
Note 5 - Fair Value Measureme35
Note 5 - Fair Value Measurements: Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis (Details) - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 |
Derivative liability | $ 213,370 | $ 31,424 |
Fair Value, Inputs, Level 1 | ||
Derivative liability | 0 | 0 |
Fair Value, Inputs, Level 2 | ||
Derivative liability | 213,370 | 31,424 |
Fair Value, Inputs, Level 3 | ||
Derivative liability | $ 0 | $ 0 |
Note 6 - Derivative Liability (
Note 6 - Derivative Liability (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2012 | Mar. 31, 2015 | Mar. 25, 2015 | Jan. 26, 2015 | Dec. 31, 2014 | Aug. 17, 2012 | |
Derivative liability | $ 213,370 | $ 213,370 | $ 31,424 | |||||||
Gain (loss) on derivative fair value adjustment | (51,500) | $ 24,254 | (81,880) | $ 32,020 | ||||||
Debt Discount | 94,048 | 94,048 | ||||||||
Interest expense | 44,829 | $ 11,011 | 82,791 | $ 42,105 | ||||||
Convertible Debt Securities | ||||||||||
Debt Discount | (51,192) | (51,192) | $ 0 | |||||||
Eastshore Note | ||||||||||
Derivative liability | $ 63,636 | |||||||||
Gain (loss) on derivative fair value adjustment | $ (30,046) | |||||||||
Fair Value Measurements, Valuation Techniques | Black-Scholes option pricing model | |||||||||
Fair Value of Derivative Liability | 61,470 | $ 61,470 | 63,636 | |||||||
Debt Discount | 35,000 | |||||||||
Interest Expense, Debt | $ 28,636 | |||||||||
Dividend yield | 0.00% | |||||||||
Expected volatility | 192.84% | |||||||||
Risk-free interest rate | 0.11% | |||||||||
Expected life | 6 months | |||||||||
Estimated fair value of Green's common stock | $ 0.0020 | |||||||||
Eastshore Note | Convertible Debt Securities | ||||||||||
Debt Instrument, Face Amount | $ 35,000 | |||||||||
Maturity Date of Promissory Note | Aug. 17, 2014 | |||||||||
Stated Interest Rate, Percentage | 8.00% | |||||||||
KBM Worldwide Note | ||||||||||
Gain (loss) on derivative fair value adjustment | $ (33,496) | |||||||||
Fair Value Measurements, Valuation Techniques | Black-Scholes option pricing model | |||||||||
Fair Value of Derivative Liability | 93,544 | $ 93,544 | $ 60,048 | |||||||
Debt Discount | $ 26,203 | $ 26,203 | 60,048 | |||||||
Dividend yield | 0.00% | |||||||||
Expected volatility | 175.78% | |||||||||
Risk-free interest rate | 0.10% | |||||||||
Expected life | 3 months 29 days | |||||||||
Estimated fair value of Green's common stock | $ 0.0020 | $ 0.0020 | ||||||||
Interest expense | $ 0 | |||||||||
KBM Worldwide Note | Convertible Debt Securities | ||||||||||
Debt Instrument, Face Amount | $ 64,000 | |||||||||
Maturity Date of Promissory Note | Oct. 28, 2015 | |||||||||
Stated Interest Rate, Percentage | 8.00% | |||||||||
Convertible Promissory Note, Terms of Conversion | convertible into Green's common shares, at the holder's option, at the conversion rate of 58% of the market price (a 42% discount) of an average of the three lowest trading price of Green's common shares during the ten-day period ending one day prior to the date of the conversion | |||||||||
LG Capital Funding Note | ||||||||||
Gain (loss) on derivative fair value adjustment | $ (18,338) | |||||||||
Fair Value Measurements, Valuation Techniques | Black-Scholes option pricing model | |||||||||
Fair Value of Derivative Liability | $ 58,356 | $ 58,356 | $ 40,018 | |||||||
Debt Discount | 34,000 | |||||||||
Dividend yield | 0.00% | |||||||||
Expected volatility | 192.93% | |||||||||
Risk-free interest rate | 0.20% | |||||||||
Expected life | 8 months 26 days | |||||||||
Estimated fair value of Green's common stock | $ 0.0020 | $ 0.0020 | ||||||||
Interest expense | $ (6,018) | |||||||||
LG Capital Funding Note | Convertible Debt Securities | ||||||||||
Debt Instrument, Face Amount | $ 34,000 | |||||||||
Maturity Date of Promissory Note | Mar. 25, 2016 | |||||||||
Stated Interest Rate, Percentage | 8.00% | |||||||||
Debt Discount | $ 24,989 | $ 24,989 | $ 34,000 | |||||||
Convertible Promissory Note, Terms of Conversion | convertible into Green’s common shares, at the holder’s option, at the conversion rate of 58% of the market price (a 42% discount) of an average of the three lowest trading price of Green’s common shares during the eighteen-day period ending on the date of the conversion |
Note 7 - Related Party Transa37
Note 7 - Related Party Transactions (Details) - USD ($) | 6 Months Ended | 12 Months Ended | |||||
Jun. 30, 2015 | Dec. 31, 2010 | Dec. 31, 2009 | May. 06, 2015 | Mar. 24, 2015 | Dec. 31, 2014 | Apr. 30, 2008 | |
Debt Discount | $ 94,048 | ||||||
Conversion of debt | 35,805 | ||||||
Notes payable, related party | 17,749 | ||||||
Notes payable | 72,702 | $ 114,147 | |||||
Interest Payable, Current | 22,281 | ||||||
Due to related parties | 108,751 | 77,132 | |||||
Sack Lunch Productions, Inc. | |||||||
Due to related parties | 81,837 | 73,428 | |||||
Diversified Holdings X, Inc. | |||||||
Stated Interest Rate, Percentage | 18.00% | ||||||
Debt Instrument, Face Amount | $ 10,000 | ||||||
Principal Amount | $ 9,309 | ||||||
Maturity Date of Promissory Note | May 6, 2016 | ||||||
Richard Surber | |||||||
Stated Interest Rate, Percentage | 18.00% | ||||||
Debt Instrument, Face Amount | $ 25,082 | ||||||
Notes payable | $ 17,749 | 0 | |||||
Principal Amount | 23,629 | ||||||
Line of Credit, Current | $ 108,603 | ||||||
Maturity Date of Promissory Note | Mar. 12, 2018 | ||||||
Debt Instrument, Frequency of Periodic Payment | monthly | ||||||
Principal Payments on Note, Amount | $ 806 | ||||||
Nexia Holdings, Inc. | |||||||
Line of Credit, Current | 108,603 | ||||||
Interest | |||||||
Due to related parties | 22,281 | ||||||
Interest | Richard Surber | |||||||
Due to related parties | $ 4,633 | $ 3,704 | |||||
Stock Transfer Agreement | |||||||
Stated Interest Rate, Percentage | 8.00% | ||||||
Debt Instrument, Face Amount | $ 3,000,000 | ||||||
Convertible Promissory Note, Terms of Conversion | 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 | $ 150,000 | ||||||
Debt Discount Amortization Period | 10 years | ||||||
Conversion of debt | $ 125,000 | ||||||
Repayments of Debt | $ 15,200 | ||||||
Debt instrument, holdings sold to unrelated parties for cash | 500,000 | ||||||
Notes payable, related party | 2,359,800 | ||||||
Notes payable | 500,000 | ||||||
Principal Amount | $ 2,859,800 |
Note 7 - Related Party Transa38
Note 7 - Related Party Transactions: Schedule of Related Partiy Debentures (Details) - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 |
Convertible debentures, net of debt discount | $ 2,178,112 | $ 2,171,850 |
Convertible Debenture - Related Party | ||
Principal Amount | 2,213,591 | 2,213,591 |
Debt discount | $ (35,479) | $ (41,741) |
Note 8 - Debt (Details)
Note 8 - Debt (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||||||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | May. 06, 2015 | Mar. 25, 2015 | Mar. 24, 2015 | Feb. 03, 2015 | Jan. 26, 2015 | Dec. 31, 2014 | |
Outstanding Loans | $ 215,962 | $ 215,962 | ||||||||
Payments made on notes payable | 97,978 | $ 26,899 | ||||||||
Debt Discount | 94,048 | 94,048 | ||||||||
Interest expense | 44,829 | $ 11,011 | 82,791 | $ 42,105 | ||||||
Richard Surber | ||||||||||
Debt Instrument, Face Amount | $ 25,082 | |||||||||
Stated Interest Rate, Percentage | 18.00% | |||||||||
Principal Amount | 23,629 | 23,629 | ||||||||
Payments made on notes payable | $ 1,453 | |||||||||
Maturity Date of Promissory Note | Mar. 12, 2018 | |||||||||
Debt Instrument, Frequency of Periodic Payment | monthly | |||||||||
Principal Payments on Note, Amount | $ 806 | |||||||||
Line of Credit, Current | 108,603 | 108,603 | ||||||||
Convertible Debt Securities | ||||||||||
Debt Discount | (51,192) | (51,192) | $ 0 | |||||||
KBM Worldwide Note | ||||||||||
Principal Amount | 64,000 | 64,000 | ||||||||
Fair Value of Derivative Liability | 93,544 | 93,544 | $ 60,048 | |||||||
Debt Discount | 26,203 | 26,203 | 60,048 | |||||||
Interest expense | $ 0 | |||||||||
KBM Worldwide Note | Convertible Debt Securities | ||||||||||
Debt Instrument, Face Amount | $ 64,000 | |||||||||
Stated Interest Rate, Percentage | 8.00% | |||||||||
Maturity Date of Promissory Note | Oct. 28, 2015 | |||||||||
Convertible Promissory Note, Terms of Conversion | convertible into Green's common shares, at the holder's option, at the conversion rate of 58% of the market price (a 42% discount) of an average of the three lowest trading price of Green's common shares during the ten-day period ending one day prior to the date of the conversion | |||||||||
LG Capital Funding Note | ||||||||||
Fair Value of Derivative Liability | 58,356 | $ 58,356 | $ 40,018 | |||||||
Debt Discount | 34,000 | |||||||||
Interest expense | (6,018) | |||||||||
LG Capital Funding Note | Convertible Debt Securities | ||||||||||
Debt Instrument, Face Amount | $ 34,000 | |||||||||
Stated Interest Rate, Percentage | 8.00% | |||||||||
Principal Amount | 34,000 | $ 34,000 | ||||||||
Maturity Date of Promissory Note | Mar. 25, 2016 | |||||||||
Convertible Promissory Note, Terms of Conversion | convertible into Green’s common shares, at the holder’s option, at the conversion rate of 58% of the market price (a 42% discount) of an average of the three lowest trading price of Green’s common shares during the eighteen-day period ending on the date of the conversion | |||||||||
Debt Discount | $ 24,989 | $ 24,989 | $ 34,000 | |||||||
American Express Bank, FSB | ||||||||||
Debt Instrument, Face Amount | $ 74,000 | |||||||||
Debt Instrument, Interest Rate Terms | 30% of the American Express credit card sales receipts that are collected each month | |||||||||
Stated Interest Rate, Percentage | 11.13% | 11.13% | 12.00% | |||||||
Principal Amount | $ 67,337 | $ 67,337 | $ 82,880 | |||||||
Payments made on notes payable | $ 15,544 | |||||||||
Maturity Date of Promissory Note | Feb. 3, 2017 | |||||||||
American Express Bank, FSB | Subsequent Event | ||||||||||
Debt Instrument, Fee Amount | $ 8,880 | |||||||||
KBM Worldwide, Inc. | ||||||||||
Stated Interest Rate, Percentage | 8.00% | 8.00% | ||||||||
Payments made on notes payable | $ 0 | |||||||||
Maturity Date of Promissory Note | Oct. 28, 2015 | |||||||||
LG Capital Funding, LLC | ||||||||||
Stated Interest Rate, Percentage | 8.00% | 8.00% | ||||||||
Payments made on notes payable | $ 0 | |||||||||
Maturity Date of Promissory Note | Mar. 25, 2016 | |||||||||
Diversified Holdings X, Inc. | ||||||||||
Debt Instrument, Face Amount | $ 10,000 | |||||||||
Stated Interest Rate, Percentage | 18.00% | |||||||||
Principal Amount | $ 9,309 | $ 9,309 | ||||||||
Payments made on notes payable | $ 691 | |||||||||
Maturity Date of Promissory Note | May 6, 2016 |
Note 8 - Debt_ Schedule of No40
Note 8 - Debt: Schedule of Notes Payable (Details) - USD ($) | 6 Months Ended | |||
Jun. 30, 2015 | Mar. 24, 2015 | Feb. 03, 2015 | Dec. 31, 2014 | |
Current portion of notes payable | $ 208,110 | $ 181,762 | ||
Long-term portion | 72,702 | 114,147 | ||
Debt Discount | 94,048 | |||
Current portion of convertible notes payable | $ 81,808 | 110,000 | ||
Richard Surber | ||||
Stated Interest Rate, Percentage | 18.00% | |||
Maturity Date of Promissory Note | Mar. 12, 2018 | |||
Notes Payable | $ 32,938 | 0 | ||
Current portion of notes payable | 15,189 | 0 | ||
Long-term portion | 17,749 | 0 | ||
Convertible Debt Securities | ||||
Debt Discount | $ (51,192) | 0 | ||
American Express Bank, FSB | ||||
Stated Interest Rate, Percentage | 11.13% | 12.00% | ||
Maturity Date of Promissory Note | Feb. 3, 2017 | |||
Notes Payable | $ 67,337 | 0 | ||
Current portion of notes payable | 40,223 | 0 | ||
Long-term portion | $ 27,113 | 0 | ||
KBM Worldwide, Inc. | ||||
Stated Interest Rate, Percentage | 8.00% | |||
Maturity Date of Promissory Note | Oct. 28, 2015 | |||
Notes Payable | $ 64,000 | 0 | ||
LG Capital Funding, LLC | ||||
Stated Interest Rate, Percentage | 8.00% | |||
Maturity Date of Promissory Note | Mar. 25, 2016 | |||
Notes Payable | $ 34,000 | 0 | ||
KBM Worldwide, Inc. and LG Capital Funding, LLC | ||||
Convertible Notes Payable | 46,808 | 0 | ||
Current portion of convertible notes payable | 46,808 | 0 | ||
Long-term portion | $ 0 | $ 0 |
Note 9 - Settlement of Conver41
Note 9 - Settlement of Convertible Note Payable (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jan. 14, 2015 | |
Conversion of debt | $ 35,805 | ||||
Gain on settlement of debt | $ 71,025 | $ 205,200 | $ 110,220 | $ 212,194 | |
Common Stock | |||||
Conversion Price of Convertible Stock, Per Share | $ 0.0035 | ||||
Southridge Partners II, LP | Convertible Series B Preferred Stock | |||||
Conversion of Stock, Shares Converted | 14,205 | ||||
Conversion of debt | $ 75,000 | ||||
Southridge Partners II, LP | Common Stock | |||||
Conversion of debt | 35,805 | ||||
Reduction of convertible debt due to conversions | $ 71,025 | ||||
Conversion of Series B preferred stock to common stock | 10,230,000 |
Note 10 - Stockholders' Defic42
Note 10 - Stockholders' Deficit (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jan. 23, 2015 | Jan. 14, 2015 | Dec. 31, 2014 | |
Preferred Stock, Shares Authorized | 15,000,000 | 15,000,000 | |||||
Preferred Stock, Par Value | $ 0.001 | $ 0.001 | |||||
Conversion of debt | $ 35,805 | ||||||
Gain on settlement of debt | $ 71,025 | $ 205,200 | $ 110,220 | $ 212,194 | |||
Common Stock, Shares Authorized | 10,000,000,000 | 10,000,000,000 | 10,000,000,000 | ||||
Common Stock, Par Value | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||
Common Stock, Shares Outstanding | 270,568,747 | 270,568,747 | 195,414,505 | ||||
Change in Shares Issued and Outstanding | 75,154,242 | ||||||
Convertible Series B Preferred Stock | |||||||
Preferred Stock, Shares Authorized | 2,000,000 | 2,000,000 | |||||
Preferred Stock, Shares Outstanding | 742,383 | 742,383 | 760,488 | ||||
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. | ||||||
Convertible Series B Preferred Stock | Investor | |||||||
Conversion of Stock, Shares Converted | 3,900 | ||||||
Conversion Price of Convertible Stock, Per Share | $ 0.00396 | ||||||
Convertible Series B Preferred Stock | Southridge Partners II, LP | |||||||
Conversion of Stock, Shares Converted | 14,205 | ||||||
Conversion of debt | $ 75,000 | ||||||
Convertible Supervoting Preferred Stock | |||||||
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 | |||||
Convertible Preferred Stock, Shares Issued upon Conversion | 100 | 100 | |||||
Preferred Stock, Shares Outstanding | 10,000,000 | 10,000,000 | 10,000,000 | ||||
Common Stock | |||||||
Estimated fair value of Green's common stock | $ 0.0035 | ||||||
Conversion Price of Convertible Stock, Per Share | $ 0.0035 | ||||||
Common Stock | Investor | |||||||
Reduction of convertible debt due to conversions | $ 4,924,242 | ||||||
Common Stock | Southridge Partners II, LP | |||||||
Conversion of debt | $ 35,805 | ||||||
Conversion of Series B preferred stock to common stock | 10,230,000 | ||||||
Reduction of convertible debt due to conversions | $ 71,025 |
Note 11 - Stock-based Compens43
Note 11 - Stock-based Compensation (Details) - Jun. 30, 2015 - USD ($) | Total | Total |
Stock-based compensation | $ 124,405 | |
Loss on settlement of subscription receivable | $ (139,304) | $ (139,304) |
2011 Benefit Plan of Green Endeavors, Inc. | Common Stock | ||
Number of Shares Authorized | 1,500,000 | 1,500,000 |
Number of Shares Available for Grant | 470,000 | 470,000 |
2015 Benefit Plan of Green Endeavors, Inc. | ||
Stock Options Granted | 60,000,000 | |
Stock-based compensation | $ 124,405 | |
Options, Fair Value Assumptions, Method Used | Black-Scholes valuation model | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 1 year | |
Debt Instrument, Face Amount | $ 274,800 | $ 274,800 |
Stated Interest Rate, Percentage | 4.00% | 4.00% |
2015 Benefit Plan of Green Endeavors, Inc. | Minimum | ||
Options, Fair Value Assumptions, Exercise Price | $ 0.0032 | $ 0.0032 |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 160.93% | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 0.17% | |
Exercise Price of Options Granted in Period | $ 0.0032 | |
2015 Benefit Plan of Green Endeavors, Inc. | Maximum | ||
Options, Fair Value Assumptions, Exercise Price | $ 0.0060 | $ 0.0060 |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 164.25% | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 0.26% | |
Exercise Price of Options Granted in Period | $ 0.0060 | |
2015 Benefit Plan of Green Endeavors, Inc. | Common Stock | ||
Number of Shares Authorized | 80,000,000 | 80,000,000 |
Number of Shares Available for Grant | 20,000,000 | 20,000,000 |
Note 12 - Litigation (Details)
Note 12 - Litigation (Details) | Jun. 30, 2015USD ($) |
Pending Litigation | Southridge Partners II, LP | |
Debt Instrument, Face Amount | $ 75,000 |
Note 13 - Concentration of Ri45
Note 13 - Concentration of Risk (Details) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Dec. 31, 2014 | |
Geographic Concentration Risk | ||
Concentration Risk, Percentage | 100.00% | |
Supplier Concentration Risk | ||
Concentration Risk, Percentage | 99.00% | 99.00% |
Note 14 - Going Concern (Detail
Note 14 - Going Concern (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Details | ||||
Working Capital | $ (1,000,907) | $ (1,000,907) | ||
Net loss | $ (354,728) | $ 189,274 | $ (632,524) | $ 72,116 |
Note 15 - Subsequent Events (De
Note 15 - Subsequent Events (Details) - USD ($) | Aug. 12, 2015 | Jul. 29, 2015 | Jul. 08, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Jul. 09, 2015 | Jan. 14, 2015 |
Conversion of Series B preferred shares to common stock | $ 492 | $ 2,850 | |||||
2015 Benefit Plan of Green Endeavors, Inc. | |||||||
Stated Interest Rate, Percentage | 4.00% | ||||||
Debt Instrument, Face Amount | $ 274,800 | ||||||
Common Stock | |||||||
Estimated fair value of Green's common stock | $ 0.0035 | ||||||
Subsequent Event | |||||||
Subscription Receivable Forgiven, Amount | $ 72,000 | $ 72,000 | $ 34,330 | ||||
Subscription Receivable Payment Received | $ 17,542 | $ 24,200 | $ 20,040 | ||||
Subsequent Event | JMJ Financial | |||||||
Stated Interest Rate, Percentage | 12.00% | ||||||
Debt Instrument, Face Amount | $ 200,000 | ||||||
Convertible Promissory Note, Terms of Conversion | convertible into Green’s common shares, at the holder’s option, at the conversion rate of 60% of the market price (a 40% discount) of the lowest trading price of Green’s common shares during the twenty-day period ending one trading day prior to the date of the conversion, or $0.002, whichever is lesser, subject to a limitation that JMJ and its affiliates cannot at any time hold, as a result of conversion, more than 9.99% of the outstanding common stock of Green | ||||||
Subsequent Event | Convertible Series B Preferred Stock | |||||||
Conversion of Series B preferred shares to common stock | $ 5,076 | ||||||
Subsequent Event | Common Stock | |||||||
Conversion of Series B preferred stock to common stock | 13,500,000 | ||||||
Estimated fair value of Green's common stock | $ 0.00188 | ||||||
Subsequent Event | Common Stock | 2015 Benefit Plan of Green Endeavors, Inc. | |||||||
Estimated fair value of Green's common stock | $ 0.0015 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized | 100,000,000 | ||||||
Options, Granted | 13,500,000 | ||||||
Stated Interest Rate, Percentage | 4.00% |