Document_And_Entity_Informatio
Document And Entity Information (USD $) | 12 Months Ended | ||
Aug. 31, 2014 | Dec. 15, 2014 | Feb. 28, 2014 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | MyGo Games Holding Co. | ||
Document Type | 10-K | ||
Current Fiscal Year End Date | -23 | ||
Entity Common Stock, Shares Outstanding | 78,259,933 | ||
Entity Public Float | $20,989,939 | ||
Amendment Flag | FALSE | ||
Entity Central Index Key | 1489256 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Well-known Seasoned Issuer | No | ||
Document Period End Date | 31-Aug-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED_BALANCE_SHEET
CONSOLIDATED BALANCE SHEET (USD $) | Aug. 31, 2014 | Aug. 31, 2013 |
Current assets: | ||
Cash | $491,256 | $75,190 |
Other current receivable | 10,357 | 0 |
Total current assets | 501,613 | 75,190 |
Other assets: | ||
Prepaid expenses | 30,829 | 0 |
Deposits | 13,886 | 0 |
Total other assets | 44,715 | 0 |
Fixed assets: | ||
Office furniture and fixtures | 12,388 | 0 |
Accumulated depreciation | -180 | 0 |
Total fixed assets | 12,208 | 0 |
Intangible assets | 2,187,251 | 0 |
Accumulated amortization | -143,792 | 0 |
Total intangible assets | 2,043,459 | 0 |
TOTAL ASSETS | 2,601,995 | 75,190 |
Current liabilities: | ||
Accounts payable | 582,761 | 92,381 |
Advances payable | 633,160 | 0 |
Current portion of convertible notes payable, net of discount of $58,695 and $306, respectively | 731,220 | 76,311 |
Total current liabilities | 1,947,141 | 168,692 |
Convertible notes payable, net of discount of $149,386 and $521,630, respectively | 840,479 | 41,642 |
Total liabilities | 2,787,620 | 210,334 |
Stockholders’ deficit: | ||
Common stock; $0.0001 par value; 250,000,000 shares authorized; 35,436,407 and 15,234,339 shares issued and outstanding at August 31, 2014 and 2013, respectively | 2,904 | 1,523 |
Additional paid in capital | 5,221,633 | 2,898,220 |
Accumulated deficit | -5,410,162 | -3,034,887 |
Total stockholders’ deficit | -185,625 | -135,144 |
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT | $2,601,995 | $75,190 |
CONSOLIDATED_BALANCE_SHEET_Par
CONSOLIDATED BALANCE SHEET (Parentheticals) (USD $) | Aug. 31, 2014 | Aug. 31, 2013 |
Common Stock, par value (in Dollars per share) | $0.00 | $0.00 |
Common Stock, shares authorized | 250,000,000 | 250,000,000 |
Common Stock, shares issued | 35,436,407 | 15,234,339 |
Common Stock, shares outstanding | 35,436,407 | 15,234,339 |
Convertible Debt, Current [Member] | ||
Convertible notes payable, discount (in Dollars) | $58,695 | $306 |
Convertible Debt, Noncurrent [Member] | ||
Convertible notes payable, discount (in Dollars) | $149,386 | $521,630 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 12 Months Ended | |
Aug. 31, 2014 | Aug. 31, 2013 | |
REVENUE: | ||
Revenue | $753 | $0 |
OPERATING EXPENSE: | ||
Game design | 165,516 | 0 |
General and administrative | 1,187,941 | 295,534 |
Stock based compensation | 309,601 | 0 |
Loss on acquisition of 20% of Novalon | 25,000 | 0 |
Earnings in equity investment in joint venture | 22,646 | 0 |
Impairment on investment in joint venture | 0 | 157,500 |
1,710,704 | 453,034 | |
LOSS FROM OPERATIONS | -1,709,951 | -453,034 |
Other income (expense), net | ||
Interest income | 31 | 0 |
Other income | 94 | 0 |
Interest expense | -665,449 | -407,267 |
-665,324 | -407,267 | |
NET LOSS | ($2,375,275) | ($860,301) |
Net loss per common share (basic and fully diluted) (in Dollars per share) | ($0.10) | ($0.11) |
Weighted average number of common shares outstanding - basic and fully diluted (in Shares) | 23,204,835 | 7,860,789 |
CONSOLIDATED_STATEMENTS_OF_OPE1
CONSOLIDATED STATEMENTS OF OPERATIONS (Parentheticals) (Novalon Technologies, LLC [Member]) | Aug. 31, 2014 |
Novalon Technologies, LLC [Member] | |
Acquisition of Novalon | 20.00% |
CONSOLIDATED_STATEMENT_OF_STOC
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (USD $) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Balance at Aug. 31, 2012 | $61 | $1,675,205 | ($2,174,586) | ($499,320) |
Balance (in Shares) at Aug. 31, 2012 | 607,500 | |||
Shares issued for rounding in stock split (in Shares) | 539 | |||
Issuance of common stock for conversion of note payable | 1,462 | 478,398 | 479,860 | |
Issuance of common stock for conversion of note payable (in Shares) | 14,626,300 | |||
Beneficial conversion feature on convertible notes payable | 744,617 | 744,619 | ||
Net Loss | -860,301 | -860,301 | ||
Balance at Aug. 31, 2013 | 1,523 | 2,898,220 | -3,034,887 | -135,144 |
Balance (in Shares) at Aug. 31, 2013 | 15,234,339 | 15,234,339 | ||
Issuance of common stock for conversion of note payable | 1,271 | 663,833 | 665,104 | |
Issuance of common stock for conversion of note payable (in Shares) | 12,702,068 | |||
Beneficial conversion feature on convertible notes payable | 255,089 | 255,089 | ||
Issuance of stock in acquisition | 110 | 1,094,890 | 1,095,000 | |
Issuance of stock in acquisition (in Shares) | 7,500,000 | |||
Stock based compensation | 309,601 | 309,601 | ||
Net Loss | -2,375,275 | -2,375,275 | ||
Balance at Aug. 31, 2014 | $2,904 | $5,221,633 | ($5,410,162) | ($185,625) |
Balance (in Shares) at Aug. 31, 2014 | 35,436,407 | 35,436,407 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | |
Aug. 31, 2014 | Aug. 31, 2013 | |
Operating activities | ||
Net loss | ($2,375,275) | ($860,301) |
Adjustments to reconcile net loss to net cash used by operating activities: | ||
Amortization of discount on convertible note payable | 568,945 | 373,900 |
Amortization of intangible assets | 143,972 | 0 |
Loss on acquisition of 20% of Novalon | 25,000 | 0 |
Earnings in equity investment in joint venture | 22,646 | 0 |
Stock based compensation | 309,601 | 0 |
Changes in operating assets and liabilities: | ||
Accounts receivable | -10,357 | 0 |
Prepaid expenses | -30,829 | 0 |
Security deposits | -13,886 | 0 |
Accounts payable and accrued liabilities | 490,380 | 61,327 |
Accrued interest payable | 96,504 | 33,367 |
Net cash used by operating activities | -773,299 | -391,707 |
Investing activities | ||
Purchase of fixed assets | -12,388 | 0 |
Investment in joint venture | -114,897 | 0 |
Cash paid to acquire 20% of Novalon | -25,000 | 0 |
Net cash used by investing activities | -152,285 | 0 |
Financing activities | ||
Proceeds from advances | 533,160 | 464,245 |
Proceeds from notes | 808,490 | 0 |
Net cash provided by financing activities | 1,341,650 | 464,245 |
Net (decrease) increase in cash | 416,066 | 72,538 |
Cash at beginning of period | 75,190 | 2,652 |
Cash at end of period | 491,256 | 75,190 |
Supplemental disclosures of cash flow information and non cash investing and financing activities: | ||
Cash paid for interest | 0 | 0 |
Cash paid for taxes | 0 | 0 |
Noncash investing and financing transactions: | ||
Common stock issued for purchase of assets | 1,095,000 | 0 |
Common stock issued for conversion of debt | 920,193 | 477,745 |
Debt assumed for purchase of assets | $1,000,000 | $0 |
CONSOLIDATED_STATEMENTS_OF_CAS1
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parentheticals) (Novalon Technologies, LLC [Member]) | Aug. 31, 2014 |
Novalon Technologies, LLC [Member] | |
Cash paid to acquire Novalon | 20.00% |
1_BACKGROUND_INFORMATION
1. BACKGROUND INFORMATION | 12 Months Ended |
Aug. 31, 2014 | |
Disclosure Text Block [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | 1. BACKGROUND INFORMATION |
OBJ Enterprises, Inc. (the “Company”), a Florida corporation, was formed as Obscene Jeans Corp. to design, develop, wholesale, market, distribute and sell a woman’s line of apparel using the name “Obscene Brand Jeans.” On July 27, 2012, the Company changed its name to OBJ Enterprises, Inc. On June 27, 2014 the Company changed their name to MyGO Games Holding Co. | |
On May 9, 2012 (revised on June 9, 2012), the Company engaged Street Source, LLC to act as an independent gaming developer for the Company through a joint venture agreement. The primary focus of this partnership is to develop online and social games leveraging emerging consumer gaming portals; such as smart phones and mobile devices. On May 21, 2013, the joint venture formed Novalon Technologies, LLC (“Novalon”) to act as the operating entity for the joint venture. The Company owned 80% of Novalon and Street Source, LLC retained a 20% ownership stake. | |
On October 4, 2013, the Company purchased Source Street’s interest in Novalon and Source Street’s rights to 20% of the game and resulting profits from the Revised Joint Venture Agreement. As of the date of this report, Novalon’s brand name and intellectual property under Novalon Games are a wholly owned subsidiary of the Company. The Company paid a total of $25,000 to acquire this interest from Source Street, with $20,000 paid immediately and the remaining $5,000 paid upon the successful completion of the Creature Taverns game. This acquisition represented the acquisition of the remaining 20% of Novalon as the Company owned 80% under the Revised Joint Venture Agreement. This was an acquisition of a company controlled by the Company. No amounts were recognized on the balance sheet as a result of this acquisition as Novalon had no assets prior to the acquisition. In accordance with ASC 985-20-25-1, all costs incurred to establish technological feasibility of a computer software product to be sold are research and development costs. The costs to acquire Novalon were expensed as a loss on the acquisition of 20% of Novalon. As of August 31, 2014, the assets acquired in this transaction are not considered to be core to the current business strategy. | |
On May 21, 2014, the Company entered into a Joint Venture Agreement (“Agreement”) with Great Outdoors, LLC (“GO”). Pursuant to the Agreement, the Company and GO created My Go Games LLC (“MGG”) to operate the joint venture. The purpose of the joint venture is to expand upon the Company’s and GO’s existing games – “GO Hunting: Shooting Sports” and “GO Hunting: Archery Edition” - and develop and commercialize new games. MGG is owned by GO (80%) and the Company (20%). The Agreement calls for the Company and GO to enter into a Member Control Agreement which permits the appointment of three governors, two to be appointed by GO and one to be appointed by the Company. | |
The Agreement grants the Company the right to acquire GO and MGG or their assets in exchange for an amount of shares of common stock equal to 80% of the post-issuance number of shares of the Company’s common stock. | |
On June 19, 2014 the Company completed the acquisition of MGG. The original terms included the issuance of approximately 50 M shares of the Company’s stock to GO for the remaining 80% of the MGG. This was subsequently reversed and a settlement between the Company, GO and Daniel Hammett was reached that included GO giving back the 50 M common shares and new 7.5 M shares were issued at a price of $0.146 per share. The Company also assumed GO debt of $1 M. See note 12 – subsequent events for further details. See Note 5 - Acquisition | |
2_GOING_CONCERN
2. GOING CONCERN | 12 Months Ended |
Aug. 31, 2014 | |
Going Conern [Abstract] | |
Going Conern [Text Block] | 2. GOING CONCERN |
For the year ended August 31, 2014, the Company had a net loss of $2,375,275 and negative cash flow from operating activities of $773,299. As of August 31, 2014, the Company has negative working capital of $1,445,527. The Company has emerged from the development stage, but is still ramping up production and sales. | |
These factors raise a substantial doubt about the Company’s ability to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result from the inability of the Company to continue as a going concern. | |
The Company does not have the resources at this time to repay its credit and debt obligations, make any payments in the form of dividends to its shareholders or fully implement its business plan. Without additional capital, the Company will not be able to remain in business. | |
Management has plans to address the Company’s financial situation as follows: | |
In the near term, management plans to continue to focus on raising the funds necessary to fully implement the Company’s business plan. Management will continue to seek out debt financing to obtain the capital required to meet the Company’s financial obligations. There is no assurance, however, that lenders will continue to advance capital to the Company or that the new business operations will be profitable. The possibility of failure in obtaining additional funding and the potential inability to achieve profitability raise doubts about the Company’s ability to continue as a going concern. | |
In the long term, management believes that the Company’s projects and initiatives will be successful and will provide cash flow to the Company which will be used to finance the Company’s future growth. However, there can be no assurances that the Company’s planned activities will be successful, or that the Company will ultimately attain profitability. The Company’s long term viability depends on its ability to obtain adequate sources of debt or equity funding to meet current commitments and fund the continuation of its business operations, and the ability of the Company to ultimately achieve adequate profitability and cash flows from operations to sustain its operations. | |
3_SIGNIFICANT_ACCOUNTING_POLIC
3. SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended | ||||||||||||||||
Aug. 31, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||
Significant Accounting Policies [Text Block] | 3. SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||
The significant accounting policies followed are: | |||||||||||||||||
Basis of Consolidation | |||||||||||||||||
The consolidated financial statements for the year ended August 31, 2014 include the operations of the Company and its wholly-owned subsidiary, My Go Games LLC. All significant intercompany accounts and transactions have been eliminated in consolidation. | |||||||||||||||||
Use of estimates - The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |||||||||||||||||
Cash and cash equivalents - All cash, other than held in escrow, is maintained with a major financial institution in the United States. Deposits with this bank may exceed the amount of insurance provided on such deposits. Temporary cash investments with an original maturity of three months or less are considered to be cash equivalents. | |||||||||||||||||
Research and development expenses - Expenditures for research and development of products are expensed as incurred. There has been $165,516 of development costs incurred for the year ended August 31, 2014. | |||||||||||||||||
Common stock - The Company records common stock issuances when all of the legal requirements for the issuance of such common stock have been satisfied. | |||||||||||||||||
Property and Equipment | |||||||||||||||||
Property and equipment is located at the Company's headquarters in Austin, TX and is recorded at cost less accumulated depreciation. Depreciation and amortization is calculated using the straight-line method over the expected useful life of the asset, beginning in the month after the asset is placed in service. The Company generally uses the following depreciable lives for its major classifications of property and equipment: | |||||||||||||||||
Description | Useful Lives | ||||||||||||||||
Computer hardware | 5 years | ||||||||||||||||
Computer software | 3 years | ||||||||||||||||
Furniture and Office Equipment | 5 years | ||||||||||||||||
Intangible assets - Below is a table identifying the intangible assets subject to amortization. At August 31, 2014, management determined that the remaining net book value of its Intellectual property related to the My Go Games LLC acquisitions should be valued as follows: | |||||||||||||||||
Original values of Intangible assets | |||||||||||||||||
Purchased intangible assets | $ | 2,187,251 | |||||||||||||||
Estimated future amortization (years) | 3 years | ||||||||||||||||
Amortization to-date | $ | 143,792 | |||||||||||||||
In accordance with ASC Topic 360, the Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable, or at least annually. The Company recognizes an impairment loss when the sum of expected undiscounted future between the assets estimated fair value and its book value. The Company did not record any impairment charge for the years ended August 31, 2014 and 2013. | |||||||||||||||||
Revenue recognition – We derive revenue from the sale of virtual goods to MyGO Gamers – individuals who play our online or mobile games - and from the sale of advertising within our online and mobile games to our brand-partners – companies who seek to have their products featured in online and mobile games. | |||||||||||||||||
Online and Mobile Games | |||||||||||||||||
Currently, we operate half of our games as live services that allow MyGO Gamers to initially download the game and play the game for free. Within these games, MyGO Gamers can purchase virtual currency to obtain virtual goods to enhance their game-playing experience. Primarily, MyGO Gamers pay for our virtual currency – GO Bucks – using payment methods such as credit cards or PayPal. The other half of our games are available for download for approximately $1.00. Revenue from payments for initial download is recognized as though the game is a durable good (discussed below). | |||||||||||||||||
We recognize revenue when all of the following conditions are satisfied: (1) there is persuasive evidence of an arrangement; (2) the service has been provided to the MyGO Gamer; (3) the collection of our fees is reasonably assured; and (4) the amount of fees to be paid by the customer is fixed or determinable. For purposes of determining when the service has been provided to the MyGO Gamer, we have determined that an implied obligation exists to the paying MyGO Gamer to continue displaying the purchased virtual goods within the online game over their estimated life or until they are consumed. The proceeds from the sales of virtual goods are initially recorded in deferred revenue. We categorize our virtual goods as either consumable or durable. Consumable virtual goods, such as energy or ammo, represent goods that can be consumed by a specific MyGO Gamer action. Common characteristics of consumable goods may include virtual goods that are no longer displayed on the MyGO Gamer’s game board after a short period of time, do not provide the MyGO Gamer any continuing benefit following consumption or often times enable a MyGO Gamer to perform an in-game action immediately. For the sale of consumable virtual goods, we recognize revenue as the goods are consumed. Durable virtual goods, such as bows, rifles, or levels, represent virtual goods that are accessible to the MyGO Gamer over an extended period of time. We recognize revenue from the sale of durable virtual goods ratably over the estimated average playing period of paying MyGO Gamers for the applicable game, which represents our best estimate of the average life of our durable virtual goods. If we do not have the ability to differentiate revenue attributable to durable virtual goods from consumable virtual goods for a specific game, we recognize revenue from the sale of durable and consumable virtual goods for that game ratably over the estimated average period that paying MyGO Gamers typically play our games (as further discussed below), which are estimated to range from three to 24 months. Future paying MyGO Gamer usage patterns and behavior may differ from the historical usage patterns and therefore the estimated average playing periods may change in the future. | |||||||||||||||||
Currently, we have limited data to determine the consumption dates for our consumable virtual goods or to differentiate revenue attributable to durable virtual goods from consumable virtual goods. As we continue to improve our data capture capabilities, we will secure the necessary data for substantially all of our games, thus allowing us to recognize revenue related to consumable goods upon consumption. We expect that in future periods there will be changes in the mix of durable and consumable virtual goods sold, reduced virtual good sales in existing games, changes in estimates in average paying MyGO Gamer life and/or changes in our ability to make such estimates. When such changes occur, and in particular if more of our revenue in any period is derived from goods for which revenue is recognized over the estimated average playing period, or that period increases on average, the amount of revenue that we recognize in a future period may be reduced, perhaps significantly. | |||||||||||||||||
On a quarterly basis, we determine the estimated average playing period for paying MyGO Gamers by game beginning at the time of a MyGO Gamers’ first purchase in that game and ending on a date when that paying MyGO Gamer is no longer playing the game. To determine when paying MyGO Gamers are no longer playing a given game, we analyze monthly cohorts of paying MyGO Gamers for that game who made their first in-game payment between one and 12 months prior to the beginning of each quarter and determine whether each MyGO Gamer within the cohort is an active or inactive MyGO Gamer as of the date of our analysis. To determine which MyGO Gamers are inactive, we analyze the dates that each paying MyGO Gamer last logged into that game. We determine a paying MyGO Gamer to be inactive once they have reached a period of inactivity for which it is probable (defined as at least 80%) that a MyGO Gamer will not return to a specific game. For the payers deemed inactive as of our analysis date we analyze the dates they last logged into that game to determine the rate at which inactive MyGO Gamers stopped playing. Based on these dates we then project a date at which all paying MyGO Gamers for each monthly cohort are expected to cease playing our games. We then average the time periods from first purchase date and the date the last MyGO Gamer is expected to cease playing the game for each of the monthly cohorts to determine the total playing period for that game. To determine the estimated average playing period we then divide this total playing period by two. The use of this “average” approach assumes that paying MyGO Gamers become inactive at a relatively consistent rate for each of our games. If future data indicates paying MyGO Gamers do not become inactive at a relatively consistent rate, we will modify our calculations accordingly. If a new game is launched and only a limited period of paying MyGO Gamer data is available for our analysis, then we also consider other factors, such as the estimated average playing period for other recently launched games with similar characteristics, to determine the estimated average playing period. | |||||||||||||||||
Advertising Revenues and Costs – We have contractual relationships with our brand-partners for advertisements within our games. We recognize advertising revenue as advertisements are delivered to customers as long as evidence of the arrangement exists (executed contract), the price is fixed and determinable, and we have assessed collectability as reasonably assured. Certain branded virtual goods and sponsorships are deferred and recognized over the estimated average life of the branded virtual good or as the branded virtual good is consumed, similar to game revenue. All arrangements directly between us and brand-partners are recognized gross equal to the price paid to us by the end advertiser since we are the primary obligor, and we determine the price. The company recognized no advertising revenue and $31,305 of advertising costs for the year ended August 31, 2014. The Company recognized no advertising revenue and advertising costs of $30,221 for the year ended August 31, 2013. | |||||||||||||||||
Stock-Based Compensation - The Company follows the provisions of ASC 718, which requires all share-based payments to employees, including grants of employee stock options, to be recognized in the income statement based on their fair values. The Company uses the Black-Sholes pricing model for determining the fair value of stock based compensation. The Company accounts for the non-employee share based awards in accordance with ASC Topic 505-50, Equity Based Payments to Non-Employees. | |||||||||||||||||
Income taxes -The Company accounts for income taxes pursuant to the provisions of ASC 740-10, “Accounting for Income Taxes,” which requires, among other things, an asset and liability approach to calculating deferred income taxes. The asset and liability approach requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of assets and liabilities. A valuation allowance is provided to offset any net deferred tax assets for which management believes it is more likely than not that the net deferred asset will not be realized. | |||||||||||||||||
The Company follows the provisions of the ASC 740 -10 related to, Accounting for Uncertain Income Tax Positions. When tax returns are filed, it is highly certain that some positions taken would be sustained upon examination by the taxing authorities, while others are subject to uncertainty about the merits of the position taken or the amount of the position that would be ultimately sustained. In accordance with the guidance of ASC 740-10, the benefit of a tax position is recognized in the financial statements in the period during which, based on all available evidence, management believes it is more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken are not offset or aggregated with other positions. Tax positions that meet the more-likely-than-not recognition threshold are measured as the largest amount of tax benefit that is more than 50 percent likely of being realized upon settlement with the applicable taxing authority. The portion of the benefits associated with tax positions taken that exceeds the amount measured as described above should be reflected as a liability for uncertain tax benefits in the accompanying balance sheet along with any associated interest and penalties that would be payable to the taxing authorities upon examination. The Company has not yet filed any tax returns and believes that future tax positions taken will be highly certain of being upheld upon examination. As such, the Company has not recorded a liability for uncertain tax benefits. | |||||||||||||||||
The Company has adopted ASC 740-10-25 Definition of Settlement, which provides guidance on how an entity should determine whether a tax position is effectively settled for the purpose of recognizing previously unrecognized tax benefits and provides that a tax position can be effectively settled upon the completion of an examination by a taxing authority without being legally extinguished. For tax positions considered effectively settled, an entity would recognize the full amount of tax benefit, even if the tax position is not considered more likely than not to be sustained based solely on the basis of its technical merits and the statute of limitations remains open. Since the Company has not yet filed any tax returns, as of August 31, 2014, all prior tax years are still subject to audit. | |||||||||||||||||
Earnings (Loss) Per Share – Basic loss per share is computed by dividing net loss attributable to common stockholders by the weighted average common shares outstanding for the period. Diluted loss per share is computed giving effect to all potentially dilutive common shares. Potentially dilutive common shares may consist of incremental shares issuable upon the exercise of stock options and warrants and the conversion of notes payable to common stock. In periods in which a net loss has been incurred, all potentially dilutive common shares are considered antidilutive and thus are excluded from the calculation. At August 31, 2014, the Company had 65,957,164 potentially dilutive common shares compared to 0 in the same period of 2013. | |||||||||||||||||
On November 13, 2012, the Company effected a one-for-40 reverse stock split. All share and per share amounts have been retroactively restated to reflect the reverse split. This presentation is consistent with the guidance in ASC 260-10-55-12,Earnings Per Share, which requires retroactive restatement of earnings per share if a capital structure change due to a stock dividend, stock split or reverse split occurs after the date of the latest balance sheet, but before the release of the financial statements or the effective date of the registration statement, whichever is later. | |||||||||||||||||
Financial instruments – In September 2006, the Financial Accounting Standards Board (FASB) introduced a framework for measuring fair value and expanded required disclosure about fair value measurements of assets and liabilities. The Company adopted the standard for those financial assets and liabilities as of the beginning of the 2009 fiscal year and the impact of adoption was not significant. FASB Accounting Standards Codification (ASC) 820 “Fair Value Measurements and Disclosures” (ASC 820) defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below: | |||||||||||||||||
· | Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. | ||||||||||||||||
· | Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means. | ||||||||||||||||
· | Level 3 - Inputs that are both significant to the fair value measurement and unobservable. | ||||||||||||||||
Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of August 31, 2014 and 2013. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments. These financial instruments include accounts receivable, other current assets, accounts payable, accrued compensation and accrued expenses. The fair value of the Company’s notes payable is estimated based on current rates that would be available for debt of similar terms which is not significantly different from its stated value. | |||||||||||||||||
The following table presents assets that were measured and recognized at fair value as of August 31, 2014 and 2013 and the years then ended on a recurring and nonrecurring basis: | |||||||||||||||||
Total | |||||||||||||||||
Realized | |||||||||||||||||
Description | Level 1 | Level 2 | Level 3 | Loss | |||||||||||||
$ | — | $ | — | $ | — | $ | — | ||||||||||
Totals | $ | — | $ | — | $ | — | $ | — | |||||||||
Recent Accounting Pronouncements | |||||||||||||||||
In February 2013, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2013-02,Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income, to improve the transparency of reporting these reclassifications. Other comprehensive income includes gains and losses that are initially excluded from net income for an accounting period. Those gains and losses are later reclassified out of accumulated other comprehensive income into net income. The amendments in the ASU do not change the current requirements for reporting net income or other comprehensive income in financial statements. All of the information that this ASU requires already is required to be disclosed elsewhere in the financial statements under U.S. GAAP. The new amendments will require an organization to: | |||||||||||||||||
· | Present (either on the face of the statement where net income is presented or in the notes) the effects on the line items of net income of significant amounts reclassified out of accumulated other comprehensive income - but only if the item reclassified is required under U.S. GAAP to be reclassified to net income in its entirety in the same reporting period; and | ||||||||||||||||
· | Cross-reference to other disclosures currently required under U.S. GAAP for other reclassification items (that are not required under U.S. GAAP) to be reclassified directly to net income in their entirety in the same reporting period. This would be the case when a portion of the amount reclassified out of accumulated other comprehensive income is initially transferred to a balance sheet account (e.g., inventory for pension-related amounts) instead of directly to income or expense. | ||||||||||||||||
The amendments apply to all public and private companies that report items of other comprehensive income. Public companies are required to comply with these amendments for all reporting periods (interim and annual). The amendments are effective for reporting periods beginning after December 15, 2012, for public companies. Early adoption is permitted. The adoption of ASU No. 2013-02 is not expected to have a material impact on our financial position or results of operations. | |||||||||||||||||
In January 2013, the FASB issued ASU No. 2013-01, Balance Sheet (Topic 210): Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities, which clarifies which instruments and transactions are subject to the offsetting disclosure requirements originally established by ASU 2011-11. The new ASU addresses preparer concerns that the scope of the disclosure requirements under ASU 2011-11 was overly broad and imposed unintended costs that were not commensurate with estimated benefits to financial statement users. In choosing to narrow the scope of the offsetting disclosures, the Board determined that it could make them more operable and cost effective for preparers while still giving financial statement users sufficient information to analyze the most significant presentation differences between financial statements prepared in accordance with U.S. GAAP and those prepared under IFRSs. Like ASU 2011-11, the amendments in this update will be effective for fiscal periods beginning on, or after January 1, 2013. The adoption of ASU 2013-01 is not expected to have a material impact on our financial position or results of operations. | |||||||||||||||||
4_JOINT_VENTURES
4. JOINT VENTURES | 12 Months Ended |
Aug. 31, 2014 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments and Joint Ventures Disclosure [Text Block] | 4. JOINT VENTURES |
On May 21, 2013, the joint venture formed Novalon Technologies, LLC (“Novalon”) as the operating entity for the joint venture. | |
On October 4, 2013, the Company purchased Source Street’s interest in Novalon and Source Street’s rights to 20% of the game and profits that resulted from the Revised Joint Venture Agreement. The total consideration for the purchase was $25,000. This purchase price was written off in the year ended August 31, 2014. The assets acquired from this purchase are not considered a core asset; therefore the focus of the Company is not here. | |
On July 20, 2013, the Company entered into a joint venture agreement (the “Agreement”) with Bluff Wars, Inc. (“BWI”) to develop the Android version of its existing game Bluff Wars. The purpose of the Agreement is to fund the development and launch of Bluff Wars within the Android marketplace. The Company funded the development of Bluff Wars (Android version) for $30,000 during the year ended August 31, 2014. This represented the Company’s full commitment under the Agreement. The Company also has the option to work further with developer Fangtooth Studios and BWI to market, design and distribute existing and planned games for online, social and mobile applications. The Company has also agreed to market the game and place it in the Google Play® platform. The Android version of the game was launched in September 2013. We began to generate revenue from the sale of the game at that time. | |
5_IMPAIRMENT
5. IMPAIRMENT | 12 Months Ended |
Aug. 31, 2014 | |
Disclosure Text Block Supplement [Abstract] | |
Asset Impairment Charges [Text Block] | 5. IMPAIRMENT |
During the years ended August 31, 2014 and 2013, we recognized impairment of our investment in joint ventures in the amount of $Nil and $157,500, respectively. This represented a complete impairment of those investments due to the uncertainty about whether the carrying amount is recoverable. The joint ventures represent start-up operations without a track record of generating revenue or positive cash flow. | |
6_ACQUISITIONS
6. ACQUISITIONS | 12 Months Ended | ||||
Aug. 31, 2014 | |||||
Business Combinations [Abstract] | |||||
Business Combination Disclosure [Text Block] | 6. ACQUISITIONS | ||||
Acquisition of My Go Games, LLC | |||||
On June 19, 2014, the Company entered into a share exchange agreement (the “Share Exchange Agreement”) with Great Outdoors, LLC, a Delaware limited liability company (“GO”) and My GO Games, LLC, a Minnesota limited liability company (“MGG”), subsequently changed for a post-closing adjustment, pursuant to which the Company originally issued 50,323,526 shares of its common stock, adjusted down to 7,500,000 shares (see further discussion below), (the “Exchange Shares”) for all of the issued and outstanding membership interests of MGG held by GO (the “Share Exchange”). Prior to the Share Exchange MGG was owned 20% by the Company and 80% by GO. | |||||
GO is owned 100% by Daniel Hammett a former director of the Company and following the closing of the Share Exchange became the Company’s Chief Executive Officer removed on September 10, 2014. | |||||
Following the closing of the Share Exchange on June 19, 2014, MGG became a wholly-owned subsidiary of the Company. The Share Exchange requires the Company to amend its articles of incorporation to (i) increase the total number of shares of common stock that the Company has authority to issue to 250,000,000 shares of common stock, par value $0.0001 (the “Authorized Share Increase”); (ii) change the name of the Company from “OBJ Enterprises, Inc.” to “MyGO Games Holding Co.” (the “Name Change”); and (iii) stagger positions on the Company’s Board of Directors into three classes, with the term of office of two director positions to expire at the annual meeting of shareholders next ensuing; another two director positions to expire one year after the annual meeting next ensuing; and another three director positions to expire two years after the annual meeting next ensuing (the “Staggered Board Approval”). | |||||
On October 31, 2014 the Company entered into an agreement with Mr. Hammett and Great Outdoors, LLC (“Great Outdoors”). The Company and Mr. Hammett have agreed to the following revised acquisition terms: | |||||
The parties agreed to a post-closing adjustment to the share exchange agreement between the Parties dated June 19, 2014, (i) to adjust the purchase price from 50,323,526 shares of the Registrant to 7,500,000 shares of the Company, (ii) to amend the transfer of liabilities to include claims by Umur Ozal in the amount of $500,000 in principal, Shahid Ramzan in the amount of $100,000 in principal, and certain other Great Outdoors note holders who were sent note exchange agreements on June 20, 2014, totaling $400,000 in principal, and (iii) to amend the transfer of liabilities to include certain legal expenses incurred by Great Outdoors. In addition Mr. Hammett has resign from the board of directors and employment with the Company and MGG. | |||||
(See Note 12 – Subsequent Events for more details). | |||||
The Company accounted for the acquisition utilizing the acquisition method of accounting in accordance with ASC 805 "Business Combinations". | |||||
The purchase price, not including acquisition costs paid by the Company that were expensed and totaled $92,118: | |||||
Original investment | $ | 477,354 | |||
Stock issued | 1,095,000 | ||||
Convertible debt | 1,000,000 | ||||
Purchase price | $ | 2,572,354 | |||
Assets Acquired: | |||||
Cash and receivables net of payables of $47,669 | $ | 385,103 | |||
Software and service contracts | 2,187,251 | ||||
Purchase price | $ | 2,572,354 | |||
7_INTANGIBLE_ASSETS
7. INTANGIBLE ASSETS | 12 Months Ended | ||||||||
Aug. 31, 2014 | |||||||||
Disclosure Text Block [Abstract] | |||||||||
Intangible Assets Disclosure [Text Block] | 7. INTANGIBLE ASSETS | ||||||||
Intangible assets consist of the following: | |||||||||
August 31, | |||||||||
2014 | 2013 | ||||||||
Software and service contracts | $ | 2,187,251 | $ | - | |||||
Total intangible assets | $ | 2,187,251 | $ | - | |||||
The above assets were placed in service as of June 19, 2014; amortization of $143,792 was charged for the year then ended. The Company will amortize the assets over a useful life of three years. The Company determined that the future cash flows to be provided from these assets exceed the carrying amount as of August 31, 2014 and therefore determined that no impairment charge was necessary. | |||||||||
8_ACCOUNTS_PAYABLE
8. ACCOUNTS PAYABLE | 12 Months Ended |
Aug. 31, 2014 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | 8. ACCOUNTS PAYABLE |
The former service provider has notified the Company of a lawsuit filed over unpaid monies for services rendered. As of the filing date of December 17, 2014 the Company has yet to be formally served. The Company disagrees with the amounts owed, but has $196,278 accrued on the books until this matter is resolved. | |
9_ADVANCES_FROM_THIRD_PARTIES
9. ADVANCES FROM THIRD PARTIES | 12 Months Ended |
Aug. 31, 2014 | |
Other Liabilities and Financial Instruments Subject to Mandatory Redemption [Abstract] | |
Other Liabilities Disclosure [Text Block] | 9. ADVANCES FROM THIRD PARTIES |
During the years ended August 31, 2014 and 2013, the Company received net, non-interest bearing advances from certain third parties totaling $533,160 and $464,245, respectively. The Company also assumed a liability in the form of advance in the amount of $100,000 during the settlement with Great Outdoors (see Note 12 Subsequent Events). This will be converted into convertible note in the first quarter of next year. No amounts were due under these advances as of August 31, 2014. These advances are not collateralized and are due on demand. | |
On September 4, 2012, the Company agreed with the lender to refinance a portion of these advances in the amount of $25,260 into a convertible promissory note. See Note 10. | |
On October 31, 2012, the Company agreed with the lender to refinance a portion of these advances in the amount of $52,600 into a convertible promissory note. See Note 10. | |
On January 31, 2013, the Company agreed with the lender to refinance a portion of these advances in the amount of $170,412 into a convertible promissory note. See Note 10. | |
On May 31, 2013, the Company agreed with the lender to refinance a portion of these advances in the amount of $172,450 into a convertible promissory note. See Note 10. | |
On August 31, 2013, the Company agreed with the lender to refinance a portion of these advances in the amount of $323,895 into a convertible promissory note. See Note 10. | |
On February 28, 2014, the Company agreed with the lender to refinance a portion of these advances in the amount of $158,490 into a convertible promissory note. See Note 10. | |
10_CONVERTIBLE_NOTES_PAYABLE
10. CONVERTIBLE NOTES PAYABLE | 12 Months Ended | ||||||||||||
Aug. 31, 2014 | |||||||||||||
Disclosure Text Block [Abstract] | |||||||||||||
Long-term Debt [Text Block] | 10. CONVERTIBLE NOTES PAYABLE | ||||||||||||
Convertible notes payable consist of the following as of August 31, 2014 and August 31, 2012: | |||||||||||||
31-Aug-14 | 31-Aug-13 | ||||||||||||
Convertible note payable, dated August 31, 2011, bearing interest at 10% per annum, matures on August 31, 2013 and convertible into shares of common stock at $0.05 per share | — | 19,468 | |||||||||||
Convertible note payable, dated January 31, 2013, bearing interest at 10% per annum, matures on January 31, 2015 and convertible into shares of common stock at $0.10 | 243 | 50,412 | |||||||||||
Convertible note payable, dated May 31, 2013, bearing interest at 10% per annum, matures on May 31, 2015 and convertible into shares of common stock at $0.05 | — | 172,450 | |||||||||||
Convertible note payable, dated August 31, 2013, bearing interest at 10% per annum, matures on August 31, 2015 and convertible into shares of common stock at $0.05 | — | 323,895 | |||||||||||
Convertible note payable, dated February 28, 2014, bearing interest at 10% per annum, matures on February 29, 2016 and convertible into shares of common stock at $0.05 | 158,490 | — | |||||||||||
Convertible note payable, dated April 30, 2014, bearing interest at 7% per annum, matures on May 31, 2015 and convertible into shares of common stock at $0.05 | 50,000 | ||||||||||||
Convertible note payable, dated April 30, 2014, bearing interest at 7% per annum, matures on May 31, 2015 and convertible into shares of common stock at $0.05 | 25,000 | ||||||||||||
Convertible note payable, dated April 30, 2014, bearing interest at 7% per annum, matures on May 31, 2015 and convertible into shares of common stock at $0.05 | 25,000 | ||||||||||||
Convertible note payable, dated April 30, 2014, bearing interest at 7% per annum, matures on May 31, 2015 and convertible into shares of common stock at $0.05 | 50,000 | ||||||||||||
Convertible note payable, dated April 30, 2014, bearing interest at 7% per annum, matures on May 31, 2015 and convertible into shares of common stock at $0.05 | 91,500 | — | |||||||||||
Convertible note payable, dated May 27, 2014, bearing interest at 7% per annum, matures on May 31, 2016 and convertible into shares of common stock at $0.05 | 8,500 | ||||||||||||
Convertible note payable, dated May 27, 2014, bearing interest at 7% per annum, matures on May 31, 2016 and convertible into shares of common stock at $0.05 | 50,000 | ||||||||||||
Convertible note payable, dated May 27, 2014, bearing interest at 7% per annum, matures on May 31, 2016 and convertible into shares of common stock at $0.05 | 25,000 | ||||||||||||
Convertible note payable, dated May 27, 2014, bearing interest at 7% per annum, matures on May 31, 2016 and convertible into shares of common stock at $0.05 | 200,000 | ||||||||||||
Convertible note payable, dated May 27, 2014, bearing interest at 7% per annum, matures on May 31, 2016 and convertible into shares of common stock at $0.05 | 25,000 | ||||||||||||
Convertible note payable, dated May 27, 2014, bearing interest at 7% per annum, matures on May 31, 2016 and convertible into shares of common stock at $0.05 | 50,000 | ||||||||||||
Convertible note payable, dated May 27, 2014, bearing interest at 7% per annum, matures on May 31, 2016 and convertible into shares of common stock at $0.05 | 75,000 | ||||||||||||
Convertible note payable, dated May 27, 2014, bearing interest at 7% per annum, matures on May 31, 2016 and convertible into shares of common stock at $0.05 | 100,000 | ||||||||||||
Convertible note payable, dated May 27, 2014, bearing interest at 7% per annum, matures on May 31, 2016 and convertible into shares of common stock at $0.05 | 50,000 | ||||||||||||
Convertible note payable, dated May 27, 2014, bearing interest at 7% per annum, matures on May 31, 2016 and convertible into shares of common stock at $0.05 | 50,000 | ||||||||||||
Convertible note payable, dated May 27, 2014, bearing interest at 7% per annum, matures on May 31, 2016 and convertible into shares of common stock at $0.05 | 50,000 | ||||||||||||
Convertible note payable, dated May 27, 2014, bearing interest at 7% per annum, matures on May 31, 2016 and convertible into shares of common stock at $0.05 | 100,000 | ||||||||||||
Convertible note payable, dated May 27, 2014, bearing interest at 7% per annum, matures on May 31, 2016 and convertible into shares of common stock at $0.05 | 25,000 | ||||||||||||
Convertible note payable, dated February 28, 2014, bearing interest at 15% per annum, matures on May 31, 2016 and convertible into shares of common stock at $0.05 | 500,000 | — | |||||||||||
Accrued interest payable | 71,047 | 73,664 | |||||||||||
Total convertible notes payable and accrued interest | 1,779,780 | 639,889 | |||||||||||
Less: current portion of convertible notes payable and accrued interest net of current discount | (731,220 | ) | (76,311 | ) | |||||||||
Less: total discount on convertible notes payable | (208,081 | ) | (521,936 | ) | |||||||||
Noncurrent convertible notes payable, net of discount and purchase | $ | 840,479 | $ | 41,642 | |||||||||
On September 4, 2012, the Company signed a Convertible Promissory Note which refinanced non-interest bearing advances in the amount of $25,260 into a convertible note payable. The Convertible Promissory Note bears interest at 10% per annum and is payable along with accrued interest on September 4, 2013. The Convertible Promissory Note is convertible into common stock at the option of the holder at the rate of $0.01 per share. This note was fully converted in accordance with the terms of the agreement during the year ended August 31, 2013. | |||||||||||||
On October 31, 2012, the Company signed a Convertible Promissory Note which refinanced non-interest bearing advances in the amount of $52,600 into a convertible note payable. The Convertible Promissory Note bears interest at 10% per annum and is payable along with accrued interest on October 31, 2013. The Convertible Promissory Note is convertible into common stock at the option of the holder at the rate of $0.01 per share. This note was fully converted in accordance with the terms of the agreement during the year ended August 31, 2013. | |||||||||||||
On January 31, 2013, the Company signed a Convertible Promissory Note which refinanced non-interest bearing advances in the amount of $170,412 into a convertible note payable. The Convertible Promissory Note bears interest at 10% per annum and is payable along with accrued interest on January 31, 2015. At August 31, 2013 this note had a principle balance of $50,412. The Convertible Promissory Note is convertible into common stock at the option of the holder at the rate of $0.10 per share. This note was fully converted in accordance with the terms of the agreement during the year ended August 31, 2014. | |||||||||||||
On May 31, 2013, the Company signed a Convertible Promissory Note which refinanced non-interest bearing advances in the amount of $172,450 into a convertible note payable. The Convertible Promissory Note bears interest at 10% per annum and is payable along with accrued interest on May 31, 2015. The Convertible Promissory Note is convertible into common stock at the option of the holder at the rate of $0.05 per share. This note was fully converted in accordance with the terms of the agreement during the year ended August 31, 2014. | |||||||||||||
On August 31, 2013, the Company signed a Convertible Promissory Note which refinanced non-interest bearing advances in the amount of $323,895 into a convertible note payable. The Convertible Promissory Note bears interest at 10% per annum and is payable along with accrued interest on August 31, 2015. The Convertible Promissory Note is convertible into common stock at the option of the holder at the rate of $0.05 per share. This note was fully converted in accordance with the terms of the agreement during the year ended August 31, 2014. | |||||||||||||
On February 28, 2014, the Company signed a Convertible Promissory Note which refinanced non-interest bearing advances in the amount of $158,490 into a convertible note payable. The Convertible Promissory Note bears interest at 10% per annum and is payable along with accrued interest on February 29, 2016. The Convertible Promissory Note is convertible into common stock at the option of the holder at the rate of $0.05 per share. | |||||||||||||
On April 30, 2014, the Company signed a Convertible Promissory Notes which refinanced non-interest bearing advances in the amount of $150,000 into a convertible note payable. The Convertible Promissory Note bears interest at 7% per annum and is payable along with accrued interest on May 31, 2015. The Convertible Promissory Note is convertible into common stock at the option of the holder at the rate of $0.05 per share. | |||||||||||||
On May 27, 2014, the Company signed a Convertible Promissory Notes which refinanced non-interest bearing advances in the amount of $500,000 into a convertible note payable. The Convertible Promissory Note bears interest at 7% per annum and is payable along with accrued interest on May 31, 2016. The Convertible Promissory Note is convertible into common stock at the option of the holder at the rate of $0.05 per share. | |||||||||||||
Subsequent to the year ended August 31, 2014 the company assumed convertible debts of GO due to various investors in the amount of $308,500. The Convertible Promissory Note bears interest at 7% per annum and is payable along with accrued interest on May 31, 2016. The Convertible Promissory Note is convertible into common stock at the option of the holder at the rate of $0.05 per share. | |||||||||||||
Subsequent to the year ended August 31, 2014 the company assumed convertible debts of GO due to various investors in the amount of $91,500. The Convertible Promissory Note bears interest at 7% per annum and is payable along with accrued interest on May 31, 2015. The Convertible Promissory Note is convertible into common stock at the option of the holder at the rate of $0.05 per share. | |||||||||||||
Subsequent to the year ended August 31, 2014 the company assumed convertible debts of GO due to Ozal in the amount of $500,000. The Convertible Promissory Note bears interest at 10% per annum if paid back in cash and 15% if converted to stock. This note is payable along with accrued interest on May 31, 2016. The Convertible Promissory Note is convertible into common stock at the option of the holder at the rate of $0.05 per share. | |||||||||||||
The Company evaluated the terms of these note in accordance with ASC 815 – 40, Derivatives and Hedging - Contracts in Entity’s Own Stock and determined that the underlying common stock is indexed to the Company’s common stock. The Company determined that the conversion feature did not meet the definition of a liability and therefore did not bifurcate the conversion feature and account for it as a separate derivative liability. The Company evaluated the conversion feature for a beneficial conversion feature. The effective conversion price was compared to the market price on the date of the notes and was deemed to be less than the market value of underlying common stock at the inception of the note. Therefore, the Company recognized a beneficial conversion feature in the amount of $25,260 on September 4, 2012, $52,600 on October 31, 2012, $170,413 on January 31, 2013, $172,450 on May 31, 2013, $323,895 on August 31, 2013, 158,490 on February 28, 2014, and 96,600 on April 30, 2014. The beneficial conversion feature was recognized as an increase in additional paid-in capital and a discount to the Convertible Note Payable. The discount to the Convertible Note Payable is being amortized to interest expense over the life of the note. | |||||||||||||
The Company evaluated the application of ASC 470-50-40/55, Debtor’s Accounting for a Modification or Exchange of Debt Instrumentas it applies to the three notes listed above and concluded that the revised terms constituted a debt modification rather than a debt extinguishment because the present value of the cash flow under the terms of each of the new instruments was less than 10% from the present value of the remaining cash flows under the terms of the original notes. No gain or loss on the modifications was required to be recognized. | |||||||||||||
During the year ended August 31, 2014, the holders of the Convertible Note Payable dated August 31, 2011, elected to convert principal and accrued interest in the amounts shown below into shares of common stock at a rate of $0.05 per share. This note originally matured on August 31, 2013. There were no unamortized discounts on the principal converted below as all discounts had been fully amortized as of the original due date. No gain or loss was recognized on the conversions as they occurred within the terms of the agreement. | |||||||||||||
Date | Amount | Number of | |||||||||||
Converted | Shares Issued | ||||||||||||
1-Oct-13 | $ | 30,000 | 600,000 | ||||||||||
4-Oct-13 | 30,000 | 600,000 | |||||||||||
15-Oct-13 | 15,000 | 300,000 | |||||||||||
Total | $ | 75,000 | 1,500,000 | ||||||||||
During the year ended August 31, 2014, the holders of the Convertible Note Payable dated January 31, 2013, elected to convert principal and accrued interest in the amount of $60,000 into 600,000 shares of common stock at a rate of $0.10 per share. On the conversion date, the unamortized discount related to the principal amount converted of $21,805 was immediately amortized to interest expense. No gain or loss was recognized on the conversions as they occurred within the terms of the agreement. | |||||||||||||
Date | Amount Converted | Common Shares Issued | Unamortized Discount | ||||||||||
8-Oct-13 | $ | 60,000 | 600,000 | $ | 21,805 | ||||||||
Total | $ | 60,000 | 600,000 | $ | 21,805 | ||||||||
During the year ended August 31, 2014, the holders of the Convertible Note Payable dated May 31, 2013, elected to convert principal and accrued interest in the amounts shown below into shares of common stock at a rate of $0.05 per share. This note originally matured on May 31, 2015. On the conversion date, the unamortized discount related to the principal amount converted of $160,455 was immediately amortized to interest expense. No gain or loss was recognized on the conversions as they occurred within the terms of the agreement. | |||||||||||||
Date | Amount | Number of | Unamortized | ||||||||||
Converted | Shares Issued | Discount | |||||||||||
2-Dec-13 | $ | 80,000 | 1,600,000 | $ | 67,263 | ||||||||
20-Jan-14 | 40,000 | 800,000 | 36,004 | ||||||||||
29-Jan-14 | 40,000 | 800,000 | 36,929 | ||||||||||
11-Feb-14 | 22,780 | 455,600 | 20,259 | ||||||||||
Total | $ | 182,780 | 3,655,600 | $ | 160,455 | ||||||||
During the year ended August 31, 2014, the holders of the Convertible Note Payable dated August 31, 2013, elected to convert principal and accrued interest in the amounts shown below into shares of common stock at a rate of $0.05 per share. This note originally matured on August 31, 2015. On the conversion date, the unamortized discount related to the principal amount converted of $289,085 was immediately amortized to interest expense. No gain or loss was recognized on the conversions as they occurred within the terms of the agreement. | |||||||||||||
Date | Amount | Number of | Unamortized | ||||||||||
Converted | Shares Issued | Discount | |||||||||||
14-Mar-14 | $ | 500,000 | 1,000,000 | $ | 30,865 | ||||||||
21-Mar-14 | 50,000 | 1,000,000 | 46,357 | ||||||||||
14-Apr-14 | 50,000 | 1,000,000 | 44,969 | ||||||||||
20-May-14 | 50,000 | 1,000,000 | 43,784 | ||||||||||
11-Jul-14 | 147,323 | 2,946,468 | 123,110 | ||||||||||
Total | $ | 347,232 | 6,946,468 | $ | 289,085 | ||||||||
The Company accrued interest in the amount of $96,504 during the year ended August 31, 2014. As of August 31, 2014, accrued interest payable was $71,047 and is included in convertible notes payable as of that date. During the year ended August 31, 2014, discount on convertible notes payable in the amount of $568,945 was amortized to interest expense. | |||||||||||||
11_INCOME_TAXES
11. INCOME TAXES | 12 Months Ended | ||||
Aug. 31, 2014 | |||||
Income Tax Disclosure [Abstract] | |||||
Income Tax Disclosure [Text Block] | 11. INCOME TAXES | ||||
The Company has not filed any tax returns establishing its tax net operating losses. Exclusive of potential tax losses from years prior to August 31, 2012, the Company had net operating loss carry forwards for federal income tax purposes of approximately $2,100,000 at August 31, 2014, the unused portion of which expires in years August 31,2032 through August 31, 2034. In the event of an ownership change, these losses may be limited in accordance with Internal Revenue Code Section 382 “IRC 382” which places a limitation on the amount of taxable income that can be offset by carry forwards after a change in control (generally greater than a 50% change in ownership). The Company accounts for income taxes under Accounting Standards Codification 740, Income Taxes “ASC 740”. ASC 740 requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the financial statements and the tax basis of assets and liabilities, and for the expected future tax benefit to be derived from tax losses and tax credit carry forwards. ASC 740 additionally requires the establishment of a valuation allowance to reflect the likelihood of realization of deferred tax assets. | |||||
The table below summarizes the differences between the Company’s effective tax rate and the statutory federal rate for the period ended August 31, 2014: | |||||
31-Aug-14 | |||||
Computed “expected” expense (benefit) – federal statutory rate | $ | (831,000 | ) | ||
State tax expense (benefit) – net of federal benefit | (83,000 | ) | |||
Amortization of debt discounts | 219,000 | ||||
Amortization of intangibles | 55,000 | ||||
Stock-based compensation | 119,000 | ||||
Change in valuation allowance | 521,000 | ||||
Effective expense (benefit) | - | ||||
Deferred tax assets and liabilities are provided for significant income and expense items recognized in different years for tax and financial reporting purposes. The components of the net deferred tax assets for the year ended August 31, 2014 was as follows: | |||||
31-Aug-14 | |||||
Net operating loss carry-forwards | $ | 837,000 | |||
Less: Valuation allowance | (837,000 | ) | |||
Deferred tax assets, net of valuation allowance | $ | - | |||
The Company has fully reserved the deferred tax asset due to substantial uncertainty regarding the realization of the tax assets in future periods. The valuation allowance was increased by $521,000 from the prior year. | |||||
There are no current or deferred income tax expense or benefit for the period ended August 31, 2013. | |||||
The provision for income taxes is different from that which would be obtained by applying the statutory federal income tax rate to income before income taxes. The items causing this difference are as follows: | |||||
Year ended | |||||
31-Aug-13 | |||||
Tax benefit at U.S. statutory rate | $ | 301,000 | |||
Permanent differences – stock compensation | — | ||||
Valuation allowance | (301,000 | ) | |||
$ | — | ||||
The Company has net operating loss carryforwards of $2,100,000 which will begin expiring in 2026. | |||||
12_COMMON_STOCK
12. COMMON STOCK | 12 Months Ended |
Aug. 31, 2014 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | 12. COMMON STOCK |
On November 13, 2012, the Company effected a one-for-40 reverse stock split. All share and per share amounts have been retroactively restated to reflect the reverse split. | |
During the year ended August 31, 2014, the Company issued 12,702,068 shares of common stock for conversion of Convertible Notes Payable in the amount of $665,104. See Note 10. | |
13_SHARE_BASED_PAYMENTS_EMPLOY
13. SHARE - BASED PAYMENTS - EMPLOYEE SHARE OPTIONS | 12 Months Ended | ||||||||||||||||||||||||||||
Aug. 31, 2014 | |||||||||||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | 13. SHARE - BASED PAYMENTS – EMPLOYEE SHARE OPTIONS | ||||||||||||||||||||||||||||
During the years ended August 31, 2014 and 2013, the Company expensed $309,601 and $nil, respectively, of share-based payments related to its Employee Share Option Plan (“Plan”). | |||||||||||||||||||||||||||||
During the year ended August 31, 2014 no stock options were exercised. During the year ended August 31, 2013, no stock options were outstanding. | |||||||||||||||||||||||||||||
A summary of the status of the options issued below as at August 31, 2014 and 2013, and changes during the periods ended on those dates is presented below. These options were not issued under a stock option plan. | |||||||||||||||||||||||||||||
Options | Weighted Average | ||||||||||||||||||||||||||||
Exercise Price $ | |||||||||||||||||||||||||||||
Balance outstanding August 31, 2013 | - | - | |||||||||||||||||||||||||||
Options granted | 30,160,000 | 0.05 | |||||||||||||||||||||||||||
Balance outstanding August 31, 2014 | 30,160,000 | 0.05 | |||||||||||||||||||||||||||
Total intrinsic value of the above options on August 31, 2015 is $1,508,000. | |||||||||||||||||||||||||||||
As at August 31, 2014, the Company had stock options issued to directors, officers, employees and contractors of the Company outstanding as follows: | |||||||||||||||||||||||||||||
As at August 31, 2014 | |||||||||||||||||||||||||||||
Grant Date | Options Issued | Exercise Price $ | Vesting Terms | Expiration date | |||||||||||||||||||||||||
27-May-14 | 30,000,000 | 0.05 | A | 31-Dec-24 | |||||||||||||||||||||||||
4-Jun-14 | 75,000 | 0.05 | B | 15-Jun-21 | |||||||||||||||||||||||||
4-Jun-14 | 50,000 | 0.05 | A | 15-Jun-21 | |||||||||||||||||||||||||
15-Jun-11 | 35,000 | 0.1 | A | 15-Jun-21 | |||||||||||||||||||||||||
30,160,000 | |||||||||||||||||||||||||||||
A. | Options vest 1/3 on December 31, 2014, another 1/3 December 31, 2015 and the final 1/3 December 31, 2016. | ||||||||||||||||||||||||||||
B. | Options vest 100% on December 31, 2014. | ||||||||||||||||||||||||||||
The fair value of the options granted were measured based on the Black-Scholes Option Pricing Model. The expected volatility is estimated by considering historic weighted average share price volatility. The total fair value of the outstanding options is $1,410,370 of which $1,100,769 has not been recognized. | |||||||||||||||||||||||||||||
The inputs used in the measurement of fair value at the grant date of the share-based payments were as follows: | |||||||||||||||||||||||||||||
Grant Date | Fair Value at Grant Date | Share Price at Grant Date | Exercise Price | Expected Volatility (weighted average) | Expected Life (weighted average) | Expected Dividends | Risk Free Interest Rate | ||||||||||||||||||||||
27-May-14 | $ | 0.049 | $ | 0.0501 | $ | 0.05 | 202 | % | 5 | - | 2.82 | % | |||||||||||||||||
4-Jun-14 | $ | 0.078 | $ | 0.0788 | $ | 0.05 | 202 | % | 5 | - | 2.82 | % | |||||||||||||||||
15-Jun-14 | $ | 0.155 | $ | 0.155 | $ | 0.1 | 202 | % | 5 | - | 2.82 | % | |||||||||||||||||
The following table summarizes the weighted average exercise price and the weighted average remaining contractual life of the options outstanding and exercisable at August 31, 2014: | |||||||||||||||||||||||||||||
Outstanding | Exercisable | ||||||||||||||||||||||||||||
Exercise Price $ | Options Outstanding | Expiry date | Weighted Average Remaining Life (years) | Weighted Average Exercise Price $ | Options Exercisable | Weighted Average Exercise Price $ | |||||||||||||||||||||||
$ | 0.05 | 30,000,000 | 31-Dec-24 | 10.34 | $ | 0.05 | - | - | |||||||||||||||||||||
$ | 0.05 | 160,000 | 15-Jun-21 | 6.79 | $ | 0.061 | - | - | |||||||||||||||||||||
30,160,000 | - | - | |||||||||||||||||||||||||||
14_SUBSEQUENT_EVENTS
14. SUBSEQUENT EVENTS | 12 Months Ended | |
Aug. 31, 2014 | ||
Subsequent Events [Abstract] | ||
Subsequent Events [Text Block] | 14. SUBSEQUENT EVENTS | |
On September 4, 2014, Mr. Daniel Hammett delivered his resignation as a director of the Company. Mr. Hammett delivered the resignation in writing and verbally to Mr. Paul Watson and Mr. Henry Gordon, directors of the Company acting on behalf of the board of directors. Mr. Hammett has subsequently denied that he delivered a written resignation to the board of directors of the Company and disputed with the Company that he has resigned from its board of directors. Mr. Hammett's resignation is in relation to a disagreement between the Company and Mr. Hammett regarding alleged violations by Mr. Hammett of the Company’s Code of Business and Ethical Conduct. The alleged violations have been the subject of an ongoing internal investigation by independent counsel hired by the Company. | ||
On September 10, 2014, the Registrant's board of directors removed Mr. Hammett as Chairperson and Chief Executive Officer of the Company. Mr. Hammett's removal was in relation to the disagreement with the Company over alleged violations of the Company's Code of Business and Ethical Conduct. Mr. Hammett disputed that the board of directors has taken valid action to remove him from his offices. | ||
On September 10, 2014, the Company's board of directors removed Mr. Daniel Miller as Chief Operating Officer and Secretary of the Company. Mr. Miller's removal was in relation to the disagreement with the Company over alleged violations of the Company's Code of Business and Ethical Conduct. The alleged violations have been the subject of an ongoing internal investigation by independent counsel hired by the Company. Mr. Miller disputed that the board of directors has taken valid action to remove him from his offices. Mr. Miller remains a director of the Company but has been asked by the remaining directors of the board of directors to resign that position, as a result of the alleged violations of the Company's Code of Business and Ethical Conduct. | ||
On September 11, 2014 the Company filed suit against Mr. Hammett and Mr. Miller in the District Court of Travis County, Texas as a result of the internal investigation of the possible breaches of the Company's Code of Business and Ethical Conduct. | ||
On October 31, 2014 the Company entered into a settlement agreement with Mr. Hammett and Great Outdoors, LLC (“Great Outdoors”) in relation to the disputes previously above. The Company and Mr. Hammett have agreed to the following key points: | ||
1) | Mr. Hammett has agreed to resign all employment with the Company and MyGO Subsidiary and withdraw all objections to his resignation from the Board of Directors of the Company on September 4, 2014, in exchange for the Registrant and MyGO Subsidiary agreeing to pay Mr. Hammett $25,000 in one lump sum payment; | |
2) | Mr. Hammett has agreed for a period of one (1) year from the settlement effective date, that he will not operate, design, market, or otherwise work in the hunting games industry, either in his own name or in association with others. He further agrees that he will not offer his services as a consultant, employee, independent contractor or otherwise in the hunting games industry, whether directly or indirectly. | |
3) | Mr. Hammett and/or Great Outdoors shall release and forfeit back to the Company all common stock and all of the option rights of the Company afforded to them under Mr. Hammett’s employment agreement and the merger between the Company and Great Outdoors. In addition, the parties agreed to a post-closing adjustment to the share exchange agreement between the Parties dated June 19, 2014, (i) to adjust the purchase price from 50,323,526 shares of the Registrant to 7,500,000 shares of the Company, (ii) to amend the transfer of liabilities to include claims by Umur Ozal in the amount of $500,000 in principal, Shahid Ramzan in the amount of $100,000 in principal, and certain other Great Outdoors note holders who were sent note exchange agreements on June 20, 2014, totaling $400,000 in principal, and (iii) to amend the transfer of liabilities to include certain legal expenses incurred by Great Outdoors. Mr. Hammett further agrees to a prohibition on the sale of more than 750,000 shares per quarter for a period of eighteen months; | |
As of August 31, 2014 all settlement liabilities were accrued. | ||
Also, on October 30, 2014 the Company entered into a settlement agreement with Mr. Miller in relation to the disputes previously described. The Company and Mr. Miller have agreed to the following key points: | ||
1) | Mr. Miller has agreed to resign all employment with the Company in exchange for the Company agreeing to pay Mr. Miller severance in an amount equal to the payroll rate Mr. Miller was paid prior to his resignation ($12,500 per month minus FICA and standard payroll tax withholdings), which shall be payable in accordance with the Company’s normal pay cycle up through November 30, 2014; the Company will further ensure no lapse in health insurance coverage for Mr. Miller through November 30, 2014; | |
2) | Mr. Miller has agreed to resign from the Board of Directors of the Company; | |
3) | Mr. Miller has agreed to release and forfeit all of his current option grants in the Company (22,500,000 stock options exercisable at $0.05 per share) in exchange for the Company issuing to Mr. Miller 1,250,000 stock options with an exercise price of $0.05 per shares exercisable for three years after the date of grant, with such options being fully vested and immediately exercisable, subject to applicable waiting periods prescribed by federal and state securities laws; | |
As of August 31, 2014 all settlement liabilities were accrued. | ||
Ozal Settlement Agreement | ||
On November 5, 2014, the Company and Umur Ozal, investor in GO, entered into a settlement agreement related to certain liabilities of Great Outdoors to Mr. Ozal under several notes purchased by Mr. Ozal from Great Outdoors totaling $500,000 to mature on May 30, 2015 and assumed by the Company on October 31, 2014 pursuant to its settlement with Mr. Hammett as described previously (the “Ozal Notes”). Pursuant to the settlement, the Company issued Mr. Ozal 11,500,000 shares of common stock at $0.05 per share in exchange for Mr. Ozal releasing the Company from all obligations and liabilities due and owing under the Ozal Notes. The transaction resulted in the company recognizing $75,000 in interest expense. | ||
Stock and Option Grants | ||
On September 15, 2014, the Corporation authorized and issued 25,000,000 restricted shares of common stock in the Corporation to members of the Corporation’s advisory board and to certain non-executive employees of the Corporation. The restricted common stock is subject to a vesting term of two years of service (as an advisory board member or employee, as the case may be), with 50% of the stock vested after year 1 and the other 50% after year two. In the event the employee resigns or is removed from employment or the advisory board member resigns or is removed from the advisory board, they will forfeit any shares of common stock that have not vested. The holders of the restricted stock will have the right to direct the Corporation to vote their issued but unvested shares of common stock on any matters that come before the shareholders of the Corporation for which holders of common stock have the right to vote. Restricted shares of common stock issued by the Company are valued using the Black-Scholes Option Pricing Model at the date of the grant and recognized in compensation expense over the term of two years of service. | ||
On September 15, 2014, the Corporation authorized and issued options in the Corporation exercisable to acquire 30,730,000 shares of common stock in the Corporation. All of the options were granted to certain employees and consultants of the Corporation. 23,500,000 of the options vested immediately, have an exercise price of $0.05 per share of common stock and have a term of 10 years. 5,000,000 of the options vest on December 31, 2015, have an exercise price of $0.05 per share and a term of 10 years. 3,030,000 of the options vest in three equal tranches on December 31, 2014, 2015 and 2016, have an exercise price of $0.05 per shares and a term of 10 years. 200,000 of the options vest in three equal tranches on December 31, 2014, 2015 and 2016, have an exercise price of $0.10 per share and a term of 7 years. All of the options were issued pursuant to Section 4(a)(2) of the Securities Act based on representations of the option holders to which such options were issued. The fair value of the options granted will be measured based on the Black-Scholes Option Pricing Model. The expected volatility is estimated by considering historic weighted average share price volatility. | ||
Accounting_Policies_by_Policy_
Accounting Policies, by Policy (Policies) | 12 Months Ended | ||||||||||||||||
Aug. 31, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||
Consolidation, Policy [Policy Text Block] | Basis of Consolidation | ||||||||||||||||
The consolidated financial statements for the year ended August 31, 2014 include the operations of the Company and its wholly-owned subsidiary, My Go Games LLC. All significant intercompany accounts and transactions have been eliminated in consolidation. | |||||||||||||||||
Use of Estimates, Policy [Policy Text Block] | Use of estimates - The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | ||||||||||||||||
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and cash equivalents - All cash, other than held in escrow, is maintained with a major financial institution in the United States. Deposits with this bank may exceed the amount of insurance provided on such deposits. Temporary cash investments with an original maturity of three months or less are considered to be cash equivalents. | ||||||||||||||||
Research and Development Expense, Policy [Policy Text Block] | Research and development expenses - Expenditures for research and development of products are expensed as incurred. There has been $165,516 of development costs incurred for the year ended August 31, 2014. | ||||||||||||||||
Stockholders' Equity, Policy [Policy Text Block] | Common stock - The Company records common stock issuances when all of the legal requirements for the issuance of such common stock have been satisfied. | ||||||||||||||||
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment | ||||||||||||||||
Property and equipment is located at the Company's headquarters in Austin, TX and is recorded at cost less accumulated depreciation. Depreciation and amortization is calculated using the straight-line method over the expected useful life of the asset, beginning in the month after the asset is placed in service. The Company generally uses the following depreciable lives for its major classifications of property and equipment: | |||||||||||||||||
Description | Useful Lives | ||||||||||||||||
Computer hardware | 5 years | ||||||||||||||||
Computer software | 3 years | ||||||||||||||||
Furniture and Office Equipment | 5 years | ||||||||||||||||
Intangible Assets, Finite-Lived, Policy [Policy Text Block] | Intangible assets - Below is a table identifying the intangible assets subject to amortization. At August 31, 2014, management determined that the remaining net book value of its Intellectual property related to the My Go Games LLC acquisitions should be valued as follows: | ||||||||||||||||
Original values of Intangible assets | |||||||||||||||||
Purchased intangible assets | $ | 2,187,251 | |||||||||||||||
Estimated future amortization (years) | 3 years | ||||||||||||||||
Amortization to-date | $ | 143,792 | |||||||||||||||
In accordance with ASC Topic 360, the Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable, or at least annually. The Company recognizes an impairment loss when the sum of expected undiscounted future between the assets estimated fair value and its book value. The Company did not record any impairment charge for the years ended August 31, 2014 and 2013. | |||||||||||||||||
Revenue Recognition, Policy [Policy Text Block] | Revenue recognition – We derive revenue from the sale of virtual goods to MyGO Gamers – individuals who play our online or mobile games - and from the sale of advertising within our online and mobile games to our brand-partners – companies who seek to have their products featured in online and mobile games. | ||||||||||||||||
Online and Mobile Games | |||||||||||||||||
Currently, we operate half of our games as live services that allow MyGO Gamers to initially download the game and play the game for free. Within these games, MyGO Gamers can purchase virtual currency to obtain virtual goods to enhance their game-playing experience. Primarily, MyGO Gamers pay for our virtual currency – GO Bucks – using payment methods such as credit cards or PayPal. The other half of our games are available for download for approximately $1.00. Revenue from payments for initial download is recognized as though the game is a durable good (discussed below). | |||||||||||||||||
We recognize revenue when all of the following conditions are satisfied: (1) there is persuasive evidence of an arrangement; (2) the service has been provided to the MyGO Gamer; (3) the collection of our fees is reasonably assured; and (4) the amount of fees to be paid by the customer is fixed or determinable. For purposes of determining when the service has been provided to the MyGO Gamer, we have determined that an implied obligation exists to the paying MyGO Gamer to continue displaying the purchased virtual goods within the online game over their estimated life or until they are consumed. The proceeds from the sales of virtual goods are initially recorded in deferred revenue. We categorize our virtual goods as either consumable or durable. Consumable virtual goods, such as energy or ammo, represent goods that can be consumed by a specific MyGO Gamer action. Common characteristics of consumable goods may include virtual goods that are no longer displayed on the MyGO Gamer’s game board after a short period of time, do not provide the MyGO Gamer any continuing benefit following consumption or often times enable a MyGO Gamer to perform an in-game action immediately. For the sale of consumable virtual goods, we recognize revenue as the goods are consumed. Durable virtual goods, such as bows, rifles, or levels, represent virtual goods that are accessible to the MyGO Gamer over an extended period of time. We recognize revenue from the sale of durable virtual goods ratably over the estimated average playing period of paying MyGO Gamers for the applicable game, which represents our best estimate of the average life of our durable virtual goods. If we do not have the ability to differentiate revenue attributable to durable virtual goods from consumable virtual goods for a specific game, we recognize revenue from the sale of durable and consumable virtual goods for that game ratably over the estimated average period that paying MyGO Gamers typically play our games (as further discussed below), which are estimated to range from three to 24 months. Future paying MyGO Gamer usage patterns and behavior may differ from the historical usage patterns and therefore the estimated average playing periods may change in the future. | |||||||||||||||||
Currently, we have limited data to determine the consumption dates for our consumable virtual goods or to differentiate revenue attributable to durable virtual goods from consumable virtual goods. As we continue to improve our data capture capabilities, we will secure the necessary data for substantially all of our games, thus allowing us to recognize revenue related to consumable goods upon consumption. We expect that in future periods there will be changes in the mix of durable and consumable virtual goods sold, reduced virtual good sales in existing games, changes in estimates in average paying MyGO Gamer life and/or changes in our ability to make such estimates. When such changes occur, and in particular if more of our revenue in any period is derived from goods for which revenue is recognized over the estimated average playing period, or that period increases on average, the amount of revenue that we recognize in a future period may be reduced, perhaps significantly. | |||||||||||||||||
On a quarterly basis, we determine the estimated average playing period for paying MyGO Gamers by game beginning at the time of a MyGO Gamers’ first purchase in that game and ending on a date when that paying MyGO Gamer is no longer playing the game. To determine when paying MyGO Gamers are no longer playing a given game, we analyze monthly cohorts of paying MyGO Gamers for that game who made their first in-game payment between one and 12 months prior to the beginning of each quarter and determine whether each MyGO Gamer within the cohort is an active or inactive MyGO Gamer as of the date of our analysis. To determine which MyGO Gamers are inactive, we analyze the dates that each paying MyGO Gamer last logged into that game. We determine a paying MyGO Gamer to be inactive once they have reached a period of inactivity for which it is probable (defined as at least 80%) that a MyGO Gamer will not return to a specific game. For the payers deemed inactive as of our analysis date we analyze the dates they last logged into that game to determine the rate at which inactive MyGO Gamers stopped playing. Based on these dates we then project a date at which all paying MyGO Gamers for each monthly cohort are expected to cease playing our games. We then average the time periods from first purchase date and the date the last MyGO Gamer is expected to cease playing the game for each of the monthly cohorts to determine the total playing period for that game. To determine the estimated average playing period we then divide this total playing period by two. The use of this “average” approach assumes that paying MyGO Gamers become inactive at a relatively consistent rate for each of our games. If future data indicates paying MyGO Gamers do not become inactive at a relatively consistent rate, we will modify our calculations accordingly. If a new game is launched and only a limited period of paying MyGO Gamer data is available for our analysis, then we also consider other factors, such as the estimated average playing period for other recently launched games with similar characteristics, to determine the estimated average playing period. | |||||||||||||||||
Advertising Costs, Policy [Policy Text Block] | Advertising Revenues and Costs – We have contractual relationships with our brand-partners for advertisements within our games. We recognize advertising revenue as advertisements are delivered to customers as long as evidence of the arrangement exists (executed contract), the price is fixed and determinable, and we have assessed collectability as reasonably assured. Certain branded virtual goods and sponsorships are deferred and recognized over the estimated average life of the branded virtual good or as the branded virtual good is consumed, similar to game revenue. All arrangements directly between us and brand-partners are recognized gross equal to the price paid to us by the end advertiser since we are the primary obligor, and we determine the price. The company recognized no advertising revenue and $31,305 of advertising costs for the year ended August 31, 2014. The Company recognized no advertising revenue and advertising costs of $30,221 for the year ended August 31, 2013. | ||||||||||||||||
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Stock-Based Compensation - The Company follows the provisions of ASC 718, which requires all share-based payments to employees, including grants of employee stock options, to be recognized in the income statement based on their fair values. The Company uses the Black-Sholes pricing model for determining the fair value of stock based compensation. The Company accounts for the non-employee share based awards in accordance with ASC Topic 505-50, Equity Based Payments to Non-Employees. | ||||||||||||||||
Income Tax, Policy [Policy Text Block] | Income taxes -The Company accounts for income taxes pursuant to the provisions of ASC 740-10, “Accounting for Income Taxes,” which requires, among other things, an asset and liability approach to calculating deferred income taxes. The asset and liability approach requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of assets and liabilities. A valuation allowance is provided to offset any net deferred tax assets for which management believes it is more likely than not that the net deferred asset will not be realized. | ||||||||||||||||
The Company follows the provisions of the ASC 740 -10 related to, Accounting for Uncertain Income Tax Positions. When tax returns are filed, it is highly certain that some positions taken would be sustained upon examination by the taxing authorities, while others are subject to uncertainty about the merits of the position taken or the amount of the position that would be ultimately sustained. In accordance with the guidance of ASC 740-10, the benefit of a tax position is recognized in the financial statements in the period during which, based on all available evidence, management believes it is more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken are not offset or aggregated with other positions. Tax positions that meet the more-likely-than-not recognition threshold are measured as the largest amount of tax benefit that is more than 50 percent likely of being realized upon settlement with the applicable taxing authority. The portion of the benefits associated with tax positions taken that exceeds the amount measured as described above should be reflected as a liability for uncertain tax benefits in the accompanying balance sheet along with any associated interest and penalties that would be payable to the taxing authorities upon examination. The Company has not yet filed any tax returns and believes that future tax positions taken will be highly certain of being upheld upon examination. As such, the Company has not recorded a liability for uncertain tax benefits. | |||||||||||||||||
The Company has adopted ASC 740-10-25 Definition of Settlement, which provides guidance on how an entity should determine whether a tax position is effectively settled for the purpose of recognizing previously unrecognized tax benefits and provides that a tax position can be effectively settled upon the completion of an examination by a taxing authority without being legally extinguished. For tax positions considered effectively settled, an entity would recognize the full amount of tax benefit, even if the tax position is not considered more likely than not to be sustained based solely on the basis of its technical merits and the statute of limitations remains open. Since the Company has not yet filed any tax returns, as of August 31, 2014, all prior tax years are still subject to audit. | |||||||||||||||||
Earnings Per Share, Policy [Policy Text Block] | Earnings (Loss) Per Share – Basic loss per share is computed by dividing net loss attributable to common stockholders by the weighted average common shares outstanding for the period. Diluted loss per share is computed giving effect to all potentially dilutive common shares. Potentially dilutive common shares may consist of incremental shares issuable upon the exercise of stock options and warrants and the conversion of notes payable to common stock. In periods in which a net loss has been incurred, all potentially dilutive common shares are considered antidilutive and thus are excluded from the calculation. At August 31, 2014, the Company had 65,957,164 potentially dilutive common shares compared to 0 in the same period of 2013. | ||||||||||||||||
On November 13, 2012, the Company effected a one-for-40 reverse stock split. All share and per share amounts have been retroactively restated to reflect the reverse split. This presentation is consistent with the guidance in ASC 260-10-55-12,Earnings Per Share, which requires retroactive restatement of earnings per share if a capital structure change due to a stock dividend, stock split or reverse split occurs after the date of the latest balance sheet, but before the release of the financial statements or the effective date of the registration statement, whichever is later. | |||||||||||||||||
Fair Value of Financial Instruments, Policy [Policy Text Block] | Financial instruments – In September 2006, the Financial Accounting Standards Board (FASB) introduced a framework for measuring fair value and expanded required disclosure about fair value measurements of assets and liabilities. The Company adopted the standard for those financial assets and liabilities as of the beginning of the 2009 fiscal year and the impact of adoption was not significant. FASB Accounting Standards Codification (ASC) 820 “Fair Value Measurements and Disclosures” (ASC 820) defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below: | ||||||||||||||||
· | Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. | ||||||||||||||||
· | Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means. | ||||||||||||||||
· | Level 3 - Inputs that are both significant to the fair value measurement and unobservable. | ||||||||||||||||
Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of August 31, 2014 and 2013. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments. These financial instruments include accounts receivable, other current assets, accounts payable, accrued compensation and accrued expenses. The fair value of the Company’s notes payable is estimated based on current rates that would be available for debt of similar terms which is not significantly different from its stated value. | |||||||||||||||||
The following table presents assets that were measured and recognized at fair value as of August 31, 2014 and 2013 and the years then ended on a recurring and nonrecurring basis: | |||||||||||||||||
Total | |||||||||||||||||
Realized | |||||||||||||||||
Description | Level 1 | Level 2 | Level 3 | Loss | |||||||||||||
$ | — | $ | — | $ | — | $ | — | ||||||||||
Totals | $ | — | $ | — | $ | — | $ | — | |||||||||
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements | ||||||||||||||||
In February 2013, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2013-02,Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income, to improve the transparency of reporting these reclassifications. Other comprehensive income includes gains and losses that are initially excluded from net income for an accounting period. Those gains and losses are later reclassified out of accumulated other comprehensive income into net income. The amendments in the ASU do not change the current requirements for reporting net income or other comprehensive income in financial statements. All of the information that this ASU requires already is required to be disclosed elsewhere in the financial statements under U.S. GAAP. The new amendments will require an organization to: | |||||||||||||||||
· | Present (either on the face of the statement where net income is presented or in the notes) the effects on the line items of net income of significant amounts reclassified out of accumulated other comprehensive income - but only if the item reclassified is required under U.S. GAAP to be reclassified to net income in its entirety in the same reporting period; and | ||||||||||||||||
· | Cross-reference to other disclosures currently required under U.S. GAAP for other reclassification items (that are not required under U.S. GAAP) to be reclassified directly to net income in their entirety in the same reporting period. This would be the case when a portion of the amount reclassified out of accumulated other comprehensive income is initially transferred to a balance sheet account (e.g., inventory for pension-related amounts) instead of directly to income or expense. | ||||||||||||||||
The amendments apply to all public and private companies that report items of other comprehensive income. Public companies are required to comply with these amendments for all reporting periods (interim and annual). The amendments are effective for reporting periods beginning after December 15, 2012, for public companies. Early adoption is permitted. The adoption of ASU No. 2013-02 is not expected to have a material impact on our financial position or results of operations. | |||||||||||||||||
In January 2013, the FASB issued ASU No. 2013-01, Balance Sheet (Topic 210): Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities, which clarifies which instruments and transactions are subject to the offsetting disclosure requirements originally established by ASU 2011-11. The new ASU addresses preparer concerns that the scope of the disclosure requirements under ASU 2011-11 was overly broad and imposed unintended costs that were not commensurate with estimated benefits to financial statement users. In choosing to narrow the scope of the offsetting disclosures, the Board determined that it could make them more operable and cost effective for preparers while still giving financial statement users sufficient information to analyze the most significant presentation differences between financial statements prepared in accordance with U.S. GAAP and those prepared under IFRSs. Like ASU 2011-11, the amendments in this update will be effective for fiscal periods beginning on, or after January 1, 2013. The adoption of ASU 2013-01 is not expected to have a material impact on our financial position or results of operations. |
3_SIGNIFICANT_ACCOUNTING_POLIC1
3. SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended | ||||||||||||||||
Aug. 31, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||
Property, Plant and Equipment [Table Text Block] | Property and equipment is located at the Company's headquarters in Austin, TX and is recorded at cost less accumulated depreciation. Depreciation and amortization is calculated using the straight-line method over the expected useful life of the asset, beginning in the month after the asset is placed in service. The Company generally uses the following depreciable lives for its major classifications of property and equipment: | ||||||||||||||||
Description | Useful Lives | ||||||||||||||||
Computer hardware | 5 years | ||||||||||||||||
Computer software | 3 years | ||||||||||||||||
Furniture and Office Equipment | 5 years | ||||||||||||||||
Schedule of Acquired Finite-Lived Intangible Assets by Major Class [Table Text Block] | Below is a table identifying the intangible assets subject to amortization. At August 31, 2014, management determined that the remaining net book value of its Intellectual property related to the My Go Games LLC acquisitions should be valued as follows: | ||||||||||||||||
Original values of Intangible assets | |||||||||||||||||
Purchased intangible assets | $ | 2,187,251 | |||||||||||||||
Estimated future amortization (years) | 3 years | ||||||||||||||||
Amortization to-date | $ | 143,792 | |||||||||||||||
Fair Value, Assets Measured on Recurring and Nonrecurring Basis [Table Text Block] | The following table presents assets that were measured and recognized at fair value as of August 31, 2014 and 2013 and the years then ended on a recurring and nonrecurring basis: | ||||||||||||||||
Total | |||||||||||||||||
Realized | |||||||||||||||||
Description | Level 1 | Level 2 | Level 3 | Loss | |||||||||||||
$ | — | $ | — | $ | — | $ | — | ||||||||||
Totals | $ | — | $ | — | $ | — | $ | — |
6_ACQUISITIONS_Tables
6. ACQUISITIONS (Tables) | 12 Months Ended | ||||
Aug. 31, 2014 | |||||
Business Combinations [Abstract] | |||||
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | The purchase price, not including acquisition costs paid by the Company that were expensed and totaled $92,118: | ||||
Original investment | $ | 477,354 | |||
Stock issued | 1,095,000 | ||||
Convertible debt | 1,000,000 | ||||
Purchase price | $ | 2,572,354 | |||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | Assets Acquired: | ||||
Cash and receivables net of payables of $47,669 | $ | 385,103 | |||
Software and service contracts | 2,187,251 | ||||
Purchase price | $ | 2,572,354 |
7_INTANGIBLE_ASSETS_Tables
7. INTANGIBLE ASSETS (Tables) | 12 Months Ended | ||||||||
Aug. 31, 2014 | |||||||||
Disclosure Text Block [Abstract] | |||||||||
Schedule of Finite-Lived Intangible Assets [Table Text Block] | Intangible assets consist of the following: | ||||||||
August 31, | |||||||||
2014 | 2013 | ||||||||
Software and service contracts | $ | 2,187,251 | $ | - | |||||
Total intangible assets | $ | 2,187,251 | $ | - |
10_CONVERTIBLE_NOTES_PAYABLE_T
10. CONVERTIBLE NOTES PAYABLE (Tables) | 12 Months Ended | ||||||||||||
Aug. 31, 2014 | |||||||||||||
10. CONVERTIBLE NOTES PAYABLE (Tables) [Line Items] | |||||||||||||
Convertible Debt [Table Text Block] | Convertible notes payable consist of the following as of August 31, 2014 and August 31, 2012: | ||||||||||||
31-Aug-14 | 31-Aug-13 | ||||||||||||
Convertible note payable, dated August 31, 2011, bearing interest at 10% per annum, matures on August 31, 2013 and convertible into shares of common stock at $0.05 per share | — | 19,468 | |||||||||||
Convertible note payable, dated January 31, 2013, bearing interest at 10% per annum, matures on January 31, 2015 and convertible into shares of common stock at $0.10 | 243 | 50,412 | |||||||||||
Convertible note payable, dated May 31, 2013, bearing interest at 10% per annum, matures on May 31, 2015 and convertible into shares of common stock at $0.05 | — | 172,450 | |||||||||||
Convertible note payable, dated August 31, 2013, bearing interest at 10% per annum, matures on August 31, 2015 and convertible into shares of common stock at $0.05 | — | 323,895 | |||||||||||
Convertible note payable, dated February 28, 2014, bearing interest at 10% per annum, matures on February 29, 2016 and convertible into shares of common stock at $0.05 | 158,490 | — | |||||||||||
Convertible note payable, dated April 30, 2014, bearing interest at 7% per annum, matures on May 31, 2015 and convertible into shares of common stock at $0.05 | 50,000 | ||||||||||||
Convertible note payable, dated April 30, 2014, bearing interest at 7% per annum, matures on May 31, 2015 and convertible into shares of common stock at $0.05 | 25,000 | ||||||||||||
Convertible note payable, dated April 30, 2014, bearing interest at 7% per annum, matures on May 31, 2015 and convertible into shares of common stock at $0.05 | 25,000 | ||||||||||||
Convertible note payable, dated April 30, 2014, bearing interest at 7% per annum, matures on May 31, 2015 and convertible into shares of common stock at $0.05 | 50,000 | ||||||||||||
Convertible note payable, dated April 30, 2014, bearing interest at 7% per annum, matures on May 31, 2015 and convertible into shares of common stock at $0.05 | 91,500 | — | |||||||||||
Convertible note payable, dated May 27, 2014, bearing interest at 7% per annum, matures on May 31, 2016 and convertible into shares of common stock at $0.05 | 8,500 | ||||||||||||
Convertible note payable, dated May 27, 2014, bearing interest at 7% per annum, matures on May 31, 2016 and convertible into shares of common stock at $0.05 | 50,000 | ||||||||||||
Convertible note payable, dated May 27, 2014, bearing interest at 7% per annum, matures on May 31, 2016 and convertible into shares of common stock at $0.05 | 25,000 | ||||||||||||
Convertible note payable, dated May 27, 2014, bearing interest at 7% per annum, matures on May 31, 2016 and convertible into shares of common stock at $0.05 | 200,000 | ||||||||||||
Convertible note payable, dated May 27, 2014, bearing interest at 7% per annum, matures on May 31, 2016 and convertible into shares of common stock at $0.05 | 25,000 | ||||||||||||
Convertible note payable, dated May 27, 2014, bearing interest at 7% per annum, matures on May 31, 2016 and convertible into shares of common stock at $0.05 | 50,000 | ||||||||||||
Convertible note payable, dated May 27, 2014, bearing interest at 7% per annum, matures on May 31, 2016 and convertible into shares of common stock at $0.05 | 75,000 | ||||||||||||
Convertible note payable, dated May 27, 2014, bearing interest at 7% per annum, matures on May 31, 2016 and convertible into shares of common stock at $0.05 | 100,000 | ||||||||||||
Convertible note payable, dated May 27, 2014, bearing interest at 7% per annum, matures on May 31, 2016 and convertible into shares of common stock at $0.05 | 50,000 | ||||||||||||
Convertible note payable, dated May 27, 2014, bearing interest at 7% per annum, matures on May 31, 2016 and convertible into shares of common stock at $0.05 | 50,000 | ||||||||||||
Convertible note payable, dated May 27, 2014, bearing interest at 7% per annum, matures on May 31, 2016 and convertible into shares of common stock at $0.05 | 50,000 | ||||||||||||
Convertible note payable, dated May 27, 2014, bearing interest at 7% per annum, matures on May 31, 2016 and convertible into shares of common stock at $0.05 | 100,000 | ||||||||||||
Convertible note payable, dated May 27, 2014, bearing interest at 7% per annum, matures on May 31, 2016 and convertible into shares of common stock at $0.05 | 25,000 | ||||||||||||
Convertible note payable, dated February 28, 2014, bearing interest at 15% per annum, matures on May 31, 2016 and convertible into shares of common stock at $0.05 | 500,000 | — | |||||||||||
Accrued interest payable | 71,047 | 73,664 | |||||||||||
Total convertible notes payable and accrued interest | 1,779,780 | 639,889 | |||||||||||
Less: current portion of convertible notes payable and accrued interest net of current discount | (731,220 | ) | (76,311 | ) | |||||||||
Less: total discount on convertible notes payable | (208,081 | ) | (521,936 | ) | |||||||||
Noncurrent convertible notes payable, net of discount and purchase | $ | 840,479 | $ | 41,642 | |||||||||
Note Dated August 31, 2011 [Member] | |||||||||||||
10. CONVERTIBLE NOTES PAYABLE (Tables) [Line Items] | |||||||||||||
Schedule of Debt Conversions [Table Text Block] | During the year ended August 31, 2014, the holders of the Convertible Note Payable dated August 31, 2011, elected to convert principal and accrued interest in the amounts shown below into shares of common stock at a rate of $0.05 per share. This note originally matured on August 31, 2013. There were no unamortized discounts on the principal converted below as all discounts had been fully amortized as of the original due date. No gain or loss was recognized on the conversions as they occurred within the terms of the agreement. | ||||||||||||
Date | Amount | Number of | |||||||||||
Converted | Shares Issued | ||||||||||||
1-Oct-13 | $ | 30,000 | 600,000 | ||||||||||
4-Oct-13 | 30,000 | 600,000 | |||||||||||
15-Oct-13 | 15,000 | 300,000 | |||||||||||
Total | $ | 75,000 | 1,500,000 | ||||||||||
Note Dated January 31, 2013 [Member] | |||||||||||||
10. CONVERTIBLE NOTES PAYABLE (Tables) [Line Items] | |||||||||||||
Schedule of Debt Conversions [Table Text Block] | During the year ended August 31, 2014, the holders of the Convertible Note Payable dated January 31, 2013, elected to convert principal and accrued interest in the amount of $60,000 into 600,000 shares of common stock at a rate of $0.10 per share. On the conversion date, the unamortized discount related to the principal amount converted of $21,805 was immediately amortized to interest expense. No gain or loss was recognized on the conversions as they occurred within the terms of the agreement. | ||||||||||||
Date | Amount Converted | Common Shares Issued | Unamortized Discount | ||||||||||
8-Oct-13 | $ | 60,000 | 600,000 | $ | 21,805 | ||||||||
Total | $ | 60,000 | 600,000 | $ | 21,805 | ||||||||
Note Dated May 31, 2013 [Member] | |||||||||||||
10. CONVERTIBLE NOTES PAYABLE (Tables) [Line Items] | |||||||||||||
Schedule of Debt Conversions [Table Text Block] | During the year ended August 31, 2014, the holders of the Convertible Note Payable dated May 31, 2013, elected to convert principal and accrued interest in the amounts shown below into shares of common stock at a rate of $0.05 per share. This note originally matured on May 31, 2015. On the conversion date, the unamortized discount related to the principal amount converted of $160,455 was immediately amortized to interest expense. No gain or loss was recognized on the conversions as they occurred within the terms of the agreement. | ||||||||||||
Date | Amount | Number of | Unamortized | ||||||||||
Converted | Shares Issued | Discount | |||||||||||
2-Dec-13 | $ | 80,000 | 1,600,000 | $ | 67,263 | ||||||||
20-Jan-14 | 40,000 | 800,000 | 36,004 | ||||||||||
29-Jan-14 | 40,000 | 800,000 | 36,929 | ||||||||||
11-Feb-14 | 22,780 | 455,600 | 20,259 | ||||||||||
Total | $ | 182,780 | 3,655,600 | $ | 160,455 | ||||||||
Note Dated August 31, 2013 [Member] | |||||||||||||
10. CONVERTIBLE NOTES PAYABLE (Tables) [Line Items] | |||||||||||||
Schedule of Debt Conversions [Table Text Block] | During the year ended August 31, 2014, the holders of the Convertible Note Payable dated August 31, 2013, elected to convert principal and accrued interest in the amounts shown below into shares of common stock at a rate of $0.05 per share. This note originally matured on August 31, 2015. On the conversion date, the unamortized discount related to the principal amount converted of $289,085 was immediately amortized to interest expense. No gain or loss was recognized on the conversions as they occurred within the terms of the agreement. | ||||||||||||
Date | Amount | Number of | Unamortized | ||||||||||
Converted | Shares Issued | Discount | |||||||||||
14-Mar-14 | $ | 500,000 | 1,000,000 | $ | 30,865 | ||||||||
21-Mar-14 | 50,000 | 1,000,000 | 46,357 | ||||||||||
14-Apr-14 | 50,000 | 1,000,000 | 44,969 | ||||||||||
20-May-14 | 50,000 | 1,000,000 | 43,784 | ||||||||||
11-Jul-14 | 147,323 | 2,946,468 | 123,110 | ||||||||||
Total | $ | 347,232 | 6,946,468 | $ | 289,085 |
11_INCOME_TAXES_Tables
11. INCOME TAXES (Tables) | 12 Months Ended | ||||
Aug. 31, 2014 | |||||
Income Tax Disclosure [Abstract] | |||||
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | The table below summarizes the differences between the Company’s effective tax rate and the statutory federal rate for the period ended August 31, 2014: | ||||
31-Aug-14 | |||||
Computed “expected” expense (benefit) – federal statutory rate | $ | (831,000 | ) | ||
State tax expense (benefit) – net of federal benefit | (83,000 | ) | |||
Amortization of debt discounts | 219,000 | ||||
Amortization of intangibles | 55,000 | ||||
Stock-based compensation | 119,000 | ||||
Change in valuation allowance | 521,000 | ||||
Effective expense (benefit) | - | ||||
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | Deferred tax assets and liabilities are provided for significant income and expense items recognized in different years for tax and financial reporting purposes. The components of the net deferred tax assets for the year ended August 31, 2014 was as follows: | ||||
31-Aug-14 | |||||
Net operating loss carry-forwards | $ | 837,000 | |||
Less: Valuation allowance | (837,000 | ) | |||
Deferred tax assets, net of valuation allowance | $ | - | |||
Schedule of Income before Income Tax, Domestic and Foreign [Table Text Block] | The provision for income taxes is different from that which would be obtained by applying the statutory federal income tax rate to income before income taxes. The items causing this difference are as follows: | ||||
Year ended | |||||
31-Aug-13 | |||||
Tax benefit at U.S. statutory rate | $ | 301,000 | |||
Permanent differences – stock compensation | — | ||||
Valuation allowance | (301,000 | ) | |||
$ | — |
13_SHARE_BASED_PAYMENTS_EMPLOY1
13. SHARE - BASED PAYMENTS - EMPLOYEE SHARE OPTIONS (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||
Aug. 31, 2014 | |||||||||||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||||||||||||||
Schedule of Stock Options Roll Forward [Table Text Block] | A summary of the status of the options issued below as at August 31, 2014 and 2013, and changes during the periods ended on those dates is presented below. These options were not issued under a stock option plan. | ||||||||||||||||||||||||||||
Options | Weighted Average | ||||||||||||||||||||||||||||
Exercise Price $ | |||||||||||||||||||||||||||||
Balance outstanding August 31, 2013 | - | - | |||||||||||||||||||||||||||
Options granted | 30,160,000 | 0.05 | |||||||||||||||||||||||||||
Balance outstanding August 31, 2014 | 30,160,000 | 0.05 | |||||||||||||||||||||||||||
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | As at August 31, 2014, the Company had stock options issued to directors, officers, employees and contractors of the Company outstanding as follows: | ||||||||||||||||||||||||||||
As at August 31, 2014 | |||||||||||||||||||||||||||||
Grant Date | Options Issued | Exercise Price $ | Vesting Terms | Expiration date | |||||||||||||||||||||||||
27-May-14 | 30,000,000 | 0.05 | A | 31-Dec-24 | |||||||||||||||||||||||||
4-Jun-14 | 75,000 | 0.05 | B | 15-Jun-21 | |||||||||||||||||||||||||
4-Jun-14 | 50,000 | 0.05 | A | 15-Jun-21 | |||||||||||||||||||||||||
15-Jun-11 | 35,000 | 0.1 | A | 15-Jun-21 | |||||||||||||||||||||||||
30,160,000 | |||||||||||||||||||||||||||||
A. | Options vest 1/3 on December 31, 2014, another 1/3 December 31, 2015 and the final 1/3 December 31, 2016. | ||||||||||||||||||||||||||||
B. | Options vest 100% on December 31, 2014. | ||||||||||||||||||||||||||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | The inputs used in the measurement of fair value at the grant date of the share-based payments were as follows: | ||||||||||||||||||||||||||||
Grant Date | Fair Value at Grant Date | Share Price at Grant Date | Exercise Price | Expected Volatility (weighted average) | Expected Life (weighted average) | Expected Dividends | Risk Free Interest Rate | ||||||||||||||||||||||
27-May-14 | $ | 0.049 | $ | 0.0501 | $ | 0.05 | 202 | % | 5 | - | 2.82 | % | |||||||||||||||||
4-Jun-14 | $ | 0.078 | $ | 0.0788 | $ | 0.05 | 202 | % | 5 | - | 2.82 | % | |||||||||||||||||
15-Jun-14 | $ | 0.155 | $ | 0.155 | $ | 0.1 | 202 | % | 5 | - | 2.82 | % | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding and Exercisable [Table Text Block] | The following table summarizes the weighted average exercise price and the weighted average remaining contractual life of the options outstanding and exercisable at August 31, 2014: | ||||||||||||||||||||||||||||
Outstanding | Exercisable | ||||||||||||||||||||||||||||
Exercise Price $ | Options Outstanding | Expiry date | Weighted Average Remaining Life (years) | Weighted Average Exercise Price $ | Options Exercisable | Weighted Average Exercise Price $ | |||||||||||||||||||||||
$ | 0.05 | 30,000,000 | 31-Dec-24 | 10.34 | $ | 0.05 | - | - | |||||||||||||||||||||
$ | 0.05 | 160,000 | 15-Jun-21 | 6.79 | $ | 0.061 | - | - | |||||||||||||||||||||
30,160,000 | - | - |
1_BACKGROUND_INFORMATION_Detai
1. BACKGROUND INFORMATION (Details) (USD $) | 0 Months Ended | ||||
Oct. 31, 2014 | Oct. 04, 2013 | 9-May-12 | 21-May-14 | Jun. 19, 2014 | |
Additional Equity Interest Purchased [Member] | Novalon Technologies, LLC [Member] | |||||
1. BACKGROUND INFORMATION (Details) [Line Items] | |||||
Equity Method Investment, Ownership Percentage | 20.00% | ||||
Equity Method Investment, Aggregate Cost (in Dollars) | $25,000 | ||||
Shares Returned Upon Settlement [Member] | Subsequent Event [Member] | My Go Games LLC ("MGG") Joint Venture [Member] | |||||
1. BACKGROUND INFORMATION (Details) [Line Items] | |||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in Shares) | -50,000,000 | ||||
Payment Upon Successful Completion of Creature Taverns Game [Member] | Novalon Technologies, LLC [Member] | |||||
1. BACKGROUND INFORMATION (Details) [Line Items] | |||||
Payments to Acquire Equity Method Investments (in Dollars) | 5,000 | ||||
Subsequent Event [Member] | My Go Games LLC ("MGG") Joint Venture [Member] | Convertible Debt [Member] | |||||
1. BACKGROUND INFORMATION (Details) [Line Items] | |||||
Liabilities Assumed (in Dollars) | 1,000,000 | ||||
Subsequent Event [Member] | My Go Games LLC ("MGG") Joint Venture [Member] | |||||
1. BACKGROUND INFORMATION (Details) [Line Items] | |||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in Shares) | 7,500,000 | ||||
Shares Issued, Price Per Share (in Dollars per share) | 0.146 | ||||
Street Source, LLC [Member] | |||||
1. BACKGROUND INFORMATION (Details) [Line Items] | |||||
Equity Method Investment, Additional Information | The primary focus of this partnership is to develop online and social games leveraging emerging consumer gaming portals; such as smart phones and mobile devices. | ||||
Novalon Technologies, LLC [Member] | Street Source, LLC [Member] | |||||
1. BACKGROUND INFORMATION (Details) [Line Items] | |||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 20.00% | ||||
Novalon Technologies, LLC [Member] | |||||
1. BACKGROUND INFORMATION (Details) [Line Items] | |||||
Equity Method Investment, Ownership Percentage | 80.00% | ||||
Payments to Acquire Equity Method Investments (in Dollars) | $20,000 | ||||
My Go Games LLC ("MGG") Joint Venture [Member] | Great Outdoors, LLC ("GO") [Member] | |||||
1. BACKGROUND INFORMATION (Details) [Line Items] | |||||
Equity Method Investment, Ownership Percentage | 80.00% | ||||
Number of Governors Appointed | 2 | ||||
My Go Games LLC ("MGG") Joint Venture [Member] | Corporate Joint Venture [Member] | |||||
1. BACKGROUND INFORMATION (Details) [Line Items] | |||||
Number of Governors Appointed | 1 | ||||
My Go Games LLC ("MGG") Joint Venture [Member] | |||||
1. BACKGROUND INFORMATION (Details) [Line Items] | |||||
Equity Method Investment, Ownership Percentage | 80.00% | ||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 20.00% | 20.00% | |||
Number of Governors Appointed | 3 | ||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in Shares) | 50,323,526 |
2_GOING_CONCERN_Details
2. GOING CONCERN (Details) (USD $) | 12 Months Ended | |
Aug. 31, 2014 | Aug. 31, 2013 | |
Going Conern [Abstract] | ||
Net Income (Loss) Attributable to Parent | ($2,375,275) | ($860,301) |
Net Cash Provided by (Used in) Operating Activities | -773,299 | -391,707 |
Working Capital (Deficit) | ($1,445,527) |
3_SIGNIFICANT_ACCOUNTING_POLIC2
3. SIGNIFICANT ACCOUNTING POLICIES (Details) (USD $) | 12 Months Ended | |
Aug. 31, 2014 | Aug. 31, 2013 | |
Accounting Policies [Abstract] | ||
Research and Development Expense | $165,516 | $0 |
Advertising Revenue | 0 | 0 |
Advertising Expense | $31,305 | $30,221 |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in Shares) | 65,957,164 | 0 |
3_SIGNIFICANT_ACCOUNTING_POLIC3
3. SIGNIFICANT ACCOUNTING POLICIES (Details) - Property, Plant and Equipment | 12 Months Ended |
Aug. 31, 2014 | |
Computer Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful lives | 5 years |
Software and Software Development Costs [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful lives | 3 years |
Furniture and Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful lives | 5 years |
3_SIGNIFICANT_ACCOUNTING_POLIC4
3. SIGNIFICANT ACCOUNTING POLICIES (Details) - Schedule of Acquired Finite-Lived Intangible Assets (USD $) | 12 Months Ended | |
Aug. 31, 2014 | Aug. 31, 2013 | |
Schedule of Acquired Finite-Lived Intangible Assets [Abstract] | ||
Purchased intangible assets | $2,187,251 | $0 |
Estimated future amortization (years) | 3 years | |
Amortization to-date | $143,792 | $0 |
3_SIGNIFICANT_ACCOUNTING_POLIC5
3. SIGNIFICANT ACCOUNTING POLICIES (Details) - Fair Value, Assets Measured on Recurring and Nonrecurring Basis (USD $) | Aug. 31, 2014 |
3. SIGNIFICANT ACCOUNTING POLICIES (Details) - Fair Value, Assets Measured on Recurring and Nonrecurring Basis [Line Items] | |
Totals | $0 |
Fair Value, Inputs, Level 1 [Member] | |
3. SIGNIFICANT ACCOUNTING POLICIES (Details) - Fair Value, Assets Measured on Recurring and Nonrecurring Basis [Line Items] | |
Totals | 0 |
Fair Value, Inputs, Level 2 [Member] | |
3. SIGNIFICANT ACCOUNTING POLICIES (Details) - Fair Value, Assets Measured on Recurring and Nonrecurring Basis [Line Items] | |
Totals | 0 |
Fair Value, Inputs, Level 3 [Member] | |
3. SIGNIFICANT ACCOUNTING POLICIES (Details) - Fair Value, Assets Measured on Recurring and Nonrecurring Basis [Line Items] | |
Totals | $0 |
4_JOINT_VENTURES_Details
4. JOINT VENTURES (Details) (USD $) | 0 Months Ended | |
Oct. 04, 2013 | Jul. 20, 2013 | |
Additional Equity Interest Purchased [Member] | Novalon Technologies, LLC [Member] | ||
4. JOINT VENTURES (Details) [Line Items] | ||
Rights to Profits and Losses, Percentage | 20.00% | |
Equity Method Investment, Aggregate Cost | $25,000 | |
Novalon Technologies, LLC [Member] | ||
4. JOINT VENTURES (Details) [Line Items] | ||
Payments to Acquire Equity Method Investments | 20,000 | |
Bluff Wars, Inc. [Member] | ||
4. JOINT VENTURES (Details) [Line Items] | ||
Payments to Acquire Equity Method Investments | $30,000 |
5_IMPAIRMENT_Details
5. IMPAIRMENT (Details) (USD $) | 12 Months Ended | |
Aug. 31, 2014 | Aug. 31, 2013 | |
Disclosure Text Block Supplement [Abstract] | ||
Equity Method Investment, Other than Temporary Impairment | $0 | $157,500 |
6_ACQUISITIONS_Details
6. ACQUISITIONS (Details) (USD $) | 0 Months Ended | ||||
Oct. 31, 2014 | Jun. 19, 2014 | Aug. 31, 2014 | Aug. 31, 2013 | 21-May-14 | |
6. ACQUISITIONS (Details) [Line Items] | |||||
Common Stock, Shares Authorized (in Shares) | 250,000,000 | 250,000,000 | |||
Common Stock, Par or Stated Value Per Share (in Dollars per share) | $0.00 | $0.00 | |||
Former Chief Executive Officer and Director [Member] | My Go Games LLC ("MGG") Joint Venture [Member] | |||||
6. ACQUISITIONS (Details) [Line Items] | |||||
Equity Method Investment, Ownership Percentage | 100.00% | ||||
Subsequent Event [Member] | Convertible Debt [Member] | Umur Ozal [Member] | My Go Games LLC ("MGG") Joint Venture [Member] | |||||
6. ACQUISITIONS (Details) [Line Items] | |||||
Liabilities Assumed (in Dollars) | $500,000 | ||||
Subsequent Event [Member] | Convertible Debt [Member] | Shahid Ramzan [Member] | My Go Games LLC ("MGG") Joint Venture [Member] | |||||
6. ACQUISITIONS (Details) [Line Items] | |||||
Liabilities Assumed (in Dollars) | 100,000 | ||||
Subsequent Event [Member] | Convertible Debt [Member] | Other Note Holders [Member] | My Go Games LLC ("MGG") Joint Venture [Member] | |||||
6. ACQUISITIONS (Details) [Line Items] | |||||
Liabilities Assumed (in Dollars) | 400,000 | ||||
Subsequent Event [Member] | My Go Games LLC ("MGG") Joint Venture [Member] | |||||
6. ACQUISITIONS (Details) [Line Items] | |||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in Shares) | 7,500,000 | ||||
Director Class A [Member] | My Go Games LLC ("MGG") Joint Venture [Member] | |||||
6. ACQUISITIONS (Details) [Line Items] | |||||
Number of Directors | 2 | ||||
Director Class B [Member] | My Go Games LLC ("MGG") Joint Venture [Member] | |||||
6. ACQUISITIONS (Details) [Line Items] | |||||
Number of Directors | 2 | ||||
Director, Term | 1 year | ||||
Director Class C [Member] | My Go Games LLC ("MGG") Joint Venture [Member] | |||||
6. ACQUISITIONS (Details) [Line Items] | |||||
Number of Directors | 3 | ||||
Director, Term | 2 years | ||||
My Go Games LLC ("MGG") Joint Venture [Member] | |||||
6. ACQUISITIONS (Details) [Line Items] | |||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in Shares) | 50,323,526 | ||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 20.00% | 20.00% | |||
Equity Method Investment, Ownership Percentage | 80.00% | ||||
Common Stock, Shares Authorized (in Shares) | 250,000,000 | ||||
Common Stock, Par or Stated Value Per Share (in Dollars per share) | 0.0001 | ||||
Number of Classes of Directors | 3 | ||||
Business Combination, Acquisition Related Costs (in Dollars) | 92,118 |
6_ACQUISITIONS_Details_Schedul
6. ACQUISITIONS (Details) - Schedule of Business Acquisition (USD $) | 0 Months Ended | 12 Months Ended | |
Jun. 19, 2014 | Aug. 31, 2014 | Aug. 31, 2013 | |
Schedule of Business Acquisition [Abstract] | |||
Original investment | $477,354 | $25,000 | $0 |
Stock issued | 1,095,000 | ||
Convertible debt | 1,000,000 | ||
Purchase price | $2,572,354 |
6_ACQUISITIONS_Details_Schedul1
6. ACQUISITIONS (Details) - Schedule of Recognized Identified Assets Acquired (USD $) | Jun. 19, 2014 |
Schedule of Recognized Identified Assets Acquired [Abstract] | |
Cash and receivables net of payables of $47,669 | $385,103 |
Software and service contracts | 2,187,251 |
Purchase price | $2,572,354 |
6_ACQUISITIONS_Details_Schedul2
6. ACQUISITIONS (Details) - Schedule of Recognized Identified Assets Acquired (Parentheticals) (USD $) | Jun. 19, 2014 |
Schedule of Recognized Identified Assets Acquired [Abstract] | |
Payables of | $47,669 |
7_INTANGIBLE_ASSETS_Details
7. INTANGIBLE ASSETS (Details) (USD $) | 12 Months Ended |
Aug. 31, 2014 | |
Disclosure Text Block [Abstract] | |
Amortization of Intangible Assets | $143,792 |
Finite-Lived Intangible Asset, Useful Life | 3 years |
7_INTANGIBLE_ASSETS_Details_Sc
7. INTANGIBLE ASSETS (Details) - Schedule of Finite-Lived Intangible Assets (USD $) | Aug. 31, 2014 | Aug. 31, 2013 |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets | $2,187,251 | $0 |
Computer Software, Intangible Asset [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets | $2,187,251 | $0 |
8_ACCOUNTS_PAYABLE_Details
8. ACCOUNTS PAYABLE (Details) (USD $) | Aug. 31, 2014 | Aug. 31, 2013 |
8. ACCOUNTS PAYABLE (Details) [Line Items] | ||
Accounts Payable, Current | $582,761 | $92,381 |
Lawsuit Filed For Unpaid Services Rendered [Member] | ||
8. ACCOUNTS PAYABLE (Details) [Line Items] | ||
Accounts Payable, Current | $196,278 |
9_ADVANCES_FROM_THIRD_PARTIES_
9. ADVANCES FROM THIRD PARTIES (Details) (USD $) | 12 Months Ended | 0 Months Ended | ||||||||
Aug. 31, 2014 | Aug. 31, 2013 | Oct. 31, 2014 | 27-May-14 | Apr. 30, 2014 | Feb. 28, 2014 | 31-May-13 | Jan. 31, 2013 | Oct. 31, 2012 | Sep. 04, 2012 | |
9. ADVANCES FROM THIRD PARTIES (Details) [Line Items] | ||||||||||
Proceeds from Other Short-term Debt | $533,160 | $464,245 | ||||||||
Subsequent Event [Member] | Convertible Debt [Member] | Shahid Ramzan [Member] | My Go Games LLC ("MGG") Joint Venture [Member] | ||||||||||
9. ADVANCES FROM THIRD PARTIES (Details) [Line Items] | ||||||||||
Liabilities Assumed | 100,000 | |||||||||
Convertible Debt [Member] | ||||||||||
9. ADVANCES FROM THIRD PARTIES (Details) [Line Items] | ||||||||||
Debt Instrument, Face Amount | $323,895 | $500,000 | $150,000 | $158,490 | $172,450 | $170,412 | $52,600 | $25,260 |
10_CONVERTIBLE_NOTES_PAYABLE_D
10. CONVERTIBLE NOTES PAYABLE (Details) (USD $) | 0 Months Ended | 12 Months Ended | 0 Months Ended | ||||||||||||||||||||||
21-May-14 | Aug. 31, 2014 | Aug. 31, 2013 | Oct. 31, 2014 | Oct. 08, 2013 | Feb. 11, 2014 | Jan. 29, 2014 | Jan. 20, 2014 | Dec. 02, 2013 | Jul. 11, 2014 | 20-May-14 | Apr. 14, 2014 | Mar. 21, 2014 | Mar. 14, 2014 | Oct. 15, 2013 | Oct. 04, 2013 | Oct. 01, 2013 | Apr. 30, 2014 | Feb. 28, 2014 | Aug. 31, 2013 | 31-May-13 | Jan. 31, 2013 | Oct. 31, 2012 | Sep. 04, 2012 | 27-May-14 | |
10. CONVERTIBLE NOTES PAYABLE (Details) [Line Items] | |||||||||||||||||||||||||
Amortization of Debt Discount (Premium) | $568,945 | $373,900 | |||||||||||||||||||||||
Debt Conversion, Original Debt, Amount | 665,104 | 920,193 | 477,745 | ||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | 12,702,068 | ||||||||||||||||||||||||
Subsequent Event [Member] | Note Assumed #1 [Member] | Convertible Debt [Member] | Great Outdoors, LLC ("GO") [Member] | |||||||||||||||||||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.00% | ||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $0.05 | ||||||||||||||||||||||||
Liabilities Assumed | 308,500 | ||||||||||||||||||||||||
Subsequent Event [Member] | Note Assumed #3 [Member] | Convertible Debt [Member] | Great Outdoors, LLC ("GO") [Member] | |||||||||||||||||||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $0.05 | ||||||||||||||||||||||||
Liabilities Assumed | 500,000 | ||||||||||||||||||||||||
Debt Instrument, Interest Rate Terms | bears interest at 10% per annum if paid back in cash and 15% if converted to stock | ||||||||||||||||||||||||
Subsequent Event [Member] | Note Assumed #2 [Member] | Convertible Debt [Member] | Great Outdoors, LLC ("GO") [Member] | |||||||||||||||||||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.00% | ||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $0.05 | ||||||||||||||||||||||||
Liabilities Assumed | 91,500 | ||||||||||||||||||||||||
Note Dated September 4, 2012 [Member] | Convertible Debt [Member] | |||||||||||||||||||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Description | note was fully converted in accordance with the terms of the agreement | ||||||||||||||||||||||||
Note Dated October 31, 2012 [Member] | Convertible Debt [Member] | |||||||||||||||||||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Description | note was fully converted in accordance with the terms of the agreement | ||||||||||||||||||||||||
Note Dated January 31, 2013 [Member] | Convertible Debt [Member] | |||||||||||||||||||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | 10.00% | 10.00% | ||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $0.10 | $0.10 | $0.10 | ||||||||||||||||||||||
Debt Instrument, Description | note was fully converted in accordance with the terms of the agreement | ||||||||||||||||||||||||
Convertible Notes Payable | 243 | 50,412 | 50,412 | ||||||||||||||||||||||
Amortization of Debt Discount (Premium) | 21,805 | 21,805 | |||||||||||||||||||||||
Debt Conversion, Original Debt, Amount | 60,000 | 60,000 | |||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | 600,000 | 600,000 | |||||||||||||||||||||||
Gains (Losses) on Restructuring of Debt | 0 | ||||||||||||||||||||||||
Note Dated May 31, 2013 [Member] | Convertible Debt [Member] | |||||||||||||||||||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | 10.00% | 10.00% | ||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $0.05 | $0.05 | $0.05 | ||||||||||||||||||||||
Debt Instrument, Description | note was fully converted in accordance with the terms of the agreement | ||||||||||||||||||||||||
Convertible Notes Payable | 0 | 172,450 | 172,450 | ||||||||||||||||||||||
Amortization of Debt Discount (Premium) | 160,455 | 20,259 | 36,929 | 36,004 | 67,263 | ||||||||||||||||||||
Debt Conversion, Original Debt, Amount | 182,780 | 22,780 | 40,000 | 40,000 | 80,000 | ||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | 3,655,600 | 455,600 | 800,000 | 800,000 | 1,600,000 | ||||||||||||||||||||
Gains (Losses) on Restructuring of Debt | 0 | ||||||||||||||||||||||||
Note Dated August 31, 2013 [Member] | Convertible Debt [Member] | |||||||||||||||||||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | 10.00% | 10.00% | ||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $0.05 | $0.05 | $0.05 | ||||||||||||||||||||||
Debt Instrument, Description | note was fully converted in accordance with the terms of the agreement | ||||||||||||||||||||||||
Convertible Notes Payable | 0 | 323,895 | 323,895 | ||||||||||||||||||||||
Amortization of Debt Discount (Premium) | 289,085 | 123,110 | 43,784 | 44,969 | 46,357 | 30,865 | |||||||||||||||||||
Debt Conversion, Original Debt, Amount | 347,232 | 147,323 | 50,000 | 50,000 | 50,000 | 500,000 | |||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | 6,946,468 | 2,946,468 | 1,000,000 | 1,000,000 | 1,000,000 | 1,000,000 | |||||||||||||||||||
Gains (Losses) on Restructuring of Debt | 0 | ||||||||||||||||||||||||
Note Dated August 31, 2011 [Member] | Convertible Debt [Member] | |||||||||||||||||||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | 10.00% | 10.00% | ||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $0.05 | $0.05 | $0.05 | ||||||||||||||||||||||
Convertible Notes Payable | 0 | 19,468 | 19,468 | ||||||||||||||||||||||
Amortization of Debt Discount (Premium) | 0 | ||||||||||||||||||||||||
Debt Conversion, Original Debt, Amount | 75,000 | 15,000 | 30,000 | 30,000 | |||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | 1,500,000 | 300,000 | 600,000 | 600,000 | |||||||||||||||||||||
Gains (Losses) on Restructuring of Debt | 0 | ||||||||||||||||||||||||
Convertible Debt [Member] | |||||||||||||||||||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Face Amount | 323,895 | 150,000 | 158,490 | 323,895 | 172,450 | 170,412 | 52,600 | 25,260 | 500,000 | ||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | 7.00% | 10.00% | 10.00% | 10.00% | 10.00% | 10.00% | 10.00% | 7.00% | ||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $0.05 | $0.05 | $0.05 | $0.05 | $0.05 | $0.10 | $0.01 | $0.01 | $0.05 | ||||||||||||||||
Debt Instrument, Convertible, Beneficial Conversion Feature | 96,600 | 158,490 | 323,895 | 172,450 | 170,413 | 52,600 | 25,260 | ||||||||||||||||||
Amortization of Debt Discount (Premium) | 568,945 | ||||||||||||||||||||||||
Interest Expense, Debt | 96,504 | ||||||||||||||||||||||||
Interest Payable | $71,047 | $73,664 | $73,664 |
10_CONVERTIBLE_NOTES_PAYABLE_D1
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt (Convertible Debt [Member], USD $) | Aug. 31, 2014 | Aug. 31, 2013 |
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt [Line Items] | ||
Accrued interest payable | $71,047 | $73,664 |
Total convertible notes payable and accrued interest | 1,779,780 | 639,889 |
Less: current portion of convertible notes payable and accrued interest net of current discount | -731,220 | -76,311 |
Less: total discount on convertible notes payable | -208,081 | -521,936 |
Noncurrent convertible notes payable, net of discount and purchase | 840,479 | 41,642 |
Note Dated August 31, 2011 [Member] | ||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt [Line Items] | ||
Convertible note payable | 0 | 19,468 |
Note Dated January 31, 2013 [Member] | ||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt [Line Items] | ||
Convertible note payable | 243 | 50,412 |
Note Dated May 31, 2013 [Member] | ||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt [Line Items] | ||
Convertible note payable | 0 | 172,450 |
Note Dated August 31, 2013 [Member] | ||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt [Line Items] | ||
Convertible note payable | 0 | 323,895 |
Note Dated February 28, 2014 #1 [Member] | ||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt [Line Items] | ||
Convertible note payable | 158,490 | 0 |
Note Dated April 30, 2014 #1 [Member] | ||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt [Line Items] | ||
Convertible note payable | 50,000 | 0 |
Note Dated April 30, 2014 #2 [Member] | ||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt [Line Items] | ||
Convertible note payable | 25,000 | 0 |
Note Dated April 30, 2014 #3 [Member] | ||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt [Line Items] | ||
Convertible note payable | 25,000 | 0 |
Note Dated April 30, 2014 #4 [Member] | ||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt [Line Items] | ||
Convertible note payable | 50,000 | 0 |
Note Dated April 30, 2014 #5 [Member] | ||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt [Line Items] | ||
Convertible note payable | 91,500 | 0 |
Note Dated May 27, 2014 #1 [Member] | ||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt [Line Items] | ||
Convertible note payable | 8,500 | 0 |
Note Dated May 27, 2014 #2 [Member] | ||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt [Line Items] | ||
Convertible note payable | 50,000 | 0 |
Note Dated May 27, 2014 #3 [Member] | ||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt [Line Items] | ||
Convertible note payable | 25,000 | 0 |
Note Dated May 27, 2014 #4 [Member] | ||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt [Line Items] | ||
Convertible note payable | 200,000 | 0 |
Note Dated May 27, 2014 #5 [Member] | ||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt [Line Items] | ||
Convertible note payable | 25,000 | 0 |
Note Dated May 27, 2014 #6 [Member] | ||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt [Line Items] | ||
Convertible note payable | 50,000 | 0 |
Note Dated May 27, 2014 #7 [Member] | ||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt [Line Items] | ||
Convertible note payable | 75,000 | 0 |
Note Dated May 27, 2014 #8 [Member] | ||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt [Line Items] | ||
Convertible note payable | 100,000 | 0 |
Note Dated May 27, 2014 #9 [Member] | ||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt [Line Items] | ||
Convertible note payable | 50,000 | 0 |
Note Dated May 27, 2014 #10 [Member] | ||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt [Line Items] | ||
Convertible note payable | 50,000 | 0 |
Note Dated May 27, 2014 #11 [Member] | ||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt [Line Items] | ||
Convertible note payable | 50,000 | 0 |
Note Dated May 27, 2014 #12 [Member] | ||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt [Line Items] | ||
Convertible note payable | 100,000 | 0 |
Note Dated May 27, 2014 #13 [Member] | ||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt [Line Items] | ||
Convertible note payable | 25,000 | 0 |
Note Dated February 28, 2014 #2 [Member] | ||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt [Line Items] | ||
Convertible note payable | $500,000 | $0 |
10_CONVERTIBLE_NOTES_PAYABLE_D2
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt (Parentheticals) (Convertible Debt [Member], USD $) | 12 Months Ended | ||||||||
Aug. 31, 2014 | Aug. 31, 2013 | 27-May-14 | Apr. 30, 2014 | Feb. 28, 2014 | 31-May-13 | Jan. 31, 2013 | Oct. 31, 2012 | Sep. 04, 2012 | |
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt (Parentheticals) [Line Items] | |||||||||
Convertible note payable, convertible into shares of common stock at | $0.05 | $0.05 | $0.05 | $0.05 | $0.05 | $0.10 | $0.01 | $0.01 | |
Convertible note payable, interest | 10.00% | 7.00% | 7.00% | 10.00% | 10.00% | 10.00% | 10.00% | 10.00% | |
Note Dated August 31, 2011 [Member] | |||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt (Parentheticals) [Line Items] | |||||||||
Convertible note payable, convertible into shares of common stock at | $0.05 | $0.05 | |||||||
Convertible note payable, interest | 10.00% | 10.00% | |||||||
Convertible note payable, matures | 31-Aug-13 | 31-Aug-13 | |||||||
Note Dated January 31, 2013 [Member] | |||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt (Parentheticals) [Line Items] | |||||||||
Convertible note payable, convertible into shares of common stock at | $0.10 | $0.10 | |||||||
Convertible note payable, interest | 10.00% | 10.00% | |||||||
Convertible note payable, matures | 31-Jan-15 | 31-Jan-15 | |||||||
Note Dated May 31, 2013 [Member] | |||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt (Parentheticals) [Line Items] | |||||||||
Convertible note payable, convertible into shares of common stock at | $0.05 | $0.05 | |||||||
Convertible note payable, interest | 10.00% | 10.00% | |||||||
Convertible note payable, matures | 31-May-15 | 31-May-15 | |||||||
Note Dated August 31, 2013 [Member] | |||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt (Parentheticals) [Line Items] | |||||||||
Convertible note payable, convertible into shares of common stock at | $0.05 | $0.05 | |||||||
Convertible note payable, interest | 10.00% | 10.00% | |||||||
Convertible note payable, matures | 31-Aug-15 | 31-Aug-15 | |||||||
Note Dated February 28, 2014 #1 [Member] | |||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt (Parentheticals) [Line Items] | |||||||||
Convertible note payable, convertible into shares of common stock at | $0.05 | ||||||||
Convertible note payable, interest | 10.00% | ||||||||
Convertible note payable, matures | 29-Feb-16 | ||||||||
Note Dated April 30, 2014 #1 [Member] | |||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt (Parentheticals) [Line Items] | |||||||||
Convertible note payable, convertible into shares of common stock at | $0.05 | ||||||||
Convertible note payable, interest | 7.00% | ||||||||
Convertible note payable, matures | 31-May-15 | ||||||||
Note Dated April 30, 2014 #2 [Member] | |||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt (Parentheticals) [Line Items] | |||||||||
Convertible note payable, convertible into shares of common stock at | $0.05 | ||||||||
Convertible note payable, interest | 7.00% | ||||||||
Convertible note payable, matures | 31-May-15 | ||||||||
Note Dated April 30, 2014 #3 [Member] | |||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt (Parentheticals) [Line Items] | |||||||||
Convertible note payable, convertible into shares of common stock at | $0.05 | ||||||||
Convertible note payable, interest | 7.00% | ||||||||
Convertible note payable, matures | 31-May-15 | ||||||||
Note Dated April 30, 2014 #4 [Member] | |||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt (Parentheticals) [Line Items] | |||||||||
Convertible note payable, convertible into shares of common stock at | $0.05 | ||||||||
Convertible note payable, interest | 7.00% | ||||||||
Convertible note payable, matures | 31-May-15 | ||||||||
Note Dated April 30, 2014 #5 [Member] | |||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt (Parentheticals) [Line Items] | |||||||||
Convertible note payable, convertible into shares of common stock at | $0.05 | ||||||||
Convertible note payable, interest | 7.00% | ||||||||
Convertible note payable, matures | 31-May-15 | ||||||||
Note Dated May 27, 2014 #1 [Member] | |||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt (Parentheticals) [Line Items] | |||||||||
Convertible note payable, convertible into shares of common stock at | $0.05 | ||||||||
Convertible note payable, interest | 7.00% | ||||||||
Convertible note payable, matures | 31-May-16 | ||||||||
Note Dated May 27, 2014 #2 [Member] | |||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt (Parentheticals) [Line Items] | |||||||||
Convertible note payable, convertible into shares of common stock at | $0.05 | ||||||||
Convertible note payable, interest | 7.00% | ||||||||
Convertible note payable, matures | 31-May-16 | ||||||||
Note Dated May 27, 2014 #3 [Member] | |||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt (Parentheticals) [Line Items] | |||||||||
Convertible note payable, convertible into shares of common stock at | $0.05 | ||||||||
Convertible note payable, interest | 7.00% | ||||||||
Convertible note payable, matures | 31-May-16 | ||||||||
Note Dated May 27, 2014 #4 [Member] | |||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt (Parentheticals) [Line Items] | |||||||||
Convertible note payable, convertible into shares of common stock at | $0.05 | ||||||||
Convertible note payable, interest | 7.00% | ||||||||
Convertible note payable, matures | 31-May-16 | ||||||||
Note Dated May 27, 2014 #5 [Member] | |||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt (Parentheticals) [Line Items] | |||||||||
Convertible note payable, convertible into shares of common stock at | $0.05 | ||||||||
Convertible note payable, interest | 7.00% | ||||||||
Convertible note payable, matures | 31-May-16 | ||||||||
Note Dated May 27, 2014 #6 [Member] | |||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt (Parentheticals) [Line Items] | |||||||||
Convertible note payable, convertible into shares of common stock at | $0.05 | ||||||||
Convertible note payable, interest | 7.00% | ||||||||
Convertible note payable, matures | 31-May-16 | ||||||||
Note Dated May 27, 2014 #7 [Member] | |||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt (Parentheticals) [Line Items] | |||||||||
Convertible note payable, convertible into shares of common stock at | $0.05 | ||||||||
Convertible note payable, interest | 7.00% | ||||||||
Convertible note payable, matures | 31-May-16 | ||||||||
Note Dated May 27, 2014 #8 [Member] | |||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt (Parentheticals) [Line Items] | |||||||||
Convertible note payable, convertible into shares of common stock at | $0.05 | ||||||||
Convertible note payable, interest | 7.00% | ||||||||
Convertible note payable, matures | 31-May-16 | ||||||||
Note Dated May 27, 2014 #9 [Member] | |||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt (Parentheticals) [Line Items] | |||||||||
Convertible note payable, convertible into shares of common stock at | $0.05 | ||||||||
Convertible note payable, interest | 7.00% | ||||||||
Convertible note payable, matures | 31-May-16 | ||||||||
Note Dated May 27, 2014 #10 [Member] | |||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt (Parentheticals) [Line Items] | |||||||||
Convertible note payable, convertible into shares of common stock at | $0.05 | ||||||||
Convertible note payable, interest | 7.00% | ||||||||
Convertible note payable, matures | 31-May-16 | ||||||||
Note Dated May 27, 2014 #11 [Member] | |||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt (Parentheticals) [Line Items] | |||||||||
Convertible note payable, convertible into shares of common stock at | $0.05 | ||||||||
Convertible note payable, interest | 7.00% | ||||||||
Convertible note payable, matures | 31-May-16 | ||||||||
Note Dated May 27, 2014 #12 [Member] | |||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt (Parentheticals) [Line Items] | |||||||||
Convertible note payable, convertible into shares of common stock at | $0.05 | ||||||||
Convertible note payable, interest | 7.00% | ||||||||
Convertible note payable, matures | 31-May-16 | ||||||||
Note Dated May 27, 2014 #13 [Member] | |||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt (Parentheticals) [Line Items] | |||||||||
Convertible note payable, convertible into shares of common stock at | $0.05 | ||||||||
Convertible note payable, interest | 7.00% | ||||||||
Convertible note payable, matures | 31-May-16 | ||||||||
Note Dated February 28, 2014 #2 [Member] | |||||||||
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Convertible Debt (Parentheticals) [Line Items] | |||||||||
Convertible note payable, convertible into shares of common stock at | $0.05 | ||||||||
Convertible note payable, interest | 15.00% | ||||||||
Convertible note payable, matures | 31-May-16 |
10_CONVERTIBLE_NOTES_PAYABLE_D3
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Debt Conversions (USD $) | 0 Months Ended | 12 Months Ended | 0 Months Ended | |||
21-May-14 | Aug. 31, 2014 | Aug. 31, 2013 | Oct. 15, 2013 | Oct. 04, 2013 | Oct. 01, 2013 | |
Debt Conversion [Line Items] | ||||||
Amount Converted | $665,104 | $920,193 | $477,745 | |||
Common Shares Issued | 12,702,068 | |||||
Convertible Debt [Member] | Note Dated August 31, 2011 [Member] | ||||||
Debt Conversion [Line Items] | ||||||
Amount Converted | $75,000 | $15,000 | $30,000 | $30,000 | ||
Common Shares Issued | 1,500,000 | 300,000 | 600,000 | 600,000 |
10_CONVERTIBLE_NOTES_PAYABLE_D4
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Debt Conversions (USD $) | 0 Months Ended | 12 Months Ended | 0 Months Ended | |
21-May-14 | Aug. 31, 2014 | Aug. 31, 2013 | Oct. 08, 2013 | |
Debt Conversion [Line Items] | ||||
Amount Converted | $665,104 | $920,193 | $477,745 | |
Common Shares Issued (in Shares) | 12,702,068 | |||
Unamortized Discount | 568,945 | 373,900 | ||
Convertible Debt [Member] | Note Dated January 31, 2013 [Member] | ||||
Debt Conversion [Line Items] | ||||
Amount Converted | 60,000 | 60,000 | ||
Common Shares Issued (in Shares) | 600,000 | 600,000 | ||
Unamortized Discount | 21,805 | 21,805 | ||
Convertible Debt [Member] | ||||
Debt Conversion [Line Items] | ||||
Unamortized Discount | $568,945 |
10_CONVERTIBLE_NOTES_PAYABLE_D5
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Debt Conversions (USD $) | 0 Months Ended | 12 Months Ended | 0 Months Ended | ||||
21-May-14 | Aug. 31, 2014 | Aug. 31, 2013 | Feb. 11, 2014 | Jan. 29, 2014 | Jan. 20, 2014 | Dec. 02, 2013 | |
Debt Conversion [Line Items] | |||||||
Amount Converted | $665,104 | $920,193 | $477,745 | ||||
Common Shares Issued (in Shares) | 12,702,068 | ||||||
Unamortized Discount | 568,945 | 373,900 | |||||
Convertible Debt [Member] | Note Dated May 31, 2013 [Member] | |||||||
Debt Conversion [Line Items] | |||||||
Amount Converted | 182,780 | 22,780 | 40,000 | 40,000 | 80,000 | ||
Common Shares Issued (in Shares) | 3,655,600 | 455,600 | 800,000 | 800,000 | 1,600,000 | ||
Unamortized Discount | 160,455 | 20,259 | 36,929 | 36,004 | 67,263 | ||
Convertible Debt [Member] | |||||||
Debt Conversion [Line Items] | |||||||
Unamortized Discount | $568,945 |
10_CONVERTIBLE_NOTES_PAYABLE_D6
10. CONVERTIBLE NOTES PAYABLE (Details) - Schedule of Debt Conversions (USD $) | 0 Months Ended | 12 Months Ended | 0 Months Ended | |||||
21-May-14 | Aug. 31, 2014 | Aug. 31, 2013 | Jul. 11, 2014 | 20-May-14 | Apr. 14, 2014 | Mar. 21, 2014 | Mar. 14, 2014 | |
Debt Conversion [Line Items] | ||||||||
Amount Converted | $665,104 | $920,193 | $477,745 | |||||
Common Shares Issued (in Shares) | 12,702,068 | |||||||
Unamortized Discount | 568,945 | 373,900 | ||||||
Convertible Debt [Member] | Note Dated August 31, 2013 [Member] | ||||||||
Debt Conversion [Line Items] | ||||||||
Amount Converted | 347,232 | 147,323 | 50,000 | 50,000 | 50,000 | 500,000 | ||
Common Shares Issued (in Shares) | 6,946,468 | 2,946,468 | 1,000,000 | 1,000,000 | 1,000,000 | 1,000,000 | ||
Unamortized Discount | 289,085 | 123,110 | 43,784 | 44,969 | 46,357 | 30,865 | ||
Convertible Debt [Member] | ||||||||
Debt Conversion [Line Items] | ||||||||
Unamortized Discount | $568,945 |
11_INCOME_TAXES_Details
11. INCOME TAXES (Details) (USD $) | 12 Months Ended | |
Aug. 31, 2014 | Aug. 31, 2013 | |
Income Tax Disclosure [Abstract] | ||
Operating Loss Carryforwards | $2,100,000 | |
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount | 521,000 | -301,000 |
Deferred Tax Assets, Operating Loss Carryforwards, Subject to Expiration | $2,100,000 | |
Operating Loss Carryforwards, Expiration Date | 2026 |
11_INCOME_TAXES_Details_Schedu
11. INCOME TAXES (Details) - Schedule of Effective Income Tax Rate Reconciliation (USD $) | 12 Months Ended | |
Aug. 31, 2014 | Aug. 31, 2013 | |
Schedule of Effective Income Tax Rate Reconciliation [Abstract] | ||
Computed bexpectedb expense (benefit) b federal statutory rate | ($831,000) | |
State tax expense (benefit) b net of federal benefit | -83,000 | |
Amortization of debt discounts | 219,000 | |
Amortization of intangibles | 55,000 | |
Stock-based compensation | 119,000 | 0 |
Change in valuation allowance | 521,000 | -301,000 |
Effective expense (benefit) | $0 | $0 |
11_INCOME_TAXES_Details_Schedu1
11. INCOME TAXES (Details) - Schedule of Deferred Tax Assets (USD $) | Aug. 31, 2014 |
Schedule of Deferred Tax Assets [Abstract] | |
Net operating loss carry-forwards | $837,000 |
Less: Valuation allowance | -837,000 |
Deferred tax assets, net of valuation allowance | $0 |
11_INCOME_TAXES_Details_Schedu2
11. INCOME TAXES (Details) - Schedule of Income before Income Tax, Domestic and Foreign (USD $) | 12 Months Ended | |
Aug. 31, 2014 | Aug. 31, 2013 | |
Schedule of Income before Income Tax, Domestic and Foreign [Abstract] | ||
Tax benefit at U.S. statutory rate | $301,000 | |
Permanent differences b stock compensation | 119,000 | 0 |
Valuation allowance | 521,000 | -301,000 |
$0 | $0 |
12_COMMON_STOCK_Details
12. COMMON STOCK (Details) (USD $) | 0 Months Ended | 12 Months Ended | |
21-May-14 | Aug. 31, 2014 | Aug. 31, 2013 | |
Stockholders' Equity Note [Abstract] | |||
Stockholders' Equity, Reverse Stock Split | one-for-40 | ||
Debt Conversion, Converted Instrument, Shares Issued | 12,702,068 | ||
Debt Conversion, Original Debt, Amount | $665,104 | $920,193 | $477,745 |
13_SHARE_BASED_PAYMENTS_EMPLOY2
13. SHARE - BASED PAYMENTS - EMPLOYEE SHARE OPTIONS (Details) (USD $) | 12 Months Ended | ||
Aug. 31, 2014 | Aug. 31, 2013 | Dec. 31, 2014 | |
13. SHARE - BASED PAYMENTS - EMPLOYEE SHARE OPTIONS (Details) [Line Items] | |||
Share-based Compensation | $309,601 | $0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period (in Shares) | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number (in Shares) | 30,160,000 | 0 | 30,160,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | 1,508,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Fair Value | 1,410,370 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | 1,100,769 | ||
Share-based Compensation Award, Vesting Options A [Member] | |||
13. SHARE - BASED PAYMENTS - EMPLOYEE SHARE OPTIONS (Details) [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights | vest 1/3 on December 31, 2014, another 1/3 December 31, 2015 and the final 1/3 December 31, 2016 | ||
Share-based Compensation Award, Vesting Options B [Member] | |||
13. SHARE - BASED PAYMENTS - EMPLOYEE SHARE OPTIONS (Details) [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 100.00% | ||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Date | 31-Dec-14 | ||
Employee Share Option Plan [Member] | |||
13. SHARE - BASED PAYMENTS - EMPLOYEE SHARE OPTIONS (Details) [Line Items] | |||
Share-based Compensation | $309,601 |
13_SHARE_BASED_PAYMENTS_EMPLOY3
13. SHARE - BASED PAYMENTS - EMPLOYEE SHARE OPTIONS (Details) - Schedule of Stock Options Roll Forward (USD $) | 12 Months Ended | |
Aug. 31, 2014 | Dec. 31, 2014 | |
Schedule of Stock Options Roll Forward [Abstract] | ||
Balance outstanding August 31, 2013 | 0 | 30,160,000 |
Balance outstanding August 31, 2013 | $0 | |
Options granted | 30,160,000 | |
Options granted | $0.05 | |
Balance outstanding August 31, 2014 | 30,160,000 | 30,160,000 |
Balance outstanding August 31, 2014 | $0.05 |
13_SHARE_BASED_PAYMENTS_EMPLOY4
13. SHARE - BASED PAYMENTS - EMPLOYEE SHARE OPTIONS (Details) - Schedule of Share-based Compensation, Stock Options, Activity (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Aug. 31, 2014 | ||
13. SHARE - BASED PAYMENTS - EMPLOYEE SHARE OPTIONS (Details) - Schedule of Share-based Compensation, Stock Options, Activity [Line Items] | |||
Options Issued | 30,160,000 | ||
Exercise Price (in Dollars per share) | $0.05 | ||
Options Granted May 27, 2014 [Member] | |||
13. SHARE - BASED PAYMENTS - EMPLOYEE SHARE OPTIONS (Details) - Schedule of Share-based Compensation, Stock Options, Activity [Line Items] | |||
Options Issued | 30,000,000 | ||
Exercise Price (in Dollars per share) | $0.05 | ||
Expiration Date | 31-Dec-24 | 31-Dec-24 | [1] |
Options Granted June 4, 2014 #1 [Member] | |||
13. SHARE - BASED PAYMENTS - EMPLOYEE SHARE OPTIONS (Details) - Schedule of Share-based Compensation, Stock Options, Activity [Line Items] | |||
Options Issued | 75,000 | ||
Exercise Price (in Dollars per share) | $0.05 | ||
Expiration Date | 15-Jun-21 | [2] | |
Options Granted June 4, 2014 #2 [Member] | |||
13. SHARE - BASED PAYMENTS - EMPLOYEE SHARE OPTIONS (Details) - Schedule of Share-based Compensation, Stock Options, Activity [Line Items] | |||
Options Issued | 50,000 | ||
Exercise Price (in Dollars per share) | $0.05 | ||
Expiration Date | 15-Jun-21 | [1] | |
Options Granted June 15, 2014 [Member] | |||
13. SHARE - BASED PAYMENTS - EMPLOYEE SHARE OPTIONS (Details) - Schedule of Share-based Compensation, Stock Options, Activity [Line Items] | |||
Options Issued | 35,000 | ||
Exercise Price (in Dollars per share) | $0.10 | ||
Expiration Date | 15-Jun-21 | [1] | |
[1] | Options vest 1/3 on December 31, 2014, another 1/3 December 31, 2015 and the final 1/3 December 31, 2016. | ||
[2] | Options vest 100% on December 31, 2014. |
13_SHARE_BASED_PAYMENTS_EMPLOY5
13. SHARE - BASED PAYMENTS - EMPLOYEE SHARE OPTIONS (Details) - Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions (USD $) | 12 Months Ended |
Dec. 31, 2008 | |
Options Granted May 27, 2014 [Member] | |
13. SHARE - BASED PAYMENTS - EMPLOYEE SHARE OPTIONS (Details) - Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Line Items] | |
Fair Value at Grant Date | $0.05 |
Share Price at Grant Date | $0.05 |
Exercise Price | $0.05 |
Expected Volatility | 202.00% |
Expected Life | 5 years |
Expected Dividends (in Dollars) | $0 |
Risk Free Interest Rate | 2.82% |
Options Granted June 4, 2014 [Member] | |
13. SHARE - BASED PAYMENTS - EMPLOYEE SHARE OPTIONS (Details) - Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Line Items] | |
Fair Value at Grant Date | $0.08 |
Share Price at Grant Date | $0.08 |
Exercise Price | $0.05 |
Expected Volatility | 202.00% |
Expected Life | 5 years |
Expected Dividends (in Dollars) | 0 |
Risk Free Interest Rate | 2.82% |
Options Granted June 15, 2014 [Member] | |
13. SHARE - BASED PAYMENTS - EMPLOYEE SHARE OPTIONS (Details) - Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Line Items] | |
Fair Value at Grant Date | $0.16 |
Share Price at Grant Date | $0.16 |
Exercise Price | $0.10 |
Expected Volatility | 202.00% |
Expected Life | 5 years |
Expected Dividends (in Dollars) | $0 |
Risk Free Interest Rate | 2.82% |
13_SHARE_BASED_PAYMENTS_EMPLOY6
13. SHARE - BASED PAYMENTS - EMPLOYEE SHARE OPTIONS (Details) - Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding and Exercisable (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Aug. 31, 2014 | Aug. 31, 2013 | ||
13. SHARE - BASED PAYMENTS - EMPLOYEE SHARE OPTIONS (Details) - Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding and Exercisable [Line Items] | ||||
Options Outstanding | 30,160,000 | 30,160,000 | 0 | |
Options Outstanding, Weighted Average Exercise Price | 0.05 | $0 | ||
Options Exercisable | 0 | |||
Options Granted May 27, 2014 [Member] | ||||
13. SHARE - BASED PAYMENTS - EMPLOYEE SHARE OPTIONS (Details) - Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding and Exercisable [Line Items] | ||||
Exercise Price | $0.05 | |||
Options Outstanding | 30,000,000 | |||
Options Oustanding, Expiration Date | 31-Dec-24 | 31-Dec-24 | [1] | |
Options Outstanding, Weighted Average Remaining Life | 10 years 124 days | |||
Options Outstanding, Weighted Average Exercise Price | $0.05 | |||
Options Exercisable | 0 | |||
Options Exercisable, Weighted Average Exercise Price | $0 | |||
Options Granted in June 2014 [Member] | ||||
13. SHARE - BASED PAYMENTS - EMPLOYEE SHARE OPTIONS (Details) - Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding and Exercisable [Line Items] | ||||
Exercise Price | $0.05 | |||
Options Outstanding | 160,000 | |||
Options Oustanding, Expiration Date | 15-Jun-21 | |||
Options Outstanding, Weighted Average Remaining Life | 6 years 288 days | |||
Options Outstanding, Weighted Average Exercise Price | $0.06 | |||
Options Exercisable | 0 | |||
Options Exercisable, Weighted Average Exercise Price | $0 | |||
[1] | Options vest 1/3 on December 31, 2014, another 1/3 December 31, 2015 and the final 1/3 December 31, 2016. |
14_SUBSEQUENT_EVENTS_Details
14. SUBSEQUENT EVENTS (Details) (USD $) | 12 Months Ended | 0 Months Ended | ||||||||||||
Aug. 31, 2014 | Aug. 31, 2013 | Oct. 31, 2014 | Oct. 30, 2014 | Nov. 05, 2014 | Sep. 15, 2014 | Jun. 19, 2014 | 27-May-14 | Apr. 30, 2014 | Feb. 28, 2014 | 31-May-13 | Jan. 31, 2013 | Oct. 31, 2012 | Sep. 04, 2012 | |
14. SUBSEQUENT EVENTS (Details) [Line Items] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 30,160,000 | |||||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 12,702,068 | |||||||||||||
Interest Paid (in Dollars) | $0 | $0 | ||||||||||||
Former Chief Executive Officer and Director [Member] | Subsequent Event [Member] | ||||||||||||||
14. SUBSEQUENT EVENTS (Details) [Line Items] | ||||||||||||||
Loss Contingency, Damages Awarded, Value (in Dollars) | 25,000 | |||||||||||||
Non-Compete Agreement, Term | 1 year | |||||||||||||
Other Commitments, Description | agrees to a prohibition on the sale of more than 750,000 shares per quarter for a period of eighteen months | |||||||||||||
Former Chief Operating Officer [Member] | Subsequent Event [Member] | ||||||||||||||
14. SUBSEQUENT EVENTS (Details) [Line Items] | ||||||||||||||
Loss Contingency, Settlement Agreement, Terms | $12,500 per month minus FICA and standard payroll tax withholdings), which shall be payable in accordance with the Company’s normal pay cycle up through November 30, 2014; the Company will further ensure no lapse in health insurance coverage for Mr. Miller through November 30, 2014 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | 22,500,000 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercise Price (in Dollars per share) | $0.05 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 1,250,000 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | |||||||||||||
Investor [Member] | Subsequent Event [Member] | ||||||||||||||
14. SUBSEQUENT EVENTS (Details) [Line Items] | ||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 11,500,000 | |||||||||||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $0.05 | |||||||||||||
Interest Paid (in Dollars) | 75,000 | |||||||||||||
Investor [Member] | ||||||||||||||
14. SUBSEQUENT EVENTS (Details) [Line Items] | ||||||||||||||
Notes Payable (in Dollars) | 500,000 | |||||||||||||
Debt Instrument, Maturity Date | 30-May-15 | |||||||||||||
Restricted Stock [Member] | Subsequent Event [Member] | Share-based Compensation Award, Tranche One [Member] | ||||||||||||||
14. SUBSEQUENT EVENTS (Details) [Line Items] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights | 50% of the stock vested after year 1 | |||||||||||||
Restricted Stock [Member] | Subsequent Event [Member] | Share-based Compensation Award, Tranche Two [Member] | ||||||||||||||
14. SUBSEQUENT EVENTS (Details) [Line Items] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights | 50% after year two | |||||||||||||
Restricted Stock [Member] | Subsequent Event [Member] | ||||||||||||||
14. SUBSEQUENT EVENTS (Details) [Line Items] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 2 years | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 25,000,000 | |||||||||||||
Fair Value Assumptions, Expected Term | 2 years | |||||||||||||
Employee Stock Option [Member] | Subsequent Event [Member] | Share-based Compensation Award, Tranche One [Member] | ||||||||||||||
14. SUBSEQUENT EVENTS (Details) [Line Items] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercise Price (in Dollars per share) | 0.05 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 10 years | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares | 5,000,000 | |||||||||||||
Employee Stock Option [Member] | Subsequent Event [Member] | Share-based Compensation Award, Tranche Two [Member] | ||||||||||||||
14. SUBSEQUENT EVENTS (Details) [Line Items] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercise Price (in Dollars per share) | 0.05 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 10 years | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares | 3,030,000 | |||||||||||||
Employee Stock Option [Member] | Subsequent Event [Member] | Share-based Compensation Award, Tranche Three [Member] | ||||||||||||||
14. SUBSEQUENT EVENTS (Details) [Line Items] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercise Price (in Dollars per share) | 0.1 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 7 years | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares | 200,000 | |||||||||||||
Employee Stock Option [Member] | Subsequent Event [Member] | ||||||||||||||
14. SUBSEQUENT EVENTS (Details) [Line Items] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercise Price (in Dollars per share) | 0.05 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 10 years | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 30,730,000 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares | 23,500,000 | |||||||||||||
Subsequent Event [Member] | Convertible Debt [Member] | Umur Ozal [Member] | My Go Games LLC ("MGG") Joint Venture [Member] | ||||||||||||||
14. SUBSEQUENT EVENTS (Details) [Line Items] | ||||||||||||||
Liabilities Assumed (in Dollars) | 500,000 | |||||||||||||
Subsequent Event [Member] | Convertible Debt [Member] | Shahid Ramzan [Member] | My Go Games LLC ("MGG") Joint Venture [Member] | ||||||||||||||
14. SUBSEQUENT EVENTS (Details) [Line Items] | ||||||||||||||
Liabilities Assumed (in Dollars) | 100,000 | |||||||||||||
Subsequent Event [Member] | Convertible Debt [Member] | Other Note Holders [Member] | My Go Games LLC ("MGG") Joint Venture [Member] | ||||||||||||||
14. SUBSEQUENT EVENTS (Details) [Line Items] | ||||||||||||||
Liabilities Assumed (in Dollars) | $400,000 | |||||||||||||
Subsequent Event [Member] | My Go Games LLC ("MGG") Joint Venture [Member] | ||||||||||||||
14. SUBSEQUENT EVENTS (Details) [Line Items] | ||||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 7,500,000 | |||||||||||||
Convertible Debt [Member] | ||||||||||||||
14. SUBSEQUENT EVENTS (Details) [Line Items] | ||||||||||||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $0.05 | $0.05 | $0.05 | $0.05 | $0.05 | $0.10 | $0.01 | $0.01 | ||||||
My Go Games LLC ("MGG") Joint Venture [Member] | ||||||||||||||
14. SUBSEQUENT EVENTS (Details) [Line Items] | ||||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 50,323,526 |