Citrine Global (CTGL) 10-K 4 Apr 16 2015 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2015	Jun. 30, 2015
Document and Entity Information:
Entity Registrant Name	Breedit Corp.
Document Type	10-K
Document Period End Date	Dec. 31, 2015
Trading Symbol	brdt
Amendment Flag	false
Entity Central Index Key	1,498,067
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding	144,419,173
Entity Public Float		$ 2,464,266
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Document Fiscal Year Focus	2,015
Document Fiscal Period Focus	FY

BreedIT Corp. - Balance Sheets

BreedIT Corp. - Balance Sheets		Dec. 31, 2015USD ($)	Dec. 31, 2014USD ($)
Current assets:
Cash and cash equivalents		$ 356,037	$ 1,041,960
Certificate of deposit		640,418	639,979
Prepaid assets		$ 62,926	$ 0
Assets held for sale		0	106,686
Total current assets		$ 1,059,381	$ 1,788,625
Total assets		1,059,381	1,788,625
Current liabilities:
Accounts payable and accrued liabilities		0	2,461
Deferred revenues		2,804	5,800
Related parties payable		0	18,000
Accrued interest payable		$ 0	$ 40,910
Convertible notes payable, net of discount		0	201,000
Liabilities, related to assets held for sale		0	121,365
Total current liabilities		$ 2,804	$ 389,536
Long-term deferred revenues		0	2,852
Total liabilities		$ 2,804	$ 392,388
Stockholders' equity (deficit)
Common stock	[1]	$ 1,446	$ 921
Stock payable		169,647	169,647
Stock subscription receivable		(300)	(300)
Accumulated other comprehensive income		0	(4,279)
Non-controlling interest		$ 0	$ (154,187)
Additional paid-in capital		8,691,637	7,646,699
Accumulated deficit		(7,795,853)	(6,262,264)
Total stockholders' equity (deficit)		1,066,577	1,396,237
Total liabilities and stockholders' equity (deficit)		$ 1,069,381	$ 1,788,625
[1]	$0.0001 par value; 500,000,000 shares authorized; 144,419,173 and 107,119,173 issued and outstanding at December 31, 2015 and 2014, respectively.

BreedIT Corp. - Statements of O

BreedIT Corp. - Statements of Operations	12 Months Ended
	Dec. 31, 2015USD ($)$ / sharesshares	Dec. 31, 2014USD ($)$ / sharesshares
Statements of Operations (Unaudited) (USD $)
Revenues	$ 5,848	$ 5,824
Expenses:
Research and development	0	(207,246)
General and administrative	(1,106,194)	(4,139,929)
Total operating expenses	$ (1,106,194)	$ (4,331,175)
(Loss) from operations	(1,100,346)	(4,325,351)
Interest expense	$ (7,970)	$ (153,537)
Loss on extinguishment of debt	(60,182)	0
Gain on deconsolidation	$ 6,780	$ 0
Other income (expense)	(17,379)	(86,442)
Foreign currency translation gain/(loss)	(78,751)	(239,979)
Provision on income taxes	0	0
Net loss from continuing operations	$ (1,179,097)	$ (4,565,330)
Less: loss attributable to non-controlling interest	$ 0	$ 199,741
Net loss attributable to BreedIT Corp. continuing operations	(1,179,097)	(4,365,589)
Net loss from discontinuing operations	(354,492)	0
Net loss	$ (1,533,589)	$ (4,365,589)
Net loss per common share - basic and diluted - continuing operations | $ / shares	$ (0.01)	$ (0.05)
Net loss per common share - basic and diluted discontinuing operations | $ / shares	0	0
Net loss per common share - basic and diluted | $ / shares	$ (0.01)	$ (0.05)
Weighted average number of common shares outstanding - Basic | shares	105,073,765	87,665,395

BreedIT Corp. - Statement of Co

BreedIT Corp. - Statement of Comprehensive Income	12 Months Ended
	Dec. 31, 2015USD ($)	Dec. 31, 2014USD ($)
Statement of Comprehensive Income (USD $)
Net loss from continuing operations	(1,179,097)	(4,565,330)
Changes in unrealized foreign currency translation gain (loss)	(70,366)	(5,908)
Total comprehensive loss from continuing operations	(1,249,463)	(4,571,238)
Less: comprehensive loss attributable to non-controlling interest	0	199,741
Comprehensive loss attributable to BreedIT Corp. from continuing operations	$ (1,249,463)	$ (4,371,497)

Breedit Corp. - Statement of St

Breedit Corp. - Statement of Stockholders' Equity (Deficit)	Common Shares	Common	Additional Paid-in Capital	Stock Subscription Payable	Stock Subscription Receivable	Accumulated Deficit	OCI	NCI	Total
Balance at Dec. 31, 2013	72,255,917	723	2,015,172	321,447	(300)	(1,896,675)	(340)	47,523	487,550
Loss on debt extinguishment
Loss on deconsolidation
Shares Issued for cash	11,613,333	116	2,040,784						2,040,900
Debt converted into shares	200,000	2	3,998						4,000
Options issued to employees			2,646,394						2,646,394
Warrants issued for services			43,091						43,091
Warrants exercised for cash	4,644,262	46	239,454						239,500
Shares issued for services	1,136,000	12	506,028						506,040
Donated capital
Acquisition of BreedIT subsidiary 66.67%	2,200,000	22	151,778	(151,800)
Foreign currency adjustment							(3,939)	(1,969)	(5,908)
Net loss for the year						(4,365,589)		(199,741)	(4,565,330)
Balance at Dec. 31, 2014	92,049,512	921	7,646,699	169,647	(300)	(6,262,264)	(4,279)	(154,187)	1,396,237
Loss on debt extinguishment			60,182						60,182
Loss on deconsolidation			(425,089)				51,190	354,888	(19,011)
Shares Issued for cash	26,500,000	265	264,735						265,000
Debt converted into shares	11,169,661	112	248,924						249,036
Options issued to employees			478,658						478,658
Warrants issued for services			12,735						12,735
Warrants exercised for cash	2,000,000	20	109,980						110,000
Shares issued for services	12,700,000	128	271,793						271,921
Donated capital			13,020						13,020
Acquisition of BreedIT subsidiary 66.67%
Foreign currency adjustment							(46,911)	(200,701)	(247,612)
Net loss for the year						(1,533,589)			(1,533,589)
Balance at Dec. 31, 2015	144,419,173	1,446	8,681,637	169,647	(300)	(7,795,853)			1,056,577

BreedIT Corp. - Statements of C

BreedIT Corp. - Statements of Cash Flows	12 Months Ended
	Dec. 31, 2015USD ($)	Dec. 31, 2014USD ($)
Operating activities:
Net loss	(1,533,589)	(4,565,330)
Adjustments to reconcile net (loss) to net cash (used in) operating activities:
Amortization of debt discount	0	128,192
Loss on JV	9,472	3,736
Loss on debt exthinguishment	60,182	0
Loss on deconsolidation	(6,780)	0
Options issued for services	478,658	2,646,394
Warrants issued for services	12,735	43,091
Shares issued for services	271,921	506,040
Depreciation expenses	0	2,317
Changes in net assets and liabilities:
Decrease (increase) in accounts receivable	$ 30,270	$ (30,270)
Decrease (increase) in other current assets	(439)	(639,936)
Decrease (increase) in prepaid expenses	(62,926)	0
(Decrease) increase in accounts payable	(272,166)	64,252
(Decrease) increase in related parties payable	(18,000)	15,695
(Decrease) increase in accrued expenses	7,126	25,345
(Decrease) increase in deferred revenue	(5,752)	(5,824)
Net cash used in operating activities	$ (1,029,288)	$ (1,806,298)
Investing activities:
Cash paid for investment	0	(9,022)
Purchases of property and equipment	0	(14,075)
Decrease in cash from deconsolidation	(33,493)	0
Net cash used in investing activities	$ (33,493)	$ (23,097)
Financing activities:
Proceeds from exercise of warrants	110,000	239,500
Proceeds from sale of stock	$ 265,000	$ 2,040,900
Donated capital - related party	13,020	0
Net cash provided by financing activities	$ 388,020	$ 2,280,400
Foreign currency adjustment	(70,366)	(5,908)
Net increase (decrease) in cash	$ (745,127)	$ 445,097
Cash and cash equivalents - beginning of period	1,101,164	656,067
Cash and cash equivalents - end of period	356,037	1,101,164
Non cash transactions:
Conversion of convertible notes payable and accrued interest	249,036	4,000
Shares issued from stock payable	0	151,800
Additional information:
Cash paid for interest expenses	0	0
Cash paid for income taxes	0	0

Note 1. Summary of Significant

Note 1. Summary of Significant Accounting Policies Basis of Presentation and Organization	12 Months Ended
	Dec. 31, 2015
Notes
Note 1. Summary of Significant Accounting Policies Basis of Presentation and Organization	Note 1. Summary of Significant Accounting Policies Basis of Presentation and Organization BreedIt Corp. ("BreedIt" or the "Company") is a Delaware corporation and has thus far very limited sales activity. The Company was incorporated under the laws of the State of Delaware on May 26, 2010. On October 24, 2013 we entered into an agreement to acquire 66.67% of BreedIT Israel's capital stock. Subsequently, we were issued 200 shares of BreedIT Israel's capital stock ("Ordinary Shares") which represent 66.67% of BreedIT's outstanding Ordinary Shares with the founder, Dr. Oded Sagee owning the remaining 100 Ordinary Shares, representing 33.33% of the outstanding Ordinary Shares. BreedIT Ltd. signed a binding agreement with a leading Israeli university granting BreedIT Ltd. the exclusive, world-wide license for a unique and highly sophisticated decision making software used for the purpose of advanced agriculture breeding (the "IDSS Software"). The business plan of the Company through its BreedIT Ltd subsidiary is to further develop and market the IDSS Software system globally to the agricultural breeding industry. The accompanying financial statements of the Company were prepared from the accounts of the Company under the accrual basis of accounting. Cash and Cash Equivalents For purposes of reporting within the statement of cash flows, the Company considers all cash on hand, cash accounts not subject to withdrawal restrictions or penalties, and all highly liquid debt instruments purchased with a maturity of three months or less to be cash and cash equivalents. As of December 31, 2015 and 2014, we had cash and cash equivalents of $356,037 and $1,041,960, respectively. Certificate of Deposit The certificates of deposit bear an interest rate of 0.02%, mature every 7 days and renew automatically at end of every period. Discontinued Operations The Company follows the policy of segregating the assets and liabilities of subsidiaries or lines of business on its Balance Sheet from the assets liabilities of continuing subsidiaries or lines of businesses when it is decided to close or dispose of a subsidiary or line of business. The Company also, follows the policy of separately disclosing the assets and liabilities and the net operations of a subsidiary or line of business in its financial statements when it is decided to close or dispose of a subsidiary or line of business. Revenue Recognition The Company recognizes revenue from licensing its software to customers for contractually defined periods of time. The Company recognizes revenue ratably over the term of the contract in accordance with ASC 605 (1) when the price is fixed and determinable, (2) persuasive evidence of an arrangement exists, (3) delivery has occurred or services have been provided, and (4) collectability is assured. Loss Per Common Share Basic loss per share is computed by dividing the net loss attributable to the common stockholders by the weighted average number of shares of common stock outstanding during the period. Fully diluted loss per share is computed similar to basic loss per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are determined based on temporary differences between the bases of certain assets and liabilities for income tax and financial reporting purposes. The deferred tax assets and liabilities are classified according to the financial statement classification of the assets and liabilities generating the differences. The Company maintains a valuation allowance with respect to deferred tax assets. The Company establishes a valuation allowance based upon the potential likelihood of realizing the deferred tax asset and taking into consideration the Company's financial position and results of operations for the current period. Future realization of the deferred tax benefit depends on the existence of sufficient taxable income within the carryforward period under the Federal tax laws. Changes in circumstances, such as the Company generating taxable income, could cause a change in judgment about the realizability of the related deferred tax asset. Any change in the valuation allowance will be included in income in the year of the change in estimate. Fair Value of Financial Instruments The Company estimates the fair value of financial instruments using the available market information and valuation methods. Considerable judgment is required in estimating fair value. Accordingly, the estimates of fair value may not be indicative of the amounts the Company could realize in a current market exchange. As of December 31, 2015 and 2014, the carrying value of accounts payable and accrued liabilities approximated fair value due to the short-term nature and maturity of these instruments. Property and Equipment Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated by the straight-line method Computers and electronic equipment 33% For the year ended December 31, 2015 and 2014 total additions to property and equipment were $0 and $8,838, total accumulated depreciation is $0 and $2,912 and total depreciation expense is $0 and $2,317, respectively. Following is a summary of Property and Equipment, net for the years ended December 31, 2015 and 2014. December 31, 2015 December 31, 2014 Computers $0 $9,785 Accumulated depreciation 0 (2,912) Property and Equipment, net $0 $6,873 Deferred Offering Costs The Company defers as other assets the direct incremental costs of raising capital until such time as the offering is completed. At the time of the completion of the offering, the costs are charged against the capital raised. Should the offering be terminated, deferred offering costs are charged to operations during the period in which the offering is terminated. Impairment of Long-Lived Assets The Company evaluates the recoverability of long-lived assets and the related estimated remaining lives when events or circumstances lead management to believe that the carrying value of an asset may not be recoverable. As of December 31, 2015 and 2014, no events or circumstances occurred for which an evaluation of the recoverability of long-lived assets was required. Estimates The financial statements are prepared on the basis of accounting principles generally accepted in the United States. The preparation of 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 as of December 31, 2015 and 2014, and expenses for the year ended December 31, 2015, and the periods from inception to December 31, 2015. Actual results could differ from those estimates made by management. Impact of Recently Issued Accounting Standards In September, 2015, the FASB issued ASU No. 2015-16, Business Combinations (Topic 805) ("ASU 2015-16"). Topic 805 requires that an acquirer retrospectively adjust provisional amounts recognized in a business combination, during the measurement period. To simplify the accounting for adjustments made to provisional amounts, the amendments in the Update require that the acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amount is determined. The acquirer is required to also record, in the same period's financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. In addition an entity is required to present separately on the face of the income statement or disclose in the notes to the financial statements the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. ASU 2015-16 is effective for fiscal years beginning December 15, 2015. The adoption of ASU 2015-016 is not expected to have a material effect on the Company's consolidated financial statements. In August, 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date ("ASU 2015-14"). The amendment in this ASU defers the effective date of ASU No. 2014-09 for all entities for one year. Public business entities, certain not-for-profit entities, and certain employee benefit plans should apply the guidance in ASU 2014-09 to annual reporting periods beginning December 15, 2017, including interim reporting periods within that reporting period. Earlier application is permitted only as of annual reporting periods beginning after December 31, 2016, including interim reporting periods with that reporting period. In April 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2015-03, Interest-Imputation of Interest (Subtopic 835-30) ("ASU 2015-03"), which changes the presentation of debt issuance costs in financial statements. ASU 2015-03 requires an entity to present such costs in the balance sheet as a direct deduction from the related debt liability rather than as an asset. Amortization of the costs will continue to be reported as interest expense. It is effective for annual reporting periods beginning after December 15, 2016. Early adoption is permitted. The new guidance will be applied retrospectively to each prior period presented. The Company is currently in the process of evaluating the impact of adoption of ASU 2015-03 on its balance sheets. On November 2014, The Financial Accounting Standards Board (FASB) issued Accounting Standard Update No. 2014-16-Derivatives and Hedging (Topic 815): Determining Whether the Host Contract in a Hybrid Financial Instrument Issued in the Form of a Share Is More Akin to Debt or to Equity (a consensus of the FASB Emerging Issues Task Force). The amendments in this Update do not change the current criteria in GAAP for determining when separation of certain embedded derivative features in a hybrid financial instrument is required. That is, an entity will continue to evaluate whether the economic characteristics and risks of the embedded derivative feature are clearly and closely related to those of the host contract, among other relevant criteria. The amendments clarify how current GAAP should be interpreted in evaluating the economic characteristics and risks of a host contract in a hybrid financial instrument that is issued in the form of a share. The effects of initially adopting the amendments in this Update should be applied on a modified retrospective basis to existing hybrid financial instruments issued in the form of a share as of the beginning of the fiscal year for which the amendments are effective. Retrospective application is permitted to all relevant prior periods. On November 2014, The Financial Accounting Standards Board (FASB) issued Accounting Standard Update No. 2014-17-Business Combinations (Topic 805): Pushdown Accounting (a consensus of the FASB Emerging Issues Task Force). The amendments in this Update provide an acquired entity with an option to apply pushdown accounting in its separate financial statements upon occurrence of an event in which an acquirer obtains control of the acquired entity. The amendments in this Update are effective on November 18, 2014. After the effective date, an acquired entity can make an election to apply the guidance to future change-in-control events or to its most recent change-in-control event. However, if the financial statements for the period in which the most recent change-in-control event occurred already have been issued or made available to be issued, the application of this guidance would be a change in accounting principle. On August 2014, The Financial Accounting Standards Board (FASB) issued Accounting Standard Update No. 2014-15, Presentation of Financial Statements - Going Concerns (Subtopic 205-40): Disclosures of Uncertainties about an Entity's Ability to Continue as a Going Concern. The amendments 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 Update are effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. Early application is permitted. In June 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-10, "Development Stage Entities". The amendments in this update remove the definition of a development stage entity from the Master Glossary of the ASC thereby removing the financial reporting distinction between development stage entities and other reporting entities from U.S. GAAP. In addition, the amendments eliminate the requirements for development stage entities to (1) present inception-to-date information in the statements of income, cash flows, and shareholder equity, (2) label the financial statements as those of a development stage entity, (3) disclose a description of the development stage activities in which the entity is engaged, and (4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage. The amendments in this update are applied retrospectively. The adoption of ASU 2014-10 removed the development stage entity financial reporting requirements from the Company. In June 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-12, Compensation - Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. The new guidance requires that share-based compensation that require a specific performance target to be achieved in order for employees to become eligible to vest in the awards and that could be achieved after an employee completes the requisite service period be treated as a performance condition. As such, the performance target should not be reflected in estimating the grant-date fair value of the award. Compensation costs should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. If the performance target becomes probable of being achieved before the end of the requisite service period, the remaining unrecognized compensation cost should be recognized prospectively over the remaining requisite service period. The total amount of compensation cost recognized during and after the requisite service period should reflect the number of awards that are expected to vest and should be adjusted to reflect those awards that ultimately vest. The requisite service period ends when the employee can cease rendering service and still be eligible to vest in the award if the performance target is achieved. This new guidance is effective for fiscal years and interim periods within those years beginning after December 15, 2015. Early adoption is permitted. Entities may apply the amendments in this Update either (a) prospectively to all awards granted or modified after the effective date or (b) retrospectively to all awards with performance targets that are outstanding as of the beginning of the earliest annual period presented in the financial statements and to all new or modified awards thereafter. The adoption of ASU 2014-12 is not expected to have a material impact on our financial position or results of operations. In June 2014, the FASB issued ASU No. 2014-10: Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation , to improve financial reporting by reducing the cost and complexity associated with the incremental reporting requirements of development stage entities. The amendments in this update remove all incremental financial reporting requirements from U.S. GAAP for development stage entities, thereby improving financial reporting by eliminating the cost and complexity associated with providing that information. The amendments in this Update also eliminate an exception provided to development stage entities in Topic 810, Consolidation, for determining whether an entity is a variable interest entity on the basis of the amount of investment equity that is at risk. The amendments to eliminate that exception simplify U.S. GAAP by reducing avoidable complexity in existing accounting literature and improve the relevance of information provided to financial statement users by requiring the application of the same consolidation guidance by all reporting entities. The elimination of the exception may change the consolidation analysis, consolidation decision, and disclosure requirements for a reporting entity that has an interest in an entity in the development stage. The amendments related to the elimination of inception-to-date information and the other remaining disclosure requirements of Topic 915 should be applied retrospectively except for the clarification to Topic 275, which shall be applied prospectively. For public companies, those amendments are effective for annual reporting periods beginning after December 15, 2014, and interim periods therein. Early adoption is permitted. The adoption of ASU 2014-10 is not expected to have a material impact on our financial position or results of operations.

Note 2. Discontinued Operation

Note 2. Discontinued Operation and Deconsolidation of Held Subsidiary	12 Months Ended
	Dec. 31, 2015
Notes
Note 2. Discontinued Operation and Deconsolidation of Held Subsidiary	Note 2. Discontinued Operation and Deconsolidation of Held Subsidiary The Company follows the policy of segregating the assets and liabilities of subsidiaries or lines of business on its Balance Sheet from the assets liabilities of continuing subsidiaries or lines of businesses when it is decided to close or dispose of a subsidiary or line of business. The Company also, follows the policy of separately disclosing the assets and liabilities and the net operations of a subsidiary or line of business in its financial statements when it is decided to close or dispose of a subsidiary or line of business. On August 28, 2015, the Company entered into a separation agreement with BreedIT Ltd., the Company's majority-owned subsidiary ("BreedIT Israel"), in which the company agreed that its Equity Interest shall be diluted from sixty-six and two-thirds (66 2/3%) percent to nineteen (19%) percent. Accordingly BreedIt Ltd. is no longer consolidated, a $51,035 loss was recorded on deconsolidation and the remaining 19% of investment written off during deconsolidation. As a result of entering into the Separation Agreement, the operations of BreedIt Ltd. have been classified as Discontinued Operations on the Statement of Operations. The components of Discontinued Operations summarized on the Statement of Operations arising from the decision to separate from BreedIt Ltd. are as follows: For the twelve For the twelve months ended months ended December 31, 2015 December 31, 2014 Revenues $ 27,929 $ - Expenses Research and development (90,860) (69,082) General and administrative (293,912) (131,904) Total operating expenses (384,772) (200,986) Income (loss) from operations (356,843) (200,986) Other income / (expense) 2,351 1,245 Net loss $ (354,492) $ (199,741) Assets: Cash - 59,204 Investment accounted for using equity method - 10,339 Property and equipment, net - 6,873 Other receivables - 30,270 $ - $ 106,686 Liabilities: Accounts payable - 36,890 Accrued expenses - 84,475 Other current liabilities - $ - $ 121,365

Note 3. Going Concern

Note 3. Going Concern	12 Months Ended
	Dec. 31, 2015
Notes
Note 3. Going Concern	Note 3. Going Concern The Company has limited operations. The business plan of the Company transitioned from being a provider of online gaming software to the developer and provider of an intelligent decision support system ("IDSS") utilized by the agriculture breeding industry, we were able to utilize our software programming expertise. Our business efforts are now being directed toward offering our IDSS Software program to a wide variety of users engaged in plant breeding, primarily within the seed industry. We plan on marketing our IDSS Software to agro-breeders, providing them with the ability to better plan, manage and analyze their breeding data and to perform research activities quickly and effectively so as to significantly increase production and plant quality. The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate continuation of the Company as a going concern. The Company has not established any source of revenue to cover its operating costs, and as such, has incurred an operating loss since inception. These and other factors raise substantial doubt about the Company's ability to continue as a going concern. The accompanying financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the possible inability of the Company to continue as a going concern.

Note 4. Common Stock

Note 4. Common Stock	12 Months Ended
	Dec. 31, 2015
Notes
Note 4. Common Stock	Note 4. Common Stock On March 3, 2014 the Company issued 1,000,000 restricted shares of common stock in consideration for investor relations (IR) services provided to the Company. The shares were valued at $480,000 based on the closing price of the Company's common stock on the date of grant. From January 23, 2014 to September 30, 2014 the Company sold to 10 non-US private accredited investors a total of 6,461,666 shares for cash consideration of $923,000 at an average price of $0.143. From March 10, 2014 through September 30, 2014, the Company sold to 12 non-US private accredited investors, a total of 3,270,000 units for cash consideration of $667,750 at an average price of $0.204 (the "Units"), each unit comprised of one share of common stock, one class C warrant with 24 months term exercisable at a price of $0.35; The relative fair value of the stock with attached warrants was $189,300 for the common stock, $478,450 for class C warrants. On February 24, 2014 and March 13, 2014 3 share and warrant holders exercised warrants and were issued 1,144,262 shares for cash consideration of $48,000. On February 18, 2014 the Company issued to Dr. Oded Sagee minority owner and founder of BreedIT Ltd., 2,200,000 shares of our common stock valued based on the closing market price on the acquisition date at $151,800; 2,200,000 Class A options for the purchase of 2,200,000 shares of our common stock at $0.055 per share valued using the black-scholes model with volatility of 122% and a discount rate of 0.23% for a total value of $84,967; and 2,200,000 Class B options for the purchase of 2,200,000 shares of our common stock at $0.065 per share valued using the black-scholes model with volatility of 122% and a discount rate of 0.23% for a total value of $84,680. During the period from February 19, 2014 to March 4, 2014, the Company granted a total of 5,050,000 stock options (the "Options") to 4 Company directors and officers who are also minatory owners. The Options, which are fully vested, are exercisable at a price of $0.05 per Share. 1,400,000 options were valued using the Black-Scholes model with 128% volatility and 2.17% discount rate and 3,650,000 were valued using the Black-Scholes model with 154% volatility and 2.17% discount rate for a total of $2,594,210. On March 12, 2014 the Company issued 30,000 warrants with term of 36 months, exercisable at $0.60 per share to 1 entity in consideration for public relations services provided to the company. The warrants were valued using the Black-Scholes model with 117% volatility and 0.22% discount rate for a total of $16,134. On April 1, 2014 and April 7, 2014 the Company sold to 2 private accredited investors, a total of 1,215,000 units for cash consideration of $250,150 at an average price of $0.206 (the "Units"), each unit comprised of one share of common stock, one class C warrant with 24 months term exercisable at a price of $0.35; The relative fair value of the stock with attached warrants was $61,984 for the common stock, $188,166 for class C warrants. On May 8, 2014 the Company sold to 1 private accredited investor, a total of 666,667 units for cash consideration of $200,000 at a price of $0.30 (the "Units"), each unit comprised of one share of common stock, one class H warrant with 3 months term exercisable at a price of $0.30 and one class I warrant with 18 month term exercisable at price of $0.45; The relative fair value of the stock with attached warrants was $69,916 for the common stock, $130,085 for warrants. On April 12, 2014 the Company issued 1,000,000 warrants, vesting over 12 quarters in equal amounts starting July 1, 2014 with term of 36 months from vesting date, exercisable at $0.35 per share to 1 entity in consideration for serving on the company's scientific advisory board. The warrants were valued using the Black-Scholes model with 284% volatility and 1.10% discount rate for a total of $71,885 of this amount $26,957 was expensed during the quarter with balance to be expensed over the remaining term. On April 14, 2014 and on June 22, 2014 2 share and warrant holders exercised warrants for cash consideration of $140,000, in return 2,600,000 shares were issued. During Q2 2014 one shareholder converted $4,000 of debt and accrued interest to 200,000 shares at a conversion price of $0.02 per share. The conversion occurred within the terms of the convertible note agreements with no gain or loss recorded. Between September 9, 2014 and October 1, 2014 2 share and warrant holders exercised warrants for cash consideration of $51,500, in return 900,000 shares were issued. On August 17, 2014 and October 28, 2014 the Company issued 136,000 restricted shares of common stock in consideration for investor relations (IR) services provided to the Company. The shares were valued at $26,040 based on the closing price of the Company's common stock on the date of grant. On October 2, 2014 850,000 stock options (the "Options") to 1 Company officer who is also minority owners. The Options, vest over 9 quarters and are exercisable at a price of $0.05 per Share. The options were valued using the Black-Scholes model with 281% volatility and 0.23% discount rate for a total value of $152,955 with $52,185 expensed during Q4 2014 and $12,596 to be expenses over 8 additional quarters. On January 25, 2015 the company granted a total of 6,000,000 stock options (the "Options") to 3 Company officers who are also minority owners and 1 employee. The Options, vest over 2 quarters and are exercisable at a price of $0.10 per Share. The options were valued using the Black-Scholes model with 241% volatility and 1.33% discount rate for a total value of $429,679. $149,354 of this amount was expensed in Q1 2015, $209,094 in Q2 2015 and $71,230 in Q3 2015. On February 24, 2015 and March 31, 2015 the Company issued 1,900,000 restricted shares of common stock in consideration for investor relations (IR) services provided to the Company. The shares were valued at $114,600 based on the closing price of the Company's common stock on the date of grant. On March 15, 2015 two note holders converted $145,886 of debt and accrued interest to 2,917,698 shares at a conversion price of $0.05 per share. The conversion occurred within the terms of the convertible note agreements with no gain or loss recorded. On April 27, 2015 one share and warrant holders exercised warrants for cash consideration of $110,000, in return 2,000,000 shares were issued. On August 10, 2015 five note holders converted $103,150 of debt and accrued interest to 8,251,963 shares at a conversion price of $0.0125 per share. The conversion price per share was amended from $0.02 to $0.0125 by the board of directors and a $60,182 loss was recorded related to the change in conversion price. Following the change in conversion price the conversion occurred within the terms of the amended agreement so no gain or loss was recorded on the conversion. From November 25, 2015 through December 2, 2015, the Company sold to 11 non-US private accredited investors, a total of 26,500,000 units for cash consideration of $265,000 at a price of $0.01 (the "Units"), each unit comprised of one share of common stock. Between November 10, 2015 and December 1, 2015 the Company issued 10,800,000 restricted shares of common stock in consideration for services provided to the Company. The shares were valued at $157,320 based on the closing price of the Company's common stock on the date of grant. Share based payment transactions were accounted for in accordance with the requirements of ASC 505-50 Equity Based Payments to Non Employees. Paragraph 505-50-30-6 establishes that share-based payment transactions with nonemployees shall be measured at the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. The Company measured share-based payment transactions at the fair value of the shares issued at date of grant, the Company believes that the value of the shares is more reliably measurable. On March 1, 2012, the Company filed a Certificate of Amendment to its Certificate of Incorporation effecting a forward stock split of the Company's issued and outstanding shares of Common Stock at a ratio of ten-to-one (the "Forward Split"). The Certificate of Amendment provides that each outstanding share of the Company's Common Stock, par value $0.0001 per share, will be split and converted, automatically, without further action, into ten (10) shares of Common Stock of $0.00001 par value per share. The Forward Split has been reflected in the Company's financial statements for year ended December 31, 2015 and 2014. Following is a table of warrant and options still outstanding and exercisable along with exercise price and range of remaining term. Type Quantity Exercise Price Term Warrants Class B 2,200,000 $0.065 1-3 Months Warrants Class C 1,395,000 $0.35 1-3 Months Warrants Class I 666,667 $0.45 1-12 Months Total 4,261,667

Note 5. Revenue Recognition

Note 5. Revenue Recognition	12 Months Ended
	Dec. 31, 2015
Notes
Note 5. Revenue Recognition	Note 5. Revenue Recognition On July 1 2011 and on July 10, 2011, the Company signed license agreements with two separate corporations in Israel and Luxemburg (the "Licensees"). Subject to the terms and condition of each agreement the Company granted each Licensee a license to use the Company's proprietary online gaming platform in certain parts of the world. Each license is, in general, non-exclusive, except for certain countries specified within each agreement. The agreements grant each Licensee the right to develop and operate websites offering online games based on the Company's proprietary technology for a period of 5 years as of the respective agreement's effective date. In the event that by the eighteenth-month anniversary of the each agreement's effective date the respective Licensee fails to have at least one active website in each of the countries that comprise the exclusive territory of the agreement, the Company shall be entitled to either terminate exclusivity for these countries or terminate the entire agreement. In consideration of these agreements, and of support services to be provided by the Company through the license period, the Licensees have paid the Company non-refundable, one-time license fees totaling $119,000. In addition to such license fees, once each Licensee realizes revenues at a certain level specified in its respective agreement from its use of the Company's platform, it shall pay the Company a royalty in the amount of 50% of gross revenues realized from its use of this platform. On December 26, 2011, the corporation from Luxemburg announced the termination of the agreement due to the economic situation in Europe. As a result, the entire license fee in the amount of $90,000 was recognized immediately as revenues. As of December 31, 2015 and 2014, the Company recognized a total sum of $5,848 and $5,824, respectively, in revenues out of the total $119,000 license fees paid for both of the aforementioned agreements. The contract in the amount of $90,000 was canceled by the client; therefore we recognized the whole sum as revenues according to the terms of the agreement. The second contract grants the client licenses for a period of 5 years, accordingly $5,848 was recorded as revenues 2015 and $5,824 in 2014; the remaining sum of $2,804 was deferred on the Company's balance sheet as current and is expected to be recognized over the remaining period of the agreements. As of December 31, 2015 and 2014, no royalties have been paid by or recognized in connection with the aforementioned agreements. One of the aforementioned Licensees is beneficially owned by an individual who holds 25,000 shares of the Company's common stock.

Note 6. Income Taxes

Note 6. Income Taxes	12 Months Ended
	Dec. 31, 2015
Notes
Note 6. Income Taxes	Note 6. Income Taxes The provision (benefit) for income taxes for the year ended December 31, 2015 and 2014, was as follows (assuming a 35% effective tax rate): 2015 2014 Current tax provision: Federal Taxable income $ - $ - Total current tax provision $ - $ - Deferred tax provision Federal Loss carryforwards $ 903,842 $ 655,137 Change in valuation allowance (903,842) (655,137) $ - $ - The Company had deferred income tax assets as of December 31, 2014 and 2014, as follows: 2015 2014 Loss carryforwards $ 903,842 $ 655,137 Less- Valuation allowance (903,842) (655,137) Total net deferred tax assets $ - $ - The Company provided a valuation allowance equal to the deferred income tax assets for the year ended December 31, 2015 and 2014, because it is not presently known whether future taxable income will be sufficient to utilize the loss carryforwards. As of December 31, 2015 and 2014, the Company had approximately $2,582,407 and $1,871,820 respectively, in tax loss carryforwards that can be utilized in future periods to reduce taxable income, and expire by the year 2030. The Company did not identify any material uncertain tax positions that will be filed. The Company did not recognize any interest or penalties for unrecognized tax benefits during the year ended December 31, 2015 and 2014. The Company will file income tax returns in the United States. All tax years are closed by expiration of the statute of limitations. The year ended December 31, 2015 and 2014.

Note 7. Related Party Transacti

Note 7. Related Party Transactions	12 Months Ended
	Dec. 31, 2015
Notes
Note 7. Related Party Transactions	Note 7. Related Party Transactions During the period from February 19, 2014 to March 4, 2014, the Company granted a total of 5,050,000 stock options (the "Options") to 4 Company directors and officers who are also minatory owners. The Options, which are fully vested, are exercisable at a price of $0.05 per Share. 1,400,000 options were valued using the Black-Scholes model with 128% volatility and 2.17% discount rate and 3,650,000 were valued using the Black-Scholes model with 154% volatility and 2.17% discount rate for a total of $2,594,210. On January 23, 2014 to September 30, 2014 the Company sold to 1 non-US private accredited investor who is also an affiliated party 300,000 shares for total cash consideration of $30,000 at price of $10 per share. On February 18, 2014 the Company issued to Dr. Oded Sagee minority owner and founder of BreedIT Ltd., 2,200,000 shares of our common stock valued based on the closing market price on the acquisition date at $151,800; 2,200,000 Class A options for the purchase of 2,200,000 shares of our common stock at $0.055 per share valued using the black-scholes model with volatility of 122% and a discount rate of 0.23% for a total value of $84,967; and 2,200,000 Class B options for the purchase of 2,200,000 shares of our common stock at $0.065 per share valued using the black-scholes model with volatility of 122% and a discount rate of 0.23% for a total value of $84,680. On April 14, 2014 1 share and warrant holder who is an affiliate party exercised warrants for cash consideration of $110,000, in return 2,000,000 shares were issued. On October 2, 2014 850,000 stock options (the "Options") to 1 Company officer who is also a minority owner. The Options, vest over 9 quarters and are exercisable at a price of $0.05 per Share. The options were valued using the Black-Scholes model with 281% volatility and 0.23% discount rate for a total value of $152,955 with $52,185 expensed during Q4 2014 and $12,596 to be expenses over 8 additional quarters. As of December 31, 2014 the Company has $18,000 in fees due and payable, $9,000 payable to one advisory board member and $9,000 payable to one Board of director members for services rendered in 2014. On January 25, 2015 the company granted a total of 6,000,000 stock options (the "Options") to 3 Company officers who are also minority owners and 1 employee. The Options, vest over 2 quarters and are exercisable at a price of $0.10 per Share. The options were valued using the Black-Scholes model with 241% volatility and 1.33% discount rate for a total value of $429,679 with $429,629 expensed during the twelve months ended December 31, 2015. On November 30, 2015 the Company issued 3,600,000 restricted shares of common stock in consideration for services provided to the Company to a related party. The shares were valued at $60,000 based on the closing price of the Company's common stock on the date of grant.

Note 8. Convertible and Non-con

Note 8. Convertible and Non-convertible Notes Payable	12 Months Ended
	Dec. 31, 2015
Notes
Note 8. Convertible and Non-convertible Notes Payable	Note 8. Convertible and Non-Convertible Notes Payable During the year ended December 31, 2015 two note holders converted $145,886 of debt and accrued interest to 2,917,698 shares at a conversion price of $0.05 per share. The conversion occurred within the terms of the convertible note agreements with no gain or loss recorded. In addition five note holders converted $103,150 of debt and accrued interest to 8,251,963 shares at a conversion price of $0.0125 per share. The conversion price per share was amended from $0.02 to $0.0125 by the board of directors and a $60,182 loss was recorded related to the change in conversion price. Following the change in conversion price the conversion occurred within the terms of the amended agreement so no gain or loss was recorded on the conversion. During the year ended December 31, 2014, a convertible note of $3,200 along with $800 of accrued interest was converted to 200,000 shares of common stock at $0.02 per share. The conversion occurred within the terms of the convertible note agreement with no gain or loss recorded on the conversion. The Company recorded amortization expenses related to the beneficial conversion features of $0 and $128,192 during the years ended December 31, 2015 and December 31, 2014 respectively. Remaining debt discount as of December 31, 2015 and 2014 is $0 and $0, respectively. The Company recorded interest expense in the amount of $7,970 and $25,345 during the years ended December 31, 2015 and December 31, 2014, respectively.

Note 9. Subsequent Events

Note 9. Subsequent Events	12 Months Ended
	Dec. 31, 2015
Notes
Note 9. Subsequent Events	Note 9. Subsequent Events As defined in FASB ASC 855-10, "Subsequent Events", subsequent events are events or transactions that occur after the balance sheet date but before financial statements are issued or available to be issued. During Q1 2016, the Company signed a merger agreement with Novomic Ltd., the merger is expected to close during Q2 2016. The Company evaluated all other events and transactions that occurred subsequent to the balance sheet date and prior to the date on which the financial statements contained in this report were issued, and the Company determined that no such events or transactions necessitated disclosure.

Note 1. Summary of Significan16

Note 1. Summary of Significant Accounting Policies Basis of Presentation and Organization: Cash and Cash Equivalents (Policies)	12 Months Ended
	Dec. 31, 2015
Policies
Cash and Cash Equivalents	Cash and Cash Equivalents For purposes of reporting within the statement of cash flows, the Company considers all cash on hand, cash accounts not subject to withdrawal restrictions or penalties, and all highly liquid debt instruments purchased with a maturity of three months or less to be cash and cash equivalents. As of December 31, 2015 and 2014, we had cash and cash equivalents of $356,037 and $1,041,960, respectively.

Note 1. Summary of Significan17

Note 1. Summary of Significant Accounting Policies Basis of Presentation and Organization: Certificate of Deposit (Policies)	12 Months Ended
	Dec. 31, 2015
Policies
Certificate of Deposit	Certificate of Deposit The certificates of deposit bear an interest rate of 0.02%, mature every 7 days and renew automatically at end of every period.

Note 1. Summary of Significan18

Note 1. Summary of Significant Accounting Policies Basis of Presentation and Organization: Discontinued Operations (Policies)	12 Months Ended
	Dec. 31, 2015
Policies
Discontinued Operations	Discontinued Operations The Company follows the policy of segregating the assets and liabilities of subsidiaries or lines of business on its Balance Sheet from the assets liabilities of continuing subsidiaries or lines of businesses when it is decided to close or dispose of a subsidiary or line of business. The Company also, follows the policy of separately disclosing the assets and liabilities and the net operations of a subsidiary or line of business in its financial statements when it is decided to close or dispose of a subsidiary or line of business.

Note 1. Summary of Significan19

Note 1. Summary of Significant Accounting Policies Basis of Presentation and Organization: Revenue Recognition (Policies)	12 Months Ended
	Dec. 31, 2015
Policies
Revenue Recognition	Revenue Recognition The Company recognizes revenue from licensing its software to customers for contractually defined periods of time. The Company recognizes revenue ratably over the term of the contract in accordance with ASC 605 (1) when the price is fixed and determinable, (2) persuasive evidence of an arrangement exists, (3) delivery has occurred or services have been provided, and (4) collectability is assured.

Note 1. Summary of Significan20

Note 1. Summary of Significant Accounting Policies Basis of Presentation and Organization: Loss Per Common Share (Policies)	12 Months Ended
	Dec. 31, 2015
Policies
Loss Per Common Share	Loss Per Common Share Basic loss per share is computed by dividing the net loss attributable to the common stockholders by the weighted average number of shares of common stock outstanding during the period. Fully diluted loss per share is computed similar to basic loss per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive.

Note 1. Summary of Significan21

Note 1. Summary of Significant Accounting Policies Basis of Presentation and Organization: Income Taxes (Policies)	12 Months Ended
	Dec. 31, 2015
Policies
Income Taxes	Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are determined based on temporary differences between the bases of certain assets and liabilities for income tax and financial reporting purposes. The deferred tax assets and liabilities are classified according to the financial statement classification of the assets and liabilities generating the differences. The Company maintains a valuation allowance with respect to deferred tax assets. The Company establishes a valuation allowance based upon the potential likelihood of realizing the deferred tax asset and taking into consideration the Company's financial position and results of operations for the current period. Future realization of the deferred tax benefit depends on the existence of sufficient taxable income within the carryforward period under the Federal tax laws. Changes in circumstances, such as the Company generating taxable income, could cause a change in judgment about the realizability of the related deferred tax asset. Any change in the valuation allowance will be included in income in the year of the change in estimate.

Note 1. Summary of Significan22

Note 1. Summary of Significant Accounting Policies Basis of Presentation and Organization: Fair Value of Financial Instruments (Policies)	12 Months Ended
	Dec. 31, 2015
Policies
Fair Value of Financial Instruments	Fair Value of Financial Instruments The Company estimates the fair value of financial instruments using the available market information and valuation methods. Considerable judgment is required in estimating fair value. Accordingly, the estimates of fair value may not be indicative of the amounts the Company could realize in a current market exchange. As of December 31, 2015 and 2014, the carrying value of accounts payable and accrued liabilities approximated fair value due to the short-term nature and maturity of these instruments.

Note 1. Summary of Significan23

Note 1. Summary of Significant Accounting Policies Basis of Presentation and Organization: Property and Equipment (Policies)	12 Months Ended
	Dec. 31, 2015
Policies
Property and Equipment	Property and Equipment Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated by the straight-line method Computers and electronic equipment 33% For the year ended December 31, 2015 and 2014 total additions to property and equipment were $0 and $8,838, total accumulated depreciation is $0 and $2,912 and total depreciation expense is $0 and $2,317, respectively. Following is a summary of Property and Equipment, net for the years ended December 31, 2015 and 2014. December 31, 2015 December 31, 2014 Computers $0 $9,785 Accumulated depreciation 0 (2,912) Property and Equipment, net $0 $6,873

Note 1. Summary of Significan24

Note 1. Summary of Significant Accounting Policies Basis of Presentation and Organization: Deferred Offering Costs (Policies)	12 Months Ended
	Dec. 31, 2015
Policies
Deferred Offering Costs	Deferred Offering Costs The Company defers as other assets the direct incremental costs of raising capital until such time as the offering is completed. At the time of the completion of the offering, the costs are charged against the capital raised. Should the offering be terminated, deferred offering costs are charged to operations during the period in which the offering is terminated.

Note 1. Summary of Significan25

Note 1. Summary of Significant Accounting Policies Basis of Presentation and Organization: Impairment of Long-lived Assets (Policies)	12 Months Ended
	Dec. 31, 2015
Policies
Impairment of Long-lived Assets	Impairment of Long-Lived Assets The Company evaluates the recoverability of long-lived assets and the related estimated remaining lives when events or circumstances lead management to believe that the carrying value of an asset may not be recoverable. As of December 31, 2015 and 2014, no events or circumstances occurred for which an evaluation of the recoverability of long-lived assets was required.

Note 1. Summary of Significan26

Note 1. Summary of Significant Accounting Policies Basis of Presentation and Organization: Estimates (Policies)	12 Months Ended
	Dec. 31, 2015
Policies
Estimates	Estimates The financial statements are prepared on the basis of accounting principles generally accepted in the United States. The preparation of 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 as of December 31, 2015 and 2014, and expenses for the year ended December 31, 2015, and the periods from inception to December 31, 2015. Actual results could differ from those estimates made by management.

Note 1. Summary of Significan27

Note 1. Summary of Significant Accounting Policies Basis of Presentation and Organization: Impact of Recently Issued Accounting Standards (Policies)	12 Months Ended
	Dec. 31, 2015
Policies
Impact of Recently Issued Accounting Standards	Impact of Recently Issued Accounting Standards In September, 2015, the FASB issued ASU No. 2015-16, Business Combinations (Topic 805) ("ASU 2015-16"). Topic 805 requires that an acquirer retrospectively adjust provisional amounts recognized in a business combination, during the measurement period. To simplify the accounting for adjustments made to provisional amounts, the amendments in the Update require that the acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amount is determined. The acquirer is required to also record, in the same period's financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. In addition an entity is required to present separately on the face of the income statement or disclose in the notes to the financial statements the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. ASU 2015-16 is effective for fiscal years beginning December 15, 2015. The adoption of ASU 2015-016 is not expected to have a material effect on the Company's consolidated financial statements. In August, 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date ("ASU 2015-14"). The amendment in this ASU defers the effective date of ASU No. 2014-09 for all entities for one year. Public business entities, certain not-for-profit entities, and certain employee benefit plans should apply the guidance in ASU 2014-09 to annual reporting periods beginning December 15, 2017, including interim reporting periods within that reporting period. Earlier application is permitted only as of annual reporting periods beginning after December 31, 2016, including interim reporting periods with that reporting period. In April 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2015-03, Interest-Imputation of Interest (Subtopic 835-30) ("ASU 2015-03"), which changes the presentation of debt issuance costs in financial statements. ASU 2015-03 requires an entity to present such costs in the balance sheet as a direct deduction from the related debt liability rather than as an asset. Amortization of the costs will continue to be reported as interest expense. It is effective for annual reporting periods beginning after December 15, 2016. Early adoption is permitted. The new guidance will be applied retrospectively to each prior period presented. The Company is currently in the process of evaluating the impact of adoption of ASU 2015-03 on its balance sheets. On November 2014, The Financial Accounting Standards Board (FASB) issued Accounting Standard Update No. 2014-16-Derivatives and Hedging (Topic 815): Determining Whether the Host Contract in a Hybrid Financial Instrument Issued in the Form of a Share Is More Akin to Debt or to Equity (a consensus of the FASB Emerging Issues Task Force). The amendments in this Update do not change the current criteria in GAAP for determining when separation of certain embedded derivative features in a hybrid financial instrument is required. That is, an entity will continue to evaluate whether the economic characteristics and risks of the embedded derivative feature are clearly and closely related to those of the host contract, among other relevant criteria. The amendments clarify how current GAAP should be interpreted in evaluating the economic characteristics and risks of a host contract in a hybrid financial instrument that is issued in the form of a share. The effects of initially adopting the amendments in this Update should be applied on a modified retrospective basis to existing hybrid financial instruments issued in the form of a share as of the beginning of the fiscal year for which the amendments are effective. Retrospective application is permitted to all relevant prior periods. On November 2014, The Financial Accounting Standards Board (FASB) issued Accounting Standard Update No. 2014-17-Business Combinations (Topic 805): Pushdown Accounting (a consensus of the FASB Emerging Issues Task Force). The amendments in this Update provide an acquired entity with an option to apply pushdown accounting in its separate financial statements upon occurrence of an event in which an acquirer obtains control of the acquired entity. The amendments in this Update are effective on November 18, 2014. After the effective date, an acquired entity can make an election to apply the guidance to future change-in-control events or to its most recent change-in-control event. However, if the financial statements for the period in which the most recent change-in-control event occurred already have been issued or made available to be issued, the application of this guidance would be a change in accounting principle. On August 2014, The Financial Accounting Standards Board (FASB) issued Accounting Standard Update No. 2014-15, Presentation of Financial Statements - Going Concerns (Subtopic 205-40): Disclosures of Uncertainties about an Entity's Ability to Continue as a Going Concern. The amendments 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 Update are effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. Early application is permitted. In June 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-10, "Development Stage Entities". The amendments in this update remove the definition of a development stage entity from the Master Glossary of the ASC thereby removing the financial reporting distinction between development stage entities and other reporting entities from U.S. GAAP. In addition, the amendments eliminate the requirements for development stage entities to (1) present inception-to-date information in the statements of income, cash flows, and shareholder equity, (2) label the financial statements as those of a development stage entity, (3) disclose a description of the development stage activities in which the entity is engaged, and (4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage. The amendments in this update are applied retrospectively. The adoption of ASU 2014-10 removed the development stage entity financial reporting requirements from the Company. In June 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-12, Compensation - Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. The new guidance requires that share-based compensation that require a specific performance target to be achieved in order for employees to become eligible to vest in the awards and that could be achieved after an employee completes the requisite service period be treated as a performance condition. As such, the performance target should not be reflected in estimating the grant-date fair value of the award. Compensation costs should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. If the performance target becomes probable of being achieved before the end of the requisite service period, the remaining unrecognized compensation cost should be recognized prospectively over the remaining requisite service period. The total amount of compensation cost recognized during and after the requisite service period should reflect the number of awards that are expected to vest and should be adjusted to reflect those awards that ultimately vest. The requisite service period ends when the employee can cease rendering service and still be eligible to vest in the award if the performance target is achieved. This new guidance is effective for fiscal years and interim periods within those years beginning after December 15, 2015. Early adoption is permitted. Entities may apply the amendments in this Update either (a) prospectively to all awards granted or modified after the effective date or (b) retrospectively to all awards with performance targets that are outstanding as of the beginning of the earliest annual period presented in the financial statements and to all new or modified awards thereafter. The adoption of ASU 2014-12 is not expected to have a material impact on our financial position or results of operations. In June 2014, the FASB issued ASU No. 2014-10: Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation , to improve financial reporting by reducing the cost and complexity associated with the incremental reporting requirements of development stage entities. The amendments in this update remove all incremental financial reporting requirements from U.S. GAAP for development stage entities, thereby improving financial reporting by eliminating the cost and complexity associated with providing that information. The amendments in this Update also eliminate an exception provided to development stage entities in Topic 810, Consolidation, for determining whether an entity is a variable interest entity on the basis of the amount of investment equity that is at risk. The amendments to eliminate that exception simplify U.S. GAAP by reducing avoidable complexity in existing accounting literature and improve the relevance of information provided to financial statement users by requiring the application of the same consolidation guidance by all reporting entities. The elimination of the exception may change the consolidation analysis, consolidation decision, and disclosure requirements for a reporting entity that has an interest in an entity in the development stage. The amendments related to the elimination of inception-to-date information and the other remaining disclosure requirements of Topic 915 should be applied retrospectively except for the clarification to Topic 275, which shall be applied prospectively. For public companies, those amendments are effective for annual reporting periods beginning after December 15, 2014, and interim periods therein. Early adoption is permitted. The adoption of ASU 2014-10 is not expected to have a material impact on our financial position or results of operations.

Note 1. Summary of Significan28

Note 1. Summary of Significant Accounting Policies Basis of Presentation and Organization: Property and Equipment: Property, Plant and Equipment (Tables)	12 Months Ended
	Dec. 31, 2015
Tables/Schedules
Property, Plant and Equipment	December 31, 2015 December 31, 2014 Computers $0 $9,785 Accumulated depreciation 0 (2,912) Property and Equipment, net $0 $6,873

Note 2. Discontinued Operatio29

Note 2. Discontinued Operation and Deconsolidation of Held Subsidiary: Components of Discontinued Operations (Tables)	12 Months Ended
	Dec. 31, 2015
Tables/Schedules
Components of Discontinued Operations	For the twelve For the twelve months ended months ended December 31, 2015 December 31, 2014 Revenues $ 27,929 $ - Expenses Research and development (90,860) (69,082) General and administrative (293,912) (131,904) Total operating expenses (384,772) (200,986) Income (loss) from operations (356,843) (200,986) Other income / (expense) 2,351 1,245 Net loss $ (354,492) $ (199,741) Assets: Cash - 59,204 Investment accounted for using equity method - 10,339 Property and equipment, net - 6,873 Other receivables - 30,270 $ - $ 106,686 Liabilities: Accounts payable - 36,890 Accrued expenses - 84,475 Other current liabilities - $ - $ 121,365

Note 4. Common Stock_ Schedule

Note 4. Common Stock: Schedule of Derivative Instruments (Tables)	12 Months Ended
	Dec. 31, 2015
Tables/Schedules
Schedule of Derivative Instruments	Type Quantity Exercise Price Term Warrants Class B 2,200,000 $0.065 1-3 Months Warrants Class C 1,395,000 $0.35 1-3 Months Warrants Class I 666,667 $0.45 1-12 Months Total 4,261,667

Note 6. Income Taxes_ Summary o

Note 6. Income Taxes: Summary of Operating Loss Carryforwards (Tables)	12 Months Ended
	Dec. 31, 2015
Tables/Schedules
Summary of Operating Loss Carryforwards	2015 2014 Current tax provision: Federal Taxable income $ - $ - Total current tax provision $ - $ - Deferred tax provision Federal Loss carryforwards $ 903,842 $ 655,137 Change in valuation allowance (903,842) (655,137) $ - $ -

Note 6. Income Taxes_ Schedule

Note 6. Income Taxes: Schedule of Deferred Tax Assets and Liabilities (Tables)	12 Months Ended
	Dec. 31, 2015
Tables/Schedules
Schedule of Deferred Tax Assets and Liabilities	2015 2014 Loss carryforwards $ 903,842 $ 655,137 Less- Valuation allowance (903,842) (655,137) Total net deferred tax assets $ - $ -