Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2013 | Aug. 10, 2015 | Jun. 28, 2013 | |
Document and Entity Information [Abstract] | |||
Document Type | 10-K/A | ||
Amendment Flag | true | ||
Amendment Description | Financial Restatement | ||
Document Period End Date | Dec. 31, 2013 | ||
Entity Registrant Name | Future Healthcare of America | ||
Entity Central Index Key | 1,552,845 | ||
Entity Filer Category | Smaller Reporting Company | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,013 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Common Stock, Shares Outstanding | 10,665,631 | ||
Entity Public Float | $ 1,518,260 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2013 | Dec. 31, 2012 |
CURRENT ASSETS: | ||
Cash | $ 1,073,686 | $ 208,458 |
Accounts receivable | 594,911 | 576,116 |
Prepaid expenses | 58,495 | 71,925 |
Deferred tax asset, net | 7,318 | 7,318 |
Total current assets | 1,734,410 | 863,817 |
Property and equipment, net | 188 | 615 |
Goodwill | 79,809 | 79,809 |
Deferred tax asset, net | 491,516 | 424,264 |
Total assets | 2,305,923 | 1,368,505 |
CURRENT LIABILITIES: | ||
Accounts payable | 74,334 | 64,503 |
Accrued expenses | 155,498 | $ 155,569 |
Derivative liability | $ 732,242 | |
Deferred revenue | $ 1,949 | |
Total current liabilities | $ 962,074 | $ 222,021 |
CONVERTIBLE SECURED DEBENTURE PAYABLE, net of discount of $919,221 | 90,779 | |
Total liabilities | 1,052,853 | $ 222,021 |
STOCKHOLDERS' EQUITY | ||
Common stock | 10,163 | 10,063 |
Additional paid-in capital | 1,220,123 | 1,205,223 |
Retained earnings (accumulated deficit) | 22,784 | (68,802) |
Total stockholders' equity | 1,253,070 | 1,146,484 |
Total liabilities and stockholders' equity | $ 2,305,923 | $ 1,368,505 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) | Dec. 31, 2013 | Dec. 31, 2012 |
CONSOLIDATED BALANCE SHEETS [Abstract] | ||
Allowance for doubtful accounts | $ 20,200 | $ 20,200 |
Unamortized discount | $ 919,221 | |
Common stock authorized | 200,000,000 | 200,000,000 |
Common stock par value | $ 0.001 | $ 0.001 |
Common stock outstanding | 10,163,249 | 10,063,249 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
CONSOLIDATED STATEMENTS OF OPERATIONS [Abstract] | ||
Revenue | $ 4,421,734 | $ 4,381,518 |
Cost of Revenue | 3,134,171 | 2,955,574 |
Gross Profit | 1,287,563 | 1,425,944 |
OPERATING EXPENSES | ||
Selling expenses | 86,638 | 86,992 |
General and administrative | 614,286 | 359,498 |
Salaries, wages and related expenses | $ 701,862 | 783,095 |
Impairment of goodwill | 1,109,852 | |
Total Operating Expenses | $ 1,402,786 | 2,339,437 |
Net Loss from operation | (115,223) | (913,493) |
OTHER INCOME (EXPENSE): | ||
Interest income | 103 | $ 221 |
Gain on derivative instrument | 220,012 | |
Interest expense | (57,946) | |
Other income (expense) | (22,612) | $ 8,697 |
Total Other Income (Expense) | 139,557 | 8,918 |
Income (loss) from operations before tax | $ 24,334 | $ (904,575) |
Current Income Tax Expense (Benefit) | ||
Deferred Income Tax Benefit | $ (67,252) | $ (326,618) |
Income (loss) | $ 91,586 | $ (577,957) |
BASIC AND DILUTED LOSS PER COMMON SHARE AVAILABLE TO COMMON SHAREHOLDERS | $ 0.01 | $ (0.06) |
BASIC AND DILUTED WEIGHTED AVERAGE COMMON SHARES OUTSTANDING | 10,123,797 | 10,063,249 |
STATEMENT OF STOCKHOLDERS' EQUI
STATEMENT OF STOCKHOLDERS' EQUITY - USD ($) | Total | Common Stock [Member] | Additional Paid In Capital [Member] | Retained Earnings [Member] |
Balance at Dec. 31, 2011 | $ 10,063 | $ 1,575,128 | $ 509,155 | |
Balance, shares at Dec. 31, 2011 | 10,063,249 | |||
Capital Payments to FAB Universal | $ (369,905) | |||
Net loss | $ (577,957) | $ (577,957) | ||
Balance at Dec. 31, 2012 | 1,146,484 | $ 10,063 | $ 1,205,223 | $ (68,802) |
Balance, shares at Dec. 31, 2012 | 10,063,249 | |||
Issuance of common stock | $ 100 | $ 14,900 | ||
Issuance of common stock, shares | 100,000 | |||
Net loss | 91,586 | $ 91,586 | ||
Balance at Dec. 31, 2013 | $ 1,253,070 | $ 10,163 | $ 1,220,123 | $ 22,784 |
Balance, shares at Dec. 31, 2013 | 10,163,249 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Cash Flows from Operating Activities | ||
Net income (loss) | $ 91,586 | $ (577,957) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Loss on disposal of fix assets | $ 230 | |
Stock issued to employee | $ 15,000 | |
Accretion on discount | 33,033 | |
Gain on derivative instruments | $ (220,012) | |
Change in allowance for doubtful accounts | ||
Depreciation and amortization expense | $ 427 | $ 3,430 |
Deferred Tax Benefit | $ (67,252) | (326,618) |
Impairment of goodwill | 1,109,852 | |
Change in assets and liabilities: | ||
Accounts receivable | $ (17,076) | (193,978) |
Prepaid expenses | 13,429 | (56,576) |
Accounts payable | 9,831 | 14,527 |
Accrued expense | (70) | 68,359 |
Deferred revenue | (3,668) | 1,949 |
Net Cash Provided by (Used in) Operating Activities | $ (144,772) | $ 43,218 |
Cash Flows from Investing Activities: | ||
Purchase of property & equipment | ||
Net Cash Used in Investing Activities | ||
Cash Flows from Financing Activities: | ||
Issuance of convertible note payable | $ 1,010,000 | |
Payments (to)/from FAB Universal | $ (369,905) | |
Net Cash Provided by (Used in) Financing Activities | $ 1,010,000 | (369,905) |
Net Increase (Decrease) in Cash | 865,228 | (326,687) |
Cash at Beginning of Period | 208,458 | 535,145 |
Cash at End of Period | $ 1,073,686 | $ 208,458 |
Supplemental Disclosures of Cash Flow Information | ||
Cash paid during the periods for interest | ||
Cash paid during the periods for income taxes | ||
Supplemental Disclosures of Non-Cash Investing and Financing Activities: | ||
Amortization of discount on note payable | $ 33,033 | |
Depreciation expense | 427 | $ 3,430 |
Interest expense to be paid with stock | 24,913 | |
Change in FMV of derivative liability | (220,012) | |
Expenditures paid with issuance of common stock | 15,000 | |
Total non-cash expenditures | $ (146,639) | $ 3,430 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2013 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Organization Accounting Estimates Cash and Cash Equivalents 527,038 Accounts Receivable 20,200 20,200 0 Depreciation Long-lived intangible assets Leases Goodwill no 1,109,852 Loss Per Share Income Taxes Advertising Costs 47,208 54,162 Fair Value of Financial Instruments Level 1. Observable inputs such as quoted prices in active markets for identical assets or liabilities; Level 2. Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and Level 3. Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. Unless otherwise disclosed, the fair value of the Company's financial instruments including cash, accounts receivable, prepaid expenses, and accounts payable and accrued expenses approximates their recorded values due to their short-term maturities. Revenue Recognition Derivative Financial Instruments Recently Enacted Accounting Standards - R |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2013 | |
PROPERTY AND EQUIPMENT [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 2 - PROPERTY & EQUIPMENT The following is a summary of property and equipment at: Life December 31, 2013 December 31, Furniture, fixtures and equipment 2 10 $ 36,384 $ 50,397 36,384 50,397 Less: Accumulated depreciation (36,196 ) (49,782 ) Property & equipment, net $ 188 $ 615 Depreciation expense for the periods ended December 31, 2013 and 2012 was $ 427 3,430 |
GOODWILL
GOODWILL | 12 Months Ended |
Dec. 31, 2013 | |
GOODWILL [Abstract] | |
GOODWILL | NOTE 3 - GOODWILL Impairment - During 2013, FHA management performed its annual test of impairment of goodwill by comparing the net carrying value of the intangible asset with the fair value of the reporting unit. Based upon the results of this analysis, it was determined that the goodwill was not impaired. Impairment - During 2012, FHA management performed its annual test of impairment of goodwill by comparing the net carrying value of the intangible asset with the fair value of the reporting units. Based upon the results of this analysis, it was determined that the goodwill was impaired. The Company recorded an impairment charge of $1,109,852 as a result of impairment testing. Goodwill For the Years Ended December 31, December 31, Goodwill at beginning of period $ 79,809 $ 1,189,661 Impairment - (1,109,852 ) Goodwill at end of period $ 79,809 $ 79,809 Goodwill consists of: December 31, December 31, 2013 2012 Interim Healthcare of Wyoming Casper $ - $ - Interim Healthcare of Wyoming - Billings 79,809 79,809 Total Goodwill $ 79,809 $ 79,809 |
VARIABLE RATE SENIOR SECURED CO
VARIABLE RATE SENIOR SECURED CONVERTIBLE DEBENTURE | 12 Months Ended |
Dec. 31, 2013 | |
VARIABLE RATE SENIOR SECURED CONVERTIBLE DEBENTURE [Abstract] | |
VARIABLE RATE SENIOR SECURED CONVERTIBLE DEBENTURE | NOTE 4 VARIABLE RATE SENIOR SECURED CONVERTIBLE DEBENTURE On September 9, 2013, the Company closed a Subscription Agreement by which one institutional investor purchased a) a Variable Rate Senior Secured Convertible Note payable having a total principal amount of $ 1,010,000 0.25 March 9, 2015 3,030,000 0.50 four 2,000,000 0.25 one 952,254 33,033 919,221 24,913 Future Maturities of the note payable at December 31, 2013 are as follows: Year ending December 31, 2013, 2014 $ - 2015 1,010,000 2016 - 2017 - 2018 - Thereafter - $ 1,010,000 |
DERIVATIVE FINANCIAL INSTRUMENT
DERIVATIVE FINANCIAL INSTRUMENTS | 12 Months Ended |
Dec. 31, 2013 | |
DERIVATIVE FINANCIAL INSTRUMENTS [Abstract] | |
DERIVATIVE FINANCIAL INSTRUMENTS | NOTE 5 DERIVATIVE FINANCIAL INSTRUMENTS The Company entered into a variable rate senior secured convertible debenture, wherein the Company agreed to register the underlying share, warrants and greenshoe. The fair value of the beneficial conversion feature of the warrants and greenshoe was estimated using the Black Scholes pricing model and totaled $ 952,254 3.70 1.75 166 .14 .50 732,242 220,012 |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS | 12 Months Ended |
Dec. 31, 2013 | |
FAIR VALUE OF FINANCIAL INSTRUMENTS [Abstract] | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | NOTE 6 FAIR VALUE OF FINANCIAL INSTRUMENTS The Fair Value Measurement and Disclosure Topic of FASB and ASC: Defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, and establishes a framework for measuring fair value; Establishes a three-level hierarchy for fair value measurement based upon the transparency of inputs to the valuation as of the measurement date; Expands disclosures about financial instruments measured at fair value. Financial assets and financial liabilities record on the Balance sheet at fair value are categorized based on the reliability of inputs to the valuation techniques as follows: Level 1: Financial assets and financial liabilities whose values are based on unadjusted quoted prices for identical assets or liabilities in an active market that the Company can access. Level 2: Financial assets and financial liabilities whose values are based on the following: Quoted prices for similar assets or liabilities in active markets; Quoted prices for identical or similar assets or liabilities in non-active markets or Valuation models whose inputs are observable, directly or indirectly, for substantially the full term of the assets or liability Level 3: Financial assets and financial liabilities whose values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. These inputs may reflect our estimates of the assumptions that market participants would use in valuing the financial assets and financial liabilities. The following tables summarize Level 1, 2 and 3 financial assets and financial (liabilities) by their classification in the Consolidated Balance Sheet: Level 1 Level 2 Level 3 As of December 31, 2013 - - (732,242 ) |
CAPITAL STOCK
CAPITAL STOCK | 12 Months Ended |
Dec. 31, 2013 | |
CAPITAL STOCK [Abstract] | |
CAPITAL STOCK | NOTE 7 - CAPITAL STOCK Common Stock 200,000,000 0.001 10,163,249 On May 24, 2013, the Company issued 100,000 15,000 |
WARRANTS AND GREENSHOE
WARRANTS AND GREENSHOE | 12 Months Ended |
Dec. 31, 2013 | |
WARRANTS AND GREENSHOE [Abstract] | |
WARRANTS AND GREENSHOE | NOTE 8 WARRANTS AND GREENSHOE A summary of the status of the warrants and greenshoe granted is presented below for the twelve months ended: December 31, 2013 December 31, 2002 Weighted Price Price Outstanding at beginning of period - $ - - $ - Granted 5,030,000 0.40 - - Exercised - - - - Forfeited - - - - Expired - - - - Outstanding at end of period 5,030,000 $ 0.40 - $ - On September 9, 2013, the Company closed a Subscription Agreement wherein the Company granted warrants to purchase a total of 3,030,000 0.50 four 2,000,000 0.25 one Subsequent to the issuance of our financial statements for 2013, management adjusted the amortization of the discount on note payable from straight-line to the effective interest method and reclassified the fair value of registered shares from additional paid in capital to derivative liability as the conversion feature has ratchet provision. The restatement does not impact Income (Loss) from Operations. The Company has restated certain line items in the unaudited consolidated financial statements. The effect of restatement and the impact on the consolidated balance sheet as of December 31, 2013, the consolidated statement of operation and comprehensive income (loss) for year ended December 31, 2013, and the consolidated statement of cash flows for the year ended December 31, 2013, are presented below. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2013 | |
INCOME TAXES [Abstract] | |
INCOME TAXES | NOTE 9 - INCOME TAXES The Company accounts for income taxes in accordance with FASB ASC Topic 740, Accounting for Income Taxes which requires the Company to provide a net deferred tax asset or liability equal to the expected future tax benefit or expense of temporary reporting differences between book and tax accounting and any available operating loss or tax credit carryforwards. At December 31, 2013 and 2012, the total of all deferred tax assets was $498,834 and $431,582, respectively, and the total of the deferred tax assets related to goodwill was $321,667 and $368,050, respectively. The amount of and ultimate realization of the benefits from the deferred tax assets for income tax purposes is dependent, in part, upon the tax laws in effect, the Company's future earnings, and other future events. The Company believes it is more likely than not that the Company will have earnings in the near future and will realize the benefit of the deferred tax assets. The components of income tax expense (benefit) from continuing operations for the Years ended December 31, 2013 and 2012 consist of the following: For the Years Ended December 31, 2013 2012 Current tax expense: Federal $ - $ - State - - Current tax expense - - Deferred tax expense (benefit): Allowance for doubtful accounts - (368 ) Bonus accrual - 5,071 Vacation accrual - 8,356 Goodwill 46,383 (355,689 ) Net operating loss carryforward (113,635 ) 16,012 Subtotal deferred tax expense/(benefit) (67,252 ) (326,618 ) Income tax expense/(benefit) $ (67,252 ) $ (326,618 ) Deferred income tax expense/(benefit) results primarily from the reversal of temporary timing differences between tax and financial statement income. A reconciliation of income tax expense at the federal statutory rate to income tax expense at the company's effective rate is as follows: For the Years Ended December 31, 2013 2012 Current deferred tax assets: Computed tax at the expected statutory rate $ (29,373 ) $ (307,555 ) State and local income taxes, net of federal (4,135 ) (20,083 ) Other non-deductible expenses (25,481 ) 1,020 Return to accrual adjustment (8,263 ) - Income tax expense/(benefit) $ (67,252 ) $ (326,618 ) The temporary differences, tax credits and carryforwards gave rise to the following deferred tax asset December 31, 2013 and 2012: December 31, December 31, 2013 2012 Current deferred tax assets (liabilities): Allowance for doubtful accounts $ 7,318 $ 7,318 Bonus accrual - - Vacation accrual - - Total current deferred tax assets (liabilities) 7,318 7,318 Long-term deferred tax assets (liabilities): Excess of goodwill/intangible assets 321,667 368,050 Net operating loss carryforward 169,849 56,214 Total long-term deferred tax assets (liabilities) $ 491,516 $ 424,264 Net term deferred tax assets (liabilities) $ 498,834 $ 431,582 At December 31, 2013, the company has loss carryforwards of approximately $ 468,839 We file U.S. federal, and U.S. states returns, and we are generally no longer subject to tax examinations for years prior to 2009 for U.S. federal and U.S. states tax returns. |
LEASES
LEASES | 12 Months Ended |
Dec. 31, 2013 | |
LEASES [Abstract] | |
LEASES | NOTE 10 - LEASES Operating Lease 4,892 1,475 1,490 The future minimum lease payments for non-cancelable operating leases having remaining terms in excess of one year as of December 31, 2013 are as follows: Year ending December 31: Lease Payments 2014 76,349 2015 76,554 2016 76,584 2017 61,684 2018 29,352 Thereafter - Total Minimum Lease Payment $ 320,523 Lease expense charged to operations was $ 75,424 73,880 |
LOSS PER SHARE
LOSS PER SHARE | 12 Months Ended |
Dec. 31, 2013 | |
LOSS PER SHARE [Abstract] | |
LOSS PER SHARE | NOTE 11 LOSS PER SHARE The following data shows the amounts used in computing loss per share and the weighted average number of shares of common stock outstanding for the periods presented for the periods ended: December 31, December 31, Income (loss) from continuing operations available to common $ 91,586 $ (577,957) Income (loss) available to common stockholders (numerator) 91,586 (577,957) Weighted average number of common shares outstanding during 10,123,797 10,063,249 At December 31, 2013, the Company had 3,030,000 0.50 2,000,000 0.25 4,139,652 |
CONCENTRATION OF REVENUES
CONCENTRATION OF REVENUES | 12 Months Ended |
Dec. 31, 2013 | |
CONCENTRATION OF REVENUES [Abstract] | |
CONCENTRATION OF REVENUES | NOTE 12 - CONCENTRATION OF REVENUES For 2013 and 2012, Medicare and Medicaid reimbursement was 37 33 The following is a break out of revenue by major customer: 2013 2012 Medicare $ 657,272 $ 544,331 Medicaid 950,005 906,754 All Other 2,814,457 2,930,433 Total Sales $ 4,421,734 $ 4,381,518 |
RESTATEMENT OF PREVIOUSLY ISSUE
RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL INFORMATION | 12 Months Ended |
Dec. 31, 2013 | |
RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL INFORMATION [Abstract] | |
RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL INFORMATION | NOTE 13 - RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL INFORMATION Subsequent to the issuance of our financial statements for 2013, management adjusted the amortization of the discount on note payable from straight-line to the effective interest method and reclassified the fair value of registered shares from additional paid in capital to derivative liability as the conversion feature has a ratchet provision. The restatement does not impact Income (Loss) from Operations. The effect of restatement and the impact on the consolidated balance sheet as of December 31, 2013, the consolidated statement of operation and comprehensive income (loss) for the year ended December 31, 2013, are presented below. As of December 31, 2013 As restated As previously Derivative Liability 732,242 514,222 Total current liabilities 962,074 744,054 Convertible Note Payable, net of discount 90,779 265,357 Total liabilities 1,052,853 1,009,411 Additional paid-in capital 1,220,123 1,374,289 Retained earnings 22,784 (87,940) Total stockholders' equity 1,253,070 1,296,512 For the Year Ended December 31, As restated As previously reported Gain on derivative instrument 220,012 283,866 Interest expense (57,946) (232,524) Total Other Income (Expense) 139,557 28,833 Net income (loss) available to common $ 91,586 $ (19,138) BASIC AND DILUTED INCOME PER $ 0.01 $ (0.002) BASIC AND DILUTED INCOME PER $ 0.01 $ (0.002) |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2013 | |
SUBSEQUENT EVENTS [Abstract] | |
SUBSEQUENT EVENTS | NOTE 14 - SUBSEQUENT EVENTS On January 15, 2014, the Company entered into an eighteen 14,112 On February 4, 2014, the Company issued 50,000 7,000 On February 18, 2014, the Company issued 226,485 24,913 |
SUMMARY OF SIGNIFICANT ACCOUN21
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policy) | 12 Months Ended |
Dec. 31, 2013 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
Organization | Organization |
Accounting Estimates | Accounting Estimates |
Cash and Cash Equivalents | Cash and Cash Equivalents 527,038 |
Accounts Receivable | Accounts Receivable 20,200 20,200 0 |
Depreciation | Depreciation |
Long-lived intangible assets | Long-lived intangible assets |
Leases | Leases |
Goodwill | Goodwill no 1,109,852 |
Loss Per Share | Loss Per Share |
Income Taxes | Income Taxes |
Advertising Costs | Advertising Costs 47,208 54,162 |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Level 1. Observable inputs such as quoted prices in active markets for identical assets or liabilities; Level 2. Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and Level 3. Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. Unless otherwise disclosed, the fair value of the Company's financial instruments including cash, accounts receivable, prepaid expenses, and accounts payable and accrued expenses approximates their recorded values due to their short-term maturities. |
Revenue Recognition | Revenue Recognition |
Derivative Financial Instruments | Derivative Financial Instruments |
Recently Enacted Accounting Standards | Recently Enacted Accounting Standards - R |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2013 | |
PROPERTY AND EQUIPMENT [Abstract] | |
Schedule of Property and Equipment | Life December 31, 2013 December 31, Furniture, fixtures and equipment 2 10 $ 36,384 $ 50,397 36,384 50,397 Less: Accumulated depreciation (36,196 ) (49,782 ) Property & equipment, net $ 188 $ 615 |
GOODWILL (Tables)
GOODWILL (Tables) | 12 Months Ended |
Dec. 31, 2013 | |
GOODWILL [Abstract] | |
Schedule of Goodwill Activity | For the Years Ended December 31, December 31, Goodwill at beginning of period $ 79,809 $ 1,189,661 Impairment - (1,109,852 ) Goodwill at end of period $ 79,809 $ 79,809 Goodwill consists of: December 31, December 31, 2013 2012 Interim Healthcare of Wyoming Casper $ - $ - Interim Healthcare of Wyoming - Billings 79,809 79,809 Total Goodwill $ 79,809 $ 79,809 |
VARIABLE RATE SENIOR SECURED 24
VARIABLE RATE SENIOR SECURED CONVERTIBLE DEBENTURE (Tables) | 12 Months Ended |
Dec. 31, 2013 | |
VARIABLE RATE SENIOR SECURED CONVERTIBLE DEBENTURE [Abstract] | |
Schedule of Future Maturities | Year ending December 31, 2013, 2014 $ - 2015 1,010,000 2016 - 2017 - 2018 - Thereafter - $ 1,010,000 |
FAIR VALUE OF FINANCIAL INSTR25
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables) | 12 Months Ended |
Dec. 31, 2013 | |
FAIR VALUE OF FINANCIAL INSTRUMENTS [Abstract] | |
Schedule of Assets (Liabilities) Measured at Fair Value | Level 1 Level 2 Level 3 As of December 31, 2013 - - (732,242 ) |
WARRANTS AND GREENSHOE (Tables)
WARRANTS AND GREENSHOE (Tables) | 12 Months Ended |
Dec. 31, 2013 | |
WARRANTS AND GREENSHOE [Abstract] | |
Summary of Activity | December 31, 2013 December 31, 2002 Weighted Price Price Outstanding at beginning of period - $ - - $ - Granted 5,030,000 0.40 - - Exercised - - - - Forfeited - - - - Expired - - - - Outstanding at end of period 5,030,000 $ 0.40 - $ - |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2013 | |
INCOME TAXES [Abstract] | |
Schedule of the Components of Income Tax Expense (Benefit) | For the Years Ended December 31, 2013 2012 Current tax expense: Federal $ - $ - State - - Current tax expense - - Deferred tax expense (benefit): Allowance for doubtful accounts - (368 ) Bonus accrual - 5,071 Vacation accrual - 8,356 Goodwill 46,383 (355,689 ) Net operating loss carryforward (113,635 ) 16,012 Subtotal deferred tax expense/(benefit) (67,252 ) (326,618 ) Income tax expense/(benefit) $ (67,252 ) $ (326,618 ) |
Schedule of the Reconciliation of Income Tax Expense | For the Years Ended December 31, 2013 2012 Current deferred tax assets: Computed tax at the expected statutory rate $ (29,373 ) $ (307,555 ) State and local income taxes, net of federal (4,135 ) (20,083 ) Other non-deductible expenses (25,481 ) 1,020 Return to accrual adjustment (8,263 ) - Income tax expense/(benefit) $ (67,252 ) $ (326,618 ) |
Schedule of Deferred Tax Assets | December 31, December 31, 2013 2012 Current deferred tax assets (liabilities): Allowance for doubtful accounts $ 7,318 $ 7,318 Bonus accrual - - Vacation accrual - - Total current deferred tax assets (liabilities) 7,318 7,318 Long-term deferred tax assets (liabilities): Excess of goodwill/intangible assets 321,667 368,050 Net operating loss carryforward 169,849 56,214 Total long-term deferred tax assets (liabilities) $ 491,516 $ 424,264 Net term deferred tax assets (liabilities) $ 498,834 $ 431,582 |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Dec. 31, 2013 | |
LEASES [Abstract] | |
Schedule of Future Minimum Lease Payments | Year ending December 31: Lease Payments 2014 76,349 2015 76,554 2016 76,584 2017 61,684 2018 29,352 Thereafter - Total Minimum Lease Payment $ 320,523 |
LOSS PER SHARE (Tables)
LOSS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2013 | |
LOSS PER SHARE [Abstract] | |
Schedule of Loss Per Share | December 31, December 31, Income (loss) from continuing operations available to common $ 91,586 $ (577,957) Income (loss) available to common stockholders (numerator) 91,586 (577,957) Weighted average number of common shares outstanding during 10,123,797 10,063,249 |
CONCENTRATION OF REVENUES (Tabl
CONCENTRATION OF REVENUES (Tables) | 12 Months Ended |
Dec. 31, 2013 | |
CONCENTRATION OF REVENUES [Abstract] | |
Schedule of Revenues of Major Customers | 2013 2012 Medicare $ 657,272 $ 544,331 Medicaid 950,005 906,754 All Other 2,814,457 2,930,433 Total Sales $ 4,421,734 $ 4,381,518 |
RESTATEMENT OF PREVIOUSLY ISS31
RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2013 | |
RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL INFORMATION [Abstract] | |
Schedule of effect of restatement and impact on financial information | As of December 31, 2013 As restated As previously Derivative Liability 732,242 514,222 Total current liabilities 962,074 744,054 Convertible Note Payable, net of discount 90,779 265,357 Total liabilities 1,052,853 1,009,411 Additional paid-in capital 1,220,123 1,374,289 Retained earnings 22,784 (87,940) Total stockholders' equity 1,253,070 1,296,512 For the Year Ended December 31, As restated As previously reported Gain on derivative instrument 220,012 283,866 Interest expense (57,946) (232,524) Total Other Income (Expense) 139,557 28,833 Net income (loss) available to common $ 91,586 $ (19,138) BASIC AND DILUTED INCOME PER $ 0.01 $ (0.002) BASIC AND DILUTED INCOME PER $ 0.01 $ (0.002) |
SUMMARY OF SIGNIFICANT ACCOUN32
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | ||
Cash in excess of federally insured limits | $ 527,038 | |
Allowance for doubtful accounts receivable | $ 20,200 | $ 20,200 |
Adjustment to allowance for doubtful accounts receivable | ||
Impairment of goodwill | $ 1,109,852 | |
Advertising expense | $ 47,208 | $ 54,162 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 36,384 | $ 50,397 |
Less: Accumulated depreciation | (36,196) | (49,782) |
Property and equipment, net | 188 | 615 |
Depreciation expense | 427 | 3,430 |
Furniture, fixtures and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 36,384 | $ 50,397 |
Furniture, fixtures and equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Life | 2 years | |
Furniture, fixtures and equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Life | 10 years |
GOODWILL (Details)
GOODWILL (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Goodwill [Line Items] | ||
Goodwill at beginning of period | $ 79,809 | $ 1,189,661 |
Impairment | (1,109,852) | |
Goodwill at end of period | $ 79,809 | $ 79,809 |
Interim Healthcare of Wyoming - Casper [Member] | ||
Goodwill [Line Items] | ||
Goodwill at beginning of period | ||
Goodwill at end of period | ||
Interim Healthcare of Wyoming - Billings [Member] | ||
Goodwill [Line Items] | ||
Goodwill at beginning of period | $ 79,809 | |
Goodwill at end of period | $ 79,809 | $ 79,809 |
VARIABLE RATE SENIOR SECURED 35
VARIABLE RATE SENIOR SECURED CONVERTIBLE DEBENTURE (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
VARIABLE RATE SENIOR SECURED CONVERTIBLE DEBENTURE [Abstract] | ||
Principal amount | $ 1,010,000 | |
Conversion price per share | $ 0.25 | |
Maturity date | Mar. 9, 2015 | |
Beneficial conversion feature | $ 952,254 | |
Discount amortization | 33,033 | |
Unamortized discount | 919,221 | |
Accrued interest | $ 24,913 | |
Future Maturities of the note payable: | ||
2,014 | ||
2,015 | $ 1,010,000 | |
2,016 | ||
2,017 | ||
2,018 | ||
Thereafter | ||
Total | $ 1,010,000 | |
Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Number of shares purchasable | 3,030,000 | |
Exercisable period | 4 years | |
Exercise price per share | $ 0.50 | |
Greenshoe [Member] | ||
Class of Warrant or Right [Line Items] | ||
Number of shares purchasable | 2,000,000 | |
Exercisable period | 1 year | |
Exercise price per share | $ 0.25 |
DERIVATIVE FINANCIAL INSTRUME36
DERIVATIVE FINANCIAL INSTRUMENTS (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
DERIVATIVE FINANCIAL INSTRUMENTS [Abstract] | ||
Beneficial conversion feature | $ 952,254 | |
Life | 3 years 8 months 12 days | |
Risk free interest rate | 1.75% | |
Volatility | 166.00% | |
Stock price | $ 0.14 | |
Exercise price | $ 0.50 | |
Derivative liability | $ 732,242 | |
Gain from change in fair value of derivative liability | $ 220,012 |
FAIR VALUE OF FINANCIAL INSTR37
FAIR VALUE OF FINANCIAL INSTRUMENTS (Details) | Dec. 31, 2013USD ($) |
Level 1 [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Derivative liability - Registration rights of debenture, warrants and greenshoe | |
Level 2 [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Derivative liability - Registration rights of debenture, warrants and greenshoe | |
Level 3 [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Derivative liability - Registration rights of debenture, warrants and greenshoe | $ (732,242) |
CAPITAL STOCK (Details)
CAPITAL STOCK (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
CAPITAL STOCK [Abstract] | ||
Common stock authorized | 200,000,000 | 200,000,000 |
Common stock par value | $ 0.001 | $ 0.001 |
Common stock outstanding | 10,163,249 | 10,063,249 |
Common stock issued | 10,163,249 | |
Issuance of common stock for services, shares | 100,000 | |
Issuance of common stock for services | $ 15,000 |
WARRANTS AND GREENSHOE (Narrati
WARRANTS AND GREENSHOE (Narrative) (Details) - Dec. 31, 2013 - $ / shares | Total |
Warrants [Member] | |
Class of Warrant or Right [Line Items] | |
Number of shares purchasable | 3,030,000 |
Exercise price per share | $ 0.50 |
Exercisable period | 4 years |
Greenshoe [Member] | |
Class of Warrant or Right [Line Items] | |
Number of shares purchasable | 2,000,000 |
Exercise price per share | $ 0.25 |
Exercisable period | 1 year |
WARRANTS AND GREENSHOE (Summary
WARRANTS AND GREENSHOE (Summary of Activity) (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
WARRANTS AND GREENSHOE [Abstract] | ||
Outstanding at beginning of period | ||
Granted | 5,030,000 | |
Exercised | ||
Forfeited | ||
Expired | ||
Outstanding at end of period | 5,030,000 | |
Weighted average exercise price | ||
Outstanding at beginning of period | ||
Granted | $ 0.40 | |
Exercised | ||
Forfeited | ||
Expired | ||
Outstanding at end of period | $ 0.40 |
INCOME TAXES (Narrative) (Detai
INCOME TAXES (Narrative) (Details) | Dec. 31, 2013USD ($) |
INCOME TAXES [Abstract] | |
Loss carryforwards | $ 468,839 |
INCOME TAXES (Schedule of Compo
INCOME TAXES (Schedule of Components of Income Tax Expense (Benefit)) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Current tax expense: | ||
Federal | ||
State | ||
Current tax expense | ||
Deferred tax expense (benefit): | ||
Allowance for doubtful accounts | $ (368) | |
Bonus accrual | 5,071 | |
Vacation accrual | 8,356 | |
Goodwill | $ 46,383 | (355,689) |
Net operating loss carryforward | (113,635) | 16,012 |
Subtotal deferred tax expense/(benefit) | (67,252) | (326,618) |
Income tax expense/(benefit) | $ (67,252) | $ (326,618) |
INCOME TAXES (Schedule of Incom
INCOME TAXES (Schedule of Income Tax Expense Reconciliation) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
INCOME TAXES [Abstract] | ||
Computed tax at the expected statutory rate | $ (29,373) | $ (307,555) |
State and local income taxes, net of federal | (4,135) | (20,083) |
Other non-deductible expenses | (25,481) | $ 1,020 |
Return to accrual adjustment | (8,263) | |
Income tax expense/(benefit) | $ (67,252) | $ (326,618) |
INCOME TAXES (Schedule of Defer
INCOME TAXES (Schedule of Deferred Tax Assets) (Details) - USD ($) | Dec. 31, 2013 | Dec. 31, 2012 |
INCOME TAXES [Abstract] | ||
Allowance for doubtful accounts | $ 7,318 | $ 7,318 |
Bonus accrual | ||
Vacation accrual | ||
Total current deferred tax assets (liabilities) | $ 7,318 | $ 7,318 |
Excess of goodwill/intangible assets amortization for book over tax | 321,667 | 368,050 |
Net operating loss carryforward | 169,849 | 56,214 |
Total long-term deferred tax assets (liabilities) | 491,516 | 424,264 |
Total deferred tax assets (liabilities) | $ 498,834 | $ 431,582 |
LEASES (Narrative) (Details)
LEASES (Narrative) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
LEASES [Abstract] | ||
Lease expense | $ 75,424 | $ 73,880 |
Billings, Montana [Member] | ||
Operating Leased Assets [Line Items] | ||
Monthly lease | 1,475 | |
Future monthly lease | 1,490 | |
Casper, Wyoming [Member] | ||
Operating Leased Assets [Line Items] | ||
Monthly lease | $ 4,892 |
LEASES (Schedule of Future Mini
LEASES (Schedule of Future Minimum Lease Payments) (Details) | Dec. 31, 2013USD ($) |
Year ending December 31: | |
2,014 | $ 76,349 |
2,015 | 76,554 |
2,016 | 76,584 |
2,017 | 61,684 |
2,018 | $ 29,352 |
Thereafter | |
Total Minimum Lease Payment | $ 320,523 |
LOSS PER SHARE (Schedule of Los
LOSS PER SHARE (Schedule of Loss Per Share) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
LOSS PER SHARE [Abstract] | ||
Income (loss) from continuing operations available to common stockholders (numerator) | $ 91,586 | $ (577,957) |
Income (loss) available to common stockholders (numerator) | $ 91,586 | $ (577,957) |
Weighted average number of common shares outstanding during the period used in loss per share (denominator) | 10,123,797 | 10,063,249 |
LOSS PER SHARE (Narrative) (Det
LOSS PER SHARE (Narrative) (Details) - 12 months ended Dec. 31, 2013 - $ / shares | Total |
Warrants [Member] | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Anti-dilutive securities | 3,030,000 |
Antidilutive securities, per share amount | $ 0.50 |
Greenshoe [Member] | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Anti-dilutive securities | 2,000,000 |
Antidilutive securities, per share amount | $ 0.25 |
Convertible debenture [Member] | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Anti-dilutive securities | 4,139,652 |
CONCENTRATION OF REVENUES (Deta
CONCENTRATION OF REVENUES (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Revenue, Major Customer [Line Items] | ||
Medicare and Medicaid reimbursement, percent of revenue | 37.00% | 33.00% |
Revenue | $ 4,421,734 | $ 4,381,518 |
Medicare [Member] | ||
Revenue, Major Customer [Line Items] | ||
Revenue | 657,272 | 544,331 |
Medicaid [Member] | ||
Revenue, Major Customer [Line Items] | ||
Revenue | 950,005 | 906,754 |
All Other [Member] | ||
Revenue, Major Customer [Line Items] | ||
Revenue | $ 2,814,457 | $ 2,930,433 |
RESTATEMENT OF PREVIOUSLY ISS50
RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL INFORMATION (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL INFORMATION [Line Items] | ||
Derivative Liability | $ 732,242 | |
Total current liabilities | 962,074 | $ 222,021 |
Convertible Note Payable, net of discount | 90,779 | |
Total liabilities | 1,052,853 | $ 222,021 |
Additional paid-in capital | 1,220,123 | 1,205,223 |
Retained earnings | 22,784 | (68,802) |
Total stockholders' equity | 1,253,070 | $ 1,146,484 |
Gain on derivative instrument | 220,012 | |
Interest expense | (57,946) | |
Total Other Income (Expense) | 139,557 | $ 8,918 |
Net income (loss) available to common shareholders | $ 91,586 | $ (577,957) |
BASIC AND DILUTED INCOME PER COMMON SHARE FROM CONTINUING OPERATIONS | $ 0.01 | |
BASIC AND DILUTED INCOME PER COMMON SHARE | $ 0.01 | $ (0.06) |
As previously reported [Member] | ||
RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL INFORMATION [Line Items] | ||
Derivative Liability | $ 514,222 | |
Total current liabilities | 744,054 | |
Convertible Note Payable, net of discount | 265,357 | |
Total liabilities | 1,009,411 | |
Additional paid-in capital | 1,374,289 | |
Retained earnings | (87,940) | |
Total stockholders' equity | 1,296,512 | |
Gain on derivative instrument | 283,866 | |
Interest expense | (232,524) | |
Total Other Income (Expense) | 28,833 | |
Net income (loss) available to common shareholders | $ (19,138) | |
BASIC AND DILUTED INCOME PER COMMON SHARE FROM CONTINUING OPERATIONS | $ (0.002) | |
BASIC AND DILUTED INCOME PER COMMON SHARE | $ (0.002) |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) | 2 Months Ended | 12 Months Ended |
Mar. 06, 2014 | Dec. 31, 2013 | |
Subsequent Event [Line Items] | ||
Issuance of common stock for services, shares | 100,000 | |
Issuance of common stock for services | $ 15,000 | |
Subsequent Event [Member] | ||
Subsequent Event [Line Items] | ||
Lease term | 18 months | |
Monthly lease | $ 14,112 | |
Issuance of common stock for services, shares | 50,000 | |
Issuance of common stock for services | $ 7,000 | |
Issuance of common stock for accrued liabilities, shares | 226,485 | |
Issuance of common stock for accrued liabilities | $ 24,913 |