Document_And_Entity_Informatio
Document And Entity Information | 6 Months Ended |
Jun. 30, 2014 | |
Document Information [Line Items] | ' |
Document Type | 'S-1 |
Amendment Flag | 'false |
Document Period End Date | 30-Jun-14 |
Entity Registrant Name | 'Eventure Interactive, Inc. |
Entity Central Index Key | '0001509351 |
Entity Filer Category | 'Smaller Reporting Company |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Current Assets | ' | ' | ' |
Cash | $186,509 | $67,762 | $357,643 |
Deposits | 15,196 | 5,000 | 0 |
Total current assets | 201,705 | 72,762 | 357,643 |
Software development costs | 682,488 | 312,973 | 108,290 |
Fixed assets, net | 60,857 | 33,049 | 0 |
Intangible asset - domain name | 103,750 | 103,750 | 103,750 |
Total assets | 1,048,800 | 522,534 | 569,683 |
Current Liabilities | ' | ' | ' |
Accounts payable | 187,684 | 121,518 | 10,970 |
Accrued expenses | 287,831 | 136,070 | 82,490 |
Total current liabilities | 475,515 | 257,588 | 93,460 |
Warrant derivative liabilities | 3,837,638 | 0 | ' |
Total liabilities | 4,313,153 | 257,588 | ' |
Commitments and contingencies | ' | ' | ' |
Common stock subject to redemption, 25,000 shares | ' | 0 | 43,750 |
Stockholders' Equity(Deficit) | ' | ' | ' |
Preferred stock, $0.001 par value, 10,000,000 shares authorized, 0 shares issued and outstanding | 0 | 0 | 0 |
Common stock, $0.001 par value, 300,000,000 shares authorized; 24,332,098 and 18,807,500 shares issued and outstanding, respectively | 24,332 | 18,807 | 17,932 |
Additional paid-in-capital | 23,220,940 | 4,599,514 | 1,721,729 |
Accumulated deficit | -26,509,625 | -4,353,375 | -1,307,188 |
Total stockholders’ equity (deficit) | -3,264,353 | 264,946 | 432,473 |
Total liabilities and stockholders’ equity (deficit) | $1,048,800 | $522,534 | $569,683 |
CONSOLIDATED_BALANCE_SHEETS_PA
CONSOLIDATED BALANCE SHEETS [PARENTHETICAL] (USD $) | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $0.00 | $0.00 | $0.00 |
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 | 10,000,000 |
Preferred Stock, Shares Issued | 0 | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 | 0 |
Common Stock, Par or Stated Value Per Share (in dollars per share) | $0.00 | $0.00 | $0.00 |
Common Stock, Shares Authorized | 300,000,000 | 300,000,000 | 300,000,000 |
Common Stock, Shares, Issued | 24,332,098 | 18,807,500 | 17,932,500 |
Common Stock, Shares, Outstanding | 24,332,098 | 18,807,500 | 17,932,500 |
Temporary Equity, Shares Outstanding | ' | 25,000 | 25,000 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | |
Revenues | $0 | $0 | $0 | $0 | $0 | $0 |
General and administrative expenses | 2,720,116 | 549,232 | 18,768,236 | 2,106,988 | 3,046,187 | 1,283,594 |
Total operating expenses | 2,720,116 | 549,232 | 18,768,236 | 2,106,988 | ' | ' |
Operating loss | -2,720,116 | -549,232 | -18,768,236 | -2,106,988 | ' | ' |
Unrealized loss on warrant derivative liabilities | -3,388,014 | 0 | -3,388,014 | 0 | ' | ' |
Net loss | ($6,108,130) | ($549,232) | ($22,156,250) | ($2,106,988) | ($3,046,187) | ($1,283,594) |
Loss per common share - basic and diluted (in dollars per share) | ($0.26) | ($0.03) | ($1) | ($0.12) | ($0.16) | ($0.11) |
Weighted average number of common shares outstanding - basic and diluted (in shares) | 23,662,145 | 18,249,258 | 22,053,748 | 18,130,014 | 18,922,418 | 11,263,651 |
CONSOLIDATED_STATEMENT_OF_STOC
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (USD $) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] |
Balance at Dec. 31, 2010 | $10,056 | $10,400 | $23,250 | ($23,594) |
Balance (in shares) at Dec. 31, 2010 | ' | 10,400,000 | ' | ' |
Common shares issued for cash (in shares) | ' | 2,400,000 | ' | ' |
Balance at Dec. 31, 2011 | ' | ' | ' | ' |
Common shares issued for cash | 475,000 | 950 | 474,050 | 0 |
Common shares issued for cash (in shares) | ' | 950,000 | ' | ' |
Contributed capital from forgiveness of debt - related party | 5,991 | 0 | 5,991 | 0 |
Common shares cancelled | 0 | -8,000 | 8,000 | 0 |
Common shares cancelled (in shares) | ' | -8,000,000 | ' | ' |
Common shares issued for software | 98,290 | 14,582 | 83,708 | 0 |
Common shares issued for software (In shares) | ' | 14,582,500 | ' | ' |
Increase in additional paid-in-capital from distribution of net liabilities to former shareholder | 105,218 | 0 | 105,218 | 0 |
Common shares issued, previously subject to redemption | 0 | ' | ' | ' |
Stock-based compensation expense | 1,021,512 | 0 | 1,021,512 | 0 |
Net loss | -1,283,594 | 0 | 0 | -1,283,594 |
Balance at Dec. 31, 2012 | 432,473 | 17,932 | 1,721,729 | -1,307,188 |
Balance (in shares) at Dec. 31, 2012 | ' | 17,932,500 | ' | ' |
Common shares issued for cash | 825,000 | 825 | 824,175 | 0 |
Common shares issued for cash (in shares) | ' | 825,000 | ' | ' |
Common shares issued, previously subject to redemption | 43,750 | 25 | 43,725 | 0 |
Common shares issued, previously subject to redemption (in shares) | ' | 25,000 | ' | ' |
Stock-based compensation expense | 2,009,910 | 25 | 2,009,885 | 0 |
Stock-based compensation expense ((in shares) | ' | 25,000 | ' | ' |
Net loss | -3,046,187 | 0 | 0 | -3,046,187 |
Balance at Dec. 31, 2013 | 264,946 | 18,807 | 4,599,514 | -4,353,375 |
Balance (in shares) at Dec. 31, 2013 | ' | 18,807,500 | ' | ' |
Common shares issued for cash (in shares) | ' | 675,000 | ' | ' |
Balance at Mar. 31, 2014 | ' | ' | ' | ' |
Balance at Dec. 31, 2013 | 264,946 | 18,807 | ' | ' |
Balance (in shares) at Dec. 31, 2013 | ' | 18,807,500 | ' | ' |
Common shares issued for cash | 600,000 | ' | ' | ' |
Common shares issued for cash (in shares) | 600,000 | 600,000 | ' | ' |
Net loss | -22,156,250 | ' | ' | ' |
Balance at Jun. 30, 2014 | ($3,264,353) | ' | ' | ' |
CONSOLIDATED_STATEMENT_OF_STOC1
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY [PARENTHETICAL] (USD $) | Dec. 31, 2011 |
Common Stock [Member] | |
Share Price | $0.01 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | |
Cash flows from operating activities | ' | ' | ' | ' |
Net loss | ($22,156,250) | ($2,106,988) | ($3,046,187) | ($1,283,594) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' | ' | ' |
Stock-based compensation | 17,801,575 | 1,652,393 | 2,009,910 | 1,021,512 |
Unrealized loss on warrant derivative liabilities | 3,388,014 | 0 | ' | ' |
Depreciation expense | 8,377 | 0 | 4,951 | 0 |
Changes in operating assets and liabilities: | ' | ' | ' | ' |
Deposits | -10,196 | 0 | -5,000 | 0 |
Accounts payable | 66,166 | 65,264 | 110,548 | 120,196 |
Accrued expenses | 151,761 | -26,256 | 53,580 | 82,490 |
Prepaid expenses | ' | ' | 0 | 5,507 |
Inventory | ' | ' | 0 | 0 |
Net cash used in operating activities | -750,553 | -415,587 | -872,198 | -53,889 |
Cash flows from investing activities | ' | ' | ' | ' |
Payments for software development costs | -369,515 | -76,750 | -204,683 | -10,000 |
Acquisition of fixed assets | -36,185 | -1,900 | -38,000 | 0 |
Purchase of domain name | ' | ' | 0 | -60,000 |
Net cash used in investing activities | -405,700 | -78,650 | -242,683 | -70,000 |
Cash flows from financing activities | ' | ' | ' | ' |
Proceeds from related party loans | 120,107 | 0 | 0 | 2,000 |
Payments of related party loans | -120,107 | 0 | ' | ' |
Proceeds from sale of common stock and warrants | 1,275,000 | 450,000 | 825,000 | 475,000 |
Contributed capital from related party | ' | ' | 0 | 0 |
Net cash provided by financing activities | 1,275,000 | 450,000 | 825,000 | 477,000 |
Net increase (decrease) in cash | 118,747 | -44,237 | -289,881 | 353,111 |
Cash at beginning of the period | 67,762 | 357,643 | 357,643 | 4,532 |
Cash at end of the period | 186,509 | 313,406 | 67,762 | 357,643 |
Supplemental disclosure of cash flow information: | ' | ' | ' | ' |
Cash paid during the period for Income taxes | 0 | 0 | 0 | 0 |
Cash paid during the period for Interest | 100 | 0 | 0 | 0 |
Noncash investing and financing transactions: | ' | ' | ' | ' |
Fair value of warrant derivative liabilities issued in common stock offering | 449,624 | 0 | ' | ' |
Contributed capital from the forgiveness of debt, related party | ' | ' | 0 | 5,991 |
Distribution of net liabilities to former shareholder | ' | ' | 0 | 105,218 |
Common stock issued for purchase of domain name | ' | ' | 0 | 43,750 |
Software contributed for common stock | ' | ' | 0 | 98,290 |
Transfer of common stock subject to redemption to stockholdersb equity | ' | ' | $43,750 | $0 |
ORGANIZATION_AND_BUSINESS_OPER
ORGANIZATION AND BUSINESS OPERATIONS | 6 Months Ended | 12 Months Ended |
Jun. 30, 2014 | Dec. 31, 2013 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | ' |
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Text Block] | ' | ' |
1. ORGANIZATION AND BUSINESS OPERATIONS | 1. ORGANIZATION AND BUSINESS OPERATIONS | |
The Company was incorporated in the State of Nevada on November 29, 2010. The Company was in the GPS tracking system business until late in 2012, when the Company redirected all of its efforts into the social media business. On November 20, 2012, the Company filed Amended and Restated Articles of Incorporation with the Nevada Secretary of State to change its name to Live Event Media, Inc. On February 20, 2013, the Company filed Amended and Restated Articles of Incorporation with the Nevada Secretary of State to change its name from Live Event Media, Inc. to Eventure Interactive, Inc. (the “Company”). | The Company was incorporated in the State of Nevada on November 29, 2010 (“Inception”). The Company was in the GPS tracking system business until late in 2012, when the Company redirected all of its efforts into the social media business. On February 20, 2013, the Company filed Amended and Restated Articles of Incorporation with the Nevada Secretary of State to change its name from Charlie GPS, Inc. to Eventure Interactive, Inc. (the “Company”). | |
Going Concern | Asset Acquisition | |
The financial statements have been prepared on a going concern basis which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company has incurred losses since inception resulting in an accumulated deficit of $26,509,625 as of June 30, 2014 and further losses are anticipated in the development of its business raising substantial doubt about the Company’s ability to continue as a going concern. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand and loans from directors and/or private placement of common stock. These financials do not include any adjustments relating to the recoverability and reclassification of recorded asset amounts, or amounts and classifications of liabilities that might result from this uncertainty. | On November 21, 2012, the Company issued 14,582,500 shares of common stock in exchange for software, which resulted in a change of control of the Company. This transaction was accounted for as a transfer of nonmonetary assets by a shareholder and was recorded at the historical cost of the software which was $98,290. In connection with the transaction, the Company cancelled 8,000,000 shares of common stock of the former principal shareholder of the Company and transferred $1,258 of the Company’s inventory and $106,476 of the Company’s liabilities to the former principal shareholder of the Company. The Company treated the cancellation of assets and liabilities as a contribution of capital to the Company of $105,218. | |
Going Concern | ||
The financial statements have been prepared on a going concern basis which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company has incurred losses since inception resulting in an accumulated deficit of $4,353,375 as of December 31, 2013 and further losses are anticipated in the development of its business raising substantial doubt about the Company’s ability to continue as a going concern. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand and loans from directors and/or private placement of common stock. These financials do not include any adjustments relating to the recoverability and reclassification of recorded asset amounts, or amounts and classifications of liabilities that might result from this uncertainty. | ||
SUMMARY_OF_SIGNIFICANT_ACCOUNT
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended | 12 Months Ended |
Jun. 30, 2014 | Dec. 31, 2013 | |
Business Description and Accounting Policies [Abstract] | ' | ' |
Business Description and Accounting Policies [Text Block] | ' | ' |
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Basis of Presentation | Basis of Presentation | |
The accompanying unaudited interim consolidated financial statements of Eventure Interactive, Inc. have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission (“SEC”), and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s latest Annual Report on Form 10-K filed with the SEC. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosure contained in the audited financial statements for the most recent year ended December 31, 2013, as reported in Form 10-K, have been omitted. | The financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles. | |
Principles of Consolidation | Principles of Consolidation | |
The financial statements include the accounts of the Company and its subsidiary. Intercompany transactions and balances have been eliminated. | The financial statements include the accounts of the Company and its subsidiary. Intercompany transactions and balances have been eliminated. | |
Use of Estimates and Assumptions | Use of Estimates and Assumptions | |
The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. | The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. | |
Basic and Diluted Loss Per Common Share | Fair Value of Financial Instruments | |
Basic loss per common share is computed by dividing net loss available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted loss per common share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per common share excludes all potential common shares if their effect is anti-dilutive. | Pursuant to ASC 820, Fair Value Measurements and Disclosures, and ASC 825, Financial Instruments, an entity is required to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 and 825 establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 and 825 prioritizes the inputs into three levels that may be used to measure fair value: | |
Since the Company is in a loss position, it has excluded stock options and warrants from its calculation of diluted net loss per common share. At June 30, 2014, the Company has 2,402,500 stock options and 3,550,000 warrants that would have been included in its calculation of diluted net loss per common share if they were not anti-dilutive. | Level 1 | |
Software Development Costs | Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. | |
Costs incurred in the research and development of new software products are expensed as incurred until technological feasibility has been established. After technological feasibility is established, any additional costs are capitalized in accordance with authoritative guidance until the product is available for general release. | Level 2 | |
Fixed Assets | Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. | |
Fixed assets are stated at cost and depreciated using the straight-line method over the estimated useful life of the asset. The Company’s fixed assets are comprised of computer equipment and the estimated life of computer equipment is three years. | Level 3 | |
Intangible Asset - Domain Name | Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. | |
The Company considers the domain name an indefinite-lived intangible asset and will test for impairment on an annual basis. At June 30, 2014, the Company determined that the domain name was not impaired. | The Company’s financial instruments consist principally of cash. Pursuant to ASC 820 and 825, the fair value of our cash is determined based on “Level 1” inputs, which consist of quoted prices in active markets for identical assets. | |
Derivatives | Basic and Diluted Loss Per Common Share | |
The Company reviews the terms of the common stock and warrants it issues to determine whether there are embedded derivative instruments, including embedded conversion options, which are required to be bifurcated and accounted for separately as derivative financial instruments. | Basic loss per common share is computed by dividing net loss available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted loss per common share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per common share excludes all potential common shares if their effect is anti-dilutive. | |
Bifurcated embedded derivatives are initially recorded at fair value and are then revalued at each reporting date with changes in the fair value reported as non-operating income or expense. The Company uses a Black-Scholes model for valuation of the derivative. | Since the Company is in a loss position, it has excluded stock options and warrants from its calculation of diluted net loss per common share. At December 31, 2013, the Company has 1,433,650 stock options and 750,000 warrants that would have been included in its calculation of diluted net loss per common share if they were not antidilutive. | |
Stock-Based Compensation | Cash and Cash Equivalents | |
The Company measures stock-based compensation cost at the grant date based on the fair value of the award and recognize it as expense, over the vesting or service period, as applicable, of the stock award using the straight-line method. | The Company considers all highly liquid instruments with a maturity of three months or less at the time of issuance to be cash equivalents. The Company's bank accounts are deposited in insured institutions. The funds are insured up to $250,000. The Company has not experienced any losses on uninsured amounts to date. | |
Fair Value Measurements | Software Development Costs | |
As defined in FASB ASC Topic No. 820 – 10, fair value is the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. FASB ASC Topic No. 820 – 10 requires disclosure that establishes a framework for measuring fair value and expands disclosure about fair value measurements. The statement requires fair value measurements be classified and disclosed in one of the following categories: | Costs incurred in the research and development of new software products are expensed as incurred until technological feasibility has been established. After technological feasibility is established, any additional costs are capitalized in accordance with authoritative guidance until the product is available for general release. | |
Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. The Company considers active markets as those in which transactions for the assets or liabilities occur in sufficient frequency and volume to provide pricing information on an ongoing basis. | Fixed Assets | |
Level 2: Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability. This category includes those derivative instruments that the Company values using observable market data. Substantially all of these inputs are observable in the marketplace throughout the term of the derivative instruments, can be derived from observable data, or supported by observable levels at which transactions are executed in the marketplace. | Fixed assets are stated at cost and depreciated using the straight-line method over the estimated useful life of the asset. The Company’s fixed assets are comprised of computer equipment and the estimated life of computer equipment is three years. | |
Level 3: Measured based on prices or valuation models that require inputs that are both significant to the fair value measurement and less observable from objective sources (i.e. supported by little or no market activity). The Company’s valuation models are primarily industry standard models. Level 3 instruments include derivative warrant instruments. The Company does not have sufficient corroborating evidence to support classifying these assets and liabilities as Level 1 or Level 2. | Intangible Asset - Domain Name | |
As required by FASB ASC Topic No. 820 – 10, financial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment, and may affect the valuation of the fair value of assets and liabilities and their placement within the fair value hierarchy levels. The estimated fair value of the derivative warrant instruments was calculated using the black scholes model. | The Company considers the domain name an indefinite-lived intangible asset and will test for impairment on an annual basis. At December 31, 2013, the Company determined that the domain name was not impaired. | |
Development Stage Change | Revenue Recognition | |
In June 2014, the FASB issued ASU 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements. ASU 2014-10 eliminates the distinction of a development stage entity and certain related disclosure requirements, including the elimination of inception-to-date information on the statements of operations, cash flows and stockholders’ equity. The amendments in ASU 2014-10 will be effective prospectively for annual reporting periods beginning after December 15, 2014, and interim periods within those annual periods, however early adoption is permitted. The Company evaluated and adopted ASU 2014-10 early. | The Company will recognize revenue when four basic criteria are met: persuasive evidence of a sales arrangement exists; performance of services has occurred; the sales price is fixed or determinable; and collectability is reasonably assured. The Company will consider persuasive evidence of a sales arrangement to be the receipt of a signed contract. Collectability will be assessed based on a number of factors, including transaction history and the credit worthiness of a customer. If it is determined that collection is not reasonably assured, revenue will not be recognized until collection becomes reasonably assured. The Company will record cash received in advance of revenue recognition as deferred revenue. | |
Stock-Based Compensation | ||
The Company measures stock-based compensation cost at the grant date based on the fair value of the award and recognize it as expense, over the vesting or service period, as applicable, of the stock award using the straight-line method. | ||
Income Taxes | ||
Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. A valuation allowance is provided for significant deferred tax assets when it is more likely than not, that such asset will not be recovered through future operations. | ||
The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be capable of withstanding examination by the taxing authorities based on the technical merits of the position. These standards prescribe a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. These standards also provide guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. | ||
Various taxing authorities periodically audit the Company’s income tax returns. These audits include questions regarding the Company’s tax filing positions, including the timing and amount of deductions and the allocation of income to various tax jurisdictions. In evaluating the exposures connected with these various tax filing positions, including state and local taxes, the Company records allowances for probable exposures. A number of years may elapse before a particular matter, for which an allowance has been established, is audited and fully resolved. The Company has not yet undergone an examination by any taxing authorities. | ||
The assessment of the Company’s tax position relies on the judgment of management to estimate the exposures associated with the Company’s various filing positions. | ||
Recent Accounting Pronouncements | ||
There were various accounting standards and interpretations issued during 2013 and 2012, none of which are expected to have a material impact on the Company’s financial position, operations or cash flows. | ||
RELATED_PARTIES
RELATED PARTIES | 6 Months Ended | 12 Months Ended |
Jun. 30, 2014 | Dec. 31, 2013 | |
Related Party Transactions [Abstract] | ' | ' |
Related Party Transactions Disclosure [Text Block] | ' | ' |
3. RELATED PARTIES | 4. RELATED PARTIES | |
During July 2013, the Company entered into a one-year lease for office space with an entity that is 12% owned by the Chief Executive Officer (“CEO”) of the Company. The Company incurred expenses of $21,977 to this entity during the six months ended June 30, 2014. | On August 1, 2013, a related party sold fixed assets totaling $21,030 to the Company. | |
During the six months ended June 30, 2014, the Company’s CEO and CFO loaned the Company $105,000 and $15,107, respectively, at a 1% interest rate. During the six months ended June 30, 2014, these amounts were both paid in full by the Company. The Company incurred $100 of interest expense in connection with these loans. | During July 2013, the Company entered into a one-year lease with an entity that is 12% owned by the Chief Executive Officer (“CEO”) of the Company. The Company incurred expenses of $18,465 to this entity during the year ended December 31, 2013. | |
The Company received unsecured, non-interest bearing demand loans totaling $2,000 during the year ended December 31, 2012 from the Company’s former CEO. These loans were forgiven and contributed as capital during 2012. | ||
On August 20, 2012, a related party contributed capital of $2,800 by paying for audit and accounting services on behalf of the Company. | ||
FIXED_ASSETS
FIXED ASSETS | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||
Property, Plant and Equipment Disclosure [Text Block] | ' | |||||||
3. FIXED ASSETS | ||||||||
Fixed assets consist of the following: | ||||||||
December 31, 2013 | December 31, 2012 | |||||||
Computer equipment | $ | 38,000 | $ | - | ||||
Less: Accumulated depreciation | -4,951 | - | ||||||
$ | 33,049 | $ | - | |||||
Depreciation expense for the years ended December 31, 2013 and 2012 was $4,951 and $0, respectively. | ||||||||
DERIVATIVE_LIABILITES
DERIVATIVE LIABILITES | 6 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Derivative Liability [Abstract] | ' | ||||||||||||||||
DerivativeLiabilitiesDisclouse [Text Block] | ' | ||||||||||||||||
4. DERIVATIVE LIABILITES | |||||||||||||||||
The Company has determined that certain warrants the Company has issued contain provisions that protect holders from future issuances of the Company’s common stock at prices below such warrants’ respective exercise prices and these provisions could result in modification of the warrants exercise price based on a variable that is not an input to the fair value of a “fixed-for-fixed” option. | |||||||||||||||||
The Company issued 1,800,000 warrants in connection with the issuance of 600,000 shares of common stock sold for cash during June 2014. All of the warrants vested immediately. These warrants contain anti-dilution provisions that provide for a reduction in the exercise price of such warrants in the event that future common stock (or securities convertible into or exercisable for common stock) is issued (or becomes contractually issuable) at a price per share (a “Lower Price”) that is less than the exercise price of such warrant at the relevant time. The amount of any such adjustment is determined in accordance with the provisions of the relevant warrant agreement and depends upon the number of shares of common stock issued (or deemed issued) at the Lower Price and the extent to which the Lower Price is less than the exercise price of the warrant at the relevant time. In addition, the number of shares issuable upon exercise of these warrants will be increased inversely proportional to any decrease in the exercise price, thus preserving the aggregate exercise price of the warrants both before and after any such adjustment. | |||||||||||||||||
The fair values of these warrants issued were recognized as derivative warrant instruments at issuance and are measured at fair value at each reporting period. The Company determined the fair values of these warrants using the Black-Scholes option pricing model. | |||||||||||||||||
Activity for derivative warrant liabilities during the six months ended June 30, 2014, was as follows: | |||||||||||||||||
Initial valuation | |||||||||||||||||
of derivative | Increase | ||||||||||||||||
liabilities upon | in | ||||||||||||||||
Balance at | issuance of new | fair value of | Balance at | ||||||||||||||
December 31, | warrants during | derivative | Exercise of | June 30, | |||||||||||||
2013 | the period | liability | warrants | 2014 | |||||||||||||
Derivative warrant instruments | $ | - | $ | 449,624 | $ | 3,388,014 | - | $ | 3,837,638 | ||||||||
The fair value of these warrants was valued on the date of the grant using the Black-Scholes option pricing model with the following weighted average assumptions: (1) risk free interest rate 2.61%, (2) term of 8 years, (3) expected stock volatility of 174%, (4) expected dividend rate of 0%, and (5) common stock price of $2.35. | |||||||||||||||||
The fair value of these warrants was valued on June 30, 2014 using the Black-Scholes option pricing model with the following weighted average assumptions: (1) risk free interest rate 2.61%, (2) term of 7.91 years, (3) expected stock volatility of 174%, (4) expected dividend rate of 0%, and (5) common stock price of $2.15. | |||||||||||||||||
STOCKHOLERS_EQUITY
STOCKHOLERS' EQUITY | 6 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||||||||
Jun. 30, 2014 | Dec. 31, 2013 | |||||||||||||||||||||||||||||||||
Stockholders' Equity Note [Abstract] | ' | ' | ||||||||||||||||||||||||||||||||
Stockholders' Equity Note Disclosure [Text Block] | ' | ' | ||||||||||||||||||||||||||||||||
5. STOCKHOLERS’ EQUITY | 5. STOCKHOLERS’ EQUITY | |||||||||||||||||||||||||||||||||
Sales of Common Stock for cash | Sales of Common Stock for cash | |||||||||||||||||||||||||||||||||
During 2013, the Company issued 825,000 shares of common stock at a price of $1.00 per share for total cash proceeds of $825,000. The shares issued during 2013 pursuant to the subscription agreements contain anti-dilution protection for one year following the final closing thereunder. If the Company issues common stock at less than $1.00 per share during such one year period or if the Company issues securities during such one year period which are convertible into or exercisable for shares of our common stock with a conversion or exercise price of less than $1.00 per share, then the offering price of $1.00 gets adjusted to the lower price entitling the subscribers to additional shares. The anti-dilution clause pursuant to these subscription agreements will expire in October 2014. | On December 29, 2010, the Company issued 8,000,000 shares of common stock at a price of $0.001 per share, to its sole Director, for total cash proceeds of $8,000. | |||||||||||||||||||||||||||||||||
During January through March 2014, the Company issued 675,000 shares of common stock at a price of $1.00 per share for total cash proceeds of $675,000. | During 2011, the Company issued 2,400,000 shares of common stock at a price of $0.01 per share for total cash proceeds of $24,000. | |||||||||||||||||||||||||||||||||
In June 2014, the Company issued 600,000 shares of common stock at a price of $1.00 per share and 1,800,000 warrants, each exercisable for one share of common stock with an 8-year term and a $1.00 exercise price, for total cash proceeds of $600,000. The Company recorded the issuance of these shares and warrants as follows: | During 2012, the Company issued 950,000 shares of common stock at a price of $0.50 per share for total cash proceeds of $475,000. | |||||||||||||||||||||||||||||||||
Shares | Gross | Offering | Net | Relative | Amount | During 2013, the Company issued 825,000 shares of common stock at a price of $1.00 per share for total cash proceeds of $825,000. The shares issued during 2013 pursuant to the subscription agreements contain anti-dilution protection for one year following the final closing thereunder. If the Company issues common stock at less than $1.00 per share during such one year period or if the Company issues securities during such one year period which are convertible into or exercisable for shares of our common stock with a conversion or exercise price of less than $1.00 per share, then the offering price of $1.00 gets adjusted to the lower price entitling the subscribers to additional shares. The anti-dilution clause pursuant to these subscription agreements will expire in October 2014. | ||||||||||||||||||||||||||||
proceeds | costs | proceeds | fair value | allocated to | ||||||||||||||||||||||||||||||
allocated to | common stock | Cancellation of Common Stock and distribution of assets and liabilities to former shareholder | ||||||||||||||||||||||||||||||||
Warrants | and paid-in | |||||||||||||||||||||||||||||||||
capital | In connection with the change of control, on November 21, 2012, the Company cancelled 8,000,000 shares of common stock. In addition, the Company created a separate entity named Charlie GPS Split Corp. (“Split-off Corp”) and in connection therewith transferred $1,258 of the Company’s inventory and $106,476 of the Company’s liabilities to Split-off Corp in addition to transferring all of the capital stock of Split-off Corp to the former principal shareholder of the Company. The Company treated the cancellation of assets and liabilities as a contribution of capital to the Company of $105,218. | |||||||||||||||||||||||||||||||||
Jun-14 | 600,000 | $ | 600,000 | $ | - | $ | 600,000 | $ | 449,624 | $ | 150,376 | |||||||||||||||||||||||
Issuances of Common Stock for Assets | ||||||||||||||||||||||||||||||||||
Common Stock issued for Services | ||||||||||||||||||||||||||||||||||
On November 21, 2012, the Company issued 14,582,500 shares of common stock in exchange for software. This transaction was accounted for as a transfer of nonmonetary assets by a shareholder and was recorded at the historical cost of the software which was $98,290. | ||||||||||||||||||||||||||||||||||
During March 2013, the Company entered into a consulting agreement with Hart Partners LLC to perform certain services on behalf of the Company. In accordance with the consulting agreement with Hart Partners LLC, the Company issued 25,000 shares of common stock during the year ended December 31, 2013. The common stock was valued at the grant date closing price of $2.38 per share, and totaled $59,500 which the Company recorded as stock compensation. | ||||||||||||||||||||||||||||||||||
On December 28, 2012, the Company purchased a domain name for $60,000 in cash and 25,000 shares of common stock of the Company. The common stock issued for the domain name was valued at the grant date closing price on December 28, 2012, or $1.75 per share, and totaled $43,750 and was subject to redemption for $15,000 in cash until December 28, 2013. The redemption rights expired unexercised during 2013 and the Company reclassified this share issuance to equity during the year ended December 31, 2013. | ||||||||||||||||||||||||||||||||||
On January 28, 2014, the Company issued 850,000 shares of common stock in aggregate to its CEO, CFO and President for services. The common stock was valued at the grant date closing price of $3.19 per share, and totaled $2,711,500 which the Company recorded as stock compensation during the three months ended March 31, 2014. On March 10, 2014, the Company issued 2,800,000 shares of common stock in aggregate to its CEO, CFO and President for services. The common stock was valued at the grant date closing price of $3.16 per share, and totaled $8,848,000 which the Company recorded as stock compensation during the three months ended March 31, 2014. | ||||||||||||||||||||||||||||||||||
Common Stock issued for Services | ||||||||||||||||||||||||||||||||||
During the six months ended June 30, 2014, the Company issued 599,598 shares of common stock to consultants for services at various dates. The Company recorded stock-based compensation expense of $1,714,714 based on the grant date fair value in connection with the issuance of these shares. | ||||||||||||||||||||||||||||||||||
During March 2013, the Company entered into a consulting agreement with Hart Partners LLC to perform certain services on behalf of the Company. In accordance with the consulting agreement with Hart Partners LLC, the Company issued 25,000 shares of common stock during the year ended December 31, 2013. The common stock was valued at the grant date closing price of $2.38 per share, and totaled $59,500 which the Company recorded as stock compensation. | ||||||||||||||||||||||||||||||||||
Stock Option Awards | ||||||||||||||||||||||||||||||||||
Stock Option Awards | ||||||||||||||||||||||||||||||||||
During January and February 2013, the Company granted options to purchase 1,250,000 shares of common stock to certain employees and consultants. The options all have an exercise price of $0.50 per share and vest over periods of 0 to 4 years. The stock price on the grant date was $1.79-$2.14 per share. The options were valued on the date of the grant using the Black-Scholes option pricing model with the following weighted average assumptions: (1) risk free interest rate of 2.00%, (2) term of 10 years, and (3) expected stock volatilities of 182% -196% (4) dividend rate of 0%. As a result, the fair value of these options on the grant date was $2,339,820 and the intrinsic value was $1,738,500. | ||||||||||||||||||||||||||||||||||
On November 27, 2012, the Company issued options to two employees to each purchase 100,000 shares of its common stock. These options were granted with an exercise price of $0.50 per share. The stock price on the grant date was $1.20 per share. As a result, the intrinsic value for these options on the grant date was $140,000. The fair value of these options was $239,360 and the options were valued on the date of the grant using the Black-Scholes option pricing model with the following weighted average assumptions: (1) risk free interest rate 2.00%, (2) term of 10 years, (3) expected stock volatility of 178.45%, and (4) expected dividend rate of 0%. Twenty-five percent of the stock options vested immediately and thereafter 2,084 stock options of each employee shall vest monthly until December 1, 2015 when the remaining 2,060 options for each employee shall vest. | ||||||||||||||||||||||||||||||||||
During January 2014, the Company granted options to purchase 177,500 shares of common stock to employees. The options all have an exercise price of $1.00 per share and vest over periods of 3 years. The stock price on the grant date was $3.40 per share. The options were valued on the date of the grant using the Black-Scholes option pricing model with the following weighted average assumptions: (1) risk free interest rate 2.00%, (2) term of 10 years, and (3) expected stock volatilities of 184% (4) dividend rate of 0%. As a result, the fair value of these options on the grant date was $597,838 and the intrinsic value was $426,000. | ||||||||||||||||||||||||||||||||||
During January through February 2013, the Company granted options to purchase 1,250,000 shares of common stock to certain employees and consultants. The options all have an exercise price of $0.50 per share and vest over periods of 0 to 4 years. The stock price on the grant date was $1.79-$2.14 per share. The options were valued on the date of the grant using the Black-Scholes option pricing model with the following weighted average assumptions: (1) risk free interest rate 2.00%, (2) term of 10 years, and (3) expected stock volatilities of 182.18% -195.60% (4) dividend rate of 0%. As a result, the fair value of these options on the grant date was $2,339,820 and the intrinsic value was $1,738,500. | ||||||||||||||||||||||||||||||||||
During February 2014, the Company granted options to purchase 25,000 shares of common stock to a consultant. The options have an exercise price of $1.00 per share and vest over 1 year. The stock price on the grant date was $3.15 per share. The options were valued on the date of the grant using the Black-Scholes option pricing model with the following weighted average assumptions: (1) risk free interest rate 2.00%, (2) term of 10 years, and (3) expected stock volatility of 186%. As a result, the fair value of these options on the grant date was $77,565 and the intrinsic value was $53,750. | ||||||||||||||||||||||||||||||||||
During April through September 2013, the Company granted options to purchase 155,000 shares of common stock to certain consultants and the Company’s Chief Financial Officer. The options all have an exercise price of $1.00 per share and vest over 2 to 4 years. The stock price on the grant date was $3.00-$3.51 per share. The options were valued on the date of the grant using the Black-Scholes option pricing model with the following weighted average assumptions: (1) risk free interest rate 2.00%, (2) term of 10 years, and (3) expected stock volatility of 180.83-188.37%. As a result, the fair value of these options on the grant date was $475,041 and the intrinsic value was $324,000. | ||||||||||||||||||||||||||||||||||
During March 2014, the Company granted options to purchase 850,000 shares of common stock to its Chief Executive Officer, President and Chief Financial Officer. The options have an exercise price of $1.00 per share and vest over 3 years. The stock price on the grant date was $2.99 per share. The options were valued on the date of the grant using the Black-Scholes option pricing model with the following weighted average assumptions: (1) risk free interest rate 2.00%, (2) term of 10 years, and (3) expected stock volatility of 184%. As a result, the fair value of these options on the grant date was $2,515,575 and the intrinsic value was $1,691,500. | ||||||||||||||||||||||||||||||||||
During 2013, options to purchase 171,350 shares of common stock were forfeited. | ||||||||||||||||||||||||||||||||||
During May 2014, the Company granted options to four employees to purchase 85,000 shares of common stock. The options have an exercise price of $1.00 per share and vest over 4 years. The stock price on the grant date was $2.80 - $2.90 per share. The options were valued on the date of the grant using the Black-Scholes option pricing model with the following weighted average assumptions: (1) risk free interest rate 2.54% and 2.66%, (2) term of 10 years, and (3) expected stock volatility of 180%. As a result, the fair value of these options on the grant date was $241,233 and the intrinsic value was $156,000. | ||||||||||||||||||||||||||||||||||
A summary of stock option activity is presented below: | ||||||||||||||||||||||||||||||||||
During June 2014, the Company granted options to two employees and a consultant to purchase 160,000 shares of common stock. The options have an exercise price of $1.00 per share and vest over 4 years. The stock price on the grant date was $2.15 - $2.50 per share. The options were valued on the date of the grant using the Black-Scholes option pricing model with the following weighted average assumptions: (1) risk free interest rate 2.54%, (2) term of 10 years, and (3) expected stock volatility of 174%. As a result, the fair value of these options on the grant date was $361,124 and the intrinsic value was $205,000. | ||||||||||||||||||||||||||||||||||
Weighted-average | ||||||||||||||||||||||||||||||||||
A summary of stock option activity is presented below: | Weighted-average | Remaining | Aggregate | |||||||||||||||||||||||||||||||
Number of | Exercise | Contractual | Intrinsic | |||||||||||||||||||||||||||||||
Weighted-average | Shares | Price | Term (years) | Value | ||||||||||||||||||||||||||||||
Weighted-average | Remaining | Aggregate | Outstanding at December 31, 2011 | - | $ | - | - | $ | - | |||||||||||||||||||||||||
Number of | Exercise | Contractual | Intrinsic | Granted | 200,000 | 0.5 | 10 | - | ||||||||||||||||||||||||||
Shares | Price | Term (years) | Value | Outstanding at December 31, 2012 | 200,000 | 0.5 | 9.9 | - | ||||||||||||||||||||||||||
Outstanding at December 31, 2013 | 1,433,650 | $ | 0.54 | $ | - | Granted | 1,405,000 | 0.56 | 10 | - | ||||||||||||||||||||||||
Granted | 1,297,500 | 1 | Expired/Forfeited | -171,350 | 0.64 | - | - | |||||||||||||||||||||||||||
Cancelled/Expired | -328,650 | 0.5 | Outstanding at December 31, 2013 | 1,433,650 | $ | 0.54 | 9.04 | $ | - | |||||||||||||||||||||||||
Outstanding at June 30, 2014 | 2,402,500 | $ | 0.79 | 9.17 | $ | 1,958,000 | Exercisable at December 31, 2013 | 876,387 | $ | 0.52 | 9.04 | $ | 2,641,339 | |||||||||||||||||||||
Exercisable at June 30, 2014 | 808,435 | $ | 0.62 | 8.72 | $ | 1,197,354 | ||||||||||||||||||||||||||||
During the years ended December 31, 2013 and 2012, the Company recognized stock-based compensation expense of $1,950,410 and $91,778, respectively, related to stock options. As of December 31, 2013, there was approximately $599,155 of total unrecognized compensation cost related to non-vested stock options which is expected to be recognized ratably over a weighted average period of approximately 1.4 years. | ||||||||||||||||||||||||||||||||||
During the six months ended June 30, 2014 and June 30, 2013, the Company recognized stock-based compensation expense of $1,505,783 and $1,592,893, respectively, related to stock options. As of June 30, 2014, there was $2,904,881 of total unrecognized compensation cost related to non-vested stock. | ||||||||||||||||||||||||||||||||||
Warrant Awards | ||||||||||||||||||||||||||||||||||
Warrant Awards | ||||||||||||||||||||||||||||||||||
On December 3, 2012, the Company issued warrants to third parties to purchase 750,000 shares of its common stock granted with an exercise price of $0.01 per share. The stock price on the grant date was $1.24 per share. As a result, the intrinsic value for these warrants on the grant date was $922,500. The fair value of these warrants was $929,734 and the options were valued on the date of the grant using the Black-Scholes option pricing model with the following weighted average assumptions: (1) risk free interest rate 2.00%, (2) term of 10 years, (3) expected stock volatility of 178.45%, and (4) expected dividend rate of 0%. All of the warrants vested immediately and $929,734 was expensed during the year ended December 31, 2012. | ||||||||||||||||||||||||||||||||||
On March 10, 2014, the Company issued warrants to third parties for services to purchase 750,000 shares of its common stock granted with an exercise price of $1.00 per share. The stock price on the grant date was $3.16 per share. As a result, the intrinsic value for these warrants on the grant date was $1,620,000. The fair value of these warrants was approximately $2,361,731 and was valued on the date of the grant using the Black-Scholes option pricing model with the following weighted average assumptions: (1) risk free interest rate 2.67%, (2) term of 10 years, (3) expected stock volatility of 170%, and (4) expected dividend rate of 0%. All of the warrants vest immediately. | ||||||||||||||||||||||||||||||||||
A summary of warrant activity is presented below: | ||||||||||||||||||||||||||||||||||
On April 30, 2014, the Company issued warrants to a third party to purchase 250,000 shares of its common stock granted with an exercise price of $1.00 per share. The stock price on the grant date was $2.65 per share. As a result, the intrinsic value for these warrants on the grant date was $412,500. The fair value of these warrants was approximately $659,847 and was valued on the date of the grant using the Black-Scholes option pricing model with the following weighted average assumptions: (1) risk free interest rate 2.00%, (2) term of 10 years, (3) expected stock volatility of 170%, and (4) expected dividend rate of 0%. All of the warrants vest immediately. | ||||||||||||||||||||||||||||||||||
Weighted-average | ||||||||||||||||||||||||||||||||||
On June 18, 2014, in connection with the issuance of common stock, the Company issued warrants to a third party to purchase 1,800,000 shares of its common stock granted with an exercise price of $1.00 per share. See note 4. | Weighted-average | Remaining | Aggregate | |||||||||||||||||||||||||||||||
Number of | Exercise | Contractual | Intrinsic | |||||||||||||||||||||||||||||||
A summary of warrant activity is presented below: | Shares | Price | Term (years) | Value | ||||||||||||||||||||||||||||||
Outstanding at December 31, 2011 | - | - | - | - | ||||||||||||||||||||||||||||||
Weighted-average | Granted | 750,000 | $ | 0.01 | ||||||||||||||||||||||||||||||
Weighted-average | Remaining | Aggregate | Outstanding at December 31, 2012 | 750,000 | - | |||||||||||||||||||||||||||||
Number of | Exercise | Contractual | Intrinsic | Granted | - | - | ||||||||||||||||||||||||||||
Shares | Price | Term (years) | Value | Exercised | - | - | ||||||||||||||||||||||||||||
Outstanding at December 31, 2013 | 750,000 | 0.01 | Expired/Forfeited | - | - | |||||||||||||||||||||||||||||
Granted | 2,800,000 | 1 | Outstanding at December 31, 2013 | 750,000 | $ | 0.01 | 8.9 | $ | 2,542,500 | |||||||||||||||||||||||||
Exercised | - | - | ||||||||||||||||||||||||||||||||
Expired/Forfeited | - | - | ||||||||||||||||||||||||||||||||
Outstanding and exercisable at June 30, 2014 | 3,550,000 | $ | 0.79 | 8.6 | $ | 5,535,000 | ||||||||||||||||||||||||||||
COMMITMENTS
COMMITMENTS | 6 Months Ended | 12 Months Ended |
Jun. 30, 2014 | Dec. 31, 2013 | |
Commitments and Contingencies Disclosure [Abstract] | ' | ' |
Commitments and Contingencies Disclosure [Text Block] | ' | ' |
6. COMMITMENTS | 7. COMMITMENTS AND CONTINGENCIES | |
Consulting Agreement | During June 2013, a notice of opposition to the Eventure trademark registration was filed with the United States Patent and Trademark Office. The Trademark Trial and Appeal Board has issued an order instituting the opposition proceeding and setting trial dates. The Company has not recorded any liability with respect to the opposition to the trademark. | |
On March 5, 2014, the Company entered into a service provider agreement with a consultant with a term of one year. Pursuant to the agreement, the Company is obligated to make $5,000 payments on or around June 15, 2014 and on or around October 15, 2014. The Company is also required to issue the consultant 40,000 shares of the Company’s common stock on or about June 15, 2014 and October 15, 2014. | ||
Employment Agreement | ||
The Company signed an employment agreement with its Chief Financial Officer. Pursuant to the agreement, in the event the Chief Financial Officer is terminated without cause, the CFO will be entitled to receive all compensation, including any bonus payments, accrued through the date of termination together with all compensation, including bonus payments, earned through the severance period which is defined as a period of 18 months from termination if more than 18 months remain on the term of the employment agreement at the time of termination or as a period of 12 months from termination, if less than 18 months remain on the term of the employment agreement at the time of termination. | ||
FAIR_VALUE_MEASUREMENTS
FAIR VALUE MEASUREMENTS | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||
Fair Value, Measurement Inputs, Disclosure [Text Block] | ' | |||||||||||||
7. FAIR VALUE MEASUREMENTS | ||||||||||||||
The following table sets forth, by level within the fair value hierarchy, the Company’s financial assets and liabilities that were accounted for at fair value on a recurring basis as of June 30, 2014: | ||||||||||||||
Quoted | ||||||||||||||
Prices | ||||||||||||||
In Active | Significant | Total | ||||||||||||
Markets for | Other | Significant | Carrying | |||||||||||
Identical | Observable | Unobservable | Value as of | |||||||||||
Assets | Inputs | Inputs | June 30, | |||||||||||
Description | (Level 1) | (Level 2) | (Level 3) | 2014 | ||||||||||
Derivative liabilities - warrant instruments | $ | - | $ | - | $ | 3,837,638 | $ | 3,837,638 | ||||||
The following table sets forth a reconciliation of changes in the fair value of financial liabilities classified as level 3 in the fair value hierarch | ||||||||||||||
Significant Unobservable Inputs (Level 3) | ||||||||||||||
Six months ended June 30, | ||||||||||||||
2014 | 2013 | |||||||||||||
Beginning balance | $ | - | $ | - | ||||||||||
Additions | 449,624 | |||||||||||||
Change in fair value | 3,388,014 | - | ||||||||||||
Ending balance | $ | 3,837,638 | $ | - | ||||||||||
Change in unrealized losses included in earnings | $ | 3,388,014 | $ | - | ||||||||||
INCOME_TAXES
INCOME TAXES | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Income Tax Expenses Benefit [Abstract] | ' | |||||||
Income Tax Disclosure [Text Block] | ' | |||||||
6. INCOME TAXES | ||||||||
As of December 31, 2013, the Company had net operating loss carry forwards of $1,321,954 and that may be available to reduce future years’ taxable income through 2033. Future tax benefits which may arise as a result of these losses have not been recognized in these financial statements, as their realization is determined not likely to occur and accordingly, the Company has recorded a valuation allowance for the deferred tax asset relating to these tax loss carry-forwards. | ||||||||
Components of net deferred tax assets, including a valuation allowance, are as follows at December 31: | ||||||||
2013 | 2012 | |||||||
Deferred tax assets: | ||||||||
Net operating loss carry forward | $ | 462,684 | $ | 99,987 | ||||
Less: valuation allowance | -462,684 | -99,987 | ||||||
Net deferred tax assets | $ | - | $ | - | ||||
In assessing the recovery of the deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income in the periods in which those temporary differences become deductible. Management considers the scheduled reversals of future deferred tax assets, projected future taxable income, and tax planning strategies in making this assessment. As a result, management determined it was more likely than not the deferred tax assets would not be realized as of December 31, 2013. | ||||||||
SUBSEQUENT_EVENTS
SUBSEQUENT EVENTS | 6 Months Ended | 12 Months Ended |
Jun. 30, 2014 | Dec. 31, 2013 | |
Subsequent Events [Abstract] | ' | ' |
Subsequent Events [Text Block] | ' | ' |
8. SUBSEQUENT EVENTS | 8. SUBSEQUENT EVENTS | |
Issuance of stock options | The Company has evaluated subsequent events from December 31, 2013 through the date whereupon the financial statements were initially issued and has determined the following: | |
During July and August 2014, the Company granted options to purchase 425,000 shares of common stock to various individuals. The fair value of these stock options is approximately $862,124 and was valued on the date of the grants using the Black-Scholes option pricing model with the following weighted average assumptions: (1) risk free interest rate 2.61%, (2) term of 10 years, (3) expected stock volatility of 174%, and (4) expected dividend rate of 0%. The options have an exercise price of $1.00 per share and vest over 0-4 years. The intrinsic value of these stock options was $459,000 on the dates of issuance. | Stock Options | |
Equity purchase agreement | During January 2014, the Company granted options to purchase 177,500 shares of common stock to employees. The options all have an exercise price of $1.00 per share and vest over periods of 3 years. The stock price on the grant date was $3.40 per share. The options were valued on the date of the grant using the Black-Scholes option pricing model with the following weighted average assumptions: (1) risk free interest rate 2.00%, (2) term of 10 years, and (3) expected stock volatilities of 183.83% (4) dividend rate of 0%. As a result, the fair value of these options on the grant date was $597,838 and the intrinsic value was $426,000. | |
On July 23, 2014, the Company entered into an Equity Purchase Agreement and a Registration Rights Agreement with Kodiak Capital Group, LLC (“Kodiak”) in order to establish a source of funding for the Company. Under the Equity Purchase Agreement, Kodiak has agreed to provide the Company with up to $3,000,000 of funding upon effectiveness of a registration statement on Form S-1. Following effectiveness of the registration statement, the Company can deliver puts to Kodiak under the Equity Purchase Agreement under which Kodiak will be obligated to purchase shares of the Company’s common stock based on the investment amount specified in each put notice, which investment amount may be any amount up to $3,000,000 less the investment amount received by the Company from all prior puts, if any. Puts may be delivered by the Company to Kodiak until the earlier of December 31, 2015 or the date on which Kodiak has purchased an aggregate of $3,000,000 of put shares. The number of shares of the Company’s common stock that Kodiak will purchase pursuant to each put notice will be determined by dividing the investment amount specified in the put by the purchase price. The purchase price per share of common stock will be set at eighty (80%) of the market Price of the Company’s common stock with market price being defined as the lowest daily value weighted average trading price for our common stock for any trading day during the five consecutive trading days immediately following the date of the put notice to Kodiak. Upon delivery of a put notice, the Company may designate a floor price for the market price calculation. If the applicable market price is below the floor price, the market price will be deemed to be the floor price. Under such circumstances, Kodiak may, at its option, purchase any amount of shares covered by the put but is not required to purchase any specified amount of shares. | During February 2014, the Company granted options to purchase 25,000 shares of common stock to a consultant. The options have an exercise price of $1.00 per share and vest over 1 year. The stock price on the grant date was $3.15 per share. The options were valued on the date of the grant using the Black-Scholes option pricing model with the following weighted average assumptions: (1) risk free interest rate 2.00%, (2) term of 10 years, and (3) expected stock volatility of 186.05%. As a result, the fair value of these options on the grant date was $77,565 and the intrinsic value was $53,750. | |
Loan from Director | During March 2014, the Company granted options to purchase 850,000 shares of common stock to its Chief Executive Officer, President and Chief Financial Officer. The options have an exercise price of $1.00 per share and vest over 3 years. The stock price on the grant date was $2.99 per share. The options were valued on the date of the grant using the Black-Scholes option pricing model with the following weighted average assumptions: (1) risk free interest rate 2.00%, (2) term of 10 years, and (3) expected stock volatility of 183.52%. As a result, the fair value of these options on the grant date was $2,515,575 and the intrinsic value was $1,691,500. | |
During August 2014, a director of the Company loaned the Company $150,000. The loan bears interest at 1% and is payable upon demand. | Warrant Awards | |
Consulting Agreement | On March 1, 2014, the Company issued warrants to third parties for services to purchase 750,000 shares of its common stock granted with an exercise price of $1.00 per share (initially, the exercise price was identified as $0.01 per share, however, the exercise price was subsequently corrected to $1.00 per share). The stock price on the grant date was $2.99 per share. As a result, the intrinsic value for these warrants on the grant date was $1,492,500. The fair value of these warrants was approximately $2,207,000 and was valued on the date of the grant using the Black-Scholes option pricing model with the following weighted average assumptions: (1) risk free interest rate 2.00%, (2) term of 10 years, (3) expected stock volatility of 170.74%, and (4) expected dividend rate of 0%. All of the warrants vest immediately. | |
During August 2014, the Company entered into a 2-year consulting services agreement with an individual. Pursuant to the agreement, the individual will be paid $50,000 per year. In connection with the consulting agreement, the individual assigned the Company all of the assets owned by the individual related to the individual’s business operations being conducted through the name Gift Ya Now including, but not limited to, software code base, original design / creative elements, domain name and all strategic business relationships. | Issuance of common stock for cash | |
Loan from Related Parties | During the months of January through March 2014, the Company issued 625,000 shares of common stock for $625,000 to third party investors. | |
In August 2014, we received loans from Gannon Giguiere in the aggregate amount of $70,000 paying interest at the rate of 1% per annum. The loans are repayable on December 7, 2014. | Issuance of common stock to employees for services | |
On September 3, 2014, we received a $15,000 loan from Rountree Consulting, Inc., a company owned by Michael Rountree, paying interest at the rate of 1% per annum. The loan is repayable on December 2, 2014. | During January through March 2014, the Company issued 3,650,000 shares of common stock in aggregate of to its CEO, CFO and President for services. The Company will record approximately $11,560,000 of stock-based compensation expense in connection with the issuance of these shares. | |
On September 8, 2014, we received a $45,000 loan from Gannon Giguiere paying interest at the rate of 1% per annum. The loan is repayable on December 7, 2014. | Issuance of common stock to individual for services | |
During March, 2014, the Company issued 200,000 shares of common stock to an individual for services. The Company will record stock-based compensation expense of approximately 632,000 in connection with the issuance of these shares. | ||
Consulting Agreement | ||
On March 10, 2014, the Company entered into an 18-month Consulting Agreement with Harrison Group, Inc. ("Harrison") pursuant to which Harrison will (i) manage and communicate our corporate profile within the investment community; (ii) conduct and arrange meetings on our behalf with investment professionals and advise them of our plans, goals and activities; (iii) arrange meetings with other in the investment community; (iv) increase public awareness of our activities; and (v) provide us with general financial and business advice. We have the right to terminate the Consulting Agreement at any time upon 30 days prior written notice. The Company will pay Harrison cash fees at the rate of $2,500 per month and became obligated to issue Harrison 100,000 shares of common stock. The Company will record stock-based compensation of approximately $316,000 in connection with this agreement. | ||
Service Provider Agreement | ||
On March 10, 2014, the Company also entered into a service provider agreement with ChineseInvestors.com, Inc. ("CII"), an Indiana corporation, pursuant to which CII will provide the Company with investor and public relations advice and services. The Company had previously entered into a one-month agreement with CII effective February 18, 2014 under which the Company paid CII $6,000 and issued 3,884 shares of restricted common stock of the Company. Under the March 2014 service provider agreement, the Company paid CII $5,000 upon execution thereof and is obligated to make additional $5,000 payments to CII on or about June 15, 2014 and October 15, 2014. The Company is also obligated to issue an aggregate of 120,000 shares of restricted common stock of the Company to CII, 40,000 of which were issuable upon execution of the March 2014 Service Provider Agreement, 40,000 of which are issuable on or about June 15, 2014 and 40,000 of which are issuable on or about October 15, 2014. During the period from January 2014 to March 2014, the Company will record stock-based compensation of approximately $139,000 pursuant to these agreements in connection with the issuance of 43,884 shares of the Company’s common stock. | ||
SUMMARY_OF_SIGNIFICANT_ACCOUNT1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2014 | Dec. 31, 2013 | |
Accounting Policies [Abstract] | ' | ' |
Basis Of Accounting, Policy [Policy Text Block] | ' | ' |
Basis of Presentation | Basis of Presentation | |
The accompanying unaudited interim consolidated financial statements of Eventure Interactive, Inc. have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission (“SEC”), and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s latest Annual Report on Form 10-K filed with the SEC. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosure contained in the audited financial statements for the most recent year ended December 31, 2013, as reported in Form 10-K, have been omitted. | The financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles. | |
Consolidation, Policy [Policy Text Block] | ' | ' |
Principles of Consolidation | Principles of Consolidation | |
The financial statements include the accounts of the Company and its subsidiary. Intercompany transactions and balances have been eliminated. | The financial statements include the accounts of the Company and its subsidiary. Intercompany transactions and balances have been eliminated. | |
Use of Estimates, Policy [Policy Text Block] | ' | ' |
Use of Estimates and Assumptions | Use of Estimates and Assumptions | |
The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. | The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. | |
Earnings Per Share, Policy [Policy Text Block] | ' | ' |
Basic and Diluted Loss Per Common Share | Basic and Diluted Loss Per Common Share | |
Basic loss per common share is computed by dividing net loss available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted loss per common share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per common share excludes all potential common shares if their effect is anti-dilutive. | Basic loss per common share is computed by dividing net loss available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted loss per common share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per common share excludes all potential common shares if their effect is anti-dilutive. | |
Since the Company is in a loss position, it has excluded stock options and warrants from its calculation of diluted net loss per common share. At June 30, 2014, the Company has 2,402,500 stock options and 3,550,000 warrants that would have been included in its calculation of diluted net loss per common share if they were not anti-dilutive. | Since the Company is in a loss position, it has excluded stock options and warrants from its calculation of diluted net loss per common share. At December 31, 2013, the Company has 1,433,650 stock options and 750,000 warrants that would have been included in its calculation of diluted net loss per common share if they were not antidilutive. | |
Research, Development, and Computer Software, Policy [Policy Text Block] | ' | ' |
Software Development Costs | Software Development Costs | |
Costs incurred in the research and development of new software products are expensed as incurred until technological feasibility has been established. After technological feasibility is established, any additional costs are capitalized in accordance with authoritative guidance until the product is available for general release. | Costs incurred in the research and development of new software products are expensed as incurred until technological feasibility has been established. After technological feasibility is established, any additional costs are capitalized in accordance with authoritative guidance until the product is available for general release. | |
Fixed Assets [Policy Text Block] | ' | ' |
Fixed Assets | Fixed Assets | |
Fixed assets are stated at cost and depreciated using the straight-line method over the estimated useful life of the asset. The Company’s fixed assets are comprised of computer equipment and the estimated life of computer equipment is three years. | Fixed assets are stated at cost and depreciated using the straight-line method over the estimated useful life of the asset. The Company’s fixed assets are comprised of computer equipment and the estimated life of computer equipment is three years. | |
Intangible Assets, Finite-Lived, Policy [Policy Text Block] | ' | ' |
Intangible Asset - Domain Name | Intangible Asset - Domain Name | |
The Company considers the domain name an indefinite-lived intangible asset and will test for impairment on an annual basis. At June 30, 2014, the Company determined that the domain name was not impaired. | The Company considers the domain name an indefinite-lived intangible asset and will test for impairment on an annual basis. At December 31, 2013, the Company determined that the domain name was not impaired. | |
Derivatives, Policy [Policy Text Block] | ' | ' |
Derivatives | ||
The Company reviews the terms of the common stock and warrants it issues to determine whether there are embedded derivative instruments, including embedded conversion options, which are required to be bifurcated and accounted for separately as derivative financial instruments. | ||
Bifurcated embedded derivatives are initially recorded at fair value and are then revalued at each reporting date with changes in the fair value reported as non-operating income or expense. The Company uses a Black-Scholes model for valuation of the derivative. | ||
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | ' | ' |
Stock-Based Compensation | Stock-Based Compensation | |
The Company measures stock-based compensation cost at the grant date based on the fair value of the award and recognize it as expense, over the vesting or service period, as applicable, of the stock award using the straight-line method. | The Company measures stock-based compensation cost at the grant date based on the fair value of the award and recognize it as expense, over the vesting or service period, as applicable, of the stock award using the straight-line method. | |
Fair Value of Financial Instruments, Policy [Policy Text Block] | ' | ' |
Fair Value Measurements | Fair Value of Financial Instruments | |
As defined in FASB ASC Topic No. 820 – 10, fair value is the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. FASB ASC Topic No. 820 – 10 requires disclosure that establishes a framework for measuring fair value and expands disclosure about fair value measurements. The statement requires fair value measurements be classified and disclosed in one of the following categories: | Pursuant to ASC 820, Fair Value Measurements and Disclosures, and ASC 825, Financial Instruments, an entity is required to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 and 825 establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 and 825 prioritizes the inputs into three levels that may be used to measure fair value: | |
Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. The Company considers active markets as those in which transactions for the assets or liabilities occur in sufficient frequency and volume to provide pricing information on an ongoing basis. | Level 1 | |
Level 2: Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability. This category includes those derivative instruments that the Company values using observable market data. Substantially all of these inputs are observable in the marketplace throughout the term of the derivative instruments, can be derived from observable data, or supported by observable levels at which transactions are executed in the marketplace. | Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. | |
Level 3: Measured based on prices or valuation models that require inputs that are both significant to the fair value measurement and less observable from objective sources (i.e. supported by little or no market activity). The Company’s valuation models are primarily industry standard models. Level 3 instruments include derivative warrant instruments. The Company does not have sufficient corroborating evidence to support classifying these assets and liabilities as Level 1 or Level 2. | Level 2 | |
As required by FASB ASC Topic No. 820 – 10, financial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment, and may affect the valuation of the fair value of assets and liabilities and their placement within the fair value hierarchy levels. The estimated fair value of the derivative warrant instruments was calculated using the black scholes model. | Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. | |
Level 3 | ||
Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. | ||
The Company’s financial instruments consist principally of cash. Pursuant to ASC 820 and 825, the fair value of our cash is determined based on “Level 1” inputs, which consist of quoted prices in active markets for identical assets. | ||
Development Stage Company [Policy Text Block] | ' | ' |
Development Stage Change | ||
In June 2014, the FASB issued ASU 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements. ASU 2014-10 eliminates the distinction of a development stage entity and certain related disclosure requirements, including the elimination of inception-to-date information on the statements of operations, cash flows and stockholders’ equity. The amendments in ASU 2014-10 will be effective prospectively for annual reporting periods beginning after December 15, 2014, and interim periods within those annual periods, however early adoption is permitted. The Company evaluated and adopted ASU 2014-10 early. | ||
Cash and Cash Equivalents, Policy [Policy Text Block] | ' | ' |
Cash and Cash Equivalents | ||
The Company considers all highly liquid instruments with a maturity of three months or less at the time of issuance to be cash equivalents. The Company's bank accounts are deposited in insured institutions. The funds are insured up to $250,000. The Company has not experienced any losses on uninsured amounts to date. | ||
Revenue Recognition, Policy [Policy Text Block] | ' | ' |
Revenue Recognition | ||
The Company will recognize revenue when four basic criteria are met: persuasive evidence of a sales arrangement exists; performance of services has occurred; the sales price is fixed or determinable; and collectability is reasonably assured. The Company will consider persuasive evidence of a sales arrangement to be the receipt of a signed contract. Collectability will be assessed based on a number of factors, including transaction history and the credit worthiness of a customer. If it is determined that collection is not reasonably assured, revenue will not be recognized until collection becomes reasonably assured. The Company will record cash received in advance of revenue recognition as deferred revenue. | ||
Income Tax, Policy [Policy Text Block] | ' | ' |
Income Taxes | ||
Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. A valuation allowance is provided for significant deferred tax assets when it is more likely than not, that such asset will not be recovered through future operations. | ||
The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be capable of withstanding examination by the taxing authorities based on the technical merits of the position. These standards prescribe a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. These standards also provide guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. | ||
Various taxing authorities periodically audit the Company’s income tax returns. These audits include questions regarding the Company’s tax filing positions, including the timing and amount of deductions and the allocation of income to various tax jurisdictions. In evaluating the exposures connected with these various tax filing positions, including state and local taxes, the Company records allowances for probable exposures. A number of years may elapse before a particular matter, for which an allowance has been established, is audited and fully resolved. The Company has not yet undergone an examination by any taxing authorities. | ||
The assessment of the Company’s tax position relies on the judgment of management to estimate the exposures associated with the Company’s various filing positions. | ||
New Accounting Pronouncements, Policy [Policy Text Block] | ' | ' |
Recent Accounting Pronouncements | ||
There were various accounting standards and interpretations issued during 2013 and 2012, none of which are expected to have a material impact on the Company’s financial position, operations or cash flows. | ||
DERIVATIVE_LIABILITES_Tables
DERIVATIVE LIABILITES (Tables) | 6 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Derivative Liability [Abstract] | ' | ||||||||||||||||
ScheduleOfDerivativesWarrantsLiabilites [Table Text Block] | ' | ||||||||||||||||
Activity for derivative warrant liabilities during the six months ended June 30, 2014, was as follows: | |||||||||||||||||
Initial valuation | |||||||||||||||||
of derivative | Increase | ||||||||||||||||
liabilities upon | in | ||||||||||||||||
Balance at | issuance of new | fair value of | Balance at | ||||||||||||||
December 31, | warrants during | derivative | Exercise of | June 30, | |||||||||||||
2013 | the period | liability | warrants | 2014 | |||||||||||||
Derivative warrant instruments | $ | - | $ | 449,624 | $ | 3,388,014 | - | $ | 3,837,638 | ||||||||
FIXED_ASSETS_Tables
FIXED ASSETS (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||
Property, Plant and Equipment [Table Text Block] | ' | |||||||
Fixed assets consist of the following: | ||||||||
December 31, 2013 | December 31, 2012 | |||||||
Computer equipment | $ | 38,000 | $ | - | ||||
Less: Accumulated depreciation | -4,951 | - | ||||||
$ | 33,049 | $ | - | |||||
STOCKHOLERS_EQUITY_Tables
STOCKHOLERS' EQUITY (Tables) | 6 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||||||||
Jun. 30, 2014 | Dec. 31, 2013 | |||||||||||||||||||||||||||||||||
Stockholders' Equity Note [Abstract] | ' | ' | ||||||||||||||||||||||||||||||||
Schedule Of Stock Options And Fair Value Adjustments [Table Text Block] | ' | ' | ||||||||||||||||||||||||||||||||
The Company recorded the issuance of these shares and warrants as follows: | ||||||||||||||||||||||||||||||||||
Shares | Gross | Offering | Net | Relative | Amount | |||||||||||||||||||||||||||||
proceeds | costs | proceeds | fair value | allocated to | ||||||||||||||||||||||||||||||
allocated to | common stock | |||||||||||||||||||||||||||||||||
Warrants | and paid-in | |||||||||||||||||||||||||||||||||
capital | ||||||||||||||||||||||||||||||||||
Jun-14 | 600,000 | $ | 600,000 | $ | - | $ | 600,000 | $ | 449,624 | $ | 150,376 | |||||||||||||||||||||||
Schedule Of Stock Option Awards [Table Text Block] | ' | ' | ||||||||||||||||||||||||||||||||
A summary of stock option activity is presented below: | A summary of stock option activity is presented below: | |||||||||||||||||||||||||||||||||
Weighted-average | Weighted-average | |||||||||||||||||||||||||||||||||
Weighted-average | Remaining | Aggregate | Weighted-average | Remaining | Aggregate | |||||||||||||||||||||||||||||
Number of | Exercise | Contractual | Intrinsic | Number of | Exercise | Contractual | Intrinsic | |||||||||||||||||||||||||||
Shares | Price | Term (years) | Value | Shares | Price | Term (years) | Value | |||||||||||||||||||||||||||
Outstanding at December 31, 2013 | 1,433,650 | $ | 0.54 | $ | - | Outstanding at December 31, 2011 | - | $ | - | - | $ | - | ||||||||||||||||||||||
Granted | 1,297,500 | 1 | Granted | 200,000 | 0.5 | 10 | - | |||||||||||||||||||||||||||
Cancelled/Expired | -328,650 | 0.5 | Outstanding at December 31, 2012 | 200,000 | 0.5 | 9.9 | - | |||||||||||||||||||||||||||
Outstanding at June 30, 2014 | 2,402,500 | $ | 0.79 | 9.17 | $ | 1,958,000 | Granted | 1,405,000 | 0.56 | 10 | - | |||||||||||||||||||||||
Exercisable at June 30, 2014 | 808,435 | $ | 0.62 | 8.72 | $ | 1,197,354 | Expired/Forfeited | -171,350 | 0.64 | - | - | |||||||||||||||||||||||
Outstanding at December 31, 2013 | 1,433,650 | $ | 0.54 | 9.04 | $ | - | ||||||||||||||||||||||||||||
Exercisable at December 31, 2013 | 876,387 | $ | 0.52 | 9.04 | $ | 2,641,339 | ||||||||||||||||||||||||||||
Schedule Of Warrant Awards [Table Text Block] | ' | ' | ||||||||||||||||||||||||||||||||
A summary of warrant activity is presented below: | A summary of warrant activity is presented below: | |||||||||||||||||||||||||||||||||
Weighted-average | Weighted-average | |||||||||||||||||||||||||||||||||
Weighted-average | Remaining | Aggregate | Weighted-average | Remaining | Aggregate | |||||||||||||||||||||||||||||
Number of | Exercise | Contractual | Intrinsic | Number of | Exercise | Contractual | Intrinsic | |||||||||||||||||||||||||||
Shares | Price | Term (years) | Value | Shares | Price | Term (years) | Value | |||||||||||||||||||||||||||
Outstanding at December 31, 2013 | 750,000 | 0.01 | Outstanding at December 31, 2011 | - | - | - | - | |||||||||||||||||||||||||||
Granted | 2,800,000 | 1 | Granted | 750,000 | $ | 0.01 | ||||||||||||||||||||||||||||
Exercised | - | - | Outstanding at December 31, 2012 | 750,000 | - | |||||||||||||||||||||||||||||
Expired/Forfeited | - | - | Granted | - | - | |||||||||||||||||||||||||||||
Outstanding and exercisable at June 30, 2014 | 3,550,000 | $ | 0.79 | 8.6 | $ | 5,535,000 | Exercised | - | - | |||||||||||||||||||||||||
Expired/Forfeited | - | - | ||||||||||||||||||||||||||||||||
Outstanding at December 31, 2013 | 750,000 | $ | 0.01 | 8.9 | $ | 2,542,500 | ||||||||||||||||||||||||||||
FAIR_VALUE_MEASUREMENTS_Tables
FAIR VALUE MEASUREMENTS (Tables) | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Table Text Block] | ' | |||||||||||||
The following table sets forth, by level within the fair value hierarchy, the Company’s financial assets and liabilities that were accounted for at fair value on a recurring basis as of June 30, 2014: | ||||||||||||||
Quoted | ||||||||||||||
Prices | ||||||||||||||
In Active | Significant | Total | ||||||||||||
Markets for | Other | Significant | Carrying | |||||||||||
Identical | Observable | Unobservable | Value as of | |||||||||||
Assets | Inputs | Inputs | June 30, | |||||||||||
Description | (Level 1) | (Level 2) | (Level 3) | 2014 | ||||||||||
Derivative liabilities - warrant instruments | $ | - | $ | - | $ | 3,837,638 | $ | 3,837,638 | ||||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | ' | |||||||||||||
The following table sets forth a reconciliation of changes in the fair value of financial liabilities classified as level 3 in the fair value hierarch | ||||||||||||||
Significant Unobservable Inputs (Level 3) | ||||||||||||||
Six months ended June 30, | ||||||||||||||
2014 | 2013 | |||||||||||||
Beginning balance | $ | - | $ | - | ||||||||||
Additions | 449,624 | |||||||||||||
Change in fair value | 3,388,014 | - | ||||||||||||
Ending balance | $ | 3,837,638 | $ | - | ||||||||||
Change in unrealized losses included in earnings | $ | 3,388,014 | $ | - | ||||||||||
INCOME_TAXES_Tables
INCOME TAXES (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Income Tax Expenses Benefit [Abstract] | ' | |||||||
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | ' | |||||||
Components of net deferred tax assets, including a valuation allowance, are as follows at December 31: | ||||||||
2013 | 2012 | |||||||
Deferred tax assets: | ||||||||
Net operating loss carry forward | $ | 462,684 | $ | 99,987 | ||||
Less: valuation allowance | -462,684 | -99,987 | ||||||
Net deferred tax assets | $ | - | $ | - | ||||
ORGANIZATION_AND_BUSINESS_OPER1
ORGANIZATION AND BUSINESS OPERATIONS (Details Textual) (USD $) | 1 Months Ended | 12 Months Ended | ||
Nov. 21, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Jun. 30, 2014 | |
Organization and Business Operation [Line Items] | ' | ' | ' | ' |
Retained Earnings (Accumulated Deficit) | ' | $4,353,375 | ' | $26,509,625 |
Inventory | 1,258 | 0 | 0 | ' |
Common shares issued for software | ' | ' | 98,290 | ' |
Distribution of net liabilities to former shareholder | 105,218 | 0 | 105,218 | ' |
Liability To Former Principal Shareholder | 106,476 | ' | ' | ' |
Common Stock [Member] | ' | ' | ' | ' |
Organization and Business Operation [Line Items] | ' | ' | ' | ' |
Common shares cancelled (in shares) | 8,000,000 | ' | -8,000,000 | ' |
Common shares issued for software (In shares) | 14,582,500 | ' | 14,582,500 | ' |
Common shares issued for software | $98,290 | ' | $14,582 | ' |
SUMMARY_OF_SIGNIFICANT_ACCOUNT2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Textual) (USD $) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2014 | Dec. 31, 2013 | |
Significant Accounting Policies [Line Items] | ' | ' |
Cash, FDIC Insured Amount | ' | 250,000 |
Employee Stock Option [Member] | ' | ' |
Significant Accounting Policies [Line Items] | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,402,500 | 1,433,650 |
Warrant [Member] | ' | ' |
Significant Accounting Policies [Line Items] | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 3,550,000 | 750,000 |
RELATED_PARTIES_Details_Textua
RELATED PARTIES (Details Textual) (USD $) | 1 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jul. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Aug. 01, 2013 | Aug. 20, 2012 | |
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Proceeds from notes payable, related party | ' | $120,107 | $0 | $0 | $2,000 | ' | ' |
Related Party Transaction, Due from (to) Related Party | ' | ' | ' | ' | ' | ' | 2,800 |
Due to Related Parties, Noncurrent, Total | ' | ' | ' | ' | ' | 21,030 | ' |
Operating Leases, Rent Expense | ' | 21,977 | ' | 18,465 | ' | ' | ' |
Lease Agreement Term | '1 year | ' | ' | ' | ' | ' | ' |
Related Party Transaction, Rate | ' | 1.00% | ' | ' | ' | ' | ' |
Interest Expense, Related Party | ' | 100 | ' | ' | ' | ' | ' |
Chief Executive Officer [Member] | ' | ' | ' | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Proceeds from notes payable, related party | ' | ' | ' | ' | 2,000 | ' | ' |
Percentage Of Ownership Interest Held By Related Party In Lessor Entity | 12.00% | ' | ' | ' | ' | ' | ' |
Due to Related Parties | ' | 105,000 | ' | ' | ' | ' | ' |
Chief Financial Officer [Member] | ' | ' | ' | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Due to Related Parties | ' | $15,107 | ' | ' | ' | ' | ' |
FIXED_ASSETS_Details
FIXED ASSETS (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Computer equipment | ' | $38,000 | $0 |
Less: Accumulated depreciation | ' | -4,951 | 0 |
Property, Plant and Equipment, Net, Total | $60,857 | $33,049 | $0 |
FIXED_ASSETS_Details_Textual
FIXED ASSETS (Details Textual) (USD $) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | |
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' |
Depreciation, Total | $8,377 | $0 | $4,951 | $0 |
STOCKHOLERS_EQUITY_Details
STOCKHOLERS' EQUITY (Details) (USD $) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | |
Stock Options And Fair Value Adjustments [Line Items] | ' | ' | ' | ' |
Shares | 600,000 | ' | ' | ' |
Gross proceeds | $600,000 | ' | $825,000 | $475,000 |
Offering costs | 0 | ' | ' | ' |
Net proceeds | 600,000 | ' | ' | ' |
Relative fair value allocated to Warrants | 449,624 | 0 | ' | ' |
Amount allocated to common stock paid-in capital | $150,376 | ' | ' | ' |
STOCKHOLERS_EQUITY_Details_1
STOCKHOLERS' EQUITY (Details 1) (USD $) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Stock Option Activity [Line Items] | ' | ' | ' |
Number of Shares Outstanding, Beginning | 1,433,650 | 200,000 | 0 |
Number of Shares Granted | 1,297,500 | 1,405,000 | 200,000 |
Number of Shares Expired/Forfeited | -328,650 | -171,350 | ' |
Number of Shares Outstanding, Ending | 2,402,500 | 1,433,650 | 200,000 |
Number of shares Exercisable | 808,435 | 876,387 | ' |
Weighted Average Exercise Price Of Outstanding, Beginning | $0.54 | $0.50 | $0 |
Weighted Average Exercise Price Of Granted | $1 | $0.56 | $0.50 |
Weighted Average Exercise Price Of Expired/Forfeited | $0.50 | $0.64 | ' |
Weighted Average Exercise Price Of Outstanding, Ending | $0.79 | $0.54 | $0.50 |
Weighted-average Exercise Price of Exercisable | $0.62 | $0.52 | ' |
Weighted-average Remaining Contractual Term (years) of Outstanding, Ending | '9 years 2 months 1 day | '9 years 14 days | '9 years 10 months 24 days |
Weighted-average Remaining Contractual Term (years) of Granted | ' | '10 years | '10 years |
Weighted-average Remaining Contractual Term (years) of Exercisable | '8 years 8 months 19 days | '9 years 14 days | ' |
Aggregate Intrinsic value of outstanding | $1,958,000 | $0 | ' |
Aggregate Intrinsic value of Exercisable | $1,197,354 | $2,641,339 | ' |
STOCKHOLERS_EQUITY_Details_2
STOCKHOLERS' EQUITY (Details 2) (USD $) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Warrant Activity [Line Items] | ' | ' | ' |
Numbers of Shares Outstanding, Beginning | 750,000 | 750,000 | 0 |
Numbers of Shares Granted | 2,800,000 | 0 | 750,000 |
Numbers of Shares Exercised | 0 | 0 | ' |
Numbers of Shares Expired/Forfeited | 0 | 0 | ' |
Numbers of Shares Outstanding, Ending | 3,550,000 | 750,000 | 750,000 |
Weighted-average Exercise Price of Outstanding, Beginning | $0.01 | $0 | $0 |
Weighted-average Exercise Price of Granted shares | $1 | $0 | $0.01 |
Weighted-average Exercise Price of Exercised shares | $0 | $0 | ' |
Weighted-average Exercise Price of Expired/Forfeited shares | $0 | $0 | ' |
Weighted-average Exercise Price of Outstanding, Ending | $0.79 | $0.01 | $0 |
Weighted-average Remaining Contractual Term (years) Outstanding at December 31, 2013 | '8 years 7 months 6 days | '8 years 10 months 24 days | ' |
Aggregate Intrinsic Value of outstanding at December 31, 2013 | $5,535,000 | $2,542,500 | ' |
STOCKHOLERS_EQUITY_Details_Tex
STOCKHOLERS' EQUITY (Details Textual) (USD $) | 1 Months Ended | 6 Months Ended | 12 Months Ended | 1 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 6 Months Ended | 1 Months Ended | 6 Months Ended | 1 Months Ended | ||||||||||||||||||||||||||||||
Nov. 21, 2012 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | 31-May-14 | Nov. 27, 2012 | Mar. 31, 2014 | Feb. 28, 2014 | Jan. 31, 2014 | Jun. 30, 2014 | Feb. 28, 2014 | Feb. 28, 2013 | Jan. 31, 2014 | Nov. 27, 2012 | Dec. 31, 2013 | 31-May-14 | Jan. 31, 2013 | Jun. 30, 2014 | Feb. 28, 2013 | 31-May-14 | Jan. 31, 2013 | Jun. 30, 2014 | Feb. 28, 2013 | Nov. 21, 2012 | Mar. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 28, 2013 | Jun. 18, 2014 | Mar. 10, 2014 | Dec. 03, 2012 | Apr. 30, 2014 | Dec. 31, 2012 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 29, 2010 | Dec. 28, 2012 | Mar. 31, 2014 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Jan. 31, 2014 | Jan. 31, 2014 | |
Employee Stock Option [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Consultant [Member] | Consultant [Member] | Consultant [Member] | Employee [Member] | Employee [Member] | Hart Partners LLC [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Kodiak Capital Group LLC [Member] | Director [Member] | Domain [Member] | Chief Financial Officer [Member] | Chief Financial Officer [Member] | Chief Financial Officer [Member] | Chief Financial Officer [Member] | Monarch Bay Securities LLC [Member] | Jeremy Bryant and Thad Benshoof [Member] | ||||||
Employee Stock Option [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Consultant [Member] | Consultant [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Consultant [Member] | Consultant [Member] | Employee Stock Option [Member] | Consultant [Member] | Maximum [Member] | Minimum [Member] | |||||||||||||||||||||||||||||||
Employee Stock Option [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Consultant [Member] | Consultant [Member] | ||||||||||||||||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sale of Stock, Price Per Share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2.38 | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1 | $1 | $1 | $0.50 | $0.01 | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.00 | $1.75 | ' | ' | ' | ' | $3.19 | $3.16 |
Stock Issued During Period, Shares, Issued for Cash | ' | 600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 675,000 | 600,000 | 825,000 | 950,000 | 2,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8,000,000 | ' | ' | ' | ' | ' | ' | ' |
Proceeds from sale of common stock | ' | $1,275,000 | $450,000 | $825,000 | $475,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $675,000 | $600,000 | $825,000 | $475,000 | $24,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | $8,000 | ' | ' | ' | ' | ' | ' | ' |
Inventory | 1,258 | ' | ' | 0 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | ' | 1,297,500 | ' | 1,405,000 | 200,000 | 85,000 | 100,000 | ' | ' | ' | 160,000 | 25,000 | 1,250,000 | 177,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 850,000 | 155,000 | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | 8,000,000 | ' | ' | 171,350 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Exercise Price | ' | ' | ' | ' | ' | $1 | ' | $2.99 | $3.15 | $3.40 | $1 | $1 | $0.50 | $1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.01 | ' | ' | ' | $1 | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | ' | 2.61% | ' | ' | ' | ' | 2.00% | ' | ' | ' | 2.54% | 2.00% | 2.00% | 2.00% | ' | ' | 2.66% | ' | ' | ' | 2.54% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.67% | 2.00% | 2.00% | ' | ' | ' | ' | ' | ' | 2.00% | 2.00% | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | ' | '8 years | ' | ' | ' | '10 years | '10 years | ' | ' | ' | '10 years | '10 years | '10 years | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | '10 years | '10 years | ' | '8 years | ' | ' | ' | ' | '10 years | '10 years | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | ' | 174.00% | ' | ' | ' | 180.00% | 178.45% | ' | ' | ' | 174.00% | 186.00% | ' | 184.00% | ' | ' | ' | ' | ' | 196.00% | ' | ' | ' | 182.00% | ' | ' | ' | ' | ' | ' | ' | ' | 170.00% | 178.45% | 170.00% | ' | ' | ' | ' | ' | ' | 184.00% | ' | 188.37% | 180.83% | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | ' | 0.00% | ' | ' | ' | ' | 0.00% | ' | ' | ' | ' | ' | 0.00% | 0.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.00% | 0.00% | 0.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized | ' | 2,904,881 | ' | 599,155 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $3.16 | $1.24 | $2.65 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Distribution Of Net Liabilities To Former Shareholder | 105,218 | ' | ' | 0 | 105,218 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Purchase of domain name | ' | ' | ' | 0 | 60,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 60,000 | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Grant Date Intrinsic Value | ' | ' | ' | ' | ' | ' | $1.20 | ' | ' | ' | ' | ' | ' | ' | $0.50 | ' | $2.90 | ' | $2.50 | $2.14 | $2.80 | ' | $2.15 | $1.79 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1 | $3.51 | $3 | ' | ' |
Share Based Compensation Arrangement By Share Based Payment Award Options Grants Intrinsic Value | ' | ' | ' | ' | ' | 156,000 | ' | ' | ' | ' | 205,000 | 53,750 | 1,738,500 | 426,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,691,500 | 324,000 | ' | ' | ' | ' |
Share Based Compensation Arrangement By Share Based Payment Award Options Grants Fair Value | ' | ' | ' | ' | ' | 241,233 | ' | ' | ' | ' | 361,124 | 77,565 | 2,339,820 | 597,838 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,515,575 | 475,041 | ' | ' | ' | ' |
Stock Issued During Period, Shares, Purchase of Assets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 14,582,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25,000 | ' | ' | ' | ' | ' | ' |
Stock Issued During Period, Value, Purchase of Assets | ' | ' | ' | 0 | 98,290 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 98,290 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 43,750 | ' | ' | ' | ' | ' | ' |
Record stock compensation expense | ' | 1,505,783 | 1,592,893 | 1,950,410 | 91,778 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Liability To Former Principal Shareholder | 106,476 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants Issued To Purchase Common Stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,800,000 | 750,000 | 750,000 | 250,000 | ' | 1,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants Issued To Purchase Common Stock Exercise Price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1 | $1 | $0.01 | $1 | ' | $1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | ' | 1,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 929,734 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | ' | ' | ' | ' | ' | '4 years | ' | ' | ' | ' | '4 years | '1 year | ' | '3 years | ' | ' | ' | '4 years | ' | '4 years | ' | '0 years | ' | '0 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | '4 years | '2 years | ' | ' |
Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Aggregate Intrinsic Value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,620,000 | 922,500 | 412,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common Stock, Shares Subscribed but Unissued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 599,598 | ' | ' | ' | ' | ' | ' | 850,000 | 2,800,000 |
Stock Issued During Period, Value, Issued for Services | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 59,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,711,500 | 8,848,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants Fair Value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,361,731 | 929,734 | 659,847 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Financial Instruments Subject to Mandatory Redemption, Settlement Terms, Share Value, Amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share Based CompensationArrangement Options Grants In Period Grant Date Intrinsic Value | ' | ' | ' | ' | ' | ' | 140,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement, Options, Grant In Period, Fair Value | ' | ' | ' | ' | ' | ' | 239,360 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage Of Options Vested | ' | ' | ' | ' | ' | ' | 25.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number Of Options Expected To Vest Monthly | ' | ' | ' | ' | ' | ' | 2,084 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number Of Options Expected To Vest Next Year | ' | ' | ' | ' | ' | ' | 2,060 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | ' | ' | ' | '1 year 4 months 24 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Allocated Share-based Compensation Expense | ' | $1,714,714 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
DERIVATIVE_LIABILITES_Details
DERIVATIVE LIABILITES (Details) (USD $) | 6 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Derivatives Warrants Liabilites [Line Items] | ' | ' |
Derivative warrant instruments | $0 | ' |
Initial valuation of derivative liabilities upon issuance of new warrants during the period | 449,624 | 0 |
Increase in fair value of derivative liability | 3,388,014 | ' |
Exercise of warrants | 0 | ' |
Derivative warrant instruments | $3,837,638 | ' |
DERIVATIVE_LIABILITES_Details_
DERIVATIVE LIABILITES (Details Textual) (USD $) | 6 Months Ended |
Jun. 30, 2014 | |
Derivatives Warrants Liabilites [Line Items] | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 1,800,000 |
Development Stage Entities, Stock Issued, Shares, Issued for Cash | 600,000 |
Share-Based Compensation Arrangement By Share-Based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 2.61% |
Share-Based Compensation Arrangement By Share-Based Payment Award, Fair Value Assumptions, Expected Term | '8 years |
Share-Based Compensation Arrangement By Share-Based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 174.00% |
Share-Based Compensation Arrangement By Share-Based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% |
Share Price | $2.35 |
Range One [Member] | ' |
Derivatives Warrants Liabilites [Line Items] | ' |
Share-Based Compensation Arrangement By Share-Based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 2.61% |
Share-Based Compensation Arrangement By Share-Based Payment Award, Fair Value Assumptions, Expected Term | '7 years 10 months 28 days |
Share-Based Compensation Arrangement By Share-Based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 174.00% |
Share-Based Compensation Arrangement By Share-Based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% |
Share Price | $2.15 |
COMMITMENTS_Details_Textual
COMMITMENTS (Details Textual) (USD $) | 6 Months Ended |
Jun. 30, 2014 | |
June, 15, 2014 [Member] | Consulting Agreement [Member] | ' |
Commitment And Contingencies [Line Items] | ' |
Consultant Fees Obligation | $5,000 |
Stock Issued During Period, Shares, Issued for Services | 40,000 |
October, 15, 2014 [Member] | ' |
Commitment And Contingencies [Line Items] | ' |
Consultant Fees Obligation | $5,000 |
Stock Issued During Period, Shares, Issued for Services | 40,000 |
FAIR_VALUE_MEASUREMENTS_Detail
FAIR VALUE MEASUREMENTS (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ' | ' |
Derivative liabilities - warrant instruments | $3,837,638 | $0 |
Fair Value, Inputs, Level 1 [Member] | ' | ' |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ' | ' |
Derivative liabilities - warrant instruments | 0 | ' |
Fair Value, Inputs, Level 2 [Member] | ' | ' |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ' | ' |
Derivative liabilities - warrant instruments | 0 | ' |
Fair Value, Inputs, Level 3 [Member] | ' | ' |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ' | ' |
Derivative liabilities - warrant instruments | $3,837,638 | ' |
FAIR_VALUE_MEASUREMENTS_Detail1
FAIR VALUE MEASUREMENTS (Details 1) (USD $) | 6 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ' | ' |
Beginning balance | $0 | $0 |
Additions | 449,624 | ' |
Change in fair value | 3,388,014 | 0 |
Ending balance | 3,837,638 | 0 |
Change in unrealized losses included in earnings | $3,388,014 | $0 |
INCOME_TAXES_Details
INCOME TAXES (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Deferred tax assets: | ' | ' |
Net operating loss carry forward | $462,684 | $99,987 |
Less: valuation allowance | -462,684 | -99,987 |
Net deferred tax assets | $0 | $0 |
INCOME_TAXES_Details_Textual
INCOME TAXES (Details Textual) (USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Income Tax [Line Items] | ' |
Unrecognized Tax Benefits Resulting in Net Operating Loss Carryforward | $1,321,954 |
Income Tax Description | 'As of December 31, 2013, the Company had net operating loss carry forwards of $1,321,954 and that may be available to reduce future years taxable income through 2033. |
SUBSEQUENT_EVENTS_Details_Text
SUBSEQUENT EVENTS (Details Textual) (USD $) | 1 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | 0 Months Ended | 1 Months Ended | 6 Months Ended | 1 Months Ended | 2 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | 1 Months Ended | 2 Months Ended | |||||||||||||||||
Aug. 31, 2014 | Jul. 23, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Jun. 30, 2014 | Jun. 30, 2014 | Mar. 10, 2014 | Dec. 03, 2012 | Apr. 30, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 29, 2010 | Mar. 31, 2014 | Feb. 28, 2014 | Jan. 31, 2014 | Aug. 31, 2014 | Sep. 08, 2014 | Aug. 31, 2014 | Sep. 03, 2014 | Mar. 10, 2014 | Mar. 31, 2014 | Mar. 10, 2014 | Feb. 18, 2014 | Mar. 31, 2014 | Mar. 10, 2014 | Mar. 10, 2014 | Mar. 10, 2014 | Mar. 10, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Aug. 31, 2014 | Aug. 31, 2014 | Aug. 31, 2014 | |
October, 15, 2014 [Member] | Consulting Agreement [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Director [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | ||||||||
June, 15, 2014 [Member] | Gannon Giguiere [Member] | Gannon Giguiere [Member] | Rountree Consulting, Inc [Member] | Consulting Agreement [Member] | Consulting Agreement [Member] | March 2014 Service Provider Agreement [Member] | March 2014 Service Provider Agreement [Member] | March 2014 Service Provider Agreement [Member] | March 2014 Service Provider Agreement [Member] | March 2014 Service Provider Agreement [Member] | March 2014 Service Provider Agreement [Member] | March 2014 Service Provider Agreement [Member] | Corporate Advisory Agreement [Member] | Warrant [Member] | Consultant [Member] | Director [Member] | Maximum [Member] | Minimum [Member] | |||||||||||||||||||
June, 15, 2014 [Member] | October, 15, 2014 [Member] | March, 10, 2014 [Member] | March, 10, 2014 [Member] | ||||||||||||||||||||||||||||||||||
Restricted Stock [Member] | |||||||||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common Stock, Shares, Issued | ' | ' | 24,332,098 | ' | 18,807,500 | 17,932,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 625,000 | ' | ' | ' | ' | ' |
Proceeds From Issuance Of Common Stock | ' | ' | $1,275,000 | $450,000 | $825,000 | $475,000 | ' | ' | ' | ' | ' | ' | ' | ' | $8,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $625,000 | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | ' | ' | 1,297,500 | ' | 1,405,000 | 200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 850,000 | 25,000 | 177,500 | 425,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 750,000 | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | '1 year | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '4 years | '0 years |
Share Based Compensation Arrangements By Share Based Payment Award Options Grant Date Share Price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2.99 | $3.15 | $3.40 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2.99 | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Exercise Price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.01 | ' | $1 | $1 | $1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1 | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | ' | ' | 2.61% | ' | ' | ' | ' | ' | ' | 2.67% | 2.00% | 2.00% | ' | ' | ' | 2.00% | 2.00% | 2.00% | 2.61% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.00% | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | ' | ' | '8 years | ' | ' | ' | ' | ' | ' | '10 years | '10 years | '10 years | '8 years | ' | ' | '10 years | '10 years | '10 years | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | ' | ' | 174.00% | ' | ' | ' | ' | ' | ' | 170.00% | 178.45% | 170.00% | ' | ' | ' | 183.52% | 186.05% | ' | 174.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 170.74% | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate, Minimum | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 183.83% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | ' | ' | 0.00% | ' | ' | ' | ' | ' | ' | 0.00% | 0.00% | 0.00% | ' | ' | ' | ' | ' | 0.00% | 0.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.00% | ' | ' | ' | ' |
Share Based Compensation Arrangement By Share Based Payment Award Options Grants Fair Value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,515,575 | 77,565 | 597,838 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,207,000 | ' | ' | ' | ' |
Share Based Compensation Arrangement By Share Based Payment Award Options Grants Intrinsic Value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,691,500 | 53,750 | 426,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,492,500 | ' | ' | ' | ' |
Stock Issued During Period, Shares, Restricted Stock Award, Gross | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,884 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Issued During Period, Shares, Issued for Services | ' | ' | ' | ' | ' | ' | ' | 40,000 | 40,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 43,884 | ' | ' | ' | ' | 3,650,000 | ' | 200,000 | ' | ' | ' |
Termination Notice Period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '30 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fees Per Month | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Public Relations Advice And Service Fees | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,000 | 6,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Public Relations Advice And Service Fees To Be Paid | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,000 | ' | ' | 5,000 | 5,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Restricted Stock Issuable Shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 40,000 | 40,000 | 40,000 | 120,000 | ' | ' | ' | ' | ' | ' |
Share-based Compensation, Total | ' | ' | 17,801,575 | 1,652,393 | 2,009,910 | 1,021,512 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 316,000 | ' | ' | 139,000 | ' | ' | ' | ' | 11,560,000 | ' | 632,000 | ' | ' | ' |
Common Stock, Capital Shares Reserved for Future Issuance | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested in Period, Fair Value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 862,124 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Outstanding, Weighted Average Exercise Price | ' | ' | $0.79 | ' | $0.54 | $0.50 | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | ' | ' | 1,958,000 | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 459,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from Loan Originations | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 150,000 | ' | ' |
Debt Instrument, Interest Rate, Stated Percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | 1.00% | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | ' | ' |
Officers' Compensation | 50,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Equity Purchase Agreement Description | ' | 'Under the Equity Purchase Agreement, Kodiak has agreed to provide the Company with up to $3,000,000 of funding upon effectiveness of a registration statement on Form S-1. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds From Related Party Debt | ' | ' | $120,107 | $0 | $0 | $2,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $45,000 | $70,000 | $15,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |