SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2014 |
Accounting Policies [Abstract] | |
Organization | Organization |
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Capstone Financial Group, Inc. ("Capstone or the "Company"), an investment company headquartered in Irvine, California, uses capital to acquire the outstanding stock of other companies. Capstone does not produce goods or services itself. Rather, its primary purpose is to own and trade shares of other companies. Capstone's principals have previous experience of implementing operational improvements through the exercise of influence at a company, often as a result of becoming one of its largest shareholders. The principals seek to improve privately-held or illiquid companies through operational and strategic initiatives designed to increase their overall value. |
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Capstone works with the management and boards of its portfolio companies, aiming to significantly enhance the portfolio companies long-term earnings power in an effort to increase shareholder value. While Capstone does not manage the day-to-day operations of these companies, Capstone maintains a thorough understanding of how these companies operate and evaluates their performance and prospects on an ongoing basis. |
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The Company was incorporated on July 10, 2012 (Date of Inception) under the laws of the State of Nevada, as Creative App Solutions, Inc. On August 23, 2013, the Company amended its articles of incorporation and changed its name to Capstone Financial Group, Inc. |
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During the period of inception (July 10, 2012) through December 31, 2012, the Company had not commenced significant operations and, in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 915, the Company was considered a development stage company. During the year ended December 31, 2013, the Company exited the development stage and effective January 1, 2014 transitioned its business plan to that of an investment company. |
Basis of Presentation | Basis of Presentation |
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The accompanying financial statements have been prepared using the accrual basis of accounting in conformity with accounting principles generally accepted in the United States of America (“GAAP”), and the accounting and financial reporting conventions of the investment company industry. |
Use of estimates | Use of Estimates |
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The preparation of financial statements in conformity with GAAP requires Company management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Cash and cash equivalents | Cash Equivalents |
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The Company considers only investments in short-term money market funds with original maturities of three months or less to be cash equivalents. |
Investments | Investments |
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Investments primarily comprise strategic, non-controlling equity ownership interests in privately held or illiquid businesses. These strategic investments are accounted for at fair value. The Company currently values its investments at fair value as determined by internal valuation guidelines as well as outside appraisals. |
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Strategic investments are reviewed on an ongoing basis to ensure that the carrying values of the investments have not been impaired. If the Company determines that an impairment loss on a strategic investment has occurred due to a decline in fair value or other market conditions, the investment is written down to its estimated fair value. |
Fair value of financial instruments | Fair Value Measurements |
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GAAP 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. GAAP establishes a fair value hierarchy that prioritizes the use of inputs used in valuation methodologies into the following three levels: |
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| • | Level 1: Inputs to the valuation methodology are quoted prices, unadjusted, for identical assets or liabilities in active markets. A quoted price in an active market provides the most reliable evidence of fair value and shall be used to measure fair value whenever available. |
| • | Level 2: Inputs to the valuation methodology include quoted prices for similar assets or liabilities in active markets; inputs to the valuation methodology include quoted prices for identical or similar assets or liabilities in markets that are not active; or inputs to the valuation methodology that are derived principally from or can be corroborated by observable market data by correlation or other means. |
| • | Level 3: Inputs to the valuation methodology are unobservable and significant to the fair value measurement. Level 3 assets and liabilities include financial instruments whose value is determined using discounted cash flow methodologies, as well as instruments for which the determination of fair value requires significant management judgment or estimation. |
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This hierarchy requires the Company to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. For some products or in certain market conditions, observable inputs used in valuing certain financial assets and liabilities were unavailable. In situations where there is little, if any, market activity for an asset at the measurement date, the fair value measurement objective remains to measure the financial asset at the price that would be received by the holder of the financial asset (or liability) in an orderly transaction that is not a forced liquidation or distressed sale at the measurement date. |
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The following describes the valuation methodologies the Company uses to measure its investments at fair value on a recurring basis: |
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Common Stocks |
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Generally, when the Company invests in common stocks that are traded on the NASDAQ Markets or over-the-counter markets (such as OTCBB or Pink Sheets), such common stocks are valued at the last traded price. If there is no trade on a measurement date, the Company will typically value the common stock at the closing bid price. However, in certain circumstances, the closing trading price is not considered to be a fair indication of the value for which the Company can sell the common stock. In such cases, the common stock must be analyzed to determine what exit price the Company would receive when liquidating the position. These positions are classified as Level 3 securities by the Company. |
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The significant unobservable inputs used in the fair value measurement of the Company’s Level 3 common stocks are duration and discount rate, which are used in a discounted cash flow model. Increases or decreases in any of those inputs in isolation would result in a lower or higher fair value measurement, respectively. |
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The following table sets forth the Company’s investments by level within the fair value hierarchy. Assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The valuation methodology for each investment type and discussion of key unobservable inputs is described above |
Revenue Recognition - Investment Services | Revenue Recognition - Investment Services |
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The Company recognizes revenue for services when all of the following conditions are satisfied: (1) there is persuasive evidence of an arrangement; (2) the investment banking service has been provided to the customer; (3) the amount of fees to be paid by the customer is fixed or determinable; and (4) the collection of fees is probable. |
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The Company will record revenue when it is realizable and earned and the investment services have been rendered to the customers. During the three months and six months ended June 30, 2014, the Company recorded $13,584 in revenue related to realized gains on securities. The Company also recorded interest income of $10,188 and $18,695 for the three and six months ending June 30, 2014 from a related entity. |
Earnings Per Share | Earnings Per Share |
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The Company follows ASC Topic 260 to account for the earnings per share. Basic earnings per common share (“EPS”) calculations are determined by dividing net income by the weighted average number of shares of common stock outstanding during the year. Diluted earnings per common share calculations are determined by dividing net income by the weighted average number of common shares and dilutive common share equivalents outstanding. During periods when common stock equivalents, if any, are anti-dilutive they are not considered in the computation. As of September 30, 2014, there were no dilutive common shares equivalents outstanding. |
Concentration of Revenue | Concentration of Revenue |
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During the six months ended June 30, 2014, there was $33,703 in revenue generated from one customer for consulting services and interest income from a related party of $18,695. Additionally, there were realized and very large unrealized gains recorded from one security holdings. |
Income Taxes | Income Taxes |
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The Company follows ASC Topic 740 for recording the provision for income taxes. Deferred tax assets and liabilities are computed based upon the difference between the financial statement and income tax basis of assets and liabilities using the enacted marginal tax rate applicable when the related asset or liability is expected to be realized or settled. Deferred income tax expenses or benefits are based on the changes in the asset or liability each period. If available evidence suggests that it is more likely than not that some portion or all of the deferred tax assets will not be realized, a valuation allowance is required to reduce the deferred tax assets to the amount that is more likely than not to be realized. Future changes in such valuation allowance are included in the provision for deferred income taxes in the period of change. |
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Deferred income taxes may arise from temporary differences resulting from income and expense items reported for financial accounting and tax purposes in different periods. Deferred taxes are classified as current or non-current, depending on the classification of assets and liabilities to which they relate. Deferred taxes arising from temporary differences that are not related to an asset or liability are classified as current or non-current depending on the periods in which the temporary differences are expected to reverse. |
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The Company applies a more-likely-than-not recognition threshold for all tax uncertainties. ASC Topic 740 only allows the recognition of those tax benefits that have a greater than fifty percent likelihood of being sustained upon examination by the taxing authorities. As of June 30, 2014 the Company reviewed its tax positions and determined there were no outstanding, or retroactive tax positions with less than a 50% likelihood of being sustained upon examination by the taxing authorities, therefore this standard has not had a material effect on the Company. |
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The Company does not anticipate any significant changes to its total unrecognized tax benefits within the next 12 months. |
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The Company classifies tax-related penalties and net interest as income tax expense. As of June 30, 2014 no income tax expense has been incurred. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements |
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The Company has evaluated the recent accounting pronouncements through the date of this filing and believes that none of them will have a material effect on the Company’s financial statements. |