Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2017 | May 10, 2017 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | Ariel Clean Energy, Inc. | |
Entity Central Index Key | 1,499,684 | |
Trading Symbol | acez | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 99,750,097 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2017 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q1 |
Balance Sheets
Balance Sheets - USD ($) | Mar. 31, 2017 | Dec. 31, 2016 |
Current Assets | ||
Prepaid expenses | $ 10,833 | $ 4,346 |
Total Current Assets | 10,833 | 4,346 |
TOTAL ASSETS | 10,833 | 4,346 |
Current Liabilities | ||
Accounts payable | 6,144 | 6,113 |
Accrued interest - related party | 17,439 | 14,296 |
Note payable - related party | 117,877 | 96,871 |
Total Current Liabilities | 141,460 | 117,280 |
TOTAL LIABILITIES | 141,460 | 117,280 |
Stockholders' Deficit | ||
Preferred stock: 50,000,000 authorized; $0.000006 par value; no shares issued and outstanding | ||
Additional paid-in capital | 41,209 | 41,209 |
Accumulated deficit | (172,435) | (154,742) |
Total Stockholders' Deficit | (130,627) | (112,934) |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | 10,833 | 4,346 |
Common stock Class A | ||
Stockholders' Deficit | ||
Common stock value | 599 | 599 |
Common stock Class B | ||
Stockholders' Deficit | ||
Common stock value |
Balance Sheets (Parentheticals)
Balance Sheets (Parentheticals) - $ / shares | Mar. 31, 2017 | Dec. 31, 2016 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, par value (in dollars per share) | $ 0.000006 | $ 0.000006 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Common stock Class A | ||
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, par value (in dollars per share) | $ 0.000006 | $ 0.000006 |
Common stock, shares issued | 99,750,097 | 99,750,097 |
Common stock, shares outstanding | 99,750,097 | 99,750,097 |
Common stock Class B | ||
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, par value (in dollars per share) | $ 0.000006 | $ 0.000006 |
Common stock, shares issued | ||
Common stock, shares outstanding |
Statements of Operations (Unaud
Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Income Statement [Abstract] | ||
Revenues | ||
Operating Expenses | ||
General and administrative | 3,654 | 4,535 |
Professional fees | 10,896 | 9,436 |
Total operating expenses | 14,550 | 13,971 |
Loss from operations | (14,550) | (13,971) |
Other expense | ||
Interest expense | (3,143) | (2,022) |
Total other expense | (3,143) | (2,022) |
Net loss before taxes | (17,693) | (15,993) |
Income tax benefit | ||
Net loss | $ (17,693) | $ (15,993) |
Basic and dilutive net loss per common share (in dollars per share) | $ 0 | $ 0 |
Weighted average number of common shares outstanding - basic and diluted (in shares) | 99,750,097 | 99,750,097 |
Statements of Cash Flows (Unaud
Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (17,693) | $ (15,993) |
Changes in operating assets and liabilities: | ||
Prepaid expenses | (6,487) | (7,500) |
Accounts payable and accrued expenses | 21,037 | 21,471 |
Accrued interest - related party | 3,143 | 2,022 |
Net Cash Used in Operating Activities | ||
Net increase (decrease) in cash and cash equivalents | ||
Cash and cash equivalents, beginning of period | ||
Cash and cash equivalents, end of period | ||
Supplemental cash flow information | ||
Cash paid for interest | ||
Cash paid for taxes | ||
Non-cash financing transactions: | ||
Note payable - related party | $ 21,006 | $ 17,910 |
ORGANIZATION AND DESCRIPTION OF
ORGANIZATION AND DESCRIPTION OF BUSINESS | 3 Months Ended |
Mar. 31, 2017 | |
Organization And Description Of Business [Abstract] | |
ORGANIZATION AND DESCRIPTION OF BUSINESS | NOTE 1 – ORGANIZATION, DESCRIPTION OF BUSINESS, AND GOING CONCERN Ariel Clean Energy Inc. (“Ariel” or “the Company”) began its existence as the Pacific Development Corporation which was incorporated under the laws of the 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. and on October 31, 2012 changed its name to Z Holdings, Inc. Ariel Clean Energy, Inc. adopted fresh start accounting on May 6, 2005 with an objective to acquire or merge with an operating business. Big Time Acquisition (BTA) was originally organized to acquire a target company or business seeking the perceived advantages of being a publicly held corporation. On October 29, 2012, by written consent in lieu of a meeting, the respective Boards of Directors and requisite majority shareholders of Ariel and Big Time Acquisition, Inc. approved the merger of Big Time Acquisition, Inc. into Ariel with Ariel as the surviving corporation. Immediately before the effective time of merger, any and all outstanding shares of Big Time Acquisition, Inc. held by Ariel Clean Energy, Inc. were canceled, and at the closing of the Merger Agreement, Ariel 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. In the share exchange, Ariel received 90,000 shares of Big Time common stock representing 100% of the issued and outstanding shares of Big Time, which were deemed to be canceled. As a result of the Merger Agreement, Ariel 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 the Securities Act, and Regulation D promulgated thereunder. On July 15, 2015, the Company's Board of Directors approved to amend the Articles of Incorporation to change the Company's name from Z Holdings, Inc. to Ariel Clean Energy, Inc. Going concern and Liquidity Considerations The Company’s financial statements are prepared in accordance with generally accepted accounting principles applicable to a going concern. This contemplates the realization of assets and the liquidation of liabilities in the normal course of business. Currently, the Company does not have material assets, nor does it have operations or a source of revenue sufficient to cover its operation costs and allow it to continue as a going concern. The Company has an accumulated deficit of $172,435. The Company will be dependent upon the raising of additional capital through placement of our common stock in order to implement its business plan, or merge with an operating company. There can be no assurance that the Company will be successful in either situation in order to continue as a going concern. These financial statements do not include any adjustments relating to the recoverability and classification of recorded assets or the amounts of and classification of liabilities that might be necessary in the event the company cannot continue in existence. Accordingly, these factors raise substantial doubt as to the Company’s ability to continue as a going concern. The officers and directors have committed to advancing certain operating costs of the Company, including compliance costs for being a public company. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited interim 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, the 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 consisting of normal recurring entries necessary for a fair statement of the periods presented for: (a) the financial position; (b) the result of operations; and (c) cash flows, have been made in order to make the financial statements presented not misleading. The results of operations for such interim periods are not necessarily indicative of operations for a full year. The accompanying unaudited interim financial statements should be read in conjunction with the financial statements and related notes included in the Company’s Annual Report on Form 10-K, for the year ended December 31, 2016, as filed with the SEC on March 14, 2017. Use of Estimates and Assumptions 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 revenues and expenses during the reporting period. Actual results could differ from those estimates. Reclassifications Certain prior period amounts have been reclassified to conform to the current period presentation. |
PREPAID EXPENSE
PREPAID EXPENSE | 3 Months Ended |
Mar. 31, 2017 | |
Prepaid Expense [Abstract] | |
PREPAID EXPENSE | NOTE 3 - PREPAID EXPENSE Prepaid expenses at March 31, 2017 and December 31, 2016 consist of the following: March 31, December 31, 2017 2016 OTC Markets fees $ 10,833 $ 3,333 Professional fees - 1,013 $ 10,833 $ 4,346 |
RELATED-PARTY TRANSACTIONS
RELATED-PARTY TRANSACTIONS | 3 Months Ended |
Mar. 31, 2017 | |
Related Party Transactions [Abstract] | |
RELATED-PARTY TRANSACTIONS | NOTE 4 - RELATED-PARTY TRANSACTIONS Note Payable During the three months ended March 31, 2017 and 2016, a corporation controlled by the company's officers paid operating expenses totaling $21,006 and $17,910 on behalf of the Company, respectively. Unpaid balances are due on demand and accrue an annual interest rate of 12%. Note payable and accrued interest at March 31, 2016 and December 31, 2016 consist of the following: March 31, 2017 December 31, 2016 Note payable $ 117,877 $ 96,871 Accrued interest $ 17,439 $ 14,296 For the three months ended March 31, 2017 and 2016, interest expense was $3,143 and $2,022, respectively. The Company plans to pay the note payable and accrued interest as cash flows become available. Other The Company utilizes home office space at the residence of our President to conduct activities at no charge. |
SIGNIFICANT ACCOUNTING POLICI10
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited interim 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, the 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 consisting of normal recurring entries necessary for a fair statement of the periods presented for: (a) the financial position; (b) the result of operations; and (c) cash flows, have been made in order to make the financial statements presented not misleading. The results of operations for such interim periods are not necessarily indicative of operations for a full year. The accompanying unaudited interim financial statements should be read in conjunction with the financial statements and related notes included in the Company’s Annual Report on Form 10-K, for the year ended December 31, 2016, as filed with the SEC on March 14, 2017. |
Use of Estimates and Assumptions | Use of Estimates and Assumptions 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 revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Reclassifications | Reclassifications Certain prior period amounts have been reclassified to conform to the current period presentation. |
PREPAID EXPENSE (Tables)
PREPAID EXPENSE (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Prepaid Expense [Abstract] | |
Schedule of prepaid expense. | March 31, December 31, 2017 2016 OTC Markets fees $ 10,833 $ 3,333 Professional fees - 1,013 $ 10,833 $ 4,346 |
RELATED-PARTY TRANSACTIONS (Tab
RELATED-PARTY TRANSACTIONS (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Related Party Transactions [Abstract] | |
Schedule of related party transactions | March 31, 2017 December 31, 2016 Note payable $ 117,877 $ 96,871 Accrued interest $ 17,439 $ 14,296 |
ORGANIZATION AND DESCRIPTION 13
ORGANIZATION AND DESCRIPTION OF BUSINESS (Detail Textuals) - USD ($) | 3 Months Ended | |
Mar. 31, 2017 | Dec. 31, 2016 | |
Nature Of Organization [Line Items] | ||
Retained Earnings (Accumulated Deficit) | $ (172,435) | $ (154,742) |
Merger Agreement | Big Time Acquisition, Inc. | Common stock Class A | ||
Nature Of Organization [Line Items] | ||
Percentage of issued and outstanding stock acquired | 100.00% | |
Number of common stock received under share exchange | 90,000 | |
Merger Agreement | Big Time Acquisition, Inc. | Restricted Stock | Common stock Class A | ||
Nature Of Organization [Line Items] | ||
Common stock shares issued under acquisition | 90,000 |
PREPAID EXPENSE (Details)
PREPAID EXPENSE (Details) - USD ($) | Mar. 31, 2017 | Dec. 31, 2016 |
Prepaid Expense [Abstract] | ||
OTC Markets fees | $ 10,833 | $ 3,333 |
Professional fees | 1,013 | |
Prepaid expenses | $ 10,833 | $ 4,346 |
RELATED-PARTY TRANSACTIONS (Det
RELATED-PARTY TRANSACTIONS (Details) - USD ($) | Mar. 31, 2017 | Dec. 31, 2016 |
Related Party Transactions [Abstract] | ||
Note payable | $ 117,877 | $ 96,871 |
Accrued interest | $ 17,439 | $ 14,296 |
RELATED-PARTY TRANSACTIONS (D16
RELATED-PARTY TRANSACTIONS (Detail Textuals) - USD ($) | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Related Party Transactions [Abstract] | ||
Officers paid operating expenses | $ 21,006 | $ 17,910 |
Annual interest rate accrued on promissory notes | 12.00% | |
Interest expense | $ 3,143 | $ 2,022 |