Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Apr. 30, 2015 | Jul. 27, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Gawk Inc. | |
Entity Central Index Key | 1,546,392 | |
Document Type | 10-Q | |
Amendment Flag | true | |
Amendment Description | The purpose of this Amendment to the Registrant’s Quarterly Report on Form 10-Q/A for the period ended April 30, 2015 (the “10-Q/A”) is to furnish Exhibit 101 to the Form 10-Q as required by Rule 405 of Regulation S-T. Users of this data are advised that pursuant to Rule 406T of Regulation S-T these interactive data files are deemed not filed or part of a registration statement or prospectus for purposes of sections 11 or 12 of the Securities Act of 1933, are deemed not filed for purposes of section 18 of the Securities and Exchange Act of 1934, and otherwise are not subject to liability under those sections. No other changes have been made to the Form 10-Q other than those described herein. No other changes have been made to the 10-Q/A and this amendment has not been updated to reflect events occurring subsequent to the filing of the 10-Q/A. | |
Current Fiscal Year End Date | --01-31 | |
Document Period End Date | Apr. 30, 2015 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 180,079,156 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Apr. 30, 2015 | Jan. 31, 2015 |
CURRENT ASSETS | ||
Cash | $ 125,899 | $ 255,455 |
Marketable securities - available for sale | 135,000 | 28,950 |
Accounts receivable | 5,809 | 10,862 |
Deposit - Cipherloc | 1,125,000 | 1,125,000 |
Total current assets | 1,391,708 | 1,420,267 |
Web equipment, net of depreciation of $29,496 and $14,748 | 147,479 | 162,227 |
Intangible assets and proprietary technology, net of amortization $73,498 and $36,749 | 367,489 | 404,238 |
Goodwill | 1,310,908 | 1,310,908 |
TOTAL ASSETS | 3,217,584 | 3,297,640 |
CURRENT LIABILITIES: | ||
Accounts payable and accrued liabilities | 374,984 | 330,384 |
Note payable RND Media | 10,000 | 10,000 |
Convertible note payable net of discount $119,400 and $208,950 | 1,680,600 | 1,591,050 |
Investor payable - common shares | $ 1,154,000 | 1,154,000 |
Preferred shares payable for acquisition | 1,000,000 | |
Due to related party | $ 188,854 | 188,854 |
TOTAL LIABILITIES | $ 3,408,438 | $ 4,274,288 |
CONTINGENCIES AND COMMITMENTS | ||
STOCKHOLDERS' EQUITY (DEFICIT) | ||
Common stock, $0.001 par value, 650,000,000 shares authorized; 178,019,156 and 161,732,000 issued and outstanding | $ 178,019 | $ 161,732 |
Additional paid-in capital | 7,271,394 | 6,176,599 |
Accumulated other comprehensive income (loss) | (442) | (442) |
Accumulated deficit | (7,639,826) | (7,314,538) |
TOTAL STOCKHOLDERS' (DEFICIT) | (190,854) | (976,648) |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | 3,217,584 | 3,297,640 |
Series A Preferred Stock [Member] | ||
STOCKHOLDERS' EQUITY (DEFICIT) | ||
Preferred stock, value | $ 1 | $ 1 |
Series B Preferred Stock [Member] | ||
STOCKHOLDERS' EQUITY (DEFICIT) | ||
Preferred stock, value | ||
Series C Preferred Stock [Member] | ||
STOCKHOLDERS' EQUITY (DEFICIT) | ||
Preferred stock, value |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Apr. 30, 2015 | Jan. 31, 2015 |
Web equipment, net of depreciation | $ 29,496 | $ 14,748 |
Accumulated amortization of intangible assets | 73,498 | 36,749 |
Convertible note payable net of discount | $ 119,400 | $ 208,950 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 650,000,000 | 650,000,000 |
Common stock, shares issued | 178,019,156 | 161,732,000 |
Common stock, shares outstanding | 178,019,156 | 161,732,000 |
Series A Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1,000 | 1,000 |
Preferred stock, shares issued | 1,000 | 1,000 |
Preferred stock, shares outstanding | 1,000 | 1,000 |
Series B Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Series C Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 100 | 100 |
Preferred stock, shares issued | 8 | |
Preferred stock, shares outstanding | 8 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) | 3 Months Ended | |
Apr. 30, 2015 | Apr. 30, 2014 | |
Consolidated Statements of Operations and Comprehensive Income (Loss) [Abstract] | ||
REVENUE | $ 58,582 | |
OPERATING EXPENSES: | ||
General and administrative | $ 304,276 | $ 199,074 |
Research and development | 478,735 | |
Related party payments | $ 385,035 | |
Depreciation and Amortization expense | $ 51,497 | |
Total operating expenses | 355,773 | $ 1,062,844 |
OTHER (INCOME) AND EXPENSES | ||
Interest income | (3) | |
Interest expense | 134,150 | |
Unrealized (gain) loss on marketable securities | (106,050) | |
Total other (income) and expenses | 28,097 | |
NET LOSS | (325,288) | $ (1,062,844) |
Comprehensive income (loss): | ||
NET LOSS | $ (325,288) | $ (1,062,844) |
NET LOSS PER COMMON SHARE: | ||
Basic and diluted | $ 0 | $ (0.01) |
Weighted average common shares outstanding, basic and diluted | 172,555,864 | 210,333,333 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 3 Months Ended | |
Apr. 30, 2015 | Apr. 30, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (325,288) | $ (1,062,844) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Common stock issued for services | 57,083 | |
Common stock issued for legal settlement | 54,000 | |
Amoritization of Debt Discount | 89,550 | |
Unrealized (gain) loss on marketable securities | (106,050) | |
Depreciation and Amortization | 51,497 | |
Changes in operating assets and liabilities: | ||
Accounts receivable | 5,053 | |
Accounts payable and accrued liabilities | $ 44,599 | $ (31,787) |
Preferred Stock Payable | ||
Due to related party | $ 59,000 | |
Net cash used in operating activities | $ (129,556) | (1,035,631) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds (Refund) of subscription payable | (150,000) | |
Proceeds for investor payable | 699,200 | |
Proceeds from the sale of Preferred C stock | 3,300,000 | |
Net cash provided by financing activities | $ 3,849,200 | |
Effect of exchange rate changes | ||
INCREASE (DECREASE) IN CASH | $ (129,556) | $ 2,813,569 |
CASH, BEGINNING OF PERIOD | 255,455 | 1,034,210 |
CASH, END OF PERIOD | $ 125,899 | $ 3,847,779 |
SUPPLEMENTAL CASH FLOW INFORMATION: | ||
Interest paid | ||
Income taxes paid | ||
SUPPLEMENTAL DISCLOSURE OF NONCASH OPERATING AND FINANCING ACTIVITIES: | ||
Common stock exchanged for Preferred A | $ 150,000 | |
Issuance of preferred shares payable for acquisition | $ 1,000,000 |
Description of Business
Description of Business | 3 Months Ended |
Apr. 30, 2015 | |
Description of Business [Abstract] | |
DESCRIPTION OF BUSINESS | NOTE 1 - DESCRIPTION OF BUSINESS We were incorporated in the state of Nevada on January 6, 2011 and our principal business address is 5300 Melrose Avenue, Suite 42, Los Angeles, CA 90038 telephone number 888-754-6190. We have a January 31 fiscal year end. Gawk is focused on becoming our business customers’ single source for leveraging the increasing power of the cloud, providing essential services that form the foundation for successful migration to, and efficient use of, the cloud. Our cloud computing and Infrastructure as a Service (“IaaS”) solutions are designed to provide our customers with a platform on which additional cloud services can be layered. Complemented by Software as a Service (“SaaS”) solutions such as storage, security and business continuity, our advanced cloud offerings allow our customers to experience the increased efficiencies and agility delivered by the cloud. Gawk's cloud-based services are flexible, scalable and rapidly deployed, reducing our customers’ cost of ownership while increasing their productivity. |
Basis of Presentation of Interi
Basis of Presentation of Interim Financial Statements | 3 Months Ended |
Apr. 30, 2015 | |
Basis of Presentation of Interim Financial Statements [Abstract] | |
BASIS OF PRESENTATION OF INTERIM FINANCIAL STATEMENTS | NOTE 2 – BASIS OF PRESENTATION OF INTERIM FINANCIAL STATEMENTS Basis of Presentation of Interim Financial Statements The Company prepares its consolidated financial statements in accordance with accounting principles generally accepted in the United States of America. The accompanying interim unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information in accordance with the instructions to Form 10-Q/A and Article 8 of Regulation S-X. In our opinion, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the three months ended April 30, 2015 are not necessarily indicative of the results that may be expected for the year ending January 31, 2016. Notes to the unaudited interim consolidated financial statements that would substantially duplicate the disclosures contained in the audited consolidated financial statements for fiscal year 2015 have been omitted; this report should be read in conjunction with the audited consolidated financial statements and the footnotes thereto for the fiscal year ended January 31, 2015 included within its Form 10-K as filed with the Securities and Exchange Commission. Fair Value of Financial Instruments The Company's financial instruments consist primarily of cash, accounts payable and accrued expenses, and debt. The carrying amounts of such financial instruments approximate their respective estimated fair value due to the short-term maturities and approximate market interest rates of these instruments. The Company adopted ASC Topic 820, Fair Value Measurements The three-level hierarchy for fair value measurements is defined as follows: ● Level 1 – inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets; liabilities in active markets; ● Level 2 – inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability other than quoted prices, either directly or indirectly, including inputs in markets that are not considered to be active; or directly or indirectly including inputs in markets that are not considered to be active; ● Level 3 – inputs to the valuation methodology are unobservable and significant to the fair value measurement The following table summarizes fair value measurements by level at April 30, 2015 and January 31, 2015 for assets measured at fair value on a recurring basis: at April 30, 2015 Level 1 Level 2 Level 3 Total Marketable securities- available for sale 135,000 - - 135,000 Total assets 135,000 - - 135,000 at January 31, 2015 Level 1 Level 2 Level 3 Total Marketable securities- available for sale 28,950 - - 28,950 Total assets 28,950 - - 28,950 |
Going Concern Issues
Going Concern Issues | 3 Months Ended |
Apr. 30, 2015 | |
Going Concern Issues [Abstract] | |
GOING CONCERN ISSUES | NOTE 3 - GOING CONCERN ISSUES The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate continuation of the Company as a going concern. However, the Company has a net loss for the three months ended April 30, 2015 of $325,288, an accumulated deficit of $7,639,826 cash flows used by operating activities of $129,556 and needs additional cash to maintain its operations. These factors 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. The Company’s continued existence is dependent upon management’s ability to develop profitable operations, continued contributions from the Company’s executive officers to finance its operations and the ability to obtain additional funding sources to explore potential strategic relationships and to provide capital and other resources for the further development and marketing of the Company’s products and business. |
Marketable Securites
Marketable Securites | 3 Months Ended |
Apr. 30, 2015 | |
Marketable Securities [Abstract] | |
MARKETABLE SECURITIES | NOTE 4 – MARKETABLE SECURIITES On September 4, 2014 Cloud issued 3,000,000 common shares through a consulting agreement with Gawk, Inc. valued at $105,000 at the trading price of $.035 per share and the common stock issued to Gawk for consulting has been accounted as a marketable securities valued at $105,000. The services have been earned and completed in accordance with the agreement. The Company fair valued the marketable security available for sale at April 30, 2015 and recorded a gain on change in fair value of the asset of $106,050. Total available security available for sale at April 30, 2015 is $135,000. |
Licensing Agreement _ Deposit
Licensing Agreement / Deposit | 3 Months Ended |
Apr. 30, 2015 | |
Licensing Agreement / Deposit [Abstract] | |
LICENSING AGREEMENT / DEPOSIT | NOTE 5 – LICENSING AGREEMENT / DEPOSIT On June 11, 2014 we entered into a license and subscription agreement with Cloud Medical Doctor Software Corporation (NSCT) (“Cloud”) for $1,125,000. The agreement grants to us a non-exclusive encryption license agreement which entitles us to utilize Cloud’s encryption software solution within the Customer’s business. We purchased a 48 months encryption licensing agreement to incorporate into our existing web based software. The licensing agreement will protect members of our platform from hackers and other privacy intrusion vehicles. CipherLoc has various features that will further protect our members and end users of our web developed platform. As of July 28, 2015 the software has not been delivered to the Company, as such the cash paid for the encryption licensing agreement has been accounted as a deposit for $1,125,000. |
Equity
Equity | 3 Months Ended |
Apr. 30, 2015 | |
Equity [Abstract] | |
EQUITY | NOTE 6 - EQUITY On November 4, 2014 a verified complaint was filed in Clark County, Nevada being case number A-14-709328-C against the Company by an investor known as James McCrink on behalf of the James E. McCrink Trust. The company and James E McCrink Trust reached a settlement on January 19, 2015 and issued 2,700,000 shares of common stock at a fair market value of $54,000 on February 17, 2015 in accordance with the settlement agreement. On February 13, 2015 the Company issued 4,587,156 shares for legal services rendered for $20,183. On March 20, 2015 the Company issued 9,000,000 shares with 3,000,000 shares going to each board member as compensation for serving on the board for a total of $36,900. |
Business Combination
Business Combination | 3 Months Ended |
Apr. 30, 2015 | |
Business Combination [Abstract] | |
BUSINESS COMBINATION | NOTE 7 – BUSINESS COMBINATION October 30, 2014 the Company through a comprehensive agreement with Webrunner, LLC, has purchased a complete data center. The fair value of the consideration and the assets acquired is based on the aggregate value of the common stock issued in exchange for the software as shown below: The acquisition consisted primarily of the purchase of a data center and all of its business, which are considered to meet the definition of a business in accordance with FASB codification Topic 805, "Business Combinations", As such, the Company accounted for the acquisition as a business combination. During the 2 months ended April 30, 2015 the issued $1,000,000 of preferred shares payable for the acquisition of Webrunner, Inc. See Note – 8 of our January 31, 2015 10K for more information. The following (unaudited) Proforma consolidated results of operations have been prepared as if the acquisition had occurred at February 1, 2014. April 30, REVENUES 29,470 Net Loss (1,033,374 ) Net loss per share basic and diluted $ (0.01 ) Weighted average of shares outstanding 219,433,333 |
Convertible Notes Payable
Convertible Notes Payable | 3 Months Ended |
Apr. 30, 2015 | |
Convertible Notes Payable and Notes Payable [Abstract] | |
CONVERTIBLE NOTES PAYABLE | NOTE 8 – CONVERTIBLE NOTES PAYABLE The Company had the following convertible notes payable outstanding as of April 30, 2015 and January 31, 2015: April 30, January 31, Note C-1 Dated – August 22, 2014 1,800,000 1,800,000 Total notes payable $ 1,800,000 $ 1,800,000 Less: Discount (119,400 ) (208,950 ) Less: current portion of convertible notes payable 1,680,600 1,591,050 Long-term convertible notes payable $ - $ - The Company amortized the debt discount $89,550 for the 3 months ended April 30, 2015. |
Notes payable
Notes payable | 3 Months Ended |
Apr. 30, 2015 | |
Convertible Notes Payable and Notes Payable [Abstract] | |
NOTES PAYABLE | NOTE 9 –NOTES PAYABLE April 30, January 31, Note D-1 10,000 10,000 Dated – October 30, 2014 Total notes payable $ 10,000 $ 10,000 |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Apr. 30, 2015 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 10 – RELATED PARTY TRANSACTIONS As of April 30, 2015 and January 31, 2015, the current CEO had unpaid salaries of $136,500. During the year ended January 31, 2015, the CEO advanced the Company cash of $52,354. As of April 30, 2015 and January 31, 2015 the amount owed to the prior CEO for advances was $52,354. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Apr. 30, 2015 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 11 – SUBSEQUENT EVENTS On March 4, 2015 the Company approved the issuance of 2,060,000 in converting warrant purchaser shares. On May 23, 2015 the shares were issued. |
Basis of Presentation of Inte17
Basis of Presentation of Interim Financial Statements (Policies) | 3 Months Ended |
Apr. 30, 2015 | |
Basis of Presentation of Interim Financial Statements [Abstract] | |
Basis of Presentation of Interim Financial Statements | Basis of Presentation of Interim Financial Statements The Company prepares its consolidated financial statements in accordance with accounting principles generally accepted in the United States of America. The accompanying interim unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information in accordance with the instructions to Form 10-Q/A and Article 8 of Regulation S-X. In our opinion, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the three months ended April 30, 2015 are not necessarily indicative of the results that may be expected for the year ending January 31, 2016. Notes to the unaudited interim consolidated financial statements that would substantially duplicate the disclosures contained in the audited consolidated financial statements for fiscal year 2015 have been omitted; this report should be read in conjunction with the audited consolidated financial statements and the footnotes thereto for the fiscal year ended January 31, 2015 included within its Form 10-K as filed with the Securities and Exchange Commission. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company's financial instruments consist primarily of cash, accounts payable and accrued expenses, and debt. The carrying amounts of such financial instruments approximate their respective estimated fair value due to the short-term maturities and approximate market interest rates of these instruments. The Company adopted ASC Topic 820, Fair Value Measurements The three-level hierarchy for fair value measurements is defined as follows: ● Level 1 – inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets; liabilities in active markets; ● Level 2 – inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability other than quoted prices, either directly or indirectly, including inputs in markets that are not considered to be active; or directly or indirectly including inputs in markets that are not considered to be active; ● Level 3 – inputs to the valuation methodology are unobservable and significant to the fair value measurement The following table summarizes fair value measurements by level at April 30, 2015 and January 31, 2015 for assets measured at fair value on a recurring basis: at April 30, 2015 Level 1 Level 2 Level 3 Total Marketable securities- available for sale 135,000 - - 135,000 Total assets 135,000 - - 135,000 at January 31, 2015 Level 1 Level 2 Level 3 Total Marketable securities- available for sale 28,950 - - 28,950 Total assets 28,950 - - 28,950 |
Basis of Presentation of Inte18
Basis of Presentation of Interim Financial Statements(Tables) | 3 Months Ended |
Apr. 30, 2015 | |
Basis of Presentation of Interim Financial Statements [Abstract] | |
Summary of fair value measured on recurring basis | at April 30, 2015 Level 1 Level 2 Level 3 Total Marketable securities- available for sale 135,000 - - 135,000 Total assets 135,000 - - 135,000 at January 31, 2015 Level 1 Level 2 Level 3 Total Marketable securities- available for sale 28,950 - - 28,950 Total assets 28,950 - - 28,950 |
Business Combination (Tables)
Business Combination (Tables) | 3 Months Ended |
Apr. 30, 2015 | |
Business Combination [Abstract] | |
Consolidated results of operations acquisition | April 30, REVENUES 29,470 Net Loss (1,033,374 ) Net loss per share basic and diluted $ (0.01 ) Weighted average of shares outstanding 219,433,333 |
Convertible Notes Payable (Tabl
Convertible Notes Payable (Tables) | 3 Months Ended |
Apr. 30, 2015 | |
Convertible Notes Payable and Notes Payable [Abstract] | |
Schedule of convertible notes payable | April 30, January 31, Note C-1 Dated – August 22, 2014 1,800,000 1,800,000 Total notes payable $ 1,800,000 $ 1,800,000 Less: Discount (119,400 ) (208,950 ) Less: current portion of convertible notes payable 1,680,600 1,591,050 Long-term convertible notes payable $ - $ - |
Notes payable (Tables)
Notes payable (Tables) | 3 Months Ended |
Apr. 30, 2015 | |
Convertible Notes Payable and Notes Payable [Abstract] | |
Summary of notes payable | April 30, January 31, Note D-1 10,000 10,000 Dated – October 30, 2014 Total notes payable $ 10,000 $ 10,000 |
Basis of Presentation of Inte22
Basis of Presentation of Interim Financial Statements (Details) - USD ($) | Apr. 30, 2015 | Jan. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities - available for sale | $ 135,000 | $ 28,950 |
Total assets | 135,000 | 28,950 |
Level 1(Member) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities - available for sale | 135,000 | 28,950 |
Total assets | $ 135,000 | $ 28,950 |
Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities - available for sale | ||
Total assets | ||
Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities - available for sale | ||
Total assets |
Going Concern Issues (Details)
Going Concern Issues (Details) - USD ($) | 3 Months Ended | ||
Apr. 30, 2015 | Apr. 30, 2014 | Jan. 31, 2015 | |
Going Concern Issues (Textual) | |||
Accumulated deficit | $ (7,639,826) | $ (7,314,538) | |
Net loss | (325,288) | $ (1,062,844) | |
Cash flows used by operating activities | $ (129,556) | $ (1,035,631) |
Marketable Securites (Details)
Marketable Securites (Details) - USD ($) | Sep. 04, 2014 | Apr. 30, 2015 | Jan. 31, 2015 |
Marketable Securites Textual [Abstract] | |||
Gain on change in fair value of the asset | $ 106,050 | ||
Marketable securities - available for sale | $ 135,000 | $ 28,950 | |
Cloud Consulting Agreement [Member] | |||
Marketable Securites Textual [Abstract] | |||
Common share issued | 3,000,000 | ||
Common shares value | $ 105,000 | ||
Trading price | $ 0.035 | ||
Marketable securities- available for sale | $ 105,000 |
Licensing Agreement _ Deposit (
Licensing Agreement / Deposit (Details) - USD ($) | Jun. 11, 2014 | Jul. 28, 2015 | Apr. 30, 2015 | Jan. 31, 2015 |
Licensing Agreement / Deposit (Textual) | ||||
Deposit | $ 1,125,000 | $ 1,125,000 | ||
License and subscription agreement [Member] | ||||
Licensing Agreement / Deposit (Textual) | ||||
Deposit | $ 1,125,000 | |||
Licensing agreement, Useful life | 48 months | |||
License amount | $ 1,125,000 |
Equity (Details)
Equity (Details) - USD ($) | Feb. 17, 2015 | Mar. 20, 2015 | Feb. 13, 2015 |
Equity (Textual) | |||
Common stock issued for services, shares | 9,000,000 | 4,587,156 | |
Common stock issued for services, value | $ 20,183 | ||
Investor [Member] | |||
Equity (Textual) | |||
Fair Value of common stock | $ 54,000 | ||
shares of common stock issued for settlement agreement | 2,700,000 | ||
Board of Directors [Member] | |||
Equity (Textual) | |||
Common stock issued for services, shares | 3,000,000 | ||
Common stock issued for services, value | $ 36,900 |
Business Combination (Details )
Business Combination (Details ) - 3 months ended Apr. 30, 2014 - USD ($) | Total |
Business Combination [Abstract] | |
REVENUES | $ 29,470 |
Net Loss | $ (1,033,374) |
Net loss per share basic and diluted | $ (0.01) |
Weighted average of shares outstanding | 219,433,333 |
Business Combination (Details T
Business Combination (Details Textual) - USD ($) | 2 Months Ended | 3 Months Ended | |
Apr. 30, 2015 | Apr. 30, 2015 | Apr. 30, 2014 | |
Business combination (Textual) | |||
Issuance of preferred shares payable for acquisition | $ 1,000,000 | ||
Webrunner, Inc [Member] | |||
Business combination (Textual) | |||
Issuance of preferred shares payable for acquisition | $ 1,000,000 |
Convertible Notes Payable (Deta
Convertible Notes Payable (Details) - USD ($) | Apr. 30, 2015 | Jan. 31, 2015 |
Short-term Debt [Line Items] | ||
Total notes payable | $ 1,800,000 | $ 1,800,000 |
Less: Discount | (119,400) | (208,950) |
Less: current portion of convertible notes payable | $ 1,680,600 | $ 1,591,050 |
Long-term convertible notes payable | ||
Dated - August 22, 2014 [Member] | ||
Short-term Debt [Line Items] | ||
Total notes payable | $ 1,800,000 | $ 1,800,000 |
Convertible Notes Payable (De30
Convertible Notes Payable (Details Textual) - USD ($) | 3 Months Ended | |
Apr. 30, 2015 | Apr. 30, 2014 | |
Convertible notes payable (Textual) | ||
Amoritization of Debt Discount | $ 89,550 |
Notes payable (Details)
Notes payable (Details) - USD ($) | Apr. 30, 2015 | Jan. 31, 2015 |
Short-term Debt [Line Items] | ||
Total notes payable | $ 10,000 | $ 10,000 |
Note D-1 | ||
Short-term Debt [Line Items] | ||
Total notes payable | 10,000 | 10,000 |
Dated - October 30, 2014 | ||
Short-term Debt [Line Items] | ||
Total notes payable | $ 10,000 | $ 10,000 |
Related Party Transactions (Det
Related Party Transactions (Details) - Chief Executive Officer [Member] - USD ($) | 12 Months Ended | |
Jan. 31, 2015 | Apr. 30, 2015 | |
Related Party Transaction [Line Items] | ||
Unpaid salaries | $ 136,500 | $ 136,500 |
Advance fund from CEO | 52,354 | |
Advance amount owed to CEO | $ 52,354 | $ 52,354 |
Subsequent Events (Details)
Subsequent Events (Details) | Mar. 04, 2015shares |
Subsequent Events (Textual) | |
Converting warrant purchaser shares | 2,060,000 |