Vapotherm Inactive 10-Q8 Aug 142014 Q2 Quarterly reportFinancial data

Company Profile

Document_and_Entity_Informatio

Document and Entity Information	6 Months Ended
Document and Entity Information	Jun. 30, 2014	Jul. 24, 2014
Document And Entity Information	'	'
Entity Registrant Name	'VAPORIN, INC.	'
Entity Central Index Key	'0001504937	'
Document Type	'10-Q	'
Document Period End Date	30-Jun-14	'
Amendment Flag	'false	'
Current Fiscal Year End Date	'--12-31	'
Entity Filer Category	'Smaller Reporting Company	'
Entity Common Stock, Shares Outstanding	'	174,612,153
Document Fiscal Period Focus	'Q2	'
Document Fiscal Year Focus	'2014	'

Condensed_Consolidated_Balance

Condensed Consolidated Balance Sheets (Unaudited) (USD $)	Jun. 30, 2014	Dec. 31, 2013
CURRENT ASSETS	'	'
Cash and cash equivalents	$1,030,366	$25,221
Accounts receivable - trade	283,746	16,587
Prepaid expenses and other current assets	'	32,522
Inventory	1,336,533	316,195
Total Current Assets	2,650,645	390,525
FIXED ASSETS	'	'
Property and equipment, net	7,506	8,395
OTHER ASSETS	'	'
Intangible assets, net	6,874	12,276
Total Other Assets	6,874	12,276
TOTAL ASSETS	2,665,025	411,196
CURRENT LIABILITIES	'	'
Accounts payable and accrued liabilities	328,601	31,312
Accrued interest - related party	'	804
Convertible notes payable, net of debt discount	175,429	'
Notes payable	'	75,000
Notes payable - related party	'	260,899
Derivative liabilities	222,792	'
Total Current Liabilities	726,822	368,015
STOCKHOLDERS' EQUITY	'	'
Preferred Stock, value	'	'
Common Stock Series C, $0.0001 par value per share, 200,000,000 shares authorized, 171,612,513 and 35,000,000 shares issued and outstanding, as of June 30, 2014 and December 31, 2013, respectively.	17,162	3,500
Additional paid-in capital	4,805,267	346,500
Accumulated deficit	-2,884,736	-306,819
Total Stockholders' Equity	1,938,203	43,181
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	2,665,025	411,196
Series A Preferred Stock [Member]	'	'
STOCKHOLDERS' EQUITY	'	'
Preferred Stock, value	'	'
Series B Preferred Stock [Member]	'	'
STOCKHOLDERS' EQUITY	'	'
Preferred Stock, value	500	'
Series C Preferred Stock [Member]	'	'
STOCKHOLDERS' EQUITY	'	'
Preferred Stock, value	$10	'

Condensed_Consolidated_Balance1

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) (USD $)	Jun. 30, 2014	Dec. 31, 2013
Preferred stock, par value	$0.00	$0.00
Preferred stock, shares authorized	50,000,000	50,000,000
Common stock, par value	$0.00	$0.00
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	171,612,513	35,000,000
Common stock, shares outstanding	171,612,513	35,000,000
Series A Preferred Stock [Member]	'	'
Preferred stock, par value	$0.00	$0.00
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	'	'
Preferred stock, shares outstanding	'	'
Series B Preferred Stock [Member]	'	'
Preferred stock, par value	$0.00	$0.00
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	'	'
Preferred stock, shares outstanding	'	'
Series C Preferred Stock [Member]	'	'
Preferred stock, par value	$0.00	$0.00
Preferred stock, shares authorized	100,000	100,000
Preferred stock, shares issued	'	'
Preferred stock, shares outstanding	'	'

Condensed_Consolidated_Stateme

Condensed Consolidated Statements of Operations (Unaudited) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Income Statement [Abstract]	'	'	'	'
Revenues	$419,370	'	$602,163	'
Cost of sales	238,355	'	353,819	'
Gross margin	181,015	'	248,344	'
Costs and expenses	'	'	'	'
Sales and marketing	350,624	'	565,638	'
General and administrative	1,269,896	66,774	1,845,208	112,908
Depreciation and amortization	3,146	'	6,291	'
Professional fees	38,652	'	69,402	'
Total operating costs and expenses	1,662,318	66,774	2,486,539	112,908
Operating loss	-1,481,303	-66,774	-2,238,195	-112,908
Other income and (expense)	'	'	'	'
Derivative expense	'	'	-86,484	'
Change in fair value of derivatives	135,279	'	91,312	'
Interest expense - related party	-93,928	'	-344,550	'
Total other income and expense	41,351	'	-339,722	'
Loss before provision for income tax	-1,439,952	-66,774	-2,577,917	-112,908
Provision for income tax	'	'	'	'
Net loss	-1,439,952	-66,774	-2,577,917	-112,908
Loss attributable to common stockholders and loss per common share:	'	'	'	'
Net loss	($1,439,952)	($66,774)	($2,577,917)	($112,908)
Deemed dividend - Series A Preferred Stock	'	'	'	'
Conversion	'	'	'	'
Dividends - Series A Preferred Stock	'	'	'	'
Weighted average shares outstanding, basic and diluted	167,637,439	35,000,000	827,821,219	35,000,000
Net loss per basic and diluted share	($0.01)	$0	($0.03)	$0

Condensed_Consolidated_Stateme1

Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $)	6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013
OPERATING ACTIVITIES	'	'
Net loss	($2,577,917)	($112,908)
Adjustments to reconcile net loss to net cash used in operating activities:	'	'
Depreciation and amortization	6,291	'
Amortization of debt discount	229,273	'
Derivative expense	86,484	'
Change in fair value of derivative liabilities	-91,312	'
Interest expense in connection with the grant of warrants	78,869	'
Stock based compensation	925,926	'
Changes in operating assets and liabilities	'	'
Accounts receivable	-267,159	'
Inventory	-1,020,338	-63,335
Other current assets	32,522	'
Accounts payable and accrued liabilities	268,243	16
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES	-2,329,118	-176,227
INVESTING ACTIVITIES	'	'
Purchase of equipment	'	-3,442
NET CASH (USED IN) PROVIDED BY INVESTING ACTIVITIES	'	-3,442
FINANCING ACTIVITIES	'	'
Notes payable - related party	'	181,680
Payment of convertible note	-100,000	'
Proceeds received from issuance of note prior to recapitalization	100,000	'
Issuance of common stock	2,834,263	'
Issuance of preferred stock	500,000	'
NET CASH PROVIDED BY FINANCING ACTIVITIES	3,334,263	181,680
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS	1,005,145	2,011
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD	25,221	'
CASH AND CASH EQUIVALENTS AT END OF PERIOD	1,030,366	2,011
Non cash activities:	'	'
Note payable converted to common stock	75,000	'
Note payable - related party exchanged to preferred stock pursuant to the Share Exchange	$285,710	'

Nature_of_Operations

Nature of Operations	6 Months Ended
Nature of Operations	Jun. 30, 2014
Organization, Consolidation and Presentation of Financial Statements [Abstract]	'
Nature of Operations	'
	NOTE 1 – NATURE OF OPERATIONS

	Vaporin, Inc. (the “Company”), (formerly Valor Gold Corp.), was incorporated under the laws of the State of Delaware in June 2009. In January 2014, the Company entered into a Share Exchange Agreement (the “Share Exchange”) with Vaporin Florida, Inc., a privately-held Florida corporation (“Vaporin Florida”). Pursuant to the Exchange Agreement, all of the issued and outstanding common stock of Vaporin Florida was exchanged for an aggregate of 35 million shares of the Company’s common stock. The Share Exchange was accounted for as a reverse acquisition and re-capitalization, whereas Vaporin Florida is deemed the accounting acquirer and Vaporin, Inc. the legal acquirer. As a result, the assets and liabilities and the historical operations that are reflected in the Company’s financial statements are those of Vaporin Florida, and the Company’s assets, liabilities and results of operations will be consolidated with the assets, liabilities and results of operations of Vaporin Florida effective January 24, 2014.

	The Company is a distributor and marketer of electronic cigarettes, vaporizers, e-liquids, e-hookahs and related products.

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 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation and Principles of Consolidation

The unaudited consolidated financial statements are prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”) and present the consolidated financial statements of the Company and its wholly-owned subsidiary. In the preparation of consolidated financial statements of the Company, all intercompany transactions and balances were eliminated. All adjustments (consisting of normal recurring items) necessary to present fairly the Company’s consolidated financial position as of June 30, 2014, and the results of operations and cash flows for the three and six months ended June 30, 2014 and 2013 have been included. The results of operations for the three and six months ended June 30, 2014 are not necessarily indicative of the results to be expected for the full year. The accounting policies and procedures employed in the preparation of these condensed consolidated financial statements have been derived from the audited financial statements of the Company for the year ended December 31, 2013, which are contained in Form 8-K/A as filed with the Securities and Exchange Commission on April 8, 2014. The consolidated balance sheet as of December 31, 2013 was derived from those financial statements.

Use of Estimates

The preparation of the financial statements in conformity with 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. Actual results could differ from those estimates.

Significant estimates include, but are not limited to, the collectability of accounts receivable and the estimates used when evaluating long-lived assets for impairment. Estimates are used for, but are not limited to, determining the following: allowance for doubtful accounts and inventory valuation reserves, recoverability of long-lived assets, and useful lives used in depreciation and amortization and assumptions used to calculate fair value of warrants granted, derivative liabilities and common stock issued for services

Risks and Uncertainties

The Company operates in an industry that is subject to rapid change and intense competition. The Company’s operations will be subject to significant risk and uncertainties including financial, operational, technological, regulatory and other risks, including the potential risk of business failure.

Cash and cash equivalents

The Company considers all highly liquid temporary cash investments with an original maturity of three months or less to be cash equivalents. At June 30, 2014 and December 31, 2013, the Company had no cash equivalents.

Accounts receivable

The Company accounts receivable, represents our estimate of the amount that ultimately will be realized in cash. The Company reviews the adequacy and adjusts its allowance for doubtful accounts on an ongoing basis, using historical payment trends and the age of the receivables and knowledge of its individual customers. However, if the financial condition of our customers were to deteriorate, additional allowances may be required. While estimates are involved, bad debts historically have not been a significant factor given the diversity of its customer base and well established historical payment patterns. As of June 30, 2014 and December 31, 2013, the Company believes all accounts receivable balances will be full realized and therefore no allowance has been recorded.

Inventory

Inventories are stated at the lower of cost or market value. We regularly review our inventory quantities on hand and record a provision for excess and obsolete inventory based primarily on our estimated forecast of product demand, production availability and/or our ability to sell the product(s) concerned. Demand for our products can fluctuate significantly. Factors that could affect demand for our products include unanticipated changes in consumer preferences, general market and economic conditions or other factors that may result in cancellations of advance orders or reductions in the rate of reorders placed by customers and/or continued weakening of economic conditions. Additionally, our estimates of future product demand may be inaccurate, which could result in an understated or overstated provision required for excess and obsolete inventory. Product-related inventories are primarily maintained using the average cost method.

The Company purchases most of its products from Direct Source China, LLC. , an entity controlled by Gregory Brauser, our Chief Operating Officer. This entity purchases the products directly from the manufacturers in China and charges the Company an 8% premium. The Company paid Direct Source approximately $731,000 for products for the six months ended June 30, 2014.

Fixed Assets

Property and equipment are recorded at cost. Expenditures for major additions and improvements are capitalized and minor replacements, maintenance, and repairs are charged to expense as incurred. When property and equipment are retired or otherwise disposed of, the cost and accumulated depreciation are removed from the accounts and any resulting gain or loss is included in the results of operations for the respective period. Depreciation is provided over the estimated useful lives of the related assets using the straight-line method for financial statement purposes. The Company uses other depreciation methods (generally accelerated) for tax purposes where appropriate. The estimated useful lives for significant property and equipment categories are as follows:

Equipment

3-5 years

Furniture

7 years

The Company reviews the carrying value of property, plant, and equipment for impairment whenever events and circumstances indicate that the carrying value of an asset may not be recoverable from the estimated future cash flows expected to result from its use and eventual disposition. In cases where undiscounted expected future cash flows are less than the carrying value, an impairment loss is recognized equal to an amount by which the carrying value exceeds the fair value of assets. The factors considered by management in performing this assessment include current operating results, trends and prospects, the manner in which the property is used, and the effects of obsolescence, demand, competition, and other economic factors. Based on this assessment there were no impairments needed as of June 30, 2014 and December 31, 2013.

Intangible assets

ASC 350 requires that goodwill and intangible assets with indefinite useful lives no longer be amortized, but instead tested for impairment at least annually in accordance with the provisions of ASC 350. This standard also requires that intangible assets with definite useful lives be amortized over their respective estimated useful lives to their estimated residual values, and reviewed for impairment. The Company did not record any impairment charges on its intangible assets during the six months ended June 30, 2014 and 2013.

The Company’s intangible assets consist of the costs of building company’s website. Amortization will be recorded over the estimated useful life of the assets using the straight-line method for financial statement purposes.

Website Development Costs

Costs incurred in the planning stage of a website are expensed, while costs incurred in the development stage are capitalized and amortized over the estimated useful life of the asset.

Revenue recognition

Revenue is recognized in accordance with Staff Accounting Bulletin (“SAB”) No. 101, Revenue Recognition in Financial Statements, as revised by SAB No. 104. We recognize revenue when persuasive evidence of an arrangement exists, delivery has occurred, the sales price is fixed or determinable and collectability is reasonably assured. Ownership and title of our products pass to customers upon delivery of the products to customers. Certain of our distributors may also perform a separate function as a co-packer on our behalf. In such cases, ownership of and title to our products that are co-packed on our behalf by those co-packers who are also distributors, passes to such distributors when we are notified by them that they have taken transfer or possession of the relevant portion of our finished goods.

Cost of sales

Cost of sales represents costs directly related to the product sold to our customers.

Shipping and Handling

Product sold to customers is shipped from our warehouse. Any freight billed to customers is offset against shipping costs and included in cost of goods sold.

Income taxes

The Company accounts for income taxes under FASB Codification Topic 740-10-25 (“ASC 740-10-25”) Income Taxes. Under ASC 740-10-25, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement 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. Under ASC 740-10-25, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

Fair Value of Financial Instruments

We hold certain financial assets, which are required to be measured at fair value on a recurring basis in accordance with the Statement of Financial Accounting Standard No. 157,”Fair Value Measurements” (“ASC Topic 820-10”). ASC Topic 820-10 establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). ASC Topic 820-10 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. Level 1 instruments include cash, account receivable, prepaid expenses, inventory and account payable and accrued liabilities. The carrying values are assumed to approximate the fair value due to the short term nature of the instrument. The carrying amount of the notes payable at June 30, 2014 approximate their respective fair value based on the Company’s incremental borrowing rate.

The following table presents a reconciliation of the derivative liability measured at fair value on a recurring basis using significant unobservable input (Level 3) from January 1, 2014 to June 30, 2014:

Conversion feature derivative liability

Warrant liability

Balance at January 1, 2014

41,881

78,399

Recognition of derivative liability

72,064

193,289

Reclassification of derivative liability to equity

(71,529

)

Change in fair value included in earnings

(5,906

)

(85,406

)

Balance at June 30, 2014

36,510

186,282

The three levels of the fair value hierarchy under ASC Topic 820-10 are described below:

●

Level 1 - Valuations based on quoted prices in active markets for identical assets or liabilities that an entity has the ability to access. We believe our carrying value of level 1 instruments approximate their fair value at June 30, 2014.

●

Level 2 - Valuations based on quoted prices for similar assets or liabilities, quoted prices for identical assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable data for substantially the full term of the assets or liabilities.

●

Level 3 - Valuations based on inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. We consider depleting assets, asset retirement obligations and net profit interest liability to be Level 3. We determine the fair value of Level 3 assets and liabilities utilizing various inputs, including NYMEX price quotations and contract terms.

Advertising

The Company expenses advertising costs as incurred. The Company’s advertising expenses totaled $350,624 and $565,638 for the three and six months ended June 30, 2014, respectively. There were no advertising expense for the three and six months ended June 30, 2013. We are focusing our advertising on gaining market share and building product brand.

Earnings (Loss) Per Share

Net earnings (loss) per share is computed by dividing net income (loss) less preferred dividends for the period by the weighted average number of common stock outstanding during each period. Diluted earnings (loss) per share is computed by dividing net income (loss) less preferred dividends for the period by the weighted average number of common stock, common stock equivalents and potentially dilutive securities outstanding during each period.

Concentration of Business and Credit Risk

The Company has no significant off-balance sheet risk such as foreign exchange contracts, option contracts or other foreign hedging arrangements. The Company’s financial instruments that are exposed to concentration of credit risks consist primarily of cash. The Company maintains its cash in bank accounts which, may at times, exceed federally-insured limits. We review a customer’s credit history before extending credit.

The following table shows significant concentrations in our revenues and accounts receivable for the periods indicated.

Percentage of Revenue during the

Percentage of Accounts Receivable

period ended

period ended,

30-Jun-14

31-Dec-13

30-Jun-14

31-Dec-13

Customer A

Customer B

Recent accounting pronouncements

In July 2013, the FASB issued ASU 2013-11, “Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists.” ASU 2013-11 provides guidance on the presentation of unrecognized tax benefits related to any disallowed portion of net operating loss carryforwards, similar tax losses, or tax credit carryforwards, if they exist. ASU 2013-11 is effective for fiscal years beginning after December 15, 2013. The adoption of ASU 2013-11 is not expected to have a material impact on our consolidated financial statements.

Accounting standards that have been issued or proposed by FASB that do not require adoption until a future date are not expected to have a material impact on our consolidated financial statements upon adoption.

Year-end

The Company has adopted December 31 as its fiscal year end.

Going_Concern

Going Concern	6 Months Ended
Going Concern	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, which contemplates the recoverability of assets and the satisfaction of liabilities in the normal course of business. Since its inception, the Company has been engaged substantially in financing activities and developing its business plan and marketing. As a result, the Company incurred accumulated net losses during the six months ended June 30, 2014 of $2,577,917. In addition to raising capital from the sale of equity, the Company’s development activities since inception have been financially sustained through capital contributions from note holders.

	The ability of the Company to continue as a going concern is dependent upon its ability to raise additional capital from the sale of common stock or through debt financing and, ultimately, the achievement of significant operating revenues. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from this uncertainty.

Inventory

Inventory	6 Months Ended
	Jun. 30, 2014
Inventory Disclosure [Abstract]	'
Inventory	'
	NOTE 4 – INVENTORY

	Inventories consist of the following:

		30-Jun-14		31-Dec-13
	Finished goods	$	1,336,533	$	316,195

Property_Equipment

Property & Equipment	6 Months Ended
Property & Equipment	Jun. 30, 2014
Property, Plant and Equipment [Abstract]	'
Property & Equipment	'
	NOTE 5 - PROPERTY & EQUIPMENT

	The following is a summary of property and equipment:

		30-Jun-14			31-Dec-13
	Computer Equipment	$	8,413		$	8,413
	Furniture, Fixtures and Equipment		662			662
	Less: accumulated depreciation		(1,569	)		(680	)
		$	7,506		$	8,395

	Depreciation for the six months ended June 30, 2014 and 2013 was $888 and $0, respectively.

Intangible_Assets

Intangible Assets	6 Months Ended
Intangible Assets	Jun. 30, 2014
Inventory Disclosure [Abstract]	'
Intangible Assets	'
	NOTE 6 – INTANGIBLE ASSETS

	Intangible assets consist of the following:

		30-Jun-14			31-Dec-13
	Website, capitalized	$	17,678		$	17,678
	Less: accumulated amortization		(10,804	)		(5,402	)
		$	6,874		$	12,276

	Amortization for the six months ended June 30, 2014 and 2013 was $5,402 and $0, respectively.

Notes_Payable

Notes Payable	6 Months Ended
Notes Payable	Jun. 30, 2014
Debt Disclosure [Abstract]	'
Notes Payable	'
	NOTE 7 – NOTES PAYABLE

	Convertible notes payable

	At June 30, 2014 and December 31, 2013, convertible promissory notes consisted of the following:

			30-Jun-14			31-Dec-13
	Convertible promissory notes		$	200,000		$	-
	Less: debt discount			(24,571	)		-

	Convertible notes payable, net		$	175,429		$	-

	On January 24, 2014, following the closing of the Share Exchange, the Company assumed convertible notes payable for a total of $350,000. On January 24, 2014, the debt discount on the convertible notes has a remaining balance of $253,844. These convertible notes payable consisted of the following:

		●	$75,000 10% secured convertible promissory note due in June 2014 with a 5-year warrant to purchase 375,000 shares of the Company’s common stock at an exercise price of $0.20 per share for gross proceeds to the Company of $75,000. The note is convertible into shares of the Company’s common stock at an initial conversion price of $0.20 per share. The warrants have an exercise price of $0.01 per share, as a result of being reduced from $0.20 per share pursuant to full-ratchet anti-dilution protection.

		●	$175,000 10% secured convertible promissory notes due in August 2014 with a 5-year warrant to purchase 1,500,000 shares of the Company’s common stock at an exercise price of $0.01 per share for gross proceeds to the Company of $175,000. The notes are convertible into shares of the Company’s common stock at an initial conversion price of $0.20 per share. The warrants have an exercise price of $0.01 per share, as a result of being reduced from $0.20 per share pursuant to full-ratchet anti-dilution protection. In February 2014, the Company paid back the principal plus accrued interest owed to one of the investors for a sum total of $52,433.

		●	$100,000 of its 10% convertible promissory notes due in January 2015 with warrants to purchase up to an aggregate of 1,000,000 shares of the Company’s common stock at an exercise price of $0.10 per share for gross proceeds to the Company of $100,000. The notes are convertible into shares of the Company’s common stock at an initial conversion price of $0.10 per share, subject to adjustment. The warrants have an initial exercise price of $0.10 per share. On January 22, 2014, prior to the closing of the Share Exchange, the Company issued 500,000 shares of the Company’s common stock in connection with the conversion of $50,000 of the notes at a conversion price of $0.10 per share.

	In accordance with ASC 470-20-25, the convertible notes were considered to have an embedded beneficial conversion feature because the effective conversion price was less than the fair value of the Company’s common stock. These convertible notes were fully convertible at the issuance date thus the value of the beneficial conversion and the warrants were treated as a discount on the convertible notes to be amortized over the term of the convertible notes. The fair value of this warrant was estimated on the date of grant using the Black-Scholes option-pricing model using the following weighted-average assumptions: expected dividend yield of 0%; expected volatility ranging from 120% to 131%; risk-free interest rate ranging from 1.39% to 1.73% and an expected holding period of five years. During the six months ended June 30, 2014, amortization of debt discount amounted to $229,273 and was included in interest expense.

	On January 14 2014, prior to the closing of the Share Exchange, the Company granted warrants to purchase up to an aggregate of 625,000 shares of the Company’s common stock at an exercise price of $0.01 (collectively the “Additional Warrants”) to a certain note holder in connection with a note that is due in August 2014. The Company issued the Additional Warrants in connection with certain protection clause contained in the note holder’s respective securities purchase agreements as a result of the Company’s subsequent issuance in January 2014 of its warrants related to a convertible note payable at a per share price lower than the per share price paid by the note holder. . The fair value of this warrant was estimated on the date of grant using the Black-Scholes option-pricing model using the following weighted-average assumptions: expected dividend yield of 0%; expected volatility of 131%; risk-free interest rate of 1.65% and an expected holding period of five years. During the six months ended June 30, 2014, the Company recognized an interest expense of $78,869 and a corresponding derivative liability in connection with the Additional Warrants.

	The initial conversion price of the notes above and initial exercise prices of warrants issued above are subject to full-ratchet anti-dilution protection. In accordance with ASC Topic 815 “Derivatives and Hedging”, these convertible notes include a down-round provision under which the conversion price and exercise price could be affected by future equity offerings (see Note 7). Instruments with down-round protection are not considered indexed to a company’s own stock under ASC Topic 815, because neither the occurrence of a sale of common stock by the company at market nor the issuance of another equity-linked instrument with a lower strike price is an input to the fair value of a fixed-for-fixed option on equity shares.

	Notes payable

	On December 19, 2013, the Company issued a six month 10% note payable of $50,000. The note was scheduled to mature on June 18, 2014. In April 2014, the Company paid off the note including interest in the amount of $51,762.

	On December 19, 2013, the Company issued a six month 10% note payable of $25,000. The note was scheduled to mature on June 18, 2014. In February 2014, the Company issued 250,000 shares of the Company’s common stock in connection with the full conversion of this note.

	Notes payable – related party

	At the closing of the Share Exchange, $285,710 in principal amount plus accrued interest of the notes were cancelled in exchange for the issuance of an aggregate of 100,000 shares of Series C Preferred Stock of the Company.

Derivative_Liabilities

Derivative Liabilities	6 Months Ended
	Jun. 30, 2014
Derivative Instruments and Hedging Activities Disclosure [Abstract]	'
Derivative Liabilities	'
	NOTE 8 - DERIVATIVE LIABILITIES

	In connection with the issuance of the 10% convertible notes (see Note 7), the Company determined that the terms of the convertible notes include a down-round provision under which the conversion price and exercise price could be affected by future equity offerings undertaken by the Company. Accordingly, under the provisions of FASB ASC Topic No. 815-40, “Derivatives and Hedging - Contracts in an Entity’s Own Stock”, the convertible instrument was accounted for as a derivative liability at the date of issuance and adjusted to fair value through earnings at each reporting date. The Company has recognized a derivative liability of $222,792 and $0 at June 30, 2014 and December 31, 2013, respectively. The gain resulting from the decrease in fair value of this convertible instrument was $135,279 and $91,312 for the three and six months, respectively, ended June 30, 2014. The derivative expense was $0 and $86,484, for the three and six months, respectively ended June 30, 2014. The Company reclassified $71,529 to paid-in capital due to the payment of convertible notes during the six months ended June 30, 2014.

	The Company used the following assumptions for determining the fair value of the convertible instruments under the Black-Scholes option pricing model:

		30-Jun-14

	Dividend rate		0%
	Term (in years)		0.33 - 5 Years
	Volatility		126% - 131%
	Risk-free interest rate		0.05% - 1.73%

Stockholders_Equity

Stockholders' Equity	6 Months Ended
Stockholders' Equity	Jun. 30, 2014
Equity [Abstract]	'
Stockholders' Equity	'
	NOTE 9 – STOCKHOLDERS’ EQUITY

	The Company is authorized to issue up to 200,000,000 shares of common stock, par value $0.0001 per share, and 50,000,000 shares of blank check preferred stock, par value $0.0001 per share. On June 16, 2014, the Company’s sole director approved a 1-for-50 reverse stock split which is subject to shareholder approval.

	On May 30, 2014, the Board of Directors of the Company approved an amendment (the “Amendment”) to the 2014 Equity Incentive Plan (the “Plan”) which provides for the grant of incentive stock options, non-qualified stock options, restricted stock, restricted stock units (“RSUs”) and stock appreciation rights to employees, consultants, officers and directors of the Company in order to help the Company attract, retain and incentivize qualified individuals that will contribute to the Company’s success. The Amendment increased the maximum number of shares of the Company’s common stock that may be issued under the Plan from a total of 25,000,000 shares to a total of 50,000,000 shares.

	Series A Preferred Stock

	On April 8, 2014, the holders of all shares of the Company’s Series A Preferred Stock converted the shares of Series A Preferred Stock into a total of 3,000,000 shares of common stock. At June 30, 2014, the Company did not have any shares of Series A Preferred Stock outstanding.

	Series B Preferred Stock

	The Company has outstanding 5,000,000 shares of Series B Preferred Stock. Each share has a liquidation preference equal to $0.0001 per share. Shares of Series B Preferred Stock are convertible at any time on a share-for-share basis, subject to a limitation that the holder shall not at any time be a beneficial owner of more than 9.99% of the Company’s common stock outstanding at such time. The Series B votes on an as-converted basis, subject to this limitation. Holders of Series B have no dividend preference.

	Series C Preferred Stock

	The Company has outstanding 100,000 shares of Series C Preferred Stock. Each share has a liquidation preference equal to $0.0001 per share. Shares of Series C Preferred Stock are convertible at any time on a 1 share of Series C Preferred Stock-for-1,000 shares of common stock basis, subject to a limitation that the holder shall not at any time be a beneficial owner of more than 9.99% of the Company’s common stock outstanding at such time. The Series C votes on an as-converted basis, subject to this limitation. Holders of Series C have no dividend preference.

	(A) Share Exchange

	In January 2014, the Company entered into the Share Exchange with Vaporin Florida. Pursuant to the Exchange Agreement, all of the issued and outstanding common stock of Vaporin Florida was exchanged for an aggregate of 35 million shares of the Company’s common stock. Additionally, the holders of all of Vaporin Florida’s issued and outstanding Series A Preferred Stock and the holders of outstanding notes of Vaporin Florida in the aggregate principal amount of $285,710 (the “Vaporin Florida Notes”) exchanged all of the outstanding shares of Vaporin Florida’s Series A Preferred Stock and converted the Vaporin Florida Notes into an aggregate of 100,000 shares of the Company’s Series C Preferred Stock. This transaction was accounted for as a reverse recapitalization of Vaporin Florida whereby Vaporin Florida is considered the acquirer for accounting purposes. The Company is deemed to have issued 94,162,502 shares of common stock and 3,000,000 shares of Series A Preferred Stock which represents the outstanding common and preferred stock of the Company just prior to the closing of the transaction.

	(B) Private Placement

	In January 2014, the Company entered into stock purchase agreements with accredited investors pursuant to which they purchased 5,750,000 shares of common stock and 5,000,000 shares of Series B Preferred Stock at a price of $0.10 per share for net proceeds of $1,043,500. The Company paid placement agent fees of $31,500 in connection with the sale of common and preferred stock.

	On April 1, 2014, the Company closed on a private placement of 25,299,650 shares of the Company’s common stock to accredited investors at a price per share of $0.10. Subsequent closings took place on April 7, 2014 and May 6, 2014. The offering generated gross proceeds to the Company of $2,529,965. As compensation for acting as placement agent for the offering, Chardan Capital Markets, LLC received a commission of 10% of the gross proceeds from the shares it sold and a number of five-year warrants equal to 10% of the shares it sold. To date, the Company has paid the placement agent $144,997 and issued the placement agent 1,449,965 five-year warrants exercisable at $0.10 per share. The net proceeds to the Company, after deducting placement agent fees, legal fees, filing fees and escrow expenses, were $2,290,768.

	The securities were not registered under the Securities Act and were issued and sold in reliance upon the exemption from registration contained in Section 4(a)(2) of the Act and Rule 506(b) promulgated thereunder.

	(C) Common stock for services

	In March 2014, the Company issued an aggregate of 2,550,000 shares of the Company’s common stock to two consultants for consulting services rendered. The Company valued these common shares at the fair market value on the date of grant at approximately $0.10 per share or $255,000 based on the sale of commons stock in a private placement at $0.10 per common share. In connection with the issuance of these common shares, the Company recorded stock based consulting for the six months ended June 30, 2014 of $255,000.

	Between April 2014 and May 2014, the Company issued an aggregate of 5,100,001 shares of the Company’s common stock to various consultants for consulting and accounting service rendered. The Company valued these common shares at the fair market value on the date of grant at approximately $0.10 per share or $510,000 based on the sale of commons stock in a private placement at $0.10 per common share. In connection with the issuance of these common shares, the Company recorded stock based consulting for the six months ended June 30, 2014 of $510,000.

	On May 30, 2014, the Board of Directors approved the grant under the Plan of 20,000,000 RSUs to Marlin Capital Investments, LLC, a consultant to the Company, 10,000,000 RSUs to Greg Brauser, the Company’s Chief Operating Officer, and 10,000,000 RSUs to Scott Frohman, the Company’s Chief Executive Officer and Director. All the RSUs will vest quarterly in approximately equal installments over a three-year period from the date of issuance or upon a “change in control” as defined in the Plan, subject to the consultant’s or individual’s continued service to the Company on each applicable vesting date, with delivery of shares taking place on the third anniversary of the date of issuance. In connection with the grant of these RSUs, the Company recorded stock based compensation and consulting for the six months ended June 30, 2014 of $160,926.

	(D) Stock Options

	A summary of the stock options for the six months ending June 30, 2014 and for the year ending December 31, 2013 and changes during the period are presented below:

		Number of		Weighted		Weighted
		Options		Average Exercise		Average
				Price		Remaining
						Contractual Life
						(Years)
	Recapitalization on January 24, 2014		300,000		0.4		8.69
	Granted		-		-		-
	Exercised		-		-		-
	Forfeited		-		-		-
	Cancelled		-		-		-
	Balance outstanding at June 30, 2014		300,000	$	0.4		8.26

	Options exercisable at June 30, 2014		300,000	$	0.4
	Options expected to vest		-

	Stock options outstanding at June 30, 2014 as disclosed in the above table have no intrinsic value at the end of the period.

	(E) Stock Warrants

	A summary of the status of the Company’s outstanding stock warrants for the six months ending June 30, 2014 and for the year ending December 31, 2013 and changes during the period then ended is as follows:

		Number of		Weighted		Weighted
		Warrants		Average Exercise		Average
				Price		Remaining
						Contractual Life
						(Years)
Recapitalization on January 24, 2014			4,518,750		0.28		4.32
Granted			1,449,965		0.1		5
Cancelled			-		-		-
Forfeited			-		-		-
Exercised			-		-		-
Balance at June 30, 2014			5,968,715	$	0.24		4.1

Warrants exercisable at June 30, 2014			5,968,715	$	0.24		4.1

Weighted average fair value of warrants granted during the six months ended June 30, 2014				$	0.1

Subsequent_Events

Subsequent Events	6 Months Ended
Subsequent Events	Jun. 30, 2014
Subsequent Events [Abstract]	'
Subsequent Events	'
	NOTE 10 – SUBSEQUENT EVENTS

	The Company has authorized a 1-for-50 reverse stock split which is subject to comply with proxy rules.

	Subsequent to June 30, 2014, the Company entered into a one-year employment agreement for a Vice President of Internet Marketing. The base salary is $100,000 per year plus commissions. The Company granted the executive 500,000 restricted shares of common stock and 250,000 stock options vesting quarterly over a three-year period. Additionally, the executive is eligible to receive grants of up to 750,000 options subject to meeting certain performance standards.

Summary_of_Significant_Account1

Summary of Significant Accounting Policies (Policies)

6 Months Ended

Jun. 30, 2014

Accounting Policies [Abstract]

Basis of Presentation and Principles of Consolidation

Use of Estimates

Risks and Uncertainties

Cash and Cash Equivalents

Cash and cash equivalents

Accounts Receivable

Accounts receivable

Inventory

Fixed Assets

Equipment

3-5 years

Furniture

7 years

Intangible Assets

Intangible assets

Website Development Costs

Costs incurred in the planning stage of a website are expensed, while costs incurred in the development stage are capitalized and amortized over the estimated useful life of the asset.

Revenue Recognition

Revenue recognition

Cost of Sales

Cost of sales

Cost of sales represents costs directly related to the product sold to our customers.

Shipping and Handling

Product sold to customers is shipped from our warehouse. Any freight billed to customers is offset against shipping costs and included in cost of goods sold.

Income Taxes

Income taxes

Fair Value of Financial Instruments

Conversion feature derivative liability

Warrant liability

Balance at January 1, 2014

41,881

78,399

Recognition of derivative liability

72,064

193,289

Reclassification of derivative liability to equity

(71,529

)

Change in fair value included in earnings

(5,906

)

(85,406

)

Balance at June 30, 2014

36,510

186,282

The three levels of the fair value hierarchy under ASC Topic 820-10 are described below:

●

Advertising

Earnings (Loss) Per Share

Concentration of Business and Credit Risk

The following table shows significant concentrations in our revenues and accounts receivable for the periods indicated.

Percentage of Revenue during the

Percentage of Accounts Receivable

period ended

period ended,

30-Jun-14

31-Dec-13

30-Jun-14

31-Dec-13

Customer A

Customer B

Recent Accounting Pronouncements

Recent accounting pronouncements

Year-end

The Company has adopted December 31 as its fiscal year end.

Summary_of_Significant_Account2

Summary of Significant Accounting Policies (Tables)	6 Months Ended
Summary of Significant Accounting Policies (Tables)	Jun. 30, 2014
Accounting Policies [Abstract]	'
Schedule of Estimated Useful Lives for Significant Property and Equipment	'
	The estimated useful lives for significant property and equipment categories are as follows:

	Equipment	3-5 years
	Furniture	7 years
Schedule of Fair Value of Derivative Liability Measured on Recurring Basis Using Unobservable Inputs	'
	The following table presents a reconciliation of the derivative liability measured at fair value on a recurring basis using significant unobservable input (Level 3) from January 1, 2014 to June 30, 2014:

		Conversion feature derivative liability			Warrant liability
	Balance at January 1, 2014	$	41,881		$	78,399
	Recognition of derivative liability		72,064			193,289
	Reclassification of derivative liability to equity		(71,529	)		-
	Change in fair value included in earnings		(5,906	)		(85,406	)
	Balance at June 30, 2014	$	36,510		$	186,282
Significant Concentrations in Revenues and Accounts Receivable	'
	The following table shows significant concentrations in our revenues and accounts receivable for the periods indicated.

		Percentage of Revenue during the						Percentage of Accounts Receivable
		period ended						period ended,
		30-Jun-14			31-Dec-13			30-Jun-14			31-Dec-13
	Customer A		22	%		1	%		26	%		71	%
	Customer B		20	%		14	%		20	%		0	%

Inventory_Tables

Inventory (Tables)	6 Months Ended
	Jun. 30, 2014
Inventory Disclosure [Abstract]	'
Components of Inventories	'
	Inventories consist of the following:

		30-Jun-14		31-Dec-13
	Finished goods	$	1,336,533	$	316,195

Property_Equipment_Tables

Property & Equipment (Tables)	6 Months Ended
Property & Equipment (Tables)	Jun. 30, 2014
Property, Plant and Equipment [Abstract]	'
Summary of Property and Equipment	'
	The following is a summary of property and equipment:

		30-Jun-14			31-Dec-13
	Computer Equipment	$	8,413		$	8,413
	Furniture, Fixtures and Equipment		662			662
	Less: accumulated depreciation		(1,569	)		(680	)
		$	7,506		$	8,395

Intangible_Assets_Tables

Intangible Assets (Tables)	6 Months Ended
Intangible Assets (Tables)	Jun. 30, 2014
Inventory Disclosure [Abstract]	'
Schedule of Intangible Assets	'
	Intangible assets consist of the following:

		30-Jun-14			31-Dec-13
	Website, capitalized	$	17,678		$	17,678
	Less: accumulated amortization		(10,804	)		(5,402	)
		$	6,874		$	12,276

Notes_Payable_Tables

Notes Payable (Tables)	6 Months Ended
Notes Payable (Tables)	Jun. 30, 2014
Debt Disclosure [Abstract]	'
Schedule of Convertible Promissory Notes	'
	At June 30, 2014 and December 31, 2013, convertible promissory notes consisted of the following:

		30-Jun-14			31-Dec-13
	Convertible promissory notes	$	200,000		$	-
	Less: debt discount		(24,571	)		-

	Convertible notes payable, net	$	175,429		$	-

Derivative_Liabilities_Tables

Derivative Liabilities (Tables)	6 Months Ended
	Jun. 30, 2014
Derivative Instruments and Hedging Activities Disclosure [Abstract]	'
Schedule of Fair Value of Convertible Instruments Under Block-scholes Pricing Model	'
	The Company used the following assumptions for determining the fair value of the convertible instruments under the Black-Scholes option pricing model:

		30-Jun-14

	Dividend rate		0%
	Term (in years)		0.33 - 5 Years
	Volatility		126% - 131%
	Risk-free interest rate		0.05% - 1.73%

Stockholders_Equity_Tables

Stockholders' Equity (Tables)	6 Months Ended
Stockholders' Equity (Tables)	Jun. 30, 2014
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]	'
Summary of Stock Options	'
	A summary of the stock options for the six months ending June 30, 2014 and for the year ending December 31, 2013 and changes during the period are presented below:

		Number of			Weighted			Weighted
		Options			Average Exercise			Average
					Price			Remaining
								Contractual Life
								(Years)
	Recapitalization on January 24, 2014		300,000			0.4			8.69
	Granted		-			-			-
	Exercised		-			-			-
	Forfeited		-			-			-
	Cancelled		-			-			-
	Balance outstanding at June 30, 2014		300,000		$	0.4			8.26

	Options exercisable at June 30, 2014		300,000		$	0.4
	Options expected to vest		-
Summary of Stock Warrants	'
	A summary of the status of the Company’s outstanding stock warrants for the six months ending June 30, 2014 and for the year ending December 31, 2013 and changes during the period then ended is as follows:

			Number of			Weighted			Weighted
			Warrants			Average Exercise			Average
						Price			Remaining
									Contractual Life
									(Years)
	Recapitalization on January 24, 2014			4,518,750			0.28			4.32
	Granted			1,449,965			0.1			5
	Cancelled			-			-			-
	Forfeited			-			-			-
	Exercised			-			-			-
	Balance at June 30, 2014			5,968,715		$	0.24			4.1

	Warrants exercisable at June 30, 2014			5,968,715		$	0.24			4.1

	Weighted average fair value of warrants granted during the six months ended June 30, 2014					$	0.1

Nature_of_Operations_Details_N

Nature of Operations (Details Narrative) (Vaporin Florida [Member])	6 Months Ended
	Jun. 30, 2014
Vaporin Florida [Member]	'
Number of share issued for exchanged agreement	35,000,000

Summary_of_Significant_Account3

Summary of Significant Accounting Policies (Details Narrative) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013	Dec. 31, 2013
Accounting Policies [Abstract]	'	'	'	'	'
Cash equivalants	$0	'	$0	'	$0
Accounts receivable, allowance for doubtful accounts	0	'	0	'	0
Percentage of premium for product purchases	'	'	8.00%	'	'
Payment for purchase of products	'	'	731,000	'	'
Impairment charges	'	'	0	'	'
Impairment charges on intangible assets	'	'	0	0	'
Advertising expenses	$350,624	$0	$565,638	$0	'

Summary_of_Significant_Account4

Summary of Significant Accounting Policies - Schedule of Estimated Useful Lives for Significant Property and Equipment (Details)	6 Months Ended
	Jun. 30, 2014
Equipment [Member] \| Minimum [Member]	'
Estimated useful lives	'3 years
Equipment [Member] \| Maximum [Member]	'
Estimated useful lives	'5 years
Furniture [Member]	'
Estimated useful lives	'7 years

Summary_of_Significant_Account5

Summary of Significant Accounting Policies - Schedule of Fair Value of Derivative Liability Measured on Recurring Basis Using Unobservable Input (Details) (USD $)	6 Months Ended
	Jun. 30, 2014
Conversion Feature Derivative Liability [Member]	'
Balance at the beginning	$41,881
Recognition of derivative liability	72,064
Reclassification of derivative liability to equity	-71,529
Change in fair value included in earnings	-5,906
Balance at the end	36,510
Warrant Liability [Member]	'
Balance at the beginning	78,399
Recognition of derivative liability	193,289
Reclassification of derivative liability to equity	'
Change in fair value included in earnings	-85,406
Balance at the end	$186,282

Summary_of_Significant_Account6

Summary of Significant Accounting Policies - Significant Concentrations in Revenues and Accounts Receivable (Details)	6 Months Ended	12 Months Ended
	Jun. 30, 2014	Dec. 31, 2013
Customer A [Member]	'	'
Percentage of Revenue	22.00%	1.00%
Percentage of Accounts Receivable	26.00%	71.00%
Customer B [Member]	'	'
Percentage of Revenue	20.00%	14.00%
Percentage of Accounts Receivable	20.00%	0.00%

Going_Concern_Details_Narrativ

Going Concern (Details Narrative) (USD $)	3 Months Ended		6 Months Ended
Going Concern (Details Narrative) (USD $)	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Going Concern	'	'	'	'
Net loss	$1,439,952	$66,774	$2,577,917	$112,908

Inventory_Components_of_Invent

Inventory - Components of Inventories (Details) (USD $)	Jun. 30, 2014	Dec. 31, 2013
Inventory Disclosure [Abstract]	'	'
Finished goods	$1,336,533	$316,195

Property_Equipment_Details_Nar

Property & Equipment (Details Narrative) (USD $)	6 Months Ended
Property & Equipment (Details Narrative) (USD $)	Jun. 30, 2014	Jun. 30, 2013
Property, Plant and Equipment [Abstract]	'	'
Depreciation	$888	$0

Property_Equipment_Summary_of_

Property & Equipment - Summary of Property and Equipment (Details) (USD $)	Jun. 30, 2014	Dec. 31, 2013
Property, Plant and Equipment [Abstract]	'	'
Computer Equipment	$8,413	$8,413
Furniture, Fixtures and Equipment	662	662
Less: accumulated depreciation	-1,569	-680
Property & Equipment, net	$7,506	$8,395

Intangible_Assets_Details_Narr

Intangible Assets (Details Narrative) (USD $)	6 Months Ended
Intangible Assets (Details Narrative) (USD $)	Jun. 30, 2014	Jun. 30, 2013
Inventory Disclosure [Abstract]	'	'
Amortization of intangible assets	$5,402	$0

Intangible_Assets_Components_o

Intangible Assets - Components of Intangible Assets (Details) (USD $)	Jun. 30, 2014	Dec. 31, 2013
Inventory Disclosure [Abstract]	'	'
Website, capitalized	$17,678	$17,678
Less: accumulated amortization	-10,804	-5,402
Intangible assets, net	$6,874	$12,276

Notes_Payable_Details_Narrativ

Notes Payable (Details Narrative) (USD $)

0 Months Ended

6 Months Ended

0 Months Ended

1 Months Ended

0 Months Ended

Jan. 22, 2014

Jan. 14, 2014

Jun. 30, 2014

Jun. 30, 2013

Jan. 24, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Jan. 24, 2014

Dec. 19, 2013

Apr. 30, 2014

Dec. 19, 2013

Series C Preferred Stock [Member]

Minimum [Member]

Maximum [Member]

Warrants [Member]

10% Secured Convertible Promissory Note One [Member]

10% Secured Convertible Promissory Note Two [Member]

10% Secured Convertible Promissory Note Three [Member]

Notes Payable One [Member]

Notes Payable Two [Member]

Minimum [Member]

Maximum [Member]

Minimum [Member]

Maximum [Member]

Minimum [Member]

Maximum [Member]

Convertible notes payable

$175,429

$350,000

Debt discount on convertible notes

253,844

Promissory note

75,000

175,000

100,000

Notes, interest rate

10.00%

Convertible promissory note, maturity month and year

'2014-08

'2014-06

'2014-08

'2015-01

Term of Warrants

'5 years

Warrants

625,000

375,000

1,500,000

1,000,000

Warrants, exercise price

$0.01

$0.20

$0.01

$0.10

Gross proceeds

75,000

175,000

100,000

Common stock initial conversion price per share

$0.20

$0.10

Warrants initial exercise price per share

$0.01

$0.20

$0.01

$0.20

$0.01

Common stock conversion price per share

$0.10

Proceeds from notes receivable principal amount and interest

52,433

Conversion of notes, shares issued

500,000

250,000

Conversion of notes, Amount converted

50,000

Conversion of notes, conversion price per share

$0.10

Warrants, expected dividend yield

0.00%

Warrants, expected volatility rate

131.00%

126.00%

131.00%

120.00%

131.00%

Warrants, risk-free interest rate

1.65%

0.05%

1.73%

1.39%

1.73%

Warrants, expected holding period

'5 years

'3 months 29 days

'5 years

Amortization of debt discount

229,273

Interest expense

78,869

Notes payable

50,000

25,000

Notes, maturity date

18-Jun-14

Repayment of debt

51,762

Notes payable - related parties, principal amount plus accrued interest of the notes were cancelled

$285,710

Preferred stock, shares issued

Convertible_Notes_Payable_Sche

Convertible Notes Payable - Schedule of Convertible Notes Payable (Details) (USD $)	Jun. 30, 2014	Jan. 24, 2014	Dec. 31, 2013
Debt Disclosure [Abstract]	'	'	'
Convertible promissory notes	$200,000	'	'
Less: debt discount	-24,571	'	'
Convertible notes payable, net	$175,429	$350,000	'

Derivative_Liabilities_Details

Derivative Liabilities (Details Narrative) (USD $)	3 Months Ended		6 Months Ended
Derivative Liabilities (Details Narrative) (USD $)	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013	Dec. 31, 2013
Derivative Instruments and Hedging Activities Disclosure [Abstract]	'	'	'	'	'
Convertible promissory notes, interest rate	10.00%	'	10.00%	'	'
Derivative liability	$222,792	'	$222,792	'	$0
Change in fair value of derivatives	135,279	'	91,312	'	'
Derivative expense	'	'	86,484	'	'
Reclassification to paid-in capital due to payment of convertible notes	'	'	$71,529	'	'

Derivative_Liabilities_Schedul

Derivative Liabilities - Schedule of Fair Value of Convertible Instruments Under Black-Scholes Pricing Model (Details)	0 Months Ended	6 Months Ended
	Jan. 14, 2014	Jun. 30, 2014
Dividend rate	0.00%	0.00%
Term (in years)	'5 years	'
Volatility	131.00%	'
Risk-free interest rate	1.65%	'
Minimum [Member]	'	'
Term (in years)	'	'3 months 29 days
Volatility	'	126.00%
Risk-free interest rate	'	0.05%
Maximum [Member]	'	'
Term (in years)	'	'5 years
Volatility	'	131.00%
Risk-free interest rate	'	1.73%

Stockholders_Equity_Details_Na

Stockholders' Equity (Details Narrative) (USD $)

0 Months Ended

6 Months Ended

0 Months Ended

1 Months Ended

2 Months Ended

0 Months Ended

1 Months Ended

6 Months Ended

Jun. 16, 2014

Jan. 22, 2014

Jan. 14, 2014

Jun. 30, 2014

Dec. 31, 2013

30-May-14

Apr. 02, 2014

Mar. 31, 2014

Jan. 31, 2014

31-May-14

Apr. 02, 2014

Jan. 31, 2014

Jun. 30, 2014

Dec. 31, 2013

Jan. 31, 2014

Jun. 30, 2014

Dec. 31, 2013

Jan. 31, 2014

Jun. 30, 2014

Dec. 31, 2013

30-May-14

Jun. 30, 2014

Greg Brauser [Member]

Scott Frohman [Member]

Marlin Capital Investments, LLC [Member]

Private Placement [Member]

Share Exchange [Member]

Series A Preferred Stock [Member]

Series B Preferred Stock [Member]

Series C Preferred Stock [Member]

2014 Equity Incentive Plan [Member]

Restricted Stock Units (RSUs) [Member]

Chardan Capital Markets, LLC [Member]

Share Exchange [Member]

Private Placement [Member]

Minimum [Member]

Maximum [Member]

Common stock, shares authorized

200,000,000

Common stock, par value

$0.00

Preferred stock, shares authorized

50,000,000

5,000,000

100,000

Preferred stock, par value

$0.00

$0.10

$0.00

$0.10

$0.00

Reverse stock split

'1-for-50 reverse stock split which is subject to shareholder approval.

'1-for-50 reverse stock split which is subject to comply with proxy rules.

Common stock, shares issued

171,612,513

35,000,000

25,299,650

5,750,000

94,162,502

25,000,000

50,000,000

Preferred stock, shares outstanding

Preferred stock, liquidation preference per share

$0.00

Maximum percentage of common stock outstanding, beneficial owner at cost

9.99%

Stock conversion

'1 share of Series C Preferred Stock-for-1,000 shares of common stock basis

Preferred stock, dividend preference

Issued and outstanding common stock, exchange of shares

35,000,000

Notes, aggregate principal amount

$285,710

Conversion of notes, shares converted

500,000

100,000

Preferred stock, shares issued

3,000,000

5,000,000

Net proceeds from private placement

2,529,965

1,043,500

Placement agents fees

31,500

Commission for private placement

10.00%

Common stock issued for services, value

255,000

510,000

144,997

Common stock issued for services

2,550,000

5,100,001

1,449,965

Term of Warrants

'5 years

Warrants, exercise price

$0.01

$0.10

Legal fees, filing fees and escrow expenses

2,290,768

Stock issued, per share

$0.10

Stock based consulting

255,000

510,000

Number of restricted stock units granted

10,000,000

20,000,000

Stock based compensation and consulting

$160,926

RSUs, vesting period

'3 years

Common stock, fair market value on date of grant

$0.10

Stockholders_Equity_Schedule_o

Stockholders' Equity - Schedule of Stock Options (Details) (USD $)	6 Months Ended
	Jun. 30, 2014
Stockholders' Equity Note [Abstract]	'
Recapitalization on January 24, 2014	300,000
Number of Options, Granted	'
Number of Options, Exercised	'
Number of Options, Forfeited	'
Number of Options, Cancelled	'
Number of Options, Outstanding, Ending balance	300,000
Number of Options, exercisable	300,000
Number of Options, expected to vest	'
Weighted Average Exercise Price, Recapitalization on January 24, 2014	$0.40
Weighted Average Exercise Price, Granted	'
Weighted Average Exercise Price, Exercised	'
Weighted Average Exercise Price, Forfeited	'
Weighted Average Exercise Price, Cancelled	'
Weighted Average Exercise Price, Outstanding Ending balance	$0.40
Weighted Average Exercise Price, Exercisable	$0.40
Weighted average fair value of options granted during the period	'
Weighted Average Remaining Contractual Life (Years), Recapitalization on January 24, 2014	'8 years 8 months 9 days
Weighted Average Remaining Contractual Life (Years), End	'8 years 3 months 4 days

Stockholders_Equity_Schedule_o1

Stockholders' Equity - Schedule of Stock Warrants (Details) (Warrants [Member], USD $)	6 Months Ended
	Jun. 30, 2014
Warrants [Member]	'
Number of Warrants, Recapitalization on January 24, 2014	4,518,750
Number of Warrants, Granted	1,449,965
Number of Warrants, Cancelled	'
Number of Warrants, Forfeited	'
Number of Warrants, Exercised	'
Number of Warrants, Ending balance	5,968,715
Number of Warrants, Exercisable	5,968,715
Weighted Average Exercise Price, Beginning balance	'
Weighted Average Exercise Price, Recapitalization on January 24, 2014	$0.28
Weighted Average Exercise Price, Granted	$0.10
Weighted Average Exercise Price, Cancelled	'
Weighted Average Exercise Price, Forfeited	'
Weighted Average Exercise Price, Exercised	'
Weighted Average Exercise Price, Ending balance	$0.24
Weighted Average Exercise Price, Exercisable	$0.24
Weighted average fair value of warrants granted during the year ended	$0.10
Weighted Average Remaining Contractual Life (Years), Recapitalization on January 24, 2014	'4 years 3 months 26 days
Weighted Average Remaining Contractual Life (Years), Granted	'5 years
Weighted Average Remaining Contractual Life (Years), Ending	'4 years 1 month 6 days
Weighted Average Remaining Contractual Life (Years), Exercisable	'4 years 1 month 6 days

Subsequent_Events_Details_Narr

Subsequent Events (Details Narrative) (USD $)	0 Months Ended	6 Months Ended
Subsequent Events (Details Narrative) (USD $)	Jun. 16, 2014	Jun. 30, 2014
Authorized reverse stock split	'1-for-50 reverse stock split which is subject to shareholder approval.	'1-for-50 reverse stock split which is subject to comply with proxy rules.
Vice President Of Internet Marketing [Member] \| Subsequent Event [Member]	'	'
Salary per year	'	100,000
Number of restricted shares granted	'	500,000
Number of option vested during the period	'	250,000
Option vesting period	'	'3 years
Additional maximum number of options eligible to receive	'	750,000