Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Apr. 29, 2016 | Jun. 30, 2015 | |
Document And Entity Information | |||
Entity Registrant Name | Black Stallion Oil & Gas Inc. | ||
Entity Central Index Key | 1,542,335 | ||
Document Type | 10-K/A | ||
Document Period End Date | Dec. 31, 2015 | ||
Amendment Flag | true | ||
Amendment Description | The purpose of this Amendment No. 1 (this Amendment) to the Annual Report on Form 10-K of Black Stallion Oil & Gas Inc., a Delaware corporation (the Company), for the fiscal year ended December 31, 2015, and filed with the Securities and Exchange Commission (the SEC) on March 31, 2015, (the Original Filing); Amendment No. 1 to the Original Filing filed with the SEC on May 4, 2016 (Amendment No. 1); is to revise the disclosures in the Original Filing, Amendment No. 1 and include in this Amendment restated financial statements for the fiscal year ended December 31, 2015, to replace the financial statements included in the Original Filing. | ||
Current Fiscal Year End Date | --12-31 | ||
Is Entity a Well-known Seasoned Issuer? | No | ||
Is Entity a Voluntary Filer? | No | ||
Is Entity's Reporting Status Current? | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 22,256,640 | ||
Entity Common Stock, Shares Outstanding | 45,638,090 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,015 |
BALANCE SHEETS
BALANCE SHEETS - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 216 | $ 24,110 |
Prepaid expenses | 2,458 | $ 2,458 |
Loan to related party | 26,168 | |
Total current assets | 28,842 | $ 26,568 |
Working interest in oil and gas leases | 850,000 | 550,000 |
Intangible assets, net | 3,475 | 5,792 |
TOTAL ASSETS | 882,317 | 582,360 |
Current liabilities: | ||
Accounts payable and accrued liabilities | $ 12,855 | 9,850 |
Loan from related party | 1,079 | |
Deferred consideration | 550,000 | |
Total Liabilities | $ 12,855 | 560,929 |
Stockholders' Equity | ||
Common stock, $0.0001 par value; 6,000,000,000 shares authorized; 45,638,090 and 43,872,000 shares issued and outstanding at December 31, 2015 and 2014 | 45,368 | 4,387 |
Additional paid-in capital | 1,076,311 | 67,292 |
Common stock subscribed | 150,000 | 150,000 |
Accumulated deficit | (402,217) | (200,248) |
Total Stockholders' Equity | 869,462 | 21,431 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 882,317 | $ 582,360 |
BALANCE SHEETS (Parenthetical)
BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2015 | Dec. 31, 2014 |
Stockholders' Equity | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, authorized | 6,000,000,000 | 6,000,000,000 |
Common stock, issued | 45,638,090 | 43,872,000 |
Common stock, outstanding | 45,638,090 | 43,872,000 |
STATEMENTS OF OPERATIONS
STATEMENTS OF OPERATIONS - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Statements Of Operations | ||
Revenue | ||
General and administrative expenses : | ||
Amortization | $ 2,317 | $ 1,158 |
Consulting fees | 81,000 | 35,000 |
Filing | 20,857 | 3,776 |
Other costs | 22,947 | 5,000 |
Accounting | 4,000 | 2,000 |
Auditor's fees | 8,000 | 12,000 |
Legal fees | 16,287 | $ 10,846 |
Investor relations | 12,583 | |
Setup costs | $ 12,900 | |
Research and development | $ 3,129 | |
Rental expense | $ 14,078 | 11,061 |
Website costs | 7,000 | 8,267 |
Total operating expenses | (201,969) | (92,237) |
Net loss | $ (201,969) | $ (92,237) |
Net loss per common share - basic and diluted | ||
Net loss per share attributable to common stockholders | $ 0 | $ 0 |
Weighted-average number of common shares outstanding | 45,638,090 | 43,872,000 |
STATEMENT OF STOCKHOLDERS' EQUI
STATEMENT OF STOCKHOLDERS' EQUITY - USD ($) | Common Stock | Additional Paid-In Capital | Common Stock Subscribed | Accumulated Deficit | Total |
Beginning Balance, Shares at Dec. 31, 2013 | 43,872,000 | ||||
Beginning Balance, Amount at Dec. 31, 2013 | $ 4,387 | $ 67,292 | $ (108,011) | $ (36,332) | |
Proceeds from stock subscription - private placement | $ 150,000 | 150,000 | |||
Loss for the year | $ (92,237) | (92,237) | |||
Ending Balance, Shares at Dec. 31, 2014 | 43,872,000 | ||||
Ending Balance, Amount at Dec. 31, 2014 | $ 4,387 | $ 67,292 | $ 150,000 | (200,248) | 21,431 |
Common stock subscribed, Shares | 1,766,090 | ||||
Common stock subscribed, Amount | 1,009,019 | 1,009,019 | |||
Loss for the year | (201,969) | (201,969) | |||
Ending Balance, Shares at Dec. 31, 2015 | 45,638,090 | ||||
Ending Balance, Amount at Dec. 31, 2015 | $ 4,387 | $ 1,076,311 | $ 150,000 | $ (402,217) | $ 869,462 |
STATEMENTS OF CASH FLOWS
STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
CASH FLOW FROM OPERATING ACTIVITIES | ||
Net loss | $ (201,969) | $ (92,237) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Amortization expense | $ 2,317 | $ 1,158 |
Changes in operating assets and liabilities: | ||
Prepaid expenses | ||
Accounts payable and accrued liabilities | $ 3,005 | $ 5,986 |
Net cash used in operating activities | (196,647) | (85,093) |
CASH FLOW FROM INVESTING ACTIVITIES | ||
Purchase of capital assets | $ (50,000) | $ 0 |
Purchase of intangible assets | ||
Net cash used in Investing Activities | $ (50,000) | |
CASH FLOW FROM FINANCING ACTIVITIES | ||
Proceeds from overdraft facilities | $ 5 | |
Proceeds from the sale of common stock and warrants | $ 250,000 | 150,000 |
Proceeds from loan with related party | (27,247) | (40,802) |
Net cash provided by financing activities | 222,753 | 109,203 |
Movement in cash and cash equivalents | (23,894) | $ 24,110 |
Cash and cash equivalents at beginning of the year | 24,110 | |
Cash and cash equivalents at end of the period | $ 216 | $ 24,110 |
NATURE OF BUSINESS AND BASIS OF
NATURE OF BUSINESS AND BASIS OF PRESENTATION | 12 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
NOTE 1 - NATURE OF BUSINESS AND BASIS OF PRESENTATION | Black Stallion Oil and Gas Inc. (the "Company") is a Delaware corporation. The Company's business plan involves exploration and development of oil and gas properties. On September 10, 2013, the Company changed its name to Black Stallion Oil and Gas Inc (formerly Secure IT Corp) and changed its business plan to that of exploration and development of oil and gas properties. Basis of Presentation The Company maintains its accounting records on an accrual basis in accordance with generally accepted accounting principles in the United States of America ("U.S. GAAP"). These financial statements are presented in US dollars. Fiscal Year End The Corporation has adopted a fiscal year end of December 31. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | The principal accounting policies are set out below, these policies have been consistently applied to the period presented, unless otherwise stated: Going concern The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. As at December 31, 2015, the Company has a loss of $201,969 and accumulated losses from operations of $402,217 and has earned no revenues since inception. The Company intends to fund operations through equity financing arrangements, which may be insufficient to fund its capital expenditures, working capital and other cash requirements for the year ending December 31, 2015. In response to these problems, management intends to raise additional funds through public or private placement offerings. These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities and reported amounts of revenues and expenses. These estimates and assumptions are based on management's best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances. The Company adjusts such estimates and assumptions when facts and circumstances dictate. Illiquid credit markets, volatile equity, foreign currency, and energy markets have combined to increase the uncertainty inherent in such estimates and assumptions. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates. Changes in those estimates resulting from continuing changes in the economic environment will be reflected in the financial statements in future periods. Actual results could differ from those estimates. Cash and cash equivalents Cash and equivalents include investments with initial maturities of three months or less. The Company maintains its cash balances at credit-worthy financial institutions that are insured by the Federal Deposit Insurance Corporation ("FDIC") up to $250,000. Property, Plant and Equipment The Company does not own any property, plant and equipment. Intellectual Properties The Company has adopted the provisions of ASC 350-50, Website Development Costs. All costs incurred during the planning phase of a website are expensed as research and development. Costs incurred in the development stage, including the purchase of a domain name, are capitalized and reviewed annually for impairment. Expenses subsequent to the launch will be expensed as research and development expenses. The Company will expense upgrades and revisions to its website as incurred. Once the website is available for use, the asset will be amortized over its useful life on a straight line basis, estimated to be 3 years, and is tested for impairment annually. Oil and Gas Properties and Impairment The Company follows the full-cost method of accounting for oil and gas properties. Accordingly, all costs associated with acquisition, exploration and development of oil and gas reserves, including directly related overhead costs, are capitalized. All capitalized costs of oil and gas properties, including the estimated future costs to develop proved reserves, are amortized on the unit-of-production method using estimates of proved reserves. Investments in unproved properties and major development projects are not amortized until proved reserves associated with the projects can be determined or until impairment occurs. If the results of an assessment indicate that the properties are impaired, the amount of the impairment is included in loss from continuing operations before income taxes and the adjusted carrying amount of the unproved properties is amortized on the unit-of-production method. Impairment of Long Lived Assets The Company reviews and evaluates long-term assets for impairment when events or changes in circumstances indicate that the related carrying amounts may not be recoverable. The assets are subject to impairment consideration under ASC 360-10-35-17 if events or circumstances indicate that their carrying amount might not be recoverable. When the Company determines that an impairment analysis should be done, the analysis will be performed using the rules of ASC 930-360-35 Asset Impairment, and 360-10-15-3 through 15-5, Impairment or Disposal of Long-Term Assets. Accounts Payable and Accrued Expenses Accounts payable and accrued expenses are carried at amortized cost and represent liabilities for goods and services provided to the Company prior to the end of the financial year that are unpaid and arise when the Company becomes obliged to make future payments in respect of the purchase of these goods and services. Earnings per Share The Company computes net loss per share in accordance with ASC 260, "Earnings Per Share" ASC 260 requires presentation of both basic and diluted earnings per share ("EPS") on the face of the income statement. Basic net loss per share is computed by dividing net loss attributable to common shareholders by the weighted average number of common shares outstanding. Diluted net loss per share is computed by dividing net loss attributable to common shareholders by the weighted average number of common shares outstanding plus the number of common shares that would be issued assuming exercise or conversion of all potentially dilutive common shares. Potentially dilutive securities are excluded from the calculation when their effect would be anti-dilutive. For all years presented in the financial statements, all potentially dilutive securities have been excluded from the diluted share calculations as they were anti-dilutive as a result of the net losses incurred for the respective years. Accordingly, basic shares equal diluted shares for all years presented. December 31, December 31, 2015 2014 Potentially dilutive securities were comprised of the following: Warrants 519,090 300,000 Income Taxes Income taxes are accounted for in accordance with ASC Topic 740, "Income Taxes." Under the asset and liability method, deferred tax assets and liabilities are recognized for the future consequences of differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases (temporary differences). Deferred tax assets and liabilities are measured using tax rates expected to apply to taxable income in the years in which those temporary differences are recovered or settled. Valuation allowances for deferred tax assets are established when it is more likely than not that some portion or all of the deferred tax assets will not be realized. Treasury Stock The Company accounts for treasury stock under the cost method. When treasury stock is re-issued at a price higher than its cost, the difference is recorded as a component of additional paid-in-capital in our Balance Sheets. When treasury stock is re-issued at a price lower than its cost, the difference is recorded as a component of additional paid-in-capital to the extent that there are gains to offset the losses. If there are no treasury stock gains in additional paid-in-capital, the losses upon re-issuance of treasury stock are recorded as a component of retained earnings in our Balance Sheets. The Company's accounting policy upon the formal retirement of treasury stock is to deduct its par value from Common Stock and to reflect any excess of cost over par value as a deduction from Additional Paid-in Capital. Fair Value of Financial Instruments The Company measures assets and liabilities at fair value based on an expected exit price as defined by the authoritative guidance on fair value measurements, which represents the amount that would be received on the sale of an asset or paid to transfer a liability, as the case may be, in an orderly transaction between market participants. As such, fair value may be based on assumptions that market participants would use in pricing an asset or liability. The authoritative guidance on fair value measurements establishes a consistent framework for measuring fair value on either a recurring or nonrecurring basis whereby inputs, used in valuation techniques, are assigned a hierarchical level. The following are the hierarchical levels of inputs to measure fair value: - Level 1: Quoted prices in active markets for identical instruments; - Level 2: Other significant observable inputs (including quoted prices in active markets for similar instruments); - Level 3: Significant unobservable inputs (including assumptions in determining the fair value of certain investments). Recent Accounting Standards Updates In June 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2014-10Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation. ASU 2014-10 eliminates several of the reporting requirements for development stage entities, including the requirement to present inception to date information in the statements of income, cash flows, and shareholder equity, and to label the financial statements as those of a development stage entity. ASU 2014-10 also clarifies that the guidance in Accounting Standards Codification ("ASC") Topic 275, "Risks and Uncertainties", is applicable to entities that have not commenced principal operations, and eliminates an exception to the sufficiency-of-equity risk criterion for development stage entities, and will require all reporting entities that have an interest in development stage enterprises to apply consistent consolidation guidance for variable interest entities. ASU 2014-10 is effective for all annual reporting periods beginning after December 15, 2014, with early adoption permitted. In August 2014, the FASB issued Accounting Standards Update "ASU" 2014-15 on "Presentation of Financial Statements Going Concern (Subtopic 205-40) - Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern". Currently, there is no guidance in U.S. GAAP about management's responsibility to evaluate whether there is substantial doubt about an entity's ability to continue as a going concern or to provide related footnote disclosures. The amendments in this Update provide that guidance. In doing so, the amendments are intended to reduce diversity in the timing and content of footnote disclosures. The amendments require management to assess an entity's ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. Specifically, the amendments (1) provide a definition of the term substantial doubt, (2) require an evaluation every reporting period including interim periods, (3) provide principles for considering the mitigating effect of management's plans, (4) require certain disclosures when substantial doubt is alleviated as a result of consideration of management's plans, (5) require an express statement and other disclosures when substantial doubt is not alleviated, and (6) require an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). We do not believe that the adoption of the provisions of this ASU will have any impact on our results of operations, cash flows or financial condition. Recently Adopted Accounting Pronouncements In the period ended December 31, 2014, the Company has elected to early adopt Accounting Standards Update ("ASU") No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements. The adoption of this ASU allows the Company to remove the inception to date information and all references to development stage. |
WORKING INTEREST IN OIL & GAS L
WORKING INTEREST IN OIL & GAS LEASES | 12 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
NOTE - 3 WORKING INTEREST IN OIL & GAS LEASES | On February 23, 2014 the Company entered into a Lease Assignment Agreement with West Bakken Energy Holdings Ltd to acquire from an unaffiliated oil and gas company, an undivided 100% interests (a 50% working interest) in certain oil and gas properties, comprising approximately 12,233,93 acres of land located in Montana, United States. |
INTANGIBLE ASSETS, NET
INTANGIBLE ASSETS, NET | 12 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
NOTE 4 - INTANGIBLE ASSETS, NET | Gross Carrying Accumulated Net Carrying Useful Life Amount Amortization Amount $ $ $ Intellectual property - website 3 years 6,950 (3,475 ) 3,475 Total finite-lived intangible assets 6,950 (3,475 ) 3,475 Intangible assets consist of capitalized website development costs. Development costs of $3,475 relating to website creation, development and launch have been capitalized. The website entered its operating stage during July 2014. Amortization expenses of $2,317 have been expensed during the year ended December 31, 2015. The following table reflects the estimated future amortization expense for the Company's finite-lived website development costs as of December 31, 2015: Estimated Amortization Expense $ 2014 1,158 2015 2,317 2016 2,317 2017 1,158 Total 6,950 |
STOCKHOLDER'S EQUITY
STOCKHOLDER'S EQUITY | 12 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
NOTE 5 - STOCKHOLDER'S EQUITY | Common Stock On September 30, 2011, the Company issued 132,000,000 shares of common stock to the directors of the Company at a price of $0.00017 per share, for $22,000. On September 10, 2012, the Company issued 19,872,000 free trading shares of common stock at $0.0025 per share to a total of 46 stockholders for consideration of $49,680. On September 9, 2013, the Director then approved a sixty new, for one old share in a forward split of the Company's outstanding shares of common stock. All share and per share data in the accompanying financial statements and footnotes has been adjusted retrospectively for the effects of the stock split. On September 9, 2013, the Company entered into a share cancellation/return to treasury agreement with Mr. George Drazenovic, the Company's president; wherein Mr. Drazenovic agreed to the cancellation and return to treasury of 108,000,000 shares of common stock of our company for $1. On September 27, 2014, the Company initiated a private placement for the sale of 300,000 units at $0.5 per unit. Each unit comprised of 1 share of common stock and 1 non-transferrable share purchase warrant. Each warrant is exercisable for a period of 2.27 years at an exercise price of $1 per share. A total of 300,000 units were sold for proceeds of $150,000, cash. The fair market value of the common stock warrant was determined using the Black-Scholes valuation model and resulted in a valuation of $nil. As such, the $0.5 unit price was allocated $0.5 and $0 to the common stock and warrant, respectively. On July 22, 2015, the Company initiated a private placement for the sale of 50,000 units at $1 per unit. Each unit comprised of 1 share of common stock and 1 non-transferrable share purchase warrant. Each warrant have an exercise price of $1.50 per share and expire on January 1, 2017. On August 13, 2015, the Company initiated a private placement for the sale of 27,027 units at $1.85 per unit. Each unit comprised of 1 share of common stock and 1 non-transferrable share purchase warrant. Each warrant have an exercise price of $2.00 per share and expire on January 1, 2017. On September 1, 2015, the Company initiated a private placement for the sale of 39,063 units at $1.28 per unit. Each unit comprised of 1 share of common stock and 1 non-transferrable share purchase warrant. Each warrant have an exercise price of $1.50 per share and expire on January 1, 2017. On October 1, 2015, the Company initiated a private placement for the sale of 103,000 units at $1.03 per unit. Each unit comprised of 1 share of common stock and 1 non-transferrable share purchase warrant. Each warrant have an exercise price of $1.50 per share and expire on January 1, 2017. On October 15, 2015, the Company initiated a private placement for the sale of 250,000 units at $1 per unit. Each unit comprised of 1 share of common stock with no warrants. Treasury Stock Retirement of Treasury Stock On September 9, 2013, the Company retired 108,000,000 shares of common stock. These retired shares are now included in the Company's pool of authorized but unissued shares. Warrants A summary of warrant activity for the year ended December 31, 2015 is presented as follows: Number of Warrants Warrants outstanding at January 1, 2015 300,000 Issued 219,090 Warrants outstanding at December 31, 2015 519,090 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
NOTE 6 - INCOME TAXES | The provision / (benefit) for income taxes for the years ended December 31, 2015 and 2014 was as follows (assuming a 15% effective tax rate): December 31, December 31, 2015 2014 $ $ Current Tax Provision: Federal- Taxable income (201,969 ) (92,237 ) Total current tax provision (201,969 ) (92,237 ) December 31, December 31, 2015 2014 $ $ Deferred Tax Provision: Federal- Loss carry forwards 30,295 13,836 Change in valuation allowance (30,295 ) (13,836 ) Total deferred tax provision - - The Company had deferred income tax assets as of December 31, 2015 and 2014 as follows: December 31, December 31, 2015 2014 $ $ Loss carryforwards 44,131 13,836 Less - Valuation allowance (44,131 ) (13,836 ) Total net deferred tax assets - - The Company provided a valuation allowance equal to the deferred income tax assets for period ended December 31, 2015 because it is not presently known whether future taxable income will be sufficient to utilize the loss carryforwards. As of December 31, 2015, the Company had approximately $44,131 in tax loss carryforwards that can be utilized future periods to reduce taxable income, and expire by the year 2035. The Company did not identify any material uncertain tax positions. The Company did not recognize any interest or penalties for unrecognized tax benefits. The federal income tax returns of the Company are subject to examination by the IRS, generally for three years after they are filed. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
NOTE 7 - RELATED PARTY TRANSACTIONS | Parties are considered to be related if one party has the ability to control or exercise significant influence over the other party in making financial and operating decisions. A related party transaction is considered to be a transfer of resources or obligations between related parties, regardless of whether or not a price is charged. The following entities have been identified as related parties : George Drazenovic - Director and greater than 10% stockholder December 31, December 31, 2015 2014 The following transactions were carried out with related parties: $ $ Balance sheet: Loan to related party - Director 26,168 (1,079 ) From time to time, the president and a stockholder of the Company provides advances to the Company for working capital purposes. These advances bear no interest and are due on demand. The Company does not have employment contracts with its key employee, the controlling shareholder, officer and director of the Company. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
NOTE 8 - SUBSEQUENT EVENTS | In accordance with ASC 855-10, Company management reviewed all material events through the date of this report and determined that there are no additional material subsequent events to report. |
SUMMARY OF SIGNIFICANT ACCOUN15
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Summary Of Significant Accounting Policies Policies | |
Basis of Presentation | The Company maintains its accounting records on an accrual basis in accordance with generally accepted accounting principles in the United States of America ("U.S. GAAP"). These financial statements are presented in US dollars. |
Fiscal Year End | The Corporation has adopted a fiscal year end of December 31. |
Going concern | The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. As at December 31, 2015, the Company has a loss of $201,969 and accumulated losses from operations of $402,217 and has earned no revenues since inception. The Company intends to fund operations through equity financing arrangements, which may be insufficient to fund its capital expenditures, working capital and other cash requirements for the year ending December 31, 2015. In response to these problems, management intends to raise additional funds through public or private placement offerings. These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty. |
Use of Estimates | The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities and reported amounts of revenues and expenses. These estimates and assumptions are based on management's best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances. The Company adjusts such estimates and assumptions when facts and circumstances dictate. Illiquid credit markets, volatile equity, foreign currency, and energy markets have combined to increase the uncertainty inherent in such estimates and assumptions. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates. Changes in those estimates resulting from continuing changes in the economic environment will be reflected in the financial statements in future periods. Actual results could differ from those estimates. |
Cash and cash equivalents | Cash and equivalents include investments with initial maturities of three months or less. The Company maintains its cash balances at credit-worthy financial institutions that are insured by the Federal Deposit Insurance Corporation ("FDIC") up to $250,000. |
Property, Plant and Equipment | The Company does not own any property, plant and equipment. |
Intellectual Properties | The Company has adopted the provisions of ASC 350-50, Website Development Costs. All costs incurred during the planning phase of a website are expensed as research and development. Costs incurred in the development stage, including the purchase of a domain name, are capitalized and reviewed annually for impairment. Expenses subsequent to the launch will be expensed as research and development expenses. The Company will expense upgrades and revisions to its website as incurred. Once the website is available for use, the asset will be amortized over its useful life on a straight line basis, estimated to be 3 years, and is tested for impairment annually. |
Oil and Gas Properties and Impairment | The Company follows the full-cost method of accounting for oil and gas properties. Accordingly, all costs associated with acquisition, exploration and development of oil and gas reserves, including directly related overhead costs, are capitalized. All capitalized costs of oil and gas properties, including the estimated future costs to develop proved reserves, are amortized on the unit-of-production method using estimates of proved reserves. Investments in unproved properties and major development projects are not amortized until proved reserves associated with the projects can be determined or until impairment occurs. If the results of an assessment indicate that the properties are impaired, the amount of the impairment is included in loss from continuing operations before income taxes and the adjusted carrying amount of the unproved properties is amortized on the unit-of-production method. |
Impairment of Long Lived Assets | The Company reviews and evaluates long-term assets for impairment when events or changes in circumstances indicate that the related carrying amounts may not be recoverable. The assets are subject to impairment consideration under ASC 360-10-35-17 if events or circumstances indicate that their carrying amount might not be recoverable. When the Company determines that an impairment analysis should be done, the analysis will be performed using the rules of ASC 930-360-35 Asset Impairment, and 360-10-15-3 through 15-5, Impairment or Disposal of Long-Term Assets. |
Accounts Payable and Accrued Expenses | Accounts payable and accrued expenses are carried at amortized cost and represent liabilities for goods and services provided to the Company prior to the end of the financial year that are unpaid and arise when the Company becomes obliged to make future payments in respect of the purchase of these goods and services. |
Earnings per Share | The Company computes net loss per share in accordance with ASC 260, "Earnings Per Share" ASC 260 requires presentation of both basic and diluted earnings per share ("EPS") on the face of the income statement. Basic net loss per share is computed by dividing net loss attributable to common shareholders by the weighted average number of common shares outstanding. Diluted net loss per share is computed by dividing net loss attributable to common shareholders by the weighted average number of common shares outstanding plus the number of common shares that would be issued assuming exercise or conversion of all potentially dilutive common shares. Potentially dilutive securities are excluded from the calculation when their effect would be anti-dilutive. For all years presented in the financial statements, all potentially dilutive securities have been excluded from the diluted share calculations as they were anti-dilutive as a result of the net losses incurred for the respective years. Accordingly, basic shares equal diluted shares for all years presented. December 31, December 31, 2015 2014 Potentially dilutive securities were comprised of the following: Warrants 519,090 300,000 |
Income Taxes | Income taxes are accounted for in accordance with ASC Topic 740, "Income Taxes." Under the asset and liability method, deferred tax assets and liabilities are recognized for the future consequences of differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases (temporary differences). Deferred tax assets and liabilities are measured using tax rates expected to apply to taxable income in the years in which those temporary differences are recovered or settled. Valuation allowances for deferred tax assets are established when it is more likely than not that some portion or all of the deferred tax assets will not be realized. |
Treasury Stock | The Company accounts for treasury stock under the cost method. When treasury stock is re-issued at a price higher than its cost, the difference is recorded as a component of additional paid-in-capital in our Balance Sheets. When treasury stock is re-issued at a price lower than its cost, the difference is recorded as a component of additional paid-in-capital to the extent that there are gains to offset the losses. If there are no treasury stock gains in additional paid-in-capital, the losses upon re-issuance of treasury stock are recorded as a component of retained earnings in our Balance Sheets. The Company's accounting policy upon the formal retirement of treasury stock is to deduct its par value from Common Stock and to reflect any excess of cost over par value as a deduction from Additional Paid-in Capital. |
Fair Value of Financial Instruments | The Company measures assets and liabilities at fair value based on an expected exit price as defined by the authoritative guidance on fair value measurements, which represents the amount that would be received on the sale of an asset or paid to transfer a liability, as the case may be, in an orderly transaction between market participants. As such, fair value may be based on assumptions that market participants would use in pricing an asset or liability. The authoritative guidance on fair value measurements establishes a consistent framework for measuring fair value on either a recurring or nonrecurring basis whereby inputs, used in valuation techniques, are assigned a hierarchical level. The following are the hierarchical levels of inputs to measure fair value: - Level 1: Quoted prices in active markets for identical instruments; - Level 2: Other significant observable inputs (including quoted prices in active markets for similar instruments); - Level 3: Significant unobservable inputs (including assumptions in determining the fair value of certain investments). |
Recent Accounting Standards Updates | In June 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2014-10Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation. ASU 2014-10 eliminates several of the reporting requirements for development stage entities, including the requirement to present inception to date information in the statements of income, cash flows, and shareholder equity, and to label the financial statements as those of a development stage entity. ASU 2014-10 also clarifies that the guidance in Accounting Standards Codification ("ASC") Topic 275, "Risks and Uncertainties", is applicable to entities that have not commenced principal operations, and eliminates an exception to the sufficiency-of-equity risk criterion for development stage entities, and will require all reporting entities that have an interest in development stage enterprises to apply consistent consolidation guidance for variable interest entities. ASU 2014-10 is effective for all annual reporting periods beginning after December 15, 2014, with early adoption permitted. In August 2014, the FASB issued Accounting Standards Update "ASU" 2014-15 on "Presentation of Financial Statements Going Concern (Subtopic 205-40) - Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern". Currently, there is no guidance in U.S. GAAP about management's responsibility to evaluate whether there is substantial doubt about an entity's ability to continue as a going concern or to provide related footnote disclosures. The amendments in this Update provide that guidance. In doing so, the amendments are intended to reduce diversity in the timing and content of footnote disclosures. The amendments require management to assess an entity's ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. Specifically, the amendments (1) provide a definition of the term substantial doubt, (2) require an evaluation every reporting period including interim periods, (3) provide principles for considering the mitigating effect of management's plans, (4) require certain disclosures when substantial doubt is alleviated as a result of consideration of management's plans, (5) require an express statement and other disclosures when substantial doubt is not alleviated, and (6) require an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). We do not believe that the adoption of the provisions of this ASU will have any impact on our results of operations, cash flows or financial condition. |
Recently Adopted Accounting Pronouncements | In the period ended December 31, 2014, the Company has elected to early adopt Accounting Standards Update ("ASU") No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements. The adoption of this ASU allows the Company to remove the inception to date information and all references to development stage. |
SUMMARY OF SIGNIFICANT ACCOUN16
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Summary Of Significant Accounting Policies | |
Potentially dilutive securities | December 31, December 31, 2015 2014 Potentially dilutive securities were comprised of the following: Warrants 519,090 300,000 |
INTANGIBLE ASSETS, NET (Tables)
INTANGIBLE ASSETS, NET (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Intangible Assets Net Tables | |
Intangible assets | Gross Carrying Accumulated Net Carrying Useful Life Amount Amortization Amount $ $ $ Intellectual property - website 3 years 6,950 (3,475 ) 3,475 Total finite-lived intangible assets 6,950 (3,475 ) 3,475 |
Estimated amortization expense | Estimated Amortization Expense $ 2014 1,158 2015 2,317 2016 2,317 2017 1,158 Total 6,950 |
STOCKHOLDER'S EQUITY (Tables)
STOCKHOLDER'S EQUITY (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Stockholders Deficit | |
Summary of warrant activity | A summary of warrant activity for the year ended December 31, 2015 is presented as follows: Number of Warrants Warrants outstanding at January 1, 2015 300,000 Issued 219,090 Warrants outstanding at December 31, 2015 519,090 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Taxes Tables | |
Provision (benefit) for income taxes | December 31, December 31, 2015 2014 $ $ Current Tax Provision: Federal- Taxable income (201,969 ) (92,237 ) Total current tax provision (201,969 ) (92,237 ) December 31, December 31, 2015 2014 $ $ Deferred Tax Provision: Federal- Loss carry forwards 30,295 13,836 Change in valuation allowance (30,295 ) (13,836 ) Total deferred tax provision - - |
Company had deferred income tax assets | December 31, December 31, 2015 2014 $ $ Loss carryforwards 44,131 13,836 Less - Valuation allowance (44,131 ) (13,836 ) Total net deferred tax assets - - |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions Tables | |
Summary of transactions between the Company and related parties | December 31, December 31, 2015 2014 The following transactions were carried out with related parties: $ $ Balance sheet: Loan to related party - Director 26,168 (1,079 ) |
SUMMARY OF SIGNIFICANT ACCOUN21
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - shares | Dec. 31, 2015 | Dec. 31, 2014 |
Potentially dilutive securities were comprised of the following: | ||
Warrants | 519,090 | 300,000 |
SUMMARY OF SIGNIFICANT ACCOUN22
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Summary Of Significant Accounting Policies Details Narrative | ||
Net loss | $ (201,969) | $ (92,237) |
Accumulated deficit | $ (402,217) | $ (200,248) |
INTANGIBLE ASSETS, NET (Details
INTANGIBLE ASSETS, NET (Details) | 12 Months Ended |
Dec. 31, 2015USD ($) | |
Gross Carrying Amount | $ 6,950 |
Accumulated Amortization | (3,475) |
Net Carrying Amount | $ 3,475 |
Intellectual Property [Member] | |
Useful Life | 3 years |
Gross Carrying Amount | $ 6,950 |
Accumulated Amortization | (3,475) |
Net Carrying Amount | $ 3,475 |
INTANGIBLE ASSETS, NET (Detai24
INTANGIBLE ASSETS, NET (Details 1) | Dec. 31, 2015USD ($) |
Intangible Assets Net Details 1 | |
2,014 | $ 1,158 |
2,015 | 2,317 |
2,016 | 2,317 |
2,017 | 1,158 |
Total | $ 6,950 |
INTANGIBLE ASSETS, NET (Detai25
INTANGIBLE ASSETS, NET (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Intangible Assets Net Details Narrative | ||
Website development cost | $ 3,475 | |
Amortization expenses | $ 2,317 | $ 1,158 |
STOCKHOLDER'S EQUITY (Details)
STOCKHOLDER'S EQUITY (Details) | 12 Months Ended |
Dec. 31, 2015shares | |
Warrants Outstanding | |
Beginning Balance | 300,000 |
Issued | 219,090 |
Ending Balance | 519,090 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Federal | ||
Taxable income | $ (201,969) | $ (92,237) |
Total current tax provision | (201,969) | (92,237) |
Federal | ||
Loss carry forwards | 30,295 | 13,836 |
Change in valuation allowance | $ (30,295) | $ (13,836) |
Total deferred tax provision |
INCOME TAXES (Details 1)
INCOME TAXES (Details 1) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Income Taxes | ||
Loss carryforwards | $ 44,131 | $ 13,836 |
Less - Valuation allowance | $ (44,131) | $ (13,836) |
Total net deferred tax assets |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) | 12 Months Ended |
Dec. 31, 2015USD ($) | |
Income Taxes Details Narrative | |
Tax loss carry forwards | $ 44,131 |
Expiry Year | 2,035 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Related Party Transactions Details | ||
Loan to related party - Director | $ 26,168 | $ (1,079) |