Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
31-May-14 | Jul. 20, 2014 | |
Document and Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 31-May-14 | ' |
Entity Registrant Name | 'ON THE MOVE SYSTEMS CORP. | ' |
Entity Central Index Key | '0001498148 | ' |
Current Fiscal Year End Date | '--02-28 | ' |
Document Fiscal Period Focus | 'Q1 | ' |
Document Fiscal Year Focus | '2015 | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Common Stock, Shares Outstanding | ' | 28,580,000 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | 31-May-14 | Feb. 28, 2014 |
CURRENT ASSETS | ' | ' |
Cash and cash equivalents | $35,307 | $32,618 |
Accounts receivable, net of allowance for bad debt of $1,642 | 2,575 | 755 |
Prepaid expenses | 11,469 | ' |
Inventory | 4,687 | 3,815 |
Total current assets | 54,038 | 37,188 |
Fixed assets net of accumulated depreciation of $44,144 and $41,745, respectively | 46,783 | 17,751 |
TOTAL ASSETS | 100,821 | 54,939 |
CURRENT LIABILITIES | ' | ' |
Accounts payable and accrued expenses | 300,807 | 251,343 |
Related party accounts payable and accrued expenses | 16,650 | 13,227 |
Advances payable | 235,667 | 130,037 |
Current portion of convertible notes payable | 268,043 | 294,871 |
Note payable to related party | 11,354 | 18,452 |
Current portion of capital lease obligation | 5,193 | ' |
Current portion of accrued interest payable | 21,681 | 20,953 |
Total current liabilities | 859,395 | 728,883 |
Convertible notes payable, net of discount of $578,687 and $615,024, respectively | 79,866 | 43,529 |
Capital lease obligation | 26,395 | ' |
Accrued interest payable | 45,953 | 29,354 |
TOTAL LIABILITIES | 1,011,609 | 801,766 |
STOCKHOLDERS' DEFICIT | ' | ' |
Common Stock, $0.0001 par value; 100,000,000 shares authorized; 26,580,000 and 23,100,000 shares issued and outstanding at May 31, 2014 and February 28, 2014, respectively | 2,658 | 2,310 |
Additional paid-in capital | 4,714,695 | 4,581,243 |
Accumulated deficit | -5,629,141 | -5,330,380 |
Total stockholders' deficit | -910,788 | -746,827 |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | 100,821 | 54,939 |
Series E Preferred Stock [Member] | ' | ' |
STOCKHOLDERS' DEFICIT | ' | ' |
Series E Preferred Stock, $0.001 par value; 1,000,000 shares authorized; 1,000,000 and 0 shares issued and outstanding at May 31, 2014 and February 28, 2014, respectively | $1,000 | ' |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | 31-May-14 | Feb. 28, 2014 |
Accounts receivable, allowance for doubtful accounts | $1,642 | $1,642 |
Fixed assets, accumulated depreciation | 44,144 | 41,745 |
Convertible notes payable, discount | $578,687 | $615,024 |
Common stock, par value per share | $0.00 | $0.00 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 26,580,000 | 23,100,000 |
Common stock, shares outstanding | 26,580,000 | 23,100,000 |
Series E Preferred Stock [Member] | ' | ' |
Preferred stock, par value per share | $0.00 | $0.00 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 1,000,000 | 0 |
Preferred stock, shares outstanding | 1,000,000 | 0 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 3 Months Ended | |
31-May-14 | 31-May-13 | |
CONSOLIDATED STATEMENTS OF OPERATIONS [Abstract] | ' | ' |
REVENUE | $25,530 | $21,855 |
COST OF GOODS SOLD | 17,730 | 14,763 |
GROSS PROFIT | 7,800 | 7,092 |
OPERATING EXPENSES | ' | ' |
Expenses related to joint ventures and other business development agreements | 23,786 | ' |
General and administrative expenses | 220,875 | 89,743 |
LOSS FROM OPERATIONS | -236,861 | -82,651 |
OTHER EXPENSE | ' | ' |
Interest expense | -61,900 | -7,088 |
Total other expense | -61,900 | -7,088 |
NET LOSS | ($298,761) | ($89,739) |
NET LOSS PER COMMON SHARE - Basic and diluted | ($0.01) | $0 |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - Basic and diluted | 24,558,696 | 18,500,000 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 3 Months Ended | |
31-May-14 | 31-May-13 | |
CASH FLOW FROM OPERATING ACTIVITIES: | ' | ' |
Net loss | ($298,761) | ($89,739) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' |
Amortization of discount on convertible notes payable | 36,337 | ' |
Depreciation | 2,972 | 1,304 |
Preferred stock issued for services | 100,000 | ' |
Changes in operating assets and liabilities: | ' | ' |
Accounts receivable | -1,820 | -3,146 |
Inventory | -872 | -254 |
Prepaid expenses | -11,469 | ' |
Accounts payable and accrued expenses | 49,463 | 33,931 |
Related party accounts payable and accrued expenses | 3,423 | ' |
Accrued interest payable | 25,300 | 7,088 |
NET CASH USED IN OPERATING ACTIVITIES | -95,427 | -50,816 |
CASH FLOWS FROM FINANCING ACTIVITIES | ' | ' |
Proceeds from advances | 105,630 | ' |
Repayments of capital lease payable | -416 | ' |
Proceeds from notes payable | ' | 83,955 |
Repayments of notes payable | ' | -2,003 |
Repayments of related party notes payable | -7,098 | -11,979 |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 98,116 | 69,973 |
NET INCREASE IN CASH | 2,689 | 19,157 |
CASH, at the beginning of the period | 32,618 | 18,718 |
CASH, at the end of the period | 35,307 | 37,875 |
Supplemental Disclosures of Cash Flow Information: | ' | ' |
Cash paid during the period for: Interest | ' | ' |
Cash paid during the period for: Taxes | ' | ' |
Noncash investing and financing transaction: | ' | ' |
Refinance of advances into convertible notes payable | ' | 261,595 |
Beneficial conversion on convertible note payable | ' | 261,595 |
Common stock issued for conversion of convertible notes payable | 34,800 | ' |
Automobile acquired under capital lease | $32,004 | ' |
General_Organization_and_Busin
General Organization and Business | 3 Months Ended | ||||||||
31-May-14 | |||||||||
General Organization and Business [Abstract] | ' | ||||||||
General Organization and Business | ' | ||||||||
Note 1. General Organization and Business | |||||||||
On the Move Systems Corp. ("we", "us", "our", "OMVS", or the "Company") was incorporated in Florida on March 25, 2010. The Company's business focus is the mobile electronics market, but is it currently exploring the specialized travel and transportation market by developing a network of niche travel, destination lodging and international logistics partnerships. The Company's year-end is February 28. The company is located at 3001 North Rocky Point East, Suite 200, Tampa, FL 33607. Our telephone number is (813) 367-7748. | |||||||||
On March 25, 2011, Crawford Mobile Installation Corp. ("CMIC"), a wholly owned subsidiary of the Company acquired all of the assets and assumed certain liabilities of Crawford Mobile Install ("CMI"). The assets of CMI included cash, inventory, a vehicle and installation equipment. On the date of the acquisition, a material relationship existed between the parties, because John Crawford was the sole officer and director of both the Company and CMIC as well as being the sole proprietor of CMI. The purchase price for the assets and liabilities of CMI was $100,000. | |||||||||
We currently provide mobile electronic services under the trade name "On the Move Systems Corporation." Our services include the sale, installation, and servicing of after-market electronic and audio/video upgrades for markets such as auto, recreational vehicle and boat dealerships, and for government agencies and corporations that administer vehicle fleets for law enforcement, security, emergency response, sanitation, public utility, limousine, taxi, and other services. | |||||||||
To this end, we have created relationships with a multitude of dealerships to provide on-site electronics sales, installation, and servicing for vehicles purchased by them or by their customers. We also provide services directly to individual consumers. We currently offer all of our services from our sales and installation vehicle, eliminating the need for our customers to travel to our place of business. | |||||||||
We provide our clients with electronic accessories and installation services that allow them and their customers to personalize vehicles for enhanced aesthetics and electronic performance. We believe that our service allows dealerships and other wholesale vehicle purchasers to order models with fewer options from their manufacturers, thereby reducing vehicle inventory costs. The corollary to this is that the dealerships' retail customers can be given the alternative to select personalized electronic systems for their vehicles that are better suited to their individual budgets, tastes, and needs. | |||||||||
We provide our services on-site at vehicle dealerships and directly to individuals. Mr. John B. Crawford, President of CMIC, and our former Chief Executive officer, applies his eighteen years of mobile electronic accessory sales and installation experience to identify the latest in mobile audio-visual, GPS, and telecommunications technology, and to consult with our clients to select technology best suited to their specific performance requirements and budgets. Our base of operations is in the city of Sarasota, Florida and we primarily market our services in and around that city. In keeping with future demand and as our capacity allows, we will market and provide our services further afield in adjacent cities and states. | |||||||||
Restatement | |||||||||
On June 11, 2014, the Company determined that due to an error in accounting for our acquisition of Crawford Mobile Install ("CMI"), the Company's consolidated financial statements as of and for the years ended February 28, 2013 should no longer be relied upon. The purpose of the restatement was to correct the accounting for our acquisition of Crawford Mobile Install ("CMI"). In the Original Filing, the acquisition of CMI was accounted for as an acquisition of a business. However, since John Crawford was our CEO at the time of the acquisition and also owned all of CMI, the acquisition should have been accounted for as a business acquired from an entity under common control according to ASC 805-50-30. We had originally recognized intangible assets and goodwill as a result of the acquisition of CMI. According to ASC 805-50-30, neither should have been recognized. As a result of the restatement, goodwill in the amount of $108,724 and intangible assets in the amount of $20,000 were removed from assets on the date of acquisition, March 25, 2011. In addition, we recognized a loss on the acquisition of CMI in the amount of $128,724 as of March 25, 2011. | |||||||||
The Company as a result restated the consolidated statement of operations for the three months ended May 31, 2013 as follows: | |||||||||
Three months ended May 31, 2013 | |||||||||
As originally | Adjustments | As Restated | |||||||
reported | |||||||||
GROSS PROFIT | $ | 7,092 | $ | 7,092 | |||||
General and administrative expense | 90,743 | (1,000 | ) (1) | 89,743 | |||||
LOSS FROM OPERATIONS | (83,651 | ) | (82,651 | ) | |||||
OTHER EXPENSE: | |||||||||
Interest expense | (7,088 | ) | (7,088 | ) | |||||
Net loss | $ | (90,739 | ) | $ | (89,739 | ) | |||
Net loss per common share - basic and diluted | $ | (0.00 | ) | $ | (0.00 | ) | |||
Weighted average number of common shares outstanding- | 18,500,000 | 18,500,000 | |||||||
basic and diluted | |||||||||
Adjustments to consolidated financial statements: | |||||||||
(1) Reverse amortization of intangible assets. | |||||||||
Joint Ventures | |||||||||
On February 11, 2014, the Company signed a joint venture agreement with The Xperience to offer fantasy travel packages beginning with auto racing events. OMVS has committed to fund up to $30,000 of the cash flow requirements of the joint venture at its discretion and to assist with creating the travel packages. OMVS will be allocated 40 percent of the earnings (losses) from this joint venture. During the three months ended May 31, 2014, the Company funded $15,000 to this joint venture for operating expenses, which the Company recorded as expenses related to joint ventures and other business development agreements in the consolidated statement of operations. | |||||||||
Additionally, during the three months ended May 31, 2014, we spent $8,786 for expenses related to preparing our race car for use at auto racing events in our XPerience segment. |
Going_Concern
Going Concern | 3 Months Ended |
31-May-14 | |
Going Concern [Abstract] | ' |
Going Concern | ' |
Note 2. Going Concern | |
The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. For the three months ended May 31, 2014, we had a net loss of $298,761 and negative cash flow from operating activities of $95,427. As of May 31, 2014, the Company had negative working capital of $805,357. Management does not anticipate having positive cash flow from operations in the near future. These factors raise a substantial doubt about the Company's ability to continue as a going concern. | |
We will need to obtain loans or other financing in order to fund operating shortfalls and do not foresee a change in this situation in the immediate future. There can be no assurance that we will be able to obtain these loans or that they will be available to us on terms that are acceptable to the Company. We will not be able to continue operations without them. We are pursuing alternate sources of financing, but there is no assurance that additional capital will be available to the Company when needed or on acceptable terms. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 3 Months Ended | ||
31-May-14 | |||
Summary of Significant Accounting Policies [Abstract] | ' | ||
Summary of Significant Accounting Policies | ' | ||
Note 3. Summary of Significant Accounting Policies | |||
Interim Financial Statements | |||
These unaudited financial statements have been prepared in accordance with generally accepted accounting ("GAAP") principles in the United States of America for interim financial information and with the instructions to Form 10-Q and Regulation S-X. Accordingly, the consolidated financial statements do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included and such adjustments are of a normal recurring nature. These consolidated financial statements should be read in conjunction with the consolidated financial statements for the fiscal year ended February 28, 2014 and notes thereto and other pertinent information contained in our Form 10-K the Company has filed with the Securities and Exchange Commission (the "SEC"). | |||
The results of operations for the three month period ended May 31, 2014 are not necessarily indicative of the results to be expected for the full fiscal year ending February 28, 2015. | |||
Principals of Consolidation | |||
The consolidated financial statements of the Company include the accounts of the Company and its wholly owned subsidiary, Crawford Mobile Installation Corp. Significant intercompany transactions have been eliminated in consolidation. The fiscal year-end for the Company and its subsidiary is February 28. | |||
Use of Estimates | |||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. | |||
Cash and Cash Equivalents | |||
All cash, other than cash held in escrow, is maintained with a major financial institution in the United States. Deposits with this bank may exceed the amount of insurance provided on such deposits. Temporary cash investments with an original maturity of three months or less are considered to be cash equivalents. Cash and cash equivalents were $35,307 and $32,618 at May 31, 2014 and February 28, 2014, respectively. | |||
Inventory | |||
The Company follows ASC 330, Inventory. Inventory consists of aftermarket electronic products and other items valued at the lower of cost or market, with cost determined using the specific identification method, and with market defined as the lower of replacement cost or realizable value. | |||
Fixed Assets | |||
Fixed assets of the Company include vehicles and are stated at cost. In accordance with ASC Topic 360 Property, Plant and Equipment, expenditure for fixed assets that substantially increase the useful lives of existing assets are capitalized at cost and depreciated. Routine expenditures for repairs and maintenance are expensed as incurred. | |||
Depreciation is provided principally on the straight-line method over the estimated useful lives of four years for financial reporting purposes. | |||
Impairment of Long-Lived Assets | |||
Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the long-lived asset may not be recoverable. The carrying amount of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. If it is determined that an impairment loss has occurred, the loss is measured as the amount by which the carrying amount of the long-lived asset exceeds its fair value. The Company determined that there was no impairment of long-lived assets during the three months ended May 31, 2014. | |||
Revenue and Cost Recognition | |||
The Company follows ASC 605, Revenue Recognition recognizing revenue when persuasive evidence of an arrangement exists, product delivery has occurred or the services have been rendered, the price is fixed or determinable and collectability is reasonably assured. | |||
Advertising Costs | |||
The Company's policy is to expense advertising costs when they are incurred. | |||
Income Taxes | |||
The Company accounts for income taxes under ASC 740 Income Taxes. Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations. No deferred tax assets or liabilities were recognized as of May 31, 2014 or February 28, 2014. | |||
Earnings (Loss) per Common Share | |||
The Company computes basic and diluted earnings per common share amounts in accordance with ASC Topic 260, Earnings per Share. Basic loss per share is computed by dividing net loss attributable to common stockholders by the weighted average common shares outstanding for the period. Diluted loss per common share is computed giving effect to all potentially dilutive common shares. Potentially dilutive common shares may consist of incremental shares issuable upon the exercise of stock options and warrants and the conversion of notes payable to common stock. In periods in which a net loss has been incurred, all potentially dilutive common shares are considered antidilutive and thus are excluded from the calculation. | |||
The Company's convertible debt is considered anti-dilutive due to the Company's net loss for the three months ended May 31, 2014 and 2013. As a result, the Company did not have any potentially dilutive common shares for those periods. For the periods ended May 31, 2014 and 2013, potentially issuable shares as a result of conversions of convertible notes payable have been excluded from the calculation. At May 31, 2014, the Company had 94,638,233 potentially issuable shares upon the conversion of convertible notes payable and interest. | |||
Related Parties | |||
The Company follows ASC 850, Related Party Disclosures, for the identification of related parties and disclosure of related party transactions. | |||
Financial Instruments | |||
The Company's balance sheet includes certain financial instruments. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period between the origination of these instruments and their expected realization. | |||
FASB Accounting Standards Codification (ASC) 820 Fair Value Measurements and Disclosures (ASC 820) defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity's own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below: | |||
Level 1 - | Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. | ||
Level 2 - | Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means. | ||
Level 3 - | Inputs that are both significant to the fair value measurement and unobservable. | ||
Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of May 31, 2014. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments. These financial instruments include accounts receivable, other current assets, accounts payable, and accrued expenses. The fair value of the Company's notes payable and capital lease obligation is estimated based on current rates that would be available for debt of similar terms that is not significantly different from its stated value. | |||
Reclassifications | |||
Certain reclassifications have been made to the prior year financial statements to conform with the current year presentation. | |||
Subsequent Events | |||
The Company evaluated material events occurring between the end of our quarter, May 31, 2014, and through the date when the consolidated financial statements were available to be issued for disclosure. | |||
Recently Issued Accounting Pronouncements | |||
We have reviewed the FASB issued Accounting Standards Update ("ASU") accounting pronouncements and interpretations thereof that have effectiveness dates during the periods reported and in future periods. The Company has carefully considered the new pronouncements that alter previous generally accepted accounting principles and does not believe that any new or modified principles will have a material impact on the corporation's reported financial position or operations in the near term. The applicability of any standard is subject to the formal review of our financial management and certain standards are under consideration. |
Inventory
Inventory | 3 Months Ended |
31-May-14 | |
Inventory [Abstract] | ' |
Inventory | ' |
Note 4. Inventory | |
The Company follows FASB ASC 330, Inventory. Inventories are stated at the lower of cost or net realizable value. The cost of inventories comprises all costs of purchase and other costs incurred in bringing the inventories to their present location and condition. The cost of inventories is determined using the weighted average cost method. Inventory is reduced for the estimated losses due to obsolescence. This reduction is determined for groups of products based on purchases in the recent past and/or expected future demand. Our inventory is made up of electronic components that we have acquired from wholesalers, retailers, and manufacturers to install in customer vehicles. |
Fixed_Assets
Fixed Assets | 3 Months Ended |
31-May-14 | |
Fixed Assets [Abstract] | ' |
Fixed Assets | ' |
Note 5. Fixed Assets | |
Fixed assets of the Company include vehicles and are stated at cost. Expenditures for fixed assets that substantially increase the useful lives of existing assets are capitalized at cost and depreciated. Routine expenditures for repairs and maintenance are expensed as incurred. | |
On May 1, 2014, the Company entered into a capital lease agreement to acquire a racecar, which will be used in our XPerience business segment. The race care has been recorded at the present value of the future minimum lease payments in the amount of $32,004. | |
Depreciation on the leased vehicle is provided on the straight-line method over term of the lease which is five years. Depreciation of other vehicles is provided on the straight-line method over the estimated useful lives of four years. The Company recognized depreciation expense of $2,972 and $1,304 during the three months ended May 31, 2014 and 2013, respectively. |
Capital_lease_obligation
Capital lease obligation | 3 Months Ended | ||||||
31-May-14 | |||||||
Capital lease obligation [Abstract] | ' | ||||||
Capital lease obligation | ' | ||||||
Note 6. Capital lease obligation | |||||||
31-May-14 | 28-Feb-14 | ||||||
Capital lease - race car, interest at 10%, payments of $680 per month, term 5 years | $ | 31,588 | $ | - | |||
31,588 | - | ||||||
Current portion of capital lease obligation | 5,193 | - | |||||
$ | 26,395 | $ | - | ||||
The lease for the race car meets the accounting criteria for a capital lease with the lease covering over 75% of the economic life of the asset. | |||||||
Capital Leases-Future Minimum Lease Payments | |||||||
The future minimum lease payments required under the capital leases and the present value of the net minimum lease payments as of May 31, 2014, are as follows: | |||||||
For the periods ending May 31, | |||||||
2015 | $ | 8,160 | |||||
2016 | 8,160 | ||||||
2017 | 8,160 | ||||||
2018 | 8,160 | ||||||
2019 | 7,480 | ||||||
Total minimum lease payments | $ | 40,120 | |||||
Total minimum lease payments | $ | 40,120 | |||||
Less: Amount representing interest | (8,532 | ) | |||||
Present value of net minimum lease and debt payments | 31,588 | ||||||
Less: Current maturities of capitalized lease obligation and debt | (5,193 | ) | |||||
Long-term capitalized lease obligation | $ | 26,394 |
Related_Party_Transactions
Related Party Transactions | 3 Months Ended |
31-May-14 | |
Related Party Transactions [Abstract] | ' |
Related Party Transactions | ' |
Note 7. Related Party Transactions | |
The officers and directors of the Company are involved in other business activities and may, in the future, become involved in other business opportunities that become available. They may face a conflict in selecting between the Company and other business interests. The Company has not formulated a policy for the resolution of such conflicts. | |
Acquisition of CMIC | |
On March 25, 2011, CMIC, a wholly owned subsidiary of the Company, entered into an agreement to purchase all of the assets and the business of CMI for $100,000. CMI was a sole proprietorship owned and operated by John Crawford. John Crawford was also the sole officer-director of the Company and CMIC. The Company accounted for the acquisition as a transaction between entities under common control and, therefore, the transaction was accounted for at historical cost. | |
The purchase price was paid with $10,000 in cash at closing and a note payable for the remaining $90,000. The note bears interest at 10% per year and was payable in monthly installments of $2,500 with a balloon payment of the remaining principal and interest due February 1, 2014. The balance of the note payable was $11,354 and $18,452 as of May 31, 2014 and February 28, 2014, respectively. This note payable is in default. | |
Issuance of Preferred Stock | |
On May 8, 2014, the Company issued 1,000,000 shares of Series E preferred stock to Masclo Investment Corporation, a Panama corporation, ("Masclo") for services. The Company recorded $100,000 of expense based on the fair value of the services provided. Masclo owned 9,000,000 shares of common stock of the Company prior to this transaction. | |
Amounts Due to Related Parties | |
As of May 31, 2014 and February 28, 2014, there were accrued liabilities in the amount of $16,650 and $13,227 respectively owed to related parties. These amounts related primarily to accrued compensation, which remained unpaid. The above terms and amounts are not necessarily indicative of the terms and amounts that would have been incurred had comparable transactions been entered into with independent parties. |
Advances_Payable
Advances Payable | 3 Months Ended |
31-May-14 | |
Advances Payable [Abstract] | ' |
Advances Payable | ' |
Note 8. Advances Payable | |
During the three months ended May 31, 2014, the Company received advances from Vista View Ventures Inc. totaling $105,630. These advances are non-interest bearing and payable on demand. | |
At May 31, 2014 and February 28, 2014, the Company owed Vista View $235,667 and $130,037, respectfully, of advances paid to the Company. |
Convertible_Notes_Payable
Convertible Notes Payable | 3 Months Ended | |||||||||||||
31-May-14 | ||||||||||||||
Convertible Notes Payable [Abstract] | ' | |||||||||||||
Convertible Notes Payable | ' | |||||||||||||
Note 9. Convertible Notes Payable | ||||||||||||||
Convertible notes payable consist of the following as of May 31, 2014 and February 28, 2014: | ||||||||||||||
Issued | Maturity | Interest Rate | Conversion Rate per Share | Balance | Balance | |||||||||
31-May-14 | 28-Feb-14 | |||||||||||||
28-Feb-11 | 27-Feb-13 | 7% | $0.02 | $ | 32,600 | $ | 32,600 | |||||||
31-Jan-13 | 28-Feb-15 | 10% | $0.01 | 235,443 | 262,271 | |||||||||
31-May-13 | 31-May-15 | 10% | $0.01 | 261,595 | 261,595 | |||||||||
30-Nov-13 | 30-Nov-15 | 10% | $0.01 | 396,958 | 396,958 | |||||||||
Total convertible notes payable | 926,596 | 953,424 | ||||||||||||
Less: current portion of convertible notes payable | (268,043 | ) | (294,871 | ) | ||||||||||
Less: discount on noncurrent convertible notes payable | (578,687 | ) | (615,024 | ) | ||||||||||
Long-term convertible notes payable, net of discount | $ | 79,866 | $ | 43,529 | ||||||||||
The note dated February 28, 2011 is currently is in default and bears default interest at 18% per annum. | ||||||||||||||
On May 31, 2013 the Company signed a convertible promissory note with Vista View Ventures Inc. which refinanced non-interest bearing advances in the amount of $261,695 into a convertible note payable. The convertible promissory note bears interest at 10 percent per annum and is payable along with accrued interest on May 31. 2015. The convertible promissory note is convertible into common stock at the option of the holder at the rate of $0.01 per share. | ||||||||||||||
During three months ended May 31, 2014, the holders of the convertible note payable dated January 31, 2013 elected to convert principal and accrued interest in the amounts of $34,800 into 3,480,000 shares of common stock. | ||||||||||||||
The Company evaluated the terms of the convertible notes in accordance with ASC 815 - 40, Derivatives and Hedging - Contracts in Entity's Own Stock and determined that the underlying common stock is indexed to the Company's common stock. The Company determined that the conversion feature did not meet the definition of a liability and therefore did not bifurcate the conversion feature and account for it as a separate derivative liability. The Company evaluated the conversion feature for a beneficial conversion feature. The effective conversion price was compared to the market price on the date of the notes and was deemed to be less than the market value of underlying common stock at the inception of the note. Therefore, the Company recognized a beneficial conversion feature in the amount of $261,595 at May 31, 2013. The beneficial conversion feature is being amortized to interest expense over the life of the notes using the effective interest method. |
Stockholders_Equity
Stockholders' Equity | 3 Months Ended |
31-May-14 | |
Stockholders' Equity [Abstract] | ' |
Stockholders' Equity | ' |
Note 10. Stockholders' Equity | |
Conversion of convertible notes payable | |
During three months ended May 31, 2014, the holders of our convertible notes elected to convert principal and interest of $34,800 into 3,480,000 shares of common stock. | |
Preferred Stock | |
On May 8, 2014, the board of directors designated 1,000,000 shares of Series E preferred stock. The Series E preferred stock has a par value of $0.001 and ranks subordinate to the Company's common stock. The outstanding shares of Series E preferred stock have the right to take action by written consent or vote based on the number of votes equal to twice the number of votes of all outstanding shares of capital stock. On the same date, the Company issued 1,000,000 shares of Series E preferred stock to Masclo Investment Corporation, a Panama corporation, ("Masclo") for services. The Company recorded $100,000 of expense in connection with the issuance of these shares based on the value of the services provided. Masclo owned 9,000,000 shares of common stock of the Company prior to this transaction. |
Business_Segments
Business Segments | 3 Months Ended | |||||||
31-May-14 | ||||||||
Business Segments [Abstract] | ' | |||||||
Business Segments | ' | |||||||
Note 11. Business Segments | ||||||||
The Company has two reportable operating segments: (1) CMIC and (2) specialized travel and transportation. These reportable segments are managed separately due to differences in their products. | ||||||||
The only segment which generates revenue is CMIC. Management evaluates and monitors performance of this segment primarily through, among other measures, gross profit. The specialized travel and transportation segment is in the development stage and has not begun to generate revenue. | ||||||||
The result of operations and financial position of the two reportable operating segments and corporate were as follows: | ||||||||
Three months | ||||||||
ended May 31, | ||||||||
2014 | 2013 | |||||||
(restated) | ||||||||
REVENUE | ||||||||
CMIC | $ | 25,530 | $ | 21,855 | ||||
Specialized travel and transportation | - | - | ||||||
Corporate | - | - | ||||||
$ | 25,530 | 21,855 | ||||||
GROSS PROFIT | ||||||||
CMIC | $ | 7,800 | $ | 7,092 | ||||
Specialized travel and transportation | - | - | ||||||
Corporate | - | - | ||||||
$ | 7,800 | $ | 7,092 | |||||
OPERATING EXPENSES | ||||||||
CMIC | $ | 22,077 | $ | 13,077 | ||||
Specialized travel and transportation | 23,786 | - | ||||||
Corporate | 198,798 | 76,666 | ||||||
$ | 244,661 | $ | 89,743 | |||||
Corporate operating expense includes general and administrative costs not allocated to operating segments. | ||||||||
May 31, | February 28, | |||||||
2014 | 2014 | |||||||
(restated) | ||||||||
TOTAL ASSETS | ||||||||
CMIC | $ | 23,644 | $ | 24,756 | ||||
Specialized travel and transportation | 31,460 | - | ||||||
Corporate | 45,717 | 30,183 | ||||||
$ | 100,821 | $ | 54,939 |
Subsequent_Events
Subsequent Events | 3 Months Ended |
31-May-14 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
Note 12. Subsequent Events | |
During June 2014, the holders of the Convertible Promissory Note date January 31, 2013 elected to convert principal and accrued interest in the amount of $20,000 into 2,000,000 shares of common stock at a rate of $0.01 per share. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 3 Months Ended | ||
31-May-14 | |||
Summary of Significant Accounting Policies [Abstract] | ' | ||
Interim Financial Statements | ' | ||
Interim Financial Statements | |||
These unaudited financial statements have been prepared in accordance with generally accepted accounting ("GAAP") principles in the United States of America for interim financial information and with the instructions to Form 10-Q and Regulation S-X. Accordingly, the consolidated financial statements do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included and such adjustments are of a normal recurring nature. These consolidated financial statements should be read in conjunction with the consolidated financial statements for the fiscal year ended February 28, 2014 and notes thereto and other pertinent information contained in our Form 10-K the Company has filed with the Securities and Exchange Commission (the "SEC"). | |||
The results of operations for the three month period ended May 31, 2014 are not necessarily indicative of the results to be expected for the full fiscal year ending February 28, 2015. | |||
Principles of Consolidation | ' | ||
Principals of Consolidation | |||
The consolidated financial statements of the Company include the accounts of the Company and its wholly owned subsidiary, Crawford Mobile Installation Corp. Significant intercompany transactions have been eliminated in consolidation. The fiscal year-end for the Company and its subsidiary is February 28. | |||
Use of Estimates | ' | ||
Use of Estimates | |||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. | |||
Cash and Cash Equivalents | ' | ||
Cash and Cash Equivalents | |||
All cash, other than cash held in escrow, is maintained with a major financial institution in the United States. Deposits with this bank may exceed the amount of insurance provided on such deposits. Temporary cash investments with an original maturity of three months or less are considered to be cash equivalents. Cash and cash equivalents were $35,307 and $32,618 at May 31, 2014 and February 28, 2014, respectively. | |||
Inventory | ' | ||
Inventory | |||
The Company follows ASC 330, Inventory. Inventory consists of aftermarket electronic products and other items valued at the lower of cost or market, with cost determined using the specific identification method, and with market defined as the lower of replacement cost or realizable value. | |||
Fixed Assets | ' | ||
Fixed Assets | |||
Fixed assets of the Company include vehicles and are stated at cost. In accordance with ASC Topic 360 Property, Plant and Equipment, expenditure for fixed assets that substantially increase the useful lives of existing assets are capitalized at cost and depreciated. Routine expenditures for repairs and maintenance are expensed as incurred. | |||
Depreciation is provided principally on the straight-line method over the estimated useful lives of four years for financial reporting purposes. | |||
Impairment of Long-Lived Assets | ' | ||
Impairment of Long-Lived Assets | |||
Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the long-lived asset may not be recoverable. The carrying amount of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. If it is determined that an impairment loss has occurred, the loss is measured as the amount by which the carrying amount of the long-lived asset exceeds its fair value. The Company determined that there was no impairment of long-lived assets during the three months ended May 31, 2014. | |||
Revenue and Cost Recognition | ' | ||
Revenue and Cost Recognition | |||
The Company follows ASC 605, Revenue Recognition recognizing revenue when persuasive evidence of an arrangement exists, product delivery has occurred or the services have been rendered, the price is fixed or determinable and collectability is reasonably assured. | |||
Advertising Costs | ' | ||
Advertising Costs | |||
The Company's policy is to expense advertising costs when they are incurred. | |||
Income Taxes | ' | ||
Income Taxes | |||
The Company accounts for income taxes under ASC 740 Income Taxes. Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations. No deferred tax assets or liabilities were recognized as of May 31, 2014 or February 28, 2014. | |||
Earnings (Loss) Per Common Share | ' | ||
Earnings (Loss) per Common Share | |||
The Company computes basic and diluted earnings per common share amounts in accordance with ASC Topic 260, Earnings per Share. Basic loss per share is computed by dividing net loss attributable to common stockholders by the weighted average common shares outstanding for the period. Diluted loss per common share is computed giving effect to all potentially dilutive common shares. Potentially dilutive common shares may consist of incremental shares issuable upon the exercise of stock options and warrants and the conversion of notes payable to common stock. In periods in which a net loss has been incurred, all potentially dilutive common shares are considered antidilutive and thus are excluded from the calculation. | |||
The Company's convertible debt is considered anti-dilutive due to the Company's net loss for the three months ended May 31, 2014 and 2013. As a result, the Company did not have any potentially dilutive common shares for those periods. For the periods ended May 31, 2014 and 2013, potentially issuable shares as a result of conversions of convertible notes payable have been excluded from the calculation. At May 31, 2014, the Company had 94,638,233 potentially issuable shares upon the conversion of convertible notes payable and interest. | |||
Related Parties | ' | ||
Related Parties | |||
The Company follows ASC 850, Related Party Disclosures, for the identification of related parties and disclosure of related party transactions. | |||
Financial Instruments | ' | ||
Financial Instruments | |||
The Company's balance sheet includes certain financial instruments. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period between the origination of these instruments and their expected realization. | |||
FASB Accounting Standards Codification (ASC) 820 Fair Value Measurements and Disclosures (ASC 820) defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity's own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below: | |||
Level 1 - | Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. | ||
Level 2 - | Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means. | ||
Level 3 - | Inputs that are both significant to the fair value measurement and unobservable. | ||
Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of May 31, 2014. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments. These financial instruments include accounts receivable, other current assets, accounts payable, and accrued expenses. The fair value of the Company's notes payable and capital lease obligation is estimated based on current rates that would be available for debt of similar terms that is not significantly different from its stated value. | |||
Reclassifications | ' | ||
Reclassifications | |||
Certain reclassifications have been made to the prior year financial statements to conform with the current year presentation. | |||
Subsequent Events | ' | ||
Subsequent Events | |||
The Company evaluated material events occurring between the end of our quarter, May 31, 2014, and through the date when the consolidated financial statements were available to be issued for disclosure. | |||
Recently Issued Accounting Pronouncements | ' | ||
Recently Issued Accounting Pronouncements | |||
We have reviewed the FASB issued Accounting Standards Update ("ASU") accounting pronouncements and interpretations thereof that have effectiveness dates during the periods reported and in future periods. The Company has carefully considered the new pronouncements that alter previous generally accepted accounting principles and does not believe that any new or modified principles will have a material impact on the corporation's reported financial position or operations in the near term. The applicability of any standard is subject to the formal review of our financial management and certain standards are under consideration. |
General_Organization_and_Busin1
General Organization and Business (Tables) | 3 Months Ended | ||||||||
31-May-14 | |||||||||
General Organization and Business [Abstract] | ' | ||||||||
Schedule of Prior Period Adjustments | ' | ||||||||
The Company as a result restated the consolidated statement of operations for the three months ended May 31, 2013 as follows: | |||||||||
Three months ended May 31, 2013 | |||||||||
As originally | Adjustments | As Restated | |||||||
reported | |||||||||
GROSS PROFIT | $ | 7,092 | $ | 7,092 | |||||
General and administrative expense | 90,743 | (1,000 | ) (1) | 89,743 | |||||
LOSS FROM OPERATIONS | (83,651 | ) | (82,651 | ) | |||||
OTHER EXPENSE: | |||||||||
Interest expense | (7,088 | ) | (7,088 | ) | |||||
Net loss | $ | (90,739 | ) | $ | (89,739 | ) | |||
Net loss per common share - basic and diluted | $ | (0.00 | ) | $ | (0.00 | ) | |||
Weighted average number of common shares outstanding- | 18,500,000 | 18,500,000 | |||||||
basic and diluted | |||||||||
Adjustments to consolidated financial statements: | |||||||||
(1) Reverse amortization of intangible assets. |
Capital_lease_obligation_Table
Capital lease obligation (Tables) | 3 Months Ended | ||||||
31-May-14 | |||||||
Capital lease obligation [Abstract] | ' | ||||||
Schedule of Capital Lease Obligation | ' | ||||||
31-May-14 | 28-Feb-14 | ||||||
Capital lease - race car, interest at 10%, payments of $680 per month, term 5 years | $ | 31,588 | $ | - | |||
31,588 | - | ||||||
Current portion of capital lease obligation | 5,193 | - | |||||
$ | 26,395 | $ | - | ||||
Schedule of Future Minimum Lease Payments | ' | ||||||
The future minimum lease payments required under the capital leases and the present value of the net minimum lease payments as of May 31, 2014, are as follows: | |||||||
For the periods ending May 31, | |||||||
2015 | $ | 8,160 | |||||
2016 | 8,160 | ||||||
2017 | 8,160 | ||||||
2018 | 8,160 | ||||||
2019 | 7,480 | ||||||
Total minimum lease payments | $ | 40,120 | |||||
Total minimum lease payments | $ | 40,120 | |||||
Less: Amount representing interest | (8,532 | ) | |||||
Present value of net minimum lease and debt payments | 31,588 | ||||||
Less: Current maturities of capitalized lease obligation and debt | (5,193 | ) | |||||
Long-term capitalized lease obligation | $ | 26,394 |
Convertible_Notes_Payable_Tabl
Convertible Notes Payable (Tables) | 3 Months Ended | |||||||||||||
31-May-14 | ||||||||||||||
Convertible Notes Payable [Abstract] | ' | |||||||||||||
Schedule of Convertible Notes Payable | ' | |||||||||||||
Convertible notes payable consist of the following as of May 31, 2014 and February 28, 2014: | ||||||||||||||
Issued | Maturity | Interest Rate | Conversion Rate per Share | Balance | Balance | |||||||||
31-May-14 | 28-Feb-14 | |||||||||||||
28-Feb-11 | 27-Feb-13 | 7% | $0.02 | $ | 32,600 | $ | 32,600 | |||||||
31-Jan-13 | 28-Feb-15 | 10% | $0.01 | 235,443 | 262,271 | |||||||||
31-May-13 | 31-May-15 | 10% | $0.01 | 261,595 | 261,595 | |||||||||
30-Nov-13 | 30-Nov-15 | 10% | $0.01 | 396,958 | 396,958 | |||||||||
Total convertible notes payable | 926,596 | 953,424 | ||||||||||||
Less: current portion of convertible notes payable | (268,043 | ) | (294,871 | ) | ||||||||||
Less: discount on noncurrent convertible notes payable | (578,687 | ) | (615,024 | ) | ||||||||||
Long-term convertible notes payable, net of discount | $ | 79,866 | $ | 43,529 |
Business_Segments_Tables
Business Segments (Tables) | 3 Months Ended | |||||||
31-May-14 | ||||||||
Business Segments [Abstract] | ' | |||||||
Schedule of Operations and Financial Position by Reporting Segments and Corporate | ' | |||||||
The result of operations and financial position of the two reportable operating segments and corporate were as follows: | ||||||||
Three months | ||||||||
ended May 31, | ||||||||
2014 | 2013 | |||||||
(restated) | ||||||||
REVENUE | ||||||||
CMIC | $ | 25,530 | $ | 21,855 | ||||
Specialized travel and transportation | - | - | ||||||
Corporate | - | - | ||||||
$ | 25,530 | 21,855 | ||||||
GROSS PROFIT | ||||||||
CMIC | $ | 7,800 | $ | 7,092 | ||||
Specialized travel and transportation | - | - | ||||||
Corporate | - | - | ||||||
$ | 7,800 | $ | 7,092 | |||||
OPERATING EXPENSES | ||||||||
CMIC | $ | 22,077 | $ | 13,077 | ||||
Specialized travel and transportation | 23,786 | - | ||||||
Corporate | 198,798 | 76,666 | ||||||
$ | 244,661 | $ | 89,743 | |||||
Corporate operating expense includes general and administrative costs not allocated to operating segments. | ||||||||
May 31, | February 28, | |||||||
2014 | 2014 | |||||||
(restated) | ||||||||
TOTAL ASSETS | ||||||||
CMIC | $ | 23,644 | $ | 24,756 | ||||
Specialized travel and transportation | 31,460 | - | ||||||
Corporate | 45,717 | 30,183 | ||||||
$ | 100,821 | $ | 54,939 |
General_Organization_and_Busin2
General Organization and Business (Narrative) (Details) (USD $) | 1 Months Ended | 3 Months Ended | 1 Months Ended | |
Feb. 28, 2014 | 31-May-14 | Mar. 31, 2011 | Mar. 31, 2011 | |
The Xperience [Member] | The Xperience [Member] | Crawford Mobile Install ("CMI") [Member] | Crawford Mobile Install ("CMI") [Member] | |
Joint Venture [Member] | Joint Venture [Member] | As originally reported [Member] | ||
Business Acquisition [Line Items] | ' | ' | ' | ' |
Purchase price | ' | ' | $100,000 | ' |
Goodwill | ' | ' | ' | 108,724 |
Intangible assets | ' | ' | ' | 20,000 |
Loss on acquisition of Crawford Mobile Install | ' | ' | 128,724 | ' |
Maximum payments committed to fund joint venture | 30,000 | ' | ' | ' |
The percent of allocated earnings and losses per joint venture agreement | 40.00% | ' | ' | ' |
Payments funded to joint venture | ' | 15,000 | ' | ' |
Expenses related to preparing our race car | ' | $8,786 | ' | ' |
General_Organization_and_Busin3
General Organization and Business (Restated Consolidated Statements of Operations) (Details) (USD $) | 3 Months Ended | ||
31-May-14 | 31-May-13 | ||
GROSS PROFIT | $7,800 | $7,092 | |
General and administrative expenses | 220,875 | 89,743 | |
LOSS FROM OPERATIONS | -236,861 | -82,651 | |
OTHER EXPENSE | ' | ' | |
Interest expense | -61,900 | -7,088 | |
NET LOSS | -298,761 | -89,739 | |
NET LOSS PER COMMON SHARE - Basic and diluted | ($0.01) | $0 | |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - Basic and diluted | 24,558,696 | 18,500,000 | |
As originally reported [Member] | ' | ' | |
GROSS PROFIT | ' | 7,092 | |
General and administrative expenses | ' | 90,743 | |
LOSS FROM OPERATIONS | ' | -83,651 | |
OTHER EXPENSE | ' | ' | |
Interest expense | ' | -7,088 | |
NET LOSS | ' | -90,739 | |
NET LOSS PER COMMON SHARE - Basic and diluted | ' | $0 | |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - Basic and diluted | ' | 18,500,000 | |
Adjustments [Member] | ' | ' | |
LOSS FROM OPERATIONS | ' | ($1,000) | [1] |
[1] | Reverse amortization of intangible assets. |
Going_Concern_Details
Going Concern (Details) (USD $) | 3 Months Ended | |
31-May-14 | 31-May-13 | |
Going Concern [Abstract] | ' | ' |
Net loss | $298,761 | $89,739 |
Negative cash flows from operations | 95,427 | 50,816 |
Negative working capital | $805,357 | ' |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Details) (USD $) | 3 Months Ended | |||
31-May-14 | 31-May-13 | Feb. 28, 2014 | Feb. 28, 2013 | |
Summary of Significant Accounting Policies [Abstract] | ' | ' | ' | ' |
Cash and cash equivalents | $35,307 | $37,875 | $32,618 | $18,718 |
Impairment of long-lived assets | ' | ' | ' | ' |
Deferred tax assets | ' | ' | ' | ' |
Deferred tax liabilities | ' | ' | ' | ' |
Potentially dilutive common shares | 0 | 0 | ' | ' |
Potentially issuable shares upon the conversion of convertible notes payable and interest | 94,638,233 | ' | ' | ' |
Fixed_Assets_Details
Fixed Assets (Details) (USD $) | 3 Months Ended | |
31-May-14 | 31-May-13 | |
Property, Plant and Equipment [Line Items] | ' | ' |
Automobile acquired under capital lease | $32,004 | ' |
Depreciation | 2,972 | 1,304 |
Race car (leased vehicle) [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Automobile acquired under capital lease | $32,004 | ' |
Fixed assets, estimated useful lives | '5 years | ' |
Other Vehicles [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Fixed assets, estimated useful lives | '4 years | ' |
Capital_lease_obligation_Sched
Capital lease obligation (Schedule of Capital Lease Obligation) (Details) (USD $) | 3 Months Ended | |
31-May-14 | Feb. 28, 2014 | |
Capital Leased Assets [Line Items] | ' | ' |
Capital lease obligation | $31,588 | ' |
Current portion of capital lease obligation | 5,193 | ' |
Long-term capitalized lease obligation | 26,395 | ' |
Race car (leased vehicle) [Member] | ' | ' |
Capital Leased Assets [Line Items] | ' | ' |
Capital lease obligation | 31,588 | ' |
Interest rate | 10.00% | ' |
Monthly payments | $680 | ' |
Term | '5 years | ' |
Capital_lease_obligation_Sched1
Capital lease obligation (Schedule of Future Minimum Lease Payments) (Details) (USD $) | 31-May-14 | Feb. 28, 2014 |
For the periods ending May 31, | ' | ' |
2015 | $8,160 | ' |
2016 | 8,160 | ' |
2017 | 8,160 | ' |
2018 | 8,160 | ' |
2019 | 7,480 | ' |
Total minimum lease payments | 40,120 | ' |
Less: Amount representing interest | -8,532 | ' |
Present value of net minimum lease and debt payments | 31,588 | ' |
Less: Current maturities of capitalized lease obligation and debt | -5,193 | ' |
Long-term capitalized lease obligation | $26,395 | ' |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | 31-May-14 | Feb. 28, 2014 | 31-May-14 | 31-May-14 | Mar. 31, 2011 |
Masclo Investment Corporation [Member] | Masclo Investment Corporation [Member] | Crawford Mobile Install ("CMI") [Member] | |||
Series E Preferred Stock [Member] | |||||
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' |
Purchase price | ' | ' | ' | ' | $100,000 |
Cash payment at closing | ' | ' | ' | ' | 10,000 |
Note payable to John Crawford | ' | ' | ' | ' | 90,000 |
Interest annual rate | ' | ' | ' | ' | 10.00% |
Monthly installments | ' | ' | ' | ' | 2,500 |
Maturity date | ' | ' | ' | ' | 1-Feb-14 |
Note payable to related party | 11,354 | 18,452 | ' | ' | ' |
Preferred shares issued for services, shares | ' | ' | ' | 1,000,000 | ' |
Stock issuance costs | ' | ' | ' | 100,000 | ' |
Common stock, shares outstanding | 26,580,000 | 23,100,000 | 9,000,000 | ' | ' |
Accrued liabilities owed to related parties | $16,650 | $13,227 | ' | ' | ' |
Advances_Payable_Details
Advances Payable (Details) (USD $) | 3 Months Ended | ||
31-May-14 | 31-May-13 | Feb. 28, 2014 | |
Advances Payable [Abstract] | ' | ' | ' |
Proceeds from advances | $105,630 | ' | ' |
Advances payable | $235,667 | ' | $130,037 |
Convertible_Notes_Payable_Narr
Convertible Notes Payable (Narrative) (Details) (USD $) | 3 Months Ended | 1 Months Ended | ||||
31-May-14 | 31-May-13 | Feb. 28, 2011 | Jan. 31, 2013 | 31-May-13 | Nov. 30, 2013 | |
February 28, 2011 Convertible Promissory Note [Member] | January 31, 2013 Convertible Promissory Note [Member] | May 31, 2013 Convertible Promissory Note [Member] | November 30, 2013 Convertible Promissory Note [Member] | |||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' |
Issuance date | ' | ' | 28-Feb-11 | 31-Jan-13 | 31-May-13 | 30-Nov-13 |
Interest annual rate | ' | ' | 7.00% | 10.00% | 10.00% | 10.00% |
Maturity date | ' | ' | 27-Feb-13 | 28-Feb-15 | 31-May-15 | 30-Nov-15 |
Debt convertible into common stock, price per share | ' | ' | $0.02 | $0.01 | $0.01 | $0.01 |
Default interest annual rate | ' | ' | 18.00% | ' | ' | ' |
Convertible note payable | ' | ' | ' | ' | $261,695 | ' |
Amount of note converted into shares of common stock | 34,800 | ' | ' | ' | ' | ' |
Shares issued for conversion of convertible notes payable, shares | 3,480,000 | ' | ' | ' | ' | ' |
Beneficial conversion feature recognized | ' | $261,595 | ' | ' | ' | ' |
Convertible_Notes_Payable_Sche
Convertible Notes Payable (Schedule of Convertible Notes Payable) (Details) (USD $) | 31-May-14 | Feb. 28, 2014 |
Debt Instrument [Line Items] | ' | ' |
Total convertible notes payable | $926,596 | $953,424 |
Less: current portion of convertible notes payable | -268,043 | -294,871 |
Less: discount on noncurrent convertible notes payable | -578,687 | -615,024 |
Long-term convertible notes payable, net of discount | 79,866 | 43,529 |
February 28, 2011 Convertible Promissory Note [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total convertible notes payable | 32,600 | 32,600 |
January 31, 2013 Convertible Promissory Note [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total convertible notes payable | 235,443 | 262,271 |
May 31, 2013 Convertible Promissory Note [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total convertible notes payable | 261,595 | 261,595 |
November 30, 2013 Convertible Promissory Note [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total convertible notes payable | $396,958 | $396,958 |
Stockholders_Equity_Details
Stockholders' Equity (Details) (USD $) | 3 Months Ended | 1 Months Ended | 1 Months Ended | |||
31-May-14 | Feb. 28, 2014 | 31-May-14 | 31-May-14 | Feb. 28, 2014 | 31-May-14 | |
Masclo Investment Corporation [Member] | Series E Preferred Stock [Member] | Series E Preferred Stock [Member] | Series E Preferred Stock [Member] | |||
Masclo Investment Corporation [Member] | ||||||
Class of Stock [Line Items] | ' | ' | ' | ' | ' | ' |
Shares issued for conversion of convertible notes payable | $34,800 | ' | ' | ' | ' | ' |
Shares issued for conversion of convertible notes payable, shares | 3,480,000 | ' | ' | ' | ' | ' |
Preferred stock, shares authorized | ' | ' | ' | 1,000,000 | 1,000,000 | ' |
Preferred stock, par value per share | ' | ' | ' | $0.00 | $0.00 | ' |
Preferred stock, voting rights | ' | ' | ' | 'vote based on the number of votes equal to twice the number of votes of all outstanding shares of capital stock | ' | ' |
Preferred shares issued for services, shares | ' | ' | ' | ' | ' | 1,000,000 |
Stock issuance costs | ' | ' | ' | ' | ' | $100,000 |
Common stock, shares outstanding | 26,580,000 | 23,100,000 | 9,000,000 | ' | ' | ' |
Business_Segments_Details
Business Segments (Details) (USD $) | 3 Months Ended | ||
31-May-14 | 31-May-13 | Feb. 28, 2014 | |
Business Segments [Abstract] | ' | ' | ' |
Number of reportable operating segments | 2 | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
REVENUE | $25,530 | $21,855 | ' |
GROSS PROFIT | 7,800 | 7,092 | ' |
OPERATING EXPENSES | 244,661 | 89,743 | ' |
TOTAL ASSETS | 100,821 | ' | 54,939 |
CMIC [Member] | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
REVENUE | 25,530 | 21,855 | ' |
GROSS PROFIT | 7,800 | 7,092 | ' |
OPERATING EXPENSES | 22,077 | 13,077 | ' |
TOTAL ASSETS | 23,644 | ' | 24,756 |
Specialized travel and transportation [Member] | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
REVENUE | ' | ' | ' |
GROSS PROFIT | ' | ' | ' |
OPERATING EXPENSES | 23,786 | ' | ' |
TOTAL ASSETS | 31,460 | ' | ' |
Corporate [Member] | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
REVENUE | ' | ' | ' |
GROSS PROFIT | ' | ' | ' |
OPERATING EXPENSES | 198,798 | 76,666 | ' |
TOTAL ASSETS | $45,717 | ' | $30,183 |
Subsequent_Events_Details
Subsequent Events (Details) (USD $) | 3 Months Ended | 1 Months Ended | |
31-May-14 | Jan. 31, 2013 | Jun. 30, 2014 | |
January 31, 2013 Convertible Promissory Note [Member] | Subsequent Event [Member] | ||
January 31, 2013 Convertible Promissory Note [Member] | |||
Subsequent Event [Line Items] | ' | ' | ' |
Amount of note converted into shares of common stock | $34,800 | ' | $20,000 |
Shares issued for conversion of convertible notes payable, shares | 3,480,000 | ' | 2,000,000 |
Debt convertible into common stock, price per share | ' | $0.01 | $0.01 |