Document_and_Entity_Informatio
Document and Entity Information | 6 Months Ended | |
Aug. 31, 2014 | Oct. 08, 2014 | |
Document and Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 31-Aug-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 | 'Q2 | ' |
Document Fiscal Year Focus | '2015 | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Common Stock, Shares Outstanding | ' | 32,680,000 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Aug. 31, 2014 | Feb. 28, 2014 |
CURRENT ASSETS | ' | ' |
Cash and cash equivalents | $15,319 | $30,183 |
Accounts receivable | 2,250 | ' |
Prepaid expenses | 302 | ' |
Assets of discontinued operations | 1,872 | 7,005 |
Total current assets | 19,743 | 37,188 |
Long-term assets of discontinued operations | 12,260 | 17,751 |
Fixed assets, net of accumulated depreciation of $2,749 and $0, respectively | 89,255 | ' |
Investment in joint venture | ' | ' |
TOTAL ASSETS | 121,258 | 54,939 |
CURRENT LIABILITIES | ' | ' |
Accounts payable and accrued expenses | 383,157 | 247,672 |
Advances payable | ' | 130,037 |
Current portion of convertible notes payable, net of discount of $191,048 and $0, respectively | 297,986 | 294,871 |
Current portion of capital lease obligation | 6,906 | ' |
Current portion of accrued interest payable | 57,878 | 20,953 |
Liabilities of discontinued operations | 14,132 | 35,350 |
Total current liabilities | 760,059 | 728,883 |
Convertible notes payable, net of discount of $705,395 and $615,024, respectively | 47,215 | 43,529 |
Accrued interest payable | 29,799 | 29,354 |
Capital lease obligation | 25,098 | ' |
TOTAL LIABILITIES | 862,171 | 801,766 |
STOCKHOLDERS' DEFICIT | ' | ' |
Series E Preferred Stock, $0.001 stated value; 1,000,000 shares authorized; 1,000,000 and 0 shares issued and outstanding at August 31, 2014 and at February 28, 2014, respectively | 1,000 | ' |
Common Stock, $0.0001 par value; 100,000,000 shares authorized; 31,180,000 and 23,100,000 shares issued and outstanding at August 31, 2014 and at February 28, 2014, respectively | 3,118 | 2,310 |
Additional paid-in capital | 5,115,887 | 4,581,243 |
Accumulated deficit | -5,860,918 | -5,330,380 |
Total stockholders' deficit | -740,913 | -746,827 |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $121,258 | $54,939 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Aug. 31, 2014 | Feb. 28, 2014 |
Fixed assets, accumulated depreciation | $2,749 | $0 |
Current portion of convertible notes payable, discount | 191,048 | ' |
Noncurrent portion of convertible notes payable, discount | $705,395 | $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 | 31,180,000 | 23,100,000 |
Common stock, shares outstanding | 31,180,000 | 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 | 6 Months Ended | ||
Aug. 31, 2014 | Aug. 31, 2013 | Aug. 31, 2014 | Aug. 31, 2013 | |
CONSOLIDATED STATEMENTS OF OPERATIONS [Abstract] | ' | ' | ' | ' |
ADVERTISING REVENUE | $2,250 | ' | $2,250 | ' |
COST OF GOODS SOLD | ' | ' | ' | ' |
GROSS PROFIT | 2,250 | ' | 2,250 | ' |
OPERATING EXPENSES | ' | ' | ' | ' |
Expenses related to joint ventures and other business development agreements | 27,392 | ' | 51,178 | ' |
General and administrative expenses | 135,930 | 194,841 | 334,729 | 266,863 |
Total operating expenses | 163,322 | 194,841 | 385,907 | 266,863 |
Net operating loss | -161,072 | -194,841 | -383,657 | -266,863 |
Interest expense | -63,072 | -21,012 | -124,972 | -28,100 |
Loss from continuing operations | -224,144 | -215,853 | -508,629 | -294,963 |
Loss from discontinued operations | -7,632 | -5,988 | -21,909 | -16,717 |
NET LOSS | ($231,776) | ($221,841) | ($530,538) | ($311,680) |
NET LOSS PER COMMON SHARE - Basic and diluted | ' | ' | ' | ' |
Continuing operations | ($0.01) | ($0.01) | ($0.02) | ($0.02) |
Discontinued operations | $0 | $0 | $0 | $0 |
Net loss per common share | ($0.01) | ($0.01) | ($0.02) | ($0.02) |
COMMON SHARES OUTSTANDING - Basic and diluted | 29,249,565 | 19,093,407 | 26,904,130 | 18,793,478 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 6 Months Ended | |
Aug. 31, 2014 | Aug. 31, 2013 | |
CASH FLOW FROM OPERATING ACTIVITIES: | ' | ' |
Net loss | ($530,538) | ($311,680) |
Loss from discontinued operations | 21,909 | 16,717 |
Loss from continuing operations | -508,629 | -294,963 |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' |
Amortization of discount on convertible notes payable | 74,233 | 7,364 |
Depreciation | 2,749 | ' |
Preferred stock issued for services | 100,000 | ' |
Changes in operating assets and liabilities: | ' | ' |
Accounts receivable | -2,250 | ' |
Prepaid expenses | -302 | ' |
Accounts payable and accrued expenses | 90,485 | 96,310 |
Accrued interest payable | 50,738 | 20,736 |
Assets and liabilities of discontinued operations | -32,503 | -26,928 |
NET CASH USED IN OPERATING ACTIVITIES | -225,479 | -197,481 |
CASH FLOWS FROM INVESTING ACTIVITIES | ' | ' |
Purchase of fixed assets | -15,000 | ' |
NET CASH USED IN INVESTING ACTIVITIES | -15,000 | ' |
CASH FLOWS FROM FINANCING ACTIVITIES | ' | ' |
Proceeds from advances | 225,615 | 255,790 |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 225,615 | 255,790 |
NET INCREASE (DECREASE) IN CASH | -14,864 | 58,309 |
CASH, at the beginning of the period | 30,183 | 15,670 |
CASH, at the end of the period | 15,319 | 73,979 |
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: | ' | ' |
Refinancing of advances into convertible notes payable | 355,652 | 261,595 |
Beneficial conversion on convertible note payable | 355,652 | 261,595 |
Common stock issued for conversion of convertible notes payable and accrued interest | 80,800 | 18,000 |
Automobile acquired under capital lease | 32,004 | ' |
Equipment acquired with accounts payable | $45,000 | ' |
General_Organization_and_Busin
General Organization and Business | 6 Months Ended |
Aug. 31, 2014 | |
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 was 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) 367-3511. | |
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. | |
On September 1, 2014, we defaulted on a note payable to John Crawford. Pursuant to the terms of the note, 100% of the shares of CMIC were returned to Mr. Crawford. See Note 4 for additional details on this transaction. |
Going_Concern
Going Concern | 6 Months Ended |
Aug. 31, 2014 | |
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 six months ended August 31, 2014, the Company had a net loss of $530,538 and negative cash flow from operating activities of $225,479. As of August 31, 2014, the Company had a working capital deficit 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 | 6 Months Ended | ||
Aug. 31, 2014 | |||
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 six month ended August 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 $15,319 and $30,183 at August 31, 2014 and February 28, 2014, respectively. | |||
Fixed Assets | |||
Fixed assets of the Company include vehicles and trailers and are stated at cost. In accordance with ASC Topic 360 Property, Plant and Equipment, 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. | |||
Depreciation is provided principally on the straight-line method over the estimated useful lives of five 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 six months ended August 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 August 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 six months ended August 31, 2014 and 2013. As a result, the Company did not have any potentially dilutive common shares for those periods. For the periods ended August 31, 2014 and 2013, potentially issuable shares as a result of conversions of convertible notes payable have been excluded from the calculation. At August 31, 2014, the Company had 271,273,043 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 August 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, August 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. |
Discontinued_Operations
Discontinued Operations | 6 Months Ended | ||||||||||||||||
Aug. 31, 2014 | |||||||||||||||||
Discontinued Operations [Abstract] | ' | ||||||||||||||||
Discontinued Operations | ' | ||||||||||||||||
Note 4. Discontinued Operations | |||||||||||||||||
The Company has defaulted on its $90,000 promissory note to John Crawford that was signed on March 25, 2011. Per the terms of the note, upon default the Company is to provide Mr. Crawford with 100% of the shares that it holds in Crawford Mobile Installation Corp (“CMIC”). During September 2014, the Company notified Mr. Crawford that it was in default on the note and the Company transferred its CMIC shares to Mr. Crawford. | |||||||||||||||||
The Company recognized CMIC as a discontinued operation, in accordance with ASU 2014-08 Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. | |||||||||||||||||
Assets and Liabilities of Discontinued Operations | |||||||||||||||||
31-Aug-14 | 28-Feb-14 | ||||||||||||||||
Assets of discontinued operations | |||||||||||||||||
Cash and cash equivalents | $ | 171 | $ | 2,435 | |||||||||||||
Accounts receivable | 1,701 | 755 | |||||||||||||||
Inventory | — | 3,815 | |||||||||||||||
Fixed assets | 12,260 | 17,751 | |||||||||||||||
Total assets of discontinued operations | $ | 14,132 | $ | 24,756 | |||||||||||||
Liabilities of discontinued operations | |||||||||||||||||
Accounts payable | $ | 3,300 | $ | 16,898 | |||||||||||||
Notes payable to related party | 10,832 | 18,452 | |||||||||||||||
Total liabilities of discontinued operations | $ | 14,132 | $ | 35,350 | |||||||||||||
Income and Expenses of Discontinued Operations | |||||||||||||||||
Six months ended | Three months ended | ||||||||||||||||
August 31, | August 31, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
(Restated) | (Restated) | ||||||||||||||||
Revenue | $ | 50,027 | $ | 45,010 | $ | 24,497 | $ | 21,855 | |||||||||
Cost of goods sold | 28,677 | 28,886 | 10,947 | 14,764 | |||||||||||||
Gross profit | 21,350 | 16,124 | 13,550 | 7,091 | |||||||||||||
General and administrative expenses | 43,259 | 32,841 | 21,182 | 13,079 | |||||||||||||
Loss from discontinued operations | $ | (21,909 | ) | $ | (16,717 | ) | $ | (7,632 | ) | $ | (5,988 | ) | |||||
As a result of the Company removing intangible assets of $20,000 as of the date of its CMIC acquisition (March 25, 2011), the Company has restated its financial statements for the three and six months ended August 31, 2013 to reverse amortization for intangible assets of $2,000 during the six months ended August 31, 2014 and to reverse amortization for intangible assets of $1,000 during the three months ended August 31, 2014. | |||||||||||||||||
As a result of the disposition in September 2014, there was no gain or loss on disposition. |
Fixed_Assets
Fixed Assets | 6 Months Ended |
Aug. 31, 2014 | |
Fixed Assets [Abstract] | ' |
Fixed Assets | ' |
Note 5. Fixed Assets | |
On May 1, 2014, the Company entered into a capital lease agreement to acquire a race car. The race care was recorded at the present value of the future minimum lease payments in the amount of $32,004. | |
On August 14, 2014, the Company purchased ten tri-axle trailers for $60,000. The Company paid a $15,000 down payment and the remaining $45,000 owed is included in accounts payable at August 31, 2014. | |
The Company recognized depreciation expense of $2,749 and $0 during the six months ended August 31, 2014 and 2013, respectively. |
Joint_Venture
Joint Venture | 6 Months Ended |
Aug. 31, 2014 | |
Joint Ventures [Abstract] | ' |
Joint Ventures | ' |
Note 6. Joint Venture | |
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 six months ended August 31, 2014, the Company funded $30,000 to this joint venture for operating expenses. The Company funded an additional $21,178 of costs related to auto racing events and the use of assets owned by the joint venture partner. | |
The Company's investment in this joint venture is accounted for on the equity method of accounting. The joint venture generated a net loss of approximately $70,000 for the six months ended August 31, 2014. |
Capital_lease_obligation
Capital lease obligation | 6 Months Ended | ||||||||
Aug. 31, 2014 | |||||||||
Capital lease obligation [Abstract] | ' | ||||||||
Capital lease obligation | ' | ||||||||
Note 7. Capital lease obligation | |||||||||
31-Aug-14 | 28-Feb-14 | ||||||||
Capital lease – race car, interest at 10%, payments of $680 per month, term 5 years | $ | 32,004 | $ | — | |||||
Current portion of capital lease obligation | 6,906 | — | |||||||
Long-term capital lease obligation | $ | 25,098 | $ | — | |||||
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 Lease-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 August 31, 2014, are as follows: | |||||||||
For the periods ending August 31, | |||||||||
2015 | $ | 10,200 | |||||||
2016 | 8,160 | ||||||||
2017 | 8,160 | ||||||||
2018 | 8,160 | ||||||||
2019 | 5,440 | ||||||||
Total minimum lease payments | $ | 40,120 | |||||||
Total minimum lease payments | $ | 40,120 | |||||||
Less: interest | (8,116 | ) | |||||||
Present value of net minimum lease and debt payments | 32,004 | ||||||||
Less: Current maturities of capitalized lease obligation and debt | (6,906 | ) | |||||||
Long-term capitalized lease obligation | $ | 25,098 |
Related_Party_Transactions
Related Party Transactions | 6 Months Ended |
Aug. 31, 2014 | |
Related Party Transactions [Abstract] | ' |
Related Party Transactions | ' |
Note 8. Related Party Transactions | |
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. During September 2014, the Company notified Mr. Crawford that it was in default on the note and the Company transferred its CMIC shares to Mr. Crawford and recorded a disposition for this segment of the business. | |
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 stock issued. This transaction gave Masclo voting control of the Company. |
Advances
Advances | 6 Months Ended |
Aug. 31, 2014 | |
Advances [Abstract] | ' |
Advances | ' |
Note 9. Advances | |
During the six months ended August 31, 2014 and 2013, the Company received advances from Vista View Ventures Inc. totaling $225,615 and $225,790 respectively. These advances are non-interest bearing and payable on demand. | |
At August 31, 2014 and February 28, 2014, the Company owed Vista View $0 and $130,037, respectfully, for advances provided to the Company. |
Convertible_Notes_Payable
Convertible Notes Payable | 6 Months Ended | |||||||||||||||||
Aug. 31, 2014 | ||||||||||||||||||
Convertible Notes Payable [Abstract] | ' | |||||||||||||||||
Convertible Notes Payable | ' | |||||||||||||||||
Note 10. Convertible Notes Payable | ||||||||||||||||||
Convertible notes payable due to Vista View Ventures Inc. consist of the following as of August 31, 2014 and February 28, 2014: | ||||||||||||||||||
Issued | Maturity | Interest | Conversion | Balance | Balance | |||||||||||||
Rate | Rate per Share | 31-Aug-14 | February 28, 2014 | |||||||||||||||
28-Feb-11 | 27-Feb-13 | 7% | $ | 0.015 | $ | 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 | ||||||||||||
31-Aug-14 | 31-Aug-16 | 10% | $ | 0.002 | 355,652 | — | ||||||||||||
Total convertible notes payable | 1,241,644 | 953,424 | ||||||||||||||||
Less: current portion of convertible notes payable | (297,986 | ) | (294,871 | ) | ||||||||||||||
Less: discount on current portion of convertible notes payable | (191,048 | ) | — | |||||||||||||||
Less: discount on noncurrent convertible notes payable | (705,395 | ) | (615,024 | ) | ||||||||||||||
Long-term convertible notes payable, net of discount | $ | 47,215 | $ | 43,529 | ||||||||||||||
The note dated February 28, 2011 is currently is in default. | ||||||||||||||||||
On August 31, 2014, the Company refinanced $355,652 of non-interest bearing advances into a convertible note payable. The convertible note payable matures on August 31, 2016; it bears interest at 10% and is convertible into common shares at a rate of $0.002 per share. All principal and accrued interest is payable on the maturity date. | ||||||||||||||||||
During six months ended August 31, 2014, the holders of our convertible notes elected to convert principal and interest of $80,800 into 8,080,000 shares of common stock. | ||||||||||||||||||
On August 1, 2013, the holder of the convertible promissory note dated January 31, 2013, elected to convert principal and interest in the amount of $18,000 into 1,800,000 shares of common stock. | ||||||||||||||||||
On May 31, 2013, the Company refinanced $261,695 of non-interest bearing advances into a convertible note payable. The convertible note payable matures on May 31, 2015; it bears interest at 10% and is convertible into common shares at a rate of $0.01 per share. All principal and accrued interest is payable on the maturity date. | ||||||||||||||||||
The Company evaluated the terms of the notes in accordance with ASC Topic No. 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 features 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 features 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 $355,652 on August 31, 2014. The beneficial conversion feature was recorded as an increase in additional paid-in capital and a discount to the convertible notes payable. The discount to the convertible notes payable will be amortized to interest expense over the life of the notes. |
Stockholders_Equity
Stockholders' Equity | 6 Months Ended |
Aug. 31, 2014 | |
Stockholders' Equity [Abstract] | ' |
Stockholders' Equity | ' |
Note 11. Stockholders' Equity | |
Conversion of convertible notes payable | |
During six months ended August 31, 2014, the holders of our convertible notes elected to convert principal and interest of $80,800 into 8,080,000 shares of common stock. | |
On August 1, 2013, the holder of the convertible promissory note dated January 31, 2013, elected to convert principal and interest in the amount of $18,000 into 1,800,000 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 as to distributions of assets upon liquidation, dissolution or winding up of the Company, whether voluntary or involuntary. 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 valued at $100,000. Masclo owned 9,000,000 shares of common stock of the Company prior to this transaction. |
Business_Segments
Business Segments | 6 Months Ended | |||||||||||||||||
Aug. 31, 2014 | ||||||||||||||||||
Business Segments [Abstract] | ' | |||||||||||||||||
Business Segments | ' | |||||||||||||||||
Note 12. 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. | ||||||||||||||||||
Management evaluates and monitors performance of this segment primarily through, among other measures, gross profit. | ||||||||||||||||||
The result of operations and financial position of the two reportable operating segments and corporate were as follows: | ||||||||||||||||||
Six months | Three months | |||||||||||||||||
ended August 31, | ended August 31, | |||||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||||
(restated) | (restated) | |||||||||||||||||
REVENUE | ||||||||||||||||||
CMIC | $ | 50,027 | $ | 45,010 | $ | 24,497 | $ | 21,855 | ||||||||||
Specialized travel and transportation | 2,250 | — | 2,250 | — | ||||||||||||||
Corporate | — | — | — | — | ||||||||||||||
Total | $ | 52,277 | 45,010 | $ | 26,747 | $ | 21,855 | |||||||||||
GROSS PROFIT | ||||||||||||||||||
CMIC | $ | 21,350 | $ | 16,124 | $ | 13,550 | $ | 7,091 | ||||||||||
Specialized travel and transportation | 2,250 | — | 2,250 | — | ||||||||||||||
Corporate | — | — | — | — | ||||||||||||||
Total | $ | 23,600 | $ | 16,124 | $ | 15,800 | $ | 7,091 | ||||||||||
OPERATING EXPENSES | ||||||||||||||||||
CMIC | $ | 43,259 | $ | 32,841 | $ | 21,842 | $ | 13,079 | ||||||||||
Specialized travel and transportation | 51,178 | — | 27,392 | — | ||||||||||||||
Corporate | 334,729 | 266,863 | 135,930 | 194,841 | ||||||||||||||
Total | $ | 429,166 | $ | 299,704 | $ | 184,504 | $ | 207,920 | ||||||||||
Corporate operating expense includes general and administrative costs not allocated to operating segments. | ||||||||||||||||||
August 31, | February 28, | |||||||||||||||||
2014 | 2014 | |||||||||||||||||
TOTAL ASSETS | ||||||||||||||||||
CMIC | $ | 14,132 | $ | 24,756 | ||||||||||||||
Specialized travel and transportation | 89,255 | — | ||||||||||||||||
Corporate | 17,871 | 30,183 | ||||||||||||||||
Total | $ | 121,258 | $ | 54,939 | ||||||||||||||
Subsequent_Events
Subsequent Events | 6 Months Ended |
Aug. 31, 2014 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
Note 13. Subsequent Events | |
On September 24, 2014, the holder of the convertible promissory note dated January 31, 2013 elected to convert $15,000 of principal and accrued interest into 1,500,000 shares of our common stock. | |
The Company has defaulted on the $90,000 promissory note to John Crawford that was signed on March 25, 2011. Per the terms of the note, upon default the Company is to provide Mr. Crawford with 100% of the shares that it holds in Crawford Mobile Installation Corp. During September 2014, the Company notified Mr. Crawford that it was in default on the note and the Company transferred its CMIC shares to Mr. Crawford. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 6 Months Ended | ||
Aug. 31, 2014 | |||
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 six month ended August 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 $15,319 and $30,183 at August 31, 2014 and February 28, 2014, respectively. | |||
Fixed Assets | ' | ||
Fixed Assets | |||
Fixed assets of the Company include vehicles and trailers and are stated at cost. In accordance with ASC Topic 360 Property, Plant and Equipment, 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. | |||
Depreciation is provided principally on the straight-line method over the estimated useful lives of five 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 six months ended August 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 August 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 six months ended August 31, 2014 and 2013. As a result, the Company did not have any potentially dilutive common shares for those periods. For the periods ended August 31, 2014 and 2013, potentially issuable shares as a result of conversions of convertible notes payable have been excluded from the calculation. At August 31, 2014, the Company had 271,273,043 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 August 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, August 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. |
Discontinued_Operations_Tables
Discontinued Operations (Tables) | 6 Months Ended | ||||||||||||||||
Aug. 31, 2014 | |||||||||||||||||
Discontinued Operations [Abstract] | ' | ||||||||||||||||
Schedule of Assets and Liabilities, and Income and Expenses of Discontinued Operations | ' | ||||||||||||||||
Assets and Liabilities of Discontinued Operations | |||||||||||||||||
31-Aug-14 | 28-Feb-14 | ||||||||||||||||
Assets of discontinued operations | |||||||||||||||||
Cash and cash equivalents | $ | 171 | $ | 2,435 | |||||||||||||
Accounts receivable | 1,701 | 755 | |||||||||||||||
Inventory | — | 3,815 | |||||||||||||||
Fixed assets | 12,260 | 17,751 | |||||||||||||||
Total assets of discontinued operations | $ | 14,132 | $ | 24,756 | |||||||||||||
Liabilities of discontinued operations | |||||||||||||||||
Accounts payable | $ | 3,300 | $ | 16,898 | |||||||||||||
Notes payable to related party | 10,832 | 18,452 | |||||||||||||||
Total liabilities of discontinued operations | $ | 14,132 | $ | 35,350 | |||||||||||||
Income and Expenses of Discontinued Operations | |||||||||||||||||
Six months ended | Three months ended | ||||||||||||||||
August 31, | August 31, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
(Restated) | (Restated) | ||||||||||||||||
Revenue | $ | 50,027 | $ | 45,010 | $ | 24,497 | $ | 21,855 | |||||||||
Cost of goods sold | 28,677 | 28,886 | 10,947 | 14,764 | |||||||||||||
Gross profit | 21,350 | 16,124 | 13,550 | 7,091 | |||||||||||||
General and administrative expenses | 43,259 | 32,841 | 21,182 | 13,079 | |||||||||||||
Loss from discontinued operations | $ | (21,909 | ) | $ | (16,717 | ) | $ | (7,632 | ) | $ | (5,988 | ) |
Capital_lease_obligation_Table
Capital lease obligation (Tables) | 6 Months Ended | ||||||||
Aug. 31, 2014 | |||||||||
Capital lease obligation [Abstract] | ' | ||||||||
Schedule of Capital Lease Obligation | ' | ||||||||
31-Aug-14 | 28-Feb-14 | ||||||||
Capital lease – race car, interest at 10%, payments of $680 per month, term 5 years | $ | 32,004 | $ | — | |||||
Current portion of capital lease obligation | 6,906 | — | |||||||
Long-term capital lease obligation | $ | 25,098 | $ | — | |||||
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 August 31, 2014, are as follows: | |||||||||
For the periods ending August 31, | |||||||||
2015 | $ | 10,200 | |||||||
2016 | 8,160 | ||||||||
2017 | 8,160 | ||||||||
2018 | 8,160 | ||||||||
2019 | 5,440 | ||||||||
Total minimum lease payments | $ | 40,120 | |||||||
Total minimum lease payments | $ | 40,120 | |||||||
Less: interest | (8,116 | ) | |||||||
Present value of net minimum lease and debt payments | 32,004 | ||||||||
Less: Current maturities of capitalized lease obligation and debt | (6,906 | ) | |||||||
Long-term capitalized lease obligation | $ | 25,098 |
Convertible_Notes_Payable_Tabl
Convertible Notes Payable (Tables) | 6 Months Ended | |||||||||||||||||
Aug. 31, 2014 | ||||||||||||||||||
Convertible Notes Payable [Abstract] | ' | |||||||||||||||||
Schedule of Convertible Notes Payable | ' | |||||||||||||||||
Convertible notes payable due to Vista View Ventures Inc. consist of the following as of August 31, 2014 and February 28, 2014: | ||||||||||||||||||
Issued | Maturity | Interest | Conversion | Balance | Balance | |||||||||||||
Rate | Rate per Share | 31-Aug-14 | February 28, 2014 | |||||||||||||||
28-Feb-11 | 27-Feb-13 | 7% | $ | 0.015 | $ | 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 | ||||||||||||
31-Aug-14 | 31-Aug-16 | 10% | $ | 0.002 | 355,652 | — | ||||||||||||
Total convertible notes payable | 1,241,644 | 953,424 | ||||||||||||||||
Less: current portion of convertible notes payable | (297,986 | ) | (294,871 | ) | ||||||||||||||
Less: discount on current portion of convertible notes payable | (191,048 | ) | — | |||||||||||||||
Less: discount on noncurrent convertible notes payable | (705,395 | ) | (615,024 | ) | ||||||||||||||
Long-term convertible notes payable, net of discount | $ | 47,215 | $ | 43,529 |
Business_Segments_Tables
Business Segments (Tables) | 6 Months Ended | |||||||||||||||||
Aug. 31, 2014 | ||||||||||||||||||
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: | ||||||||||||||||||
Six months | Three months | |||||||||||||||||
ended August 31, | ended August 31, | |||||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||||
(restated) | (restated) | |||||||||||||||||
REVENUE | ||||||||||||||||||
CMIC | $ | 50,027 | $ | 45,010 | $ | 24,497 | $ | 21,855 | ||||||||||
Specialized travel and transportation | 2,250 | — | 2,250 | — | ||||||||||||||
Corporate | — | — | — | — | ||||||||||||||
Total | $ | 52,277 | 45,010 | $ | 26,747 | $ | 21,855 | |||||||||||
GROSS PROFIT | ||||||||||||||||||
CMIC | $ | 21,350 | $ | 16,124 | $ | 13,550 | $ | 7,091 | ||||||||||
Specialized travel and transportation | 2,250 | — | 2,250 | — | ||||||||||||||
Corporate | — | — | — | — | ||||||||||||||
Total | $ | 23,600 | $ | 16,124 | $ | 15,800 | $ | 7,091 | ||||||||||
OPERATING EXPENSES | ||||||||||||||||||
CMIC | $ | 43,259 | $ | 32,841 | $ | 21,842 | $ | 13,079 | ||||||||||
Specialized travel and transportation | 51,178 | — | 27,392 | — | ||||||||||||||
Corporate | 334,729 | 266,863 | 135,930 | 194,841 | ||||||||||||||
Total | $ | 429,166 | $ | 299,704 | $ | 184,504 | $ | 207,920 | ||||||||||
Corporate operating expense includes general and administrative costs not allocated to operating segments. | ||||||||||||||||||
August 31, | February 28, | |||||||||||||||||
2014 | 2014 | |||||||||||||||||
TOTAL ASSETS | ||||||||||||||||||
CMIC | $ | 14,132 | $ | 24,756 | ||||||||||||||
Specialized travel and transportation | 89,255 | — | ||||||||||||||||
Corporate | 17,871 | 30,183 | ||||||||||||||||
Total | $ | 121,258 | $ | 54,939 |
General_Organization_and_Busin1
General Organization and Business (Narrative) (Details) (Crawford Mobile Install ("CMI") [Member], USD $) | Mar. 31, 2011 |
Crawford Mobile Install ("CMI") [Member] | ' |
Business Acquisition [Line Items] | ' |
Purchase price | $100,000 |
Going_Concern_Details
Going Concern (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
Aug. 31, 2014 | Aug. 31, 2013 | Aug. 31, 2014 | Aug. 31, 2013 | |
Going Concern [Abstract] | ' | ' | ' | ' |
Net loss | $231,776 | $221,841 | $530,538 | $311,680 |
Negative cash flows from operations | ' | ' | 225,479 | 197,481 |
Working capital deficit | $805,357 | ' | $805,357 | ' |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Details) (USD $) | 6 Months Ended | |||
Aug. 31, 2014 | Feb. 28, 2014 | Aug. 31, 2013 | Feb. 28, 2013 | |
Summary of Significant Accounting Policies [Abstract] | ' | ' | ' | ' |
Cash and cash equivalents | $15,319 | $30,183 | $73,979 | $15,670 |
Potentially issuable shares upon the conversion of convertible notes payable and interest | 271,273,043 | ' | ' | ' |
Discontinued_Operations_Narrat
Discontinued Operations (Narrative) (Details) (USD $) | 0 Months Ended | 3 Months Ended | 6 Months Ended |
Mar. 25, 2011 | Aug. 31, 2014 | Aug. 31, 2014 | |
Discontinued Operations [Abstract] | ' | ' | ' |
Promissory note, defaulted amount | ' | $90,000 | $90,000 |
Removing intangible assets as of the date of its CMIC acquisition | 20,000 | ' | ' |
Reverse amortization for intangible assets | ' | 1,000 | 2,000 |
Gain or loss on disposition | ' | ' | ' |
Discontinued_Operations_Schedu
Discontinued Operations (Schedule of Discontinued Operations) (Details) (CMIC [Member], USD $) | 3 Months Ended | 6 Months Ended | |||
Aug. 31, 2014 | Aug. 31, 2013 | Aug. 31, 2014 | Aug. 31, 2013 | Feb. 28, 2014 | |
CMIC [Member] | ' | ' | ' | ' | ' |
Assets of discontinued operations | ' | ' | ' | ' | ' |
Cash and cash equivalents | $171 | ' | $171 | ' | $2,435 |
Accounts receivable | 1,701 | ' | 1,701 | ' | 755 |
Inventory | ' | ' | ' | ' | 3,815 |
Fixed assets | 12,260 | ' | 12,260 | ' | 17,751 |
Total assets of discontinued operations | 14,132 | ' | 14,132 | ' | 24,756 |
Liabilities of discontinued operations | ' | ' | ' | ' | ' |
Accounts payable | 3,300 | ' | 3,300 | ' | 16,898 |
Notes payable to related party | 10,832 | ' | 10,832 | ' | 18,452 |
Total liabilities of discontinued operations | 14,132 | ' | 14,132 | ' | 35,350 |
Income and Expenses of Discontinued Operations | ' | ' | ' | ' | ' |
Revenue | 24,497 | 21,855 | 50,027 | 45,010 | ' |
Cost of Goods Sold | 10,947 | 14,764 | 28,677 | 28,886 | ' |
Gross profit | 13,550 | 7,091 | 21,350 | 16,124 | ' |
General and administrative expenses | 21,182 | 13,079 | 43,259 | 32,841 | ' |
Loss from discontinued operations | ($7,632) | ($5,988) | ($21,909) | ($16,717) | ' |
Fixed_Assets_Details
Fixed Assets (Details) (USD $) | 6 Months Ended | |
Aug. 31, 2014 | Aug. 31, 2013 | |
Property, Plant and Equipment [Line Items] | ' | ' |
Automobile acquired under capital lease | $32,004 | ' |
Down payment for ten tri-axle trailers | 15,000 | ' |
Depreciation | 2,749 | ' |
Race car (leased vehicle) [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Automobile acquired under capital lease | 32,004 | ' |
Tri-axle trailers [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Total consideration given for ten tri-axle trailers | 60,000 | ' |
Down payment for ten tri-axle trailers | 15,000 | ' |
Accounts payable for ten tri-axle trailers | $45,000 | ' |
Joint_Venture_Details
Joint Venture (Details) (The Xperience [Member], USD $) | 6 Months Ended |
Aug. 31, 2014 | |
Schedule of Equity Method Investments [Line Items] | ' |
Ownership percentage in joint venture | 40.00% |
Cash flow requirements of the joint venture | $30,000 |
Loss in joint venture | 70,000 |
Operating Expense [Member] | ' |
Schedule of Equity Method Investments [Line Items] | ' |
Cost in joint venture | 30,000 |
Other Expense [Member] | ' |
Schedule of Equity Method Investments [Line Items] | ' |
Cost in joint venture | $21,178 |
Capital_lease_obligation_Sched
Capital lease obligation (Schedule of Capital Lease Obligation) (Details) (USD $) | 6 Months Ended | |
Aug. 31, 2014 | Feb. 28, 2014 | |
Capital Leased Assets [Line Items] | ' | ' |
Current portion of capital lease obligation | $6,906 | ' |
Long-term capitalized lease obligation | 25,098 | ' |
Race car (leased vehicle) [Member] | ' | ' |
Capital Leased Assets [Line Items] | ' | ' |
Capital lease obligation | 32,004 | ' |
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 $) | Aug. 31, 2014 | Feb. 28, 2014 |
For the periods ending May 31, | ' | ' |
2015 | $10,200 | ' |
2016 | 8,160 | ' |
2017 | 8,160 | ' |
2018 | 8,160 | ' |
2019 | 5,440 | ' |
Total minimum lease payments | 40,120 | ' |
Less: Amount representing interest | -8,116 | ' |
Present value of net minimum lease and debt payments | 32,004 | ' |
Less: Current maturities of capitalized lease obligation and debt | -6,906 | ' |
Long-term capitalized lease obligation | $25,098 | ' |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | 1 Months Ended | |
31-May-14 | Mar. 31, 2011 | |
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, face amount | ' | 90,000 |
Interest annual rate | ' | 10.00% |
Monthly installments | ' | 2,500 |
Preferred shares issued for services, shares | 1,000,000 | ' |
Preferred shares issued for services, value | $100,000 | ' |
Advances_Details
Advances (Details) (USD $) | 6 Months Ended | ||
Aug. 31, 2014 | Aug. 31, 2013 | Feb. 28, 2014 | |
Advances [Abstract] | ' | ' | ' |
Proceeds from advances | $225,615 | $255,790 | ' |
Advances payable | ' | ' | $130,037 |
Convertible_Notes_Payable_Narr
Convertible Notes Payable (Narrative) (Details) (USD $) | 6 Months Ended | 0 Months Ended | ||||
Aug. 31, 2014 | Aug. 31, 2013 | Aug. 01, 2013 | Aug. 31, 2014 | Aug. 31, 2014 | Aug. 31, 2014 | |
January 31, 2013 Convertible Promissory Note [Member] | January 31, 2013 Convertible Promissory Note [Member] | May 31, 2013 Convertible Promissory Note [Member] | August 31, 2014 Convertible Promissory Note [Member] | |||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' |
Interest annual rate | ' | ' | ' | 10.00% | 10.00% | 10.00% |
Debt convertible into common stock, price per share | ' | ' | ' | $0.01 | $0.01 | $0.00 |
Shares issued for conversion of convertible notes payable | $80,800 | ' | $18,000 | ' | ' | ' |
Shares issued for conversion of convertible notes payable, shares | 8,080,000 | ' | 1,800,000 | ' | ' | ' |
Beneficial conversion feature recognized | $355,652 | $261,595 | ' | ' | ' | ' |
Convertible_Notes_Payable_Sche
Convertible Notes Payable (Schedule of Convertible Notes Payable) (Details) (USD $) | 6 Months Ended | |
Aug. 31, 2014 | Feb. 28, 2014 | |
Debt Instrument [Line Items] | ' | ' |
Total convertible notes payable | $1,241,644 | $953,424 |
Less: current portion of convertible notes payable | -297,986 | -294,871 |
Less: discount on current portion of convertible notes payable | -191,048 | ' |
Less: discount on non-current convertible notes payable | -705,395 | -615,024 |
Long-term convertible notes payable, net of discount | 47,215 | 43,529 |
February 28, 2011 Convertible Promissory Note [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total convertible notes payable | 32,600 | 32,600 |
Issuance date | 28-Feb-11 | ' |
Maturity date | 27-Feb-13 | ' |
Interest annual rate | 7.00% | ' |
Debt Instrument, Convertible, Conversion Price | $0.02 | ' |
January 31, 2013 Convertible Promissory Note [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total convertible notes payable | 235,443 | 262,271 |
Issuance date | 31-Jan-13 | ' |
Maturity date | 28-Feb-15 | ' |
Interest annual rate | 10.00% | ' |
Debt Instrument, Convertible, Conversion Price | $0.01 | ' |
May 31, 2013 Convertible Promissory Note [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total convertible notes payable | 261,595 | 261,595 |
Issuance date | 31-May-13 | ' |
Maturity date | 31-May-15 | ' |
Interest annual rate | 10.00% | ' |
Debt Instrument, Convertible, Conversion Price | $0.01 | ' |
November 30, 2013 Convertible Promissory Note [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total convertible notes payable | 396,958 | 396,958 |
Issuance date | 30-Nov-13 | ' |
Maturity date | 30-Nov-15 | ' |
Interest annual rate | 10.00% | ' |
Debt Instrument, Convertible, Conversion Price | $0.01 | ' |
August 31, 2014 Convertible Promissory Note [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total convertible notes payable | $355,652 | ' |
Issuance date | 31-Aug-14 | ' |
Maturity date | 31-Aug-16 | ' |
Interest annual rate | 10.00% | ' |
Debt Instrument, Convertible, Conversion Price | $0.00 | ' |
Stockholders_Equity_Details
Stockholders' Equity (Details) (USD $) | 6 Months Ended | 0 Months Ended | 1 Months Ended | ||||
Aug. 31, 2014 | Feb. 28, 2014 | Aug. 01, 2013 | Aug. 31, 2014 | Aug. 31, 2014 | Feb. 28, 2014 | 31-May-14 | |
January 31, 2013 Convertible Promissory Note [Member] | 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 | $80,800 | ' | $18,000 | ' | ' | ' | ' |
Shares issued for conversion of convertible notes payable, shares | 8,080,000 | ' | 1,800,000 | ' | ' | ' | ' |
Preferred stock, shares authorized | ' | ' | ' | ' | 1,000,000 | 1,000,000 | ' |
Preferred stock, par value per share | ' | ' | ' | ' | $0.00 | $0.00 | ' |
Preferred shares issued for services, shares | ' | ' | ' | ' | ' | ' | 1,000,000 |
Preferred shares issued for services, value | ' | ' | ' | ' | ' | ' | $100,000 |
Common stock, shares outstanding | 31,180,000 | 23,100,000 | ' | 9,000,000 | ' | ' | ' |
Business_Segments_Details
Business Segments (Details) (USD $) | 3 Months Ended | 6 Months Ended | |||
Aug. 31, 2014 | Aug. 31, 2013 | Aug. 31, 2014 | Aug. 31, 2013 | Feb. 28, 2014 | |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
REVENUE | $26,747 | $21,855 | $52,277 | $45,010 | ' |
GROSS PROFIT | 15,800 | 7,091 | 23,600 | 16,124 | ' |
OPERATING COSTS | 184,504 | 207,920 | 429,166 | 299,704 | ' |
TOTAL ASSETS | 121,258 | ' | 121,258 | ' | 54,939 |
CMIC [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
REVENUE | 24,497 | 21,855 | 50,027 | 45,010 | ' |
GROSS PROFIT | 13,550 | 7,091 | 21,350 | 16,124 | ' |
OPERATING COSTS | 21,842 | 13,079 | 43,259 | 32,841 | ' |
TOTAL ASSETS | 14,132 | ' | 14,132 | ' | 24,756 |
Specialized travel and transportation [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
REVENUE | 2,250 | ' | 2,250 | ' | ' |
GROSS PROFIT | 2,250 | ' | 2,250 | ' | ' |
OPERATING COSTS | 27,392 | ' | 51,178 | ' | ' |
TOTAL ASSETS | 89,255 | ' | 89,255 | ' | ' |
Corporate [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
REVENUE | ' | ' | ' | ' | ' |
GROSS PROFIT | ' | ' | ' | ' | ' |
OPERATING COSTS | 135,930 | 194,841 | 334,729 | 266,863 | ' |
TOTAL ASSETS | $17,871 | ' | $17,871 | ' | $30,183 |
Subsequent_Events_Details
Subsequent Events (Details) (USD $) | 6 Months Ended | 0 Months Ended | 6 Months Ended | |
Aug. 31, 2014 | Aug. 01, 2013 | Aug. 31, 2014 | Aug. 31, 2014 | |
January 31, 2013 Convertible Promissory Note [Member] | Subsequent Event [Member] | Subsequent Event [Member] | ||
January 31, 2013 Convertible Promissory Note [Member] | March 25, 2011 Convertible Promissory Note [Member] | |||
Subsequent Event [Line Items] | ' | ' | ' | ' |
Subsequent event, date | ' | ' | 24-Sep-14 | 30-Sep-14 |
Shares issued for conversion of convertible notes payable | $80,800 | $18,000 | $15,000 | ' |
Shares issued for conversion of convertible notes payable, shares | 8,080,000 | 1,800,000 | 1,500,000 | ' |
Promissory note, defaulted amount | $90,000 | ' | ' | $90,000 |