Document_and_Entity_Informatio
Document and Entity Information (USD $) | 6 Months Ended | |
Jun. 30, 2014 | Aug. 04, 2014 | |
Document And Entity Information | ' | ' |
Entity Registrant Name | 'Z Holdings Group, Inc. | ' |
Entity Central Index Key | '0001499684 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Jun-14 | ' |
Amendment Flag | 'false | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Is Entity a Well-known Seasoned Issuer? | 'No | ' |
Is Entity a Voluntary Filer? | 'No | ' |
Is Entity's Reporting Status Current? | 'Yes | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Public Float | ' | $3,491,253 |
Entity Common Stock, Shares Outstanding | ' | 99,750,097 |
Document Fiscal Period Focus | 'Q2 | ' |
Document Fiscal Year Focus | '2014 | ' |
BALANCE_SHEETS_Audited
BALANCE SHEETS (Audited) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
Current Assets | ' | ' |
Prepaid Expenses | ' | $195 |
Total Current Assets | ' | 195 |
Intangibles, net of amortization of 1,833 and $1,333 | 1,162 | 1,662 |
TOTAL ASSETS | 1,162 | 1,857 |
Current Liabilities | ' | ' |
Accrued Expenses | 1,906 | 2,802 |
Total Current Liabilities | 1,906 | 2,802 |
TOTAL LIABILITIES | 1,906 | 2,802 |
Stockholders' Equity (Deficit) | ' | ' |
Preferred stock ($.000006 par value, 50,000,000 shares authorized; none issued and outstanding) | ' | ' |
Class A Common stock ($.000006 par value, 1,000,000,000 shares authorized, 99,750,097 and 99,765,275 shares issued and outstanding | 99,750 | 99,750 |
Additional paid-in capital | -62,586 | -67,595 |
Deficit accumlated during developmental stage | -37,908 | -33,100 |
Total Stockholders' Equity (Deficit) | -744 | -945 |
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT) | $1,162 | $1,857 |
BALANCE_SHEETS_Parenthetical
BALANCE SHEETS (Parenthetical) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
Statement of Financial Position [Abstract] | ' | ' |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Class A Common stock, par value | $0.00 | $0.00 |
Class A Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Class A Common stock, shares issued | 99,750,097 | 99,765,275 |
Class A Common stock, shares outstanding | 99,750,097 | 99,765,275 |
Class B Common stock, par value | $0.06 | $0.06 |
Class B Common stock, shares authorized | 2,000,000,000,000 | 2,000,000,000,000 |
Class B Common stock, shares issued | 0 | 0 |
Class B Common stock, shares outstanding | $0 | $0 |
STATEMENTS_OF_OPERATIONS_Audit
STATEMENTS OF OPERATIONS (Audited) (USD $) | 6 Months Ended | 110 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | |
Income Statement [Abstract] | ' | ' | ' |
Revenues | ' | ' | ' |
General And Administrative Expenses | 4,309 | 3,019 | 36,075 |
Depreciation and amortization | 500 | 500 | 1,833 |
Total Operating Expenses | 4,808 | 3,519 | 37,908 |
Net loss from operations | -4,808 | -3,519 | -37,908 |
Income tax (benefit) expense | ' | ' | ' |
Net loss | ($4,808) | ($3,519) | ($37,908) |
Basic and Diluted Loss Per Share | $0 | $0 | $0 |
Weighted average number of common shares outstanding | 99,750,097 | 99,765,275 | 99,750,097 |
STATEMENT_OF_CASH_FLOWS_Audite
STATEMENT OF CASH FLOWS (Audited) (USD $) | 6 Months Ended | 110 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | |
Statement of Cash Flows [Abstract] | ' | ' | ' |
Net loss | ($4,808) | ($3,519) | ($37,908) |
Depreciation and amoritization | 500 | 500 | 1,833 |
In-kind contributions | 5,008 | 6,364 | 34,169 |
Prepaid Expense | 195 | -1,095 | ' |
Accrued expenses | ($895) | ($2,250) | $1,906 |
ORGANIZATION_AND_DESCRIPTION_O
ORGANIZATION AND DESCRIPTION OF BUSINESS | 6 Months Ended |
Jun. 30, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
ORGANIZATION AND DESCRIPTION OF BUSINESS | ' |
Note 1 - Organization and Description of Business | |
“Z Holdings Group” or LMIC, Inc. began its existence as the Pacific Development Corporation which was incorporated under the laws of State of Colorado on September 21, 1992. On March 23, 2000, Pacific and Cheshire Holdings, Inc. were merged into a single corporation existing under the laws of the State of Delaware, with Cheshire Holdings, Inc. being the surviving corporation. The name of the surviving corporation was changed to Cheshire Distributors, Inc. On July 17, 2003 Cheshire Distributors, Inc. changed its name to LMIC, Inc. Z Holdings Group, Inc. (a development stage company) sometimes referred to as ZHLD or Z Holdings Inc. was adopted fresh start accounting on May 6, 2005 with an objective to acquire, or merge with, an operating business. | |
Big Time Acquisition was organized as a vehicle to investigate and, if such investigation warrants, acquire a target company or business seeking the perceived advantages of being a publicly held corporation. BTA’s principal business objective for the next 12 months and beyond such time was to achieve long-term growth potential through a combination with a business ("Business Combination") rather than immediate, short-term earnings. | |
Immediately before the Effective time of merger, any and all outstanding shares of Big Time Acquisition, Inc. held by Z Holdings Group, Inc. were canceled, and at the closing of the Merger Agreement, ZHLD issued a total of 90,000 restricted Class A common shares to the former shareholders of Big Time Acquisition, Inc., for their then outstanding shares of Big Time common stock. ZHLD received in the share exchange, 90,000 shares of Big Time common stock representing 100% of the issued and outstanding shares of Big Time which are deemed to be canceled. As a result of the Merger Agreement, ZHLD is now the surviving company of the Merger pursuant to Delaware General Corporate Law (DGCL), and deemed to be Successor Registrant. The issuance of such shares was exempt from registration pursuant to Section 4(2) of, and Regulation D promulgated under, the Securities Act. | |
On October 29, 2012 the respective Boards of Directors and requisite majority shareholders of ZHLD and Big Time Acquisition, Inc. by written consent in lieu of a shareholder meeting pursuant to DGCL approved the merger of Big Time Acquisition, Inc. into ZHLD with ZHLD as the surviving corporation. ZHLD was a shell company immediately before the merger and continues to be a shell company as of the date of this filing. Additionally, ZHLD is a development stage entity. |
SUMMARY_OF_SIGNIFICANT_ACCOUNT
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended | |
Jun. 30, 2014 | ||
Accounting Policies [Abstract] | ' | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' | |
Note 2 - Significant Accounting Policies | ||
Basis of presentation | ||
The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America for interim financial information and with the instructions to Form 10-Q and Regulation S-X. Accordingly, these condensed 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 financial statements should be read in conjunction with the financial statements for the year ended December 31, 2013 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 period ended June 30, 2014 are not necessarily indicative of the results for the full fiscal year ending December 31, 2014. | ||
Development stage company | ||
The Company is a development stage company as defined by ASC 915, Development Stage Entities. The Company devotes substantially all its efforts on establishing the business. Planned principal operations have not commenced. All losses accumulated since inception have been considered as part of the Company's development stage activities. | ||
Use of estimates | ||
The preparation of financial statements in conformity with U.S. GAAP 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 as well as the reported amount of revenues and expenses during the reporting period. Actual results could differ from these estimates. | ||
Fiscal year end | ||
Z Holdings Group, Inc. has a December 31 year end. | ||
Cash equivalents | ||
The Company follows ASC 305, “Cash and Cash Equivalents”. | ||
For the purpose of the financial statements cash equivalents include all highly liquid investments with maturity of three months or less. | ||
Cash and cash equivalents at June 30, 2014 and December 31, 2013 were $0. | ||
Fair Value of Financial Instruments | ||
The Company follows FASB Accounting Standards Codification (ASC) 820 “Fair Value Measurements and Disclosures” which 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 June 30, 2014. The respective carrying value of certain on-balance-sheet financial instruments would approximate their fair values due to the short-term nature of these instruments. These financial instruments would include accounts receivable, other current assets, accounts payable, accrued compensation and accrued expenses. Fair value of notes payable would be estimated based on current rates that would be available for debt of similar terms which is not significantly different from its stated value. | ||
Deferred Income Taxes and Valuation Allowance | ||
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 June 30, 2014 or December 31, 2013. | ||
Commitment and contingencies | ||
The Company follows FASB ASC 450-20, Loss Contingencies, to report accounting for contingencies. Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated. | ||
Related parties | ||
The Company follows FASB ASC 850, Related Party Disclosures for the identification of related parties and disclosure of related party transactions. Related party transactions for the periods ending June 30, 2014 and December 31, 2013 totaled $5,008 and $8,926, respectively and consisted of amounts contributed in kind. | ||
Earnings (Loss) Per Share | ||
The Company computes basic and diluted earnings per share amounts in accordance with ASC Topic 260, Earnings per Share. Basic earnings per share is computed by dividing net income (loss) available to common shareholders by the weighted average number of common shares outstanding during the reporting period. Diluted earnings per share reflects the potential dilution that could occur if stock options and other commitments to issue common stock were exercised or equity awards vest resulting in the issuance of common stock that could share in the earnings of the Company. | ||
The Company does not have any potentially dilutive instruments as of June 30, 2014 and, thus, anti-dilution issues are not applicable. | ||
Recent Accounting Pronouncements | ||
From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies that are adopted by the Company as of the specified effective date. Unless otherwise discussed, we believe that the impact of recently issued standards that are not yet effective will not have a material impact on our financial position or results of operations upon adoption. | ||
Except for rules and interpretive releases of the SEC under authority of federal securities laws and a limited number of grandfathered standards, the FASB Accounting Standards Codification™ (“ASC”) is the sole source of authoritative GAAP literature recognized by the FASB and applicable to the Company. Management has reviewed the aforementioned rules and releases and believes any effect will not have a material impact on the Company's present or future financial statements. | ||
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. |
GOING_CONCERN
GOING CONCERN | 6 Months Ended |
Jun. 30, 2014 | |
Going Concern | ' |
GOING CONCERN | ' |
Note 3 - Going Concern | |
The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As reflected in the accompanying financial statements, the Company had a deficit accumulated during the development stage of $37,908 at June 30, 2014. The company has earned no revenues since its date of reorganization on May 6, 2005. | |
While the Company is attempting to commence operations and generate revenues, the Company's cash position may not be sufficient enough to support the Company's daily operations. Management intends to raise additional funds by way of a public or private offering. Management believes that the actions presently being taken to further implement its business plan and generate revenues provide the opportunity for the Company to continue as a going concern. While the Company believes in the viability of its strategy to generate revenues and in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon the company's ability to further implement its business plan and generate revenues. | |
The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. |
PREPAID_EXPENSE
PREPAID EXPENSE | 6 Months Ended |
Jun. 30, 2014 | |
DisclosurePrepaidExpenseAbstract | ' |
Prepaid Expense | ' |
Note 4 – Prepaid Expense | |
Prepaid expense totaled $0 and $195 at June 30, 2014 and December 31, 2013 and consisted solely of a prepaid software maintenance contract. |
STOCKHOLDERS_EQUITY
STOCKHOLDERS EQUITY | 6 Months Ended |
Jun. 30, 2014 | |
Stockholders Equity | ' |
Stockholder's Equity | ' |
Note 5– Stockholders’ Equity | |
Common Stock | |
Class A | |
The authorized common stock consists of 1,000,000,000 shares of Class A Common Stock at a par value of $0.000006 per share. | |
There were 99,750,097 shares of class A common stock issued and outstanding at June 30, 2014 and December 31, 2013. | |
Each share of Class A common stock is entitled to one vote. | |
Class B | |
The authorized common stock consists of 200,000,000 shares of Class B Common Stock, $0.000006 par value per share. | |
There are no shares of class B Common Stock issued and outstanding at this date. | |
Each share of Class B of Common Stock is entitled to 10 votes. | |
Preferred Stock | |
As of June 30, 2014 the authorized preferred stock of the Company consisted of 50,000,000 shares with a par value of $0.000006. | |
There were no shares of preferred stock issued and outstanding at this date. | |
Any series of new preferred stock may be designated, fixed, and determined as provided by the board of directors by the affirmative vote of a majority of the voting power of all the then outstanding shares of Class B Common Stock. | |
Other | |
During the period ending June 30, 2014 a related party contributed additional paid in capital in the amount of $5,008 to fund operating expenses. Total amounts contributed as of June 30, 2014 totaled $34,169. (Note 7) |
INCOME_TAXES
INCOME TAXES | 6 Months Ended |
Jun. 30, 2014 | |
Income Taxes | ' |
INCOME TAXES | ' |
Note 6 - Income Taxes | |
The Company has not recognized an income tax benefit for its operating losses generated based on uncertainties concerning its ability to generate taxable income in future periods. The tax benefit for the periods presented is offset by a valuation allowance established against deferred tax assets arising from the net operating losses and other temporary differences, the realization of which could not be considered more likely than not. In future periods, tax benefits and related deferred tax assets will be recognized when management considers realization of such amounts to be more likely than not. As of June 30, 2014 and December 31, 2013 the Company has net operating loss carry forwards of $37,908 and $33,100, respectively. The NOLs begin expiring in 2030. The loss results in deferred tax assets of approximately $12,900 and $11,254 at June 30, 2014 and December 31, 2013, at the effective statutory rates totaling 34%. The deferred tax asset has been off-set by an equal valuation allowance. |
RELATED_PARTY_TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Jun. 30, 2014 | |
Related Party Transactions | ' |
RELATED PARTY TRANSACTIONS | ' |
Note 7 - Related Party Transactions | |
Related party transactions for the periods ending June 30, 2014 and 2013 totaled $5,008 and $6,364, respectively and consisted of amounts contributed in kind by a key uncompensated employee. |
COMMITMENTS_AND_CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2014 | |
Commitments And Contingencies | ' |
Commitments And Contingencies | ' |
Note 8 – Commitments and Contingencies | |
Litigation | |
From time to time the Company may become a party to litigation matters involving claims against the Company. Management believes that there are no current matters that would have a material effect on the Company’s financial position or results of operations. |
SUBSEQUENT_EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2014 | |
Subsequent Events [Abstract] | ' |
SubsequentEvents | ' |
Note 9 - Subsequent Events | |
Management has evaluated subsequent events through the date the financial statements were issued. Based on our evaluation no events have occurred requiring adjustment or disclosure. |