White Fox Ventures (AWAW) 10-K9 Apr 152014 FY Annual reportFinancial data

Company Profile

Document_and_Entity_Informatio

Document and Entity Information (USD $)	12 Months Ended
Document and Entity Information (USD $)	Dec. 31, 2014	Apr. 06, 2015	Jun. 30, 2014
Document and Entity Information [Abstract]
Document Type	10-K
Amendment Flag	FALSE
Document Period End Date	31-Dec-14
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2014
Entity Registrant Name	BREATHE ECIG CORP.
Entity Central Index Key	1506503
Current Fiscal Year End Date	-19
Entity Filer Category	Smaller Reporting Company
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Common Stock, Shares Outstanding		276,352,667
Entity Public Float			$12,605,460

CONSOLIDATED_BALANCE_SHEETS

CONSOLIDATED BALANCE SHEETS (USD $)	Dec. 31, 2014	Dec. 31, 2013
CURRENT ASSETS
Cash	$53,813	$535,934
Prepaid deposit		612,431
Prepaid expenses	189,528	190,514
Sales tax receivable	27,943	35,427
Total current assets	271,284	1,374,306
Fixed assets, net	138,124	1,276,304
Other Asset
Deferred financing fees, net	12,366	25,081
Mining rights	1,035,818	15,000
Other assets	1,048,184	40,081
TOTAL ASSETS	1,457,592	2,690,691
CURRENT LIABILITIES
Accounts payable and accrued expenses	217,507	186,729
Derivative liability - warrants	197,040
Loan payable - current portion	22,209
Total current liabilities	436,756	186,729
OTHER LIABILITIES
Asset retirement obligation	107,749
Loan payable - net of current portion	105,314
Total other liabilities	213,063
TOTAL LIABILITIES	649,819	186,729
STOCKHOLDERS' EQUITY
Preferred stock, $0.001 par value, 10,000,000 shares authorized Nil shares issued and outstanding
Common stock, $0.001 par value, 500,000,000 shares authorized 106,586,000 and 95,076,000 shares issued and outstanding, respectively	106,586	95,076
Additional paid in capital	8,579,861	7,313,888
Deferred compensation		-187,500
Accumulated deficit	-7,770,337	-4,710,522
Accumulated other comprehensive income (loss)	-108,337	-6,980
Total stockholders' equity	807,773	2,503,962
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$1,457,592	$2,690,691

CONSOLIDATED_BALANCE_SHEETS_Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $)	Dec. 31, 2014	Dec. 31, 2013
CONSOLIDATED BALANCE SHEETS [Abstract]
Preferred stock, par value	$0.00	$0.00
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued
Preferred stock, shares outstanding
Common stock, par value	$0.00	$0.00
Common stock, shares authorized	500,000,000	500,000,000
Common stock, shares issued	106,586,000	95,076,000
Common stock, shares outstanding	106,586,000	95,076,000

CONSOLIDATED_STATEMENTS_OF_OPE

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (USD $)	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2013
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS [Abstract]
REVENUE
COST OF REVENUES
GROSS PROFIT
OPERATING EXPENSES
Exploration costs	349,597	88,247
Salaries and related expenses	427,568	1,674,152
Professional fees	303,229	388,810
Rent	40,005	40,385
Depreciation, amortization and impairment	1,262,629	9,120
General and administrative	389,521	721,453
Total operating expenses	2,772,549	2,922,167
OTHER (INCOME) EXPENSE
Interest expense, net	5,452	1,403
Interest expense, convertible notes	140,651
Fair value adjustment in derivative liabilities	76,073
Exploration tax credits		-111,095
Loss on extinguishment of debt/conversion of promissory note	65,090	125,000
Total other (income) expense	287,266	15,308
Net loss before provision for income taxes	-3,059,815	-2,937,475
Provision for income taxes
NET LOSS	-3,059,815	-2,937,475
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING	96,010,164	90,057,890
NET LOSS PER SHARE	($0.03)	($0.03)
COMPREHENSIVE LOSS
Net loss	-3,059,815	-2,937,475
Currency translation adjustment	-101,357	-19,396
Total comprehensive loss	($3,161,172)	($2,956,871)

CONSOLIDATED_STATEMENT_OF_CHAN

CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (USD $)	Total	Preferred Stock [Member]	Common Stock [Member]	Additional Paid-In Capital [Member]	Deferred Compensation [Member]	Accumulated Deficit [Member]	Accumulated Other Comprehensive Income (Loss) [Member]
Balance at Dec. 31, 2012	$1,123,369		$83,024	$2,800,976		($1,773,047)	$12,416
Preferred Stock, Shares at Dec. 31, 2012
Common Stock, Shares at Dec. 31, 2012			83,024,000
Shares issued through S-1 registration statement	394,000		1,576	392,424
Shares issued through S-1 registration statement, shares			1,576,000
Shares issued through S-1 registration statement in settlement of liability for stock to be issued	232,000		928	231,072
Shares issued through S-1 registration statement in settlement of liability for stock to be issued, shares			928,000
Shares issued on conversion of promissory note	627,550		2,500	625,050
Shares issued on conversion of promissory note, shares			2,500,000
Shares issued pursuant to employment contracts	1,062,500		5,000	1,245,000	-187,500
Shares issued pursuant to employment contracts, shares			5,000,000
Shares issued pursuant to an asset purchase	516,860		1,090	515,770
Shares issued pursuant to an asset purchase, shares			1,090,000
Cancellation of shares previously issued			-1,500	1,500
Cancellation of shares previously issued, shares			-1,500,000
Common shares issued for services	350,900		900	350,000
Common shares issued for services, shares			900,000
Cancellation of shares previously issued			-1,700	1,700
Cancellation of shares previously issued, shares			-1,700,000
Warrants issued for services	25,431			25,431
Shares issued in private placement	995,781		3,208	992,573
Shares issued in private placement, shares			3,208,000
Stock options exercised	12,500		50	12,450
Stock options exercised, shares			50,000
Stock-based compensation	119,942			119,942
Net loss for the period	-2,956,871					-2,937,475	-19,396
Balance at Dec. 31, 2013	2,503,962		95,076	7,313,888	-187,500	-4,710,522	-6,980
Preferred Stock, Shares at Dec. 31, 2013
Common Stock, Shares at Dec. 31, 2013	95,076,000		95,076,000
Shares issued pursuant to an asset purchase	340,000		1,000	339,000
Shares issued pursuant to an asset purchase, shares			1,000,000
Cancellation of shares previously issued			-4,250	4,250
Cancellation of shares previously issued, shares			-4,250,000
Common shares issued for services	121,500		400	121,100
Common shares issued for services, shares			400,000
Warrants issued for services	28,743			28,743
Amortization of deferred compensation	-187,500				-187,500
Shares issued in private placement	715,500		14,310	701,190
Shares issued in private placement, shares			14,310,000
Stock options exercised	12,500		50	12,450
Stock options exercised, shares			50,000
Stock-based compensation	59,240			59,240
Net loss for the period	-3,161,172					-3,059,815	-101,357
Balance at Dec. 31, 2014	$807,773		$106,586	$8,579,861		($7,770,337)	($108,337)
Preferred Stock, Shares at Dec. 31, 2014
Common Stock, Shares at Dec. 31, 2014	106,586,000		106,586,000

CONSOLIDATED_STATEMENTS_OF_CAS

CONSOLIDATED STATEMENTS OF CASH FLOW (USD $)	12 Months Ended
CONSOLIDATED STATEMENTS OF CASH FLOW (USD $)	Dec. 31, 2014	Dec. 31, 2013
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	($3,059,815)	($2,937,475)
Adjustments to reconcile net (loss) to net cash (used in) operating activities:
Depreciation, amortization and impairment	1,262,629	9,120
Non-cash interest charges	55,877
Fair value adjustment in derivative liabilities	76,073
Shares and options issued for compensation	246,740	1,182,442
Shares and warrants issued for services rendered	83,948	350,900
Loss on extinguishment of debt/conversion of promissory note	65,090	125,000
Change in assets and liabilities
(Increase) decrease in prepaid expenses and deposits	986	-196,586
Decrease in sales tax receivable	7,483	23,724
Increase in accounts payable and accrued expenses	97,229	96,505
Total adjustments	1,896,055	1,591,105
Net cash (used in) operating activities	-1,163,760	-1,346,370
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of fixed assets	-2,613	-68,684
Acquisition of mining rights	-68,387
Net cash (used in) investing activities	-71,000	-68,684
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds received from loan payable, net of repayments	127,523
Cash received for common stock and liability for stock to be issued	728,000	1,345,874
Net cash provided by financing activities	855,523	1,345,874
Effect of foreign currency	-102,884	6,176
NET (DECREASE) IN CASH AND CASH EQUIVALENTS	-482,121	-63,004
CASH AND CASH EQUIVALENTS - BEGINNING OF YEAR	535,934	598,938
CASH AND CASH EQUIVALENTS - END OF YEAR	53,813	535,934
Cash paid during the period for:
Interest	64,492	1,403
Income taxes
SUPPLEMENTAL NON-CASH ACTIVITY:
Common stock issued for mining rights	340,000
Common stock issued for prepaid deposit		516,860
Conversion of promissory note to common stock		627,550
Deferred compensation for common stock	187,500	1,062,500
Deferred financing fees through the issuance of warrants		25,431
Issuance of common stock and warrants for prepaid expenses	103,743
Asset retirement obligation	$107,749

ORGANIZATION_AND_BASIS_OF_PRES

ORGANIZATION AND BASIS OF PRESENTATION	12 Months Ended
ORGANIZATION AND BASIS OF PRESENTATION	Dec. 31, 2014
ORGANIZATION AND BASIS OF PRESENTATION [Abstract]
ORGANIZATION AND BASIS OF PRESENTATION	NOTE 1- ORGANIZATION AND BASIS OF PRESENTATION

	On June 2, 2006, Celtic Capital, Inc. was incorporated in the State of Nevada. On October 20, 2008, Celtic Capital, Inc. changed its name to Entertainment Educational Arts Inc. On May 12, 2010, the Company changed its name to DNA Precious Metals, Inc. (the “Company”). On October 29, 2010, the Company formed DNA Canada Inc., a Canadian (Province of Quebec) incorporated company, as a wholly-owned subsidiary. The Company will operate all of its exploration operations through this Canadian entity.

	The Company is an exploration stage company that is in the business of identifying mineral claim rights in Canada and the United States. The Company has conducted minimal business to date.

	The Company's primary goal is to identify and acquire premium gold (Au) and silver (Ag) properties to create an international mining company. The mineralized properties that the Company will focus on acquiring, will have easy accessibility, transportation infrastructures in place on the property and most importantly, will have the potential to be brought into production quickly.

	The Company acquired certain mining claims on June 9, 2011 located in the Montauban and Chavigny townships near Grondines-West in the Portneuf County of Quebec, Canada (“Montauban Mine Property” or “Property”). The transaction is shown as an asset, Mining rights, on the consolidated balance sheets at December 31, 2014 and 2013.

	On October 30, 2013 and November 27, 2013, the Company entered into binding agreements for the asset acquisitions of an undivided one hundred percent (100%) interest in certain mineral claims and mining assets located in the Province of Quebec's Montauban and Chavigny townships near Grondines West, in the county of Portneuf, specifically Mining Lease BM 748 and Mining Concession Miniere CM 410. The purchase price was CDN$75,000 together with the issuance of 1,050,000 common shares of the Company. The common shares for the acquisition were valued at their fair market value on the day they were issued which totaled $496,860. In connection with the asset purchase, the Company also issued 40,000 shares of common stock to a former supplier of the vendor for mining related information of the assets purchased valued at $20,000 along with cash consideration of CDN$20,000. The Company had been awaiting confirmation of the contemplated transaction from a bankruptcy court in Montreal, Quebec overviewing the financial restructuring of the vendor. The bankruptcy court approved the transaction on April 17, 2014.

	On January 10, 2014, the Company entered into an asset purchase agreement for an undivided one hundred percent (100%) interest in certain mineral claims located in the Province of Quebec's Montauban and Chavigny townships near Grondines West, in the county of Portneuf, including claims, rights, concessions and leases. The purchase price was CDN$70,000, 1,000,000 common shares of the Company and a one percent (1%) net smelter return (“NSR”). The Company paid CDN$10,000 upon the signing of the asset purchase agreement with the cash balance due, along with the common shares, upon the closing of the asset purchase agreement and transfer of the mineral claims in the name of the Company. The transfer of the mineral claims was completed in February 2014 whereby the remaining cash balance due and the common shares were released to the vendor.



	The common shares for the acquisition will be valued at their fair market value on the day they were issued which totaled $340,000. The total cost of the acquisition amounted to $403,840.



	On April 14, 2014, the Company entered into an asset purchase agreement for an undivided one hundred percent (100%) interest in fifty seven (57) mining claims located in the Province of Quebec's Montauban and Chavigny townships near Grondines West, in the county of Portneuf. The purchase price was CDN$5,000 (US $4,547). The transfer of the mining claims has been completed by the Province of Quebec in the name of the Company.



	On December 4, 2014, the Company presented a renewal request with the Government of the Province of Quebec to renew all 122 claims and this has been granted through a decision dated February 23, 2015.



	On January 16, 2015, Breathe eCigs Corp., a Tennessee corporation (“Breathe”), entered into a Share Exchange Agreement (the “Exchange Agreement”) with the Company, whereby the Company acquired all of the issued and outstanding shares of common stock of Breathe in consideration for the issuance of 150,000,000 shares of common stock.



	As a result of the transaction effected by the Exchange Agreement, at closing Breathe became a wholly owned subsidiary of the Company, with the former Breathe shareholders owning approximately 56% of the then issued and outstanding common stock of the Company.



	The Company declared a stock dividend to its shareholders of record as of February 3, 2015 of its wholly owned subsidiary, DNA Canada, Inc. Each shareholder of record on this date will receive one share of DNA Canada, Inc. for every two shares of DNA Precious Metals Inc. owned by the shareholder on this date. All stock dividends will be rounded down to the next whole number. With the completion of the stock dividend, the Company, no longer has an equity interest in DNA Canada, Inc.



	The former shareholders of Breathe participating in the stock dividend were required to tender for redemption any shares of DNA Canada, Inc. common stock received pursuant to the stock dividend in accordance with the Exchange Agreement.



	With the acquisition of Breathe, management determined that it would be in the best interest of the Company and its shareholders to operate each company separate and independently of each other. The operation of DNA Canada, Inc. and Breathe were inconsistent. Breathe is a manufacturer and distributor of e-cigarette and related products while DNA Canada, Inc. is an exploration stage mining company. The spin-off of DNA Canada, Inc. will allow each company to focus on its principal business activity and facilitate capital formation.



	On March 5, 2015, the Company and Breathe entered into an Agreement and Plan of Merger pursuant to which the Company merged with its wholly owned subsidiary, Breathe. Upon the consummation of the Merger on March 11, 2015, the separate existence of Breathe ceased, and the shareholders of the Company became shareholders of the surviving company, named Breathe eCig Corp. As permitted under Nevada law, the sole purpose of the Merger was to effect a change to the Company's name from DNA Precious Metals, Inc. to Breathe eCig Corp. This change to the Amended Articles of Incorporation and name change took effect on March 11, 2015.



	Going Concern

	The consolidated financial statements have been prepared on a going concern basis. The going concern basis of presentation assumes that the Company will continue in operation for the foreseeable future and be able to realize its assets and discharge its liabilities and commitments in the normal course of business. The Company has not generated revenues since inception and has generated losses totaling $3,059,815 and $2,937,475 for the years ended December 31, 2014 and 2013, respectively.

	The Company's continuation as a going concern is dependent upon, amongst other things, continued financial support from its shareholders, attaining a satisfactory revenue level, attainment of profitable operations and the generation of cash from operations and the ability to secure new financing arrangements and new capital to carry out its business plan. These matters are dependent on a number of items outside of the Company's control and there exists material uncertainties that may cast significant doubt about the Company's ability to continue as a going concern.

	The Company can give no assurance that it will achieve profitability or be capable of sustaining profitable operations in its new business of Breathe. These consolidated financial statements do not include any adjustments relating to the recoverability and classification of the carrying amounts of assets or the amount and classification of liabilities that might result if the Company is unable to continue as a going concern. These factors raise substantial doubt regarding the ability of the Company to continue as a going concern.

	The Company recently raised $715,500 in November and December 2014, to increase the exploration of the mining claims. Additionally, after the acquisition of Breathe, was able to raise capital in the form of convertible notes to assist Breathe in completing this transaction and acquire product for their initial production of the e-cigarettes.

	Effective July 1, 2009, the Company adopted the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 105-10, Generally Accepted Accounting Principles – Overall (“ASC 105-10”). ASC 105-10 establishes the FASB Accounting Standards Codification (the “Codification”) as the source of authoritative accounting principles recognized by the FASB to be applied by nongovernmental entities in the preparation of financial statements in conformity with U.S. GAAP. Rules and interpretive releases of the SEC under authority of federal securities laws are also sources of authoritative U.S. GAAP for Securities and Exchange Commission (“SEC”) registrants.

All guidance contained in the Codification carries an equal level of authority. The Codification superseded all existing non-SEC accounting and reporting standards. All other non-grandfathered, non-SEC accounting literature not included in the Codification is non-authoritative. The FASB will not issue new standards in the form of Statements, FASB Positions or Emerging Issue Task Force Abstracts. Instead, it will issue Accounting Standards Updates (“ASUs”). The FASB will not consider ASUs as authoritative in their own right. ASUs will serve only to update the Codification, provide background information about the guidance and provide the bases for conclusions on the change(s) in the Codification. References made to FASB guidance throughout this document have been updated for the Codification.

SUMMARY_OF_SIGNIFICANT_ACCOUNT

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

12 Months Ended

Dec. 31, 2014

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 2- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Accounting

These consolidated financial statements are prepared in conformity with United States generally accepted accounting principles (“U.S. GAAP”) and are presented in U.S. dollars.

Exploration Stage Company

The Company is an exploration stage company as defined in ASC 915. The Company has made significant capital investments on a processing mill and related infrastructure pertaining to a mining site described earlier. The construction of the processing mill structure was commenced in the fourth quarter of fiscal 2012 and completed in the first quarter of fiscal 2013. Also, significant infrastructure work related to the processing mill has been completed.

Presently, the infrastructure construction includes the foundation, a 16,000 sq./ft. steel structure building and water and power supply installations. The Company has completed all the access infrastructural work to the future site where the milling facilities will be located. Due to SEC requirements, the land, building and mill equipment have been charged to impairment expense since these assets were not put into production since their acquisition.

On September 14, 2012, the Company received a Certificate of Authorization, from the Quebec Provincial Government, with respect to operating a gravimetric circuit to process the mining residues, or tailings, located on the Montauban Mine Property. On March 13, 2014, the Company received another Certificate of Authorization, also from the Quebec Provincial Government, with respect to operating a cyanization circuit to process the mining residues located on the Montauban Mine Property. Previously, on February 28, 2014, the Company received approval, from the Quebec Provincial Government, for the Restoration Plan on the Montauban Mine Property which will be implemented subsequent to the Company's processing of the mining residues (tailings) on the site (see Note 11, Subsequent Events).

The two (2) Certificates of Authorization issued to the Company will allow for the construction and installation of equipment facilities to recuperate mica (muscovite) and precious metals (gold and silver) from the mining residues (tailings) located on the Montauban Mine Property.

Consequently, the primary objective will be to recuperate the mica and precious metals (gold and silver) from the mining residues. The recuperation of the precious metals from the mining residues will be less expensive than traditional mining operations primarily because the mining residues have already been crushed and grinded by prior mining companies.

In accordance with ASU 2014-10 (see Recent Accounting Pronouncements), the Company has elected early adoption whereby, amounts and disclosures of the Company's exploration stage activities commencing with the period June 30, 2014 are no longer required to be presented. As a result, the Company removed this information.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Estimates include but are not limited to stock-based compensation and tax valuation allowances.

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, DNA Canada Inc. All intercompany transactions and accounts have been eliminated on consolidation.

Currency Translation

The Company's functional is the Canadian dollar and its reporting currency is the United States dollar. Transactions denominated in the functional currency are converted into United States dollars using the exchange rate in effect at the date of the transaction or the average rate for the period in the case of revenue and expense transactions. Monetary assets and liabilities are re-valued into the reporting currency at each balance sheet date using the exchange rate in effect at the balance sheet date, with any resulting exchange gains or losses being credited or charged to accumulated other comprehensive income (loss). Non-monetary assets and liabilities are recorded in the reporting currency using the exchange rate in effect at the date of the transaction and are not revalued for subsequent changes in exchange rates.

Stock Options-Based Compensation

The Company estimates the fair value of stock options-based payment awards made to officers and directors related to the Company's stock incentive plan, on the date of grant using an option-pricing model. The value of the portion of the award that is ultimately expected to vest is recognized as an expense rateably over the requisite service periods. The Company uses the Black-Scholes option pricing model to determine the fair value of the stock-based compensation that it grants to officers and directors. The Company is required to make certain assumptions in connection with this determination, the most important of which involves the calculation of volatility with respect to the price of its common stock. The computation of volatility is intended to produce a volatility value that is representative of the Company's expectations about the future volatility of the price of its common stock over an expected term. The Company used an estimate of its future share price to determine volatility and cannot predict how the price of its common shares of common stock will react on the open market in the future. Shares of the Company commenced trading on August 22, 2013. As a result, the volatility value that the Company calculated may differ from the future volatility of the price of its shares of common stock.

Upon the exercise of stock options, any consideration received and the amounts previously recorded under stock-based compensation are credited to share capital. Upon the issuance of shares resulting from share awards, amounts previously recorded under stock options-based compensation are credited to share capital.

Comprehensive Income (Loss)

The Company adopted ASC 220-10, “Reporting Comprehensive Income,” (formerly SFAS No. 130). ASC 220-10 requires the reporting of comprehensive income in addition to net income from operations.

Comprehensive income is a more inclusive financial reporting methodology that includes disclosure of information that historically has not been recognized in the calculation of net income.

Cash and Cash Equivalents

The Company considers all highly liquid debt instruments and other short-term investments with maturity of three months or less, when purchased, to be cash equivalents.

The Company maintains cash and cash equivalent balances at one major Canadian bank.

Exploration Tax Credits

The Company is entitled to certain exploration tax credits for the exploration expenditures they have incurred from the Canadian federal government and the government of the Province of Quebec. Some of the tax credits available from the Province of Quebec are in the form of cash. Qualifying expenditures include exploration costs and salaries to conduct the activities of the Company.

During the year ended December 31, 2014, the Company did not received any amount as tax credits for qualifying expenditures (2013 - $111,095). The Company's policy is to record the tax credits when received rather than when applied for. Research tax credits must be reviewed and approved by the appropriate tax authorities when applied and it is possible that the amounts granted may differ from the amounts applied for.

Fixed Assets

Fixed assets are stated at cost, less accumulated depreciation. Depreciation will be provided using the straight-line method over the estimated useful lives of the related assets when those assets are placed into service. Costs of maintenance and repairs will be charged to expense as incurred.

Trade and Other Payables

Trade and other payables and accrued liabilities are obligations to pay for goods or services that have been acquired in the normal course of business. Trade and other payables and accrued liabilities are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities.

Recoverability of Long-Lived Assets

Although the Company does not have any long-lived assets at this point, for any long-lived assets acquired in the future, the Company will review their recoverability on a periodic basis whenever events and changes in circumstances have occurred which may indicate a possible impairment. The assessment for potential impairment will be based primarily on the Company's ability to recover the carrying value of its long-lived assets from expected future cash flows from its operations on an undiscounted basis. If such assets are determined to be impaired, the impairment recognized is the amount by which the carrying value of the assets exceeds the fair value of the assets. Fixed assets to be disposed of by sale will be carried at the lower of the then current carrying value or fair value less estimated costs to sell.

Asset Retirement Obligations

The Company is subject to environmental laws and regulations enacted by Canadian federal and provincial authorities. As of the reporting date, management believes that the Company's operations are in compliance with current laws and regulations. To take account of estimated cash flows required to settle the obligations arising from environmentally acceptable closure plans (such as dismantling and demolition of infrastructures, removal of residual matter and site restoration), provisions are recognized in the year that the harm to the environment occurs, that is when the Company has an actual obligation resulting from harm to the environment, it is likely that an outflow will be required in settlement of the obligation and the obligation is reasonably determinable. These provisions are determined on the basis of the best estimates of future costs, based on information available on the reporting date. Best estimates of future costs are the amount the Company would reasonably pay to settle its obligation on the closing date or to transfer it to a third party on the same date.

Future costs are discounted using pre-tax rates that reflect current market assessments of the time value of money and the risks specific to the liability. A corresponding asset is recognized in property, plant and equipment when establishing the provision.

The asset retirement obligation is reviewed quarterly to reflect changes in the estimated outflow of resources as a result of changes in obligations or legislation, changes in the current market-based discount rate or an increase that reflects the passage of time. The accretion expense is recognized in net earnings as a finance expense as incurred. The cost of the related asset is adjusted to reflect changes (other than accretion) in the reporting period.

Fair Value of Financial Instruments

The carrying amount reported in the consolidated balance sheets for cash and cash equivalents, accounts payable, and accrued expenses approximate fair value because of the immediate or short-term maturity of these financial instruments. The Company does not utilize derivative instruments.

Income Taxes

The Company uses the liability method of accounting for income taxes under which deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted or substantially enacted tax rates in effect for the year 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 as part of the provision for income taxes in the period that includes the enactment date. Deferred tax liabilities are always provided for in full. Deferred tax assets are recognized to the extent that it is probable that they will be able to be utilized against future taxable income. Deferred tax assets and liabilities are offset only when the Company has a right and intention to set off current tax assets and liabilities from the same taxation authority. Valuation allowances are established, when necessary, to reduce deferred tax assets to amounts that are expected to be realized.

The Company accounts for income taxes pursuant to the provision of ASC 740-10, “Accounting for Income Taxes” (“ASC 740-10”) which requires, among other things, an asset and liability approach to calculating deferred income taxes. The asset and liability approach requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of assets and liabilities. A valuation allowance is provided to offset any net deferred tax assets for which management believes it is more likely than not that the net deferred asset will not be realized.

The Company follows the provision of ASC 740-10 related to Accounting for Uncertain Income Tax Position. When tax returns are filed, there may be uncertainty about the merits of positions taken or the amount of the position that would be ultimately sustained.

In accordance with the guidance of ASC 740-10, the benefit of a tax position is recognized in the financial statements in the period during which, based on all available evidence, management believes it is more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken are not offset or aggregated with other positions.

Tax positions that meet the more likely than not recognition threshold are measured as the largest amount of tax benefit that is more than 50 percent likely of being realized upon settlement with the applicable taxing authority. The portion of the benefits associated with tax positions taken that exceeds the amount measured as described above should be reflected as a liability for uncertain tax benefits in the accompanying balance sheet along with any associated interest and penalties that would be payable to the taxing authorities upon examination. The Company believes its tax positions are all highly certain of being upheld upon examination. As such, the Company has not recorded a liability for uncertain tax benefits.

The Company has adopted ASC 740-10-25, “Definition of Settlement”, which provides guidance on how an entity should determine whether a tax position is effectively settled for the purposes of recognizing previously unrecognized tax benefits and provides that a tax position can be effectively settled upon the completion and examination by a taxing authority without being legally extinguished. For tax positions considered effectively settled, an entity would recognize the full amount of tax benefit, even if the tax position is not considered more likely than not to be sustained based solely on the basis of its technical merits and the statute of limitations remains open. The federal and state income tax returns of the Company are subject to examination by the IRS and state taxing authorities generally for three years after they were filed.

Revenue Recognition

The Company will generate revenues from the sale of precious metals mined from its Property. Revenue from the sale of precious metals, namely gold, silver and mica, will be recognized upon delivery of the precious metals, collection is probable, the fee is fixed or determinable and the Company has transferred to the buyer the significant risks and rewards of ownership of the precious metals supplied. Significant risks and rewards are generally considered to be transferred to the buyer when the customer has taken undisputed delivery of the precious metals.

Loss Per Share of Common Stock

Basic net loss per share (“Basic EPS”) is computed by dividing net loss available to common shareholders by the weighted average number of common shares outstanding for the period.

Diluted earnings per share is computed by dividing adjusted net income available to common shareholders by the weighted average number of common shares outstanding adjusted for the effects of all dilutive common share issuances.

Dilutive common share issuances shall be deemed to have been converted into ordinary shares at the beginning of the period.

For the purpose of calculating diluted earnings per share, the Company shall assume the exercise of dilutive stock options and warrants. The assumed proceeds from these instruments shall be regarded as having been received from the issue of common shares at the average market price of common shares during the period. Dilutive common share issuances are not included in the computation of diluted earnings per share when the Company reports a loss because to do so would be anti-dilutive for the periods presented.

The following is a reconciliation of the computation for basic and diluted EPS:

Year Ended

December 31,

2014

2013

Net loss

(3,059,815

)

(2,937,475

)

Weighted-average common shares

outstanding (Basic)

96,010,164

90,057,890

Weighted-average common shares

Equivalent

Stock options

200,000

1,333,000

Warrants

1,540,625

Weighted-average common shares

outstanding (Diluted)

97,750,789

91,390,890

Derivative Financial Instruments

The Company does not use derivative instruments to hedge exposures to cash flow, market or foreign currency risks. The Company evaluates all of its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period.

The accounting treatment of derivative financial instruments requires that the Company record the conversion option and related warrants at their fair values as of the inception date of the agreements, and at fair value as of each subsequent balance sheet date.

As a result of entering into the convertible notes, the Company is required to classify certain non-employee warrants as derivative liabilities and record them at their fair values at each balance sheet date. Any change in fair value was recorded as a change in the fair value of derivative liabilities for each reporting period at each balance sheet date. The Company reassesses the classification at each balance sheet date. If the classification changes as a result of events during the period, the contract is reclassified as of the date of the event that caused the reclassification.

The fair value of conversion options at a fixed number of shares are recorded using the intrinsic value method. Conversion options at variable rates and any options and warrants with ratchet provisions are deemed to contain a “down-round protection”. Accordingly, they do not meet the scope exception for treatment as a derivative under ASC 815 since “down-round protection” is not an input into the calculation of the fair value of the equity instruments and cannot be considered “indexed to the Company's own stock”, which is a requirement for the scope exception as outlined under ASC 815.

The Company signed convertible notes and warrants and has determined that a conversion option is embedded in the note and it is required to bifurcate the conversion option from the host contract under ASC 815 and account for the derivatives at fair value. The estimated fair value of the conversion option was determined using the binomial model. The fair value of the conversion option will be classified as a liability until the debt is converted by the note holders or paid back by the Company. The fair value will be affected by changes in inputs to that model including our stock price, expected stock price volatility, the contractual term, and the risk-free interest rate. The Company will continue to classify the fair value of the conversion option as a liability until the conversion option is exercised, expires or is amended in a way that would no longer require these conversion options to be classified as a liability, whichever comes first. The Company has adopted a sequencing policy that reclassifies contracts (from equity to assets or liabilities) with the most recent inception date first. Thus any available shares are allocated first to contracts with the most recent inception date.

For the binomial lattice options pricing model, the Company used the following assumptions and weighted average fair value ranges as at the transaction date, April 28, 2014, and for the period ended December 31, 2014:

Convertible Notes:

April 28, 2014

December 31, 2014

Risk free interest rate

0.06%

N/A

Dividend yield

N/A

Volatility

86.31%

N/A

Warrants:

April 28, 2014

December 31, 2014

Risk free interest rate

0.14%

..0400%

Dividend yield

N/A

Volatility

97.33%

175.00%

Recent Issued Accounting Standards

During August 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements—Going Concern.” The provisions of ASU No. 2014-15 require management to assess an entity's ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. Specifically, the amendments (1) provide a definition of the term substantial doubt, (2) require an evaluation every reporting period including interim periods, (3) provide principles for considering the mitigating effect of management's plans, (4) require certain disclosures when substantial doubt is alleviated as a result of consideration of management's plans, (5) require an express statement and other disclosures when substantial doubt is not alleviated, and (6) require an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). The amendments in this ASU are effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. The Company is currently assessing the impact of this ASU on the Company's consolidated financial statements.

During June 2014, the FASB issued an Accounting Standards Update No. 2014-10, "Development Stage Entities (Topic 915) - Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation ("ASU 2014-10")". The objective of ASU 2014-10 is to improve financial reporting by reducing the cost and complexity associated with the incremental reporting requirements for development stage entities. ASU 2014-10 is effective for annual reporting periods beginning after December 15, 2014, and interim periods therein. The Company has elected early implementation, as permitted by the standard, for the interim period ending June 30, 2014. All exploration stage language disclosures and amounts have been removed as a result of the adoption of ASU 2014-10.

During July 2013, the FASB issued an Accounting Standards Update No. 2013-11, “Income Taxes (Topic 740) - Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carry forward, a Similar Tax Loss, or a Tax Credit Carry forward Exists (“ASU 2013-11”)”. The objective of ASU 2013-11 is to clarify the financial presentation of an unrecognized tax benefit when a net operating loss carry forward, a similar tax loss, or a tax credit carry forward exists. The assessment of whether a deferred tax asset is available is based on the unrecognized tax benefit and deferred tax asset that exist at the reporting date and should be made presuming disallowance of the tax position at the reporting date. ASU 2013-11 is effective for fiscal years, and interim periods within those years beginning after December 15, 2013.

The Company does not expect that the adoption of ASU 2013-11 will have a significant impact on the presentation of its financial statements.

In July 2012, the FASB issued ASU 2012-02, Intangibles – Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment, on testing for indefinite-lived intangible assets for impairment. The new guidance provides an entity to simplify the testing for a drop in value of intangible assets such as trademarks, patents, and distribution rights. The amended standard reduces the cost of accounting for indefinite-lived intangible assets, especially in cases where the likelihood of impairment is low.

The changes permit businesses and other organizations to first use subjective criteria to determine if an intangible asset has lost value. The amendments to U.S. GAAP will be effective for fiscal years starting after September 15, 2012. The Company's adoption of this accounting guidance does not have a material impact on the consolidated financial statements and related disclosures.

There were other updates recently issued, most of which represented technical corrections to the accounting literature or application to specific industries and are not expected to have a material impact on the Company's financial position, results of operations or cash flows.

MINING_RIGHTS

MINING RIGHTS	12 Months Ended
MINING RIGHTS	Dec. 31, 2014
MINING RIGHTS [Abstract]
MINING RIGHTS	NOTE 3- MINING RIGHTS

	The Company acquired ten (10) mining claims, which became fifteen (15) mining claims under new government regulations, on June 9, 2011 through the issuance of 5,000,000 common shares with a valuation of $15,000. The mining claims are located in the Montauban and Chavigny townships near Grondines-West in the Portneuf County of Quebec, Canada (“Montauban Mine Property” or “Property”).



	On October 30, 2013 and November 27, 2013, the Company entered into binding agreements for the asset acquisitions of an undivided one hundred percent (100%) interest in certain mineral claims and mining assets located in the Province of Quebec's Montauban and Chavigny townships near Grondines West, in the county of Portneuf, specifically Mining Lease BM 748 and Mining Concession Miniere CM 410. The purchase price was CDN$75,000 together with the issuance of 1,050,000 common shares of the Company. The common shares for the acquisition were valued at their fair market value on the day they were issued which totaled $496,860. In connection with the asset purchase, the Company also issued 40,000 shares of common stock to a former supplier of the vendor for mining related information of the assets purchased valued at $20,000 along with cash consideration of CDN$20,000. The total cost of the acquisition amounts $612,431. The Company had been awaiting confirmation of the contemplated transaction from a bankruptcy court in Montreal, Quebec overviewing the financial restructuring of the vendor. The bankruptcy court approved the transaction on April 17, 2014.



	On January 10, 2014, the Company entered into an asset purchase agreement for an undivided one hundred percent (100%) interest in certain mineral claims located in the Province of Quebec's Montauban and Chavigny townships near Grondines West, in the county of Portneuf, including claims, rights, concessions and leases.


	The purchase price was CDN$70,000, 1,000,000 common shares of the Company and a one percent (1%) net smelter return (“NSR”). The Company paid CDN$10,000 upon the signing of the asset purchase agreement with the cash balance due, along with the common shares, upon the closing of the asset purchase agreement and transfer of the mineral claims in the name of the Company. The transfer of the mineral claims was completed in February 2014 whereby the remaining cash balance due and the common shares were released to the vendor. The common shares for the acquisition will be valued at their fair market value on the day they were issued which totaled $340,000. The total cost of the acquisition amounts $403,840.


	On April 14, 2014, the Company entered into an asset purchase agreement for an undivided one hundred percent (100%) interest in fifty seven (57) mining claims located in the Province of Quebec's Montauban and Chavigny townships near Grondines West, in the county of Portneuf. The purchase price was CDN$5,000 (U.S.$4,547). The transfer of the mining claims has been completed by the Province of Quebec in the name of the Company.


	Total mining rights as of December 31, 2014 and 2013 were $1,035,818 and $15,000, respectively.

ACQUISITION

ACQUISITION	12 Months Ended
ACQUISITION	Dec. 31, 2014
ACQUISITION [Abstract]
ACQUISITION	NOTE 4- ACQUISITION

	On June 20, 2014, DNA Crypto Corp. (“DNAC”), a wholly-owned subsidiary of DNA Precious Metals, Inc., signed a definitive asset purchase agreement with Lynx Mining LLC, a Texas limited liability company (“Lynx”), whereby DNAC acquired the assets of Lynx, being its intellectual property rights. As part of the asset purchase agreement, DNAC issued 4.9 million shares of its common stock to Lynx Mining LLC. Following the issuance of the DNAC common stock, DNA Precious Metals, Inc. owned 5.1 million shares (51%) of the outstanding shares of common stock of DNAC and Lynx owns 4.9 million shares (49%) of DNAC common stock. The issuance of the 10 million shares represents 100% of DNAC's authorized common stock. Lynx's contribution of all of its intellectual property rights is in connection with the design of proprietary software to mine bitcoins. Lynx has developed formulas for how much hashing power must be added to negate the decreased Bitcoin generation.



	The intellectual property rights acquired from Lynx did not have significant value as Lynx itself was a start-up entity and there had not been any significant amounts expensed by Lynx to design the proprietary software. The 4.9 million shares of DNAC issued to Lynx was for the proprietary software and had been valued at $10,000 as of the acquisition date which represents the approximate cost the individual owners of Lynx expended to develop the software.



	From June 3, 2014 to September 14, 2014, aside from the asset purchase agreement, there had been limited transactions in DNAC as operations had not yet fully commenced. As a result, there was a nominal non-controlling interest shown on the consolidated statement of operations.


	On August 1, 2014, DNAC entered into an updated Asset Purchase Agreement (“Agreement”) with Lynx Mining LLC. The Agreement rescinds the prior Asset Purchase Agreement entered into between DNAC and Lynx dated June 20, 2014. The updated Agreement takes into account funding obligations by DNA Precious Metals, Inc. into DNAC. The accounting for DNAC as at and for the period ended June 30, 2014 remains the same as stipulated in the original Asset Purchase Agreement dated June 20, 2014. As part of the new Agreement and subsequent to its execution, the Company has remitted $11,000 to DNAC.



	On September 15, 2014 DNA Precious Metals, Inc. terminated for cause the Asset Purchase Agreement entered into July 14, 2014 with Lynx Mining LLC, a Texas limited liability company (“Lynx”). The intellectual property rights transferred to DNA Crypto, Inc. and the services provided by Lynx to implement the Company's business plan were deficient. DNA Precious Metals, Inc. wrote all of the costs associated with this transaction off, and will not pursue any action against Lynx. As a result, no assets or non-controlling equity interest are reflected herein.

CONVERTIBLE_NOTES_AND_DERIVATI

CONVERTIBLE NOTES AND DERIVATIVE LIABILITIES	12 Months Ended
CONVERTIBLE NOTES AND DERIVATIVE LIABILITIES	Dec. 31, 2014
CONVERTIBLE NOTES AND DERIVATIVE LIABILITIES [Abstract]
CONVERTIBLE NOTES AND DERIVATIVE LIABILITIES	NOTE 5- CONVERTIBLE NOTES AND DERIVATIVE LIABILITIES

	On August 6, 2014, the Company entered into an agreement with a U.S.-based private equity fund (“Investor”) under which the Company issued an unsecured Convertible Note (“Convertible Note”) in the principal amount of $250,000. The funds to be issued under the Convertible Note is $225,000 (“Consideration”). The Convertible Note includes an original issue discount of $25,000 (“OID”), calculated at 10% of the principal amount ($250,000). The initial Consideration paid to the Company on August 6, 2014 was $66,000. The Investor may pay additional Consideration to the Company in such amounts and at such dates as the Investor may choose in its sole discretion. The principal sum due to the Investor shall be prorated based on the Consideration actually paid by the Investor plus a 10% OID, as well as any other interest or fees, such that the Company is only required to repay the amounts funded and the Company is not required to repay any unfunded portions of the Convertible Note. The Company may repay the Convertible Note at any time on or before 90 days from the transaction date after which the Company may not make further payments on the Convertible Note prior to the Maturity Date without written approval from the Investor. If the Company makes a payment of Consideration on or before 90 days from the transaction date, the interest rate on that payment of Consideration shall be zero percent (0%). If the Company does not repay a payment of Consideration on or before 90 days from the transaction date, a one-time interest charge of 12% shall be applied to the principal amount. Any interest payable is in addition to the OID and that OID (or prorated OID, if applicable) remains payable regardless of time and manner of payment by the Company. The maturity date is two years from the transaction date of each payment ("Maturity Date") and is the date upon which the principal amount of the Convertible Note, as well as any unpaid interest and other fees, shall be due and payable.The Investor has the right, at any time after the transaction date, at its election, to convert all or part of the outstanding and unpaid principal amount and accrued interest (and any other fees) into fully paid and non-assessable shares of common stock of the Company.

	The conversion price is the lesser of $0.16 or 60% of the lowest trade price in the 25 trading days prior to the conversion. Unless otherwise agreed in writing by both parties, at no time will the Investor convert any amount of the Convertible Note into common stock that would result in the Investor owning more than 4.99% of the common stock outstanding of the Company. At all times that this Convertible Note is outstanding, the Company agrees to reserve at least 10,000,000 shares of common stock for conversion. On October 30, 2014, the Company and the Investor entered into an amendment (“Amendment #1”), whereby the Company paid a partial note repayment in the amount of $33,333 on November 5, 2014 which equals 50% of the note balance which includes $3,333 in interest, with the remaining balance due by January 6, 2015, which was repaid on December 29, 2014.



	On April 28, 2014, the Company entered into a Securities Purchase Agreement (“SPA”), with a U.S.-based private equity fund, under which the Company issued a Secured Convertible Promissory Note (the “Convertible Note”) in the amount of $552,500. The Convertible Note includes an original issue discount of $50,000 (“OID”), calculated at 10% of the principal amount ($500,000), plus an additional $2,500 (“Transaction Expense Amount”) to cover the investor's due diligence and legal fees in connection therewith. The principal amount will be paid to the investor in six (6) tranches of an initial amount under the Convertible Note of $250,000 and five (5) additional amounts of $50,000, with each of the additional amounts represented by Investor Notes (the Convertible Note and the Investor Notes are collectively referred to herein as the “Notes”). The initial $250,000 in cash was paid to the Company on April 29, 2014. Payment of the Notes will be made on a monthly basis, beginning six months after the issue date when the Company received the initial $250,000, in the amount of $34,531 per month plus all accrued but unpaid interest and other costs, fees or charges payable, for sixteen (16) months until the balance is paid in full. The Notes are convertible into common stock, at the option of the investor, at a price of $0.40 per share subject to adjustment in the case of a default, reorganization or recapitalization. In the event the Company elects to prepay all or any portion of the Notes, the Company is required to pay to the investor an amount in cash equal to 125% of the outstanding balance of the Notes, plus accrued interest and any other amounts owing. Interest accrues at the rate of 10% per annum. If the Company failed to repay the Notes when due, or if other events of default thereunder apply, a default interest rate of 22% per annum would apply. In addition, if the Company failed to issue stock to the investor within three trading days of receipt of a notice of conversion, the Company must pay a penalty equal to the greater of greater of $500 per day and 2% of the applicable conversion amount or installment amount, as applicable (but, in any event, the cumulative amount of such late fees shall not exceed the applicable conversion amount or installment amount). The Notes were secured by an interest in all right, title, interest, claims and demands of the Company in and to the property described in the Security Agreement, and all replacements, proceeds, products, and accessions thereof.

	The Notes were convertible into shares of our common stock in six tranches, consisting of (i) an initial tranche in an amount equal to $277,500 and any interest, costs, fees or charges accrued thereon or added thereto under the terms of this Note and the other Transaction Documents (as defined in the Securities Purchase Agreement), and (ii) five (5) additional tranches, each in the amount of $55,000, plus any interest, costs, fees or charges accrued thereon or added thereto under the terms of this Note and the other Transaction Documents. Except in the case of a Company default, the Notes are convertible by the investor at a price of $.40 per share. Concurrently with the Securities Purchase Agreement, the Company also issued to the investor warrants (the "Warrants") to purchase 690,625 shares of the Company's common stock at an exercise price of $.75 per share subject to adjustment as more fully set forth in the warrant agreement. The Warrants also contains a cashless exercise provision. The Warrants are for a term of two (2) years.



	In accordance with Financial Accounting Standards Board (“FASB”) ASC 815, Derivatives and Hedging, the embedded conversion option in the Convertible Note, as well as the Warrants issued by the Company, are required to be accounted for as derivative instrument liabilities. Such liabilities are initially and continuously carried at fair value with changes in their fair value reported in income in each reporting period. Accounting for the conversion option in the Convertible Note and for the Warrants as derivative instruments is required because both the Convertible Note and the Warrants have down-round anti-dilution protection, or ratchet exercise prices, whereby the conversion or exercise price is reduced if the Company subsequently issues common stock, convertible securities or stock options or stock warrants at a lower price or with a lower exercise or conversion price. Such a provision is inconsistent with the “fixed for fixed” nature of an equity option and therefore the instruments do not meet one of the required tests for equity classification. In addition, because the Convertible Note and the Warrants are denominated in a currency (U.S. dollars) that is different from the Company's functional currency (Canadian dollars), they do not meet the test of being indexed only to the Company's common stock. When one or more instruments are accounted for as derivative liabilities at fair value, the proceeds received are first allocated to the initial fair value of those derivative instruments, with any remaining proceeds allocated to the initial carrying value of the Convertible Note, which is accounted for at amortized cost. Interest is accrued on the initial carrying value of the Convertible Note at whatever effective interest rate is required in order to equate the present value of the expected future cash flows associated with the Convertible Note with their initial carrying value. Stated interest on the Note (10% per annum) is not accrued separately but is included in the effective interest rate on the Convertible Note.



	The fair value of the embedded conversion option in the Note and the fair value of the Warrants have been calculated using the call option value output from a binomial Lattice model. A binomial Lattice model assumes that the price of the stock that underlies an option follows a probability distribution in which the underlying event only has one of two possible outcomes - the market price of the stock can either go up or go down in the future.


	The Lattice valuation model takes into account all of the assumptions that market participants would likely consider in negotiating the transfer of the embedded conversion option and the Warrants, namely, stock price, exercise price, time to expiration, volatility, risk-free rate and dividends.



	On April 28, 2014, the Convertible Note was issued as follows:



	Total Convertible Note	$	552,500
	Legal fees		(2,500	)
	Original Issue Discount		(50,000	)

	Net Convertible Note	$	500,000


	Of the $500,000, the Company received net proceeds of $222,500 (after payment of legal fees of $2,500 and consideration of the original issue discount of $25,000).



	As at April 28, 2014, the allocation of the debt facility was as follows:



	Cash	$	222,500
	Investor notes receivable		250,000
	Assets recorded		472,500

	Derivative Liabilities –
	Convertible notes – Investors		76,835
	Warrants – Investors		200,715
			277,550

	Convertible notes – Carrying value		58,541
	Non-convertible notes – Carrying value		136,409
			194,950

	Liabilities recorded	$	472,500



	The Company between November 26, 2014 and December 31, 2014, repaid the entire convertible note balance of $277,500 thus extinguishing the note. Upon the intitail recording of the convertible note and warrants associated with the convertible note, a derivative liability was recorded as the convertible note and warrant each contained embedded derivatives as determined under ASC 815. Since the warrants associated with the convertible note remain outstanding as of December 31, 2014, the derivative liability associated with the warrants remain, however, the extinguishment of the debt resulted in a loss on extinguishment of $65,090 under ASC 470. The Company recognized a loss on the fair value of the derivative liabilities of $76,073 during the year ended December 31, 2014.

	The effective interest expense for the Convertible Note for the year ended December 31, 2014 was $140,651.

STOCKHOLDERS_EQUITY

STOCKHOLDERS' EQUITY	12 Months Ended
STOCKHOLDERS' EQUITY	Dec. 31, 2014
STOCKHOLDERS' EQUITY [Abstract]
STOCKHOLDERS' EQUITY	NOTE 6- STOCKHOLDERS' EQUITY

	Preferred Stock

	The Company was established on June 2, 2006 with 10,000,000 shares of preferred stock authorized with a par value of $0.001. The Company has not issued any preferred stock.

	Common Stock

	The Company was established on June 2, 2006 with 100,000,000 shares of common stock authorized with a par value of $0.001. On December 8, 2011, the Company amended the authorized stock to 150,000,000 shares. On March 17, 2014, the Company amended the authorized stock to 500,000,000 shares.

	At incorporation, the Company issued 40,000,000 shares of common stock to the Company's founders at par value of $40,000 for services rendered by the founder.

	In November 2010, the Company issued 20,000,000 shares of common stock for $60,000 to investors ($0.003 per share – 33 investors).

	In 2011, the Company issued:

	5,000,000 shares of common stock on June 9, 2011 to acquire mining rights at a value of $15,000 which represented a per share value of $0.003 which was the price used in the November 2010 private placement. There was no change in the valuation of the Company from November 2010 to June 2011, therefore the same price was used;
	5,000,000 shares of common stock on June 13, 2011 to board members for services at a value of $15,000 which represented a per share value of $0.003 which was the price used in the November 2010 private placement. There was no change in the valuation of the Company from November 2010 to June 2011, therefore the same price was used;
	1,000,000 shares of common stock on June 13, 2011 for payment of interest on the promissory note of $3,000 which represented a per share value of $0.003 which was the price used in the November 2010 private placement. There was no change in the valuation of the Company from November 2010 to June 2011, therefore the same price was used;
	3,350,000 shares of common stock from June 27, 2011 through October 20, 2011 for cash under a private placement. The Company issued the private placement at $0.20 per share to reflect the recent activity. There was no independent valuation report. The Company raised $670,000 for the shares of common stock.
	1,500,000 shares of common stock on September 19, 2011 under employment agreements for a value of $300,000. The $0.20 value is the same value the Company used in raising funds under their private placement, and there were no changes to that value; and
	250,000 shares of common stock on October 20, 2011 to a consultant who assisted on the engineering of the building for a value of $0.20 per share amounting to $50,000. The $0.20 value is the same value the Company used in raising funds under their private placement, and there were no changes to that value

	The methodologies, approaches and assumptions that the Company used are consistent with the American Institute of Certified Public Accountants, “Practice Guide on Valuation of Privately-Held Company Equity Securities Issued as Compensation”, considering numerous objective and subjective factors to determine common stock fair market value at each issuance date, including but not limited to the following factors: (a) arm's length private transactions; (b) shares issued for cash as a basis to determine the value for shares issued for services to non-related third parties; and (c) fair value of service provided to non-related third parties as a basis to determine value per share. With respect to the sale of the securities identified above, the Company has relied on the exemption provisions of Section 4(2), Regulation S or Section 3(a) 10 of the Securities Act of 1933, as amended. The sale was made to a sophisticated or accredited investor, as defined in Rule 502, or were issued pursuant to a specific exemption.



	In 2012, the Company issued:

	6,924,000 shares of common stock from September 1, 2012 to December 31, 2012 for $1,731,000 through an S-1 registration statement at $0.25 per share.

	In 2013, the Company issued:

	1,576,000 shares of common stock from January 1, 2013 to February 28, 2013 for $394,000 through an S-1 registration statement at $0.25 per share. The shares were issued to thirteen different shareholders.
	928,000 shares of common stock to nine different shareholders who purchased $232,000 through an S-1 registration statement at $0.25 per share at the end of December 2012. These shares were reflected as a liability for stock to be issued at December 31, 2012. The balance as of March 31, 2013 is $0.
	2,500,000 shares of common stock on March 4, 2013 pursuant to an executed agreement with 754 2542 Canada Inc. to convert all amounts owing them, CDN$500,000 face value of the promissory note at $0.20 per share. The original promissory note executed between the parties was dated May 13, 2011. This exchange resulted in a loss on conversion of $125,000 and this is reflected in the consolidated statements of operations and comprehensive loss for the year ended December 31, 2013.
	5,000,000 shares of common stock on March 15, 2013 to new Officers of the Company, pursuant to employment agreements, for value at $0.25 per share representing a total compensation expense of $1,250,000. 2,000,000 shares, valued at $500,000, vest immediately and 3,000,000 shares, valued at $750,000, vest quarterly over one year and are reflected as deferred compensation. As of December 31, 2013, $187,500 is reflected as deferred compensation on the consolidated balance sheet.
	1,500,000 shares of common stock were cancelled on March 28, 2013.
	200,000 shares of common stock pursuant to legal services rendered and 200,000 shares of common stock for investor relations valued at $126,000.
	1,700,000 shares of common stock were cancelled on June 11, 2013.
	2,208,000 shares of common stock from August 30, 2013 through October 16, 2013 for cash consideration of $523,564 (CDN$552,000) under a private placement. The Company issued the private placement at $0.25 per share.
	On October 30, 2013 and November 27, 2013, the Company entered into binding agreements for the asset acquisitions of an undivided one hundred percent (100%) interest in certain mineral claims and mining assets located in the Province of Quebec's Montauban and Chavigny townships near Grondines West, in the county of Portneuf, specifically Mining Lease BM 748 and Mining Concession CM 410.

	The purchase price was CDN$75,000 together with the issuance of 1,050,000 common shares of the Company. The common shares for the acquisition were valued at their fair market value on the day they were issued which totaled $496,860. The transaction has not closed as of the date of these consolidated financial statements (see Note 11, Subsequent Events).

	In connection with the asset purchase, the Company also issued 40,000 shares of common stock to a former supplier of the vendor for mining related information of the assets purchased valued at $20,000 along with cash consideration of CDN$20,000.
	On November 26, 2013, the Company issued 500,000 common stock shares for investor relations. The common shares were valued at $224,900 representing their fair value on November 26, 2013.
	50,000 shares of common stock on December 9, 2013 upon the exercise of 50,000 stock options by a Director of the Company, at an exercise price of $0.25, for total proceeds of $12,500.
	On December 23, 2013, the Company closed a flow-through financing transaction for $472,217 (CDN$500,000) from investors in exchange for 1,000,000 common stock shares and 500,000 warrants. The warrants are exercisable at $0.75 and expire in 2 years. Under Canadian law, the Company also paid finders' fees of $50,000 in cash and 100,000 warrants that are exercisable at $0.50 and expire in 2 years. The flow-through financing requires the Company to spend substantially all of the funds raised on specific mining exploration activities.

	In 2014, the Company issued:

	During November and December 2014, 14,310,000 private placement shares were issued to investors for an amount totaling $715,500 ($0.05 per share).
	On January 10, 2014, the Company issued 1,000,000 common shares in connection with an asset purchase valued at $340,000.
	50,000 shares of common stock upon the exercise of 50,000 stock options by a Director of the Company, at an exercise price of $0.25, for total proceeds of $12,500.
	400,000 shares were issued for services rendered evaluated at an amount of $121,500.

	Also, 4,250,000 shares previously issued to directors or administrators were cancelled.

	As of December 31, 2014, the Company has 106,586,000 shares of common stock issued and outstanding.

	Stock Options

	On August 12, 2013, the Company approved and enacted the 2013 Stock Incentive Plan (the “Plan”). Under the 2013 Stock Incentive Plan, the Company may grant options or share awards to its full-time employees, executive officers, directors and consultants up to a maximum of 8,000,000 common shares. Under the Plan, the exercise price of each option has been established at $0.25. Stock options vest as stipulated in the stock option agreement and their maximum term is 8 years.

The following table summarizes information about the Company's stock options:

		31-Dec-14							31-Dec-13
						Weigthed							Weigthed
						average							average
		Number of				exercise			Number of				exercise
		options				price			options				price

Options outstanding, beginning of period			1,283,000			$	0.25			-		$	-
Granted			-				-			1,333,000			0.25
Exercised			(50,000	)			(0.25	)		(50,000	)		(0.25	)
Forfeited			(1,033,000	)			(0.25	)		-			-
Expired			-				-			-			-

			200,000				0.25			1,283,000			0.25


The following table summarizes the ranges of exercise prices of outstanding and exercisable options held by officers and directors as of December 31, 2014:

31-Dec-14											31-Dec-14
Options Outstanding											Options Exercisable
		Weigthed				Weigthed									Weigthed			Weigthed
		average				average									average			average
Number of		remaining				exercise					Number of				remaining			exercise
options		life (years)				price					options				life (years)			price

200,000			6.7			$	0.25					200,000				6.7		$	0.25



The fair value of the stock options granted during the year ended December 31, 2014 amounted to $ - (2013-$239,930) and was determined using the Black-Scholes option–pricing model using the following weighted-average assumptions:




Risk-free interest rate		0.32	%
Dividend yield		-
Volatility		152.5	%
Expected life in years		2 years
Exercise price	$	0.25

Stock options-based compensation expense included in the consolidated statements of operations and comprehensive loss for the year ended December 31, 2014 and 2013 was $59,240 and $119,942, respectively.

Warrants

The following table summarizes the Company's share warrants outstanding as of December 31, 2014 and 2013:



		31-Dec-14										31-Dec-13
					Weighted			Weigthed							Weighted		Weigthed
					average			average							average		average
		Number of			remaining			exercise				Number of			remaining		exercise
		warrants			life (years)			price				warrants			life (years)		price

Warrants outstanding, beginning of year			600,000			2		$	0.71				-			-	$	-
Granted			940,625			1.6			0.63				600,000			2		0.71
Exercised			-			-			-				-			-		-
Expired			-			-			-				-			-		-

Warrants outstanding, end of year			1,540,625			1.5		$	0.66				600,000			2	$	0.71


The following table summarizes the ranges of exercise prices of outstanding warrants as of December 31, 2014

31-Dec-14
Warrants Outstanding
			Weighted			Weigthed
			average			average
Number of			remaining			exercise
options			life (years)			price

250,000			0.7		$	0.3
100,000			1.3			0.5
1,190,625			1.6			0.75

1,540,625			1.5		$	0.66

FIXED_ASSETS

FIXED ASSETS	12 Months Ended
FIXED ASSETS	Dec. 31, 2014
FIXED ASSETS [Abstract]
FIXED ASSETS	NOTE 7- FIXED ASSETS

	Fixed assets consist of the following as of December 31, 2014 and 2013:


		Estimated
		Useful Lives	December 31,	December 31,
		(Years)	2014	2013
	Building	-	$ -	$1,089,415
	Land		-	108,974
	Computers	5	5,868	4,424
	Office Equipment	5	14,711	14,711
	Mill Equipment	5	-	43,115
	Vehicle	5	25,127	25,127
	Assets retirement		107,749	-
	Subtotal		153,455	1,285,766
	Less: accumulated depreciation		-15,331	-9,462
	Fixed assets, net		$ 138,124	$ 1,276,304



	During the year ended December 31, 2014, the Company in accordance with Industry Guide 7, impaired $1,244,117 in land, building and the mill equipment as the Company is in the exploration stage and these assets should not be capitalized. Depreciation for the years ended December 31, 2014 and 2013 was $5,869 and $8,770, respectively.

DEFERRED_FINANCING_FEES

DEFERRED FINANCING FEES	12 Months Ended
DEFERRED FINANCING FEES	Dec. 31, 2014
DEFERRED FINANCING FEES [Abstract]
DEFERRED FINANCING FEES	NOTE 8- DEFERRED FINANCING FEES

	Deferred financing fees result from the issuance of share warrants as finders' fees in connection with flow-through financing completed on December 23, 2013 and described in Note 3. The fair value of the warrants amounted to $25,431 and was determined using the Black-Scholes option–pricing model. The deferred financing fees are being amortized over the life of the warrants which is 2 years. Amortization of deferred financing fees for the year ended December 31, 2014 was $13,065.

PROVISION_FOR_INCOME_TAXES

PROVISION FOR INCOME TAXES	12 Months Ended
	Dec. 31, 2014
PROVISION FOR INCOME TAXES [Abstract]
PROVISION FOR INCOME TAXES	NOTE 9- PROVISION FOR INCOME TAXES

	As of December 31, 2014, there is no provision for income taxes, current or deferred.


	Net operating losses	$	2,164,429
	Temporary and permanent tax differences		(378,000	)
	Valuation allowance		(1,786,429	)
		$	-

	At December 31, 2014, the Company had a net operating loss carry forward in the amount of $5,069,000, available to offset future taxable income through 2034. The Company has established a valuation allowance equal to the full amount of the deferred tax assets due to the uncertainty of the utilization of the operating losses in future periods.

	A reconciliation of the Company's effective tax rate as a percentage of income before taxes and the statutory rate for year ended December 31, 2014 is summarized below:

			Canada		United States
	Federal rate		12.6%		34.0%
	State rate		-		0
	Provincial rate		10		-
	Mining duties		16		-
			38.6		34
	Valuation allowance		-38.60%		-34
			0.00%		0.00%

LOAN_PAYABLE_PROMISSORY_NOTE

LOAN PAYABLE / PROMISSORY NOTE	12 Months Ended
	Dec. 31, 2014
LOAN PAYABLE / PROMISSORY NOTE [Abstract]
LOAN PAYABLE / PROMISSORY NOTE	NOTE 10- LOAN PAYABLE / PROMISSORY NOTE



	The Company entered into a loan agreement with the Centre local de Développement (CLD) Mékinac on December 3, 2014 in the amount of CDN$150,000 that matures on November 22, 2019. The note had a default interest rate of 7.67% per annum, repayable in monthly instalments of $3,018 including interest. The loan is secured by a mortgage on the building. The balance at December 31, 2014 outstanding on this note was $127,523.

	The note has the following maturities for the period ended December 31:


	2015	$	22,209
	2016		23,969
	2017		25,872
	2018		27,927
	2019		27,546
	Total	$	127,523

	The Company entered into a promissory note with an investor on May 13, 2011 in the amount of CDN$500,000 that matures on May 31, 2014. The note had a default interest rate of 5% per annum should repayment not occur by the maturity date and the Company be in default of the promissory note agreement. In connection with the promissory note, the Company issued 1,000,000 shares of stock valued at CDN$3,000 in June 2011 for prepaid interest.



	On March 4, 2013, 754 2542 Canada Inc. executed an agreement with the Company whereby 754 2542 Canada Inc. agreed to accept 2,500,000 shares of common stock in satisfaction of all amounts due and owing 754 2542 Canada Inc. pursuant to the promissory note executed between the parties on May 13, 2011. As a result, the promissory note has been converted, and the Company recorded a loss on conversion of this note of $125,000 in the consolidated statement of operations.

COMMITMENTS

COMMITMENTS	12 Months Ended
	Dec. 31, 2014
COMMITMENTS [Abstract]
COMMITMENTS	NOTE 11- COMMITMENTS

	The Company had the following financial commitments, represented by rental lease agreements, as of December 31, 2014:


		Year ending December 31,
	2015	$	33,157
	2016		20,688
	2017		20,688
	2018		20,688
	2019		20,688
		$	115,909


	Rent expense under the lease agreements for the years ended December 31, 2014 and 2013 were $40,005 and $40,385, respectively.

FAIR_VALUE_MEASUREMENTS

FAIR VALUE MEASUREMENTS

12 Months Ended

Dec. 31, 2014

FAIR VALUE MEASUREMENTS [Abstract]

FAIR VALUE MEASUREMENTS

NOTE 12- FAIR VALUE MEASUREMENTS

The Company adopted certain provisions of ASC Topic 820. ASC 820 defines fair value, provides a consistent framework for measuring fair value under generally accepted accounting principles and expands fair value financial statement disclosure requirements. ASC 820's valuation techniques are based on observable and unobservable inputs. Observable inputs reflect readily obtainable data from independent sources, while unobservable inputs reflect our market assumptions. ASC 820 classifies these inputs into the following hierarchy:

Level 1 inputs: Quoted prices for identical instruments in active markets.

Level 2 inputs: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable.

Level 3 inputs: Instruments with primarily unobservable value drivers.

The following table represents the fair value hierarchy for those financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2014:

Level 1

Level 2

Level 3

Total

Cash and cash equivalents

53,813

The derivative liabilities associated with the convertible notes that were repaid were measured at fair value using the binomial lattice options pricing model, and were classified within Level 3 of the valuation hierarchy. The Company recognized a loss of $64,949 on the fair value of the derivative liabilities for the year ended December 31, 2014.

SUBSEQUENT_EVENTS

SUBSEQUENT EVENTS	12 Months Ended
	Dec. 31, 2014
SUBSEQUENT EVENTS [Abstract]
SUBSEQUENT EVENTS	NOTE 13- SUBSEQUENT EVENTS

	Breathe Acquisition and Spin-off of DNA Canada, Inc.



	On January 16, 2015, Breathe eCigs Corp., a Tennessee corporation (“Breathe”), entered into a Share Exchange Agreement (the “Exchange Agreement”) with the Company, whereby the Company acquired all of the issued and outstanding shares of common stock of Breathe in consideration for the issuance of 150,000,000 shares of common stock.



	As a result of the transaction effected by the Exchange Agreement, at closing Breathe became a wholly owned subsidiary of the Company, with the former Breathe shareholders owning approximately 56% of the then issued and outstanding common stock of the Company.



	The Company declared a stock dividend to its shareholders of record as of February 3, 2015 of its wholly owned subsidiary, DNA Canada, Inc. Each shareholder of record on this date will receive one share of DNA Canada, Inc. for every two shares of DNA Precious Metals Inc. owned by the shareholder on this date. All stock dividends will be rounded down to the next whole number. With the completion of the stock dividend, the Company, no longer has an equity interest in DNA Canada, Inc.



	The former shareholders of Breathe participating in the stock dividend were required to tender for redemption any shares of DNA Canada, Inc. common stock received pursuant to the stock dividend in accordance with the Exchange Agreement.



	With the acquisition of Breathe, management determined that it would be in the best interest of the Company and its shareholders to operate each company separate and independently of each other. The operation of DNA Canada, Inc. and Breathe were inconsistent. Breathe is a manufacturer and distributor of e-cigarette and related products while DNA Canada, Inc. is an exploration stage mining company. The spin-off of DNA Canada, Inc. will allow each company to focus on its principal business activity and facilitate capital formation.



	On March 5, 2015, the Company and Breathe entered into an Agreement and Plan of Merger pursuant to which the Company merged with its wholly owned subsidiary, Breathe. Upon the consummation of the Merger on March 11, 2015, the separate existence of Breathe ceased, and the shareholders of the Company became shareholders of the surviving company, named Breathe eCig Corp. As permitted under Nevada law, the sole purpose of the Merger was to effect a change to the Company's name from DNA Precious Metals, Inc. to Breathe eCig Corp. This change to the Amended Articles of Incorporation and name change took effect on March 11, 2015.



	The Company acquired the assets as noted below in consideration of the 150,000,000 shares in accordance with ASC 805. Based on the fair values at the effective date of acquisition the purchase price in was allocated as follows:



	Net Assets Purchased
	Cash		$	7,301
	Accounts payable and other current liabilities			(11,811	)
	Goodwill			9,004,510
	Purchase Price		$	9,000,000



	The goodwill will not be amortized but it will be tested annually for impairment.



	With the spinoff of DNA Canada, Inc., in accordance with ASC 505-60-55-1, the following assets and liabilities were transferred to the new company in the form of a dividend:



	Net Assets Spun-off
	Cash		$	25,514
	Prepaid expenses			137,919
	Sales tax receivable			17,097
	Fixed assets			138,124
	Mining rights			1,035,818
	Accounts payable			(127,640	)
	Asset retirement obligation			(107,749	)
	Note payable			(127,523	)
	Accumulated comprehensive income			108,337
	Due to DNAP			(5,288,703	)
	Adjustment to Additional Paid in Capital		$	(4,188,806	)



The $5,288,703 represents the receivable that the Company would be due from DNA Canada, Inc. upon spinoff. This amount is not expected to be received as DNA Canada, Inc. does not have sufficient cash to repay the balance due. The Company has written off this receivable balance against the additional paid in capital of $4,188,806, and the remaining $1,099,897 will be reflected as a dividend.



The following table shows pro-forma results for the years ended December 31, 2014 and 2013 as if the acquisition had occurred on January 1, 2013. These unaudited pro forma results of operations are based on the historical financial statements and related notes of each of Breathe and the Company without DNA Canada, Inc. included.



		For the years ended December 31,
		2014				2013
Revenues		$	-			$	-
Net loss		$	(1,343,661	)		$	(2,219,299	)
Net loss per share		$	(0.01	)		$	(0.02	)



Share Issuances

In January 2015, the Company issued 400,000 shares for $20,000, which represented the last of the issuance of shares related to the equity raise that occurred in November and December 2014.

The Company issued 9,150,000 shares for $457,500 in consulting services in January 2015.

The Company issued 2,500,000 shares for $125,000 in consulting services in February 2015.

The Company issued 5,050,000 shares for $189,375 in consulting services in March 2015.

The Company issued 2,666,667 shares for $100,000 in an investment in Tauriga Sciences, Inc (“TAUG”). The Company has entered into a license agreement with TUAG to jointly develop a new line of business involving CBD oil cartridges in March 2015. The Company received from TAUG 10,869,565 shares of TAUG common stock (with a value of $100,000) in exchange for their shares.


The Company received $50,000 at $0.03 per share (1,666,667 shares) in March 2015 under a subscription agreement with a company. The common shares have not been issued as of the date of this report.

Debt Issuances

On February 4, 2015, the Company entered into a convertible note in an amount up to $250,000 with an investor. The initial funding was in the gross amount of $27,500, with net proceeds received of $25,000. The $2,500 represents Original Issue Discount. The maturity date of this note is two years from the date that each tranche is paid. The note is convertible at the lesser of $0.065 or 60% of the lowest trade price in the 25 trading days previous to the conversion. The Company may repay this note at any time on or before 90 days from the effective date (the date the Company receives the cash) of the note at no additional interest charge. If the note remains outstanding beyond the 90 days, there will be a one-time 12% interest charge applied in addition to the Original Issue Discount recognized at the onset of the note. The investor has the right to convert at any time after the effective date of this note.



On February 9, 2015, the Company entered into a convertible note in an amount of $110,000 with an investor. The gross amount of the note is $110,000, with net proceeds received of $100,000. The $10,000 represents Original Issue Discount. The note will also bear interest at 8%, compounded annually. The maturity date of this note is one year from execution. The note may be converted, in whole or in part, into shares of the Company's common stock. The conversion price will be 60%, equivalent to a 40% discount, of the lowest trading price of the Company's common stock during the 25 trading days prior to conversion. For defaults, the note is immediately due and payable and subject to a penalty interest rate of 20%.

The note may be prepaid according to the following schedule: Between 1 and 45 days from the date of execution, the note may be prepaid for 105% of face value plus accrued interest. Between 46 and 90 days from the date of execution, the note may be prepaid for 110% of face value plus accrued interest. Between 91 and 135 days from the date of execution, the note may be prepaid for 125% of face value plus accrued interest. Between 136 and 180 days from the date of execution, the note may be prepaid for 135% of face value plus accrued interest. After 180 days from the date of execution, the note may not be prepaid without written consent from the investor.

On March 6, 2015, the Company entered into an 8% convertible redeemable note with an investor in the amount of $31,500. The gross amount of the note is $31,500, with net proceeds received of $30,000. The $1,500 represents legal fees. This note matures on March 6, 2016. The investor is entitled, at its option, at any time, to convert all or any amount of the principal face amount of the note, then outstanding into shares of the Company's common stock at a price for each share of common stock equal to 58% of the lowest trading price of the Company's common stock as reported on the OTCQB for the fifteen prior trading days including the day upon which a notice of conversion is delivered.

The note may be prepaid according to the following schedule: Between 1 and 30 days from the date of execution, the note may be prepaid for 110% of face value plus accrued interest. Between 31 and 60 days from the date of execution, the note may be prepaid for 116% of face value plus accrued interest. Between 61 and 90 days from the date of execution, the note may be prepaid for 122% of face value plus accrued interest. Between 91 and 120 days from the date of execution, the note may be prepaid for 128% of face value plus accrued interest. Between 121 and 150 days from the date of execution, the note may be prepaid for 134% of face value plus accrued interest. Between 151 and 180 days from the date of execution, the note may be prepaid for 135% of face value plus accrued interest. After 180 days from the date of execution, the note may not be prepaid.



On March 11, 2015, the Company entered into an 8% convertible redeemable note with an investor in the amount of $52,500. The gross amount of the note is $52,500, with net proceeds received of $50,000. The $2,500 represents legal fees. This note matures on March 11, 2016. The investor is entitled, at its option, at any time, to convert all or any amount of the principal face amount of the note, then outstanding into shares of the Company's common stock at a price for each share of common stock equal to 55% of the lowest trading price of the Company's common stock as reported on the OTCQB for the fifteen prior trading days including the day upon which a notice of conversion is delivered.

The note may be prepaid according to the following schedule: Between 1 and 30 days from the date of execution, the note may be prepaid for 105% of face value plus accrued interest. Between 31 and 60 days from the date of execution, the note may be prepaid for 115% of face value plus accrued interest. Between 61 and 90 days from the date of execution, the note may be prepaid for 120% of face value plus accrued interest. Between 91 and 120 days from the date of execution, the note may be prepaid for 130% of face value plus accrued interest. Between 121 and 150 days from the date of execution, the note may be prepaid for 135% of face value plus accrued interest. Between 151 and 180 days from the date of execution, the note may be prepaid for 140% of face value plus accrued interest. After 180 days from the date of execution, the note may not be prepaid.

On March 13, 2015, the Company entered into an 8% convertible redeemable note with an investor in the amount of $52,500. The gross amount of the note is $52,500, with net proceeds received of $50,000. The $2,500 represents legal fees. This note matures on March 13, 2016.

The investor is entitled, at its option, at any time, to convert all or any amount of the principal face amount of the note, then outstanding into shares of the Company's common stock at a price for each share of common stock equal to 55% of the lowest trading price of the Company's common stock as reported on the OTCQB for the fifteen prior trading days including the day upon which a notice of conversion is delivered.

The note may be prepaid according to the following schedule: Between 1 and 30 days from the date of execution, the note may be prepaid for 105% of face value plus accrued interest. Between 31 and 60 days from the date of execution, the note may be prepaid for 115% of face value plus accrued interest. Between 61 and 90 days from the date of execution, the note may be prepaid for 120% of face value plus accrued interest. Between 91 and 120 days from the date of execution, the note may be prepaid for 130% of face value plus accrued interest. Between 121 and 150 days from the date of execution, the note may be prepaid for 135% of face value plus accrued interest. Between 151 and 180 days from the date of execution, the note may be prepaid for 140% of face value plus accrued interest. After 180 days from the date of execution, the note may not be prepaid.

On March 31, 2015, the Company entered into an 8% convertible redeemable note with an investor in the amount of $105,000. The gross amount of the note is $105,000, with net proceeds received of $100,000. The $5,000 represents legal fees. This note matures on March 31, 2016.

The investor is entitled, at its option, at any time, to convert all or any amount of the principal face amount of the note, then outstanding into shares of the Company's common stock at a price for each share of common stock equal to 55% of the lowest trading price of the Company's common stock as reported on the OTCQB for the fifteen prior trading days including the day upon which a notice of conversion is delivered.

The note may be prepaid according to the following schedule: Between 1 and 30 days from the date of execution, the note may be prepaid for 105% of face value plus accrued interest. Between 31 and 60 days from the date of execution, the note may be prepaid for 115% of face value plus accrued interest. Between 61 and 90 days from the date of execution, the note may be prepaid for 120% of face value plus accrued interest. Between 91 and 120 days from the date of execution, the note may be prepaid for 130% of face value plus accrued interest. Between 121 and 150 days from the date of execution, the note may be prepaid for 135% of face value plus accrued interest. Between 151 and 180 days from the date of execution, the note may be prepaid for 140% of face value plus accrued interest. After 180 days from the date of execution, the note may not be prepaid.


In accordance with the warrant agreement as described in Note 5, the warrant price will be reset to equal the conversion price associated with these new debt agreements from the stated strike price of $0.75.


Distribution Agreements

The Company in March 2015 entered into Distribution Agreements with various distributors for the distribution of the Company's products. The Company placed an intial order for merchandise in the amount of $327,200 on March 27, 2015. The Company prepaid $98,160 (30%) of this order on March 27, 2015.

SUMMARY_OF_SIGNIFICANT_ACCOUNT1

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

12 Months Ended

Dec. 31, 2014

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract]

Basis of Accounting

These consolidated financial statements are prepared in conformity with United States generally accepted accounting principles (“U.S. GAAP”) and are presented in U.S. dollars.

Exploration Stage Company

Use of Estimates

Principles of Consolidation

Currency Translation

Stock Options-Based Compensation

Comprehensive Income (Loss)

The Company adopted ASC 220-10, “Reporting Comprehensive Income,” (formerly SFAS No. 130). ASC 220-10 requires the reporting of comprehensive income in addition to net income from operations.

Comprehensive income is a more inclusive financial reporting methodology that includes disclosure of information that historically has not been recognized in the calculation of net income.

Cash and Cash Equivalents

The Company considers all highly liquid debt instruments and other short-term investments with maturity of three months or less, when purchased, to be cash equivalents.

The Company maintains cash and cash equivalent balances at one major Canadian bank.

Exploration Tax Credits

Fixed Assets

Trade and Other Payables

Recoverability of Long-Lived Assets

Asset Retirement Obligations

Fair Value of Financial Instruments

Income Taxes

Revenue Recognition

Loss Per Share of Common Stock

Basic net loss per share (“Basic EPS”) is computed by dividing net loss available to common shareholders by the weighted average number of common shares outstanding for the period.

Dilutive common share issuances shall be deemed to have been converted into ordinary shares at the beginning of the period.

The following is a reconciliation of the computation for basic and diluted EPS:

Year Ended

December 31,

2014

2013

Net loss

(3,059,815

)

(2,937,475

)

Weighted-average common shares

outstanding (Basic)

96,010,164

90,057,890

Weighted-average common shares

Equivalent

Stock options

200,000

1,333,000

Warrants

1,540,625

Weighted-average common shares

outstanding (Diluted)

97,750,789

91,390,890

Derivative Financial Instruments

Convertible Notes:

April 28, 2014

December 31, 2014

Risk free interest rate

0.06%

N/A

Dividend yield

N/A

Volatility

86.31%

N/A

Warrants:

April 28, 2014

December 31, 2014

Risk free interest rate

0.14%

..0400%

Dividend yield

N/A

Volatility

97.33%

175.00%

Recent Issued Accounting Standards

The Company does not expect that the adoption of ASU 2013-11 will have a significant impact on the presentation of its financial statements.

SUMMARY_OF_SIGNIFICANT_ACCOUNT2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)

12 Months Ended

Dec. 31, 2014

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract]

Reconciliation of Computation for Basic and Diluted EPS

Year Ended

December 31,

2014

2013

Net loss

(3,059,815

)

(2,937,475

)

Weighted-average common shares

outstanding (Basic)

96,010,164

90,057,890

Weighted-average common shares

Equivalent

Stock options

200,000

1,333,000

Warrants

1,540,625

Weighted-average common shares

outstanding (Diluted)

97,750,789

91,390,890

Schedule of Assumptions Used

Convertible Notes:

April 28, 2014

December 31, 2014

Risk free interest rate

0.06%

N/A

Dividend yield

N/A

Volatility

86.31%

N/A

Warrants:

April 28, 2014

December 31, 2014

Risk free interest rate

0.14%

..0400%

Dividend yield

N/A

Volatility

97.33%

175.00%

CONVERTIBLE_NOTES_AND_DERIVATI1

CONVERTIBLE NOTES AND DERIVATIVE LIABILITIES (Tables)	12 Months Ended
CONVERTIBLE NOTES AND DERIVATIVE LIABILITIES (Tables)	Dec. 31, 2014
CONVERTIBLE NOTES AND DERIVATIVE LIABILITIES [Abstract]
Schedule of Convertible Note	Total Convertible Note	$	552,500
	Legal fees		(2,500	)
	Original Issue Discount		(50,000	)

	Net Convertible Note	$	500,000
	Cash	$	222,500
	Investor notes receivable		250,000
	Assets recorded		472,500

	Derivative Liabilities –
	Convertible notes – Investors		76,835
	Warrants – Investors		200,715
			277,550

	Convertible notes – Carrying value		58,541
	Non-convertible notes – Carrying value		136,409
			194,950

	Liabilities recorded	$	472,500

STOCKHOLDERS_EQUITY_Tables

STOCKHOLDERS' EQUITY (Tables)	12 Months Ended
STOCKHOLDERS' EQUITY (Tables)	Dec. 31, 2014
STOCKHOLDERS' EQUITY [Abstract]
Schedule of Stock Option Activity			31-Dec-14							31-Dec-13
							Weigthed							Weigthed
							average							average
			Number of				exercise			Number of				exercise
			options				price			options				price

	Options outstanding, beginning of period			1,283,000			$	0.25			-		$	-
	Granted			-				-			1,333,000			0.25
	Exercised			(50,000	)			(0.25	)		(50,000	)		(0.25	)
	Forfeited			(1,033,000	)			(0.25	)		-			-
	Expired			-				-			-			-

				200,000				0.25			1,283,000			0.25

Summary of Outstanding and Exercisable Options by Price Range	31-Dec-14											31-Dec-14
	Options Outstanding											Options Exercisable
			Weigthed				Weigthed									Weigthed			Weigthed
			average				average									average			average
	Number of		remaining				exercise					Number of				remaining			exercise
	options		life (years)				price					options				life (years)			price

	200,000			6.7			$	0.25					200,000				6.7		$	0.25
Schedule of Assumptions Used to Value Options	Risk-free interest rate		0.32	%
	Dividend yield		-
	Volatility		152.5	%
	Expected life in years		2 years
	Exercise price	$	0.25
Schedule of Warrant Activity			31-Dec-14										31-Dec-13
						Weighted			Weigthed							Weighted		Weigthed
						average			average							average		average
			Number of			remaining			exercise				Number of			remaining		exercise
			warrants			life (years)			price				warrants			life (years)		price

	Warrants outstanding, beginning of year			600,000			2		$	0.71				-			-	$	-
	Granted			940,625			1.6			0.63				600,000			2		0.71
	Exercised			-			-			-				-			-		-
	Expired			-			-			-				-			-		-

	Warrants outstanding, end of year			1,540,625			1.5		$	0.66				600,000			2	$	0.71

Summary of Warrants Outstanding, by Price Range	31-Dec-14
	Warrants Outstanding
				Weighted			Weigthed
				average			average
	Number of			remaining			exercise
	options			life (years)			price

	250,000			0.7		$	0.3
	100,000			1.3			0.5
	1,190,625			1.6			0.75

	1,540,625			1.5		$	0.66

FIXED_ASSETS_Tables

FIXED ASSETS (Tables)	12 Months Ended
FIXED ASSETS (Tables)	Dec. 31, 2014
FIXED ASSETS [Abstract]
Schedule of Fixed Assets		Estimated
		Useful Lives	December 31,	December 31,
		(Years)	2014	2013
	Building	-	$ -	$1,089,415
	Land		-	108,974
	Computers	5	5,868	4,424
	Office Equipment	5	14,711	14,711
	Mill Equipment	5	-	43,115
	Vehicle	5	25,127	25,127
	Assets retirement		107,749	-
	Subtotal		153,455	1,285,766
	Less: accumulated depreciation		-15,331	-9,462
	Fixed assets, net		$ 138,124	$ 1,276,304

PROVISION_FOR_INCOME_TAXES_Tab

PROVISION FOR INCOME TAXES (Tables)	12 Months Ended
PROVISION FOR INCOME TAXES (Tables)	Dec. 31, 2014
PROVISION FOR INCOME TAXES [Abstract]
Schedule of Components of Provision for Income Taxes	Net operating losses	$	2,164,429
	Temporary and permanent tax differences		(378,000	)
	Valuation allowance		(1,786,429	)
		$	-
Reconciliation of Effective Tax Rate as a Percentage of Income Before Taxes and Federal Statutory Rate			Canada		United States
	Federal rate		12.6%		34.0%
	State rate		-		0
	Provincial rate		10		-
	Mining duties		16		-
			38.6		34
	Valuation allowance		-38.60%		-34
			0.00%		0.00%

LOAN_PAYABLE_PROMISSORY_NOTE_T

LOAN PAYABLE / PROMISSORY NOTE (Tables)	12 Months Ended
LOAN PAYABLE / PROMISSORY NOTE (Tables)	Dec. 31, 2014
LOAN PAYABLE / PROMISSORY NOTE [Abstract]
Schedule of Notes Maturities	2015	$	22,209
	2016		23,969
	2017		25,872
	2018		27,927
	2019		27,546
	Total	$	127,523

COMMITMENTS_Tables

COMMITMENTS (Tables)	12 Months Ended
COMMITMENTS (Tables)	Dec. 31, 2014
COMMITMENTS [Abstract]
Schedule of Financial Commitments		Year ending December 31,
	2015	$	33,157
	2016		20,688
	2017		20,688
	2018		20,688
	2019		20,688
		$	115,909

FAIR_VALUE_MEASUREMENTS_Tables

FAIR VALUE MEASUREMENTS (Tables)

12 Months Ended

Dec. 31, 2014

FAIR VALUE MEASUREMENTS [Abstract]

Fair Value Hierarchy for Those Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis

Level 1

Level 2

Level 3

Total

Cash and cash equivalents

53,813

SUBSEQUENT_EVENTS_Tables

SUBSEQUENT EVENTS (Tables)	12 Months Ended
SUBSEQUENT EVENTS (Tables)	Dec. 31, 2014
SUBSEQUENT EVENTS [Abstract]
Schedule of Net Assets Purchased	Net Assets Purchased
	Cash	$	7,301
	Accounts payable and other current liabilities		(11,811	)
	Goodwill		9,004,510
	Purchase Price	$	9,000,000
Schedule of Net Assets Spun-off	Net Assets Spun-off
	Cash	$	25,514
	Prepaid expenses		137,919
	Sales tax receivable		17,097
	Fixed assets		138,124
	Mining rights		1,035,818
	Accounts payable		(127,640	)
	Asset retirement obligation		(107,749	)
	Note payable		(127,523	)
	Accumulated comprehensive income		108,337
	Due to DNAP		(5,288,703	)
	Adjustment to Additional Paid in Capital	$	(4,188,806	)
Schedule of Unaudited Pro forma Results of Operations		For the years ended December 31,
		2014			2013
	Revenues	$	-		$	-
	Net loss	$	(1,343,661	)	$	(2,219,299	)
	Net loss per share	$	(0.01	)	$	(0.02	)

ORGANIZATION_AND_BASIS_OF_PRES1

ORGANIZATION AND BASIS OF PRESENTATION (Details)

0 Months Ended

1 Months Ended

2 Months Ended

3 Months Ended

7 Months Ended

12 Months Ended

1 Months Ended

2 Months Ended

0 Months Ended

12 Months Ended

0 Months Ended

1 Months Ended

12 Months Ended

Oct. 20, 2011

Jun. 13, 2011

Dec. 31, 2013

Dec. 31, 2014

Oct. 31, 2013

Dec. 31, 2011

Dec. 31, 2014

Dec. 31, 2013

Mar. 31, 2015

Feb. 28, 2015

Jan. 31, 2015

Nov. 27, 2013

Jan. 10, 2014

Dec. 31, 2014

Apr. 14, 2014

Mar. 31, 2015

Dec. 31, 2014

USD ($)

CAD

USD ($)

CAD

USD ($)

Subsequent Event [Member]

Mineral Claims and Assets One [Member]

Mineral Claims and Assets Two [Member]

Mining Claims in County of Portneuf [Member]

Breathe [Member]

DNA Canada, Inc. [Member]

Former Supplier [Member]

USD ($)

CAD

USD ($)

CAD

USD ($)

CAD

Subsequent Event [Member]

Spinoff [Member]

USD ($)

CAD

Subsequent Event [Member]

ORGANIZATION AND BASIS OF PRESENTATION [Abstract]

Net loss

$3,059,815

$2,937,475

Class of Stock [Line Items]

Common shares issued for services, shares

250,000

5,000,000

5,050,000

2,500,000

9,150,000

40,000

Common shares issued for services

50,000

15,000

121,500

350,900

189,375

125,000

457,500

20,000

Payments to acquire assets

20,000

Organization and Description of Business

Percentage of interests acquired

100.00%

Purchase price

75,000

10,000

70,000

Number of shares issued for acquisitions

1,050,000

1,000,000

150,000,000

Net smelter return

1.00%

Value of shares of common stock paid in acquisitions

496,860

340,000

Total cost of acquisition

612,431

403,840

4,547

5,000

Ownership percentage

56.00%

Exchange ratio

0.5

Proceeds from sale of common stock

$472,217

500,000

$715,500

$523,564

552,000

$670,000

SUMMARY_OF_SIGNIFICANT_ACCOUNT3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Narrative) (Details) (USD $)	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2013
	sqft	Dec. 31, 2013
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract]
Exploration tax credits received		$111,095
Area Of Structure	16,000

SUMMARY_OF_SIGNIFICANT_ACCOUNT4

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Earnings Per Share) (Details) (USD $)	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2013
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract]
Net loss	($3,059,815)	($2,937,475)
Weighted-average common shares outstanding (Basic)	96,010,164	90,057,890
Weighted-average common shares Equivalent
Stock options	200,000	1,333,000
Warrants	1,540,625
Weighted-average common shares outstanding (Diluted)	97,750,789	91,390,890

SUMMARY_OF_SIGNIFICANT_ACCOUNT5

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Schedule of Assumptions) (Details)	0 Months Ended	12 Months Ended
	Apr. 28, 2014	Dec. 31, 2014
Convertible Debt [Member]
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Risk free interest rate	0.06%
Expected volatility	86.31%
Warrant [Member]
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Risk free interest rate	0.14%	0.04%
Expected volatility	97.33%	175.00%

MINING_RIGHTS_Details

MINING RIGHTS (Details)

12 Months Ended

2 Months Ended

0 Months Ended

12 Months Ended

0 Months Ended

Dec. 31, 2014

Dec. 31, 2013

Nov. 27, 2013

Jan. 10, 2014

Dec. 31, 2014

Jun. 09, 2011

Apr. 14, 2014

USD ($)

Former Supplier [Member]

Mineral Claims and Assets One [Member]

Mineral Claims and Assets Two [Member]

2011 Acquisition [Member]

Mining Claims in County of Portneuf [Member]

USD ($)

CAD

USD ($)

CAD

USD ($)

CAD

USD ($)

CAD

Business Acquisition [Line Items]

Percentage of interests acquired

100.00%

Purchase price

75,000

10,000

70,000

Total cost of acquisition

612,431

403,840

4,547

5,000

Number of shares issued for acquisitions

1,050,000

1,000,000

5,000,000

Value of shares of common stock paid in acquisitions

496,860

340,000

15,000

Net smelter return

1.00%

Shares issued to supplier

40,000

Value of shares issued to supplier

83,948

350,900

20,000

Payments to suppliers

20,000

Mining rights

$1,035,818

$15,000

ACQUISITION_Details

ACQUISITION (Details) (USD $)	12 Months Ended	0 Months Ended	1 Months Ended
ACQUISITION (Details) (USD $)	Dec. 31, 2014	Jun. 20, 2014	Aug. 01, 2014	Dec. 31, 2013	Sep. 30, 2014
Business Acquisition [Line Items]
Common Stock, shares outstanding	106,586,000			95,076,000
Lynx Mining LLC [Member]
Business Acquisition [Line Items]
Ownership interest by parent	51.00%
Ownership percentage by noncontrolling owners	49.00%
Number of shares issued	5,100,000
Number of shares held by noncontrolling owners	4,900,000
Common Stock, shares outstanding	10,000,000
Lynx Mining LLC [Member]
Business Acquisition [Line Items]
Number of shares issued for acquisitions		4,900,000
Software acquired		$10,000
Payments to subsidiary			11,000
Lynx Mining LLC [Member] \| Lynx Mining LLC [Member]
Business Acquisition [Line Items]
Assets					0
Non-controlling equity interest					$0

CONVERTIBLE_NOTES_AND_DERIVATI2

CONVERTIBLE NOTES AND DERIVATIVE LIABILITIES (Narrative) (Details) (USD $)	0 Months Ended		12 Months Ended		0 Months Ended	1 Months Ended	3 Months Ended
	Apr. 28, 2014	Mar. 04, 2013	Dec. 31, 2014	Dec. 31, 2013	Aug. 06, 2014	Dec. 31, 2014	Jan. 06, 2015
Debt Instrument [Line Items]
Proceeds received from convertible notes	$222,500
Convertible debt	194,950
Loss on extinguishment of debt		-125,000	-65,090	-125,000
Loss on the fair value of the derivative liabilities			-76,073
Convertible Note Holders Warrants [Member]
Debt Instrument [Line Items]
Number of shares covered by warrants			690,625			690,625
Warrant exercise price			$0.75			$0.75
Warrant term			2 years
Secured Convertible Promissory Note [Member]
Debt Instrument [Line Items]
Repayment terms			The principal amount will be paid to the investor in six (6) tranches of an initial amount under the Convertible Note of $250,000 and five (5) additional amounts of $50,000, with each of the additional amounts represented by Investor Notes
Debt instrument, borrowings during period			250,000
Debt installment amount			34,531
Debt instrument, conversion price			$0.40			$0.40
Repurchase percentage of debt			125.00%
Note interest rate			10.00%			10.00%
Default interest rate			22.00%			22.00%
Debt instrument, terms of conversion			In addition, if the Company failed to issue stock to the investor within three trading days of receipt of a notice of conversion, the Company must pay a penalty equal to the greater of greater of $500 per day and 2% of the applicable conversion amount or installment amount, as applicable (but, in any event, the cumulative amount of such late fees shall not exceed the applicable conversion amount or installment amount). The Notes were secured by an interest in all right, title, interest, claims and demands of the Company in and to the property described in the Security Agreement, and all replacements, proceeds, products, and accessions thereof.

			The Notes were convertible into shares of our common stock in six tranches, consisting of (i) an initial tranche in an amount equal to $277,500 and any interest, costs, fees or charges accrued thereon or added thereto under the terms of this Note and the other Transaction Documents (as defined in the Securities Purchase Agreement), and (ii) five (5) additional tranches, each in the amount of $55,000, plus any interest, costs, fees or charges accrued thereon or added thereto under the terms of this Note and the other Transaction Documents. Except in the case of a Company default, the Notes are convertible by the investor at a price of $.40 per share.
Convertible debt			277,500			277,500
Interest expenses			140,651
Discount on notes payable	25,000
August Convertible Note [Member]
Debt Instrument [Line Items]
Debt instrument, conversion price			$0.16			$0.16
Debt instrument, terms of conversion			The Investor has the right, at any time after the transaction date, at its election, to convert all or part of the outstanding and unpaid principal amount and accrued interest (and any other fees) into fully paid and non-assessable shares of common stock of the Company.

			The conversion price is the lesser of $0.16 or 60% of the lowest trade price in the 25 trading days prior to the conversion. Unless otherwise agreed in writing by both parties, at no time will the Investor convert any amount of the Convertible Note into common stock that would result in the Investor owning more than 4.99% of the common stock outstanding of the Company.
Interest expenses							3,333
Repayments of convertible notes						277,500	33,333
Repayment, percentage of principal							50.00%
Proceeds from Issuance of Debt					66,000
Debt Instrument Discount Rate			10.00%
Interest rate, minimum			0.00%
Interest rate, maximum			12.00%
Loss on extinguishment of debt			-65,090
Loss on the fair value of the derivative liabilities			-76,073
August Convertible Note [Member] \| Scenario, Forecast [Member]
Debt Instrument [Line Items]
Proceeds from Issuance of Debt			225,000
Discount on notes payable			25,000			25,000
Debt, original principal			$250,000			$250,000
August Convertible Note [Member] \| Minimum [Member]
Debt Instrument [Line Items]
Shares to be converted into			10,000,000

CONVERTIBLE_NOTES_AND_DERIVATI3

CONVERTIBLE NOTES AND DERIVATIVE LIABILITIES (Schedule Convertible Note) (Details) (USD $)	0 Months Ended
	Apr. 28, 2014	Dec. 31, 2014
Debt Instrument [Line Items]
Total Convertible Note	$194,950
Secured Convertible Promissory Note [Member]
Debt Instrument [Line Items]
Total Convertible Note		277,500
Legal fees	2,500
Original Issue Discount	25,000
Secured Convertible Promissory Note [Member] \| Scenario, Plan [Member]
Debt Instrument [Line Items]
Total Convertible Note	552,500
Original Issue Discount	50,000
Net Convertible Note	$500,000

CONVERTIBLE_NOTES_AND_DERIVATI4

CONVERTIBLE NOTES AND DERIVATIVE LIABILITIES (Schedule of Allocation of Debt Facility) (Details) (USD $)	0 Months Ended
	Apr. 28, 2014	Dec. 31, 2014
Debt Instrument [Line Items]
Proceeds received from convertible notes	$222,500
Investor notes receivable	250,000
Assets recorded	472,500
Derivative liabilities	277,550
Convertible notes - carrying value, net of original issue discount	58,541
Non-convertible notes - carrying value	136,409
Convertible Debt, Total	194,950
Liabilities recorded	472,500
Embedded Currency Derivatives [Member]
Debt Instrument [Line Items]
Derivative liabilities	76,835
Warrants [Member]
Debt Instrument [Line Items]
Derivative liabilities	200,715
Secured Convertible Promissory Note [Member]
Debt Instrument [Line Items]
Convertible Debt, Total		$277,500

STOCKHOLDERS_EQUITY_Narrative_

STOCKHOLDERS' EQUITY (Narrative) (Details)	0 Months Ended											1 Months Ended			2 Months Ended		3 Months Ended		4 Months Ended	7 Months Ended	12 Months Ended						1 Months Ended					2 Months Ended		0 Months Ended	12 Months Ended		12 Months Ended	0 Months Ended		12 Months Ended	2 Months Ended	12 Months Ended			0 Months Ended			7 Months Ended	12 Months Ended
	Mar. 04, 2014	Dec. 09, 2013	Jun. 11, 2013	Mar. 28, 2013	Mar. 15, 2013	Mar. 04, 2013	Mar. 04, 2013	Oct. 20, 2011	Sep. 19, 2011	Jun. 13, 2011	Jun. 09, 2011	Dec. 31, 2013	Dec. 31, 2013	Nov. 30, 2010	Dec. 31, 2014	Feb. 28, 2013	Oct. 31, 2013	Oct. 31, 2013	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2014	Dec. 31, 2013	Mar. 17, 2014	Mar. 31, 2013	Dec. 08, 2011	Jun. 01, 2006	Mar. 31, 2015	Feb. 28, 2015	Jan. 31, 2015	Dec. 31, 2013	Dec. 31, 2013	Nov. 27, 2013	Nov. 27, 2013	Jan. 10, 2014	Dec. 31, 2014	Jan. 10, 2014	Dec. 31, 2013	Jun. 03, 2014	Nov. 26, 2013	Dec. 31, 2013	Nov. 27, 2013	Dec. 31, 2014	Dec. 31, 2014	Dec. 31, 2013	Mar. 15, 2013	Mar. 15, 2013	Mar. 04, 2014	Dec. 31, 2006	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012
	USD ($)	USD ($)			USD ($)	USD ($)	CAD	USD ($)	USD ($)	USD ($)	USD ($)	USD ($)	CAD	USD ($)	USD ($)	USD ($)	USD ($)	CAD	USD ($)	USD ($)	USD ($)	USD ($)		USD ($)		USD ($)	Subsequent Event [Member]	Subsequent Event [Member]	Subsequent Event [Member]	Investor Warrants [Member]	Warrants Issued as Finders' Fees [Member]	Mineral Claims and Assets One [Member]	Mineral Claims and Assets One [Member]	Mineral Claims and Assets Two [Member]	Mineral Claims and Assets Two [Member]	Mineral Claims and Assets Two [Member]	Legal Service Provider [Member]	Investor Relations Service Provider [Member]	Investor Relations Service Provider [Member]	Investor Relations Service Provider [Member]	Former Supplier [Member]	Former Supplier [Member]	Former Supplier [Member]	Legal and Investor Services Provider [Member]	Common Stock Vested Immediately [Member]	Common Stock Vested Quarterly [Member]	Common Stock [Member]	Common Stock [Member]	Common Stock [Member]	Common Stock [Member]	Common Stock [Member]
																											USD ($)	USD ($)	USD ($)	USD ($)	USD ($)	CAD	USD ($)	CAD	CAD	USD ($)		USD ($)	USD ($)			USD ($)	CAD	USD ($)	USD ($)	USD ($)		USD ($)	USD ($)	USD ($)
STOCKHOLDERS' EQUITY [Abstract]
Preferred stock, shares authorized												10,000,000	10,000,000		10,000,000						10,000,000	10,000,000				10,000,000
Preferred Stock, par value												$0.00			$0.00						$0.00	$0.00				$0.00
Common stock, shares authorized												500,000,000	500,000,000		500,000,000						500,000,000	500,000,000	500,000,000		150,000,000	100,000,000
Common Stock, par value												$0.00			$0.00						$0.00	$0.00				$0.00
Common Stock, shares issued												95,076,000	95,076,000		106,586,000						106,586,000	95,076,000
Common Stock, shares outstanding												95,076,000	95,076,000		106,586,000						106,586,000	95,076,000																											106,586,000	95,076,000	83,024,000
Class of Stock [Line Items]
Common stock issued, price per share																$0.25			$0.25
Shares issued in registered offering														$60,000		$394,000			$1,731,000			$394,000							$20,000																					$1,576
Shares issued in registered offering, shares												1,000,000	1,000,000	20,000,000		1,576,000	2,208,000	2,208,000	6,924,000										400,000																					1,576,000
Shares issued for acquisition of mining rights and asset purchase											15,000										340,000	516,860																											1,000	1,090
Shares issued for acquisition of mining rights and asset purchase, shares											5,000,000																																						1,000,000	1,090,000
Value of stock issued for services								50,000		15,000											121,500	350,900					189,375	125,000	457,500									121,500	224,900			20,000		126,000					400	900
Shares of stock issued for services								250,000		5,000,000																	5,050,000	2,500,000	9,150,000								200,000	400,000	500,000	200,000		40,000	40,000						400,000	900,000
Shares issued for interest on promissory note										3,000
Shares issued for interest on promissory note, shares										1,000,000
Shares issued in private placement															715,500						715,500	995,781																											14,310	3,208
Shares issued in private placement, shares															14,310,000					3,350,000																													14,310,000	3,208,000
Shares issued, price per share	$0.25	$0.25			$0.25	$0.20		$0.20	$0.20	$0.00	$0.00			$0.00	$0.05		$0.25			$0.20	$0.05
Shares issued pursuant to employment contracts					1,250,000				300,000													1,062,500																							500,000	750,000				5,000
Shares issued pursuant to employment contracts, shares					5,000,000				1,500,000																																				2,000,000	3,000,000				5,000,000
Deferred compensation												187,500										187,500
Shares issued to supplier																																									40,000
Shares issued through S-1 registration statement in settlement of liability for stock to be issued, amount																						232,000
Shares issued through S-1 registration statement in settlement of liability for stock to be issued, shares																						928,000
Common shares issued to founder																																																40,000
Common shares issued to founder, shares																																																40,000,000
Shares issued on conversion of promissory note, amount							500,000
Shares issued on conversion of promissory note, shares						2,500,000	2,500,000																																											2,500,000
Liability for stock to be issued																								0
Loss on conversion of promissory note						-125,000															-65,090	-125,000
Cancelled shares, previously issued			1,700,000	1,500,000																	4,250,000
Percentage of interests acquired																																	100.00%			100.00%
Purchase price																																75,000		10,000	70,000
Number of shares issued for acquisitions																																1,050,000		1,000,000
Value of shares of common stock paid in acquisitions																																	496,860			340,000
Payments to acquire assets																																											20,000
Stock options exercised, shares	50,000	50,000																																													50,000		50,000	50,000
Stock options exercised	12,500	12,500																			12,500	12,500																											50	50
Warrants outstanding																														500,000	100,000
Warrant exercise price																														$0.75	$0.50
Payment of finders' fees												50,000
Proceeds from sale of common stock												$472,217	500,000		$715,500		$523,564	552,000		$670,000

STOCKHOLDERS_EQUITY_Schedule_o

STOCKHOLDERS' EQUITY (Schedule of Stock Option Activity) (Details) (USD $)	0 Months Ended		12 Months Ended
	Mar. 04, 2014	Dec. 09, 2013	Dec. 31, 2014	Dec. 31, 2013
Number of options:
Exercised	-50,000	-50,000
Employee Stock Option [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Maximum number of options authorized			8,000,000
Term			8 years
Number of options:
Outstanding, beginning of period			1,283,000
Granted				1,333,000
Exercised			-50,000	-50,000
Forfeited			-1,033,000
Expired
Outstanding, end of period			200,000	1,283,000
Weighted average exercise price:
Outstanding, beginning of period			$0.25
Granted				$0.25
Exercised			($0.25)	($0.25)
Forfeited			($0.25)
Expired
Outstanding, end of period			$0.25	$0.25
Fair value of stock options granted				$239,930
Weighted-average assumptions:
Risk-free interest rate			0.32%
Dividend yield
Volatility			152.50%
Expected life in years			2 years
Exercise price			$0.25
Stock-based compensation expense			$59,240	$119,942

STOCKHOLDERS_EQUITY_Summary_of

STOCKHOLDERS' EQUITY (Summary of Options Outstanding and Exercisable by Price Range) (Details) (Exercise Price Range One [Member], Employee Stock Option [Member], USD $)	12 Months Ended
	Dec. 31, 2014
Exercise Price Range One [Member] \| Employee Stock Option [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Number of options	200,000
Weighted average remaining life (years)	6 years 8 months 12 days
Weighted average exercise price	$0.25
Number of options	200,000
Weighted average remaining life (years)	6 years 8 months 12 days
Weighted average exercise price	$0.25

STOCKHOLDERS_EQUITY_Schedule_o1

STOCKHOLDERS' EQUITY (Schedule of Warrant Activity) (Details) (USD $)	0 Months Ended		12 Months Ended
	Mar. 04, 2014	Dec. 09, 2013	Dec. 31, 2014	Dec. 31, 2013
Number of warrants
Exercised	-50,000	-50,000
Warrant [Member]
Number of warrants
Outstanding, beginning of period			600,000
Granted			940,625	600,000
Exercised
Expired
Outstanding, end of period			1,540,625	600,000
Weighted average remaining life (years)
Granted			1 year 7 months 6 days	2 years
Outstanding, end of period			1 year 6 months	2 years
Weighted average exercise price:
Outstanding, beginning of period			$0.71
Granted			$0.63	$0.71
Exercised
Expired
Outstanding, end of period			$0.66	$0.71

STOCKHOLDERS_EQUITY_Summary_of1

STOCKHOLDERS' EQUITY (Summary of Warrants by Price Range) (Details) (Warrant [Member], USD $)	12 Months Ended
	Dec. 31, 2014
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Number of options	1,540,625
Weighted average remaining life (years)	1 year 6 months
Weighted average exercise price	$0.66
Exercise Price Range One [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Number of options	250,000
Weighted average remaining life (years)	8 months 12 days
Weighted average exercise price	$0.30
Exercise Price Range Two [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Number of options	100,000
Weighted average remaining life (years)	1 year 3 months 18 days
Weighted average exercise price	$0.50
Exercise Price Range Three [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Number of options	1,190,625
Weighted average remaining life (years)	1 year 7 months 6 days
Weighted average exercise price	$0.75

FIXED_ASSETS_Details

FIXED ASSETS (Details) (USD $)	12 Months Ended
FIXED ASSETS (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Property, Plant and Equipment [Line Items]
Assets retirement	$107,749
Fixed assets, gross	153,455	1,285,766
Less: accumulated depreciation	-15,331	-9,462
Fixed assets, net	138,124	1,276,304
Depreciation	5,869	8,770
Impairment amount	1,244,117
Building [Member]
Property, Plant and Equipment [Line Items]
Fixed assets, gross		1,089,415
Land [Member]
Property, Plant and Equipment [Line Items]
Fixed assets, gross		108,974
Computers [Member]
Property, Plant and Equipment [Line Items]
Fixed assets, gross	5,868	4,424
Estimated useful lives	5 years
Office Equipment [Member]
Property, Plant and Equipment [Line Items]
Fixed assets, gross	14,711	14,711
Estimated useful lives	5 years
Mill Equipment [Member]
Property, Plant and Equipment [Line Items]
Fixed assets, gross		43,115
Estimated useful lives	5 years
Vehicle [Member]
Property, Plant and Equipment [Line Items]
Fixed assets, gross	$25,127	$25,127
Estimated useful lives	5 years

DEFERRED_FINANCING_FEES_Detail

DEFERRED FINANCING FEES (Details) (USD $)	12 Months Ended
DEFERRED FINANCING FEES (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
DEFERRED FINANCING FEES [Abstract]
Warrants issued for deferred financing fees	$28,743	$25,431
Amortization period	2 years
Amortization of deferred financing fees	$13,065

PROVISION_FOR_INCOME_TAXES_Nar

PROVISION FOR INCOME TAXES (Narrative) (Details) (USD $)	12 Months Ended
PROVISION FOR INCOME TAXES (Narrative) (Details) (USD $)	Dec. 31, 2014
PROVISION FOR INCOME TAXES [Abstract]
Net operating loss carry forward	$5,069,000
Expiration of operating loss carry forward	31-Dec-34

PROVISION_FOR_INCOME_TAXES_Sch

PROVISION FOR INCOME TAXES (Schedule of Provision for Income Taxes) (Details) (USD $)	Dec. 31, 2014
PROVISION FOR INCOME TAXES [Abstract]
Net operating losses	$2,164,429
Temporary and permanent tax differences	-378,000
Valuation allowance	-1,786,429
Deferred Tax Assets, Net, Total

PROVISION_FOR_INCOME_TAXES_Rec

PROVISION FOR INCOME TAXES (Reconciliation of the Company's Effective Tax Rate) (Details)	12 Months Ended
	Dec. 31, 2014
Domestic Tax Authority [Member]
Federal rate	12.60%
State and provincial rate	10.00%
Mining duties	16.00%
Effective income tax rate	38.60%
Valuation allowance	-38.60%
Effective Income Tax Rate, Continuing Operations, Total	0.00%
Internal Revenue Service (IRS) [Member]
Federal rate	34.00%
State and provincial rate	0.00%
Mining duties
Effective income tax rate	34.00%
Valuation allowance	-34.00%
Effective Income Tax Rate, Continuing Operations, Total	0.00%

LOAN_PAYABLE_PROMISSORY_NOTE_D

LOAN PAYABLE / PROMISSORY NOTE (Details)

0 Months Ended

1 Months Ended

2 Months Ended

3 Months Ended

4 Months Ended

12 Months Ended

0 Months Ended

1 Months Ended

Mar. 04, 2013

Jun. 13, 2011

Dec. 31, 2013

Nov. 30, 2010

Feb. 28, 2013

Oct. 31, 2013

Dec. 31, 2012

Dec. 31, 2014

Dec. 31, 2013

Dec. 03, 2014

Dec. 31, 2014

Dec. 03, 2014

Mar. 04, 2013

13-May-11

Jun. 30, 2011

USD ($)

CLD [Member]

Promissory Note One [Member]

USD ($)

CAD

USD ($)

CAD

Debt Instrument [Line Items]

Face amount

150,000

500,000

Note maturity date

22-Nov-19

31-May-14

Note interest rate

7.67%

5.00%

Repayment of monthly instalments

3,018

Outstanding amount

127,523

Interest

64,492

1,403

Shares issued for interest on promissory note, shares

1,000,000

Loss on conversion of promissory note

125,000

65,090

125,000

Common shares issued, conversion of note payable

2,500,000

Shares issued

1,000,000

20,000,000

1,576,000

2,208,000

6,924,000

1,000,000

Shares issued, value

60,000

394,000

1,731,000

394,000

3,000

Note maturities term

2015

22,209

2016

23,969

2017

25,872

2018

27,927

2019

27,546

Total

$127,523

COMMITMENTS_Details

COMMITMENTS (Details) (USD $)	12 Months Ended
COMMITMENTS (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
COMMITMENTS [Abstract]
2015	$33,157
2016	20,688
2017	20,688
2018	20,688
2019	20,688
Total	115,909
Rent expense	$40,005	$40,385

FAIR_VALUE_MEASUREMENTS_Detail

FAIR VALUE MEASUREMENTS (Details) (USD $)	12 Months Ended
FAIR VALUE MEASUREMENTS (Details) (USD $)	Dec. 31, 2014
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net loss on fair value of derivative liabilities	$64,949
Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents	53,813
Level 1 [Member] \| Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents	53,813
Level 2 [Member] \| Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents
Level 3 [Member] \| Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents

SUBSEQUENT_EVENTS_Narrative_Br

SUBSEQUENT EVENTS (Narrative) (Breathe Acquisition and Spin-off of DNA Canada, Inc.) (Details) (Subsequent Event [Member], USD $)	1 Months Ended
	Mar. 31, 2015
Breathe [Member]
Subsequent Event [Line Items]
Number of shares issued	150,000,000
Ownership percentage	56.00%
DNA Canada, Inc. [Member] \| Spinoff [Member]
Subsequent Event [Line Items]
Exchange ratio	0.5
Dividend amount	1,099,897

SUBSEQUENT_EVENTS_Schedule_of_

SUBSEQUENT EVENTS (Schedule of Net Assets Purchased) (Details) (Breathe [Member], Subsequent Event [Member], USD $)	Mar. 31, 2015
Breathe [Member] \| Subsequent Event [Member]
Subsequent Event [Line Items]
Cash	$7,301
Accounts payable and other current liabilities	-11,811
Goodwill	9,004,510
Purchase Price	$9,000,000

SUBSEQUENT_EVENTS_Schedule_of_1

SUBSEQUENT EVENTS (Schedule of Net Assets Spun-off) (Details) (Subsequent Event [Member], DNA Canada Inc [Member], USD $)	3 Months Ended
	Mar. 31, 2015
Subsequent Event [Member] \| DNA Canada Inc [Member]
Subsequent Event [Line Items]
Cash	$25,514
Prepaid expenses	137,919
Sales tax receivable	17,097
Fixed assets	138,124
Mining rights	1,035,818
Accounts payable	-127,640
Asset retirement obligation	-107,749
Note payable	-127,523
Accumulated comprehensive income	108,337
Due to DNAP	-5,288,703
Adjustment to Additional Paid in Capital	($4,188,806)

SUBSEQUENT_EVENTS_Schedule_of_2

SUBSEQUENT EVENTS (Schedule of Unaudited Pro Forma Results of Operations) (Details) (USD $)	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2013
SUBSEQUENT EVENTS [Abstract]
Revenues
Net loss	($1,343,661)	($2,219,299)
Net loss per share (in dollars per share)	($0.01)	($0.02)

SUBSEQUENT_EVENTS_Share_Issuan

SUBSEQUENT EVENTS (Share Issuances) (Details) (USD $)	0 Months Ended		1 Months Ended		2 Months Ended	3 Months Ended	4 Months Ended	12 Months Ended		1 Months Ended
SUBSEQUENT EVENTS (Share Issuances) (Details) (USD $)	Oct. 20, 2011	Jun. 13, 2011	Dec. 31, 2013	Nov. 30, 2010	Feb. 28, 2013	Oct. 31, 2013	Dec. 31, 2012	Dec. 31, 2014	Dec. 31, 2013	Mar. 31, 2015	Feb. 28, 2015	Jan. 31, 2015
Subsequent Event [Line Items]
Number of shares issued			1,000,000	20,000,000	1,576,000	2,208,000	6,924,000
Value of shares issued				$60,000	$394,000		$1,731,000		$394,000
Shares issued in consulting services	250,000	5,000,000
Value of shares issued in consulting services	50,000	15,000						121,500	350,900
Subsequent Event [Member]
Subsequent Event [Line Items]
Number of shares issued												400,000
Value of shares issued												20,000
Shares issued in consulting services										5,050,000	2,500,000	9,150,000
Value of shares issued in consulting services										189,375	125,000	457,500
Value of shares repurchased										50,000
Share price (in dollars per share)										$0.03
Number of shares re-purchased										1,666,667
Subsequent Event [Member] \| TAUG [Member]
Subsequent Event [Line Items]
Number of shares issued										2,666,667
Value of shares issued										100,000
Number of shares received										10,869,565
Value of shares received										$100,000

SUBSEQUENT_EVENTS_Debt_Issuanc

SUBSEQUENT EVENTS (Debt Issuances and Distribution Agreements) (Details) (Subsequent Event [Member], USD $)	0 Months Ended
	Mar. 27, 2015	Feb. 04, 2015	Feb. 09, 2015	Mar. 06, 2015	Mar. 11, 2015	Mar. 13, 2015	Mar. 31, 2015
Distribution Agreements
Initial order amount for merchandise from distributors	$327,200
Prepaid amount	98,160
Prepaid amount (as a percent)	30.00%
Warrant [Member]
Subsequent Event [Line Items]
Warrant exercise price						$0.75
Convertible note issued on February 4, 2015 [Member]
Subsequent Event [Line Items]
Maximum borrowing capacity		250,000
Face amount		27,500
Proceeds from Issuance of Debt		25,000
Original Issue Discount		2,500
Maturity term		2 years
Debt instrument, terms of conversion		The note is convertible at the lesser of $0.065 or 60% of the lowest trade price in the 25 trading days previous to the conversion.
Debt instrument, conversion price		$0.07
Additional interest charge		0
Interest rate, maximum		12.00%
Convertible note issued on February 9, 2015 [Member]
Subsequent Event [Line Items]
Maximum borrowing capacity			110,000
Face amount			110,000
Proceeds from Issuance of Debt			100,000
Original Issue Discount			10,000
Maturity term			1 year
Debt instrument, terms of conversion			The conversion price will be 60%, equivalent to a 40% discount, of the lowest trading price of the Company's common stock during the 25 trading days prior to conversion.
Interest rate (as a percent)			8.00%
Penalty interest rate (as a percent)			20.00%
Repayment terms			The note may be prepaid according to the following schedule: Between 1 and 45 days from the date of execution, the note may be prepaid for 105% of face value plus accrued interest. Between 46 and 90 days from the date of execution, the note may be prepaid for 110% of face value plus accrued interest. Between 91 and 135 days from the date of execution, the note may be prepaid for 125% of face value plus accrued interest. Between 136 and 180 days from the date of execution, the note may be prepaid for 135% of face value plus accrued interest. After 180 days from the date of execution, the note may not be prepaid without written consent from the investor.
Convertible note issued on February 9, 2015 [Member] \| 1 and 45 days [Member]
Subsequent Event [Line Items]
Redemption percentage			105.00%
Convertible note issued on February 9, 2015 [Member] \| 46 and 90 days [Member]
Subsequent Event [Line Items]
Redemption percentage			110.00%
Convertible note issued on February 9, 2015 [Member] \| 91 and 135 days [Member]
Subsequent Event [Line Items]
Redemption percentage			125.00%
Convertible note issued on February 9, 2015 [Member] \| 136 and 180 days [Member]
Subsequent Event [Line Items]
Redemption percentage			135.00%
Convertible note issued on March 6, 2015 [Member]
Subsequent Event [Line Items]
Maximum borrowing capacity				31,500
Face amount				31,500
Proceeds from Issuance of Debt				30,000
Original Issue Discount				1,500
Debt instrument, terms of conversion				The investor is entitled, at its option, at any time, to convert all or any amount of the principal face amount of the note, then outstanding into shares of the Company's common stock at a price for each share of common stock equal to 58% of the lowest trading price of the Company's common stock as reported on the OTCQB for the fifteen prior trading days including the day upon which a notice of conversion is delivered.
Interest rate (as a percent)				8.00%
Repayment terms				The note may be prepaid according to the following schedule: Between 1 and 30 days from the date of execution, the note may be prepaid for 110% of face value plus accrued interest. Between 31 and 60 days from the date of execution, the note may be prepaid for 116% of face value plus accrued interest. Between 61 and 90 days from the date of execution, the note may be prepaid for 122% of face value plus accrued interest. Between 91 and 120 days from the date of execution, the note may be prepaid for 128% of face value plus accrued interest. Between 121 and 150 days from the date of execution, the note may be prepaid for 134% of face value plus accrued interest. Between 151 and 180 days from the date of execution, the note may be prepaid for 135% of face value plus accrued interest. After 180 days from the date of execution, the note may not be prepaid.
Convertible note issued on March 6, 2015 [Member] \| 1 and 30 days [Member]
Subsequent Event [Line Items]
Redemption percentage				110.00%
Convertible note issued on March 6, 2015 [Member] \| 31 and 60 days [Member]
Subsequent Event [Line Items]
Redemption percentage				116.00%
Convertible note issued on March 6, 2015 [Member] \| 61 and 90 days [Member]
Subsequent Event [Line Items]
Redemption percentage				122.00%
Convertible note issued on March 6, 2015 [Member] \| 91 and 120 days [Member]
Subsequent Event [Line Items]
Redemption percentage				128.00%
Convertible note issued on March 6, 2015 [Member] \| 121 and 150 days [Member]
Subsequent Event [Line Items]
Redemption percentage				134.00%
Convertible note issued on March 6, 2015 [Member] \| 151 and 180 [Member]
Subsequent Event [Line Items]
Redemption percentage				135.00%
Convertible note issued on March 11, 2015 [Member]
Subsequent Event [Line Items]
Maximum borrowing capacity					52,500
Face amount					52,500
Proceeds from Issuance of Debt					50,000
Original Issue Discount					2,500
Debt instrument, terms of conversion					The investor is entitled, at its option, at any time, to convert all or any amount of the principal face amount of the note, then outstanding into shares of the Company's common stock at a price for each share of common stock equal to 55% of the lowest trading price of the Company's common stock as reported on the OTCQB for the fifteen prior trading days including the day upon which a notice of conversion is delivered.
Interest rate (as a percent)					8.00%
Repayment terms					The note may be prepaid according to the following schedule: Between 1 and 30 days from the date of execution, the note may be prepaid for 105% of face value plus accrued interest. Between 31 and 60 days from the date of execution, the note may be prepaid for 115% of face value plus accrued interest. Between 61 and 90 days from the date of execution, the note may be prepaid for 120% of face value plus accrued interest. Between 91 and 120 days from the date of execution, the note may be prepaid for 130% of face value plus accrued interest. Between 121 and 150 days from the date of execution, the note may be prepaid for 135% of face value plus accrued interest. Between 151 and 180 days from the date of execution, the note may be prepaid for 140% of face value plus accrued interest. After 180 days from the date of execution, the note may not be prepaid.
Convertible note issued on March 11, 2015 [Member] \| 1 and 30 days [Member]
Subsequent Event [Line Items]
Redemption percentage					105.00%
Convertible note issued on March 11, 2015 [Member] \| 31 and 60 days [Member]
Subsequent Event [Line Items]
Redemption percentage					115.00%
Convertible note issued on March 11, 2015 [Member] \| 61 and 90 days [Member]
Subsequent Event [Line Items]
Redemption percentage					120.00%
Convertible note issued on March 11, 2015 [Member] \| 91 and 120 days [Member]
Subsequent Event [Line Items]
Redemption percentage					130.00%
Convertible note issued on March 11, 2015 [Member] \| 121 and 150 days [Member]
Subsequent Event [Line Items]
Redemption percentage					135.00%
Convertible note issued on March 11, 2015 [Member] \| 151 and 180 [Member]
Subsequent Event [Line Items]
Redemption percentage					140.00%
Convertible note issued on March 13, 2015 [Member]
Subsequent Event [Line Items]
Maximum borrowing capacity						52,500
Face amount						52,500
Proceeds from Issuance of Debt						50,000
Original Issue Discount						2,500
Debt instrument, terms of conversion						The investor is entitled, at its option, at any time, to convert all or any amount of the principal face amount of the note, then outstanding into shares of the Company's common stock at a price for each share of common stock equal to 55% of the lowest trading price of the Company's common stock as reported on the OTCQB for the fifteen prior trading days including the day upon which a notice of conversion is delivered.
Interest rate (as a percent)						8.00%
Repayment terms						The note may be prepaid according to the following schedule: Between 1 and 30 days from the date of execution, the note may be prepaid for 105% of face value plus accrued interest. Between 31 and 60 days from the date of execution, the note may be prepaid for 115% of face value plus accrued interest. Between 61 and 90 days from the date of execution, the note may be prepaid for 120% of face value plus accrued interest. Between 91 and 120 days from the date of execution, the note may be prepaid for 130% of face value plus accrued interest. Between 121 and 150 days from the date of execution, the note may be prepaid for 135% of face value plus accrued interest. Between 151 and 180 days from the date of execution, the note may be prepaid for 140% of face value plus accrued interest. After 180 days from the date of execution, the note may not be prepaid.
Convertible note issued on March 13, 2015 [Member] \| 1 and 30 days [Member]
Subsequent Event [Line Items]
Redemption percentage						105.00%
Convertible note issued on March 13, 2015 [Member] \| 31 and 60 days [Member]
Subsequent Event [Line Items]
Redemption percentage						115.00%
Convertible note issued on March 13, 2015 [Member] \| 61 and 90 days [Member]
Subsequent Event [Line Items]
Redemption percentage						120.00%
Convertible note issued on March 13, 2015 [Member] \| 91 and 120 days [Member]
Subsequent Event [Line Items]
Redemption percentage						130.00%
Convertible note issued on March 13, 2015 [Member] \| 121 and 150 days [Member]
Subsequent Event [Line Items]
Redemption percentage						135.00%
Convertible note issued on March 13, 2015 [Member] \| 151 and 180 [Member]
Subsequent Event [Line Items]
Redemption percentage						140.00%
Convertible note issued on March 31, 2015 [Member]
Subsequent Event [Line Items]
Maximum borrowing capacity							105,000
Face amount							105,000
Proceeds from Issuance of Debt							100,000
Original Issue Discount							$5,000
Debt instrument, terms of conversion							The investor is entitled, at its option, at any time, to convert all or any amount of the principal face amount of the note, then outstanding into shares of the Company's common stock at a price for each share of common stock equal to 55% of the lowest trading price of the Company's common stock as reported on the OTCQB for the fifteen prior trading days including the day upon which a notice of conversion is delivered.
Interest rate (as a percent)							8.00%
Repayment terms							The note may be prepaid according to the following schedule: Between 1 and 30 days from the date of execution, the note may be prepaid for 105% of face value plus accrued interest. Between 31 and 60 days from the date of execution, the note may be prepaid for 115% of face value plus accrued interest. Between 61 and 90 days from the date of execution, the note may be prepaid for 120% of face value plus accrued interest. Between 91 and 120 days from the date of execution, the note may be prepaid for 130% of face value plus accrued interest. Between 121 and 150 days from the date of execution, the note may be prepaid for 135% of face value plus accrued interest. Between 151 and 180 days from the date of execution, the note may be prepaid for 140% of face value plus accrued interest. After 180 days from the date of execution, the note may not be prepaid.
Convertible note issued on March 31, 2015 [Member] \| 1 and 30 days [Member]
Subsequent Event [Line Items]
Redemption percentage							105.00%
Convertible note issued on March 31, 2015 [Member] \| 31 and 60 days [Member]
Subsequent Event [Line Items]
Redemption percentage							115.00%
Convertible note issued on March 31, 2015 [Member] \| 61 and 90 days [Member]
Subsequent Event [Line Items]
Redemption percentage							120.00%
Convertible note issued on March 31, 2015 [Member] \| 91 and 120 days [Member]
Subsequent Event [Line Items]
Redemption percentage							130.00%
Convertible note issued on March 31, 2015 [Member] \| 121 and 150 days [Member]
Subsequent Event [Line Items]
Redemption percentage							135.00%
Convertible note issued on March 31, 2015 [Member] \| 151 and 180 [Member]
Subsequent Event [Line Items]
Redemption percentage							140.00%