Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Mar. 09, 2015 | Jun. 30, 2014 | |
Intangible and other assets | |||
Entity Registrant Name | 3PEA INTERNATIONAL, INC. | ||
Entity Central Index Key | 1496443 | ||
Document Type | 10-K | ||
Document Period End Date | 31-Dec-14 | ||
Amendment Flag | FALSE | ||
Current Fiscal Year End Date | -19 | ||
Is Entity a Well-known Seasoned Issuer? | No | ||
Is Entity a Voluntary Filer? | No | ||
Is Entity's Reporting Status Current? | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $3,018,199 | ||
Entity Common Stock, Shares Outstanding | 36,931,606 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2014 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Current assets | ||
Cash | $3,886,968 | $1,027,239 |
Cash Restricted | 7,792,255 | 6,905,680 |
Accounts Receivable | 86,658 | 391,611 |
Prepaid Expenses and other assets | 214,502 | 218,950 |
Total current assets | 11,980,383 | 8,543,480 |
Fixed assets, net | 206,929 | 121,078 |
Intangible and other assets | ||
Deposits | 4,451 | 4,896 |
Intangible assets, net | 765,719 | 495,252 |
Total assets | 12,957,482 | 9,164,706 |
Current liabilities | ||
Accounts payable and accrued liabilities | 680,159 | 1,431,317 |
Customer card funding | 7,792,255 | 6,905,680 |
Stocks payable - related parties | 680,000 | 0 |
Notes payable- related parties | 700,440 | 533,000 |
Notes payable | 325,446 | 187,780 |
Total current liabilities | 10,178,300 | 9,057,777 |
Total liabilities | 10,178,300 | 9,057,777 |
Commitments and contingencies | ||
Stockholders' equity (deficit) | ||
Common stock; $0.001 par value; 150,000,000 shares authorized, 36,669,000 and 38,936,106 issued and outstanding at December 31, 2014 and December 31, 2013, respectively | 36,669 | 38,936 |
Additional paid-in capital | 5,634,886 | 5,570,406 |
Treasury stock at cost, 303,450 and 303,450 shares, respectively | -150,000 | -150,000 |
Accumulated deficit | -2,790,075 | -5,400,559 |
Total 3Pea International, Inc.'s stockholders' equity | 2,731,480 | 58,783 |
Non-controlling interest | 47,702 | 48,146 |
Total stockholders' equity | 2,779,182 | 106,929 |
Total liabilities and stockholders' equity | $12,957,482 | $9,164,706 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Statement of Financial Position [Abstract] | ||
Common stock par value (in Dollars per share) | $0.00 | $0.00 |
Common stock shares authorized | 150,000,000 | 150,000,000 |
Common stock shares issued | 36,669,106 | 38,936,106 |
Common stock shares outstanding | 36,669,106 | 38,936,106 |
Treasury stock shares | 303,450 | 303,450 |
CONSOLIDATED_STATEMENTS_OF_INC
CONSOLIDATED STATEMENTS OF INCOME (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Income Statement [Abstract] | ||
Revenues | $10,293,180 | $6,307,891 |
Cost of revenues | 4,654,715 | 4,103,680 |
Gross profit | 5,638,465 | 2,204,211 |
Operating expenses | ||
Depreciation and amortization | 171,594 | 58,012 |
Selling, general and administrative | 2,715,316 | 1,476,381 |
Total operating expenses | 2,886,910 | 1,534,393 |
Income from operations | 2,751,555 | 669,818 |
Other income (expense) | ||
Interest expense | -141,515 | -59,084 |
Total other income (expense) | -141,515 | -59,084 |
Income before provision for income taxes and noncontrolling interest | 2,610,040 | 610,734 |
Provision for income taxes | 0 | 0 |
Net income before noncontrolling interest | 2,610,040 | 610,734 |
Net loss attributable to the noncontrolling interest | -444 | -950 |
Net income attributable to 3Pea International, Inc. | $2,610,484 | $611,684 |
net income per common share - basic | $0.07 | $0.02 |
Net income per common share - fully diluted | $0.06 | $0.01 |
Weighted average common shares outstanding - basic | 38,808,085 | 38,934,053 |
Weighted average common shares outstanding - fully diluted | 42,405,846 | 42,394,553 |
CONSOLIDATED_STATEMENT_OF_STOC
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT) (USD $) | Common Stock | Additional Paid-In Capital | Treasury Stock | Retained Earnings / Accumulated Deficit | Noncontrolling Interest | Total |
Beginning balance, value at Dec. 31, 2012 | $38,912 | $5,563,931 | ($150,000) | ($6,012,243) | $49,096 | ($510,304) |
Beginning balance, shares at Dec. 31, 2012 | 38,911,606 | |||||
Issuance of stock for signing bonus, shares | 25,000 | |||||
Issuance of stock for signing bonus, value | 25 | 6,475 | 6,475 | |||
Cancellation of shares, shares | -500 | |||||
Cancellation of shares, value | -1 | -1 | ||||
Net income (loss) | 611,684 | -950 | 610,734 | |||
Ending balance, value at Dec. 31, 2013 | 38,936 | 5,570,406 | -150,000 | -5,400,559 | 48,146 | 106,929 |
Ending balance, shares at Dec. 31, 2013 | 38,936,106 | |||||
Issuance of stock for accrued stock payable, shares | 175,000 | |||||
Issuance of stock for accrued stock payable, value | 175 | 31,400 | 31,575 | |||
Issuance of stock warrants for shares as a loan fee | 30,638 | 30,638 | ||||
Shares acquired through debt settlement and retired, shares | -2,442,000 | |||||
Shares acquired through debt settlement and retired | -2,442 | 2,442 | ||||
Net income (loss) | 2,610,484 | -444 | 2,610,040 | |||
Ending balance, value at Dec. 31, 2014 | $36,669 | $5,634,886 | ($150,000) | ($2,790,075) | $47,702 | $2,779,182 |
Ending balance, shares at Dec. 31, 2014 | 36,669,106 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Cash flows from operating activities: | ||
Net income | $2,610,484 | $611,684 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||
Change in noncontrolling interest | -444 | -950 |
Stock based expenses | 600,641 | 180,249 |
Depreciation and amortization | 171,594 | 58,012 |
Changes in operating assets and liabilities: | ||
Change in restricted cash | -886,575 | -1,854,813 |
Change in accounts receivable | 291,055 | -310,278 |
Change in prepaid expenses | 13,346 | -209,245 |
Change in deposits | 445 | 0 |
Change in accounts payable, accrued liabilities and stocks payable | -604,586 | -949,745 |
Change in customer card funding | 886,575 | 1,854,813 |
Net cash provided by operating activities | 3,082,535 | -620,273 |
Cash flows from investing activities: | ||
Purchase of fixed assets | -140,853 | -52,331 |
Purchase of intangible assets | -387,059 | -186,448 |
Net cash used by investing activities | -527,912 | -238,779 |
Cash flows from financing activities: | ||
Proceeds from borrowings from related parties | 668,440 | 0 |
Proceeds from borrowing | 149,450 | 18,380 |
Payments on notes payable-related parties | -501,000 | -5,000 |
Payments on notes payable | -11,784 | 0 |
Net cash provided by financing activities | 305,106 | 13,380 |
Net change in cash | 2,859,729 | -845,672 |
Cash, beginning of period | 1,027,239 | 1,872,911 |
Cash, end of period | $3,886,968 | $1,027,239 |
1_DESCRIPTION_OF_BUSINESS_HIST
1. DESCRIPTION OF BUSINESS, HISTORY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2014 | |
Accounting Policies [Abstract] | |
DESCRIPTION OF BUSINESS, HISTORY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Description of business – 3PEA International, Inc. (the “Company” or “3PEA”) was incorporated on August 24, 1995 under the name of Antek International, Inc. The Company had undergone several name changes which eventually changing it to the name, 3Pea International, Inc. on October 19, 2006. The Company acquired 3Pea Technologies, Inc., a payment solutions company, in March 2006, which resulted in 3Pea Technologies, Inc. becoming a wholly owned subsidiary. |
In September 2007, the Company acquired control of Wow Technologies, Inc., a payment solutions company with a proprietary card processing platform, in a share exchange agreement whereby Wow Technologies, Inc. became a subsidiary of 3PEA International, Inc. On October 19, 2006, the Company changed its name to 3PEA International, Inc. | |
About 3PEA International, Inc. | |
3PEA International, Inc. is a vertically integrated provider of innovative prepaid card programs and processing services for corporate, consumer and government applications. Our payment solutions are utilized by our corporate customers as a means to increase customer loyalty, reduce administration costs and streamline operations. Public sector organizations can utilize the solutions to disburse public benefits or for internal payments. We market our prepaid debit card solutions under our PaySign® brand. As we are a payment processor and debit card program manager, we derive our revenue from all stages of the debit card lifecycle. We provide a card processing platform consisting of proprietary systems and innovative software applications based on the unique needs of our programs. We have extended our processing business capabilities through our proprietary PaySign platform. We design and process prepaid programs that run on the platform through which our customers can define the services they wish to offer cardholders. Through the PaySign platform, we provide a variety of services including transaction processing, cardholder enrollment, value loading, cardholder account management, reporting, and customer service. | |
We have developed prepaid card programs for healthcare reimbursement payments, pharmaceutical co-pay assistance, plasma donor remuneration and corporate incentive and rewards. We plan to expand our product offering to include payroll cards, general purpose re-loadable cards, travel cards, and expense reimbursement cards. Our cards are offered to end users through our relationships with bank issuers. | |
Our proprietary PaySign® platform was built on modern cross-platform architecture and designed to be highly flexible, scalable and customizable. The platform allows 3PEA to significantly expand its operational capabilities by facilitating our entry into new markets within the payments space through its flexibility and ease of customization. The PaySign platform delivers cost benefits and revenue building opportunities to our partners. | |
We manage all aspects of the debit card lifecycle, from managing the card design and approval processes with partners and associations, to production, packaging, distribution, and personalization. We also oversee inventory and security controls, renewals, lost and stolen card management and replacement. We deploy a fully staffed, in-house customer service department which utilizes bi-lingual customer service agents, Interactive Voice Response, (IVR) and two SMS messaging. | |
Principles of consolidation – The consolidated financial statements include the accounts of the Company and its subsidiaries. All significant intercompany balances and transactions have been eliminated. | |
Year end – The Company’s year-end is December 31. | |
Use of estimates – The preparation of consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated 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 – The Company considers all highly liquid investments purchased with an original maturity of three months or less at the time of purchase to be cash equivalents for the purposes of the statement of cash flows. | |
Cash restricted and Customer card funding – At December 31, 2014 and 2013, cash restricted are funds held specifically for our card programs which we have recorded a corresponding customer card funding liability in the same amount. | |
Fixed assets – Fixed assets are stated at cost less accumulated depreciation. Depreciation is provided principally on the straight-line method over the estimated useful lives of the assets, which are generally 3 to 10 years. The cost of repairs and maintenance is charged to expense as incurred. Expenditures for property betterments and renewals are capitalized. Upon sale or other disposition of a depreciable asset, cost and accumulated depreciation are removed from the accounts and any gain or loss is reflected in other income (expense). | |
The Company periodically evaluates whether events and circumstances have occurred that may warrant revision of the estimated useful life of fixed assets or whether the remaining balance of fixed assets should be evaluated for possible impairment. The Company uses an estimate of the related undiscounted cash flows over the remaining life of the fixed assets in measuring their recoverability. | |
Goodwill and intangible assets – Goodwill is the purchase premium after adjusting for the fair value of net assets acquired. Goodwill is not amortized but is reviewed for potential impairment on an annual basis, or when events or circumstances indicate a potential impairment, at the reporting unit level. A reporting unit, as defined under applicable accounting guidance, is a business segment or one level below a business segment. We may in any given period bypass the qualitative assessment and proceed directly to a two-step method to assess and measure impairment of the reporting units goodwill. We first assess qualitative factors to determine whether it is more likely-than-not (i.e., a likelihood of more than 50 percent) that the fair value of a reporting unit is less than its carrying value. This step serves as the basis for determining whether it is necessary to perform the two-step quantitative impairment test. The first step of the quantitative impairment test involves a comparison of the estimated fair value of each reporting unit to its carrying amount, including goodwill. If the estimated fair value of the reporting unit exceeds its carrying amount, goodwill of the reporting unit is not impaired; however, if the carrying amount of the reporting unit exceeds its estimated fair value, then the second step of the quantitative impairment test must be performed. The second step compares the implied fair value of the reporting unit’s goodwill with its carrying amount to measure the amount of impairment loss, if any. The implied fair value of goodwill is determined in the same manner as the amount of goodwill recognized in a business combination. If the carrying amount of the reporting unit’s goodwill exceeds the implied fair value of that goodwill, an impairment loss is recognized in an amount equal to that excess. | |
For intangible assets, we recognize an impairment loss if the carrying amount of the intangible asset is not recoverable and exceeds fair value. The carrying amount of the intangible asset is considered not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use of the asset. | |
Intangible assets with finite lives are amortized on a straight-line basis over their estimated useful lives. | |
Fair value of financial instruments – Under applicable accounting guidance, fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. | |
We determine the fair values of our financial instruments based on the fair value hierarchy established under applicable accounting guidance which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The following describes the three-level hierarchy: | |
Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities. Level 1 assets and liabilities include debt and equity securities. | |
Level 2 – Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. We currently do not have any assets or liabilities in this category. | |
Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the overall fair value of the assets or liabilities. Level 3 assets and liabilities include financial instruments for which the determination of fair value requires significant management judgment or estimation. The fair value for such assets and liabilities is generally determined using pricing models, market comparables, discounted cash flow methodologies or similar techniques that incorporate the assumptions a market participant would use in pricing the asset or liability. We currently do not have any assets or liabilities in this category. | |
Earnings per share– Basic earnings per share exclude any dilutive effects of options, warrants and convertible securities. Basic earnings per share is computed using the weighted-average number of outstanding common stocks during the applicable period. Diluted earnings per share is computed using the weighted-average number of common and common stock equivalent shares outstanding during the period. Common stock equivalent shares are excluded from the computation if their effect is antidilutive. | |
Income taxes – Our income tax expense is comprised of current and deferred income tax expense. Current income tax expense approximates taxes to be paid or refunded for the current period. Deferred income tax expense results from the changes in deferred tax assets and liabilities during the periods. These gross deferred tax assets and liabilities represent decreases or increases in taxes expected to be paid in the future because of future reversals of temporary differences between the basis of assets and liabilities as measured by tax laws and their basis as reported in our consolidated financial statements. We also recognize deferred tax assets for tax attributes such as net operating loss carryforwards and tax credit carryforwards. We record valuation allowances to reduce deferred tax assets to the amounts we conclude are more likely-than-not to be realized in the foreseeable future. | |
We recognize and measure income tax benefits based upon a two-step model: 1) a tax position must be more likely-than-not to be sustained based solely on its technical merits in order to be recognized, and 2) the benefit is measured as the largest dollar amount of that position that is more likely-than-not to be sustained upon settlement. The difference between the benefit recognized for a position and the tax benefit claimed on a tax return is referred to as an unrecognized tax benefit. We accrue income tax related interest and penalties, if applicable, within income tax expense. | |
We are in the process of filing certain consolidated tax returns whereby past subsidiary losses are used to offset tax liabilities on current profits. This approach could be challenged by the IRS and if not accepted, may affect net income and earnings per share. Management believes that the likelihood of the IRS not accepting such filings is minimal. | |
Revenue and expense recognition – We recognize revenue when (1) there is persuasive evidence of an arrangement existing, (2) delivery has occurred, (3) our price to the buyer is fixed or determinable and (4) collectability of the receivables is reasonably assured. We recognize the costs of these revenues at the time revenue is recognized. Any fees paid up front are deferred until such time such services have been considered rendered. As of December 31, 2014 and 2013, there are no deferred revenues recorded. | |
We generate the following types of revenues: | |
Administration and usage fees, charged to our prepaid card clients when our programs are created, distributed or reloaded. Such revenues are recognized when such services are performed. | |
Transaction fees, paid by the applicable networks and passed through by our card issuing banks when our SVCs are used in a purchase or ATM transaction. Such revenues are recognized when such services are performed. | |
Maintenance, administration, transaction fees, charged to an SVC and not under any multiple element arrangements. Such revenues are recognized when such services are performed. | |
Program maintenance management fees charged to our clients. Such revenues are not under any multiple element arrangements and are recognized when such services are performed. | |
Software development and consulting services to our clients. Such revenues are recognized in accordance with FASB ASC 985-605. | |
The Company records all revenues on gross basis in accordance with FASB ASC 605-45 since it is the primary obligor and establishes the price in the revenue arrangement. The Company is currently under no obligation for refunding any fees or has any obligations for disputed claim settlements. | |
Stock-Based Compensation – Stock based compensation is accounted for using the Equity-Based Payments to Non-Employee Topic of the FASB ASC, which establishes standards for the accounting for transactions in which an entity exchanges its equity instruments for goods or services. It also addresses transactions in which an entity incurs liabilities in exchange for goods or services that are based on the fair value of the entity’s equity instruments or that may be settled by the issuance of those equity instruments. We determine the value of stock issued at the date of grant. We also determine at the date of grant the value of stock at fair market value or the value of services rendered (based on contract or otherwise) whichever is more readily determinable. | |
Shares issued to employees are expensed upon issuance. | |
Stock based compensation for employees is account for using the Stock Based Compensation Topic of the FASB ASC. We use the fair value method for equity instruments granted to employees and will use the Black Scholes model for measuring the fair value of options, if issued. The stock based fair value compensation is determined as of the date of the grant or the date at which the performance of the services is completed (measurement date) and is recognized over the vesting periods. | |
Advertising costs – Advertising costs incurred in the normal course of operations are expensed as incurred. | |
Research and development costs – Research and development costs are charged to expense as incurred. | |
New accounting pronouncements – In January 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2014-04, Receivables - Troubled Debt Restructurings by Creditors ("ASU 2014-04"), which intends to clarify when a creditor should be considered to have received physical possession of residential real estate property collateralizing a consumer mortgage loan such that the loan should be derecognized and the real estate recognized. ASU 2014-04 is effective for annual periods, and interim periods within those annual periods beginning after December 15, 2014. We will adopt this standard effective January 1, 2015. Our adoption of ASU 2014-14 is not expected to have a material impact on our consolidated financial statements. | |
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers ("ASU 2014-09"), which supersedes nearly all existing revenue recognition guidance under GAAP. The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under existing GAAP. The standard is effective for annual periods beginning after December 15, 2016, and interim periods therein, using either of the following transition methods: (i) a full retrospective approach reflecting the application of the standard in each prior reporting period with the option to elect certain practical expedients, or (ii) a retrospective approach with the cumulative effect of initially adopting ASU 2014-09 recognized at the date of adoption (which includes additional footnote disclosures). We are currently evaluating the impact of our pending adoption of ASU 2014-09 on our consolidated financial statements and have not yet determined the method by which we will adopt the standard in 2017. | |
In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements—Going Concern. The provisions of ASU No. 2014-15 require management to assess an entity’s ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. Specifically, the amendments (1) provide a definition of the term substantial doubt, (2) require an evaluation every reporting period including interim periods, (3) provide principles for considering the mitigating effect of management’s plans, (4) require certain disclosures when substantial doubt is alleviated as a result of consideration of management’s plans, (5) require an express statement and other disclosures when substantial doubt is not alleviated, and (6) require an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). The amendments in this ASU are effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. The Company is currently assessing the impact of this ASU on the Company’s consolidated financial statements. |
2_FIXED_ASSETS
2. FIXED ASSETS | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Property, Plant and Equipment [Abstract] | |||||||||
FIXED ASSETS | Fixed assets consist of the following: | ||||||||
As of | As of | ||||||||
31-Dec-14 | 31-Dec-13 | ||||||||
Equipment | $ | 351,133 | $ | 233,631 | |||||
Software | 297,978 | 297,978 | |||||||
Furniture and fixtures | 75,118 | 65,118 | |||||||
Leasehold equipment | 34,494 | 21,143 | |||||||
758,723 | 617,870 | ||||||||
Less: accumulated depreciation | 551,794 | 496,792 | |||||||
Fixed assets, net | $ | 206,929 | $ | 121,078 | |||||
3_INTANGIBLE_ASSETS
3. INTANGIBLE ASSETS | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||
INTANGIBLE ASSETS | Intangible assets consist of the following: | ||||||||
As of | As of | ||||||||
31-Dec-14 | 31-Dec-13 | ||||||||
Patents and trademarks | $ | 34,771 | $ | 33,465 | |||||
Platform | 781,618 | 504,777 | |||||||
Kiosk Development | 64,802 | – | |||||||
Organizational Costs | 18,934 | – | |||||||
Licenses | 25,176 | – | |||||||
925,301 | 538,242 | ||||||||
Less: accumulated amortization | 159,582 | 42,990 | |||||||
Intangible assets, net | $ | 765,719 | $ | 495,252 | |||||
Intangible assets are amortized over their useful lives ranging from periods of 5 to 15 years. |
4_NOTES_PAYABLE_RELATED_PARTIE
4. NOTES PAYABLE - RELATED PARTIES | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Related Party Transactions [Abstract] | |||||||||
4. NOTES PAYABLE - RELATED PARTIES | As of | As of | |||||||
31-Dec-14 | 31-Dec-13 | ||||||||
Note payable due to the Chief Financial Officer of the Company, bearing no interest, due on January 15, 2015, and secured by assets of the Company. This note was paid off on January 15, 2015. | 454,000 | – | |||||||
Note payable due to a shareholder of the Company, bearing 12% interest, unsecured and due January 15, 2015. This note was paid off on January 15, 2015. | 100,000 | – | |||||||
Note payable due to the Chief Technology Officer of the Company, bearing no interest, due on January 15, 2015, and secured by assets of the Company. This note was paid off on January 15, 2015. | 79,440 | – | |||||||
Note payable due to a shareholder of the Company, bearing interest at 8.5%, renewable annually upon prepayment of one year’s interest, due on demand and unsecured. This note was paid off in November 2014 both principal and interest. Additionally as part of the debt settlement, the noteholder returned 2,442,000 shares of the Company’s common stock, see Note 6 for additional discussion. | – | 501,000 | |||||||
Note payable due to a director of the Company and shareholder, bearing no interest, due on demand and unsecured. This note was paid off in January 2015. | 51,000 | 16,000 | |||||||
Note payable due to a director of the Company and shareholder, bearing no interest, due on demand and unsecured. This note was paid off in January 2015. | 16,000 | 16,000 | |||||||
$ | 700,440 | $ | 533,000 | ||||||
5_NOTES_PAYABLE
5. NOTES PAYABLE | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Debt Disclosure [Abstract] | |||||||||
5. NOTES PAYABLE | Notes payable consist of the following: | ||||||||
As of | As of | ||||||||
31-Dec-14 | 31-Dec-13 | ||||||||
Note payable due to a shareholder of the Company, bearing interest at 8%, due on demand and unsecured. | 150,000 | 150,000 | |||||||
Note payable due to company, interest at 13%, unsecured, and due August 13, 2015. This note was paid off January 15, 2015. | 117,520 | – | |||||||
Note payable due to a shareholder of the Company. | 19,400 | 19,400 | |||||||
Notes payable due to an equipment finance Company bearing interest at 13.49% and 12.89%. | 38,526 | 18,380 | |||||||
325,446 | 187,780 | ||||||||
Less: non-current portion | – | – | |||||||
$ | 325,446 | $ | 187,780 | ||||||
6_COMMON_STOCK
6. COMMON STOCK | 12 Months Ended | ||||||||||||||
Dec. 31, 2014 | |||||||||||||||
Equity [Abstract] | |||||||||||||||
COMMON STOCK | At December 31, 2014, the Company's authorized capital stock was 150,000,000 shares of common stock, par value $0.001 per share, and 10,000,000 shares of preferred stock, par value $0.001 per share. On that date, the Company had outstanding 36,669,106 shares of common stock, and no shares of preferred stock. | ||||||||||||||
2014 Transactions: During the year ended December 31, 2014, the Company issued shares of common stock as follows: | |||||||||||||||
· | 100,000 shares of common stock for an employee contract bonus valued at $0.15 per share. | ||||||||||||||
· | 75,000 shares of common stock for an employee contract bonus valued at $0.26 per share, including a 15% discount of fair market value due to these shares being restricted and lacking market liquidity. | ||||||||||||||
· | 2,442,000 shares of common stock were acquired through a debt settlement and retired, see Note 4 for additional discussions. | ||||||||||||||
At December 31, 2013, the Company's authorized capital stock was 150,000,000 shares of common stock, par value $0.001 per share, and 10,000,000 shares of preferred stock, par value $0.001 per share. On that date, the Company had outstanding 38,936,106 shares of common stock, and no shares of preferred stock. | |||||||||||||||
2013 Transactions: During the year ended December 31, 2013, the Company issued shares of common stock in the following transactions: | |||||||||||||||
· | 25,000 shares of common stock for an employee signing bonus valued at .26 per share | ||||||||||||||
· | 500 shares were cancelled by request of an individual investor, value less than $1.00 | ||||||||||||||
Warrants: | |||||||||||||||
No warrants were issued during the year ended December 31, 2013. | |||||||||||||||
As of December 31, 2014, warrants outstanding consisted of the following: | |||||||||||||||
Date of Issuance or Declaration | Number of Warrants | Exercise Price | Contractual Life | Number of Shares Exercisable | |||||||||||
31-May-12 | 1,834,525 | 0.5 | 3 years | 1,834,525 | |||||||||||
31-May-12 | 1,500,975 | 0.5 | 3 years | 1,500,975 | |||||||||||
30-Jul-12 | 75,000 | 0.5 | 3 years | 75,000 | |||||||||||
30-Oct-12 | 50,000 | 0.5 | 3 years | 50,000 | |||||||||||
10-Sep-14 | 150,000 | 0.25 | 3 years | 150,000 | |||||||||||
10-Sep-14 | 150,000 | 0.5 | 3 years | 150,000 | |||||||||||
18-Sep-14 | 200,000 | 0.25 | 3 years | 200,000 | |||||||||||
5-Nov-14 | 100,000 | 0.5 | 3 years | 100,000 | |||||||||||
4,060,500 | 4,060,500 | ||||||||||||||
Stock and Warrant Grants: | |||||||||||||||
In August 2014 the Company granted 150,000 shares of common stock to a consultant with a total value of $25,500 or $0.17 per share (including a 15% discount of fair market value due to these shares being restricted and lacking market liquidity). The 150,000 shares granted have a vesting period of three years of which five months have vested as of December 31, 2014. The approximate value vested for the year ended December 31, 2014 was $3,500, for which a payable has been recorded for the same vested amount as of December 31, 2014. As of December 31, 2014, none of the 150,000 shares granted have been issued. | |||||||||||||||
In September 2014 the Company granted 150,000 shares of common stock along with 150,000 Class A warrants and 150,000 Class B warrants to an advisory board member. The shares were valued at $19,250 or $0.13 per share (including a 15% discount of fair market value due to these shares being restricted and lacking market liquidity. The warrants were valued at $42,761, using the Black-Scholes options pricing model under the following assumptions: stock price at issuance of $0.15 per share; exercise price of $0.25 for the class A warrants and$0.50 for the class B warrants, 3 year life; discount rate of 2.00 %; and volatility rate of 245%. The 150,000 shares and 300,000 warrants granted will vest over a 3 year period, at 50,000 shares and 100,000 warrants per year of which four months have vested as of December 31, 2014. The approximate value vested for the year ended December 31, 2014 was $6,400, for which a payable has been recorded for the same vested amount as of December 31, 2014. As of December 31, 2014, none of the 150,000 shares or 300,000 warrants granted have been issued. | |||||||||||||||
In September 2014 the Company granted 200,000 shares of common stock along with 200,000 warrants to a consultant. The shares were valued at $30,600 or $0.16 per share (including a 15% discount of fair market value due to these shares being restricted and lacking market liquidity). The warrants were valued at $34,611, using the Black-Scholes options pricing model under the following assumptions: stock price at issuance of $0.18 per share; exercise price of $0.25, 3 year life; discount rate of 2.00 %; and volatility rate of 245%. The 150,000 shares and 200,000 warrants granted have a vesting period of six months of which four months have vested as of December 31, 2014. The approximate value vested for the year ended December 31, 2014 was $37,000, for which a payable has been recorded for the same vested amount as of December 31, 2014. As of December 31, 2014, none of the 200,000 shares or 200,000 warrants granted have been issued. | |||||||||||||||
In October 2014 the Company granted 150,000 shares of common stock to an advisory board member with a total value of $32,400 or $0.21 per share (including a 10% discount of fair market value due to these shares being restricted and lacking market liquidity). The 150,000 shares granted will vest over a 3 year period, at 50,000 shares per year of which three months have vested as of December 31, 2014. The approximate value vested for the year ended December 31, 2014 was $2,200, for which a payable has been recorded for the same vested amount as of December 31, 2014. As of December 31, 2014, none of the 150,000 shares granted have been issued. | |||||||||||||||
In October 2013, the Company granted 300,000 shares of common stock to an employee of the Company with a total value of $38,250 or $0.15 per share (including a 15% discount of fair market value due to these shares being restricted and lacking market liquidity). The 300,000 shares granted have a vesting period of three years of which fourteen months have vested as of December 31, 2014. The approximate value vested for the years ended December 31, 2014 and 2013 were $9500 and $2,600, for which a payable has been recorded for the same vested amounts as of December 31, 2014. As of December 31, 2014, none of the 300,000 shares granted have been issued. | |||||||||||||||
In August 2012, the Company granted a total of 5,000,000 shares of common stock to various officers and directors of the Company with a total value of $680,000 or $0.14 per share (including a 15% discount of fair market value due to these shares being restricted and lacking market liquidity). The 5,000,000 shares granted have a vesting period of five years of which twenty nine months have vested as of December 31, 2014. The approximate value vested for the years ended December 31, 2014, 2013 and 2012 were $492,000, $136,000 and $52,000 respectively, for a total of $680,000 for which a payable has been recorded for the same vested amount as of December 31, 2014. As of December 31, 2014, none of the 5,000,000 shares granted have been issued. |
7_COMMITMENTS_AND_CONTINGENCIE
7. COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | |
7. COMMITMENTS AND CONTINGENCIES | Office lease – The Company has an operating lease for an office space that expires April 30, 2015. The monthly lease payment totals $14,121 per month. Lease payments plus common area maintenance fees for the year ended December 31, 2014 and 2013 totaled $155,756 and $67,400 respectively. |
Data Center Lease – The Company leases space for its data center in Las Vegas, Nevada under a co-location agreement that has a term of 36 months ending July 2015. The agreement provides for lease payments of $1,314 per month, of which $495 relates to space and the remainder is for power and other services provided under the agreement. | |
Pending of threatened litigation – We may become involved in litigation from time to time in the ordinary course of business. However at December 31, 2014, to the best of our knowledge, no such litigation exists or is threatened. |
8_SUBSEQUENT_EVENTS
8. SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2014 | |
Subsequent Events [Abstract] | |
8. SUBSEQUENT EVENTS | In January 2015, the Company repaid the following: note payable due to the Chief Financial Officer totaling $454,000; note payable due to the Chief Technology Officer totaling $79,440; note payable due to a shareholder totaling $100,000; notes payable due to a director and shareholder totaling $66,990; and a note payable due to a company totaling $117,520. |
1_SUMMARY_OF_SIGNIFICANT_POLIC
1. SUMMARY OF SIGNIFICANT POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2014 | |
Accounting Policies [Abstract] | |
Description of business | Description of business – 3PEA International, Inc. (the “Company” or “3PEA”) was incorporated on August 24, 1995 under the name of Antek International, Inc. The Company had undergone several name changes which eventually changing it to the name, 3Pea International, Inc. on October 19, 2006. The Company acquired 3Pea Technologies, Inc., a payment solutions company, in March 2006, which resulted in 3Pea Technologies, Inc. becoming a wholly owned subsidiary. |
In September 2007, the Company acquired control of Wow Technologies, Inc., a payment solutions company with a proprietary card processing platform, in a share exchange agreement whereby Wow Technologies, Inc. became a subsidiary of 3PEA International, Inc. On October 19, 2006, the Company changed its name to 3PEA International, Inc. | |
About 3PEA International, Inc. | |
3PEA International, Inc. is a vertically integrated provider of innovative prepaid card programs and processing services for corporate, consumer and government applications. Our payment solutions are utilized by our corporate customers as a means to increase customer loyalty, reduce administration costs and streamline operations. Public sector organizations can utilize the solutions to disburse public benefits or for internal payments. We market our prepaid debit card solutions under our PaySign® brand. As we are a payment processor and debit card program manager, we derive our revenue from all stages of the debit card lifecycle. We provide a card processing platform consisting of proprietary systems and innovative software applications based on the unique needs of our programs. We have extended our processing business capabilities through our proprietary PaySign platform. We design and process prepaid programs that run on the platform through which our customers can define the services they wish to offer cardholders. Through the PaySign platform, we provide a variety of services including transaction processing, cardholder enrollment, value loading, cardholder account management, reporting, and customer service. | |
We have developed prepaid card programs for healthcare reimbursement payments, pharmaceutical co-pay assistance, plasma donor remuneration and corporate incentive and rewards. We plan to expand our product offering to include payroll cards, general purpose re-loadable cards, travel cards, and expense reimbursement cards. Our cards are offered to end users through our relationships with bank issuers. | |
Our proprietary PaySign® platform was built on modern cross-platform architecture and designed to be highly flexible, scalable and customizable. The platform allows 3PEA to significantly expand its operational capabilities by facilitating our entry into new markets within the payments space through its flexibility and ease of customization. The PaySign platform delivers cost benefits and revenue building opportunities to our partners. | |
We manage all aspects of the debit card lifecycle, from managing the card design and approval processes with partners and associations, to production, packaging, distribution, and personalization. We also oversee inventory and security controls, renewals, lost and stolen card management and replacement. We deploy a fully staffed, in-house customer service department which utilizes bi-lingual customer service agents, Interactive Voice Response, (IVR) and two SMS messaging. | |
Principles of consolidation | Principles of consolidation – The consolidated financial statements include the accounts of the Company and its subsidiaries. All significant intercompany balances and transactions have been eliminated. |
Use of estimates | Use of estimates – The preparation of consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated 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 – The Company considers all highly liquid investments purchased with an original maturity of three months or less at the time of purchase to be cash equivalents for the purposes of the statement of cash flows. |
Cash restricted and Customer card funding – At December 31, 2014 and 2013, cash restricted are funds held specifically for our card programs which we have recorded a corresponding customer card funding liability in the same amount. | |
Fixed assets | Fixed assets – Fixed assets are stated at cost less accumulated depreciation. Depreciation is provided principally on the straight-line method over the estimated useful lives of the assets, which are generally 3 to 10 years. The cost of repairs and maintenance is charged to expense as incurred. Expenditures for property betterments and renewals are capitalized. Upon sale or other disposition of a depreciable asset, cost and accumulated depreciation are removed from the accounts and any gain or loss is reflected in other income (expense). |
The Company periodically evaluates whether events and circumstances have occurred that may warrant revision of the estimated useful life of fixed assets or whether the remaining balance of fixed assets should be evaluated for possible impairment. The Company uses an estimate of the related undiscounted cash flows over the remaining life of the fixed assets in measuring their recoverability. | |
Goodwill and intangible assets | Goodwill and intangible assets – Goodwill is the purchase premium after adjusting for the fair value of net assets acquired. Goodwill is not amortized but is reviewed for potential impairment on an annual basis, or when events or circumstances indicate a potential impairment, at the reporting unit level. A reporting unit, as defined under applicable accounting guidance, is a business segment or one level below a business segment. We may in any given period bypass the qualitative assessment and proceed directly to a two-step method to assess and measure impairment of the reporting units goodwill. We first assess qualitative factors to determine whether it is more likely-than-not (i.e., a likelihood of more than 50 percent) that the fair value of a reporting unit is less than its carrying value. This step serves as the basis for determining whether it is necessary to perform the two-step quantitative impairment test. The first step of the quantitative impairment test involves a comparison of the estimated fair value of each reporting unit to its carrying amount, including goodwill. If the estimated fair value of the reporting unit exceeds its carrying amount, goodwill of the reporting unit is not impaired; however, if the carrying amount of the reporting unit exceeds its estimated fair value, then the second step of the quantitative impairment test must be performed. The second step compares the implied fair value of the reporting unit’s goodwill with its carrying amount to measure the amount of impairment loss, if any. The implied fair value of goodwill is determined in the same manner as the amount of goodwill recognized in a business combination. If the carrying amount of the reporting unit’s goodwill exceeds the implied fair value of that goodwill, an impairment loss is recognized in an amount equal to that excess. |
For intangible assets, we recognize an impairment loss if the carrying amount of the intangible asset is not recoverable and exceeds fair value. The carrying amount of the intangible asset is considered not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use of the asset. | |
Intangible assets with finite lives are amortized on a straight-line basis over their estimated useful lives. | |
Fair value of financial instruments | Fair value of financial instruments – Under applicable accounting guidance, fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. |
We determine the fair values of our financial instruments based on the fair value hierarchy established under applicable accounting guidance which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The following describes the three-level hierarchy: | |
Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities. Level 1 assets and liabilities include debt and equity securities. | |
Level 2 – Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. We currently do not have any assets or liabilities in this category. | |
Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the overall fair value of the assets or liabilities. Level 3 assets and liabilities include financial instruments for which the determination of fair value requires significant management judgment or estimation. The fair value for such assets and liabilities is generally determined using pricing models, market comparables, discounted cash flow methodologies or similar techniques that incorporate the assumptions a market participant would use in pricing the asset or liability. We currently do not have any assets or liabilities in this category. | |
Earnings per share | Earnings per share– Basic earnings per share exclude any dilutive effects of options, warrants and convertible securities. Basic earnings per share is computed using the weighted-average number of outstanding common stocks during the applicable period. Diluted earnings per share is computed using the weighted-average number of common and common stock equivalent shares outstanding during the period. Common stock equivalent shares are excluded from the computation if their effect is antidilutive. |
Income taxes | Income taxes – Our income tax expense is comprised of current and deferred income tax expense. Current income tax expense approximates taxes to be paid or refunded for the current period. Deferred income tax expense results from the changes in deferred tax assets and liabilities during the periods. These gross deferred tax assets and liabilities represent decreases or increases in taxes expected to be paid in the future because of future reversals of temporary differences between the basis of assets and liabilities as measured by tax laws and their basis as reported in our consolidated financial statements. We also recognize deferred tax assets for tax attributes such as net operating loss carryforwards and tax credit carryforwards. We record valuation allowances to reduce deferred tax assets to the amounts we conclude are more likely-than-not to be realized in the foreseeable future. |
We recognize and measure income tax benefits based upon a two-step model: 1) a tax position must be more likely-than-not to be sustained based solely on its technical merits in order to be recognized, and 2) the benefit is measured as the largest dollar amount of that position that is more likely-than-not to be sustained upon settlement. The difference between the benefit recognized for a position and the tax benefit claimed on a tax return is referred to as an unrecognized tax benefit. We accrue income tax related interest and penalties, if applicable, within income tax expense. | |
We are in the process of filing certain consolidated tax returns whereby past subsidiary losses are used to offset tax liabilities on current profits. This approach could be challenged by the IRS and if not accepted, may affect net income and earnings per share. Management believes that the likelihood of the IRS not accepting such filings is minimal. | |
Revenue and expense recognition | Revenue and expense recognition – We recognize revenue when (1) there is persuasive evidence of an arrangement existing, (2) delivery has occurred, (3) our price to the buyer is fixed or determinable and (4) collectability of the receivables is reasonably assured. We recognize the costs of these revenues at the time revenue is recognized. Any fees paid up front are deferred until such time such services have been considered rendered. As of December 31, 2014 and 2013, there are no deferred revenues recorded. |
We generate the following types of revenues: | |
Administration and usage fees, charged to our prepaid card clients when our programs are created, distributed or reloaded. Such revenues are recognized when such services are performed. | |
Transaction fees, paid by the applicable networks and passed through by our card issuing banks when our SVCs are used in a purchase or ATM transaction. Such revenues are recognized when such services are performed. | |
Maintenance, administration, transaction fees, charged to an SVC and not under any multiple element arrangements. Such revenues are recognized when such services are performed. | |
Program maintenance management fees charged to our clients. Such revenues are not under any multiple element arrangements and are recognized when such services are performed. | |
Software development and consulting services to our clients. Such revenues are recognized in accordance with FASB ASC 985-605. | |
The Company records all revenues on gross basis in accordance with FASB ASC 605-45 since it is the primary obligor and establishes the price in the revenue arrangement. The Company is currently under no obligation for refunding any fees or has any obligations for disputed claim settlements. | |
Stock-Based Compensation | Stock-Based Compensation – Stock based compensation is accounted for using the Equity-Based Payments to Non-Employee Topic of the FASB ASC, which establishes standards for the accounting for transactions in which an entity exchanges its equity instruments for goods or services. It also addresses transactions in which an entity incurs liabilities in exchange for goods or services that are based on the fair value of the entity’s equity instruments or that may be settled by the issuance of those equity instruments. We determine the value of stock issued at the date of grant. We also determine at the date of grant the value of stock at fair market value or the value of services rendered (based on contract or otherwise) whichever is more readily determinable. |
Shares issued to employees are expensed upon issuance. | |
Stock based compensation for employees is account for using the Stock Based Compensation Topic of the FASB ASC. We use the fair value method for equity instruments granted to employees and will use the Black Scholes model for measuring the fair value of options, if issued. The stock based fair value compensation is determined as of the date of the grant or the date at which the performance of the services is completed (measurement date) and is recognized over the vesting periods. | |
Advertising costs | Advertising costs – Advertising costs incurred in the normal course of operations are expensed as incurred. |
Research and development costs | Research and development costs – Research and development costs are charged to expense as incurred. |
New accounting pronouncements | New accounting pronouncements – In January 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2014-04, Receivables - Troubled Debt Restructurings by Creditors ("ASU 2014-04"), which intends to clarify when a creditor should be considered to have received physical possession of residential real estate property collateralizing a consumer mortgage loan such that the loan should be derecognized and the real estate recognized. ASU 2014-04 is effective for annual periods, and interim periods within those annual periods beginning after December 15, 2014. We will adopt this standard effective January 1, 2015. Our adoption of ASU 2014-14 is not expected to have a material impact on our consolidated financial statements. |
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers ("ASU 2014-09"), which supersedes nearly all existing revenue recognition guidance under GAAP. The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under existing GAAP. The standard is effective for annual periods beginning after December 15, 2016, and interim periods therein, using either of the following transition methods: (i) a full retrospective approach reflecting the application of the standard in each prior reporting period with the option to elect certain practical expedients, or (ii) a retrospective approach with the cumulative effect of initially adopting ASU 2014-09 recognized at the date of adoption (which includes additional footnote disclosures). We are currently evaluating the impact of our pending adoption of ASU 2014-09 on our consolidated financial statements and have not yet determined the method by which we will adopt the standard in 2017. | |
In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements—Going Concern. The provisions of ASU No. 2014-15 require management to assess an entity’s ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. Specifically, the amendments (1) provide a definition of the term substantial doubt, (2) require an evaluation every reporting period including interim periods, (3) provide principles for considering the mitigating effect of management’s plans, (4) require certain disclosures when substantial doubt is alleviated as a result of consideration of management’s plans, (5) require an express statement and other disclosures when substantial doubt is not alleviated, and (6) require an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). The amendments in this ASU are effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. The Company is currently assessing the impact of this ASU on the Company’s consolidated financial statements. |
2_FIXED_ASSETS_Tables
2. FIXED ASSETS (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
FixedAssetsTablesAbstract | |||||||||
Fixed assets | As of | As of | |||||||
31-Dec-14 | 31-Dec-13 | ||||||||
Equipment | $ | 351,133 | $ | 233,631 | |||||
Software | 297,978 | 297,978 | |||||||
Furniture and fixtures | 75,118 | 65,118 | |||||||
Leasehold equipment | 34,494 | 21,143 | |||||||
758,723 | 617,870 | ||||||||
Less: accumulated depreciation | 551,794 | 496,792 | |||||||
Fixed assets, net | $ | 206,929 | $ | 121,078 |
3_INTANGIBLE_ASSETS_Tables
3. INTANGIBLE ASSETS (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
LIABILITIES AND STOCKHOLDERS' DEFICIT | |||||||||
Intangible Assets | As of | As of | |||||||
31-Dec-14 | 31-Dec-13 | ||||||||
Patents and trademarks | $ | 34,771 | $ | 33,465 | |||||
Platform | 781,618 | 504,777 | |||||||
Kiosk Development | 64,802 | – | |||||||
Organizational Costs | 18,934 | – | |||||||
Licenses | 25,176 | – | |||||||
925,301 | 538,242 | ||||||||
Less: accumulated amortization | 159,582 | 42,990 | |||||||
Intangible assets, net | $ | 765,719 | $ | 495,252 |
4_NOTES_PAYABLE_RELATED_PARTIE1
4. NOTES PAYABLE - RELATED PARTIES (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Related Party Transactions [Abstract] | |||||||||
Notes payable - related parties | As of | As of | |||||||
31-Dec-14 | 31-Dec-13 | ||||||||
Note payable due to the Chief Financial Officer of the Company, bearing no interest, due on January 15, 2015, and secured by assets of the Company. This note was paid off on January 15, 2015. | 454,000 | – | |||||||
Note payable due to a shareholder of the Company, bearing 12% interest, unsecured and due January 15, 2015. This note was paid off on January 15, 2015. | 100,000 | – | |||||||
Note payable due to the Chief Technology Officer of the Company, bearing no interest, due on January 15, 2015, and secured by assets of the Company. This note was paid off on January 15, 2015. | 79,440 | – | |||||||
Note payable due to a shareholder of the Company, bearing interest at 8.5%, renewable annually upon prepayment of one year’s interest, due on demand and unsecured. This note was paid off in November 2014 both principal and interest. Additionally as part of the debt settlement, the noteholder returned 2,442,000 shares of the Company’s common stock, see Note 6 for additional discussion. | – | 501,000 | |||||||
Note payable due to a director of the Company and shareholder, bearing no interest, due on demand and unsecured. This note was paid off in January 2015. | 51,000 | 16,000 | |||||||
Note payable due to a director of the Company and shareholder, bearing no interest, due on demand and unsecured. This note was paid off in January 2015. | 16,000 | 16,000 | |||||||
$ | 700,440 | $ | 533,000 | ||||||
5_NOTES_PAYABLE_Tables
5. NOTES PAYABLE (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Debt Disclosure [Abstract] | |||||||||
Notes payable | As of | As of | |||||||
31-Dec-14 | 31-Dec-13 | ||||||||
Note payable due to a shareholder of the Company, bearing interest at 8%, due on demand and unsecured. | 150,000 | 150,000 | |||||||
Note payable due to company, interest at 13%, unsecured, and due August 13, 2015. This note was paid off January 15, 2015. | 117,520 | – | |||||||
Note payable due to a shareholder of the Company. | 19,400 | 19,400 | |||||||
Notes payable due to an equipment finance Company bearing interest at 13.49% and 12.89%. | 38,526 | 18,380 | |||||||
325,446 | 187,780 | ||||||||
Less: non-current portion | – | – | |||||||
$ | 325,446 | $ | 187,780 |
6_COMMON_STOCK_Tables
6. COMMON STOCK (Tables) | 12 Months Ended | ||||||||||||||
Dec. 31, 2014 | |||||||||||||||
Document And Entity Information | |||||||||||||||
Warrant Activity | Date of Issuance or Declaration | Number of Warrants | Exercise Price | Contractual Life | Number of Shares Exercisable | ||||||||||
31-May-12 | 1,834,525 | 0.5 | 3 years | 1,834,525 | |||||||||||
31-May-12 | 1,500,975 | 0.5 | 3 years | 1,500,975 | |||||||||||
30-Jul-12 | 75,000 | 0.5 | 3 years | 75,000 | |||||||||||
30-Oct-12 | 50,000 | 0.5 | 3 years | 50,000 | |||||||||||
10-Sep-14 | 150,000 | 0.25 | 3 years | 150,000 | |||||||||||
10-Sep-14 | 150,000 | 0.5 | 3 years | 150,000 | |||||||||||
18-Sep-14 | 200,000 | 0.25 | 3 years | 200,000 | |||||||||||
5-Nov-14 | 100,000 | 0.5 | 3 years | 100,000 | |||||||||||
4,060,500 | 4,060,500 |
2_FIXED_ASSETS_Details
2. FIXED ASSETS (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Fixed Assets Gross | $758,723 | $617,870 |
Less: accumulated depreciation | 551,794 | 496,792 |
Fixed assets, net | 206,929 | 121,078 |
Equipment [Member] | ||
Fixed Assets Gross | 351,133 | 233,631 |
Software [Member] | ||
Fixed Assets Gross | 297,978 | 297,978 |
Furniture and Fixtures [Member] | ||
Fixed Assets Gross | 75,118 | 65,118 |
Leasehold Improvements [Member] | ||
Fixed Assets Gross | $34,494 | $21,143 |
3_INTANGIBLE_ASSETS_Details
3. INTANGIBLE ASSETS (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Intangible assets gross | $925,301 | $538,242 |
Less: accumulated amortization | 159,582 | 42,990 |
Intangible assets, net | 765,719 | 495,252 |
Patents and Trademarks | ||
Intangible assets gross | 34,771 | 33,465 |
Platform | ||
Intangible assets gross | 781,618 | 504,777 |
Kiosk Development | ||
Intangible assets gross | 64,802 | 0 |
Organizational Costs | ||
Intangible assets gross | 18,934 | 0 |
Licenses | ||
Intangible assets gross | $25,176 | $0 |
3_INTANGIBLE_ASSETS_Details_Na
3. INTANGIBLE ASSETS (Details Narrative) | 12 Months Ended |
Dec. 31, 2014 | |
Minimum | |
Intangible assets useful lives | 5 years |
Maximum | |
Intangible assets useful lives | 15 years |
5_NOTES_PAYABLE_RELATED_PARTIE
5. NOTES PAYABLE - RELATED PARTIES (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Notes payable - related parties | $700,440 | $533,000 |
Notes Payable [Member] | Chief Financial Officer [Member] | ||
Notes payable - related parties | 454,000 | 0 |
Notes Payable [Member] | Shareholder [Member] | ||
Notes payable - related parties | 100,000 | 0 |
Notes Payable [Member] | Chief Technology Officer [Member] | ||
Notes payable - related parties | 79,440 | 0 |
Notes Payable [Member] | Shareholder 2 [Member] | ||
Notes payable - related parties | 0 | 501,000 |
Notes Payable [Member] | Director and Shareholder [Member] | ||
Notes payable - related parties | 51,000 | 16,000 |
Notes Payable [Member] | Director and Shareholder 2 [Member] | ||
Notes payable - related parties | $16,000 | $16,000 |
5_NOTES_PAYABLE_Details
5. NOTES PAYABLE (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Notes payable | $325,446 | $187,780 |
Less: non-current portion | 0 | 0 |
Notes payable current portion | 325,446 | 187,780 |
Note payable 1 | ||
Notes payable | 150,000 | 150,000 |
Note payable 2 | ||
Notes payable | 117,520 | 0 |
Note payable 3 | ||
Notes payable | 19,400 | 19,400 |
Note payable 4 | ||
Notes payable | $38,526 | $18,380 |
6_COMMON_STOCK_Details
6. COMMON STOCK (Details) (USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Number of warrants | 4,060,500 |
Number of Shares Exercisable | 4,060,500 |
Warrant 1 | |
Date of Issuance | 31-May-12 |
Number of warrants | 1,834,525 |
Exercise Price | $0.50 |
Contractual Life | 3 years |
Number of Shares Exercisable | 1,834,525 |
Warrant 2 | |
Date of Issuance | 31-May-12 |
Number of warrants | 1,500,975 |
Exercise Price | $0.50 |
Contractual Life | 3 years |
Number of Shares Exercisable | 1,500,975 |
Warrant 3 | |
Date of Issuance | 30-Jul-12 |
Number of warrants | 75,000 |
Exercise Price | $0.50 |
Contractual Life | 3 years |
Number of Shares Exercisable | 75,000 |
Warrant 4 | |
Date of Issuance | 30-Oct-12 |
Number of warrants | 50,000 |
Exercise Price | $0.50 |
Contractual Life | 3 years |
Number of Shares Exercisable | 50,000 |
Warrant 5 | |
Number of warrants | 150,000 |
Exercise Price | $0.25 |
Contractual Life | 3 years |
Number of Shares Exercisable | 150,000 |
Warrant 6 | |
Number of warrants | 150,000 |
Exercise Price | $0.50 |
Contractual Life | 3 years |
Number of Shares Exercisable | 150,000 |
Warrant 7 | |
Number of warrants | 200,000 |
Exercise Price | $0.25 |
Contractual Life | 3 years |
Number of Shares Exercisable | 200,000 |
Warrant 8 | |
Number of warrants | 100,000 |
Exercise Price | $0.50 |
Contractual Life | 3 years |
Number of Shares Exercisable | 100,000 |
6_COMMON_STOCK_Details_Narrati
6. COMMON STOCK (Details Narrative) | 12 Months Ended |
Dec. 31, 2014 | |
Stock acquired through debt settlement, shares | 2,442,000 |
Stock acquired through debt settlement, value | 359,559 |
Employee | |
Stock granted for compensation, shares | 100,000 |
Employee 2 | |
Stock granted for compensation, shares | 75,000 |
7_COMMITMENTS_AND_CONTINGENCIE1
7. COMMITMENTS AND CONTINGENCIES (Details Narrative) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Lesae payments | $155,756 | $67,400 |