Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Aug. 10, 2015 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2015 | |
Entity Registrant Name | Future Healthcare of America | |
Entity Central Index Key | 1,552,845 | |
Entity Filer Category | Smaller Reporting Company | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2,015 | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 10,665,631 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 |
CURRENT ASSETS: | ||
Cash | $ 592,018 | $ 793,193 |
Accounts receivable | 474,899 | 355,223 |
Prepaid expenses | $ 66,454 | $ 64,853 |
Deferred tax asset, net | ||
Total current assets | $ 1,133,371 | $ 1,213,269 |
Property and equipment, net | 68 | 101 |
Deposit | $ 28,224 | $ 28,224 |
Deferred tax asset, net | ||
Total assets | $ 1,161,663 | $ 1,241,594 |
CURRENT LIABILITIES: | ||
Accounts payable | 65,916 | 50,963 |
Accrued expenses | 226,936 | 151,090 |
Derivative liability | 492,068 | 641,010 |
Deferred revenue | 23,367 | 10,351 |
CONVERTIBLE SECURED DEBENTURE PAYABLE, net of discount of $0 and $364,994, respectively | 1,010,000 | 645,006 |
Total current liabilities | 1,818,287 | 1,498,420 |
Total liabilities | 1,818,287 | 1,498,420 |
STOCKHOLDERS' (DEFICIT) | ||
Common stock | 10,666 | 10,616 |
Additional paid-in capital | 1,278,734 | 1,271,784 |
Accumulated (deficit) | (1,946,024) | (1,539,226) |
Total stockholders' (deficit) | (656,624) | (256,826) |
Total liabilities and stockholders' deficit | $ 1,161,663 | $ 1,241,594 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 |
CONSOLIDATED BALANCE SHEETS [Abstract] | ||
Unamortized discount | $ 0 | $ 364,994 |
Allowance for doubtful accounts | $ 20,200 | $ 20,200 |
Common stock authorized | 200,000,000 | 200,000,000 |
Common stock par value | $ 0.001 | $ 0.001 |
Common stock outstanding | 10,665,631 | 10,615,631 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
REVENUE | ||||
Total Revenue | $ 971,772 | $ 872,087 | $ 1,901,693 | $ 1,864,618 |
COST OF SERVICES | ||||
Total Cost of Services | 673,544 | 672,105 | 1,338,312 | 1,404,955 |
Gross Profit | 298,228 | 199,982 | 563,381 | 459,663 |
OPERATING EXPENSES | ||||
Selling expenses | 17,502 | 17,411 | 65,254 | 32,150 |
General and administrative | 106,631 | 147,354 | 207,971 | 265,107 |
Salaries, wages and related expenses | 136,501 | 159,474 | 283,917 | 313,747 |
Professional and consulting fees | 66,250 | 70,500 | 146,579 | 138,327 |
Total Operating Expenses | 326,884 | 394,739 | 703,721 | 749,331 |
LOSS FROM OPERATIONS | (28,656) | (194,757) | (140,340) | (289,668) |
OTHER INCOME (EXPENSE): | ||||
Interest income | 49 | 54 | 94 | 87 |
Gain/(loss) on derivative | (98,207) | 402,984 | 148,942 | 456,659 |
Interest expense | $ (30,300) | (107,242) | $ (415,494) | (176,741) |
Other income (expense) | 20,260 | 20,260 | ||
Total Other Income (Expense) | $ (128,458) | 316,056 | $ (266,458) | 300,265 |
INCOME (LOSS) BEFORE INCOME TAXES | $ (157,114) | $ 121,299 | $ (406,798) | $ 10,597 |
CURRENT INCOME TAX EXPENSE (BENEFIT) | ||||
DEFERRED INCOME TAX EXPENSE (BENEFIT) | ||||
NET INCOME (LOSS) AVAILABLE TO COMMON SHAREHOLDERS | $ (157,114) | $ 121,299 | $ (406,798) | $ 10,597 |
BASIC INCOME PER COMMON SHARE | $ (0.01) | $ 0.01 | $ (0.04) | $ 0.001 |
BASIC WEIGHTED AVERAGE COMMON SHARES OUTSTANDING | 10,665,631 | 10,473,106 | 10,663,697 | 10,335,807 |
DILUTED INCOME PER COMMON SHARE | $ (0.01) | $ 0.01 | $ (0.04) | $ 0.001 |
DILUTED WEIGHTED AVERAGE COMMON SHARES OUTSTANDING | 10,665,631 | 10,473,106 | 10,663,697 | 10,335,807 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Cash Flows from Operating Activities | ||
Net income | $ (406,798) | $ 10,597 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Interest to be paid with stock | 50,500 | 40,400 |
Stock issued to consultants | 7,000 | 7,000 |
Depreciation and amortization expense | 33 | 54 |
Accretion on discount | 364,994 | 136,341 |
Gain on derivative instruments | (148,942) | (456,659) |
Change in assets and liabilities: | ||
Accounts receivable | (119,677) | 244,039 |
Prepaid expenses | (1,600) | (36,319) |
Accounts payable | 14,953 | (24,038) |
Accrued expense | 25,346 | (27,389) |
Deferred revenue | 13,016 | 2,647 |
Net Cash Provided/(Used) by Operating Activities | $ (201,175) | $ (103,327) |
Cash Flows from Investing Activities: | ||
Purchase of property & equipment | ||
Net Cash Used in Investing Activities | ||
Cash Flows from Financing Activities: | ||
Payments (to)/from FAB Universal | ||
Net Cash Provided/ (Used) by Financing Activities | ||
Net Increase (Decrease) in Cash | $ (201,175) | $ (103,327) |
Cash at Beginning of Period | 793,193 | 1,073,686 |
Cash at End of Period | $ 592,018 | $ 970,359 |
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 | $ 364,994 | $ 136,341 |
Depreciation expense | 33 | 54 |
Interest expense to be paid with stock | 50,500 | 40,400 |
Change in FMV of derivative liability | (148,942) | (456,659) |
Expenditures paid with issuance of common stock | 7,000 | 7,000 |
Total non-cash expenditures | $ 273,585 | $ (272,864) |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2015 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Organization On June 22, 2012, FAB Universal (FAB) formed Future Healthcare of America (FHA), a wholly owned subsidiary. On October 1, 2012, FHA operations were spun-off in a 1 for 1 dividend to the shareholders of record of FAB on September 5, 2012, the record date. On November 14, 2014, FHA organized Future Healthcare Services Corp. (FHS), Interim Healthcare of Wyoming, Inc. (Interim), a Wyoming corporation, a wholly owned subsidiary of FHS, was organized on September 30, 1991. Accounting Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Management made assumptions and estimates for determining reserve for accounts receivable, obsolete inventory and in determining the impairment of definite life intangible assets and goodwill. Actual results could differ from those estimated by management. Cash and Cash Equivalents - The Company considers all highly liquid investments with an original maturity date of three months or less when purchased to be cash equivalents. 148,932 Accounts Receivable Accounts receivable consist of trade receivables arising in the normal course of business. At June 30, 2015 and 2014, 20,200 , which reflects the Company's best estimate of probable losses inherent in the accounts receivable balance. The Company determines the allowance based on known troubled accounts, historical experience, and other currently available evidence. During the three months ended June 30, 2015 and 2014, the Company adjusted the allowance for bad debt by 0 . Depreciation Income /(Loss) Per Share Leases - Income Taxes Advertising Costs Advertising costs are expensed as incurred and amounted to $ 23,618 and $ 16,952 for the periods ending June 30, 2015 and 2014, respectively. Revenue Recognition 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. Derivative Financial Instruments Recently Enacted Accounting Standards - Other recent accounting pronouncements issued by the FASB 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 |
Jun. 30, 2015 | |
GOING CONCERN [Abstract] | |
GOING CONCERN | NOTE 2 - GOING CONCERN The accompanying consolidated financial statements have been prepared in conformity with generally accepted accounting principles of the United States of America, which contemplate continuation of the Company as a going concern. However, the Company has incurred losses, an accumulated deficit and has a short-term note payable in excess of anticipated cash, which is currently past due. These factors raise substantial doubt about the ability of the Company to continue as a going concern. There is no assurance that the Company will be successful in achieving profitable operations. The financial statements do not include any adjustments that might result from the outcome of these uncertainties. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 6 Months Ended |
Jun. 30, 2015 | |
PROPERTY AND EQUIPMENT [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 3 - PROPERTY & EQUIPMENT The following is a summary of property and equipment at: Life June 30, 2015 December 31, 2014 Furniture, fixtures and equipment 2 - 10 yrs. $ 36,384 $ 36,384 36,384 36,384 Less: Accumulated depreciation (36,316 ) (36,283 ) Property & equipment, net $ 68 $ 101 Depreciation expense for the periods ended June 30, 2015 and 2014 was $ 33 and $ 54 , respectively. |
VARIABLE RATE SENIOR SECURED CO
VARIABLE RATE SENIOR SECURED CONVERTIBLE DEBENTURE | 6 Months Ended |
Jun. 30, 2015 | |
VARIABLE RATE SENIOR SECURED CONVERTIBLE DEBENTURE [Abstract] | |
VARIABLE RATE SENIOR SECURED CONVERTIBLE DEBENTURE | NOTE 4 On September 9, 2013 , the Company closed a Subscription Agreement by which one Secured Convertible Note payable having a total principal amount of $ 1,010,000 , convertible into common shares of the Company at $ 0.25 per share and maturing March 9, 2015; b) Warrants to purchase a total of 3,030,000 shares of common stock, at $ 0.50 per share, exercisable for four years, and c) a greenshoe to purchase a total of 2,000,000 shares of common stock at $ 0.25 per share, exercisable for one year from the closing date. On September 9, 2014 the greenshoe expired unexercised. March 9, 2015 The fair value of the beneficial conversion feature of the warrants and greenshoe totaled $ 952,254 952,254 952,254 117,328 |
DERIVATIVE FINANCIAL INSTRUMENT
DERIVATIVE FINANCIAL INSTRUMENTS | 6 Months Ended |
Jun. 30, 2015 | |
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 As of March 9, 2015 and March 31, 2015, the fair value of the unregistered conversion feature of the Note Payable based on the following assumptions (Life 0 0 0 .15 .25 0 233,816 2.20 0.64 200.19 .205 .50 492,068 84,874 for the three months ended June 30, 2015. |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS | 6 Months Ended |
Jun. 30, 2015 | |
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: As of June 30, 2015: Level 1 Level 2 Level 3 Derivative liability Conversion feature of warrants - - (492,068) |
CAPITAL STOCK
CAPITAL STOCK | 6 Months Ended |
Jun. 30, 2015 | |
CAPITAL STOCK [Abstract] | |
CAPITAL STOCK | NOTE 7 - CAPITAL STOCK Common Stock - The Company has authorized 200,000,000 shares of common stock, $ 0.001 par value. As of June 30, 2015 , 10,665,631 shares were issued and outstanding. On January 7, 2015, the Company issued 50,000 7,000 On February 4, 2014 , the Company issued 50,000 unregistered common shares valued at $ 7,000 for consulting services. On February 18, 2014 , the Company issued 226,485 common shares in payment of $ 24,913 of accrued interest. On April 22, 2014, the Company issued 175,897 20,200 |
WARRANTS AND GREENSHOE
WARRANTS AND GREENSHOE | 6 Months Ended |
Jun. 30, 2015 | |
WARRANTS AND GREENSHOE [Abstract] | |
WARRANTS AND GREENSHOE | NOTE 8 WARRANTS AND GREENSHOE A summary of the status of the warrants granted is presented below for the six months ended: June 30, 2015 December 31, 2014 Shares Price Shares Weighted Price Outstanding at beginning of period 3,030,000 $ 0.50 5,030,000 $ 0.40 Granted - - - - Exercised - - - - Forfeited - - - - Expired - - (2,000,000 ) 0.25 Outstanding at end of period 3,030,000 $ 0.50 3,030,000 $ 0.50 On September 9, 2013 , the Company closed a Subscription Agreement wherein the Company granted warrants to purchase a total of 3,030,000 shares of common stock, at $ 0.50 per share, exercisable for four years. |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 30, 2015 | |
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. 500,000 |
LEASES
LEASES | 6 Months Ended |
Jun. 30, 2015 | |
LEASES [Abstract] | |
LEASES | NOTE 10 LEASES Operating Lease The future minimum lease payments for non-cancelable operating leases having remaining terms in excess of one year as of June 30, 2015 are as follows: Twelve months ending June 30, Lease Payments 2015 90,561 2016 70,624 2017 58,704 2018 - 2019 - Thereafter - Total Minimum Lease Payments $219,889 Lease expense charged to operations was $33,145 and $104,046 for the six months ended June 30, 2015 and 2014, respectively. |
INCOME_(LOSS) PER SHARE
INCOME/(LOSS) PER SHARE | 6 Months Ended |
Jun. 30, 2015 | |
INCOME/(LOSS) PER SHARE [Abstract] | |
INCOME/(LOSS) PER SHARE | NOTE 11 INCOME / ( LOSS ) PER SHARE The following data shows the amounts used in computing income ( loss ) per share and the weighted average number of shares of common stock outstanding for the periods presented for the periods ended: For the Three Months For the Six Months June 30 June 30 2015 2014 2015 2014 Restated Restated Income (loss) from continuing operations available to common stockholders (numerator) $ (157,114 ) $ (121,299 ) $ (286,188 ) $ 10,597 Income (loss) available to common stockholders (numerator) (157,114 ) (121,,299 ) (286,188 ) 10,597 Weighted average number of common shares outstanding during the period used in loss per share (denominator) 10,665,631 10,473,106 10,663,697 10,335,807 At June 30 , 201 5 and 201 4 , the Company had 3,030,000 3,030,000 , respectively , warrants to purchase common stock of the Company at $ 0.50 per share , 0 2,000,000 to purchase common stock of the Company at $ 0.25 per share and a convertible debenture paya ble wherein the holder could convert the note and underlying accrued interest into a minimum of 4,763,833 and 4,139,652 , respectively shares of common stock which were not included in the loss per share computation because their effect would be anti-dilutive. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Jun. 30, 2015 | |
RELATED PARTY TRANSACTIONS [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 12 RELATED PARTY TRANSACTIONS During the six months ended June 30, 2015, an entity controlled by the CEO and shareholder of the Company used and paid $ 84,732 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2015 | |
SUBSEQUENT EVENTS [Abstract] | |
SUBSEQUENT EVENTS | NOTE 13 - SUBSEQUENT EVENTS Subsequent events have been evaluated through the date and time of this report. The entity controlled by the CEO and shareholder has subsequently used and paid $ 14,122 |
SUMMARY OF SIGNIFICANT ACCOUN19
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policy) | 6 Months Ended |
Jun. 30, 2015 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
Organization | Organization On June 22, 2012, FAB Universal (FAB) formed Future Healthcare of America (FHA), a wholly owned subsidiary. On October 1, 2012, FHA operations were spun-off in a 1 for 1 dividend to the shareholders of record of FAB on September 5, 2012, the record date. On November 14, 2014, FHA organized Future Healthcare Services Corp. (FHS), Interim Healthcare of Wyoming, Inc. (Interim), a Wyoming corporation, a wholly owned subsidiary of FHS, was organized on September 30, 1991. |
Accounting Estimates | Accounting Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Management made assumptions and estimates for determining reserve for accounts receivable, obsolete inventory and in determining the impairment of definite life intangible assets and goodwill. Actual results could differ from those estimated by management. |
Cash and Cash Equivalents | Cash and Cash Equivalents - The Company considers all highly liquid investments with an original maturity date of three months or less when purchased to be cash equivalents. 148,932 |
Accounts Receivable | Accounts Receivable Accounts receivable consist of trade receivables arising in the normal course of business. At June 30, 2015 and 2014, 20,200 , which reflects the Company's best estimate of probable losses inherent in the accounts receivable balance. The Company determines the allowance based on known troubled accounts, historical experience, and other currently available evidence. During the three months ended June 30, 2015 and 2014, the Company adjusted the allowance for bad debt by 0 . |
Depreciation | Depreciation |
Income /(Loss) Per Share | Income /(Loss) Per Share |
Leases | Leases - |
Income Taxes | Income Taxes |
Advertising Costs | Advertising Costs Advertising costs are expensed as incurred and amounted to $ 23,618 and $ 16,952 for the periods ending June 30, 2015 and 2014, respectively. |
Revenue Recognition | Revenue Recognition |
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. |
Derivative Financial Instruments | Derivative Financial Instruments |
Recently Enacted Accounting Standards | Recently Enacted Accounting Standards - Other recent accounting pronouncements issued by the FASB did not or are not believed by management to have a material impact on the Company's present or future financial statements. |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
PROPERTY AND EQUIPMENT [Abstract] | |
Schedule of Property and Equipment | Life June 30, 2015 December 31, 2014 Furniture, fixtures and equipment 2 - 10 yrs. $ 36,384 $ 36,384 36,384 36,384 Less: Accumulated depreciation (36,316 ) (36,283 ) Property & equipment, net $ 68 $ 101 |
FAIR VALUE OF FINANCIAL INSTR21
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
FAIR VALUE OF FINANCIAL INSTRUMENTS [Abstract] | |
Schedule of Assets (Liabilities) Measured at Fair Value | As of June 30, 2015: Level 1 Level 2 Level 3 Derivative liability Conversion feature of warrants - - (492,068 |
WARRANTS AND GREENSHOE (Tables)
WARRANTS AND GREENSHOE (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
WARRANTS AND GREENSHOE [Abstract] | |
Summary of Activity | June 30, 2015 December 31, 2014 Shares Price Shares Weighted Price Outstanding at beginning of period 3,030,000 $ 0.50 5,030,000 $ 0.40 Granted - - - - Exercised - - - - Forfeited - - - - Expired - - (2,000,000 ) 0.25 Outstanding at end of period 3,030,000 $ 0.50 3,030,000 $ 0.50 |
LEASES (Tables)
LEASES (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
LEASES [Abstract] | |
Schedule of Future Minimum Lease Payments | Twelve months ending June 30, Lease Payments 2015 90,561 2016 70,624 2017 58,704 2018 - 2019 - Thereafter - Total Minimum Lease Payments $219,889 |
INCOME_(LOSS) PER SHARE (Tables
INCOME/(LOSS) PER SHARE (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
INCOME/(LOSS) PER SHARE [Abstract] | |
Schedule of Income/(Loss) Per Share | For the Three Months For the Six Months June 30 June 30 2015 2014 2015 2014 Restated Restated Income (loss) from continuing operations available to common stockholders (numerator) $ (157,114 ) $ (121,299 ) $ (286,188 ) $ 10,597 Income (loss) available to common stockholders (numerator) (157,114 ) (121,,299 ) (286,188 ) 10,597 Weighted average number of common shares outstanding during the period used in loss per share (denominator) 10,665,631 10,473,106 10,663,697 10,335,807 |
SUMMARY OF SIGNIFICANT ACCOUN25
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |||||
Cash in excess of federally insured limits | $ 148,932 | $ 148,932 | |||
Allowance for doubtful accounts receivable | 20,200 | 20,200 | $ 20,200 | ||
Adjustment to allowance for doubtful accounts receivable | $ 0 | $ 0 | |||
Advertising expense | $ 23,618 | $ 16,952 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Property, Plant and Equipment [Line Items] | |||
Property and equipment | $ 36,384 | $ 36,384 | |
Less: Accumulated depreciation | (36,316) | (36,283) | |
Property and equipment, net | 68 | 101 | |
Depreciation expense | 33 | $ 54 | |
Furniture, fixtures and equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment | $ 36,384 | $ 36,384 | |
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 |
VARIABLE RATE SENIOR SECURED 27
VARIABLE RATE SENIOR SECURED CONVERTIBLE DEBENTURE (Details) - USD ($) | 6 Months Ended | 12 Months Ended | 22 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | |
VARIABLE RATE SENIOR SECURED CONVERTIBLE DEBENTURE [Line Items] | ||||||
Beneficial conversion feature | $ 952,254 | |||||
Amortization of discount on note payable | $ 364,994 | $ 136,341 | $ 952,254 | |||
Unamortized discount | $ 0 | $ 0 | $ 364,994 | |||
Warrants [Member] | ||||||
VARIABLE RATE SENIOR SECURED CONVERTIBLE DEBENTURE [Line Items] | ||||||
Number of shares purchasable | 3,030,000 | 3,030,000 | ||||
Exercise price per share | $ 0.50 | $ 0.50 | ||||
Exercisable period | 4 years | |||||
Greenshoe [Member] | ||||||
VARIABLE RATE SENIOR SECURED CONVERTIBLE DEBENTURE [Line Items] | ||||||
Number of shares purchasable | 2,000,000 | 2,000,000 | ||||
Exercise price per share | $ 0.25 | $ 0.25 | ||||
Exercisable period | 1 year | |||||
Variable Rate Senior Secured Convertible Note [Member] | ||||||
VARIABLE RATE SENIOR SECURED CONVERTIBLE DEBENTURE [Line Items] | ||||||
Principal amount | $ 1,010,000 | $ 1,010,000 | ||||
Conversion price per share | $ 0.25 | $ 0.25 | $ 0.25 | |||
Maturity date | Mar. 9, 2015 | |||||
Accrued interest | $ 117,328 | $ 117,328 |
DERIVATIVE FINANCIAL INSTRUME28
DERIVATIVE FINANCIAL INSTRUMENTS (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2015 | Mar. 31, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||||||
Beneficial conversion feature | $ 952,254 | ||||||
Derivative liability | $ 492,068 | $ 492,068 | $ 641,010 | ||||
Gain (loss) from change in fair value of derivative liability | (98,207) | $ 402,984 | $ 148,942 | $ 456,659 | |||
Life | |||||||
Warrant [Member] | |||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||
Derivative liability | 492,068 | $ 492,068 | |||||
Gain (loss) from change in fair value of derivative liability | $ (84,874) | ||||||
Life | 2 years 2 months 12 days | ||||||
Risk free interest rate | 0.64% | ||||||
Volatility | 200.19% | ||||||
Stock price | $ 0.205 | $ 0.205 | |||||
Exercise price | 0.50 | 0.50 | |||||
Variable Rate Senior Secured Convertible Note [Member] | |||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||
Derivative liability | $ 0 | ||||||
Gain (loss) from change in fair value of derivative liability | $ 233,816 | ||||||
Life | |||||||
Volatility | 0.00% | ||||||
Stock price | $ 0.15 | ||||||
Conversion price | $ 0.25 | $ 0.25 | $ 0.25 |
FAIR VALUE OF FINANCIAL INSTR29
FAIR VALUE OF FINANCIAL INSTRUMENTS (Details) | Jun. 30, 2015USD ($) |
Level 1 [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Derivative liability - Conversion feature of warrants | |
Level 2 [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Derivative liability - Conversion feature of warrants | |
Level 3 [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Derivative liability - Conversion feature of warrants | $ (492,068) |
CAPITAL STOCK (Details)
CAPITAL STOCK (Details) - USD ($) | Jan. 07, 2015 | Apr. 22, 2014 | Feb. 18, 2014 | Feb. 04, 2014 | Jun. 30, 2015 | Dec. 31, 2014 |
CAPITAL STOCK [Abstract] | ||||||
Common stock authorized | 200,000,000 | 200,000,000 | ||||
Common stock par value | $ 0.001 | $ 0.001 | ||||
Common stock outstanding | 10,665,631 | 10,615,631 | ||||
Common stock issued | 10,665,631 | |||||
Issuance of common stock for services, shares | 50,000 | 50,000 | ||||
Issuance of common stock for services | $ 7,000 | $ 7,000 | ||||
Issuance of common stock for accrued liabilities, shares | 175,897 | 226,485 | ||||
Issuance of common stock for accrued liabilities | $ 20,200 | $ 24,913 |
WARRANTS AND GREENSHOE (Narrati
WARRANTS AND GREENSHOE (Narrative) (Details) - Jun. 30, 2015 - Warrants [Member] - $ / shares | Total |
Class of Warrant or Right [Line Items] | |
Number of shares purchasable | 3,030,000 |
Exercise price per share | $ 0.50 |
Exercisable period | 4 years |
WARRANTS AND GREENSHOE (Summary
WARRANTS AND GREENSHOE (Summary of Activity) (Details) - $ / shares | 6 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Dec. 31, 2014 | |
WARRANTS AND GREENSHOE [Abstract] | ||
Outstanding at beginning of period | 3,030,000 | 5,030,000 |
Granted | ||
Exercised | ||
Forfeited | ||
Expired | (2,000,000) | |
Outstanding at end of period | 3,030,000 | 3,030,000 |
Weighted average exercise price | ||
Outstanding at beginning of period | $ 0.50 | $ 0.40 |
Granted | ||
Exercised | ||
Forfeited | ||
Expired | $ 0.25 | |
Outstanding at end of period | $ 0.50 | $ 0.50 |
INCOME TAXES (Narrative) (Detai
INCOME TAXES (Narrative) (Details) | Jun. 30, 2015USD ($) |
INCOME TAXES [Abstract] | |
Deferred tax assets | $ 500,000 |
LEASES (Narrative) (Details)
LEASES (Narrative) (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
LEASES [Abstract] | ||
Lease expense | $ 33,145 | $ 104,046 |
Casper, Wyoming [Member] | ||
Operating Leased Assets [Line Items] | ||
Monthly lease | $ 4,892 | |
Lease expiration date | Jun. 30, 2018 | |
Billings, Montana [Member] | ||
Operating Leased Assets [Line Items] | ||
Monthly lease | $ 1,475 | |
Monthly Lease after February 2015 | $ 1,490 | |
Lease expiration date | Feb. 28, 2017 | |
Palm Beach, Florida [Member] | ||
Operating Leased Assets [Line Items] | ||
Monthly lease | $ 14,112 | |
Lease expiration date | Jul. 31, 2015 |
LEASES (Schedule of Future Mini
LEASES (Schedule of Future Minimum Lease Payments) (Details) | Jun. 30, 2015USD ($) |
Twelve months ending June 30, | |
2,015 | $ 90,561 |
2,016 | 70,624 |
2,017 | $ 58,704 |
2,018 | |
2,019 | |
Thereafter | |
Total Minimum Lease Payments | $ 219,889 |
INCOME_(LOSS) PER SHARE (Schedu
INCOME/(LOSS) PER SHARE (Schedule of Loss Per Share) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
INCOME/(LOSS) PER SHARE [Abstract] | ||||
Income (loss) from continuing operations available to common stockholders (numerator) | $ (157,114) | $ (121,299) | $ (286,188) | $ 10,597 |
Income (loss) available to common stockholders (numerator) | $ (157,114) | $ (121,299) | $ (286,188) | $ 10,597 |
Weighted average number of common shares outstanding during the period used in loss per share (denominator) | 10,665,631 | 10,473,106 | 10,663,697 | 10,335,807 |
INCOME_(LOSS) PER SHARE (Narrat
INCOME/(LOSS) PER SHARE (Narrative) (Details) - $ / shares | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities | 3,030,000 | 3,030,000 |
Exercise price per share | $ 0.50 | |
Greenshoe [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities | 0 | 2,000,000 |
Exercise price per share | $ 0.25 | |
Convertible debenture [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities | 4,763,833 | 4,139,652 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) | 6 Months Ended |
Jun. 30, 2015USD ($) | |
An entity controlled by the CEO and shareholder of the Company [Member] | |
Related Party Transaction [Line Items] | |
Related party transaction amount, leased office used and paid for | $ 84,732 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) | 1 Months Ended | 6 Months Ended | |
Aug. 14, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | |
Subsequent Event [Line Items] | |||
Lease expense | $ 33,145 | $ 104,046 | |
Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Lease expense | $ 14,122 |