Document_and_Entity_Informatio
Document and Entity Information | 6 Months Ended | |
Sep. 30, 2013 | Nov. 14, 2013 | |
Document And Entity Information | ' | ' |
Entity Registrant Name | 'AERVISION HOLDINGS, INC. | ' |
Entity Central Index Key | '0001542625 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Sep-13 | ' |
Amendment Flag | 'false | ' |
Current Fiscal Year End Date | '--03-31 | ' |
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 Common Stock, Shares Outstanding | ' | 5,000,000 |
Document Fiscal Period Focus | 'Q2 | ' |
Document Fiscal Year Focus | '2013 | ' |
Balance_Sheet
Balance Sheet (USD $) | Sep. 30, 2013 | Mar. 31, 2013 |
Assets | ' | ' |
Cash | ' | ' |
Total Assets | ' | ' |
Current liabilities: | ' | ' |
Due to shareholder | 14,000 | ' |
Bank Overdraft | 48 | ' |
Total liabilities | 14,048 | ' |
Stockholders' Deficit: | ' | ' |
Preferred stock, $0.0001 par value, 10,000,000 shares authorized; 0 shares issued and outstanding as of September 30, 2013 and March 31, 2013, respectively. | ' | ' |
Common stock, $0.0001 par value, 100,000,000 shares authorized, 5,000,000 and 26,350,000 shares issued and outstanding as of September 30, 2013 and March 31, 2013, respectively | 2,635 | 500 |
Additional Paid in Capital | 4,950 | 5,100 |
Deficit Accumulated During Development Stage | -21,633 | -5,600 |
Total stockholders' deficit | -14,048 | ' |
Total liabilities and shareholders' equity | ' | ' |
Balance_Sheet_Parenthetical
Balance Sheet (Parenthetical) (USD $) | Sep. 30, 2013 | Mar. 31, 2013 |
Stockholders Equity | ' | ' |
Preferred Stock par value | $0.00 | $0.00 |
Preferred Stock Authorized | 10,000,000 | 10,000,000 |
Preferred Stock Issued | 0 | 0 |
Preferred Stock Outstanding | 0 | 0 |
Common Stock par value | $0.00 | $0.00 |
Common Stock Authorized | 100,000,000 | 100,000,000 |
Common Stock Issued | ' | 5,000,000 |
Common Stock Outstanding | 26,350,000 | 5,000,000 |
Statement_of_Operations
Statement of Operations (USD $) | 3 Months Ended | 6 Months Ended | 20 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | |
Income Statement [Abstract] | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' |
Operating Expenses: | ' | ' | ' | ' | ' |
General and administrative | 6,500 | 1,800 | 16,033 | 2,400 | 21,633 |
Net loss | ($6,500) | ($1,800) | ($16,033) | ($2,400) | ($21,633) |
Basic and diluted net loss per share | $0 | $0 | $0 | $0 | ' |
Shares used in basic and diluted net loss per share | 5,000,000 | 5,000,000 | 5,000,000 | 5,000,000 | ' |
Shareholders_Equity
Shareholders Equity (USD $) | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Total |
Balance, Beginning - amount at Feb. 05, 2012 | ' | ' | ' | ' |
Balance, Beginning - shares at Feb. 05, 2012 | ' | ' | ' | ' |
Issuance of common stock to founder for cash, shares | 5,000,000 | ' | ' | ' |
Issuance of common stock to founder for cash, value | 500 | 1,500 | ' | 2,000 |
Net loss / comprehensive loss | ' | ' | -1,800 | -1,800 |
Balance, Ending - amount at Mar. 31, 2012 | 500 | 1,500 | -1,800 | 200 |
Balance, Ending - shares at Mar. 31, 2012 | 5,000,000 | ' | ' | ' |
Shareholder forgiveness of debt | ' | 3,600 | ' | 3,600 |
Net loss / comprehensive loss | ' | ' | -3,800 | -3,800 |
Balance, Ending - amount at Mar. 31, 2013 | 500 | 5,100 | -5,600 | ' |
Balance, Ending - shares at Mar. 31, 2013 | 5,000,000 | ' | ' | ' |
Issuance of Common Stock under subscription agreement - Shares | 23,350,000 | ' | ' | ' |
Issuance of Common Stock under subscription agreement with NorthShore Variables LLC, - Value | 2,335 | ' | ' | 2,335 |
Tender of shares by founder - Shares | -3,500,000 | ' | ' | ' |
Tender of shares by founder - Value | -350 | ' | ' | -350 |
Issuance of Common Stock under consulting agreement - Shares | 1,500,000 | ' | ' | ' |
Issuance of Common Stock under consulting agreement - Value | 150 | -150 | ' | ' |
Net loss / comprehensive loss | ' | ' | -16,033 | -16,033 |
Balance, Ending - amount at Sep. 30, 2013 | $2,635 | $4,950 | ($21,633) | ($14,048) |
Balance, Ending - shares at Sep. 30, 2013 | 26,350,000 | ' | ' | ' |
Statement_of_Cash_Flows
Statement of Cash Flows (USD $) | 6 Months Ended | 20 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | |
Operating activities: | ' | ' | ' |
Net Loss | ($16,033) | ($2,400) | ($21,633) |
Changes in Assets and Liabilities | ' | ' | ' |
Net Cash used in operations | -16,033 | -2,400 | -21,633 |
Financing Activities | ' | ' | ' |
Due to Shareholder | 14,000 | 2,400 | 17,600 |
Issuance of Common Stock | 2,335 | ' | 4,335 |
Redemption of shares | -350 | ' | -350 |
Bank Overdraft | 48 | ' | 48 |
Net Cash provided by financing activities | 16,033 | 2,400 | 21,633 |
Net increase in cash | ' | ' | ' |
Cash at the Beginning of the Period | ' | ' | ' |
Cash and equivalents at end of period | ' | $200 | ' |
ORGANIZATION_AND_SUMMARY_OF_SI
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: | 6 Months Ended | |
Sep. 30, 2013 | ||
Accounting Policies [Abstract] | ' | |
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: | ' | |
NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: | ||
(a) | Organization and Business: | |
Accelerated Acquisitions XXII, Inc. (“the Company”) was incorporated in the state of Delaware on February 6, 2012 for the purpose of raising capital that is intended to be used in connection with its business plan which may include a possible merger, acquisition or other business combination with an operating business. | ||
On April 18, 2013, NorthShore Variables LLC (“Purchaser”) agreed to acquire 23,350,000 shares of the Company’s common stock par value $0.0001 for a price of $0.0001 per share. At the same time, Accelerated Venture Partners, LLC agreed to tender 3,500,000 of their 5,000,000 shares of the Company’s common stock par value $0.0001 for cancellation. Following these transactions, NorthShore Variables LLC owned approximately 94% of the Company’s 24,850,000 issued and outstanding shares of common stock par value $0.0001 and the interest of Accelerated Venture Partners, LLC was reduced to approximately 6% of the total issued and outstanding shares. Simultaneously with the share purchase, Timothy Neher resigned as President, Secretary and Treasurer and a Director of the Company and Joseph Sandlin was simultaneously appointed to the office of Chief Executive Officer, President, Secretary, Treasurer and a Director of the Company. The Purchaser used its working capital to acquire the Shares. The Purchaser did not borrow any funds to acquire the shares. | ||
The Company is currently in the development stage. All activities of the Company to date relate to its organization, initial funding and share issuances. | ||
(b) | Basis of Presentation | |
The accompanying interim financial statements are unaudited and have been prepared in accordance with accounting principles generally accepted for interim financial statement presentation and in accordance with the instructions to Regulations S-K. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statement presentation. In the opinion of management, all adjustments for a fair statement of the results and operations and financial position for the interim periods presented have been included. All such adjustments are of a normal recurring nature. The financial information should be read in conjunction with the Financial Statements and notes thereto included in the Company’s Form 10-K Annual Report for the year ended March 31, 2013. The financial statements presented herein may not be indicative of the results of the Company for the year ending March 31, 2014. | ||
(c) | 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 amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the balance sheet and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | ||
(d) | Emerging Growth Company | |
We are an “emerging growth company,” as defined in the Jumpstart our Business Startups Act of 2012, and we may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies, including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. | ||
Under the Jumpstart Our Business Startups Act, “emerging growth companies” can delay adopting new or revised accounting standards until such time as those standards apply to private companies. We have elected not to avail ourselves to this exemption from new or revised accounting standards and, therefore, we will be subject to the same new or revised accounting standards as other public companies that are not “emerging growth companies.” | ||
(e) | Cash and Cash Equivalents | |
For purposes of the statement of cash flows, the Company considers highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalents. The Company had no cash equivalents as of September 30, 2013 and March 31, 2013. | ||
(f) | Loss per Common Share | |
Basic loss per share is calculated using the weighted-average number of common shares outstanding during each reporting period. Diluted per share includes potentially dilutive securities such as outstanding options and warrants, using various methods such as the treasury stock or modified treasury stock method in the determination of dilutive shares outstanding during each reporting period. The Company has incurred a loss during the current period, therefore any potentially dilutive shares are excluded, as they would be anti-dilutive. The Company does not have any potentially dilutive instruments for this reporting period. | ||
(g) | Recent Accounting Pronouncements | |
Not Adopted | ||
In April 2013, the FASB issued ASU No. 2013-07, Presentation of Financial Statements (Top 205): Liquidation Basis of Accounting. The objective of ASU No. 2013-07 is to clarify when an entity should apply the liquidation basis of accounting and to provide principles for the measurement of assets and liabilities under the liquidation basis of accounting, as well as any required disclosures. The amendments in this standard is effective prospectively for entities that determine liquidation is imminent during annual reporting periods beginning after December 15, 2013, and interim reporting periods therein. We are evaluating the effect, if any, adoption of ASU No. 2013-07 will have on our financial statements | ||
Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the American Institute of Certified Public Accountants, and the United States Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements. |
GOING_CONCERN
GOING CONCERN | 6 Months Ended |
Sep. 30, 2013 | |
Text Block [Abstract] | ' |
GOING CONCERN | ' |
NOTE 2 - GOING CONCERN | |
The accompanying condensed financial statements have been prepared on a going concern basis, which assumes the Company will realize its assets and discharge its liabilities in the normal course of business. As reflected in the accompanying condensed financial statements, the Company has a deficit accumulated during the development stage, used cash from operations since its inception, and has negative working capital at September 30, 2013. The Company’s ability to continue as a going concern is dependent upon its ability to generate future profitable operations and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. The Company’s ability to continue as a going concern is also dependent on its ability to find a suitable target company and enter into a possible reverse merger with such company. Management’s plan includes obtaining additional funds by equity financing through a reverse merger transaction and/or related party advances; however there is no assurance of additional funding being available. These conditions 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 arise as a result of this uncertainty. |
EQUITY_TRANSACTIONS
EQUITY TRANSACTIONS | 6 Months Ended | |
Sep. 30, 2013 | ||
Accounting Policies [Abstract] | ' | |
EQUITY TRANSACTIONS | ' | |
NOTE 3 - EQUITY TRANSACTIONS | ||
Preferred Stock | ||
The Company has authorized 10,000,000 shares of preferred stock, with a par value of $0.0001 per share. The Company’s Board of Directors has the ability to determine the rights and preferences of any series of preferred stock issued. There are no shares of preferred stock currently issued or outstanding. | ||
Common Stock | ||
The Company has authorized 100,000,000 shares of common stock, with a par value of $0.0001 per share. | ||
At inception (February 6, 2012), the Company issued 5,000,000 shares of common stock to Accelerated Venture Partners, LLC (“AVP”) for $2,000. | ||
On April 18, 2013, AVP tendered 3,500,000 shares to the Company for cancellation. | ||
On April 18, 2013, the Company issued 23,350,000 shares of common stock to NorthShore Variables LLC at par value. | ||
On April 23, 2013, the Company granted AVP an option to purchase 1,500,000 shares of common stock at par value in exchange for certain consulting services, and AVP immediately exercised this option. The Company has the option to repurchase the shares exercised under the option at par value if the below milestones are not met within the 12 month contract period: | ||
· | Milestone 1 – Company’s right of repurchase will lapse with respect to 60% of the shares upon securing $10 million in available cash from funding; | |
· | Milestone 2 – Company’s right of repurchase will lapse with respect to 40% of the Shares upon securing $20 million in available cash (inclusive of any amounts attributable to Milestone 1). | |
As of September 30, 2013, there were 26,350,000 shares issued and outstanding and 5,962,500 shares of common stock were reserved for issuance under the Company’s Stock Option Plan and 5,962,500 of these shares remained available for future issuance as of September 30, 2013. There were 67,687,500 shares of common stock available for future issuance. |
RELATED_PARTY_TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Sep. 30, 2013 | |
Related Party Transactions [Abstract] | ' |
RELATED PARTY TRANSACTIONS | ' |
NOTE 4 - RELATED PARTY TRANSACTIONS | |
At inception, the Company has issued 5,000,000 shares of restricted common stock to AVP for initial funding, in the amount of $2,000.The Company does not have employment contracts with its sole officer and director, who is the majority shareholder. | |
The sole officer and director of the Company is also the managing partner of NorthShore Variables LLC the majority shareholder of the Company. See Note 1 for a description of the NorthShore transaction. A conflict may arise in selecting between the Company and other business interests. The Company has not formulated a policy for the resolution of such conflicts. | |
We depend on our sole officer and director to provide the Company with the necessary funds to implement our business plan, as necessary. The Company does not have a funding commitment or any written agreement for our future required cash needs. | |
The Accelerated Venture Partners has advanced funds, as necessary. These advances are considered temporary in nature and are payable on demand. There is no formal document describing the terms of this arrangement (maturity date and interest rates) and the shareholder advance to-date of $17,600, $3,600 was forgiven leaving $14,000 due to AVP. See Note 3 for a description of the stock transactions involving AVP. See Note 5 for a description of commitments to AVP | |
The Company does not own or lease property or lease office space. The office space used by the Company was arranged by the sole officer and director of the Company to use at no charge. | |
The above amount is not necessarily indicative of the amount that would have been incurred had a comparable transaction been entered into with independent parties. |
INCOME_TAXES
INCOME TAXES | 6 Months Ended |
Sep. 30, 2013 | |
Income Tax Disclosure [Abstract] | ' |
INCOME TAXES | ' |
NOTE 5 - INCOME TAXES | |
The Company has incurred net operating losses since inception. The Company has not reflected any benefit of such net operating loss carry forward in the financial statements. | |
In assessing the realization of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income. | |
Based on the level of historical taxable losses and projections of future taxable income (losses) over the periods in which the deferred tax assets can be realized, management currently believes that it is more likely than not that the Company will not realize the benefits of these deductible differences. Accordingly, the Company has provided a valuation allowance against the gross deferred tax assets. | |
As of September 30, 2013, the Company had a net operating loss carryforward of approximately $21,633 which will begin to expire in the tax year 2028. | |
Federal tax laws impose significant restrictions on the utilization of net operating loss carryforwards and research and development credits in the event of a change in ownership of the Company, as defined by the Internal Revenue Code Section 382. The Company’s net operating loss carryforwards and research and development credits may be subject to the above limitations. | |
The relevant FASB standard resulted in no adjustments to the Company’s liability for unrecognized tax benefits. As of the date of adoption and as of September 30, 2013 there were no unrecognizable tax benefits. Accordingly, a tabular reconciliation from beginning to ending periods is not provided. The Company will classify any future interest and penalties as a component of income tax expense if incurred. To date, there have been no interest or penalties charged or accrued in relation to unrecognized tax benefits. The Company is subject to federal and state examinations for the year 2012 forward. There are no tax examinations currently in progress. |
ORGANIZATION_AND_SUMMARY_OF_SI1
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (Policies) | 6 Months Ended | |
Sep. 30, 2013 | ||
Accounting Policies [Abstract] | ' | |
(a) Organization and Business | ' | |
(a) | Organization and Business: | |
Accelerated Acquisitions XXII, Inc. (“the Company”) was incorporated in the state of Delaware on February 6, 2012 for the purpose of raising capital that is intended to be used in connection with its business plan which may include a possible merger, acquisition or other business combination with an operating business. | ||
On April 18, 2013, NorthShore Variables LLC (“Purchaser”) agreed to acquire 23,350,000 shares of the Company’s common stock par value $0.0001 for a price of $0.0001 per share. At the same time, Accelerated Venture Partners, LLC agreed to tender 3,500,000 of their 5,000,000 shares of the Company’s common stock par value $0.0001 for cancellation. Following these transactions, NorthShore Variables LLC owned approximately 94% of the Company’s 24,850,000 issued and outstanding shares of common stock par value $0.0001 and the interest of Accelerated Venture Partners, LLC was reduced to approximately 6% of the total issued and outstanding shares. Simultaneously with the share purchase, Timothy Neher resigned as President, Secretary and Treasurer and a Director of the Company and Joseph Sandlin was simultaneously appointed to the office of Chief Executive Officer, President, Secretary, Treasurer and a Director of the Company. The Purchaser used its working capital to acquire the Shares. The Purchaser did not borrow any funds to acquire the shares. | ||
The Company is currently in the development stage. All activities of the Company to date relate to its organization, initial funding and share issuances. | ||
(b) Basis of Presentation | ' | |
(b) | Basis of Presentation | |
The accompanying interim financial statements are unaudited and have been prepared in accordance with accounting principles generally accepted for interim financial statement presentation and in accordance with the instructions to Regulations S-K. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statement presentation. In the opinion of management, all adjustments for a fair statement of the results and operations and financial position for the interim periods presented have been included. All such adjustments are of a normal recurring nature. The financial information should be read in conjunction with the Financial Statements and notes thereto included in the Company’s Form 10-K Annual Report for the year ended March 31, 2013. The financial statements presented herein may not be indicative of the results of the Company for the year ending March 31, 2014. | ||
(c) Use of Estimates | ' | |
(c) | 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 amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the balance sheet and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | ||
(d) Emerging Growth Company | ' | |
(d) | Emerging Growth Company | |
We are an “emerging growth company,” as defined in the Jumpstart our Business Startups Act of 2012, and we may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies, including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. | ||
Under the Jumpstart Our Business Startups Act, “emerging growth companies” can delay adopting new or revised accounting standards until such time as those standards apply to private companies. We have elected not to avail ourselves to this exemption from new or revised accounting standards and, therefore, we will be subject to the same new or revised accounting standards as other public companies that are not “emerging growth companies.” | ||
(e) Cash and Cash Equivalents | ' | |
(e) | Cash and Cash Equivalents | |
For purposes of the statement of cash flows, the Company considers highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalents. The Company had no cash equivalents as of September 30, 2013 and March 31, 2013. | ||
(f) Loss per Common Share | ' | |
(f) | Loss per Common Share | |
Basic loss per share is calculated using the weighted-average number of common shares outstanding during each reporting period. Diluted per share includes potentially dilutive securities such as outstanding options and warrants, using various methods such as the treasury stock or modified treasury stock method in the determination of dilutive shares outstanding during each reporting period. The Company has incurred a loss during the current period, therefore any potentially dilutive shares are excluded, as they would be anti-dilutive. The Company does not have any potentially dilutive instruments for this reporting period. | ||
(g) Recent Accounting Pronouncements | ' | |
(g) | Recent Accounting Pronouncements | |
Not Adopted | ||
In April 2013, the FASB issued ASU No. 2013-07, Presentation of Financial Statements (Top 205): Liquidation Basis of Accounting. The objective of ASU No. 2013-07 is to clarify when an entity should apply the liquidation basis of accounting and to provide principles for the measurement of assets and liabilities under the liquidation basis of accounting, as well as any required disclosures. The amendments in this standard is effective prospectively for entities that determine liquidation is imminent during annual reporting periods beginning after December 15, 2013, and interim reporting periods therein. We are evaluating the effect, if any, adoption of ASU No. 2013-07 will have on our financial statements | ||
Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the American Institute of Certified Public Accountants, and the United States Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements. |
ORGANIZATION_AND_SUMMARY_OF_SI2
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (Details Narrative) (USD $) | Sep. 30, 2013 | Mar. 31, 2013 |
Notes to Financial Statements | ' | ' |
Cash | ' | ' |