Document_and_Entity_Informatio
Document and Entity Information | 6 Months Ended |
Jun. 30, 2014 | |
Document and Entity Information [Abstract] | ' |
Document Type | 'S-1 |
Document Period End Date | 30-Jun-14 |
Amendment Flag | 'true |
Amendment Number | '5 |
Amendment Description | ' |
The registrant hereby amends this registration statement on such date or dates as may be necessary to delay its effective date until the registrant shall file a further amendment which specifically states that this registration statement shall thereafter become effective in accordance with section 8(a) of the Securities Act of 1933 or until the registration statement shall become effective on such date as the commission, acting pursuant to said section 8(a), may determine. | |
Entity Registrant Name | 'World Moto, Inc. |
Entity Central Index Key | '0001492151 |
Entity Filer Category | 'Smaller Reporting Company |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Current assets: | ' | ' | ' |
Cash and cash equivalents | $54,576 | $179,132 | $75,774 |
Prepaid expenses and other current assets | 23,951 | 17,424 | 2,052 |
Inventory | 23,123 | ' | ' |
Total current assets | 101,650 | 196,556 | 77,826 |
Property and equipment, net of accumulated depreciation | 27,899 | 31,273 | ' |
Deferred financing cost, net of amortization | 65,281 | ' | ' |
Other assets | 11,136 | 1,704 | ' |
TOTAL ASSETS | 205,966 | 229,533 | 77,826 |
Current liabilities: | ' | ' | ' |
Accounts payable and accrued expenses | 112,131 | 27,482 | 2,156 |
Unearned revenue | 59,528 | 35,000 | ' |
Convertible note payable, net of discount of 464,892 and 0, respectively | 78,587 | ' | ' |
Derivative liability | 499,767 | ' | ' |
Stock payable | 46,584 | ' | ' |
Total current liabilities | 796,597 | 62,482 | 2,156 |
Commitments and contingencies | ' | ' | ' |
Stockholders' equity: | ' | ' | ' |
Preferred stock, $0.0001 par value; 50,000,000 shares authorized; no shares issued and outstanding | ' | ' | ' |
Common stock, $0.0001 par value, 500,000,000 shares authorized | 37,802 | 37,802 | 37,432 |
Additional paid in capital (deficiency) | 1,332,431 | 1,332,431 | 332,801 |
Deficit accumulated during the development stage | -1,959,122 | -1,205,081 | -294,563 |
Accumulated other comprehensive income | -1,742 | 1,899 | ' |
Accumulated deficit | -1,959,122 | -1,205,081 | -294,563 |
Total stockholders' equity | -590,631 | 167,051 | 75,670 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $205,966 | $229,533 | $77,826 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Consolidated Balance Sheets [Abstract] | ' | ' | ' |
Convertible note payable, discount | $464,892 | $0 | ' |
Preferred stock shares par value | $0.00 | $0.00 | $0.00 |
Preferred stock shares authorized | 50,000,000 | 50,000,000 | 50,000,000 |
Preferred Stock, Shares Issued | 0 | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 | 0 |
Common stock shares par value | $0.00 | $0.00 | $0.00 |
Common stock shares authorized | 500,000,000 | 500,000,000 | 500,000,000 |
Common Stock, Shares, Issued | 378,033,149 | 378,033,149 | 374,329,445 |
Common Stock, Shares, Outstanding | 378,033,149 | 378,033,149 | 374,329,445 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations and Comprehensive Loss (USD $) | 3 Months Ended | 6 Months Ended | 12 Months Ended | 69 Months Ended | |||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | |
Consolidated Statements of Operations and Comprehensive Loss [Abstract] | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | $10,188 |
Operating expenses: | ' | ' | ' | ' | ' | ' | ' |
Research and development | 126,590 | ' | 247,696 | ' | 365,910 | 50,000 | 415,910 |
General and administrative | 233,723 | 186,670 | 372,734 | 384,784 | 549,315 | 171,543 | 803,147 |
Impairment of long-lived assets | ' | ' | ' | ' | ' | 919 | 919 |
Total operating expenses | 360,313 | 186,670 | 620,430 | 384,784 | 915,225 | 222,462 | 1,219,976 |
Loss from operations | 360,313 | 186,670 | 620,430 | 384,784 | -915,225 | -222,462 | -1,209,788 |
Other (income) and expense: | ' | ' | ' | ' | ' | ' | ' |
Interest expense | 86,341 | ' | 86,737 | ' | ' | ' | ' |
Interest income | ' | -273 | -6 | -4,546 | 749 | ' | 749 |
Foreign currency exchange gain | 74 | ' | -182 | ' | 3,958 | ' | 3,958 |
Change in fair value of derivative liability | 47,062 | ' | 47,062 | ' | ' | ' | ' |
Total other (income) expense | 133,477 | 273 | 133,611 | 4,546 | 4,707 | ' | 4,707 |
Net loss | -493,790 | -186,397 | -754,041 | -380,238 | -910,518 | -222,462 | -1,205,081 |
Other Comprehensive loss: | ' | ' | ' | ' | ' | ' | ' |
Foreign currency translation gain | -769 | 2,635 | -1,742 | 2,635 | 1,899 | ' | 1,899 |
Total comprehensive loss | ($494,559) | ($183,762) | ($755,783) | ($377,603) | ($908,619) | ($222,462) | ($1,203,182) |
Net loss per common share - basic and diluted | $0 | $0 | $0 | $0 | $0 | $0 | ' |
Weighted average number of common shares outstanding - basic and diluted | 378,033,149 | 378,033,149 | 378,033,149 | 377,809,299 | 377,921,835 | 797,038,934 | ' |
Consolidated_Statement_of_Chan
Consolidated Statement of Changes in Stockholders' Equity (USD $) | Total | Common Stock [Member] | Additional Paid-In Capital [Member] | Deficit Accumulated During the Development Stage [Member] | Accumulated Other Comprehensive Income [Member] |
Beginning Balance at Mar. 24, 2008 | ' | ' | ' | ' | ' |
Beginning Balance, Shares at Mar. 24, 2008 | ' | ' | ' | ' | ' |
Shares issued for services | 400 | 72,400 | -72,000 | ' | ' |
Shares issued for services (Shares) | 724,000,000 | 724,000,000 | ' | ' | ' |
Common stock issued for cash | 40,400 | 14,625 | 25,775 | ' | ' |
Common stock issued for cash (shares) | 146,248,000 | 146,248,000 | ' | ' | ' |
Net loss | -14,319 | ' | ' | -14,319 | ' |
Ending Balance at Dec. 31, 2008 | 26,481 | 87,025 | -46,225 | -14,319 | ' |
Ending Balance, Shares at Dec. 31, 2008 | ' | 870,248,000 | ' | ' | ' |
Net loss | ' | ' | ' | ' | ' |
Ending Balance at Dec. 31, 2009 | 26,481 | 87,025 | -46,225 | -14,319 | ' |
Ending Balance, Shares at Dec. 31, 2009 | ' | 870,248,000 | ' | ' | ' |
Net loss | -36,316 | ' | ' | -36,316 | ' |
Ending Balance at Dec. 31, 2010 | -9,835 | 87,025 | -46,225 | -50,635 | ' |
Ending Balance, Shares at Dec. 31, 2010 | ' | 870,248,000 | ' | ' | ' |
Net loss | -21,466 | ' | ' | -21,466 | ' |
Ending Balance at Dec. 31, 2011 | -31,301 | 87,025 | -46,225 | -72,101 | ' |
Ending Balance, Shares at Dec. 31, 2011 | ' | 870,248,000 | ' | ' | ' |
Shares issued for services | 25,000 | 19 | 24,981 | ' | ' |
Shares issued for services (Shares) | ' | 192,308 | ' | ' | ' |
Cancellation of shares | ' | -72,358 | 72,358 | ' | ' |
Cancellation of shares, shares | ' | -723,579,145 | ' | ' | ' |
Shares issued to acquire WM assets | 236,314 | 22,517 | -22,517 | ' | ' |
Shares issued to acquire WM assets, shares | ' | 225,174,589 | ' | ' | ' |
Shares issued for accounts payable | 52,183 | 40 | 52,143 | ' | ' |
Shares issued for accounts payable (Shares) | ' | 401,415 | ' | ' | ' |
Common stock issued for cash | 246,000 | 189 | 245,811 | ' | ' |
Common stock issued for cash (shares) | ' | 1,892,308 | ' | ' | ' |
Forgiveness of related party debt | 6,250 | ' | 6,250 | ' | ' |
Forgiveness of related party debt (Shares) | ' | ' | ' | ' | ' |
Net loss | -222,462 | ' | ' | -222,462 | ' |
Ending Balance at Dec. 31, 2012 | 75,670 | 37,432 | 332,801 | -294,563 | ' |
Ending Balance, Shares at Dec. 31, 2012 | ' | 374,329,445 | ' | ' | ' |
Shares issued to acquire WM assets | ' | ' | ' | ' | ' |
Common stock issued for cash | 1,000,000 | 370 | 999,630 | ' | ' |
Common stock issued for cash (shares) | ' | 3,703,704 | ' | ' | ' |
Foreign currency transactions | 1,899 | ' | ' | ' | 1,899 |
Net loss | -910,518 | ' | ' | -910,518 | ' |
Ending Balance at Dec. 31, 2013 | $167,051 | $37,802 | $1,332,431 | ($1,205,081) | $1,899 |
Ending Balance, Shares at Dec. 31, 2013 | ' | 378,033,149 | ' | ' | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 6 Months Ended | 12 Months Ended | 69 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ' | ' | ' | ' | ' |
Net loss | ($754,041) | ($380,238) | ($910,518) | ($222,462) | ($1,205,081) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' | ' | ' | ' |
Depreciation and amortization | 3,861 | 87 | 2,230 | 1,435 | 6,213 |
Amortization of debt discount and deferred financing cost | 70,095 | ' | ' | ' | ' |
Change in fair value of derivative liability | 47,062 | ' | ' | ' | ' |
Stock based compensation | ' | ' | ' | 25,000 | 25,000 |
Impairment of long-lived assets | ' | ' | ' | 919 | 919 |
Changes in operating assets and liabilities: | ' | ' | ' | ' | ' |
Inventory | -23,123 | ' | ' | ' | ' |
Prepaid expenses and other current assets | -15,959 | -19,897 | 17,924 | -2,052 | 15,872 |
Accounts payable and accrued expenses | 84,649 | ' | 25,326 | 1,963 | 27,482 |
Changes in unearned revenues | 24,528 | 11,420 | ' | ' | ' |
Net cash used in operating activities | -562,928 | -388,628 | -865,038 | -195,197 | -1,129,595 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ' | ' | ' | ' | ' |
Purchases of property and equipment | -487 | -3,322 | -33,503 | ' | -38,405 |
Refundable deposit paid | ' | -1,759 | ' | ' | ' |
Net cash used in investing activities | -487 | -5,081 | -33,503 | ' | -38,405 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ' | ' | ' | ' | ' |
Net proceeds from convertible notes payable | 442,500 | ' | ' | ' | ' |
Proceeds from shares issued for cash | ' | 1,000,000 | 1,000,000 | 246,000 | 1,286,800 |
Advances from related parties | ' | ' | ' | 24,927 | 58,433 |
Net cash provided by financing activities | 442,500 | 1,000,000 | 1,000,000 | 270,927 | 1,345,233 |
EFFECT OF FOREIGN CURRENCY TRANSLATIONS | -3,641 | 2,635 | 1,899 | ' | 1,899 |
Net increase (decrease) in cash and cash equivalent | -124,556 | 608,926 | 103,358 | 75,730 | 179,132 |
Cash and cash equivalents at beginning of period | 179,132 | 75,774 | 75,774 | 44 | ' |
Cash and cash equivalents at end of period | 54,576 | 684,700 | 179,132 | 75,774 | 179,132 |
SUPPLEMENTAL CASH FLOWS INFORMATION: | ' | ' | ' | ' | ' |
Cash paid for income tax | ' | ' | ' | ' | ' |
Cash paid for interest | ' | ' | ' | ' | ' |
NONCASH INVESTING AND FINANCING ACTIVITIES: | ' | ' | ' | ' | ' |
Forgiveness of related party debt | ' | ' | ' | 6,250 | 6,250 |
Shares issued for accounts payable | ' | ' | ' | 52,183 | 52,183 |
Cancellation of common stock | ' | ' | ' | 72,358 | 72,358 |
Debt discount | $452,702 | ' | ' | ' | ' |
SUMMARY_OF_SIGNIFICANT_ACCOUNT
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended | 12 Months Ended | ||||||||||||||||||
Jun. 30, 2014 | Dec. 31, 2013 | |||||||||||||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | ' | ' | ||||||||||||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' | ' | ||||||||||||||||||
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||||||||||||||||||
Nature of Business | Nature of Business | |||||||||||||||||||
World Moto, Inc. (the "Company") was incorporated in the State of Nevada on March 24, 2008 under the name Net Profits Ten Inc. The original purpose of the Company was to market and distribute user-friendly interactive yearbook software for the military. The Company was reclassified as a shell company until the completion of its acquisition of the World Moto Assets, which was consummated on November 14, 2012, and discussed in Note 3. Effective November 12, 2012, the Company amended its Articles of Incorporation to change its name from "Net Profits Ten Inc." to "World Moto, Inc." | World Moto, Inc. (the "Company") was incorporated in the State of Nevada on March 24, 2008 under the name Net Profits Ten Inc. The original purpose of the Company was to market and distribute user-friendly interactive yearbook software for the military. The Company was reclassified as a shell company until the completion of its acquisition of the World Moto Assets, which was consummated on November 14, 2012, and discussed in Note 3. Effective November 12, 2012, the Company amended its Articles of Incorporation to change its name from "Net Profits Ten Inc." to "World Moto, Inc." | |||||||||||||||||||
On January 30, 2013, World Moto, Inc. established two wholly owned subsidiaries that were incorporated in the State of Nevada. World Moto Technologies, Inc. and World Moto Holdings, Inc. were both established, but have no activity to report to date. On February 4, 2013, World Moto Technologies Ltd, a wholly owned subsidiary of the Company, was organized under the laws of the Kingdom of Thailand and the name of this company was later changed to World Moto Co., Ltd. World Moto Co., Ltd. is owned in its entirety by World Moto, Inc., World Moto Technologies, Inc. and World Moto Holdings, Inc. and it is an operating entity of the Company in Thailand for the purposes of research and development in the Southeast Asia region. | On January 30, 2013 World Moto, Inc. established two wholly owned subsidiaries that were incorporated in the State of Nevada. World Moto Technologies, Inc. and World Moto Holdings, Inc. were both established, but have no activity to report to date. On February 4, 2013, World Moto Technologies Ltd, a wholly owned subsidiary of the Company, was organized under the laws of the Kingdom of Thailand and the name of this company was later changed to World Moto Co., Ltd. World Moto Co., Ltd. is owned in its entirety by World Moto, Inc. and it is an operating entity of the Company in Thailand for the purposes of research and development in the Southeast Asia region. | |||||||||||||||||||
Basis of Presentation | Development Stage Activities | |||||||||||||||||||
The unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information in accordance with Securities and Exchange Commission ("SEC") Regulation S-X rule 8-03 and should be read in conjunction with the audited financial statements and notes thereto contained in the Company's last Annual Report filed with the SEC on Form 10-K for the year ended December 31, 2013. In the opinion of management, the unaudited consolidated financial statements have been prepared on the same basis as the annual financial statements and reflect all adjustments, which include normal recurring adjustments, necessary to present fairly the financial position as of June 30, 2014 and the results of operations and cash flows for the periods then ended. The financial data and other information disclosed in these notes to the interim consolidated financial statements related to the period are unaudited. The results for the three-month period ended June 30, 2014, are not necessarily indicative of the results to be expected for any subsequent quarters or for the entire year ending December 31, 2014. Notes to the unaudited interim consolidated financial statements that would substantially duplicate the disclosures contained in the audited financial statements for the most recent fiscal year as reported in the Form 10-K have been omitted. | The Company is presently in the development stage, with no revenues. Accordingly, all of the Company's operating results and cash flows reported in the accompanying financial statements are considered to be those arising from the development stage activities and represent the "cumulative from inception" amounts from its development stage activities. | |||||||||||||||||||
Use of Estimates | Basis of Presentation | |||||||||||||||||||
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 at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. | These financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States, and are expressed in US dollars. The Company's fiscal year-end is December 31. | |||||||||||||||||||
Cash and Cash Equivalents | Principal of Consolidation | |||||||||||||||||||
The Company considers all highly liquid instruments purchased with a maturity of three months or less to be cash equivalents to the extent the funds are not being held for investment purposes. | The consolidated financial statements include the accounts of World Moto Technologies, Inc., World Moto Holdings, Inc., and World Moto Co. Ltd, 100% owned subsidiaries. All significant intercompany balances and transactions have been eliminated upon consolidation. | |||||||||||||||||||
Foreign Currency Translation | Use of Estimates | |||||||||||||||||||
The functional currency of our subsidiary is the Thai Baht. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency at rates of exchange prevailing at the balance sheet dates. Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Exchange gains or losses arising from foreign currency transactions are included in the determination of net income (loss) for the respective periods. | 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 at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. | |||||||||||||||||||
For financial reporting purposes, the financial statements of the subsidiary are translated into the Company's reporting currency, United States Dollars ("USD"). Asset and liability accounts are translated using the closing exchange rate in effect at the balance sheet date, equity account and dividend are translated using historical exchange rates and income and expense accounts are translated using the average exchange rate prevailing during the reporting period. | Foreign Currency Translation | |||||||||||||||||||
Adjustments resulting from the translation, if any, are included in accumulated other comprehensive income (loss) in stockholder's equity (deficit). | The functional currency of our subsidiary is the Thai Baht. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency at rates of exchange prevailing at the balance sheet dates. Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Exchange gains or losses arising from foreign currency transactions are included in the determination of net income (loss) for the respective periods. | |||||||||||||||||||
Long-Lived Assets | For financial reporting purposes, the financial statements of the subsidiary are translated into the Company's reporting currency, United States Dollars ("USD"). Asset and liability accounts are translated using the closing exchange rate in effect at the balance sheet date, equity account and dividend are translated using historical exchange rates and income and expense accounts are translated using the average exchange rate prevailing during the reporting period. | |||||||||||||||||||
Property and equipment | Adjustments resulting from the translation, if any, are included in accumulated other comprehensive income (loss) in stockholder's equity (deficit). | |||||||||||||||||||
Property and equipment are recorded at cost. Expenditures for major additions and improvements are capitalized and minor replacements, maintenance, and repairs are charged to expense as incurred. When property and equipment are retired or otherwise disposed of, the cost and accumulated depreciation are removed from the accounts and any resulting gain or loss is included in the results of operations for the respective period. Depreciation is provided over the estimated useful lives of the related assets using the straight-line method of 3 years for financial statement purposes. | Cash and Cash Equivalents | |||||||||||||||||||
Software | The Company considers all highly liquid instruments purchased with a maturity of three months or less to be cash equivalents to the extent the funds are not being held for investment purposes. | |||||||||||||||||||
The Company capitalizes software acquisition and development costs incurred during the software application development stage. The software application development stage is characterized by software design and configuration activities, coding, testing and installation. Training and maintenance costs are expensed as incurred, while upgrades and enhancements are capitalized if it is probable that such expenditures will result in additional functionality. Capitalized software acquisition and development costs, once placed in service, are amortized using the straight-line method over the estimated useful life of 3 to 10 years. Capitalized software acquisition and development costs subject to amortization are carried at cost less accumulated amortization. | Long-lived Assets | |||||||||||||||||||
Patents | Property and equipment | |||||||||||||||||||
Patents are initially measured based on their fair values. Patents are being amortized on the straight-line method over the estimated useful life of 10 to 20 years. | Property and equipment are recorded at cost. Expenditures for major additions and improvements are capitalized and minor replacements, maintenance, and repairs are charged to expense as incurred. When property and equipment are retired or otherwise disposed of, the cost and accumulated depreciation are removed from the accounts and any resulting gain or loss is included in the results of operations for the respective period. Depreciation is provided over the estimated useful lives of the related assets using the straight-line method of 3 years for financial statement purposes. | |||||||||||||||||||
Management evaluates the recoverability of the Company's property and equipment including patent development costs when events or circumstances indicate a potential impairment exists. The Company considers certain events and circumstances in determining whether the carrying value of identifiable property and equipment may not be recoverable including, but not limited to: significant changes in performance relative to expected operating results; significant changes in the use of the assets; significant negative industry or economic trends; and changes in the business strategy. In determining if impairment exists, the Company estimates the undiscounted cash flows to be generated from the use and ultimate disposition of these assets. If impairment is indicated based on a comparison of the assets' carrying values and the undiscounted cash flows, the impairment loss is measured as the amount by which the carrying amount of the assets exceeds the fair value of the assets. | Software | |||||||||||||||||||
Income Taxes | The Company capitalizes software acquisition and development costs incurred during the software application development stage. The software application development stage is characterized by software design and configuration activities, coding, testing and installation. Training and maintenance costs are expensed as incurred, while upgrades and enhancements are capitalized if it is probable that such expenditures will result in additional functionality. Capitalized software acquisition and development costs, once placed in service, are amortized using the straight-line method over the estimated useful life of 3 to 10 years. Capitalized software acquisition and development costs subject to amortization are carried at cost less accumulated amortization. | |||||||||||||||||||
The Company uses the asset and liability method in accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on differences between financial reporting and income tax carrying amounts of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company reviews deferred tax assets for a valuation allowance based upon whether it is more likely than not that the deferred tax asset will be fully realized. A valuation allowance, if necessary, is provided against deferred tax assets, based upon management's assessment as to their realization. | Patents | |||||||||||||||||||
Fair Value Measurement | Patents are initially measured based on their fair values. Patents are being amortized on the straight-line method over the estimated useful life of 10 to 20 years. | |||||||||||||||||||
The Company values its derivative instruments under FASB ASC 820 which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. | Management evaluates the recoverability of the Company's property and equipment including patent development costs when events or circumstances indicate a potential impairment exists. The Company considers certain events and circumstances in determining whether the carrying value of identifiable property and equipment may not be recoverable including, but not limited to: significant changes in performance relative to expected operating results; significant changes in the use of the assets; significant negative industry or economic trends; and changes in the business strategy. In determining if impairment exists, the Company estimates the undiscounted cash flows to be generated from the use and ultimate disposition of these assets. If impairment is indicated based on a comparison of the assets' carrying values and the undiscounted cash flows, the impairment loss is measured as the amount by which the carrying amount of the assets exceeds the fair value of the assets. | |||||||||||||||||||
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Company utilizes market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated, or generally unobservable. The Company classifies fair value balances based on the observability of those inputs. ASC 820 establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurement). | Income Taxes | |||||||||||||||||||
The three levels of the fair value hierarchy are as follows: | The Company uses the asset and liability method in accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on differences between financial reporting and income tax carrying amounts of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company reviews deferred tax assets for a valuation allowance based upon whether it is more likely than not that the deferred tax asset will be fully realized. A valuation allowance, if necessary, is provided against deferred tax assets, based upon management's assessment as to their realization. | |||||||||||||||||||
Level 1 - Quoted prices are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 1 primarily consists of financial instruments such as exchange-traded derivatives, marketable securities and listed equities. | Revenue Recognition | |||||||||||||||||||
Level 3 - Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management's best estimate of fair value. The Company uses Level 3 to value its derivative instruments. | The Company recognizes revenue only when all of the following criteria have been met: | |||||||||||||||||||
The following table sets forth by level with the fair value hierarchy the Company's financial assets and liabilities measured at fair value on June 30, 2014. | · | Persuasive evidence of an arrangement exists; | ||||||||||||||||||
Level 1 | Level 2 | Level 3 | Level 4 | · | Delivery has occurred or services have been rendered; | |||||||||||||||
Liabilities | ||||||||||||||||||||
Derivative liability | $ | - | $ | - | $ | 499,767 | $ | 499,767 | · | The fee for the arrangement is fixed or determinable; and | ||||||||||
Revenue Recognition | · | Collectibility is reasonably assured. | ||||||||||||||||||
The Company recognizes revenue only when all of the following criteria have been met: | Persuasive Evidence of an Arrangement -The Company documents all terms of an arrangement in a written contract signed by the customer prior to recognizing revenue. | |||||||||||||||||||
· | Persuasive evidence of an arrangement exists; | Delivery Has Occurred or Services Have Been Performed - The Company performs all services or delivers all products prior to recognizing revenue. Monthly services are considered to be performed ratably over the term of the arrangement. Professional consulting services are considered to be performed when the services are complete. Equipment is considered delivered upon delivery to a customer's designated location. | ||||||||||||||||||
· | Delivery has occurred or services have been rendered; | |||||||||||||||||||
· | The fee for the arrangement is fixed or determinable; and | The Fee for the Arrangement Is Fixed or Determinable - Prior to recognizing revenue, a customer's fee is either fixed or determinable under the terms of the written contract. Fees for most monthly services, professional consulting services, and equipment sales and rentals are fixed under the terms of the written contract. Fees for certain monthly services, including certain portions of networking, storage, and content distribution and caching services, are variable based on an objectively determinable factor such as usage. Those factors are included in the written contract such that the customer's fee is determinable. The customer's fee is negotiated at the outset of the arrangement and is not subject to refund or adjustment during the initial term of the arrangement. | ||||||||||||||||||
· | Collectibility is reasonably assured. | |||||||||||||||||||
Collectibility Is Reasonably Assured - The Company determines that collectibility is reasonably assured prior to recognizing revenue. Collectibility is assessed on a customer by customer basis based on criteria outlined by management. New customers are subject to a credit review process, which evaluates the customer's financial position and ultimately its ability to pay. The Company does not enter into arrangements unless collectibility is reasonably assured at the outset. Existing customers are subject to ongoing credit evaluations based on payment history and other factors. If it is determined during the arrangement that collectibility is not reasonably assured, revenue is recognized on a cash basis. | ||||||||||||||||||||
Persuasive Evidence of an Arrangement -The Company documents all terms of an arrangement in a written contract signed by the customer prior to recognizing revenue. | ||||||||||||||||||||
Franchise Fee Revenue | ||||||||||||||||||||
Delivery Has Occurred or Services Have Been Performed - The Company performs all services or delivers all products prior to recognizing revenue. Monthly services are considered to be performed ratably over the term of the arrangement. Professional consulting services are considered to be performed when the services are complete. Equipment is considered delivered upon delivery to a customer's designated location. | ||||||||||||||||||||
Revenues from licensees include a royalty based on a percent of sales, and may include initial fees. Continuing royalties are recognized in the period earned. Initial fees are recognized upon granting of a new franchise term, which is when the Company has performed substantially all initial services required by the franchise arrangement and once the franchisee commences operations. Additionally, the first twelve months of operations are royalty free for the franchisee. | ||||||||||||||||||||
The Fee for the Arrangement Is Fixed or Determinable - Prior to recognizing revenue, a customer's fee is either fixed or determinable under the terms of the written contract. Fees for most monthly services, professional consulting services, and equipment sales and rentals are fixed under the terms of the written contract. Fees for certain monthly services, including certain portions of networking, storage, and content distribution and caching services, are variable based on an objectively determinable factor such as usage. Those factors are included in the written contract such that the customer's fee is determinable. The customer's fee is negotiated at the outset of the arrangement and is not subject to refund or adjustment during the initial term of the arrangement. | ||||||||||||||||||||
Stock-based Compensation | ||||||||||||||||||||
Collectibility Is Reasonably Assured - The Company determines that collectibility is reasonably assured prior to recognizing revenue. Collectibility is assessed on a customer by customer basis based on criteria outlined by management. New customers are subject to a credit review process, which evaluates the customer's financial position and ultimately its ability to pay. The Company does not enter into arrangements unless collectibility is reasonably assured at the outset. Existing customers are subject to ongoing credit evaluations based on payment history and other factors. If it is determined during the arrangement that collectibility is not reasonably assured, revenue is recognized on a cash basis. | ||||||||||||||||||||
The Company expenses the cost of employee services received in exchange for an award of equity instruments based on the grant date fair value of such instruments over the service period. | ||||||||||||||||||||
Franchise Fee Revenue | ||||||||||||||||||||
Equity instruments issued to parties other than employees for acquiring goods or services are recorded at either the fair value of the consideration received or the fair value of the instruments issued in exchange for such services, whichever is more reliably measurable. | ||||||||||||||||||||
Revenues from licensees include a royalty based on a percent of sales, and may include initial fees. Continuing royalties are recognized in the period earned. Initial fees are recognized upon granting of a new franchise term, which is when the Company has performed substantially all initial services required by the franchise arrangement and once the franchisee commences operations. Additionally, the first twelve months of operations are royalty free for the franchisee. | ||||||||||||||||||||
Stock Split | ||||||||||||||||||||
Stock-based Compensation | ||||||||||||||||||||
On November 8, 2012, the Company effected a 1-for-181 forward stock split. All share and per share amounts have been restated retroactively for the impact of the splits. | ||||||||||||||||||||
The Company expenses the cost of employee services received in exchange for an award of equity instruments based on the grant date fair value of such instruments over the service period. | ||||||||||||||||||||
Subsequent Events | ||||||||||||||||||||
Equity instruments issued to parties other than employees for acquiring goods or services are recorded at either the fair value of the consideration received or the fair value of the instruments issued in exchange for such services, whichever is more reliably measurable. | ||||||||||||||||||||
The Company evaluated subsequent events through the date when financial statements are issued for disclosure consideration. | ||||||||||||||||||||
Subsequent Events | ||||||||||||||||||||
Recent Accounting Pronouncements | ||||||||||||||||||||
The Company evaluated subsequent events through the date when financial statements are issued for disclosure consideration. | ||||||||||||||||||||
The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. | ||||||||||||||||||||
Recent Accounting Pronouncements | ||||||||||||||||||||
In June 2014, the FASB issued ASU 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements. ASU 2014-10 eliminates the distinction of a development stage entity and certain related disclosure requirements, including the elimination of inception-to-date information on the statements of operations, cash flows and stockholders' equity. The amendments in ASU 2014-10 will be effective prospectively for annual reporting periods beginning after December 15, 2014, and interim periods within those annual periods, however early adoption is permitted. The Company evaluated and adopted ASU 2014-10 for the reporting period ended June 30, 2014. | ||||||||||||||||||||
GOING_CONCERN
GOING CONCERN | 6 Months Ended | 12 Months Ended |
Jun. 30, 2014 | Dec. 31, 2013 | |
GOING CONCERN [Abstract] | ' | ' |
GOING CONCERN | ' | ' |
NOTE 2 - GOING CONCERN | NOTE 2 - GOING CONCERN | |
The accompanying financial statements have been prepared in conformity with generally accepted accounting principles, which contemplate continuation of the Company as a going concern. However, the Company has an accumulated deficit of $1,959,122 as of June 30, 2014, has limited liquidity, and has not established a reliable source of revenues sufficient to cover operating costs over an extended period of time. These factors raise substantial doubt about the Company's ability to continue as a going concern. | The accompanying financial statements have been prepared in conformity with generally accepted accounting principles, which contemplate continuation of the Company as a going concern. However, the Company has an accumulated deficit of $1,205,081 as of December 31, 2013, has limited liquidity, and has not established a reliable source of revenues sufficient to cover operating costs over an extended period of time. These factors raise substantial doubt about the Company's ability to continue as a going concern. | |
Management anticipates that the Company will be dependent, for the near future, on additional investment capital to fund operating expenses. The Company intends to position itself so that it may be able to raise additional funds through the capital markets. In light of management's efforts, there are no assurances that the Company will be successful in this or any of its endeavors or become financially viable and continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. | Management anticipates that the Company will be dependent, for the near future, on additional investment capital to fund operating expenses. The Company intends to position itself so that it may be able to raise additional funds through the capital markets. In light of management's efforts, there are no assurances that the Company will be successful in this or any of its endeavors or become financially viable and continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. | |
ACQUISITON_OF_WORLD_MOTO_ASSET
ACQUISITON OF WORLD MOTO ASSETS | 12 Months Ended |
Dec. 31, 2013 | |
ACQUISITON OF WORLD MOTO ASSETS [Abstract] | ' |
ACQUISITON OF WORLD MOTO ASSETS | ' |
NOTE 3 - ACQUISITON OF WORLD MOTO ASSETS | |
On September 1, 2012, the Company entered into an Asset Purchase Agreement with World Moto (Thailand) Co., Ltd., a corporation established under the laws of the Kingdom of Thailand ("World Moto"), Chris Ziomkowski, the Chief Technical Officer of World Moto and Paul Giles, the Chief Executive Officer of World Moto. The Agreement was consummated on November 14, 2012. The Company purchased from World Moto substantially all of the intellectual property and certain other specific intellectual property assets related to World Moto's initial product, Moto-Meter (the "Assets"), which includes three United States patent applications, the data related to the patent applications, certain software related to the operation of the Moto-Meter, several URLs and trade-names and associated names related to the Moto-Meter and World Moto. Moto-Meters are devices that provide metering of rides on motor scooters, motorcycles and similar types of transportation vehicles and have been developed by World Moto. | |
The Company evaluated this transaction under the business combination rules and concluded that this was an asset purchase rather than a business combination. The Company is determined to be both the legal acquirer and the accounting acquirer of these assets. Since the new shareholders simultaneously obtained the control of the Company, with an overall ownership percentage of approximately 60%, the assets acquired from World Moto were recorded at the their historical cost basis of zero. The Company issued 1,240,871 shares of common stock for all Assets and issued 576,923 shares of common stock to pay for a seller specified outstanding debt in the amount of $75,000. These shares were valued and recorded at $ because the sellers' historical cost basis on the assets was zero. As the result of 1-for-181 forward stock split, described in Note 7, sellers of World Moto Assets received 224,597,666 shares of the Company's common stock. | |
LONGLIVED_ASSETS
LONG-LIVED ASSETS | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
LONG-LIVED ASSETS [Abstract] | ' | ||||||||||||
LONG-LIVED ASSETS | ' | ||||||||||||
NOTE 4 - LONG-LIVED ASSETS | |||||||||||||
The following table summarizes the long-lived assets the Company had at December 31, 2013 and 2012: | |||||||||||||
Useful | Year Ended December 31, | ||||||||||||
Lives | 2013 | 2012 | |||||||||||
Machinery and equipment | 3-5 years | $ | 33,503 | $ | - | ||||||||
Less: accumulated depreciation | (2,230 | ) | - | ||||||||||
Property and equipment, net | $ | 31,273 | $ | - | |||||||||
The Company determined that the software developed by Net Ten Profits Inc. for military yearbooks was no longer an asset and the balance of $919 was written off during the year ended December 31, 2012. | |||||||||||||
INCOME_TAXES
INCOME TAXES | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
INCOME TAXES [Abstract] | ' | ||||||||
INCOME TAXES | ' | ||||||||
NOTE 5 - INCOME TAXES | |||||||||
No provision for federal income taxes has been recognized for the years ended December 31, 2013 and 2012, as the Company incurred a net operating loss for income tax. | |||||||||
The Company has tax losses that may be applied against future taxable income. The potential tax benefits arising from these losses carryforwards, which expire beginning the year 2028, are offset by a valuation allowance due to the uncertainty of profitable operations in the future. During the period from March 24, 2008 (inception) to December 31, 2013, the Company had operating losses of $1,205,081. The statutory tax rate for fiscal years 2013 and 2012 is 35%. | |||||||||
Tax effects of temporary differences that give rise to significant portions of the deferred tax assets at December 31, 2013 and 2012 are presented below: | |||||||||
Year Ended December 31, | |||||||||
2013 | 2012 | ||||||||
Net operating losses carryforwards | $ | 419,000 | $ | 74,000 | |||||
Less: valuation allowance | (419,000 | ) | (74,000 | ) | |||||
Deferred tax assets, net | $ | - | $ | - | |||||
COMMITMENTS_AND_CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2013 | |
COMMITMENTS AND CONTINGENCIES [Abstract] | ' |
COMMITMENTS AND CONTINGENCIES | ' |
NOTE 6 - COMMITMENTS AND CONTINGENCIES | |
The Company occupies 665 square feet of office space at 131 Thailand Science Park INC -1 # 214, Pathumthani, Thailand. This office includes its executive offices and engineering facilities. The annual rent for this location is approximately $7,500. During the second quarter of 2014, the Company will move into a larger facility in the science park. Rent for the new offices will be approximately $21,000 per year. | |
The Company has shared office space in New York City, located at 55 Broad Street, 28th Floor, New York, NY 10004. The annual rent for this location is currently being gifted to the Company. It is expected that the Company will pay fair market value for office space in New York in the future. | |
The Company has shared office space in London, United Kingdom, located 145-157 St. John Street, Lower Ground Floor, LP-19896, London EC1V 4PW. The annual rent for which is $300. | |
The Company also has shared office space in Lagos, Nigeria, located at 19, Sinari Daranijo Street, Victoria Island, Lagos. The Company opens its Lagos office as a part of its plan to introduce the Moto-Meter into Lagos and cities across Africa. The annual rent for this location is currently being gifted to the Company. It is expected that the Company will pay fair market value for office space in Nigeria in the future. | |
UNEARNED_REVENUE
UNEARNED REVENUE | 6 Months Ended | 12 Months Ended |
Jun. 30, 2014 | Dec. 31, 2013 | |
UNEARNED REVENUE [Abstract] | ' | ' |
UNEARNED REVENUE | ' | ' |
NOTE 3 - UNEARNED REVENUES | NOTE 7 - UNEARNED REVENUE | |
On December 2, 2013, WM Co. Thailand entered into a Purchase and Licensing Agreement (the "PL Agreement") with Mobile Advertising Ventures Ltd. ("MAV"). Pursuant to the terms of the PL Agreement, MAV will purchase 10 initial "Wheelies" from WM Co. Thailand at a purchase price of $35,000, and will have an option to purchase an additional 190 Wheelies at a purchase price of $3,500 per unit. WM Co. Thailand also grants a non-exclusive license to MAV for the use of its software in connection with the operation of the Wheelies in consideration for a fee based on net revenue per quarter from advertising sales relating to the use of the Wheelies. The Company received $35,000 from MAV before December 31, 2013 and recorded unearned revenue at the yearend. | On December 2, 2013, WM Co. Thailand entered into a Purchase and Licensing Agreement (the "PL Agreement") with Mobile Advertising Ventures Ltd. ("MAV"). Pursuant to the terms of the PL Agreement, MAV will purchase 10 initial "Wheelies" from WM Co. Thailand at a purchase price of $35,000, and will have an option to purchase an additional 190 Wheelies at a purchase price of $3,500 per unit. WM Co. Thailand also grants a non-exclusive license to MAV for the use of its software in connection with the operation of the Wheelies in consideration for a fee based on net revenue per quarter from advertising sales relating to the use of the Wheelies. The Company received $35,000 from MAV before December 31, 2013 and recorded unearned revenue at the yearend. | |
On March 10, 2014, the Company entered into a Fleet Franchise Agreement ("the Franchise Agreement") with Mobile Advertising Ventures, Ltd. ("MAV"). MAV paid the Company $24,980 for the right to utilize the Yes software and all other trademarks of the Company, including but not limited to "Yes", "World Moto" and "Wheelies" (collectively, the "Marks") in the Federal Territory of Kuala Lumpur, Malaysia. Initial training has been completed for the Franchisee; however, the Franchisee has not begun operations. This revenue will be reclassified as earned when MAV completes its first sale using the Yes software. | ||
EQUITY_TRANSACTIONS
EQUITY TRANSACTIONS | 12 Months Ended | ||
Dec. 31, 2013 | |||
EQUITY TRANSACTIONS [Abstract] | ' | ||
EQUITY TRANSACTIONS | ' | ||
NOTE 8 - EQUITY TRANSACTIONS | |||
Preferred Stock | |||
The Company is authorized to issue 50,000,000 shares of preferred stock with a par value of $0.0001. As of December 31, 2013 and 2012, there were no preferred shares issued and outstanding. The Company's Board of Directors is authorized by the articles of incorporation to divide the authorized shares of preferred stock into one or more series, each of which must be so designated as to distinguish the shares of each series of preferred stock from the shares of all other series and classes. The Company's Board of Directors is also authorized, within any limitations prescribed by law and the articles of incorporation, to fix and determine the designations, rights, qualifications, preferences, limitations and terms of the shares of any series of preferred stock. | |||
Common Stock | |||
The Company is authorized to issue 500,000,000 common shares with a par value of $0.0001. As of December 31, 2013 and 2012, there were 378,033,149 and 374,329,445 shares of common stock issued and outstanding, respectively. Upon liquidation, dissolution or winding up of the corporation, the holders of common stock are entitled to share ratably in all net assets available for distribution to shareholders after payment to creditors. The common stock is not convertible or redeemable and has no pre-emptive, subscription or conversion rights. There is no conversion, redemption, sinking fund or similar provisions regarding the common stock. Each outstanding share of common stock is entitled to one vote on all matters submitted to a vote of shareholders. There are no cumulative voting rights. Each shareholder is entitled to receive the dividends as may be declared by our directors out of funds legally available for dividends and, in the event of liquidation, to share pro rata in any distribution of assets after payment of liabilities. The Company's directors are not obligated to declare a dividend. Since inception the Company has not paid or declared any dividends on common stock. | |||
In 2008, the Company issued 724,000,000 shares of common stock at par to the founders for their services and sold 146,248,000 shares for cash proceeds of $40,400. | |||
In November 2012, simultaneously with the closing of the Company's acquisition of the World Moto Assets: | |||
- | Mr. Marlon Liam, the Company's former sole director and officer, agreed to contribute 723,579,160 shares that he owned to the Company's capital by canceling the shares; | ||
- | The Company effected a 1-for-181 forward stock split. All share and per share amounts have been restated retroactively for the impact of the stock split; | ||
- | The Company issued 1,240,871 shares of common stock to new shareholders to acquire the World Moto Assets and also issued 576,923 shares of common stock to pay for a seller specified outstanding debt in the amount of $75,000. As the result of 1-for-181 forward stock split, seller of World Moto Assets received 224,597,666 shares of the Company's common stock. The Company recorded these common shares issued at $0 due to the sellers, who are also the new shareholders, had a historical cost basis of zero on the assets sold to the Company; | ||
- | 401,415 shares of common stock were issued to Mr. Marlon Liam to pay off $52,183 related party payable; | ||
- | The Company raised $246,000 by selling an aggregate of 1,892,308 shares of common stock to one investor on a private placement offering; | ||
- | 192,308 shares of common stock were issued to a consultant for his services and discharged a payable of $25,000. | ||
The above shares, except for the owes issued to sellers of World Moto Assets, issued by the Company in November 2012 were valued at their fair value based on the closing price of the Company's common stock on November 14, 2012. | |||
On January 8, 2013, the Company consummated a private placement offering with an accredited investor for the sale of 3,703,704 shares of common stock at a purchase price of $0.27 per share, for aggregate consideration of $1,000,000. | |||
CONVERTIBLE_NOTE_PAYABLE
CONVERTIBLE NOTE PAYABLE | 6 Months Ended | ||||
Jun. 30, 2014 | |||||
CONVERTIBLE NOTE PAYABLE [Abstract] | ' | ||||
CONVERTIBLE NOTE PAYABLE | ' | ||||
NOTE 4 - CONVERTIBLE NOTE PAYABLE | |||||
On April 4, 2014, the Company entered into the Initial Debentures with the Investors in the aggregate principal amount of $543,479 for a purchase price of $500,000 (8% original issue discount). The holder is guaranteed interest at the rate of 12% and the notes have a maturity date of April 4, 2015. The Company is obligated to make amortization payments beginning on the six month anniversary of the issuance date of the Debentures and continuing monthly thereafter. The Debentures are convertible into shares of common stock of the Company at any time at the discretion of the Investors at a conversion price equal to the lesser of: (i) $0.10 per share or (ii) 70% of the lowest traded price per share of the common stock during the twenty five (25) trading days prior to the date of conversion. | |||||
For the six months ended June 30, 2014, the Company recorded a debt discount of $452,702, as result of the embedded conversion feature being a financial derivative, for proceeds received. The company also recorded a debt discount of $63,482, $43,479 as result of the 8% original issue discount and $20,000 in fees related to fees paid to the investors. | |||||
The discounts on the Debentures are amortized by the Company through interest expense over the life of the notes. During the six months ended June 30, 2014, the Company recorded $51,292 amortization of the debt discount on the notes. | |||||
As summary of value changes to the notes for the period ended from April 4, 2014 to June 30, 2014 is as follows: | |||||
Carrying Value at April 4, 2014 | $ | 543,479 | |||
Less: repayment of principle | - | ||||
Less: discount related to fair value of the embedded conversion feature | (452,702 | ) | |||
Less: discount related to 8% original issue discount and financing cost | (63,482 | ) | |||
Add: Amortization of discount | 51,292 | ||||
Carrying value at June 30, 2014 | $ | 78,587 | |||
In connection with the sale of the Debentures, the Company issued 520,000 shares of common stock valued at $46,584 and cash in the amount of $37,500 to its placement agent. The fees have been recorded to deferred financing cost. The deferred financing cost are amortized by the Company through interest expense over the life of the notes. During the six months ended June 30, 2014, the Company recorded $18,803 amortization of the deferred financing cost. | |||||
DERIVATIVE_LIABILITY
DERIVATIVE LIABILITY | 6 Months Ended | ||||
Jun. 30, 2014 | |||||
DERIVATIVE LIABILITY [Abstract] | ' | ||||
DERIVATIVE LIABILITY | ' | ||||
NOTE 5 - DERIVATIVE LIABILITY | |||||
The Company has determined that the variable conversion price under its convertible notes causes the embedded conversation feature to by a financial derivative. The Company may not have enough authorized common stock to settle its obligation if the note holder elects to convert the note into common shares when the trading price is lower than a certain threshold. | |||||
The derivative instruments were valued at April 4, 2014 and at June 30, 2014. The following assumptions were used for the valuation of the derivative liability related to the Notes as of April 4, 2014 and June 30, 2014: | |||||
· | The underlying stock price was used as the fair value of the common stock; | ||||
· | The initial notes cash amount total $500,000 plus an 8% OID plus a guaranteed 12% interest is converted at 70% of the lowest trading price during 25 days preceding conversion. | ||||
· | The projected volatility for each valuation period was based on the volatility of the Company based on a 6 month average of annualized rates: April 4, 2014: 219% and June 30, 2014: 104% | ||||
· | The note conversions effectively convert at discounts rates of 33.56% and 24.75% as of 4/41/14 and 6/30/14. | ||||
· | An event of default would occur 0% of the time, increasing 1.00% per month to a maximum of 10%; the Maturity date is 12 months from the valuation date; | ||||
· | Capital raising events would occur annually with full resets for the Notes; | ||||
· | The Holder would redeem based on availability of alternative financing, 0% of the time increasing 1.0% monthly to a maximum of 10%; | ||||
· | The Holder would automatically convert the note starting after 180 days and at maturity if the registration was effective and the company was not in default. | ||||
The fair values of the derivative liabilities related to the Convertible notes are summarized as: | |||||
Fair value at April 4, 2014 | $ | 452,702 | |||
Change in Notes due to issuances | 47,062 | ||||
Fair value at June 30, 2014 | 499,767 | ||||
SUBSEQUENT_EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2013 | |
SUBSEQUENT EVENTS [Abstract] | ' |
SUBSEQUENT EVENTS | ' |
NOTE 9 - SUBSEQUENT EVENTS | |
On April 4, 2014, the Company entered into a financing arrangement with certain investors pursuant to which it issued debentures and received its first tranche of $500,000. The Company shall receive an additional $500,000 within three business days after a registration statement filed by the Company has been declared effective by the Securities and Exchange Commission. The debentures carry an 8% OID (Original Issue Discount) and have a maturity date of 12 months with 12% interest paid at maturity or upon conversion of the amounts owed under the debentures. | |
RESTATEMENTS
RESTATEMENTS | 6 Months Ended | 12 Months Ended | ||||||||||||||||||||||||
Jun. 30, 2014 | Dec. 31, 2013 | |||||||||||||||||||||||||
RESTATEMENTS [Abstract] | ' | ' | ||||||||||||||||||||||||
RESTATEMENTS | ' | ' | ||||||||||||||||||||||||
NOTE 6 - RESTATEMENTS | NOTE 10 - RESTATEMENTS | |||||||||||||||||||||||||
On September 26, 2014, the Company determined that the assets acquired from World Moto in 2012 should be recorded at the transferors' historical cost basis because the Company's new shareholders obtained control of the Company as of the acquisition date, with an overall ownership percentage of approximately 60%. The Company also determined that the shares issued to the new shareholders should be recorded at sellers' historical cost of zero on the assets acquired. The financial statements as of June 30, 2014 and December 31, 2013 and for six months ended June 30, 2014 and 2013 were restated by the Company to reflect the following adjustments: | On September 26, 2014, the Company determined that the assets acquired from World Moto in 2012 should be recorded at the transferors' historical cost basis because the Company's new shareholders obtained control of the Company as of the acquisition date, with an overall ownership percentage of approximately 60%. The Company also determined that the shares issued to the new shareholders should be recorded at sellers' historical cost of zero on the assets acquired. The financial statements for years ended December 31, 2013 and 2012 and for the period from March 24, 2008 (inception) through December 31, 2013 were restated by the Company to reflect the following adjustments: | |||||||||||||||||||||||||
1 | To remove the intangible assets initially capitalized by the Company at fair value of common stock issued to the new shareholders; | 1 | To remove the intangible assets initially capitalized by the Company at fair value of common stock issued to the new shareholders; | |||||||||||||||||||||||
2 | To adjust the shares issued to the new shareholders for the assets to their historical cost basis of zero; | |||||||||||||||||||||||||
2 | To adjust the shares issued to the new shareholders for the assets to their historical cost basis of zero; | 3 | To remove the amortization expense previously recorded for the intangible assets. | |||||||||||||||||||||||
3 | To remove the amortization expense previously recorded for the intangible assets. | The impact of the restatements on the Balance Sheet as of December 31, 2013 is as follows: | ||||||||||||||||||||||||
The impact of the restatements on the Balance Sheet as of December 31, 2013 is as follows: | As originally | |||||||||||||||||||||||||
Reported | Change | Restated | ||||||||||||||||||||||||
As originally | Intangible assets | 191,615 | (191,615 | ) | - | |||||||||||||||||||||
Reported | Change | Restated | Total assets | 421,148 | (191,615 | ) | 229,533 | |||||||||||||||||||
Intangible assets | 191,615 | (191,615 | ) | - | ||||||||||||||||||||||
Total assets | 421,148 | (191,615 | ) | 229,533 | Additonal paid in capital | 1,568,745 | (236,314 | ) | 1,332,431 | |||||||||||||||||
Accumulated deficit | (1,249,780 | ) | (44,699 | ) | (1,205,081 | ) | ||||||||||||||||||||
Additional paid in capital | 1,568,745 | (236,314 | ) | 1,332,431 | Total stockholders' equity | 358,666 | (191,615 | ) | 167,051 | |||||||||||||||||
Accumulated deficit | (1,249,780 | ) | (44,699 | ) | (1,205,081 | ) | Total liabilities and stockholders' equity | 421,148 | (191,615 | ) | 229,533 | |||||||||||||||
Total stockholders' equity | 358,666 | (191,615 | ) | 167,051 | ||||||||||||||||||||||
Total liabilities and stockholders' equity | 421,148 | (191,615 | ) | 229,533 | The impact of the restatements on the Statement of Operations for the year ended December 31, 2013 is as follows: | |||||||||||||||||||||
The impact of the restatements on the Balance Sheet as of June 30, 2014 is as follows: | As originally | |||||||||||||||||||||||||
Reported | Change | Restated | ||||||||||||||||||||||||
As originally | General and administrative | 588,914 | (39,599 | ) | 549,315 | |||||||||||||||||||||
Reported | Change | Restated | Total operating expense | 954,824 | (39,599 | ) | 915,225 | |||||||||||||||||||
Intangible assets | 171,978 | (171,978 | ) | - | Loss from operations | (954,824 | ) | 39,599 | (915,225 | ) | ||||||||||||||||
Total assets | 377,944 | (171,978 | ) | 205,966 | Net loss | (950,117 | ) | 39,599 | (910,518 | ) | ||||||||||||||||
Total comprehensive loss | (948,218 | ) | 39,599 | (908,619 | ) | |||||||||||||||||||||
Additional paid in capital | 1,568,745 | (236,314 | ) | 1,332,431 | ||||||||||||||||||||||
Accumulated deficit | (2,023,458 | ) | 64,336 | (1,959,122 | ) | Net loss per common share - basic and diluted | (0.00 | ) | (0.00 | ) | ||||||||||||||||
Total stockholders' equity | (418,653 | ) | (171,978 | ) | (590,631 | ) | ||||||||||||||||||||
Total liabilities and stockholders' equity | 377,944 | (171,978 | ) | 205,966 | The impact of the restatements on the Statement of Cash Flows for the year ended December 31, 2013 is as follows: | |||||||||||||||||||||
The impact of the restatements on the Statement of Operations for the three months ended June 30, 2013 is as follows: | As originally | |||||||||||||||||||||||||
Reported | Change | Restated | ||||||||||||||||||||||||
As originally | Net loss | (950,117 | ) | 39,599 | (910,518 | ) | ||||||||||||||||||||
Reported | Change | Restated | Depreciation and amortization | 41,829 | (39,599 | ) | 2,230 | |||||||||||||||||||
General and administrative | 196,543 | (9,873 | ) | 186,670 | ||||||||||||||||||||||
Total operating expense | (196,543 | ) | 9,873 | (186,670 | ) | The impact of the restatements on the Balance Sheet as of December 31, 2012 is as follows: | ||||||||||||||||||||
Loss from operations | (196,543 | ) | 9,873 | (186,670 | ) | |||||||||||||||||||||
Net loss | (196,270 | ) | 9,873 | (186,397 | ) | As originally | ||||||||||||||||||||
Total comprehensive loss | (193,635 | ) | 9,873 | (183,762 | ) | Reported | Change | Restated | ||||||||||||||||||
Intangible assets | 231,214 | (231,214 | ) | - | ||||||||||||||||||||||
Net loss per common share - basic and diluted | (0.00 | ) | (0.00 | ) | Total assets | 309,040 | (231,214 | ) | 77,826 | |||||||||||||||||
The impact of the restatements on the Statement of Operations for the six months ended June 30, 2013 is as follows: | Additional paid in capital | 569,115 | (236,314 | ) | 332,801 | |||||||||||||||||||||
Accumulated deficit | (299,663 | ) | 5,100 | (294,563 | ) | |||||||||||||||||||||
As originally | Total stockholders' equity | 306,884 | (231,214 | ) | 75,670 | |||||||||||||||||||||
Reported | Change | Restated | Total liabilities and stockholders' equity | 309,040 | (231,214 | ) | 77,826 | |||||||||||||||||||
General and administrative | 404,421 | (19,637 | ) | 384,784 | ||||||||||||||||||||||
Total operating expense | (404,421 | ) | 19,637 | (384,784 | ) | The impact of the restatements on the Statement of Operations for the year ended December 31, 2012 is as follows: | ||||||||||||||||||||
Loss from operations | (404,421 | ) | 19,637 | (384,784 | ) | |||||||||||||||||||||
Net loss | (399,875 | ) | 19,637 | (380,238 | ) | As originally | ||||||||||||||||||||
Total comprehensive loss | (397,240 | ) | 19,637 | (377,603 | ) | Reported | Change | Restated | ||||||||||||||||||
General and administrative | 176,643 | (5,100 | ) | 171,543 | ||||||||||||||||||||||
Net loss per common share - basic and diluted | (0.00 | ) | (0.00 | ) | Total operating expense | 227,562 | (5,100 | ) | 222,462 | |||||||||||||||||
Net loss | (227,562 | ) | (5,100 | ) | (222,462 | ) | ||||||||||||||||||||
The impact of the restatements on the Statement of Operations for the six months ended June 30, 2013 is as follows: | ||||||||||||||||||||||||||
Net loss per common share - basic and diluted | (0.00 | ) | (0.00 | ) | ||||||||||||||||||||||
As originally | ||||||||||||||||||||||||||
Reported | Change | Restated | The impact of the restatements on the Statement of Cash Flows for the year ended December 31, 2012 is as follows: | |||||||||||||||||||||||
Net loss | (399,875 | ) | 19,637 | (380,238 | ) | |||||||||||||||||||||
Depreciation and amortization | 19,724 | (19,637 | ) | 87 | As originally | |||||||||||||||||||||
Reported | Change | Restated | ||||||||||||||||||||||||
The impact of the restatements on the Statement of Operations for the three months ended June 30, 2014 is as follows: | Net loss | (227,562 | ) | 5,100 | (222,462 | ) | ||||||||||||||||||||
Depreciation and amortization | 6,535 | (5,100 | ) | 1,435 | ||||||||||||||||||||||
As originally | ||||||||||||||||||||||||||
Reported | Change | Restated | ||||||||||||||||||||||||
General and administrative | 243,596 | (9,873 | ) | 233,723 | ||||||||||||||||||||||
Total operating expense | 370,186 | (9,873 | ) | 360,313 | ||||||||||||||||||||||
Loss from operations | 370,186 | (9,873 | ) | 360,313 | ||||||||||||||||||||||
Net loss | (503,663 | ) | 9,873 | (493,790 | ) | |||||||||||||||||||||
Total comprehensive loss | (504,432 | ) | 9,873 | (494,559 | ) | |||||||||||||||||||||
Net loss per common share - basic and diluted | (0.00 | ) | (0.00 | ) | ||||||||||||||||||||||
The impact of the restatements on the Statement of Operations for the six months ended June 30, 2014 is as follows: | ||||||||||||||||||||||||||
As originally | ||||||||||||||||||||||||||
Reported | Change | Restated | ||||||||||||||||||||||||
General and administrative | 392,371 | (19,637 | ) | 372,734 | ||||||||||||||||||||||
Total operating expense | 640,067 | (19,637 | ) | 620,430 | ||||||||||||||||||||||
Loss from operations | 640,067 | (19,637 | ) | 620,430 | ||||||||||||||||||||||
Net loss | (773,678 | ) | 19,637 | (754,041 | ) | |||||||||||||||||||||
Total comprehensive loss | (775,420 | ) | 19,637 | (755,783 | ) | |||||||||||||||||||||
Net loss per common share - basic and diluted | (0.00 | ) | (0.00 | ) | ||||||||||||||||||||||
The impact of the restatements on the Statement of Operations for the six months ended June 30, 2014 is as follows: | ||||||||||||||||||||||||||
As originally | ||||||||||||||||||||||||||
Reported | Change | Restated | ||||||||||||||||||||||||
Net loss | (773,678 | ) | 19,637 | (754,041 | ) | |||||||||||||||||||||
Depreciation and amortization | 23,498 | (19,637 | ) | 3,861 | ||||||||||||||||||||||
SUMMARY_OF_SIGNIFICANT_ACCOUNT1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended | 12 Months Ended | ||||||||||||||||||
Jun. 30, 2014 | Dec. 31, 2013 | |||||||||||||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | ' | ' | ||||||||||||||||||
Nature of Business | ' | ' | ||||||||||||||||||
Nature of Business | Nature of Business | |||||||||||||||||||
World Moto, Inc. (the "Company") was incorporated in the State of Nevada on March 24, 2008 under the name Net Profits Ten Inc. The original purpose of the Company was to market and distribute user-friendly interactive yearbook software for the military. The Company was reclassified as a shell company until the completion of its acquisition of the World Moto Assets, which was consummated on November 14, 2012, and discussed in Note 3. Effective November 12, 2012, the Company amended its Articles of Incorporation to change its name from "Net Profits Ten Inc." to "World Moto, Inc." | World Moto, Inc. (the "Company") was incorporated in the State of Nevada on March 24, 2008 under the name Net Profits Ten Inc. The original purpose of the Company was to market and distribute user-friendly interactive yearbook software for the military. The Company was reclassified as a shell company until the completion of its acquisition of the World Moto Assets, which was consummated on November 14, 2012, and discussed in Note 3. Effective November 12, 2012, the Company amended its Articles of Incorporation to change its name from "Net Profits Ten Inc." to "World Moto, Inc." | |||||||||||||||||||
On January 30, 2013, World Moto, Inc. established two wholly owned subsidiaries that were incorporated in the State of Nevada. World Moto Technologies, Inc. and World Moto Holdings, Inc. were both established, but have no activity to report to date. On February 4, 2013, World Moto Technologies Ltd, a wholly owned subsidiary of the Company, was organized under the laws of the Kingdom of Thailand and the name of this company was later changed to World Moto Co., Ltd. World Moto Co., Ltd. is owned in its entirety by World Moto, Inc., World Moto Technologies, Inc. and World Moto Holdings, Inc. and it is an operating entity of the Company in Thailand for the purposes of research and development in the Southeast Asia region. | On January 30, 2013 World Moto, Inc. established two wholly owned subsidiaries that were incorporated in the State of Nevada. World Moto Technologies, Inc. and World Moto Holdings, Inc. were both established, but have no activity to report to date. On February 4, 2013, World Moto Technologies Ltd, a wholly owned subsidiary of the Company, was organized under the laws of the Kingdom of Thailand and the name of this company was later changed to World Moto Co., Ltd. World Moto Co., Ltd. is owned in its entirety by World Moto, Inc. and it is an operating entity of the Company in Thailand for the purposes of research and development in the Southeast Asia region. | |||||||||||||||||||
Basis of Presentation | ' | ' | ||||||||||||||||||
Basis of Presentation | Basis of Presentation | |||||||||||||||||||
The unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information in accordance with Securities and Exchange Commission ("SEC") Regulation S-X rule 8-03 and should be read in conjunction with the audited financial statements and notes thereto contained in the Company's last Annual Report filed with the SEC on Form 10-K for the year ended December 31, 2013. In the opinion of management, the unaudited consolidated financial statements have been prepared on the same basis as the annual financial statements and reflect all adjustments, which include normal recurring adjustments, necessary to present fairly the financial position as of June 30, 2014 and the results of operations and cash flows for the periods then ended. The financial data and other information disclosed in these notes to the interim consolidated financial statements related to the period are unaudited. The results for the three-month period ended June 30, 2014, are not necessarily indicative of the results to be expected for any subsequent quarters or for the entire year ending December 31, 2014. Notes to the unaudited interim consolidated financial statements that would substantially duplicate the disclosures contained in the audited financial statements for the most recent fiscal year as reported in the Form 10-K have been omitted. | These financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States, and are expressed in US dollars. The Company's fiscal year-end is December 31. | |||||||||||||||||||
Development Stage Activities | ' | ' | ||||||||||||||||||
Development Stage Activities | ||||||||||||||||||||
The Company is presently in the development stage, with no revenues. Accordingly, all of the Company's operating results and cash flows reported in the accompanying financial statements are considered to be those arising from the development stage activities and represent the "cumulative from inception" amounts from its development stage activities. | ||||||||||||||||||||
Principal of Consolidation | ' | ' | ||||||||||||||||||
Principal of Consolidation | ||||||||||||||||||||
The consolidated financial statements include the accounts of World Moto Technologies, Inc., World Moto Holdings, Inc., and World Moto Co. Ltd, 100% owned subsidiaries. All significant intercompany balances and transactions have been eliminated upon consolidation. | ||||||||||||||||||||
Use of Estimates | ' | ' | ||||||||||||||||||
Use of Estimates | 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 at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those 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 at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. | |||||||||||||||||||
Cash and Cash Equivalents | ' | ' | ||||||||||||||||||
Cash and Cash Equivalents | Cash and Cash Equivalents | |||||||||||||||||||
The Company considers all highly liquid instruments purchased with a maturity of three months or less to be cash equivalents to the extent the funds are not being held for investment purposes. | The Company considers all highly liquid instruments purchased with a maturity of three months or less to be cash equivalents to the extent the funds are not being held for investment purposes. | |||||||||||||||||||
Foreign Currency Translations | ' | ' | ||||||||||||||||||
Foreign Currency Translation | ||||||||||||||||||||
Foreign Currency Translation | ||||||||||||||||||||
The functional currency of our subsidiary is the Thai Baht. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency at rates of exchange prevailing at the balance sheet dates. Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Exchange gains or losses arising from foreign currency transactions are included in the determination of net income (loss) for the respective periods. | ||||||||||||||||||||
The functional currency of our subsidiary is the Thai Baht. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency at rates of exchange prevailing at the balance sheet dates. Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Exchange gains or losses arising from foreign currency transactions are included in the determination of net income (loss) for the respective periods. | ||||||||||||||||||||
For financial reporting purposes, the financial statements of the subsidiary are translated into the Company's reporting currency, United States Dollars ("USD"). Asset and liability accounts are translated using the closing exchange rate in effect at the balance sheet date, equity account and dividend are translated using historical exchange rates and income and expense accounts are translated using the average exchange rate prevailing during the reporting period. | ||||||||||||||||||||
For financial reporting purposes, the financial statements of the subsidiary are translated into the Company's reporting currency, United States Dollars ("USD"). Asset and liability accounts are translated using the closing exchange rate in effect at the balance sheet date, equity account and dividend are translated using historical exchange rates and income and expense accounts are translated using the average exchange rate prevailing during the reporting period. | ||||||||||||||||||||
Adjustments resulting from the translation, if any, are included in accumulated other comprehensive income (loss) in stockholder's equity (deficit). | ||||||||||||||||||||
Adjustments resulting from the translation, if any, are included in accumulated other comprehensive income (loss) in stockholder's equity (deficit). | ||||||||||||||||||||
Long-lived Assets | ' | ' | ||||||||||||||||||
Long-Lived Assets | Long-lived Assets | |||||||||||||||||||
Property and equipment | Property and equipment | |||||||||||||||||||
Property and equipment are recorded at cost. Expenditures for major additions and improvements are capitalized and minor replacements, maintenance, and repairs are charged to expense as incurred. When property and equipment are retired or otherwise disposed of, the cost and accumulated depreciation are removed from the accounts and any resulting gain or loss is included in the results of operations for the respective period. Depreciation is provided over the estimated useful lives of the related assets using the straight-line method of 3 years for financial statement purposes. | Property and equipment are recorded at cost. Expenditures for major additions and improvements are capitalized and minor replacements, maintenance, and repairs are charged to expense as incurred. When property and equipment are retired or otherwise disposed of, the cost and accumulated depreciation are removed from the accounts and any resulting gain or loss is included in the results of operations for the respective period. Depreciation is provided over the estimated useful lives of the related assets using the straight-line method of 3 years for financial statement purposes. | |||||||||||||||||||
Software | Software | |||||||||||||||||||
The Company capitalizes software acquisition and development costs incurred during the software application development stage. The software application development stage is characterized by software design and configuration activities, coding, testing and installation. Training and maintenance costs are expensed as incurred, while upgrades and enhancements are capitalized if it is probable that such expenditures will result in additional functionality. Capitalized software acquisition and development costs, once placed in service, are amortized using the straight-line method over the estimated useful life of 3 to 10 years. Capitalized software acquisition and development costs subject to amortization are carried at cost less accumulated amortization. | The Company capitalizes software acquisition and development costs incurred during the software application development stage. The software application development stage is characterized by software design and configuration activities, coding, testing and installation. Training and maintenance costs are expensed as incurred, while upgrades and enhancements are capitalized if it is probable that such expenditures will result in additional functionality. Capitalized software acquisition and development costs, once placed in service, are amortized using the straight-line method over the estimated useful life of 3 to 10 years. Capitalized software acquisition and development costs subject to amortization are carried at cost less accumulated amortization. | |||||||||||||||||||
Patents | Patents | |||||||||||||||||||
Patents are initially measured based on their fair values. Patents are being amortized on the straight-line method over the estimated useful life of 10 to 20 years. | Patents are initially measured based on their fair values. Patents are being amortized on the straight-line method over the estimated useful life of 10 to 20 years. | |||||||||||||||||||
Management evaluates the recoverability of the Company's property and equipment including patent development costs when events or circumstances indicate a potential impairment exists. The Company considers certain events and circumstances in determining whether the carrying value of identifiable property and equipment may not be recoverable including, but not limited to: significant changes in performance relative to expected operating results; significant changes in the use of the assets; significant negative industry or economic trends; and changes in the business strategy. In determining if impairment exists, the Company estimates the undiscounted cash flows to be generated from the use and ultimate disposition of these assets. If impairment is indicated based on a comparison of the assets' carrying values and the undiscounted cash flows, the impairment loss is measured as the amount by which the carrying amount of the assets exceeds the fair value of the assets. | ||||||||||||||||||||
Management evaluates the recoverability of the Company's property and equipment including patent development costs when events or circumstances indicate a potential impairment exists. The Company considers certain events and circumstances in determining whether the carrying value of identifiable property and equipment may not be recoverable including, but not limited to: significant changes in performance relative to expected operating results; significant changes in the use of the assets; significant negative industry or economic trends; and changes in the business strategy. In determining if impairment exists, the Company estimates the undiscounted cash flows to be generated from the use and ultimate disposition of these assets. If impairment is indicated based on a comparison of the assets' carrying values and the undiscounted cash flows, the impairment loss is measured as the amount by which the carrying amount of the assets exceeds the fair value of the assets. | ||||||||||||||||||||
Income Taxes | ' | ' | ||||||||||||||||||
Income Taxes | ||||||||||||||||||||
Income Taxes | ||||||||||||||||||||
The Company uses the asset and liability method in accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on differences between financial reporting and income tax carrying amounts of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company reviews deferred tax assets for a valuation allowance based upon whether it is more likely than not that the deferred tax asset will be fully realized. A valuation allowance, if necessary, is provided against deferred tax assets, based upon management's assessment as to their realization. | ||||||||||||||||||||
The Company uses the asset and liability method in accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on differences between financial reporting and income tax carrying amounts of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company reviews deferred tax assets for a valuation allowance based upon whether it is more likely than not that the deferred tax asset will be fully realized. A valuation allowance, if necessary, is provided against deferred tax assets, based upon management's assessment as to their realization. | ||||||||||||||||||||
Fair Value Measurement | ' | ' | ||||||||||||||||||
Fair Value Measurement | ||||||||||||||||||||
The Company values its derivative instruments under FASB ASC 820 which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. | ||||||||||||||||||||
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Company utilizes market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated, or generally unobservable. The Company classifies fair value balances based on the observability of those inputs. ASC 820 establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurement). | ||||||||||||||||||||
The three levels of the fair value hierarchy are as follows: | ||||||||||||||||||||
Level 1 - Quoted prices are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 1 primarily consists of financial instruments such as exchange-traded derivatives, marketable securities and listed equities. | ||||||||||||||||||||
Level 3 - Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management's best estimate of fair value. The Company uses Level 3 to value its derivative instruments. | ||||||||||||||||||||
The following table sets forth by level with the fair value hierarchy the Company's financial assets and liabilities measured at fair value on June 30, 2014. | ||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Level 4 | |||||||||||||||||
Liabilities | ||||||||||||||||||||
Derivative liability | $ | - | $ | - | $ | 499,767 | $ | 499,767 | ||||||||||||
Revenue Recognition | ' | ' | ||||||||||||||||||
Revenue Recognition | Revenue Recognition | |||||||||||||||||||
The Company recognizes revenue only when all of the following criteria have been met: | The Company recognizes revenue only when all of the following criteria have been met: | |||||||||||||||||||
· | Persuasive evidence of an arrangement exists; | · | Persuasive evidence of an arrangement exists; | |||||||||||||||||
· | Delivery has occurred or services have been rendered; | |||||||||||||||||||
· | The fee for the arrangement is fixed or determinable; and | · | Delivery has occurred or services have been rendered; | |||||||||||||||||
· | Collectibility is reasonably assured. | |||||||||||||||||||
· | The fee for the arrangement is fixed or determinable; and | |||||||||||||||||||
Persuasive Evidence of an Arrangement -The Company documents all terms of an arrangement in a written contract signed by the customer prior to recognizing revenue. | ||||||||||||||||||||
· | Collectibility is reasonably assured. | |||||||||||||||||||
Delivery Has Occurred or Services Have Been Performed - The Company performs all services or delivers all products prior to recognizing revenue. Monthly services are considered to be performed ratably over the term of the arrangement. Professional consulting services are considered to be performed when the services are complete. Equipment is considered delivered upon delivery to a customer's designated location. | ||||||||||||||||||||
Persuasive Evidence of an Arrangement -The Company documents all terms of an arrangement in a written contract signed by the customer prior to recognizing revenue. | ||||||||||||||||||||
The Fee for the Arrangement Is Fixed or Determinable - Prior to recognizing revenue, a customer's fee is either fixed or determinable under the terms of the written contract. Fees for most monthly services, professional consulting services, and equipment sales and rentals are fixed under the terms of the written contract. Fees for certain monthly services, including certain portions of networking, storage, and content distribution and caching services, are variable based on an objectively determinable factor such as usage. Those factors are included in the written contract such that the customer's fee is determinable. The customer's fee is negotiated at the outset of the arrangement and is not subject to refund or adjustment during the initial term of the arrangement. | ||||||||||||||||||||
Delivery Has Occurred or Services Have Been Performed - The Company performs all services or delivers all products prior to recognizing revenue. Monthly services are considered to be performed ratably over the term of the arrangement. Professional consulting services are considered to be performed when the services are complete. Equipment is considered delivered upon delivery to a customer's designated location. | ||||||||||||||||||||
Collectibility Is Reasonably Assured - The Company determines that collectibility is reasonably assured prior to recognizing revenue. Collectibility is assessed on a customer by customer basis based on criteria outlined by management. New customers are subject to a credit review process, which evaluates the customer's financial position and ultimately its ability to pay. The Company does not enter into arrangements unless collectibility is reasonably assured at the outset. Existing customers are subject to ongoing credit evaluations based on payment history and other factors. If it is determined during the arrangement that collectibility is not reasonably assured, revenue is recognized on a cash basis. | ||||||||||||||||||||
The Fee for the Arrangement Is Fixed or Determinable - Prior to recognizing revenue, a customer's fee is either fixed or determinable under the terms of the written contract. Fees for most monthly services, professional consulting services, and equipment sales and rentals are fixed under the terms of the written contract. Fees for certain monthly services, including certain portions of networking, storage, and content distribution and caching services, are variable based on an objectively determinable factor such as usage. Those factors are included in the written contract such that the customer's fee is determinable. The customer's fee is negotiated at the outset of the arrangement and is not subject to refund or adjustment during the initial term of the arrangement. | ||||||||||||||||||||
Collectibility Is Reasonably Assured - The Company determines that collectibility is reasonably assured prior to recognizing revenue. Collectibility is assessed on a customer by customer basis based on criteria outlined by management. New customers are subject to a credit review process, which evaluates the customer's financial position and ultimately its ability to pay. The Company does not enter into arrangements unless collectibility is reasonably assured at the outset. Existing customers are subject to ongoing credit evaluations based on payment history and other factors. If it is determined during the arrangement that collectibility is not reasonably assured, revenue is recognized on a cash basis. | ||||||||||||||||||||
Franchise Fee Revenue | ' | ' | ||||||||||||||||||
Franchise Fee Revenue | Franchise Fee Revenue | |||||||||||||||||||
Revenues from licensees include a royalty based on a percent of sales, and may include initial fees. Continuing royalties are recognized in the period earned. Initial fees are recognized upon granting of a new franchise term, which is when the Company has performed substantially all initial services required by the franchise arrangement and once the franchisee commences operations. Additionally, the first twelve months of operations are royalty free for the franchisee. | Revenues from licensees include a royalty based on a percent of sales, and may include initial fees. Continuing royalties are recognized in the period earned. Initial fees are recognized upon granting of a new franchise term, which is when the Company has performed substantially all initial services required by the franchise arrangement and once the franchisee commences operations. Additionally, the first twelve months of operations are royalty free for the franchisee. | |||||||||||||||||||
Stock-based Compensation | ' | ' | ||||||||||||||||||
Stock-based Compensation | Stock-based Compensation | |||||||||||||||||||
The Company expenses the cost of employee services received in exchange for an award of equity instruments based on the grant date fair value of such instruments over the service period. | The Company expenses the cost of employee services received in exchange for an award of equity instruments based on the grant date fair value of such instruments over the service period. | |||||||||||||||||||
Equity instruments issued to parties other than employees for acquiring goods or services are recorded at either the fair value of the consideration received or the fair value of the instruments issued in exchange for such services, whichever is more reliably measurable. | Equity instruments issued to parties other than employees for acquiring goods or services are recorded at either the fair value of the consideration received or the fair value of the instruments issued in exchange for such services, whichever is more reliably measurable. | |||||||||||||||||||
Stock Split | ' | ' | ||||||||||||||||||
Stock Split | ||||||||||||||||||||
On November 8, 2012, the Company effected a 1-for-181 forward stock split. All share and per share amounts have been restated retroactively for the impact of the splits. | ||||||||||||||||||||
Subsequent Events | ' | ' | ||||||||||||||||||
Subsequent Events | ||||||||||||||||||||
Subsequent Events | ||||||||||||||||||||
The Company evaluated subsequent events through the date when financial statements are issued for disclosure consideration. | ||||||||||||||||||||
The Company evaluated subsequent events through the date when financial statements are issued for disclosure consideration. | ||||||||||||||||||||
Recent Accounting Pronouncements | ' | ' | ||||||||||||||||||
Recent Accounting Pronouncements | Recent Accounting Pronouncements | |||||||||||||||||||
In June 2014, the FASB issued ASU 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements. ASU 2014-10 eliminates the distinction of a development stage entity and certain related disclosure requirements, including the elimination of inception-to-date information on the statements of operations, cash flows and stockholders' equity. The amendments in ASU 2014-10 will be effective prospectively for annual reporting periods beginning after December 15, 2014, and interim periods within those annual periods, however early adoption is permitted. The Company evaluated and adopted ASU 2014-10 for the reporting period ended June 30, 2014. | The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. | |||||||||||||||||||
SUMMARY_OF_SIGNIFICANT_ACCOUNT2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 6 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | ' | ||||||||||||||||
Schedule of Fair Value Measurements | ' | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Level 4 | ||||||||||||||
Liabilities | |||||||||||||||||
Derivative liability | $ | - | $ | - | $ | 499,767 | $ | 499,767 | |||||||||
LONGLIVED_ASSETS_Tables
LONG-LIVED ASSETS (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
LONG-LIVED ASSETS [Abstract] | ' | ||||||||||||
Schedule of Long-Lived Assets | ' | ||||||||||||
Useful | Year Ended December 31, | ||||||||||||
Lives | 2013 | 2012 | |||||||||||
Machinery and equipment | 3-5 years | $ | 33,503 | $ | - | ||||||||
Less: accumulated depreciation | (2,230 | ) | - | ||||||||||
Property and equipment, net | $ | 31,273 | $ | - | |||||||||
INCOME_TAXES_Tables
INCOME TAXES (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
INCOME TAXES [Abstract] | ' | ||||||||
Schedule of Deferred Tax Assets | ' | ||||||||
Year Ended December 31, | |||||||||
2013 | 2012 | ||||||||
Net operating losses carryforwards | $ | 419,000 | $ | 74,000 | |||||
Less: valuation allowance | (419,000 | ) | (74,000 | ) | |||||
Deferred tax assets, net | $ | - | $ | - | |||||
CONVERTIBLE_NOTE_PAYABLE_Table
CONVERTIBLE NOTE PAYABLE (Tables) | 6 Months Ended | ||||
Jun. 30, 2014 | |||||
CONVERTIBLE NOTE PAYABLE [Abstract] | ' | ||||
Schedule of Convertible Debt | ' | ||||
Carrying Value at April 4, 2014 | $ | 543,479 | |||
Less: repayment of principle | - | ||||
Less: discount related to fair value of the embedded conversion feature | (452,702 | ) | |||
Less: discount related to 8% original issue discount and financing cost | (63,482 | ) | |||
Add: Amortization of discount | 51,292 | ||||
Carrying value at June 30, 2014 | $ | 78,587 | |||
DERIVATIVE_LIABILITY_Tables
DERIVATIVE LIABILITY (Tables) | 6 Months Ended | ||||
Jun. 30, 2014 | |||||
DERIVATIVE LIABILITY [Abstract] | ' | ||||
Schedule of Derivative Liability | ' | ||||
Fair value at April 4, 2014 | $ | 452,702 | |||
Change in Notes due to issuances | 47,062 | ||||
Fair value at June 30, 2014 | 499,767 | ||||
RESTATEMENTS_Tables
RESTATEMENTS (Tables) | 6 Months Ended | 12 Months Ended | ||||||||||||||||||||||||
Jun. 30, 2014 | Dec. 31, 2013 | |||||||||||||||||||||||||
RESTATEMENTS [Abstract] | ' | ' | ||||||||||||||||||||||||
Impacts of the Restatements | ' | ' | ||||||||||||||||||||||||
The impact of the restatements on the Balance Sheet as of December 31, 2013 is as follows: | ||||||||||||||||||||||||||
The impact of the restatements on the Balance Sheet as of December 31, 2013 is as follows: | ||||||||||||||||||||||||||
As originally | ||||||||||||||||||||||||||
Reported | Change | Restated | As originally | |||||||||||||||||||||||
Intangible assets | 191,615 | (191,615 | ) | - | Reported | Change | Restated | |||||||||||||||||||
Total assets | 421,148 | (191,615 | ) | 229,533 | Intangible assets | 191,615 | (191,615 | ) | - | |||||||||||||||||
Total assets | 421,148 | (191,615 | ) | 229,533 | ||||||||||||||||||||||
Additional paid in capital | 1,568,745 | (236,314 | ) | 1,332,431 | ||||||||||||||||||||||
Accumulated deficit | (1,249,780 | ) | (44,699 | ) | (1,205,081 | ) | Additonal paid in capital | 1,568,745 | (236,314 | ) | 1,332,431 | |||||||||||||||
Total stockholders' equity | 358,666 | (191,615 | ) | 167,051 | Accumulated deficit | (1,249,780 | ) | (44,699 | ) | (1,205,081 | ) | |||||||||||||||
Total liabilities and stockholders' equity | 421,148 | (191,615 | ) | 229,533 | Total stockholders' equity | 358,666 | (191,615 | ) | 167,051 | |||||||||||||||||
Total liabilities and stockholders' equity | 421,148 | (191,615 | ) | 229,533 | ||||||||||||||||||||||
The impact of the restatements on the Balance Sheet as of June 30, 2014 is as follows: | ||||||||||||||||||||||||||
The impact of the restatements on the Statement of Operations for the year ended December 31, 2013 is as follows: | ||||||||||||||||||||||||||
As originally | ||||||||||||||||||||||||||
Reported | Change | Restated | As originally | |||||||||||||||||||||||
Intangible assets | 171,978 | (171,978 | ) | - | Reported | Change | Restated | |||||||||||||||||||
Total assets | 377,944 | (171,978 | ) | 205,966 | General and administrative | 588,914 | (39,599 | ) | 549,315 | |||||||||||||||||
Total operating expense | 954,824 | (39,599 | ) | 915,225 | ||||||||||||||||||||||
Additional paid in capital | 1,568,745 | (236,314 | ) | 1,332,431 | Loss from operations | (954,824 | ) | 39,599 | (915,225 | ) | ||||||||||||||||
Accumulated deficit | (2,023,458 | ) | 64,336 | (1,959,122 | ) | Net loss | (950,117 | ) | 39,599 | (910,518 | ) | |||||||||||||||
Total stockholders' equity | (418,653 | ) | (171,978 | ) | (590,631 | ) | Total comprehensive loss | (948,218 | ) | 39,599 | (908,619 | ) | ||||||||||||||
Total liabilities and stockholders' equity | 377,944 | (171,978 | ) | 205,966 | ||||||||||||||||||||||
Net loss per common share - basic and diluted | (0.00 | ) | (0.00 | ) | ||||||||||||||||||||||
The impact of the restatements on the Statement of Operations for the three months ended June 30, 2013 is as follows: | ||||||||||||||||||||||||||
The impact of the restatements on the Statement of Cash Flows for the year ended December 31, 2013 is as follows: | ||||||||||||||||||||||||||
As originally | ||||||||||||||||||||||||||
Reported | Change | Restated | As originally | |||||||||||||||||||||||
General and administrative | 196,543 | (9,873 | ) | 186,670 | Reported | Change | Restated | |||||||||||||||||||
Total operating expense | (196,543 | ) | 9,873 | (186,670 | ) | Net loss | (950,117 | ) | 39,599 | (910,518 | ) | |||||||||||||||
Loss from operations | (196,543 | ) | 9,873 | (186,670 | ) | Depreciation and amortization | 41,829 | (39,599 | ) | 2,230 | ||||||||||||||||
Net loss | (196,270 | ) | 9,873 | (186,397 | ) | |||||||||||||||||||||
Total comprehensive loss | (193,635 | ) | 9,873 | (183,762 | ) | The impact of the restatements on the Balance Sheet as of December 31, 2012 is as follows: | ||||||||||||||||||||
Net loss per common share - basic and diluted | (0.00 | ) | (0.00 | ) | As originally | |||||||||||||||||||||
Reported | Change | Restated | ||||||||||||||||||||||||
The impact of the restatements on the Statement of Operations for the six months ended June 30, 2013 is as follows: | Intangible assets | 231,214 | (231,214 | ) | - | |||||||||||||||||||||
Total assets | 309,040 | (231,214 | ) | 77,826 | ||||||||||||||||||||||
As originally | ||||||||||||||||||||||||||
Reported | Change | Restated | Additional paid in capital | 569,115 | (236,314 | ) | 332,801 | |||||||||||||||||||
General and administrative | 404,421 | (19,637 | ) | 384,784 | Accumulated deficit | (299,663 | ) | 5,100 | (294,563 | ) | ||||||||||||||||
Total operating expense | (404,421 | ) | 19,637 | (384,784 | ) | Total stockholders' equity | 306,884 | (231,214 | ) | 75,670 | ||||||||||||||||
Loss from operations | (404,421 | ) | 19,637 | (384,784 | ) | Total liabilities and stockholders' equity | 309,040 | (231,214 | ) | 77,826 | ||||||||||||||||
Net loss | (399,875 | ) | 19,637 | (380,238 | ) | |||||||||||||||||||||
Total comprehensive loss | (397,240 | ) | 19,637 | (377,603 | ) | The impact of the restatements on the Statement of Operations for the year ended December 31, 2012 is as follows: | ||||||||||||||||||||
Net loss per common share - basic and diluted | (0.00 | ) | (0.00 | ) | As originally | |||||||||||||||||||||
Reported | Change | Restated | ||||||||||||||||||||||||
The impact of the restatements on the Statement of Operations for the six months ended June 30, 2013 is as follows: | General and administrative | 176,643 | (5,100 | ) | 171,543 | |||||||||||||||||||||
Total operating expense | 227,562 | (5,100 | ) | 222,462 | ||||||||||||||||||||||
As originally | Net loss | (227,562 | ) | (5,100 | ) | (222,462 | ) | |||||||||||||||||||
Reported | Change | Restated | ||||||||||||||||||||||||
Net loss | (399,875 | ) | 19,637 | (380,238 | ) | Net loss per common share - basic and diluted | (0.00 | ) | (0.00 | ) | ||||||||||||||||
Depreciation and amortization | 19,724 | (19,637 | ) | 87 | ||||||||||||||||||||||
The impact of the restatements on the Statement of Cash Flows for the year ended December 31, 2012 is as follows: | ||||||||||||||||||||||||||
The impact of the restatements on the Statement of Operations for the three months ended June 30, 2014 is as follows: | ||||||||||||||||||||||||||
As originally | ||||||||||||||||||||||||||
As originally | Reported | Change | Restated | |||||||||||||||||||||||
Reported | Change | Restated | Net loss | (227,562 | ) | 5,100 | (222,462 | ) | ||||||||||||||||||
General and administrative | 243,596 | (9,873 | ) | 233,723 | Depreciation and amortization | 6,535 | (5,100 | ) | 1,435 | |||||||||||||||||
Total operating expense | 370,186 | (9,873 | ) | 360,313 | ||||||||||||||||||||||
Loss from operations | 370,186 | (9,873 | ) | 360,313 | ||||||||||||||||||||||
Net loss | (503,663 | ) | 9,873 | (493,790 | ) | |||||||||||||||||||||
Total comprehensive loss | (504,432 | ) | 9,873 | (494,559 | ) | |||||||||||||||||||||
Net loss per common share - basic and diluted | (0.00 | ) | (0.00 | ) | ||||||||||||||||||||||
The impact of the restatements on the Statement of Operations for the six months ended June 30, 2014 is as follows: | ||||||||||||||||||||||||||
As originally | ||||||||||||||||||||||||||
Reported | Change | Restated | ||||||||||||||||||||||||
General and administrative | 392,371 | (19,637 | ) | 372,734 | ||||||||||||||||||||||
Total operating expense | 640,067 | (19,637 | ) | 620,430 | ||||||||||||||||||||||
Loss from operations | 640,067 | (19,637 | ) | 620,430 | ||||||||||||||||||||||
Net loss | (773,678 | ) | 19,637 | (754,041 | ) | |||||||||||||||||||||
Total comprehensive loss | (775,420 | ) | 19,637 | (755,783 | ) | |||||||||||||||||||||
Net loss per common share - basic and diluted | (0.00 | ) | (0.00 | ) | ||||||||||||||||||||||
The impact of the restatements on the Statement of Operations for the six months ended June 30, 2014 is as follows: | ||||||||||||||||||||||||||
As originally | ||||||||||||||||||||||||||
Reported | Change | Restated | ||||||||||||||||||||||||
Net loss | (773,678 | ) | 19,637 | (754,041 | ) | |||||||||||||||||||||
Depreciation and amortization | 23,498 | (19,637 | ) | 3,861 | ||||||||||||||||||||||
SUMMARY_OF_SIGNIFICANT_ACCOUNT3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Narrative) (Details) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Property, Plant and Equipment, Estimated Useful Life | '3 years | '3 years | ' |
Stock split ratio | ' | ' | 181 |
Patents [Member] | ' | ' | ' |
Intangible Assets Estimated Useful Life | ' | '20 years | ' |
Minimum [Member] | Patents [Member] | ' | ' | ' |
Intangible Assets Estimated Useful Life | '10 years | '10 years | ' |
Minimum [Member] | Software [Member] | ' | ' | ' |
Intangible Assets Estimated Useful Life | '3 years | '3 years | ' |
Maximum [Member] | Patents [Member] | ' | ' | ' |
Intangible Assets Estimated Useful Life | '20 years | '20 years | ' |
Maximum [Member] | Software [Member] | ' | ' | ' |
Intangible Assets Estimated Useful Life | '10 years | '10 years | ' |
SUMMARY_OF_SIGNIFICANT_ACCOUNT4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Schedule of Fair Value Measurements) (Details) (Derivative Financial Instruments, Liabilities [Member], USD $) | Jun. 30, 2014 |
Fair Value, Inputs, Level 1 [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Liabilities, fair value disclosure | ' |
Fair Value, Inputs, Level 2 [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Liabilities, fair value disclosure | ' |
Fair Value, Inputs, Level 3 [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Liabilities, fair value disclosure | 499,767 |
Fair Value, Inputs, Level 4 [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Liabilities, fair value disclosure | $499,767 |
GOING_CONCERN_Details
GOING CONCERN (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
GOING CONCERN [Abstract] | ' | ' | ' |
Accumulated deficit | $1,959,122 | $1,205,081 | $294,563 |
ACQUISITON_OF_WORLD_MOTO_ASSET1
ACQUISITON OF WORLD MOTO ASSETS (Narrative) (Details) (USD $) | 12 Months Ended | 1 Months Ended |
Dec. 31, 2012 | Nov. 30, 2012 | |
World Moto Assets Acquired [Member] | ||
Business Acquisition [Line Items] | ' | ' |
Stock Issued During Period, Shares, Acquisition of Assets | ' | 1,240,871 |
Shares issued for debt | ' | 576,923 |
Extinguishment of Debt, Amount | ' | $75,000 |
Stock split ratio | 181 | ' |
Stock Issued During Period, Shares, Stock Splits | ' | 224,597,666 |
LONGLIVED_ASSETS_Details
LONG-LIVED ASSETS (Details) (USD $) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' |
Machinery and equipment | ' | $33,503 | ' |
Less: accumulated depreciation | ' | -2,230 | ' |
Property and equipment, net | 27,899 | 31,273 | ' |
Useful Lives | '3 years | '3 years | ' |
Write off of software development costs | ' | ' | $919 |
Machinery and equipment [Member] | Minimum [Member] | ' | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' |
Useful Lives | ' | '3 years | ' |
Machinery and equipment [Member] | Maximum [Member] | ' | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' |
Useful Lives | ' | '5 years | ' |
INCOME_TAXES_Narrative_Details
INCOME TAXES (Narrative) (Details) (USD $) | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | 69 Months Ended | ||||||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2008 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2009 | Dec. 31, 2013 | |
INCOME TAXES [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating Losses | $493,790 | $186,397 | $754,041 | $380,238 | $14,319 | $910,518 | $222,462 | $21,466 | $36,316 | ' | $1,205,081 |
Statutory tax rate | ' | ' | ' | ' | ' | 35.00% | 35.00% | ' | ' | ' | ' |
Net operating loss carryforwards, expiration date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1-Jan-28 |
INCOME_TAXES_Schedule_of_Defer
INCOME TAXES (Schedule of Deferred Tax Assets) (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
INCOME TAXES [Abstract] | ' | ' |
Net operating losses carryforwards | $419,000 | $74,000 |
Less: valuation allowance | -419,000 | -74,000 |
Deferred tax assets, net | ' | ' |
COMMITMENTS_AND_CONTINGENCIES_
COMMITMENTS AND CONTINGENCIES (Details) (USD $) | 12 Months Ended |
Dec. 31, 2013 | |
North Sumrong Bangkok Thailand [Member] | ' |
Annual rent | $21,000 |
Bangkok Thailand [Member] | ' |
Annual rent | 7,500 |
London United Kingdom [Member] | ' |
Annual rent | $300 |
UNEARNED_REVENUE_Details
UNEARNED REVENUE (Details) (USD $) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
UNEARNED REVENUE [Abstract] | ' | ' | ' |
Purchase Price of PL agreement | ' | $35,000 | ' |
Purchase Price of PL agreement per unit | ' | $3,500 | ' |
Unearned revenue | 59,528 | 35,000 | ' |
Increase to deferred revenue during the period | $24,980 | ' | ' |
EQUITY_TRANSACTIONS_Details
EQUITY TRANSACTIONS (Details) (USD $) | 1 Months Ended | 9 Months Ended | 12 Months Ended | 69 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | ||||
Jan. 31, 2013 | Dec. 31, 2008 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2012 | Nov. 30, 2012 | Nov. 30, 2012 | Dec. 31, 2012 | Nov. 30, 2012 | Nov. 30, 2012 | |
Cancellation Of Shares [Member] | World Moto Assets Acquired [Member] | Related Party Payable [Member] | Related Party Payable [Member] | Private Placement [Member] | Services and a Payable [Member] | |||||||
Preferred stock, shares authorized | ' | ' | 50,000,000 | 50,000,000 | 50,000,000 | 50,000,000 | ' | ' | ' | ' | ' | ' |
Preferred stock, par value per share | ' | ' | $0.00 | $0.00 | $0.00 | $0.00 | ' | ' | ' | ' | ' | ' |
Preferred stock, shares issued | ' | ' | 0 | 0 | 0 | 0 | ' | ' | ' | ' | ' | ' |
Preferred stock, shares outstanding | ' | ' | 0 | 0 | 0 | 0 | ' | ' | ' | ' | ' | ' |
Common stock, shares authorized | ' | ' | 500,000,000 | 500,000,000 | 500,000,000 | 500,000,000 | ' | ' | ' | ' | ' | ' |
Common stock, par value per share | ' | ' | $0.00 | $0.00 | $0.00 | $0.00 | ' | ' | ' | ' | ' | ' |
Common stock, shares issued | ' | ' | 378,033,149 | 374,329,445 | 378,033,149 | 378,033,149 | ' | ' | ' | ' | ' | ' |
Common stock, shares outstanding | ' | ' | 378,033,149 | 374,329,445 | 378,033,149 | 378,033,149 | ' | ' | ' | ' | ' | ' |
Shares issued for services (Shares) | ' | 724,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 192,308 |
Shares issued for services | ' | $400 | ' | $25,000 | ' | ' | ' | ' | ' | ' | ' | $25,000 |
Common stock issued for cash (shares) | 3,703,704 | 146,248,000 | ' | ' | ' | ' | ' | ' | ' | ' | 1,892,308 | ' |
Cash received from issuance | ' | 40,400 | 1,000,000 | 246,000 | ' | ' | ' | ' | ' | ' | 246,000 | ' |
Stock issued, price per share | $0.27 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares Cancelled for Capital | ' | ' | ' | ' | ' | ' | 723,579,160 | ' | ' | ' | ' | ' |
Stock split ratio | ' | ' | ' | 181 | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issued to acquire WM assets, shares | ' | ' | ' | ' | ' | ' | ' | 1,240,871 | ' | ' | ' | ' |
Shares issued to acquire WM assets | ' | ' | ' | 236,314 | 236,314 | ' | ' | ' | ' | ' | ' | ' |
Shares issued for stock split | ' | ' | ' | ' | ' | ' | ' | 224,597,666 | ' | ' | ' | ' |
Extinguishment of Debt, Amount | ' | ' | ' | ' | ' | ' | ' | 75,000 | ' | 52,183 | ' | ' |
Shares issued for debt | ' | ' | ' | ' | ' | ' | ' | 576,923 | 401,415 | 401,415 | ' | ' |
Value of debt settled | ' | ' | ' | ' | ' | ' | ' | ' | 52,183 | ' | ' | ' |
Proceeds from issuance of private placement | $1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
CONVERTIBLE_NOTE_PAYABLE_Narra
CONVERTIBLE NOTE PAYABLE (Narrative) (Details) (USD $) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Apr. 04, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | |
CONVERTIBLE NOTE PAYABLE [Abstract] | ' | ' | ' | ' | ' | ' |
Convertible Debt, principal amount | $543,479 | ' | ' | ' | ' | ' |
Purchase price of convertible debt | 500,000 | ' | ' | ' | ' | ' |
Original Issue Discount, percentage | 8.00% | 8.00% | 8.00% | 8.00% | ' | ' |
Debt Instrument, interest rate, percentage | 12.00% | ' | ' | ' | ' | ' |
Debt instrument, maturity date | ' | ' | ' | 4-Apr-15 | ' | ' |
Debt Instrument, Convertible, Conversion Price | $0.10 | ' | ' | ' | ' | ' |
Debt Instrument, Convertible, Threshold Percentage of Stock Price Trigger | 70.00% | ' | ' | ' | ' | ' |
Debt discount | ' | 452,702 | 452,702 | 452,702 | ' | ' |
Convertible note payable, discount | ' | 464,892 | 464,892 | 464,892 | ' | 0 |
Original issue discount, amount | ' | 63,482 | 63,482 | 63,482 | ' | ' |
Fees paid to investors | ' | ' | ' | 20,000 | ' | ' |
Amortization of the debt discount on notes | ' | 51,292 | ' | 452,702 | ' | ' |
Stock issued in connection with convertible debt | ' | ' | ' | 520,000 | ' | ' |
Stock issued in connection with convertible debt, value | ' | ' | ' | 46,584 | ' | ' |
Payment to placement agent | ' | ' | ' | 37,500 | ' | ' |
Amortization of deferred financing costs | ' | ' | ' | $18,803 | ' | ' |
CONVERTIBLE_NOTE_PAYABLE_Sched
CONVERTIBLE NOTE PAYABLE (Schedule of Convertible Debt) (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Apr. 04, 2014 | Dec. 31, 2013 | |
CONVERTIBLE NOTE PAYABLE [Abstract] | ' | ' | ' | ' | ' | ' |
Convertible Debt, principal amount | ' | ' | ' | ' | $543,479 | ' |
Less: repayment of principle | ' | ' | ' | ' | ' | ' |
Less: discount related to fair value of the embedded conversion feature | -452,702 | -452,702 | -452,702 | ' | ' | ' |
Less: discount related to 8% original issue discount and financing cost | -63,482 | -63,482 | -63,482 | ' | ' | ' |
Amortization of the debt discount on notes | 51,292 | ' | 452,702 | ' | ' | ' |
Carrying value at June 30, 2014 | $78,587 | $78,587 | $78,587 | ' | ' | ' |
DERIVATIVE_LIABILITY_Narrative
DERIVATIVE LIABILITY (Narrative) (Details) (USD $) | 1 Months Ended | 6 Months Ended |
Apr. 04, 2014 | Jun. 30, 2014 | |
DERIVATIVE LIABILITY [Abstract] | ' | ' |
Purchase price of convertible debt | $500,000 | ' |
Original Issue Discount, percentage | 8.00% | 8.00% |
Debt Instrument, interest rate, percentage | 12.00% | ' |
Debt Instrument, Convertible, Threshold Percentage of Stock Price Trigger | 70.00% | ' |
Project volitility rate | 219.00% | 104.00% |
Note conversion discount rate | 33.56% | 24.75% |
Automatic conversion of note duration | '180 days | ' |
Debt Instrument Debt Default Percentage Of Time Occurring | 0.00% | ' |
Debt Instrument Debt Default Percentage Of Time Occurring Monthly Increase | 1.00% | ' |
Debt Instrument Debt Default Percentage Of Time Occurring Maximum | 10.00% | ' |
DERIVATIVE_LIABILITY_Schedule_
DERIVATIVE LIABILITY (Schedule of Derivative Liability) (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Apr. 04, 2014 | |
DERIVATIVE LIABILITY [Abstract] | ' | ' | ' | ' | ' | ' |
Fair value at April 4, 2014 | ' | ' | ' | ' | ' | $452,702 |
Change in fair value of derivative liability | -47,062 | -47,062 | ' | -47,062 | ' | ' |
Fair value at June 30, 2014 | $499,767 | $499,767 | ' | $499,767 | ' | ' |
SUBSEQUENT_EVENTS_Details
SUBSEQUENT EVENTS (Details) (Subsequent Event [Member], USD $) | 3 Months Ended |
Apr. 04, 2014 | |
Subsequent Event [Member] | ' |
Subsequent Event [Line Items] | ' |
Debenture issued | $500,000 |
Additional Debenture received | $500,000 |
Debentures discount | 8.00% |
Maturity Time | '12 months |
Interest paid on Debenture | 12.00% |
RESTATEMENTS_Details
RESTATEMENTS (Details) (USD $) | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | 69 Months Ended | |||||||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2008 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2009 | Dec. 31, 2013 | Mar. 24, 2008 | |
Intangible assets | ' | ' | ' | ' | ' | $191,616 | $231,214 | ' | ' | ' | $191,616 | ' |
Total assets | 205,966 | ' | 205,966 | ' | ' | 229,533 | 77,826 | ' | ' | ' | 229,533 | ' |
Additional paid-in capital | 1,332,431 | ' | 1,332,431 | ' | ' | 1,332,431 | 332,801 | ' | ' | ' | 1,332,431 | ' |
Accumulated deficit | -1,959,122 | ' | -1,959,122 | ' | ' | -1,205,081 | -294,563 | ' | ' | ' | -1,205,081 | ' |
Total stockholders' equity | -590,631 | ' | -590,631 | ' | 26,481 | 167,051 | 75,670 | -31,301 | -9,835 | 26,481 | 167,051 | ' |
Total liabilities and shareholders' equity | 205,966 | ' | 205,966 | ' | ' | 229,533 | 77,826 | ' | ' | ' | 229,533 | ' |
General and administrative | 233,723 | 186,670 | 372,734 | 384,784 | ' | 549,315 | 171,543 | ' | ' | ' | 803,147 | ' |
Total operating expense | 360,313 | 186,670 | 620,430 | 384,784 | ' | 915,225 | 222,462 | ' | ' | ' | 1,219,976 | ' |
Loss from operations | 360,313 | 186,670 | 620,430 | 384,784 | ' | -915,225 | -222,462 | ' | ' | ' | -1,209,788 | ' |
Net loss | -493,790 | -186,397 | -754,041 | -380,238 | -14,319 | -910,518 | -222,462 | -21,466 | -36,316 | ' | -1,205,081 | ' |
Total comprehensive loss | -494,559 | -183,762 | -755,783 | -377,603 | ' | -908,619 | -222,462 | ' | ' | ' | -1,203,182 | ' |
Net loss per common share - basic and diluted | $0 | $0 | $0 | $0 | ' | $0 | $0 | ' | ' | ' | ' | ' |
Depreciation and amortization | ' | ' | 3,861 | 87 | ' | 2,230 | 1,435 | ' | ' | ' | 6,213 | ' |
As originally reported [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Intangible assets | 171,978 | ' | 171,978 | ' | ' | 191,615 | 231,214 | ' | ' | ' | 191,615 | ' |
Total assets | 377,944 | ' | 377,944 | ' | ' | 421,148 | 309,040 | ' | ' | ' | 421,148 | ' |
Additional paid-in capital | 1,568,745 | ' | 1,568,745 | ' | ' | 1,568,745 | 569,115 | ' | ' | ' | 1,568,745 | ' |
Accumulated deficit | -2,023,458 | ' | -2,023,458 | ' | ' | -1,249,780 | -299,663 | ' | ' | ' | -1,249,780 | ' |
Total stockholders' equity | -418,653 | ' | -418,653 | ' | ' | 358,666 | 306,884 | ' | ' | ' | 358,666 | ' |
Total liabilities and shareholders' equity | 377,944 | ' | 377,944 | ' | ' | 421,148 | 309,040 | ' | ' | ' | 421,148 | ' |
General and administrative | 243,596 | 196,543 | 392,371 | 404,421 | ' | 588,914 | 176,643 | ' | ' | ' | ' | ' |
Total operating expense | 370,186 | -196,543 | 640,067 | -404,421 | ' | 954,824 | 227,562 | ' | ' | ' | ' | ' |
Loss from operations | 370,186 | -196,543 | 640,067 | -404,421 | ' | -954,824 | ' | ' | ' | ' | ' | ' |
Net loss | -503,663 | -196,270 | -773,678 | -399,875 | ' | -950,117 | -227,562 | ' | ' | ' | ' | ' |
Total comprehensive loss | -504,432 | -193,635 | -775,420 | -397,240 | ' | -948,218 | ' | ' | ' | ' | ' | ' |
Net loss per common share - basic and diluted | $0 | $0 | $0 | $0 | ' | $0 | $0 | ' | ' | ' | ' | ' |
Depreciation and amortization | ' | ' | 23,498 | 19,724 | ' | 41,829 | 6,535 | ' | ' | ' | ' | ' |
Change [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Intangible assets | -171,978 | ' | -171,978 | ' | ' | -191,615 | -231,214 | ' | ' | ' | -191,615 | ' |
Total assets | -171,978 | ' | -171,978 | ' | ' | -191,615 | -231,214 | ' | ' | ' | -191,615 | ' |
Additional paid-in capital | -236,314 | ' | -236,314 | ' | ' | -236,314 | -236,314 | ' | ' | ' | -236,314 | ' |
Accumulated deficit | 64,336 | ' | 64,336 | ' | ' | -44,699 | 5,100 | ' | ' | ' | -44,699 | ' |
Total stockholders' equity | -171,978 | ' | -171,978 | ' | ' | -191,615 | -231,214 | ' | ' | ' | -191,615 | ' |
Total liabilities and shareholders' equity | -171,978 | ' | -171,978 | ' | ' | -191,615 | -231,214 | ' | ' | ' | -191,615 | ' |
General and administrative | -9,873 | -9,873 | -19,637 | -19,637 | ' | -39,599 | -5,100 | ' | ' | ' | ' | ' |
Total operating expense | -9,873 | 9,873 | -19,637 | 19,637 | ' | -39,599 | -5,100 | ' | ' | ' | ' | ' |
Loss from operations | -9,873 | 9,873 | -19,637 | 19,637 | ' | 39,599 | ' | ' | ' | ' | ' | ' |
Net loss | 9,873 | 9,873 | 19,637 | 19,637 | ' | 39,599 | -5,100 | ' | ' | ' | ' | ' |
Total comprehensive loss | 9,873 | 9,873 | 19,637 | 19,637 | ' | 39,599 | ' | ' | ' | ' | ' | ' |
Depreciation and amortization | ' | ' | ($19,637) | ($19,637) | ' | ($39,599) | ($5,100) | ' | ' | ' | ' | ' |