Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Aug. 19, 2015 | |
Document and Entity Information: | ||
Entity Registrant Name | AXIM BIOTECHNOLOGIES, INC. | |
Entity Trading Symbol | AXIM | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2015 | |
Amendment Flag | false | |
Entity Central Index Key | 1,514,946 | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 39,364,706 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Well-known Seasoned Issuer | No | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash | $ 31,552 | $ 661,128 |
Reservation fee deposit | 61,605 | 0 |
Prepaid expenses | 2,023,562 | 72,329 |
Loan receivable | 5,000 | 5,000 |
Total current assets | 2,121,719 | 738,457 |
Other Assets: | ||
Acquired intangible asset - intellectual property licensing agreement | 983,262 | 0 |
Total other assets | 983,262 | 0 |
TOTAL ASSETS | 3,104,981 | 738,457 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 371,060 | 144,385 |
Due to shareholder | 5,000 | 5,000 |
Convertible loan | 50,000 | 50,000 |
Due to first insurance funding | 68,000 | 54,020 |
Due to related party | 367,015 | 65,775 |
Promissory note - related party | 1,000,000 | 1,000,000 |
Total current liabilities | 1,861,075 | 1,319,180 |
Long-term liabilities: | ||
Convertible note payable | 400,000 | 0 |
Total long-term liabilities | 400,000 | 0 |
TOTAL LIABILITIES | 2,261,075 | 1,319,180 |
STOCKHOLDERS' EQUITY / (DEFICIT) | ||
Preferred stock, $0.0001 par value, 5,000,000 shares authorized; 1,000,000 issued and outstanding | 100 | 100 |
Common stock, $0.0001 par value, 300,000,000 shares authorized 39,344,706 and 33,000,000 shares issued and outstanding, respectively; | 3,934 | 3,300 |
Additional paid in capital | 3,599,469 | 107,841 |
Accumulated deficit | (2,759,597) | (691,964) |
TOTAL STOCKHOLDERS' EQUITY / (DEFICIT) | 843,906 | (580,723) |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY / (DEFICIT) | $ 3,104,981 | $ 738,457 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets Parentheticals - $ / shares | Jun. 30, 2015 | Dec. 31, 2014 |
Parentheticals | ||
Preferred Stock, Par or Stated Value | $ 0.0001 | $ 0.0001 |
Preferred Stock, Shares Authorized | 5,000,000 | 5,000,000 |
Preferred Stock, Shares Issued | 1,000,000 | 1,000,000 |
Preferred Stock, Shares Outstanding | 1,000,000 | 1,000,000 |
Common Stock, Par or Stated Value | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized | 300,000,000 | 300,000,000 |
Common Stock, Shares Issued | 39,344,706 | 33,000,000 |
Common Stock, Shares Outstanding | 39,344,706 | 33,000,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statement of Operations (unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
REVENUE: | ||||
Revenues | $ 12,112 | $ 0 | $ 12,112 | $ 0 |
Expenses: | ||||
Research and development expenses | 251,025 | 0 | 373,927 | 0 |
General and administrative expenses | 1,321,586 | 162 | 1,687,502 | 7,690 |
Total operating expenses | 1,572,611 | 162 | 2,061,429 | 7,690 |
Loss from operations | (1,560,499) | (162) | (2,049,317) | (7,690) |
Other Income and Expense: | ||||
Interest expense | 188 | 0 | 18,316 | 0 |
Total other income and Expense | 188 | 0 | 18,316 | 0 |
Loss from Continuing operation before provision of income tax | (1,560,687) | (162) | (2,067,633) | (7,690) |
Privision of Income Tax | 0 | 0 | 0 | 0 |
LOSS FROM CONTINUING OPERATION | (1,560,687) | (162) | (2,067,633) | (7,690) |
LOSS FROM DISCONTINUED OPERATION | 0 | (44,603) | 0 | (44,696) |
NET LOSS | $ (1,560,687) | $ (44,765) | $ (2,067,633) | $ (52,386) |
Loss per common share from continuing operation- basic and diluted | $ (0.05) | $ 0 | $ (0.06) | $ 0 |
Loss per common share from discontinued operation- basic and diluted | 0 | 0 | 0 | 0 |
Loss per common share - basic and diluted | $ (0.05) | $ 0 | $ (0.06) | $ 0 |
Weighted average common shares outstanding - basic and diluted | 36,290,915 | 33,000,000 | 34,662,306 | 33,000,000 |
Condensed Consolidated Stateme5
Condensed Consolidated Statement of Stockholders' Equity/ (Deficit) (unaudited) - 6 months ended Jun. 30, 2015 - USD ($) | Common Stock Shares | Common Stock Amount | Preferred Stock Shares | Preferred Stock Amount | Additional Paid In Capital | Accumulated Deficit | Total |
Balance at Dec. 31, 2014 | 33,000,000 | 3,300 | 1,000,000 | 100 | 107,841 | (691,964) | (580,723) |
Common stock issued for consulting services | 18,000 | 2 | 0 | 0 | 35,998 | 0 | 36,000 |
Common stock issued for acquisition of intangible Assets | 5,826,706 | 582 | 0 | 0 | 982,680 | 0 | 983,262 |
Common stock issued for officer's compensation | 500,000 | 50 | 0 | 0 | 472,950 | 0 | 473,000 |
Excess fair value of convertible note issued for prepaid services | $ 0 | $ 0 | $ 2,000,000 | $ 0 | $ 2,000,000 | ||
Net Loss-June 30, 2015 | $ 0 | $ 0 | $ 0 | $ (2,067,633) | $ (2,067,633) | ||
Balance at Jun. 30, 2015 | 39,344,706 | 3,934 | 1,000,000 | 100 | 3,599,469 | (2,759,597) | 843,906 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($) | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net (loss) | $ (2,067,633) | $ (52,386) |
Loss from discontinued operations | 0 | (44,696) |
Loss from continuing operations | (2,067,633) | (7,690) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Amortization of prepaid services | 460,274 | 0 |
Amortization of prepaid insurance | 73,493 | 0 |
Stock based Compensation | 509,000 | 0 |
Change in operating assets and liabilities: | ||
Accounts payable and accrued expenses | 226,675 | (4,599) |
Reservation fee Deposit | (61,605) | 0 |
Prepaid insurance | (85,000) | 0 |
Change in due to first insurance funding | 13,980 | 0 |
Change in due to related party | 301,240 | 0 |
NET CASH USED IN OPERATING ACTIVITIES OF CONTINUING OPERATION | (629,576) | (12,289) |
NET CASH PROVIDED BY OPERATING ACTIVITIES OF DISCONTINUED OPERATION | 0 | 12,000 |
NET CASH USED IN OPERATING ACTIVITIES | (629,576) | (289) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Issuance of Common Stock for Cash | 0 | 5,000 |
NET CASH PROVIDED BY FINANCING ACTIVITIES OF CONTINUING OPERATION | 0 | 5,000 |
NET CASH PROVIDED BY FINANCING ACTIVITIES OF DISCONTINUED OPERATION | 0 | 0 |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 0 | 5,000 |
NET CHANGE IN CASH | (629,576) | 4,711 |
CASH BALANCES | ||
Beginning of period | 661,128 | 127 |
End of period | 31,552 | 4,838 |
CASH PAID DURING THE PERIOD FOR: | ||
Interest | 698 | 0 |
Income taxes | 651 | 0 |
SUPPLEMENTAL SCHEDULE OF NON-CASH FINANCING AND INVESTING TRANSACTIONS | ||
Excess fair value of convertible note issued for prepaid services | 2,000,000 | 0 |
Convertible Note issued for services | 400,000 | 0 |
Acquisition of Intellactual property through subsidiary acquisition | 983,262 | 0 |
Gain on settlement of debt transferred to additional paid in capital | $ 0 | $ 96,141 |
ORGANIZATION
ORGANIZATION | 6 Months Ended |
Jun. 30, 2015 | |
ORGANIZATION | |
ORGANIZATION | NOTE 1: ORGANIZATION The Company was originally incorporated in Nevada on November 18, 2010, as Axim International Inc. On July 24, 2014, the Company changed its name to AXIM Biotechnologies, Inc. to better reflect its business operations. The Companys principal executive office is located at 18 East 50th Street, 5th Floor, New York, NY 10022. On August 7, 2014, the Company formed a wholly owned Nevada subsidiary named Axim Holdings, Inc. This subsidiary will be used to help facilitate the anticipated activities planned by the Company. On May 1, 2015 the Company acquired 100% interest in Can Chew License Company a Nevada incorporated licensing Company, through the exchange of its 5,826,706 shares of common stock. In early 2014, the Company discontinued its organic waste marketable by-product business to focus on its anticipated new business to become an innovative biotechnology company working on the treatment of pain, spasticity, anxiety and other medical disorders with the application of cannabinoids based products as well as focusing on research, development and production of pharmaceutical, nutriceutical and cosmetic products as well as procurement of genetically and nano-controlled active ingredients. |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 6 Months Ended |
Jun. 30, 2015 | |
BASIS OF PRESENTATION: | |
BASIS OF PRESENTATION | NOTE 2: BASIS OF PRESENTATION: The unaudited condensed consolidated financial statements of AXIM Biotechnologies, Inc. (formerly Axim International, Inc.) The following (a) balance sheets as of June 30, 2015 (unaudited) and December 31, 2014, which have been derived from audited financial statements, and (b) the unaudited interim statements of operations and cash flows of AXIM Biotechnologies, Inc. (the "Company") have been prepared in accordance with accounting principles generally accepted in the United States (GAAP) for interim financial information and the instructions to Form 10-Q and Rule 8-03 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the six months ended June 30, 2015 are not necessarily indicative of results that may be expected for the year ending December 31, 2015. These unaudited financial statements should be read in conjunction with the audited financial statements and notes thereto for the year ended December 31, 2014 included in the Companys Annual Report on Form 10-K, filed with the Securities and Exchange Commission (SEC) on April 14, 2015. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2015 | |
SIGNIFICANT ACCOUNTING POLICIES: | |
SIGNIFICANT ACCOUNTING POLICIES | NOTE 3: SIGNIFICANT ACCOUNTING POLICIES Use of estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements as well as the reported amounts of revenue and expenses during reporting periods. Actual results could differ from these estimates. Cash equivalents The Company considers all highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents. Intangible Assets We evaluate the recoverability of intangible assets periodically and take into account events or circumstances that warrant revised estimates of useful lives or that indicate that impairment exists. All of our intangible assets are subject to amortization. Intangible assets are amortized on a straight-line basis over their useful lives. Revenue Recognition The Company recognizes revenue on four basic criteria that must be met before revenue can be recognized: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred or services have been rendered; (3) the fee is fixed or determinable; and (4) collectability is reasonably assured. Determination of criteria (3) and (4) are based on managements judgments regarding the fixed nature of the fee charged for services rendered and products delivered and the collectability of those fees. Revenue is generally recognized upon shipment. Revenues from continuing operations recognized during the six months ended June 30, 2015 and 2014 amounted to $12,112 and $0, respectively. Revenues recognized from discontinued operations for the six months ended June 30, 2015 and 2014 amounted to $0 and $10,000, respectively. Principles of consolidation The unaudited condensed consolidated financial statements include the accounts of Axim Biotechnologies, Inc. and its wholly owned subsidiaries Axim Holdings, Inc. and Can Chew License Company as of June 30, 2015 and 2014. All significant intercompany transactions and balances have been eliminated in consolidation. Fair value of financial instruments The Company follows paragraph 825-10-50-10 Fair Value Measurements and Disclosures of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification ("Paragraph 820-10-35-37") to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value, and expands disclosures about fair value measurements. Income taxes The Company follows Section 740-10, Income tax (ASC 740-10) Fair Value Measurements and Disclosures of the FASB Accounting Standards Codification, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the Statements of Operations in the period that includes the enactment date. The Company adopted section 740-10-25 of the FASB Accounting Standards Codification ("Section 740-10-25"). Section 740-10-25 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under Section 740-10-25, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement. Section 740-10-25 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures. The Company had no liabilities for unrecognized income tax benefits according to the provisions of Section 740-10-25. Net loss per common share Net loss per common share is computed pursuant to section 260-10-45 Earnings Per Share (ASC 260-10) of the FASB Accounting Standards Codification. Basic net loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding and the member potentially outstanding during each period. In periods when a net loss is experienced, only basic net loss per share is calculated because to do otherwise would be ant dilutive. Recently issued accounting standards In April 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update (ASU) No. 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. The amendments in this ASU require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this ASU. The amendments are effective for financial statements issued for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. The amendments are to be applied on a retrospective basis, wherein the balance sheet of each individual period presented is adjusted to reflect the period-specific effects of applying the new guidance. We do not expect the adoption of ASU 2015-03 to have a material effect on our financial position, results of operations or cash flows. In February 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis, which is intended to improve targeted areas of consolidation guidance for legal entities such as limited partnerships, limited liability corporations, and securitization structures (collateralized debt obligations, collateralized loan obligations, and mortgage-backed security transactions). The ASU focuses on the consolidation evaluation for reporting organizations that are required to evaluate whether they should consolidate certain legal entities. In addition to reducing the number of consolidation models from four to two, the new standard simplifies the FASB Accounting Standards Codification and improves current U.S. GAAP by placing more emphasis on risk of loss when determining a controlling financial interest, reducing the frequency of the application of related-party guidance when determining a controlling financial interest in a variable interest entity (VIE), and changing consolidation conclusions for companies in several industries that typically make use of limited partnerships or VIEs. The ASU will be effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted, including adoption in an interim period. We do not expect the adoption of ASU 2015-02 to have a material effect on our financial position, results of operations or cash flows. In January 2015, the FASB issued ASU No. 2015-01, Income Statement - Extraordinary and Unusual Items (Subtopic 225-20): Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items. This ASU eliminates from U.S. GAAP the concept of extraordinary items. ASU 2015-01 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. A reporting entity may apply the amendments prospectively. We do not expect the adoption of ASU 2015-01 to have a material effect on our financial position, results of operations or cash flows. In November 2014, the FASB issued ASU No. 2014-17, Business Combinations (Topic 805): Pushdown Accounting. This ASU provides an acquired entity with an option to apply pushdown accounting in its separate financial statements upon occurrence of an event in which an acquirer obtains control of the acquired entity. An acquired entity may elect the option to apply pushdown accounting in the reporting period in which the change-in-control event occurs. If pushdown accounting is applied to an individual change-in-control event, that election is irrevocable. ASU 2014-17 was effective on November 18, 2014. The adoption of ASU 2014-17 did not have any effect on our financial position, results of operations or cash flows. In November 2014, the FASB issued ASU 2014-16, Derivatives and Hedging (Topic 815). ASU 2014-16 addresses whether the host contract in a hybrid financial instrument issued in the form of a share should be accounted for as debt or equity. ASU 2014-16 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. We do not currently have issued, nor are we investors in, hybrid financial instruments. Accordingly, we do not expect the adoption of ASU 2014-16 to have any effect on our financial position, results of operations or cash flows. In August 2014, the FASB issued ASU No. 2014-15, "Presentation of Financial Statements - Going Concern (Subtopic 205-40)". ASU 2014-15 provides guidance related to management's responsibility to evaluate whether there is substantial doubt about an entity's ability to continue as a going concern and to provide related footnote disclosure. ASU 2014-15 is effective for annual periods ending after December 15, 2016, and for interim and annual periods thereafter. Early application is permitted. We do not expect the adoption of ASU 2014-15 to have a material effect on our financial position, results of operations or cash flows. Managements evaluations regarding the events and conditions that raise substantial doubt regarding the Companys ability to continue as a going concern have been disclosed in Note 7. In June 2014, the FASB issued ASU No. 2014-12, Compensation Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. This ASU requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. ASU 2014-12 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. We do not expect the adoption of ASU 2014-12 to have a material effect on our financial position, results of operations or cash flows. In June of 2014 the Financial Accounting Standards Board issued Accounting Standards Update ASU 2014-10, Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation (ASU 2014-10). The amendments in ASU 2014-10 remove the definition of a development stage entity from the master glossary of the Accounting Standards Codification, thereby removing the financial reporting distinction between development stage entities and other reporting entities from U.S. GAAP. In addition, the amendments eliminate the requirements for development stage entities to (1) present inception-to-date information in the statements of income, cash flows, and shareholder equity, (2) label the financial statements as those of a development stage entity, (3) disclose a description of the development stage activities in which the entity is engaged, and (4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). ASU 2014-09 affects any entity using U.S. GAAP that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards (e.g., insurance contracts or lease contracts). ASU 2014-09 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. We are still evaluating the effect of the adoption of ASU 2014-09. On April 1, 2015, the FASB voted to propose to defer the effective date of the new revenue recognition standard by one year. In April 2014, the FASB issued ASU No. 2014-08, "Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360) and Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity." ASU 2014-08 amends the definition for what types of asset disposals are to be considered discontinued operations, as well as amending the required disclosures for discontinued operations and assets held for sale. ASU 2014-08 is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2014. The adoption of ASU 2014-08 did not have any effect on our financial position, results of operations or cash flows. The amendments also clarify that the guidance in Topic 275, Risks and Uncertainties, is applicable to entities that have not commenced planned principal operations. Other recent accounting pronouncements issued by the FASB and the SEC did not or are not believed by management to have a material impact on the Company's present or future consolidated financial statements. |
PROMISSORY NOTE - RELATED PARTY
PROMISSORY NOTE - RELATED PARTY | 6 Months Ended |
Jun. 30, 2015 | |
PROMISSORY NOTE - RELATED PARTY | |
PROMISSORY NOTE - RELATED PARTY | NOTE 4: PROMISSORY NOTE - RELATED PARTY On August 8, 2014 the Company entered into a Promissory Note Agreement with CanChew Biotechnologies, LLC (CCB), a related party (the owners of CCB also own 90% of the outstanding shares of the Company), under which it borrowed $1,000,000 to fund working capital. The loan is a demand note which bears interest at a rate of 7% annually. The Promissory Note Agreement was amended effective January 1, 2015. The amended Promissory Note bears an annual interest rate of 3%. All other terms and conditions shall remain in full force and effect. The following table summarizes promissory note payable as of June 30, 2015 and December 31, 2014: June 30, 2015 December 31, 2014 Promissory note payable, due on demand, interest at 3% and 7% respectively. $ 1,000,000 $ 1,000,000 Accrued interest 45,553 28,053 $ 1,045,553 $ 1,028,053 The Company recognized interest expense of $14,550 and $0 for the six months ended June 30, 2015 and 2014 respectively, included in Accounts payable and accrued liabilities. |
COMMON STOCK
COMMON STOCK | 6 Months Ended |
Jun. 30, 2015 | |
COMMON STOCK | |
COMMON STOCK | NOTE 5: COMMON STOCK On January 15, 2015, the Company issued 18,000 shares of common stock as compensation for services performed for the Company by certain directors of the Company. The fair value of the underlying stock on the date of issuance was at $2.00 per share. The Company determined the fair value of the common stock was more readily determinable than the fair value of the services rendered. For the six months ended June 30, 2015, the Company recorded $36,000 of compensation expense in the accompanying unaudited condensed consolidated statement of operations. On June 13, 2014, the Company entered into an employment agreement with Dr. George Anastassov, its Chief Executive Officer, Chief Financial Officer and Secretary. On June 13, 2015, following twelve (12) months of continuous employment the Company issued 500,000 restricted shares of the Companys common stock based upon the average ten (10) day closing price immediately preceding the grant date, as quoted on Yahoo.com. For the six months ended June 30, 2015, the Company recorded $473,000 of compensation expense in the accompanying unaudited condensed consolidated statement of operations. On May 1, 2015 the Canchew License Company entered into a licensing agreement with CanChew Biotechnologies, LLC (Canchew). The agreement provides that in exchange for its intellectual property Canchew will receive 5,826,706 restricted shares of the Company common stock and sliding scale royalties based on gross receipts. Management has determined the cost of the licensing agreement to be $983,262 on the basis of costs incurred. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Jun. 30, 2015 | |
RELATED PARTY TRANSACTIONS: | |
RELATED PARTY TRANSACTIONS | NOTE 6: RELATED PARTY TRANSACTIONS Effective November 26, 2012, the Company entered into a separate Convertible Loan Agreement with its ex-President, under which it borrowed $50,000, in the form of a non-interest bearing note. In July 2015, this note was extended until September 30, 2015 under the same terms. The loan is convertible into common stock at $0.10 per share at the option of the lender any time after February 28, 2013. As of June 30, 2015 the loan has not been converted. The Company used the proceeds of this loan to fund the purchase of license rights under the November 26, 2012, agreement with Omega Research Corporation. During the year 2014, the Convertible Loan was transferred to a third party On May 21, 2014, the Company President advanced an additional $5,000 to the Company to fund working capital needs. This brings the total amount due to shareholder to $55,000 as of June 30, 2015, including convertible loan. On August 8, 2014, the Company entered into a Promissory Note Agreement with CanChew Biotechnologies, LLC (CCB), a related party (The owners of CCB also own 90% of the outstanding shares of the Company), under which it borrowed $1,000,000 to fund working capital. The loan is a demand note which bears interest at a rate of 7% annually. The Promissory Note Agreement was amended effective January 1, 2015. The amended Promissory Note bears an annual interest rate of 3%. All other terms and conditions shall remain in full force and effect. For the six months ended June 30, 2015 the Company charged $14,550 as interest expenses to operation (refer note 4). On June 25, 2014, the Company received a non interest bearing advance from CCB of $30,000 to pay the down payment on its D & O liability insurance. In addition the Company during the six months ended June 30, 2015, received additional advance of $301,240 for operating expenses. This advance is non-interest bearing and is due on demand. The total outstanding due to related party as of June 30, 2015 and December 31, 2014 is $367,015 and $65,775, respectively. |
GOING CONCERN
GOING CONCERN | 6 Months Ended |
Jun. 30, 2015 | |
GOING CONCERN: | |
GOING CONCERN | NOTE 7: GOING CONCERN The Companys unaudited condensed consolidated financial statements have been presented assuming that the Company will continue as a going concern. As shown in the unaudited condensed consolidated financial statements, the Company has an accumulated deficit of $2,759,597, has cash used in operating activities of continuing operations $629,576 and presently does not have the resources to accomplish its objectives during the next twelve months. These conditions raise substantial doubt about the ability of the Company to continue as a going concern. The unaudited condensed consolidated The Company intends to raise additional capital through private placements of debt and equity securities, but there can be no assurance that these funds will be available on terms acceptable to the Company, or will be sufficient to enable the Company to fully complete its development activities or sustain operations. If the Company is unable to raise sufficient additional funds, it will have to develop and implement a plan to further extend payables, reduce overhead, or scale back its current business plan until sufficient additional capital is raised to support further operations. There can be no assurance that such a plan will be successful. |
DUE TO FIRST INSURANCE FUNDING
DUE TO FIRST INSURANCE FUNDING | 6 Months Ended |
Jun. 30, 2015 | |
DUE TO FIRST INSURANCE FUNDING | |
DUE TO FIRST INSURANCE FUNDING | NOTE 8: DUE TO FIRST INSURANCE FUNDING The Company financed the purchase of its D & O insurance with a note due to First Insurance Funding. The principal amount financed was $120,000. Interest is due on the unpaid balance at a rate of 6.189% per annum. The total amount of interest due under the terms of the note is $3,116. The term of the note is nine months commencing August 25, 2014. Payments are due for nine installments in the amount of $13,680, which includes principal and interest, commencing August 25, 2014. The total outstanding due to First Insurance Funding as of June 30, 2015 and December 31, 2014 is $0 and $54,020, respectively. The Company financed the purchase of its D & O insurance renewal with a note due to First Insurance Funding. The principal amount financed was $85,000. Interest is due on the unpaid balance at a rate of 5.25% per annum. The total amount of interest due under the terms of the note is $1,496. The term of the note is nine months commencing July 25, 2015. Payments are due for nine installments in the amount of $7,722, which includes principal and interest, commencing July 25, 2015. The total outstanding due to First Insurance Funding as of June 30, 2015 and December 31, 2014 is $68,000 and $0, respectively. |
CONVERTIBLE NOTE PAYABLE
CONVERTIBLE NOTE PAYABLE | 6 Months Ended |
Jun. 30, 2015 | |
CONVERTIBLE NOTE PAYABLE | |
CONVERTIBLE NOTE PAYABLE | NOTE 9: CONVERTIBLE NOTE PAYABLE On April 21, 2015 the Company entered into a one year consultancy agreement with Cross & Company an independent contractor terminating on April 21, 2016. In exchange for these consultancy services the Company agreed to pay Cross & Company $400,000 payable by the issuance of a convertible note at a rate of 4% per annum at the conversion price of $0.10 per share. Interest shall accrue until the maturity date, April 21, 2025 at which time all principal and interest accrued shall be due and payable. The holder of the note has the right, at the holders option, at any time prior to payment in full of the principal balance in whole or in part, into fully paid and nonassessable S-8 shares of the companys common stock pursuant to a Stock Incentive Plan (see note 10). As of June 30, 2015 the loan has not been converted. For the six (6) months ended June 30, 2015 the company accrued interest in the amount of $3,068. The Company calculated fair value of the convertible note at $2,400,000 as prepaid expenses and the excess value of $2,000,000 over the value of note was credited to additional paid in capital. The prepaid expense was amortized over the period of twelve month of service. During the three and six months ended as of June 30, 2015, the Company amortized $460,274 and $460,274; respectively. |
STOCK INCENTIVE PLAN
STOCK INCENTIVE PLAN | 6 Months Ended |
Jun. 30, 2015 | |
STOCK INCENTIVE PLAN: | |
STOCK INCENTIVE PLAN | NOTE 10: STOCK INCENTIVE PLAN Effective May 29, 2015 the company adopted a stock incentive plan under which eligible persons or vendors whom provide the company services may be afforded an opportunity to acquire an equity interest in the company in exchange for those services provided. The Company has reserved 10,000,000 shares of its common stock for issuance under this plan. |
COMMITMENT AND CONTINGENCIES
COMMITMENT AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2015 | |
COMMITMENT AND CONTINGENCIES | |
COMMITMENT AND CONTINGENCIES | NOTE 11: COMMITMENT AND CONTINGENCIES On June 13, 2014, the Company entered into an employment agreement with Dr. George Anastassov, its Chief Executive Officer, Chief Financial Officer and Secretary. The agreements effective date is June 1, 2014. The initial term of the agreement is one year. The agreement renews each year until terminated by the Company or Dr. Anastassov. Cash remuneration is $20,000 per month payable bi-monthly. Following 15 months of continuous employment and every three months thereafter the agreement calls for a 125,000 share restricted stock grant of the Companys common shares, or at the sole option of the Company, its cash equivalent based on the ten day average closing price of the companys common stock immediately preceding the grant date, as quoted on Yahoo Finance.com On November 15, 2014 the Company and Municipality of Almere, the Netherlands entered into a reservation agreement whereas the Company is interested in the construction of a factory for the production of a new drug, on the plots of building and land located at Lagekant, the Netherlands. The reservation agreement is for a term of one year and expires on November 15, 2015. The Company must notify the Municipality of Almere whether or not it wishes to be considered for the purchase of the building and land on or before the end of the reservation agreement. If the municipality has not received notification on time before the end of the reservation period whether it wishes to purchase the building and land and also does not receive notification during the three (3) working days following said date, the right to reservation of the Company lapses. The municipality is then fully at liberty to offer the building land to any other prospective purchasers. The Company is entitled to terminate this agreement in writing without this giving rise to any payment obligation. The Company will incur a reservation fee after February 15, 2015 in the amount of 55,528 Euros. The purchase price has been determined to be 985,680 euros exclusive of VAT and transfer taxes. |
SUBSEQUENT EVENT
SUBSEQUENT EVENT | 6 Months Ended |
Jun. 30, 2015 | |
SUBSEQUENT EVENT | |
SUBSEQUENT EVENT | NOTE 12: SUBSEQUENT EVENT Management evaluated all activities of the Company through the issuance date of the Companys interim unaudited condensed consolidated financial statements and concluded that no subsequent events have occurred that would require adjustments or disclosure into the interim unaudited condensed consolidated financial statements. |
Accounting Policies (Policies)
Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies: | |
Use of Estimates, Policy | Use of estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements as well as the reported amounts of revenue and expenses during reporting periods. Actual results could differ from these estimates. |
Cash Equivalents, Policy | Cash equivalents The Company considers all highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents. |
Intangible Assets, Policy | Intangible Assets We evaluate the recoverability of intangible assets periodically and take into account events or circumstances that warrant revised estimates of useful lives or that indicate that impairment exists. All of our intangible assets are subject to amortization. Intangible assets are amortized on a straight-line basis over their useful lives. |
Revenue Recognition, Policy | Revenue Recognition The Company recognizes revenue on four basic criteria that must be met before revenue can be recognized: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred or services have been rendered; (3) the fee is fixed or determinable; and (4) collectability is reasonably assured. Determination of criteria (3) and (4) are based on managements judgments regarding the fixed nature of the fee charged for services rendered and products delivered and the collectability of those fees. Revenue is generally recognized upon shipment. Revenues from continuing operations recognized during the six months ended June 30, 2015 and 2014 amounted to $12,112 and $0, respectively. Revenues recognized from discontinued operations for the six months ended June 30, 2015 and 2014 amounted to $0 and $10,000, respectively. |
Principles of consolidation | Principles of consolidation The unaudited condensed consolidated financial statements include the accounts of Axim Biotechnologies, Inc. and its wholly owned subsidiaries Axim Holdings, Inc. and Can Chew License Company as of June 30, 2015 and 2014. All significant intercompany transactions and balances have been eliminated in consolidation. |
Fair Value of Financial Instruments, Policy | Fair value of financial instruments The Company follows paragraph 825-10-50-10 Fair Value Measurements and Disclosures of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification ("Paragraph 820-10-35-37") to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value, and expands disclosures about fair value measurements. |
Income Taxes, Policy | Income taxes The Company follows Section 740-10, Income tax (ASC 740-10) Fair Value Measurements and Disclosures of the FASB Accounting Standards Codification, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the Statements of Operations in the period that includes the enactment date. The Company adopted section 740-10-25 of the FASB Accounting Standards Codification ("Section 740-10-25"). Section 740-10-25 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under Section 740-10-25, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement. Section 740-10-25 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures. The Company had no liabilities for unrecognized income tax benefits according to the provisions of Section 740-10-25. |
Net loss per common share | Net loss per common share Net loss per common share is computed pursuant to section 260-10-45 Earnings Per Share (ASC 260-10) of the FASB Accounting Standards Codification. Basic net loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding and the member potentially outstanding during each period. In periods when a net loss is experienced, only basic net loss per share is calculated because to do otherwise would be ant dilutive. |
Recently issued accounting standards | Recently issued accounting standards In April 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update (ASU) No. 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. The amendments in this ASU require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this ASU. The amendments are effective for financial statements issued for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. The amendments are to be applied on a retrospective basis, wherein the balance sheet of each individual period presented is adjusted to reflect the period-specific effects of applying the new guidance. We do not expect the adoption of ASU 2015-03 to have a material effect on our financial position, results of operations or cash flows. In February 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis, which is intended to improve targeted areas of consolidation guidance for legal entities such as limited partnerships, limited liability corporations, and securitization structures (collateralized debt obligations, collateralized loan obligations, and mortgage-backed security transactions). The ASU focuses on the consolidation evaluation for reporting organizations that are required to evaluate whether they should consolidate certain legal entities. In addition to reducing the number of consolidation models from four to two, the new standard simplifies the FASB Accounting Standards Codification and improves current U.S. GAAP by placing more emphasis on risk of loss when determining a controlling financial interest, reducing the frequency of the application of related-party guidance when determining a controlling financial interest in a variable interest entity (VIE), and changing consolidation conclusions for companies in several industries that typically make use of limited partnerships or VIEs. The ASU will be effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted, including adoption in an interim period. We do not expect the adoption of ASU 2015-02 to have a material effect on our financial position, results of operations or cash flows. In January 2015, the FASB issued ASU No. 2015-01, Income Statement - Extraordinary and Unusual Items (Subtopic 225-20): Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items. This ASU eliminates from U.S. GAAP the concept of extraordinary items. ASU 2015-01 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. A reporting entity may apply the amendments prospectively. We do not expect the adoption of ASU 2015-01 to have a material effect on our financial position, results of operations or cash flows. In November 2014, the FASB issued ASU No. 2014-17, Business Combinations (Topic 805): Pushdown Accounting. This ASU provides an acquired entity with an option to apply pushdown accounting in its separate financial statements upon occurrence of an event in which an acquirer obtains control of the acquired entity. An acquired entity may elect the option to apply pushdown accounting in the reporting period in which the change-in-control event occurs. If pushdown accounting is applied to an individual change-in-control event, that election is irrevocable. ASU 2014-17 was effective on November 18, 2014. The adoption of ASU 2014-17 did not have any effect on our financial position, results of operations or cash flows. In November 2014, the FASB issued ASU 2014-16, Derivatives and Hedging (Topic 815). ASU 2014-16 addresses whether the host contract in a hybrid financial instrument issued in the form of a share should be accounted for as debt or equity. ASU 2014-16 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. We do not currently have issued, nor are we investors in, hybrid financial instruments. Accordingly, we do not expect the adoption of ASU 2014-16 to have any effect on our financial position, results of operations or cash flows. In August 2014, the FASB issued ASU No. 2014-15, "Presentation of Financial Statements - Going Concern (Subtopic 205-40)". ASU 2014-15 provides guidance related to management's responsibility to evaluate whether there is substantial doubt about an entity's ability to continue as a going concern and to provide related footnote disclosure. ASU 2014-15 is effective for annual periods ending after December 15, 2016, and for interim and annual periods thereafter. Early application is permitted. We do not expect the adoption of ASU 2014-15 to have a material effect on our financial position, results of operations or cash flows. Managements evaluations regarding the events and conditions that raise substantial doubt regarding the Companys ability to continue as a going concern have been disclosed in Note 7. In June 2014, the FASB issued ASU No. 2014-12, Compensation Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. This ASU requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. ASU 2014-12 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. We do not expect the adoption of ASU 2014-12 to have a material effect on our financial position, results of operations or cash flows. In June of 2014 the Financial Accounting Standards Board issued Accounting Standards Update ASU 2014-10, Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation (ASU 2014-10). The amendments in ASU 2014-10 remove the definition of a development stage entity from the master glossary of the Accounting Standards Codification, thereby removing the financial reporting distinction between development stage entities and other reporting entities from U.S. GAAP. In addition, the amendments eliminate the requirements for development stage entities to (1) present inception-to-date information in the statements of income, cash flows, and shareholder equity, (2) label the financial statements as those of a development stage entity, (3) disclose a description of the development stage activities in which the entity is engaged, and (4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). ASU 2014-09 affects any entity using U.S. GAAP that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards (e.g., insurance contracts or lease contracts). ASU 2014-09 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. We are still evaluating the effect of the adoption of ASU 2014-09. On April 1, 2015, the FASB voted to propose to defer the effective date of the new revenue recognition standard by one year. In April 2014, the FASB issued ASU No. 2014-08, "Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360) and Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity." ASU 2014-08 amends the definition for what types of asset disposals are to be considered discontinued operations, as well as amending the required disclosures for discontinued operations and assets held for sale. ASU 2014-08 is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2014. The adoption of ASU 2014-08 did not have any effect on our financial position, results of operations or cash flows. The amendments also clarify that the guidance in Topic 275, Risks and Uncertainties, is applicable to entities that have not commenced planned principal operations. Other recent accounting pronouncements issued by the FASB and the SEC did not or are not believed by management to have a material impact on the Company's present or future consolidated financial statements. |
Schedule of Summary of Promisso
Schedule of Summary of Promissory Notes Payable (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Schedule of Summary of Promissory Notes Payable: | |
Schedule of Summary of Promissory Notes Payable | The following table summarizes promissory note payable as of June 30, 2015 and December 31, 2014: June 30, 2015 December 31, 2014 Promissory note payable, due on demand, interest at 3% and 7% respectively. $ 1,000,000 $ 1,000,000 Accrued interest 45,553 28,053 $ 1,045,553 $ 1,028,053 |
Revenue Recognition (Details)
Revenue Recognition (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Revenue Recognition Details | ||
Revenues from continuing operations recognized | $ 12,112 | $ 0 |
Revenues recognized from discontinued operations | $ 0 | $ 10,000 |
Related party Promissory note (
Related party Promissory note (Details) - USD ($) | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | Aug. 08, 2014 | |
Related party Promissory note | ||||
Promissory note payable, due on demand, interest at 7% | $ 1,000,000 | $ 1,000,000 | ||
Accrued interest on note | 45,553 | 28,053 | ||
Total amount of note payable | 1,045,553 | $ 1,028,053 | ||
CCB own outstanding shares of the Company | 90.00% | |||
Working capital fund | $ 1,000,000 | |||
Interest rate annually | 7.00% | |||
Recognized interest expense | $ 14,550 | $ 0 |
Common Stock (Details)
Common Stock (Details) - USD ($) | Jun. 30, 2015 | May. 01, 2015 | Jan. 15, 2015 | Jun. 13, 2014 |
Common Stock Details | ||||
Company issued shares of common stock | 18,000 | |||
Fair value of stock per share | $ 2 | |||
Company recorded compensation expense | $ 36,000 | $ 473,000 | ||
Issued restricted shares common stock based upon the average ten day closing price | 500,000 | |||
Canchew receives restricted shares of the Company common stock | 5,826,706 | |||
Cost of the licensing agreement | $ 983,262 |
Related party agreements (Detai
Related party agreements (Details) - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 | Aug. 08, 2014 | Jun. 25, 2014 | May. 21, 2014 |
Related party agreements | |||||
Company president advanced to fund working capital needs | $ 5,000 | ||||
Company entered into a separate Convertible Loan Agreement with its President and borrowed | $ 50,000 | ||||
The loan is convertible into common stock at a price per share | $ 0.10 | ||||
Total amount due to shareholder including convertible loan | $ 55,000 | ||||
CCB own outstanding shares | 90.00% | ||||
Company entered into a Promissory Note Agreement with CanChew Biotechnologies, LLC and borrowed to fund working capital | $ 1,000,000 | ||||
Interest rate on note | 7.00% | ||||
Interest expense charged by the company in the period | 17,500 | ||||
Company received a non interest bearing advance from CCB | $ 30,000 | ||||
Advanced an additional operating expenses | $ 301,240 | ||||
Total outstanding due to related party | $ 367,015 | $ 65,775 |
Going Concern (Details)
Going Concern (Details) | Jun. 30, 2015USD ($) |
Going Concern Details | |
Accumulated deficit | $ 2,759,597 |
Cash used in operating activities of continuing operations | $ 629,576 |
First Insurance Funding (Detail
First Insurance Funding (Details) - USD ($) | Jul. 25, 2015 | Jun. 30, 2015 | Dec. 31, 2014 | Aug. 25, 2014 |
First Insurance Funding | ||||
The principle amount financed | $ 85,000 | $ 120,000 | ||
Interest due on the unpaid balance at a rate per annum | 5.25% | 6.19% | ||
The total amount of interest due under the terms of the note | $ 1,496 | $ 3,116 | ||
Payments are due for nine installments in the amount and includes principle and interest | $ 7,722 | $ 13,680 | ||
Total outstanding due to First Insurance Funding | $ 0 | $ 54,020 | ||
Total outstanding due to First Insurance Funding. | $ 68,000 | $ 0 |
Convertible Note Payable (Detai
Convertible Note Payable (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2015 | Apr. 21, 2015 | |
Convertible Note Payable Details | |||
Consultancy agreement with Cross & Company in exchange for consultancy services agreed to pay | $ 400,000 | ||
Convertible note at a rate per annum | 4.00% | ||
Conversion price per share | $ 0.10 | ||
Calculated fair value of the convertible note as prepaid expenses | $ 2,400,000 | $ 2,400,000 | |
Excess value over the value of note credited to additional paid in capital | 2,000,000 | 2,000,000 | |
Accrued interest | 3,068 | ||
Amortization of prepaid expense | $ 460,274 | $ 460,274 |
Stock Incentive Plan (Details)
Stock Incentive Plan (Details) | May. 29, 2015shares |
Stock Incentive Plan Details | |
Reserved shares of common stock for issuance under plan | 10,000,000 |
Employment agreement and commit
Employment agreement and commitments (Details) - USD ($) | Feb. 15, 2015 | Jun. 13, 2014 |
Employment agreement and commitments | ||
Cash remuneration in the amount per month payable bi-monthly | $ 20,000 | |
Restricted stock grant of the Company's common shares granted employment the agreement | 500,000 | |
Following 15 months of continuous employment and every three months thereafter the agreement Restricted stock granted | 125,000 | |
Reservation fee in euros | $ 55,528 | |
Purchase price exclusive of VAT and transfer taxes in euros | $ 985,680 |