Dixie Foods International (DIXI) 10-Q/A 5 Feb 15 2015 Q1 Quarterly report (amended) Financial data

Document_and_Entity_Informatio

Document and Entity Information	3 Months Ended
	Nov. 30, 2014	Feb. 02, 2015
Document And Entity Information
Entity Registrant Name	Dixie Foods International, Inc
Entity Central Index Key	1497074
Trading Symbol	dixi
Document Type	10-Q
Document Period End Date	30-Nov-14
Amendment Flag	FALSE
Current Fiscal Year End Date	-23
Entity's Reporting Status Current	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		43,293,726
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2015

Consolidated_Balance_Sheets

Consolidated Balance Sheets (USD $)	Nov. 30, 2014	Aug. 31, 2014
CURRENT ASSETS
Cash	$42,301	$24,033
Accounts receivable	52,076	75,216
Other receivables		4,632
Food inventory	119,001	103,367
Prepaid expenses	131,508	111,678
Total Current Assets	344,886	318,926
OTHER ASSETS
Prepaid franchise and territory rights fees, net	774,996	897,846
Property and equipment, net	4,176,143	3,418,743
TOTAL ASSETS	5,296,025	4,635,515
CURRENT LIABILITIES
Accounts payable and accrued expenses	1,948,468	829,109
Checks issued in excess of cash	208,084	104,398
Deferred revenue	68,605	95,186
Related party notes payable	379,073
Short-term notes payable, net of debt discounts	7,496,681	7,366,299
Short-term convertible notes payable	300,000	300,000
Derivative liability	526,316
Total Current Liabilities	10,927,227	8,694,992
LONG-TERM LIABILITIES
Notes payable	500,000	500,000
Convertible notes payable	550,000	550,000
Total Liabilities	11,977,227	9,744,992
STOCKHOLDERS' DEFICIT
Preferred stock, $0.001 par value, 15,000,000 shares authorized, no shares issued or oustanding
Common stock, $0.001 par value, 150,000,000 shares authorized, 42,993,475 and 42,570,975 shares issued and outstanding, respectively	42,995	42,572
Additional paid-in capital	15,472,046	14,311,918
Accumulated deficit	-24,696,243	-20,463,967
Total Stockholders' Deficit	-9,181,202	-6,109,477
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	5,296,025	4,635,515
Class B membership units [Member]
STOCKHOLDERS' DEFICIT
Class B Membership Units, no par value, 6 units authorized, 5 and 2 units issued and outstanding, respectively	$2,500,000	$1,000,000

Consolidated_Balance_Sheets_Pa

Consolidated Balance Sheets (Parenthetical) (USD $)	Nov. 30, 2014	Aug. 31, 2014
Preferred stock, par value	$0.00	$0.00
Preferred stock, shares authorized	15,000,000	15,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$0.00	$0.00
Common stock, shares authorized	150,000,000	150,000,000
Common stock, shares issued	42,993,475	42,570,975
Common stock, shares outstanding	42,993,475	42,570,975
Class B membership units [Member]
Membership units, par value (in dollars per units)
Membership units, authorized units	6	6
Membership units, issued units	5	2
Membership units, outstanding units	5	2

Consolidated_Statements_of_Ope

Consolidated Statements of Operations (USD $)	3 Months Ended
	Nov. 30, 2014	Nov. 30, 2013
Income Statement [Abstract]
REVENUE	$1,985,234	$1,281,428
Restaurant operating costs:
Food, beverage and packaging	714,314	450,937
Labor and related	646,952	348,902
Occupancy	278,533	185,117
Other operating costs	622,896	227,351
Total Restaurant Operating Expenses	2,262,695	1,212,307
Profit from Restaurant Operations	-277,461	69,121
General and administrative	1,277,632	295,001
Depreciation and amortization	105,215	128,171
Salaries and wages	913,078	192,118
Royalty and franchise fees	118,073	90,820
Pre-opening costs	206,447	97,900
Total	2,620,445	804,010
LOSS FROM OPERATIONS	-2,897,906	-734,889
OTHER INCOME (EXPENSES)
Interest expense	-1,334,370	-275,431
Other expense		-9,558
Total Other Income (Expenses)	-1,334,370	-284,989
LOSS BEFORE INCOME TAXES	-4,232,276	-1,019,878
PROVISION FOR INCOME TAXES
NET LOSS	($4,232,276)	($1,019,878)
BASIC AND DILUTED LOSS PER SHARE (in dollars per share)	($0.10)	($0.07)
BASIC AND DILUTED WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING (in shares)	42,867,185	15,611,146

Consolidated_Statement_of_Cash

Consolidated Statement of Cash Flows (Unaudited) (USD $)	3 Months Ended
	Nov. 30, 2014	Nov. 30, 2013
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	($4,232,276)	($1,019,878)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	316,225	140,595
Amortization of debt discounts and debt issuance costs	96,448	407,379
Expenses paid on behalf of the Company by related parties	36,291
Change in derivative liability		1,750
Warrants granted for services	526,316
Stock and warrants granted for loan modifications	8,800
Stock issued in connection with execution of notes payable	333,751
Fair value of stock options vested	818,001
Changes in operating assets and liabilities:
Accounts receivable	27,774	-38,167
Inventories	-15,634	11,284
Prepaid expenses and other current assets	-19,830	-33,264
Accounts payable and accrued expenses	1,107,356	595,614
Deferred revenue	-14,581	112,000
Net Cash Used in Operating Activities	-1,011,359	177,313
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property and equipment	-950,775	-239,248
Net Cash Used in Investing Activities	-950,775	-239,248
CASH FLOWS FROM FINANCING ACTIVITIES
Change in bank overdraft	103,686
Proceeds on related party debt	457,819	69,854
Payments on related party debt	-115,037
Proceeds on notes payable	400,000	-107,187
Payments on notes payable	-366,066
Proceeds from Class B membership units issued for cash	1,500,000
Net Cash Provided by Financing Activities	1,980,402	-37,333
NET INCREASE (DECREASE) IN CASH	18,268	-99,268
CASH AT BEGINNING OF PERIOD	24,033	255,293
CASH AT END OF PERIOD	42,301	156,025
CASH PAID FOR:
CASH PAID FOR: Interest	258,606	225,578
CASH PAID FOR: Income taxes
NON-CASH FINANCING ACTIVITIES
Discounts on notes payable	$83,450

ORGANIZATION_AND_NATURE_OF_BUS

ORGANIZATION AND NATURE OF BUSINESS	3 Months Ended
	Nov. 30, 2014
ORGANIZATION AND NATURE OF BUSINESS [Abstract]
ORGANIZATION AND NATURE OF BUSINESS	NOTE 1—ORGANIZATION AND NATURE OF BUSINESS
	Dixie Foods International, Inc. (the “Company”; OTCQB:”DIXI”) was formed in May 2010 as Dixie Foods, International, Inc. to operate a specialty food business for salad dressing, sauces and condiments.  The Company was organized and still operates under the laws of the State of Florida. In November, 2014, the Company changed its name to “Preferred Restaurant Brands” and is in process of effecting that change with FINRA, the SEC and other regulatory authorities.  The fiscal year end for the Company and all of its subsidiaries is August 31. The Company has aggregated its operations into one reportable segment.
	On June 4, 2014, the Company completed the purchase (the “Reverse Acquisition”) of KCI Investments, LLC (“KCI”).   In connection with the Reverse Acquisition, the Company acquired 100% of the issued and outstanding membership interests of KCI from KCI Holding I, LLC ("KCI Holding"), and an entity that, until the consummation of the Reverse Acquisition, held 100% of the membership interests in KCI.
	KCI Investments, LLC, a Nevada limited liability company headquartered in Las Vegas, Nevada, was formed on November 8, 2004, but did not engage in any business operations until November 2010.  Currently, KCI is engaged in developing, owning and operating a multi-brand chain of restaurants, currently under two franchise brands: Capriotti's Sandwich Shops and Papa John's.  KCI also owns and operates various other restaurant concepts.  KCI and its various subsidiaries, currently operate 17 restaurants: 12, franchised Capriotti's Sandwich Shops; four franchised Papa John's pizza restaurants, and Elements Kitchen & Martini Bar.  Additionally, the Company has in various stages of development and construction: four Capriottis; eight Papa John's; a new restaurant concept, and the Italian Steakhouse, all of which it anticipates opening over the next 12 months subject to access to additional capital.

GOING_CONCERN

GOING CONCERN	3 Months Ended
	Nov. 30, 2014
GOING CONCERN [Abstract]
GOING CONCERN	NOTE 2—GOING CONCERN
	These financial statements have been prepared on a going concern basis, which implies that the Company will continue to realize its assets and discharge its liabilities in the normal course of business. As of November 30, 2014, the Company has a working capital deficit of $10,582,341 and an accumulated deficit of $24,696,243. The continuation of the Company as a going concern is dependent upon the continued financial support from its management, and its ability to: identify future investment opportunities and obtain the necessary debt or equity financing and generate profitable operations from the Company's future operations. These factors raise substantial doubt regarding the Company's ability to continue as a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.
	In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management's plan is to obtain such resources for the Company by obtaining debt and/or equity capital from existing and/or new investors and/or creditors sufficient to meet its ongoing operating expenses, pending transactions and growth plans. However management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.
	The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

SUMMARY_OF_SIGNIFICANT_ACCOUNT

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Nov. 30, 2014
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 3—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
	Condensed Financial Statements
	The accompanying financial statements have been prepared by the Company without audit.  In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows at November 30, 2014 and for all periods presented have been made.
	Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed consolidated financial statements be read in conjunction with the financial statements and notes thereto included in the Company's August 31, 2014 audited financial statements.  The results of operations for the periods ended November 30, 2014 and 2013 are not necessarily indicative of the operating results for the full years.
	Use of Estimates
	The preparation of financial statements, in conformity with U.S. 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 as of 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 under different assumptions or conditions.
	Cash and Cash Equivalents
	The Company considers all highly liquid investment instruments purchased with an initial maturity of three months or less to be cash equivalents.
	Accounts Receivable
	Accounts receivable primarily consists of receivables from undeposited funds from the Company's credit card processor, third party gift card distributors, payroll-related tax receivables, vendor rebates and receivables arising from the normal course of business from catering sales. The allowance for doubtful accounts is the Company's best estimate of the amount of probable credit losses in the Company's existing accounts receivable based on a specific review of account balances. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recoverability is considered remote.
	Inventory
	Inventory (consisting principally of food, beverages and supplies), is valued at the lower of first-in, first-out cost or market. Certain key ingredients bread, meats vegetables, cheeses and beverages are purchased from a small number of suppliers.
	Revenue Recognition
	Revenue from restaurant sales is recognized when food and beverage products are sold. The Company reports revenue net of sales and use taxes collected from customers and remitted to governmental taxing authorities.
	Income Taxes
	The Company accounts for income taxes in accordance with Accounting Standards Codification Topic 740, Income Taxes ("Topic 740"), which requires the recognition of deferred tax liabilities and assets at currently enacted tax rates for the expected future tax consequences of events that have been included in the financial statements or tax returns. A valuation allowance is recognized to reduce the net deferred tax asset to an amount that is more likely than not to be realized.
	Topic 740 provides guidance on the accounting for uncertainty in income taxes recognized in a company's financial statements. Topic 740 requires a company to determine whether it is more likely than not that a tax position will be sustained upon examination based upon the technical merits of the position. If the more likely-than-not threshold is met, a company must measure the tax position to determine the amount to recognize in the financial statements.
	At the adoption date of November 1, 2007, the Company had no unrecognized tax benefit which would affect the effective tax rate if recognized. The Company includes interest and penalties arising from the underpayment of income taxes in the statements of operations in the provision for income taxes. As of September 30, 2014 and December 31, 2013 the Company had no accrued interest or penalties related to uncertain tax positions. The Company files an income tax return in the U.S. federal jurisdiction and the state of California. With few exceptions, the Company is no longer subject to U.S. federal, state, and local, or non-U.S. income tax examinations by tax authorities for years before 2008.
	Basic and Diluted Loss per Common Share
	Basic loss per common share is calculated by dividing the Company's net loss applicable to shareholders by the weighted average number of shares during the period. Diluted loss per share is calculated by dividing the Company's net loss available to shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is adjusted for any potentially dilutive debt or equity. There were 1,177,322 such shares outstanding as of November 30, 2014, which were excluded from the calculation of diluted loss per share as their effect would have been anti-dilutive.
	New Accounting Pronouncements
	The Company's management has considered all recent accounting pronouncements. Management believes that these recent pronouncements will not have a material effect on the Company's financial statements.

PROPERTY_AND_EQUIPMENT

PROPERTY AND EQUIPMENT	3 Months Ended
	Nov. 30, 2014
PROPERTY AND EQUIPMENT [Abstract]
PROPERTY AND EQUIPMENT	NOTE 4—PROPERTY AND EQUIPMENT
	As of November 30, 2014 and August 31, 2014 the Company's property and equipment consisted of the following:
		November 30,			August 31,
		2014			2014
	Building and leasehold improvements	$	3,761,717		$	3,161,646
	Machinery and equipment		1,026,345			1,022,299
	Furniture and fixtures		692,548			358,390
	Less: Accumulated depreciation		(1,304,467	)		(1,123,592	)
	Property and equipment, net	$	4,176,143		$	3,418,743
	Depreciation expense included as a charge to income (including restaurant-related depreciation recorded in “Other operating costs (including Restaurant-Related Depreciation)” was $180,875 and $140,595 for the three-months ended November 30, 2014 and 2013, respectively.

INTANGIBLE_ASSETS

INTANGIBLE ASSETS	3 Months Ended
	Nov. 30, 2014
INTANGIBLE ASSETS [Abstract]
INTANGIBLE ASSETS	NOTE 5—INTANGIBLE ASSETS
	Intangible assets represents capitalized prepaid territory rights and franchise fees paid. The costs are amortized over the remaining life of the contract executed with the franchisor.
	As of November 30, 2014 and August 31, 2014 the Company's territory and franchise rights consisted of the following:
		November 30,			August 31,
		2014			2014
	Territory and franchise rights	$	1,931,194		$	1,926,194
	Less: Accumulated amortization		(1,156,198	)		(1,028,348	)
	Territory and franchise rights, net	$	774,996		$	897,846
	Amortization expense on intangible assets included as a charge to income was $101,036 and $102,920 for the years ended November 30, 2014 and 2013, respectively.
	Estimated amortization expense to be recorded for the next five years is as follows:
	2015	$	332,122
	2016		97,176
	2017		97,176
	2018		97,176
	2019		97,176
	Thereafter		54,170
	Total future amortization	$	774,996

RELATED_PARTY_TRANSACTIONS

RELATED PARTY TRANSACTIONS	3 Months Ended
	Nov. 30, 2014
RELATED PARTY TRANSACTIONS [Abstract]
RELATED PARTY TRANSACTIONS	NOTE 6—RELATED PARTY TRANSACTIONS
	As of August 31, 2014, the Company owed $-0- to related parties. During the three month period ended November 30, 2014, related parties made cash loans of $457,819 and paid for Company expenses of $36,291. The Company made cash repayments of $115,037, leaving an ending balance due of $379,073 due to related parties at November 30, 2014. All related party loans bear no interest, are unsecured and are due on demand.
	The Company's CEO, Kenneth Antos, has personally guaranteed virtually all the outstanding obligations due by the Company. This includes: virtually all of the outstanding notes payables on all loans; leases with the various landlords, and all of the obligations to franchisors.

NOTES_PAYABLE

NOTES PAYABLE	3 Months Ended
	Nov. 30, 2014
NOTES PAYABLE [Abstract]
NOTES PAYABLE	NOTE 7—NOTES PAYABLE
	As of November, 2014 and August, 2014 the Company's notes payable consisted of the following:
		November 30,			August 31,
		2014			2014
	Note payable bearing interest at 13.5% per annum, originated June 22, 2012, original maturity date of June 22, 2013. This note is in default and currently bears a default interest rate of 18.5%.	$	2,700,000		$	2,700,000
	Note payable bearing interest at 12.0% per annum, originated December 27, 2012, original maturity date of December 27, 2013. This note is in default and currently bears a default interest rate of 17.0%.		950,000			1,000,000
	Note payable originated October 2, 2014, original maturity date of October 16, 2014. This note is currently in default.		100,000			-
	Note payable originated September 25, 2014, original maturity date of October 9, 2014. This note is currently in default.		100,000			-
	Note payable bearing interest at 12.0% per annum, originated February 1, 2013, original maturity date of August 1, 2014. This note is in default and currently bears a default interest rate of 17.0%.		550,000			550,000
	Notes Payable bearing interest at 7.4% per annum, originated July 11, 2014 maturity date of April 13, 2015.		85,801			126,577
	Note payable bearing interest at 12.0% per annum, originated February 1, 2013, original maturity date of August 1, 2014. This note is in default and currently bears a default interest rate of 17.0%.		650,000			650,000
	Notes payable bearing interest at 5.0% per annum, originated August 31, 2014, payable upon demand.		80,000			80,000
	Note payable bearing interest at 12.0% per annum, originated February 1, 2013, original maturity date of August 1, 2014. This note is in default and currently bears a default interest rate of 17.0%.		800,000			800,000
	Notes Payable bearing interest at 18.0% per annum originated May 8, 2014, payable upon demand.		225,000			250,000
	Note payable bearing interest at 12.0% per annum, originated October 3, 2013, original maturity date of November 2, 2013. This note is in default and currently bears a default interest rate of 17.0%.		100,000			100,000
	Note payable bearing interest at 13.3% per annum, originated August 28, 2013, original maturity date of February 28, 2014. This note is in default and currently bears a default interest rate of 18.3%.		90,000			90,000
	Note payable bearing interest at 13.3% per annum, originated August 28, 2013, original maturity date of February 28, 2014. This note is in default and currently bears a default interest rate of 18.3%.		-			10,000
	Note payable bearing interest at 10.0% per annum, originated December 4, 2013, due on October 15, 2014.  This note is currently in default and bears a default interest rate of 15.0%.		560,000			560,000
	Note payable bearing interest at 12.0% per annum, originated June 7, 2013, original maturity date of June 7, 2014		500,000			500,000
	Total notes payable	$	7,490,801		$	7,866,299
	Less: current portion		(7,496,681	)		(7,366,299	)
	Long-term notes payable	$	500,000		$	500,000
	Secured Borrowings
	On August 11, 2014, the Company entered into three financing arrangements with a third party for a combined principal amount of $470,000.  The terms of the arrangement require the Company to pay the $470,000 principal balance plus an additional $169,200 for total remittance of $639,200.  The terms of repayment require the Company to remit to the lender 24 percent of all future receivables arising from credit card, debit card and prepaid transactions until such time as the total remittance is paid in full.  This borrowing is secured by the assets of the Company.
	The additional $169,200 will be recognized as interest expense over the estimated term of the agreement.  The term is not fixed due to the variable repayment terms; however, management currently estimates such term to be approximately 11 months. The ending principal balance of these borrowings at November 30, 2014 and August 31, 2013 was $400,346 and $611,621, respectively.
	On October 28, 2014 and November 3, 2014, the Company entered into two financing arrangements with two separate third parties for a combined principal amount of $200,000.  The terms of the arrangements require the Company to pay the $200,000 principal balance plus an additional $83,450 for total remittance of $283,450.  The terms of repayment require the Company to remit to the lender average of 15 percent of all future receivables arising from credit card, debit card and prepaid transactions until such time as the total remittance is paid in full.  This borrowing is secured by the assets of the Company.
	The additional $83,450 will be recognized as interest expense over the estimated term of the agreement.  The term is not fixed due to the variable repayment terms, however management currently estimates such term to be approximately 11 months. The ending principal balance of these borrowings at November 30, 2014 was $254,435.

CONVERTIBLE_NOTES_PAYABLE

CONVERTIBLE NOTES PAYABLE	3 Months Ended
	Nov. 30, 2014
CONVERTIBLE NOTES PAYABLE [Abstract]
CONVERTIBLE NOTES PAYABLE	NOTE 8—CONVERTIBLE NOTES PAYABLE
	As of November 30, 2014 and August 31, 2014 the Company's convertible notes payable consisted of the following:
		November 30,		August 31,
		2014		2014
	Convertible note payable bearing interest at 10.0% per annum, originated April 23, 2012, original maturity date of April 23, 2017. The note is convertible into common shares of the Company at $1.00 per share.	$	500,000	$	500,000
	Convertible note payable bearing interest at 9.0% per annum, originated July 25, 2013, original maturity date of July 25, 2018. The note is convertible into common shares of the Company at $1.50 per share.		50,000		50,000
	Convertible note payable bearing interest at the market interest rate plus 6.0% per annum, originated May 1, 2012, original maturity date of May 1, 2015. The note is convertible into common shares of the Company at $0.30 per share.		300,000		300,000
	Total notes payable	$	850,000	$	850,000
	Less: current portion		300,000		300,000
	Long-term convertible notes payable	$	550,000	$	550,000
	The intrinsic value of the beneficial conversion feature and the debt discount associated with all convertible debts were recorded based on the relative fair value of the equity in relation to the debt in accordance with ASC 470. The total initial beneficial conversion feature recorded for the convertible notes equaled $150,000 on December 15, 2011 which had been fully amortization to interest expense as of the beginning of the periods presented.

DERIVATIVE_LIABILITY

DERIVATIVE LIABILITY	3 Months Ended
	Nov. 30, 2014
DERIVATIVE LIABILITY [Abstract]
DERIVATIVE LIABILITY	NOTE 9—DERIVATIVE LIABILITY
	Effective July 31, 2009, the Company adopted ASC 815 which defines determining whether an instrument (or embedded feature) is solely indexed to an entity's own stock. The exercise price of certain warrants granted during the period ended November 30, 2014 are variable and subject to the fair value of the Company's common stock on the date of exercise. As a result, the Company has determined that the exercise feature is not considered to be solely indexed to the Company's own stock and is therefore not afforded equity treatment. In accordance with ASC 815, the Company has bifurcated the exercise feature of the instruments to be recorded as a derivative liability.
	ASC 815 requires Company management to assess the fair market value of derivatives at each reporting period and recognize any change in the fair market value as items of other income or expense. The Company's only asset or liability measured at fair value on a recurring basis is its derivative liability associated with these warrants.
	At origination and subsequent revaluations, the Company valued the derivative liability using the Black-Scholes options pricing model under the following assumptions:
		November 30,
		2014
	Risk-free interest rate	1.45% – 1.49%
	Expected options life	4.87 – 5.00
	Expected dividend yield	-
	Expected price volatility	523% – 538%
	During the period ended November 30, 2014, the Company's derivative liability remained constant at $526,316 and recognized no gain or loss on derivative liability in conjunction with settlement of convertible notes payable, additions of new derivative liabilities and subsequent revaluations of existing derivative liabilities.

CLASS_B_MEMBERSHIP_UNITS

CLASS B MEMBERSHIP UNITS	3 Months Ended
	Nov. 30, 2014
CLASS B MEMBERSHIP UNITS [Abstract]
CLASS B MEMBERSHIP UNITS	NOTE 10—CLASS B MEMBERSHIP UNITS
	The Company's subsidiaries, KCI Restaurant I, LLC (“Restaurant I”), KCI Restaurant II, LLC (“Restaurant II”), PRB I, LLC (“PRB I”) and PRB II, LLC (“PRB II”) are authorized to issue up to 2 Class B membership units with no par value each, of which 5 and 2 units were issued and outstanding as of November 30, 2014 and August 31, 2014, respectively.
	Each Class B membership unit was sold for $500,000, plus $60,000 for administrative costs payable to third parties. Each unit carries equal voting rights to the Class A membership units of each subsidiary. Each Class B unit is entitled to receive distributions equal to 0.5 percent of the value of the units held each year.
	Adjudication and Redemption of Class B Membership Units
	The Class B membership units are linked to approval of an EB-5 Visa, which requires a foreign investor to invest $1,000,000 (or at least $500,000 in a "Targeted Employment Area" - high unemployment or rural area), in projects that create at least 10 jobs for U.S. workers.  The terms of the instrument state that the Class B membership units have a five-year life but that, once adjudication is reached in the EB-5 Visa approval process, the managing member of the LLC may, in its sole discretion, elect to have the Company purchase, for fair market value, the unit holders Class B Units at any time following an offer by such member to sell his or her Class B Units. This election is optional on the part of the managing member and member has no rights to cause the managing member or the Company to repurchase or redeem such member's Class B unit. As such, the units (1) are not mandatorily redeemable, (2) are redeemable at the sole discretion of the Company and (3) not redeemable at the sole option of the unit holder and the redemption must be agreed to by Company.
	Denial of I-526 Petition
	If the member's I-526 Petition is denied with respect to that member's investment in the company, and the member has not been previously expelled from the company, the member has the right, within fifteen days following the date of the I-526 Denial, to request that the company cancel that member's entire interest in the Company and which time the Company will return the member's capital contribution and administrative fee, without interest. As such and as the Class B units are not entitled to the distribution of profits and losses, the redeemable value of the membership interest are presented in the mezzanine section of the balance until such time as the I-526 petition is successfully approved after they value of the shares will be moved into permanent equity. No adjustments for noncontrolling interests have been made.
	During the three months ended November 30, 2014, Company subsidiaries issued three (3) Class B membership units in exchange for total cash proceeds of $1,680,000 (inclusive of $180,000 received for administrative fees due and payable to third parties).
	During the year ended August 31, 2014, Company subsidiaries issued two (2) Class B membership units in exchange for total cash proceeds of $1,120,000 (inclusive of $60,000 received for administrative fees due and payable to third parties).

STOCKHOLDERS_EQUITY

STOCKHOLDERS' EQUITY	3 Months Ended
	Nov. 30, 2014
STOCKHOLDERS' EQUITY [Abstract]
STOCKHOLDERS' EQUITY	NOTE 11—STOCKHOLDERS' DEFICIT
	The Company's authorized capital stock consists of 150,000,000 shares of common stock, $0.001 par value per share, and 15,000,000 shares of preferred stock, par value $0.001 per share. As of November 30, 2014 and August 31, 2013, there were 42,993,475 and 42,570,975 shares of common stock issued and outstanding, respectively, and zero shares of preferred stock issued and outstanding, respectively.
	Preferred Stock
	Our board of directors has the authority, without stockholder approval, to issue up to 15,000,000 shares of preferred stock, $0.001 par value. The authorized preferred stock may be issued by the Board of Directors in one or more series and with the rights, privileges and limitations of the preferred stock determined by the Board of Directors. The rights, preferences, powers and limitations on different series of preferred stock may differ with respect to dividend rates, amounts payable on liquidation, voting rights, conversion rights, redemption provisions, sinking fund provisions, and other matters.
	Common Stock
	During the three months period ended November 30, 2014, in connection with the extension of certain agreements related to the Reverse Acquisition, the Company issued to certain shareholders of the Company, all of whom were shareholders prior to the Reverse Acquisition, 10,000 shares of common stock of the Company.
	In connection with short-term loans made to the Company by two separate entities, the Company agreed to issue shares of common stock to each lender. For each two weeks that each such loan remains outstanding, the Company is required to issue another 37,500 shares of its Common Stock. To date, the Company has issued 412,500 shares in connection with these loans.
	During the year ended August 31, 2014, the Company issued 26,959,829 shares of common stock as follows:
	Description	Shares
		Issued
	Common stock issued for cash proceeds of $3,378,000		7,193,654
	Common stock issued for services of $911,569		2,045,163
	Cash received for exercise of options and warrants at $0.03 per share		3,909,226
	Common stock issued for debt issuance costs		1,587,738
	Common stock issued for debt modifications		1,373,914
	Cash received and services credited for exercise of options and warrants at $0.03 per share		2,884,134
	Common stock issued in reverse recapitalization		8,006,000
	Total		26,959,829

STOCK_OPTIONS_AND_WARRANTS

STOCK OPTIONS AND WARRANTS

3 Months Ended

Nov. 30, 2014

STOCK OPTIONS AND WARRANTS [Abstract]

STOCK OPTIONS AND WARRANTS

NOTE 12—STOCK OPTIONS AND WARRANTS

Stock Options

During the year ended August 31, 2014, the Company granted 9,573,604 options to purchase common stock at $0.50 per share to the Company employees and consultants. 1,477,687 options vested immediately and 8,095,917 options vested 1/3 on each grant anniversary date for the subsequent three years. All options issued in 2014 expire on August 30, 2024. Subsequent to August 31, 2014, 100,000 of the nonvested options granted have been rescinded, thus, leaving 9,473,604 stock options outstanding and 1,477,686 stock options exercisable.

Stock compensation expense is recognized on a pro-rata basis over the vesting period of the options. During the three month period ended November 30, 2014 the Company recognized $818,001 in compensation expense arising from options issued, leaving $9,064,973 of compensation expense on stock options to be recognized subsequent to November 30, 2014.

Warrants

During the period ended November 30, 2014, the Company issued 692,521 warrants to creditors to acquire its common stock:

In applying the Black-Scholes options pricing model to the options and warrant grants, the fair value of our share-based awards granted were estimated using the following assumptions for the periods indicated below:

November 30,

2014

Risk-free interest rate

1.45% – 1.49%

Expected options life

4.87 – 5.00

Expected dividend yield

-

Expected price volatility

523% – 538%

A summary of the status of the Company's stock options as of November 30, 2014 and changes during the periods ended November 30, 2014 and 2013 is presented below:

Number of

Options and

Warrants

Outstanding at August 31, 2014

9,573,604

Options and warrants granted

691,521

Options and warrants exercised

-

Options and warrants forfeited or expired

(100,000

)

Outstanding at November 30, 2014

10,166,125

Exercisable at November 30, 2014

2,170,207

The following table summarizes information about options and warrants as of November 30, 2014:

Options and Warrants

Options and Warrants

Outstanding

Exercisable

Range of Exercise

Number

Weighted

Weighted

Number

Weighted

Prices

Outstanding

Average

Average

Exercisable

Average

Remaining

Exercise

Exercise

Contractual

Price

Price

Life (in

years)

$

0.5

9,473,604

4.67

$

0.5

1,477,686

$

0.5

$

0.72

691,521

4.79

$

0.72

691,521

$

0.72

10,166,125

4.67

$

0.51

2,170,207

$

0.57

SUBSEQUENT_EVENTS

SUBSEQUENT EVENTS	3 Months Ended
	Nov. 30, 2014
SUBSEQUENT EVENTS [Abstract]
SUBSEQUENT EVENTS	NOTE 13—SUBSEQUENT EVENTS
	New Store Openings
	Subsequent to November 30, 2014, the Company, on December 26, 2014, opened its third and fourth franchised Papa John's locations, 8300 Sierra College Blvd. in Roseville California and 3842 West Shaw in Fresno, California.
	Other Pending Operating-Related Transactions
	Subsequent to November 30, 2014 the Company:
		§	Signed leases to open what, as of this date, cumulatively totals eight additional, franchised Papa John's locations in Northern California;
		§	Entered into a definitive agreement to acquire two franchised Papa John's locations in Northern California, both of which currently are open and operating, and
		§	Entered into a series of definitive agreements: to take over a previously-closed restaurant space in high-end retail center in the Summerlin area of Las Vegas, Nevada; enter into a new lease with the landlord, and open up a new restaurant concept. Upon completion of various requirements of the Seller, the Company shall issue to the Seller 50,000 share of the Company's Common Stock.
	Note that, as of this date:
		§	Construction has commenced construction for one of the Papa John's locations under lease (in addition to the four already operating);
		§	The Company currently anticipated consummating the pending acquisition of the two operating Papa John's locations within in the next few months - subject to access to financing, and
		§	The Company currently anticipates opening its new restaurant concept before the end of March 2015 – subject to access to additional financing.
	The Company, in December 2014, closed one of its locations in Texas. The Company is in negotiations to sublet the space to another business and is moving the equipment and as much as possible of the tenant improvements to another Capriotti's location currently under construction.
	The Company previously announced that it would be opening various concept restaurants in partnership with Chef Alex Stratta. In early December 2014, the Company ended its relationship with Stratta. The Company still intends to open these restaurants and explore opening other, unique concepts that it can open and then replicable in multiple locations and multiple markets. The opening of these restaurants, as well as future concepts, is subject to access to additional financing
	Name Change
	The Company, on November 17, 2014, announced that it has changed its name to "Preferred Restaurant Brands". As of this date, the Company is in the process of filing documents with FINRA, the Securities and Exchange Commission and other required regulatory bodies to effect this change. The Company intends to submit this change to a vote of shareholders either at its next-scheduled shareholder meeting or through an information statement (which will note that shareholders representing more than 95% of the Company's common stock have approved the name change.
	Capriotti's Area Development Agreements
	Subsequent to November 30, 2014, the Company entered into amended Area Development Agreements with the franchisor of Capriotti's Sandwich Shops. Pursuant to those agreements, the Company relinquished the exclusive right to develop Capriotti's Sandwich Shops in its five contractual territories, in return for which the Company's contractual obligations to open stores in each territory were decreased to one per year per territory.
	Financings
	In connection with short-term loans made to the Company by two separate entities, the Company agreed to issue shares of Common Stock to those two lenders. To-date, the Company has issued 225,000 shares to each of these two lenders. For each two weeks that each such loan remains outstanding, the Company is required to issue another 37,500 shares of its Common Stock. To date, the Company has issued 375,000 shares, subsequent to November 30, 2014 in connection with these loans.
	In connection with his assistance with facilitating EB-5 funding for the Company, as well as in consideration of other advice and services rendered, the Company issued to Company Director Mike Liu a Warrant entitling him, any time for five years after issuance, to acquire 400,000 shares of the Company's Common Stock at an exercise price of $0.84 per share.
	The Company currently owes approximately $3.65 million to various entities directly or indirectly controlled by a Company Director. The Company currently is in discussions with those entities to restructure some of their debt and extend maturities such that they no longer are past due. The resolution of these issues will result in the granting of additional equity securities to these entities, the nature and amount of which has not yet been determined. Note that those entities, through their ownership interest in KCI Holding I, LLC, indirectly own approximately 18.5% of the Company's Common Stock currently outstanding.
	The Company, as of November 30, 2014 owed approximately $2.7 million to CBC Partners I, LLC ("CBC"). The Company, subsequent to that date reached an agreement with CBC to extend the maturity and make other modifications to this debt such that it no longer is past due. In connection with that agreement, CBC also advanced to the Company on a short-term basis an additional $250,000. In partial consideration of that advance, the Company has committed to issue to CBC warrants to acquire 1,450,000 shares of the Company's Common Stock at an exercise price of $0.84 per share. Note that CBC, through its ownership interest in KCI Holding I, LLC, indirectly owns approximately 4% of the Company's Common Stock currently outstanding.
	On December 24, 2014, the Company entered into a convertible loan in the amount of $110,000. This loan, due on demand is convertible, at the holder's option, into the Company's common stock at a conversion price equal to 65% of the market price of the stock (defined in this case as equal to the average of the 5 lowest trades of the Common Stock for any Trading Day(s) during the Pricing Period, or the closing bid price on the last day of the pricing period - the fifteen trading days preceding the date of the conversion notice). The issue amount of this note, prior to related fees and expenses, was $100,000. The $10,000 difference will be recorded by the Company as an Original Issue Discount and amortized over the life of the loan.
	In January 2015, an affiliate of one of the Directors made two loans to the Company totaling $100,000. Those loans are repayable, with interest of 15% per year, by payments over the next approximately two months, in the amount of $2,278 per day, five days per week.

RESTATEMENT_OF_FINANCIAL_STATE

RESTATEMENT OF FINANCIAL STATEMENTS	3 Months Ended
	Nov. 30, 2014
RESTATEMENT OF FINANCIAL STATEMENTS [Abstract]
RESTATEMENT OF FINANCIAL STATEMENTS	NOTE 14 – RESTATEMENT OF FINANCIAL STATEMENTS
	The Company has restated the August 31, 2014 financial statements as originally presented in its Form 10-K filed on December 19, 2104. The changes and explanation of such are as follows:
	As of August 31, 2014:
			Originally		Restatement			As
			Reported		Adjustment			Restated
	Balance sheet:
	Accounts payable and accrued liabilities		$	709,109	$	120,000	(a)	$	829,109
	Class B membership units		$	1,120,000	$	-120,000	(a)	$	1,000,000
	Notes:
		(a)	Reflects restatement due to adjustment of value of Class B membership units net of portion due for administrative fees to third parties.

SUMMARY_OF_SIGNIFICANT_ACCOUNT1

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
	Nov. 30, 2014
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract]
Condensed Financial Statements	Condensed Financial Statements
	The accompanying financial statements have been prepared by the Company without audit.  In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows at November 30, 2014 and for all periods presented have been made.
	Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed consolidated financial statements be read in conjunction with the financial statements and notes thereto included in the Company's August 31, 2014 audited financial statements.  The results of operations for the periods ended November 30, 2014 and 2013 are not necessarily indicative of the operating results for the full years.
Use of Estimates	Use of Estimates
	The preparation of financial statements, in conformity with U.S. 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 as of 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 under different assumptions or conditions.
Cash and Cash Equivalents	Cash and Cash Equivalents
	The Company considers all highly liquid investment instruments purchased with an initial maturity of three months or less to be cash equivalents.
Accounts Receivable	Accounts Receivable
	Accounts receivable primarily consists of receivables from undeposited funds from the Company's credit card processor, third party gift card distributors, payroll-related tax receivables, vendor rebates and receivables arising from the normal course of business from catering sales. The allowance for doubtful accounts is the Company's best estimate of the amount of probable credit losses in the Company's existing accounts receivable based on a specific review of account balances. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recoverability is considered remote.
Inventory	Inventory
	Inventory (consisting principally of food, beverages and supplies), is valued at the lower of first-in, first-out cost or market. Certain key ingredients bread, meats vegetables, cheeses and beverages are purchased from a small number of suppliers.
Revenue Recognition	Revenue Recognition
	Revenue from restaurant sales is recognized when food and beverage products are sold. The Company reports revenue net of sales and use taxes collected from customers and remitted to governmental taxing authorities.
Income Taxes	Income Taxes
	The Company accounts for income taxes in accordance with Accounting Standards Codification Topic 740, Income Taxes ("Topic 740"), which requires the recognition of deferred tax liabilities and assets at currently enacted tax rates for the expected future tax consequences of events that have been included in the financial statements or tax returns. A valuation allowance is recognized to reduce the net deferred tax asset to an amount that is more likely than not to be realized.
	Topic 740 provides guidance on the accounting for uncertainty in income taxes recognized in a company's financial statements. Topic 740 requires a company to determine whether it is more likely than not that a tax position will be sustained upon examination based upon the technical merits of the position. If the more likely-than-not threshold is met, a company must measure the tax position to determine the amount to recognize in the financial statements.
	At the adoption date of November 1, 2007, the Company had no unrecognized tax benefit which would affect the effective tax rate if recognized. The Company includes interest and penalties arising from the underpayment of income taxes in the statements of operations in the provision for income taxes. As of September 30, 2014 and December 31, 2013 the Company had no accrued interest or penalties related to uncertain tax positions. The Company files an income tax return in the U.S. federal jurisdiction and the state of California. With few exceptions, the Company is no longer subject to U.S. federal, state, and local, or non-U.S. income tax examinations by tax authorities for years before 2008.
Basic and Diluted Loss per Common Share	Basic and Diluted Loss per Common Share
	Basic loss per common share is calculated by dividing the Company's net loss applicable to shareholders by the weighted average number of shares during the period. Diluted loss per share is calculated by dividing the Company's net loss available to shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is adjusted for any potentially dilutive debt or equity. There were 1,177,322 such shares outstanding as of November 30, 2014, which were excluded from the calculation of diluted loss per share as their effect would have been anti-dilutive.
New Accounting Pronouncements	New Accounting Pronouncements
	The Company's management has considered all recent accounting pronouncements. Management believes that these recent pronouncements will not have a material effect on the Company's financial statements.

PROPERTY_AND_EQUIPMENT_Tables

PROPERTY AND EQUIPMENT (Tables)	3 Months Ended
	Nov. 30, 2014
PROPERTY AND EQUIPMENT [Abstract]
Schedule of property and equipment		November 30,			August 31,
		2014			2014
	Building and leasehold improvements	$	3,761,717		$	3,161,646
	Machinery and equipment		1,026,345			1,022,299
	Furniture and fixtures		692,548			358,390
	Less: Accumulated depreciation		(1,304,467	)		(1,123,592	)
	Property and equipment, net	$	4,176,143		$	3,418,743

INTANGIBLE_ASSETS_Tables

INTANGIBLE ASSETS (Tables)	3 Months Ended
	Nov. 30, 2014
INTANGIBLE ASSETS [Abstract]
Schedule of territory and franchise rights of the company		November 30,			August 31,
		2014			2014
	Territory and franchise rights	$	1,931,194		$	1,926,194
	Less: Accumulated amortization		(1,156,198	)		(1,028,348	)
	Territory and franchise rights, net	$	774,996		$	897,846
Schedule of estimated amortization expense to be recorded for the next five years	Estimated amortization expense to be recorded for the next five years is as follows:
	2015	$	332,122
	2016		97,176
	2017		97,176
	2018		97,176
	2019		97,176
	Thereafter		54,170
	Total future amortization	$	774,996

NOTES_PAYABLE_Tables

NOTES PAYABLE (Tables)	3 Months Ended
	Nov. 30, 2014
NOTES PAYABLE [Abstract]
Schedule of notes payable		November 30,			August 31,
		2014			2014
	Note payable bearing interest at 13.5% per annum, originated June 22, 2012, original maturity date of June 22, 2013. This note is in default and currently bears a default interest rate of 18.5%.	$	2,700,000		$	2,700,000
	Note payable bearing interest at 12.0% per annum, originated December 27, 2012, original maturity date of December 27, 2013. This note is in default and currently bears a default interest rate of 17.0%.		950,000			1,000,000
	Note payable originated October 2, 2014, original maturity date of October 16, 2014. This note is currently in default.		100,000			-
	Note payable originated September 25, 2014, original maturity date of October 9, 2014. This note is currently in default.		100,000			-
	Note payable bearing interest at 12.0% per annum, originated February 1, 2013, original maturity date of August 1, 2014. This note is in default and currently bears a default interest rate of 17.0%.		550,000			550,000
	Notes Payable bearing interest at 7.4% per annum, originated July 11, 2014 maturity date of April 13, 2015.		85,801			126,577
	Note payable bearing interest at 12.0% per annum, originated February 1, 2013, original maturity date of August 1, 2014. This note is in default and currently bears a default interest rate of 17.0%.		650,000			650,000
	Notes payable bearing interest at 5.0% per annum, originated August 31, 2014, payable upon demand.		80,000			80,000
	Note payable bearing interest at 12.0% per annum, originated February 1, 2013, original maturity date of August 1, 2014. This note is in default and currently bears a default interest rate of 17.0%.		800,000			800,000
	Notes Payable bearing interest at 18.0% per annum originated May 8, 2014, payable upon demand.		225,000			250,000
	Note payable bearing interest at 12.0% per annum, originated October 3, 2013, original maturity date of November 2, 2013. This note is in default and currently bears a default interest rate of 17.0%.		100,000			100,000
	Note payable bearing interest at 13.3% per annum, originated August 28, 2013, original maturity date of February 28, 2014. This note is in default and currently bears a default interest rate of 18.3%.		90,000			90,000
	Note payable bearing interest at 13.3% per annum, originated August 28, 2013, original maturity date of February 28, 2014. This note is in default and currently bears a default interest rate of 18.3%.		-			10,000
	Note payable bearing interest at 10.0% per annum, originated December 4, 2013, due on October 15, 2014.  This note is currently in default and bears a default interest rate of 15.0%.		560,000			560,000
	Note payable bearing interest at 12.0% per annum, originated June 7, 2013, original maturity date of June 7, 2014		500,000			500,000
	Total notes payable	$	7,490,801		$	7,866,299
	Less: current portion		(7,496,681	)		(7,366,299	)
	Long-term notes payable	$	500,000		$	500,000

CONVERTIBLE_NOTES_PAYABLE_Tabl

CONVERTIBLE NOTES PAYABLE (Tables)	3 Months Ended
	Nov. 30, 2014
CONVERTIBLE NOTES PAYABLE [Abstract]
Schedule of convertible notes payable		November 30,		August 31,
		2014		2014
	Convertible note payable bearing interest at 10.0% per annum, originated April 23, 2012, original maturity date of April 23, 2017. The note is convertible into common shares of the Company at $1.00 per share.	$	500,000	$	500,000
	Convertible note payable bearing interest at 9.0% per annum, originated July 25, 2013, original maturity date of July 25, 2018. The note is convertible into common shares of the Company at $1.50 per share.		50,000		50,000
	Convertible note payable bearing interest at the market interest rate plus 6.0% per annum, originated May 1, 2012, original maturity date of May 1, 2015. The note is convertible into common shares of the Company at $0.30 per share.		300,000		300,000
	Total notes payable	$	850,000	$	850,000
	Less: current portion		300,000		300,000
	Long-term convertible notes payable	$	550,000	$	550,000

DERIVATIVE_LIABILITY_Tables

DERIVATIVE LIABILITY (Tables)	3 Months Ended
	Nov. 30, 2014
DERIVATIVE LIABILITY [Abstract]
Schedule of assumptions used to valued the derivative liabilities using the Black-Scholes options pricing model		November 30,
		2014
	Risk-free interest rate	1.45% – 1.49%
	Expected options life	4.87 – 5.00
	Expected dividend yield	-
	Expected price volatility	523% – 538%

STOCKHOLDERS_EQUITY_Tables

STOCKHOLDERS' EQUITY (Tables)	3 Months Ended
	Nov. 30, 2014
STOCKHOLDERS' EQUITY [Abstract]
Schedule of issued shares of common stock	Description	Shares
		Issued
	Common stock issued for cash proceeds of $3,378,000		7,193,654
	Common stock issued for services of $911,569		2,045,163
	Cash received for exercise of options and warrants at $0.03 per share		3,909,226
	Common stock issued for debt issuance costs		1,587,738
	Common stock issued for debt modifications		1,373,914
	Cash received and services credited for exercise of options and warrants at $0.03 per share		2,884,134
	Common stock issued in reverse recapitalization		8,006,000
	Total		26,959,829

STOCK_OPTIONS_AND_WARRANTS_Tab

STOCK OPTIONS AND WARRANTS (Tables)	3 Months Ended
	Nov. 30, 2014
STOCK OPTIONS AND WARRANTS [Abstract]
Summary of the status of the Company's member unit and common stock options			Number of
			Options and
			Warrants
	Outstanding at August 31, 2014			9,573,604
	Options and warrants granted			691,521
	Options and warrants exercised			-
	Options and warrants forfeited or expired			(100,000	)
	Outstanding at November 30, 2014			10,166,125
	Exercisable at November 30, 2014			2,170,207
Schedule of fair value and underlying assumptions for share-based and member unit-based awards granted				November 30,
				2014
	Risk-free interest rate			1.45% – 1.49%
	Expected options life			4.87 – 5.00
	Expected dividend yield			-
	Expected price volatility			523% – 538%
Summary of information about options and warrants					Options and Warrants						Options and Warrants
					Outstanding						Exercisable
	Range of Exercise				Number		Weighted		Weighted		Number		Weighted
	Prices				Outstanding		Average		Average		Exercisable		Average
							Remaining		Exercise				Exercise
							Contractual		Price				Price
							Life (in
							years)
	$	0.5				9,473,604		4.67	$	0.5		1,477,686	$	0.5
	$	0.72				691,521		4.79	$	0.72		691,521	$	0.72
						10,166,125		4.67	$	0.51		2,170,207	$	0.57

RESTATEMENT_OF_FINANCIAL_STATE1

RESTATEMENT OF FINANCIAL STATEMENTS (Tables)	3 Months Ended
	Nov. 30, 2014
RESTATEMENT OF FINANCIAL STATEMENTS [Abstract]
Schedule of changes and explanation of financial statements	As of August 31, 2014:
			Originally		Restatement			As
			Reported		Adjustment			Restated
	Balance sheet:
	Accounts payable and accrued liabilities		$	709,109	$	120,000	(a)	$	829,109
	Class B membership units		$	1,120,000	$	-120,000	(a)	$	1,000,000
	Notes:
		(a)	Reflects restatement due to adjustment of value of Class B membership units net of portion due for administrative fees to third parties.

ORGANIZATION_AND_NATURE_OF_BUS1

ORGANIZATION AND NATURE OF BUSINESS (Details)	3 Months Ended
	Nov. 30, 2014	Jun. 04, 2014
	item
ORGANIZATION AND NATURE OF BUSINESS [Abstract]
Number of reportable segments	1
KCI Holding [Member]
Organization and nature of business
Membership interests acquired (as a percent)		100.00%
Number of franchise brands	2
Number of restaurants	17
Number of franchised Capriotti's Sandwich Shops	12
Number of franchised Papa John's Pizza restaurants	4
Number of Capriottis	4
Number of Papa John's	8

GOING_CONCERN_Details

GOING CONCERN (Details) (USD $)	Nov. 30, 2014	Aug. 31, 2014
GOING CONCERN [Abstract]
Working capital deficit	$10,582,341
Accumulated deficit	($24,696,243)	($20,463,967)

SUMMARY_OF_SIGNIFICANT_ACCOUNT2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Narrative) (Details)	3 Months Ended
	Nov. 30, 2014
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract]
Common stock equivalents outstanding, which were excluded from the calculation of diluted loss per share as their effect would have been anti-dilutive	1,177,322

PROPERTY_AND_EQUIPMENT_Details

PROPERTY AND EQUIPMENT (Details) (USD $)	3 Months Ended
	Nov. 30, 2014	Nov. 30, 2013	Aug. 31, 2014
Property and equipment
Less: Accumulated depreciation	($1,304,467)		($1,123,592)
Property and equipment, net	4,176,143		3,418,743
Depreciation	316,225	140,595
Building and Leasehold Improvements [Member]
Property and equipment
Property and Equipment, gross	3,761,717		3,161,646
Machinery and Equipment [Member]
Property and equipment
Property and Equipment, gross	1,026,345		1,022,299
Furniture and Fixtures [Member]
Property and equipment
Property and Equipment, gross	$692,548		$358,390

INTANGIBLE_ASSETS_Details

INTANGIBLE ASSETS (Details) (USD $)	3 Months Ended
	Nov. 30, 2014	Nov. 30, 2013	Aug. 31, 2014
INTANGIBLE ASSETS [Abstract]
Territory and franchise rights	$1,931,194		$1,926,194
Less: Accumulated amortization	-1,156,198		-1,028,348
Territory and franchise rights, net	774,996		897,846
Amortization expense	$101,036	$102,920

INTANGIBLE_ASSETS_Schedule_of_

INTANGIBLE ASSETS (Schedule of Estimated Amortization Expense to be Recorded for Next Five Years) (Details) (USD $)	Nov. 30, 2014	Aug. 31, 2014
Estimated amortization expense to be recorded for the next five years
2015	$332,122
2016	97,176
2017	97,176
2018	97,176
2019	97,176
Thereafter	54,170
Territory and franchise rights, net	$774,996	$897,846

RELATED_PARTY_TRANSACTIONS_Det

RELATED PARTY TRANSACTIONS (Details) (USD $)	3 Months Ended
	Nov. 30, 2014	Nov. 30, 2013	Aug. 31, 2014
RELATED PARTY TRANSACTIONS [Abstract]
Due to related parties	$379,073
Cash loans made by related parties	457,819	69,854
Company expenses paid by related parties	36,291
Cash repayments to related party	$115,037

NOTES_PAYABLE_Schedule_of_note

NOTES PAYABLE (Schedule of notes payable) (Details) (USD $)	Nov. 30, 2014	Aug. 31, 2014
Notes Payable [Line Items]
Total notes payable	$7,490,801	$7,866,299
Less: current portion	-7,496,681	-7,366,299
Long-term notes payable	500,000	500,000
Note payable bearing an interest at 13.5% per annum, originated June 22, 2012, original maturity date of June 22, 2013. This note is in default and currently bears a default interest rate of 18.5% [Member]
Notes Payable [Line Items]
Interest rate (as a percent)	13.50%	13.50%
Default interest rate (as a percent)	18.50%	18.50%
Total notes payable	2,700,000	2,700,000
Note payable bearing an interest at 12.0% per annum, originated December 27, 2012, original maturity date of December 27, 2013. This note is in default and currently bears a default interest rate of 17.0% [Member]
Notes Payable [Line Items]
Interest rate (as a percent)	12.00%	12.00%
Default interest rate (as a percent)	17.00%	17.00%
Total notes payable	950,000	1,000,000
Note payable originated October 2, 2014, original maturity date of October 16, 2014. This note is currently in default [Member]
Notes Payable [Line Items]
Total notes payable	100,000
Note payable originated September 25, 2014, original maturity date of October 9, 2014. This note is currently in default [Member]
Notes Payable [Line Items]
Total notes payable	100,000
Note payable bearing an interest at 12.0% per annum, originated February 1, 2013, original maturity date of August 1, 2014. This note is in default and currently bears a default interest rate of 17.0% [Member]
Notes Payable [Line Items]
Interest rate (as a percent)	12.00%	12.00%
Default interest rate (as a percent)	17.00%	17.00%
Total notes payable	550,000	550,000
Notes Payable bearing an interest at 7.4% per annum, originated July 11, 2014 maturity date of April 13, 2015 [Member]
Notes Payable [Line Items]
Interest rate (as a percent)	7.40%	7.40%
Total notes payable	85,801	126,577
Note payable bearing an interest at 12.0% per annum, originated February 1, 2013, original maturity date of August 1, 2014. This note is in default and currently bears a default interest rate of 17.0% [Member]
Notes Payable [Line Items]
Interest rate (as a percent)	12.00%	12.00%
Default interest rate (as a percent)	17.00%	17.00%
Total notes payable	650,000	650,000
Notes payable bearing an interest at 5.0% per annum, originated August 31, 2014, payable upon demand [Member]
Notes Payable [Line Items]
Interest rate (as a percent)	5.00%	5.00%
Total notes payable	80,000	80,000
Note payable bearing an interest at 12.0% per annum, originated February 1, 2013, original maturity date of August 1, 2014. This note is in default and currently bears a default interest rate of 17.0% [Member]
Notes Payable [Line Items]
Interest rate (as a percent)	12.00%	12.00%
Default interest rate (as a percent)	17.00%	17.00%
Total notes payable	800,000	800,000
Notes Payable bearing an interest at 18.0% per annum originated May 8, 2014, payable upon demand [Member]
Notes Payable [Line Items]
Interest rate (as a percent)	18.00%	18.00%
Total notes payable	225,000	250,000
Note payable bearing an interest at 12.0% per annum, originated October 3, 2013, original maturity date of November 2, 2013. This note is in default and currently bears a default interest rate of 17.0% [Member]
Notes Payable [Line Items]
Interest rate (as a percent)	12.00%	12.00%
Default interest rate (as a percent)	17.00%	17.00%
Total notes payable	100,000	100,000
Note payable bearing an interest at 13.3% per annum, originated August 28, 2013, original maturity date of February 28, 2014. This note is in default and currently bears a default interest rate of 18.3% [Member]
Notes Payable [Line Items]
Interest rate (as a percent)	13.30%	13.30%
Default interest rate (as a percent)	18.30%	18.30%
Total notes payable	90,000	90,000
Note payable bearing an interest at 13.3% per annum, originated August 28, 2013, original maturity date of February 28, 2014. This note is in default and currently bears a default interest rate of 18.3% [Member]
Notes Payable [Line Items]
Interest rate (as a percent)		13.30%
Default interest rate (as a percent)		18.30%
Total notes payable		10,000
Note payable bearing an interest at 10.0% per annum, originated December 4, 2013, due on October 15, 2014. This note is currently in default and bears a default interest rate of 15.0% [Member]
Notes Payable [Line Items]
Interest rate (as a percent)	10.00%	10.00%
Default interest rate (as a percent)	15.00%	15.00%
Total notes payable	560,000	560,000
Note payable bearing an interest at 12.0% per annum, originated June 7, 2013, original maturity date of June 7, 2014 [Member]
Notes Payable [Line Items]
Interest rate (as a percent)	12.00%	12.00%
Total notes payable	$500,000	$500,000

NOTES_PAYABLE_Narrative_Detail

NOTES PAYABLE (Narrative) (Details) (USD $)	3 Months Ended		0 Months Ended
	Nov. 30, 2014	Nov. 30, 2013	Aug. 11, 2014	Nov. 03, 2014	Sep. 01, 2013
	item		item	item
Notes Payable [Line Items]
Number of separate third parties	2
Interest expense	$1,334,370	$275,431
Secured Borrowing on August 11, 2014 [Member]
Notes Payable [Line Items]
Number of financing arrangements			3
Principal amount	400,346		470,000		611,621
Payment of principal balance	470,000
Payment of addition amount on debt	169,200
Total repayment of debt	639,200
Interest rate (as a percent)	24.00%
Interest expense	169,200
Maturity term	11 months
Secured Borrowing on October 28, 2014 and November 3, 2014 [Member]
Notes Payable [Line Items]
Number of financing arrangements				2
Number of separate third parties	2			2
Principal amount	254,435			200,000
Payment of principal balance				200,000
Payment of addition amount on debt				83,450
Total repayment of debt				283,450
Interest rate (as a percent)				15.00%
Interest expense	$83,450
Maturity term	11 months

CONVERTIBLE_NOTES_PAYABLE_Sche

CONVERTIBLE NOTES PAYABLE (Schedule of Convertible Notes Payable) (Details) (USD $)	Nov. 30, 2014	Aug. 31, 2014
Convertible Notes Payable [Line Items]
Total notes payable	$850,000	$850,000
Less: current portion	300,000	300,000
Long-term convertible notes payable	550,000	550,000
Convertible note payable bearing interest at 10.0% per annum, originated April 23, 2012, original maturity date of April 23, 2017 [Member]
Convertible Notes Payable [Line Items]
Interest rate (as a percent)	10.00%	10.00%
Total notes payable	500,000	500,000
Convertible note payable bearing interest at 10.0% per annum, originated April 23, 2012, original maturity date of April 23, 2017 [Member] | KCI Investments, LLC [Member]
Convertible Notes Payable [Line Items]
Conversion price (in dollars per share)	$1	$1
Convertible note payable bearing interest at 9.0% per annum, originated July 25, 2013, original maturity date of July 25, 2018 [Member]
Convertible Notes Payable [Line Items]
Interest rate (as a percent)	9.00%	9.00%
Total notes payable	50,000	50,000
Convertible note payable bearing interest at 9.0% per annum, originated July 25, 2013, original maturity date of July 25, 2018 [Member] | KCI Investments, LLC [Member]
Convertible Notes Payable [Line Items]
Conversion price (in dollars per share)	$1.50	$1.50
Convertible note payable bearing interest at the market interest rate plus 6.0% per annum, originated May 1, 2012, original maturity date of May 1, 2015 [Member]
Convertible Notes Payable [Line Items]
Interest rate (as a percent)	6.00%	6.00%
Total notes payable	$300,000	$300,000
Convertible note payable bearing interest at the market interest rate plus 6.0% per annum, originated May 1, 2012, original maturity date of May 1, 2015 [Member] | KCI Investments, LLC [Member]
Convertible Notes Payable [Line Items]
Conversion price (in dollars per share)	$0.30	$0.30

CONVERTIBLE_NOTES_PAYABLE_Narr

CONVERTIBLE NOTES PAYABLE (Narrative) (Details) (Note payable [Member], USD $)	0 Months Ended
	Dec. 15, 2011
Note payable [Member]
Convertible Notes Payable [Line Items]
Initial beneficial conversion feature amount	$150,000

DERIVATIVE_LIABILITY_Schedule_

DERIVATIVE LIABILITY (Schedule of Assumptions Used to Valued The Derivative Liabilities Using The Black-Scholes Options Pricing Model) (Details) (Derivative liability [Member])	3 Months Ended
	Nov. 30, 2014
Derivative Liability [Line Items]
Expected dividend yield (as a percent)
Minimum [Member]
Derivative Liability [Line Items]
Risk-free interest rate (as a percent)	1.45%
Expected life	4 years 10 months 13 days
Expected price volatility (as a percent)	523.00%
Maximum [Member]
Derivative Liability [Line Items]
Risk-free interest rate (as a percent)	1.49%
Expected life	5 years
Expected price volatility (as a percent)	538.00%

DERIVATIVE_LIABILITY_Narrative

DERIVATIVE LIABILITY (Narrative) (Details) (USD $)	3 Months Ended
	Nov. 30, 2014	Nov. 30, 2013	Aug. 31, 2014
DERIVATIVE LIABILITY [Abstract]
Derivative liability	$526,316
Gain (loss) on derivative liability		($1,750)

CLASS_B_MEMBERSHIP_UNITS_Detai

CLASS B MEMBERSHIP UNITS (Details) (USD $)	3 Months Ended		12 Months Ended
	Nov. 30, 2014	Nov. 30, 2013	Aug. 31, 2014
Proceeds from Class B membership units issued for cash	$1,500,000
Class B membership units [Member]
Units sold	500,000
Administrative costs payable to third parties	60,000
Distributions received (as a percent)	0.50%
Requirement of foreign investor to invest	1,000,000
Terms of the instrument	5 years
Period within which member has right to request the company cancel that member's entire interest	15 days
Class B membership units [Member] | Minimum [Member]
Requirement of foreign investor to invest	500,000
Number of jobs created for U.S. Workers	10
Class B membership units [Member] | KCI Restaurant I, LLC, KCI Restaurant II, LLC, PRB I, LLC and PRB II, LLC [Member]
Membership units, authorized units	2		2
Membership units, par value (in dollars per unit)	0		0
Membership units, issued units	5		5
Membership units, outstanding units	2		2
Units issued	3		2
Proceeds from Class B membership units issued for cash	1,680,000		1,120,000
Administrative fees	$180,000		$60,000

STOCKHOLDERS_EQUITY_Narrative_

STOCKHOLDERS' EQUITY (Narrative) (Details) (USD $)	3 Months Ended
	Nov. 30, 2014	Aug. 31, 2014
	item
STOCKHOLDERS' EQUITY [Abstract]
Common stock, shares authorized	150,000,000	150,000,000
Preferred stock, Authorized	15,000,000	15,000,000
Common stock, par value	$0.00	$0.00
Common stock, shares issued	42,993,475	42,570,975
Common stock, shares outstanding	42,993,475	42,570,975
Preferred stock, Par value (in dollars per share)	$0.00	$0.00
Preferred stock, Issued	0	0
Preferred stock, shares outstanding	0	0
Number of shares issued to shareholders prior to the Reverse Acquisition	10,000
Number of separate entities	2
Number of shares issued in place of short term loans	37,500
Number of shares of common stock issued for each two weeks that each loan remains outstanding	$412,500

STOCKHOLDERS_EQUITY_Schedule_o

STOCKHOLDERS' EQUITY (Schedule of common stock issued) (Details) (USD $)	3 Months Ended
	Nov. 30, 2014	Aug. 31, 2014
Proceeds from issuance of common stock	$3,378,000
Proceeds from issuance of common stock for services	$911,569
Exercise price of options and warrants (in dollars per share)	$0.03
Total common stock, shares issued	42,993,475	42,570,975
Common Stock [Member]
Common stock issued for cash (in shares)	7,193,654
Common stock issued for services (in shares)	2,045,163
Cash received for exercise of warrants and stock options (in shares)	3,909,226
Common stock issued for debt issuance costs (in shares)	1,587,738
Common stock issued for debt modifications (in shares)	1,373,914
Cash received and services credited for exercise of options and warrants (in shares)	2,884,134
Common stock issued in reverse recapitalization	8,006,000
Total common stock, shares issued	26,959,829

STOCK_OPTIONS_AND_WARRANTS_Nar

STOCK OPTIONS AND WARRANTS (Narrative) (Details) (USD $)	3 Months Ended	12 Months Ended
	Nov. 30, 2014	Aug. 31, 2014
STOCK OPTIONS AND WARRANTS [Line Items]
Exercise prices (in dollars per share)	$0.03
Warrants [Member]
STOCK OPTIONS AND WARRANTS [Line Items]
Warrants issued (in shares)	692,521
Employee Stock Option [Member] | Warrants [Member]
STOCK OPTIONS AND WARRANTS [Line Items]
Granted (in shares)	691,521
Awards outstanding	10,166,125	9,573,604
Awards exercisable	2,170,207
Employee Stock Option [Member] | Employees and consultants [Member]
STOCK OPTIONS AND WARRANTS [Line Items]
Granted (in shares)		9,573,604
Exercise prices (in dollars per share)		$0.50
Vesting percentage		33.33%
Vesting period		3 years
Nonvested options granted rescinded	100,000
Awards outstanding	9,473,604
Awards exercisable	1,477,686
Stock compensation expense	$818,001
Compensation expense on stock options to be recognized subsequent to November 30, 2014	$9,064,973
Employee Stock Option [Member] | Employees and consultants [Member] | Vested immediately [Member]
STOCK OPTIONS AND WARRANTS [Line Items]
Granted (in shares)		1,477,687
Employee Stock Option [Member] | Employees and consultants [Member] | Vested on each grant anniversary date [Member]
STOCK OPTIONS AND WARRANTS [Line Items]
Granted (in shares)		8,095,917

STOCK_OPTIONS_AND_WARRANTS_Sch

STOCK OPTIONS AND WARRANTS (Schedule of Fair Value and Underlying Assumptions for Share-based and Member Unit-based Awards Granted) (Details) (Employee Stock Option [Member], Warrants [Member])	3 Months Ended
	Nov. 30, 2014
Fair value of share-based and member unit-based awards granted
Expected dividend yield (as a percent)
Minimum [Member]
Fair value of share-based and member unit-based awards granted
Risk-free interest rate (as a percent)	1.45%
Expected options life	4 years 10 months 13 days
Expected price volatility (as a percent)	523.00%
Maximum [Member]
Fair value of share-based and member unit-based awards granted
Risk-free interest rate (as a percent)	1.49%
Expected options life	5 years
Expected price volatility (as a percent)	538.00%

STOCK_OPTIONS_AND_WARRANTS_Sum

STOCK OPTIONS AND WARRANTS (Summary of Status of Member Unit and Common Stock Options) (Details) (Employee Stock Option [Member], Warrants [Member])	3 Months Ended
	Nov. 30, 2014
Employee Stock Option [Member] | Warrants [Member]
Number of Options and Warrants
Outstanding at the beginning of the period (in shares)	9,573,604
Options and warrants granted (in shares)	691,521
Options and warrants exercised (in shares)
Options and warrants forfeited or expired (in shares)	-100,000
Outstanding at the end of the period (in shares)	10,166,125
Exercisable at the end of the period (in shares)	2,170,207

STOCK_OPTIONS_AND_WARRANTS_Sum1

STOCK OPTIONS AND WARRANTS (Summary of Information About Options and Warrants) (Details) (Stock Options [Member], Warrants [Member], USD $)	3 Months Ended
	Nov. 30, 2014
Options and Warrants Outstanding
Number Outstanding (in shares)	10,166,125
Weighted Average Remaining Contractual Life	4 years 8 months 1 day
Weighted Average Exercise Price (in dollars per share)	$0.51
Options and Warrants Exercisable
Number Exercisable (in shares)	2,170,207
Weighted Average Exercise Price (in dollars per share)	$0.57
$0.50
Options and Warrants Outstanding
Number Outstanding (in shares)	9,473,604
Weighted Average Remaining Contractual Life	4 years 8 months 1 day
Weighted Average Exercise Price (in dollars per share)	$0.50
Options and Warrants Exercisable
Number Exercisable (in shares)	1,477,686
Weighted Average Exercise Price (in dollars per share)	$0.50
$0.72
Options and Warrants Outstanding
Number Outstanding (in shares)	691,521
Weighted Average Remaining Contractual Life	4 years 9 months 14 days
Weighted Average Exercise Price (in dollars per share)	$0.72
Options and Warrants Exercisable
Number Exercisable (in shares)	691,521
Weighted Average Exercise Price (in dollars per share)	$0.72

SUBSEQUENT_EVENTS_Narrative_De

SUBSEQUENT EVENTS (Narrative) (Details)	3 Months Ended	0 Months Ended		1 Months Ended
	Nov. 30, 2014	Dec. 02, 2014	Nov. 17, 2014	Dec. 31, 2014
	item	item		item
Subsequent Event [Line Items]
Number of stores under construction	1
Number of stores which are operating	4
Subsequent Event [Member]
Subsequent Event [Line Items]
Number of stores to be opened which signed leases		8
Number of stores to be acquired		2
Shares issued to acquired store		50,000
Number of stores to be closed				1
Minimum shareholders percentage to approve of brand name change			95.00%
Number of contractual territories, in which entity relinquished the exclusive right		5
Number of decrease in open stores in each territory per year		1

SUBSEQUENT_EVENTS_Financing_De

SUBSEQUENT EVENTS (Financing) (Details) (USD $)	3 Months Ended	0 Months Ended			1 Months Ended
	Nov. 30, 2014	Nov. 03, 2014	Dec. 24, 2014	Dec. 02, 2014	Jan. 31, 2015	Aug. 31, 2014		Dec. 19, 2014
	item	item	item		item
Subsequent Event [Line Items]
Number of separate third parties	2
Number of shares issued in place of short term loans	37,500
Short-term notes payable, net of debt discounts	$7,496,681					$7,366,299
Accounts payable	1,948,468					829,109
Capital Unit, Class B [Member]
Subsequent Event [Line Items]
Class B membership units	2,500,000					1,000,000
Restatement Adjustment [Member]
Subsequent Event [Line Items]
Accounts payable						120,000	[1]
Restatement Adjustment [Member] | Capital Unit, Class B [Member]
Subsequent Event [Line Items]
Class B membership units						-120,000	[1]
CBC Partners I, LLC [Member]
Subsequent Event [Line Items]
Short-term notes payable, net of debt discounts	2,700,000
Secured Borrowing on October 28, 2014 and November 3, 2014 [Member]
Subsequent Event [Line Items]
Number of separate third parties	2	2
Number of lenders who are ready to give short-term loans	2
Number of shares issued in place of short term loans	225,000
Number of shares issued in place of short term loan after a specific period	37,500
Loan amount	254,435	200,000
Interest rate (as a percent)		15.00%
Term of debt	11 months
Subsequent Event [Member] | Restatement Adjustment [Member] | Capital Unit, Class B [Member]
Subsequent Event [Line Items]
Class B membership units								-120,000
Subsequent Event [Member] | Convertible loan [Member]
Subsequent Event [Line Items]
Loan amount			110,000
Conversion price as percentage of the market price of the stock			65.00%
Number of lowest trades of the Common Stock for any Trading Day(s) during the Pricing Period used to calculate conversion price			5
Number of trading days preceding the date of the conversion notice			15
Issue amount, prior to related fees and expenses			100,000
Original issue discount to be amortized over the life of the loan			10,000
Subsequent Event [Member] | CBC Partners I, LLC [Member]
Subsequent Event [Line Items]
Common stock issued for legal services, Shares				1,450,000
Share price (in dollars per shares)				$0.84
Percentage of outstanding Company's common stock held				4.00%
Additional advance received on short-term basis				250,000
Subsequent Event [Member] | Entities directly or indirectly controlled by a Company Director [Member]
Subsequent Event [Line Items]
Amount owned to related party				3,650,000
Percentage of outstanding Company's common stock held				18.50%
Subsequent Event [Member] | Secured Borrowing on October 28, 2014 and November 3, 2014 [Member]
Subsequent Event [Line Items]
Number of shares issued in place of short term loans				375,000
Subsequent Event [Member] | Director [Member]
Subsequent Event [Line Items]
Specific period after issuance of warrant				5 years
Common stock issued for legal services, Shares				400,000
Share price (in dollars per shares)				$0.84
Loan amount					100,000
Number of loans					2
Interest rate (as a percent)					15.00%
Term of debt					2 months
Amount to be paid per day, five days per week					$2,278
[1]	Reflects restatement due to adjustment of value of Class B membership units net of portion due for administrative fees to third parties.

RESTATEMENT_OF_FINANCIAL_STATE2

RESTATEMENT OF FINANCIAL STATEMENTS (Schedule of Changes and Explanation of Financial Statements) (Details) (USD $)	Nov. 30, 2014	Aug. 31, 2014
Balance sheet:
Accounts payable and accrued liabilities	$1,948,468	$829,109
Capital Unit, Class B [Member]
Balance sheet:
Class B membership units	2,500,000	1,000,000
Originally Reported [Member]
Balance sheet:
Accounts payable and accrued liabilities		709,109
Originally Reported [Member] | Capital Unit, Class B [Member]
Balance sheet:
Class B membership units		1,120,000
Restatement Adjustment [Member]
Balance sheet:
Accounts payable and accrued liabilities		120,000	[1]
Restatement Adjustment [Member] | Capital Unit, Class B [Member]
Balance sheet:
Class B membership units		($120,000)	[1]
[1]	Reflects restatement due to adjustment of value of Class B membership units net of portion due for administrative fees to third parties.