Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Jun. 30, 2214 | |
Document and Entity Information: | ||
Entity Registrant Name | NUTRAFUELS INC | |
Document Type | 10-K | |
Document Period End Date | 31-Dec-14 | |
Amendment Flag | TRUE | |
Entity Central Index Key | 1563463 | |
Current Fiscal Year End Date | -19 | |
Entity Common Stock, Shares Outstanding | 22,282,114 | |
Entity Public Float | $442,857 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Current Reporting Status | No | |
Entity Voluntary Filers | No | |
Entity Well-known Seasoned Issuer | No | |
Document Fiscal Year Focus | 2014 | |
Document Fiscal Period Focus | FY | |
Amendment Description | We are filing this Amendment to our Annual Report on Form 10-K for the year ending December 31, 2014, filed with the Securities and Exchange Commission on April 27, 2015, to amend certain financial information in the report. |
NutraFuels_Inc_Balance_Sheets
NutraFuels, Inc. - Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | ||
Current Assets: | ||||
Cash | $25,053 | $63,255 | ||
Accounts receivable, net | 1,679 | 10,068 | ||
Subscription receivable | 25,000 | |||
Inventory, net | 70,000 | 274,925 | ||
TOTAL CURRENT ASSETS | 96,732 | 373,247 | ||
Property, Plant and Equipment, net | 248,963 | [1] | 274,282 | [1] |
Total Assets | 345,965 | 647,529 | ||
Current Liabilities: | ||||
Accounts payable | 34,010 | 109,707 | ||
Accrued liabilities | 236,280 | 41,099 | ||
Convertible debt | 617,840 | [2] | 262,823 | [2] |
Convertible debt, related party | 210,000 | 210,000 | ||
Notes payable | 46,894 | [3] | [3] | |
Notes payable, related party | 150,000 | 95,000 | ||
Total Current Liabilities | 1,295,024 | 718,629 | ||
Shareholders' Deficit | ||||
Preferred stock | [4] | [4] | ||
Common stock | 2,228 | [5] | 2,124 | [5] |
Additional paid-in capital | 3,904,936 | 2,707,549 | ||
Accumulated Deficit | -4,856,493 | -2,780,773 | ||
SHAREHOLDERS' DEFICIT | -949,329 | -71,100 | ||
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT | $345,695 | $647,529 | ||
[1] | net of accumulated depreciation of $98,534 and $768, respectively. | |||
[2] | net of discount of $162,160 and $87,177 | |||
[3] | net of discount of $8,106 | |||
[4] | $0.0001 par value; Authorized 10,000; issued and outstanding 1,000 and 1,000 respectively. | |||
[5] | $0.0001 par value; Authorized 499,990,000; issued and outstanding 22,282,114 and 21,238,408 respectively. |
Statement_of_Financial_Positio
Statement of Financial Position - Parenthetical (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Statement of Financial Position | ||
Preferred Stock, Par Value | $0.00 | $0.00 |
Preferred Stock, Shares Authorized | 10,000 | 10,000 |
Preferred Stock, Shares Issued | 1,000 | 1,000 |
Preferred Stock, Shares Outstanding | 1,000 | 1,000 |
Common Stock, Par Value | $0.00 | $0.00 |
Common Stock, Shares Authorized | 499,990,000 | 499,990,000 |
Common Stock, Shares Issued | 22,282,114 | 21,238,408 |
Common Stock, Shares Outstanding | 22,282,114 | 21,238,408 |
NutraFuels_Inc_Statements_of_O
NutraFuels, Inc. - Statements of Operations (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Income Statement | ||
Revenue | $62,274 | $479,328 |
Cost of revenues | 352,322 | 183,305 |
Gross profit | -290,048 | 296,023 |
Operating Expenses: | ||
Advertising and promotion | 282,188 | 168,519 |
Administrative salaries | 181,700 | 125,289 |
Selling, general, and administrative | 824,065 | 1,547,065 |
Depreciation expense | 52,443 | 38,772 |
TOTAL OPERATING EXPENSES | 1,340,396 | 1,879,645 |
Other Income (Expense): | ||
Settlement of accounts payable | 7,956 | |
Interest Income | 15 | |
Interest Expense | -453,247 | -34,461 |
Loss before income taxes | -2,075,720 | |
Income taxes | ||
Net Loss | ($2,075,720) | ($2,083,359) |
Net loss per common share- basic and diluted | ($0.10) | ($0.11) |
Weighted average common shares outstanding- basic and diluted | 21,749,315 | 18,416,915 |
Nutrafuels_Inc_Statement_of_St
Nutrafuels, Inc. - Statement of Stockholders' Deficit (USD $) | Common Stock | Preferred Stock | Additional Paid-in Capital | Accumulated Deficit | Total |
USD ($) | USD ($) | USD ($) | USD ($) | ||
Balance, Value at Dec. 31, 2012 | $1,549 | $528,761 | ($697,414) | ($167,104) | |
Balance, Shares at Dec. 31, 2012 | 15,485,715 | 1,000 | |||
Shares issued for cash, Value | 140 | 639,860 | 640,000 | ||
Shares issued for cash, Shares | 1,407,138 | ||||
Shares issued for services, Value | 367 | 1,277,193 | 1,277,560 | ||
Shares issued for services, Shares | 3,666,984 | ||||
Beneficial Conversion Feature of Convertible Debt, Value | 43 | 149,957 | 150,000 | ||
Beneficial Conversion Feature of Convertible Debt, Shares | 428,571 | ||||
Shares issued for the issuance of debt, Value | 25 | 38,561 | 38,586 | ||
Shares issued for the issuance of debt, Shares | 250,000 | ||||
Warrants issued for the issuance of debt | 73,217 | 73,217 | |||
Net Loss | -2,083,359 | -2,083,359 | |||
Balance, Value at Dec. 31, 2013 | 2,124 | 2,707,549 | -2,780,773 | -71,100 | |
Balance, Shares at Dec. 31, 2013 | 21,238,408 | 1,000 | |||
Shares issued for cash, Value | 680,000 | ||||
Shares issued for services, Value | 8 | 77,303 | 77,311 | ||
Shares issued for services, Shares | 83,706 | 83,706 | |||
Beneficial Conversion Feature of Convertible Debt, Value | 21,600 | 21,600 | |||
Shares issued for the issuance of debt, Value | 28 | 128,552 | 128,580 | ||
Shares issued for the issuance of debt, Shares | 280,000 | ||||
Warrants issued for the issuance of debt | 290,000 | 290,000 | |||
Net Loss | -2,075,720 | -2,075,720 | |||
Shares and warrants issued for cash, Value | 68 | 679,932 | 680,000 | ||
Shares and warrants issued for cash, Shares | 680,000 | ||||
Balance, Value at Dec. 31, 2014 | $2,228 | $3,904,936 | ($4,856,493) | ($949,329) | |
Balance, Shares at Dec. 31, 2014 | 22,282,114 | 1,000 |
NutraFuels_Inc_Statements_of_C
NutraFuels, Inc. - Statements of Cash Flows (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Operating Activities: | ||
Net Loss | ($2,075,720) | ($2,083,359) |
Adjustments to reconcile net loss to net cash used in operations: | ||
Stock Compensation | 77,311 | 1,277,560 |
Depreciation | 52,443 | 45,324 |
Bad debt expense | -67,042 | 127,321 |
Amortization of Debt Discount | 357,091 | 24,626 |
Gain on Settlement of Payable | -7,956 | |
Inventory Valuation Reserve | 193,823 | |
Changes in operating assets and liabilities: | ||
Accounts receivable, increase decrease | 75,431 | -135,180 |
Subscription receivable, increase decrease | 25,000 | |
Inventory, increase decrease | 11,102 | -253,592 |
Accrued expenses, increase decrease | 195,181 | 36,877 |
Accounts payable, increase decrease | -67,741 | 57,937 |
Net Cash Used In Operating Activities | -1,231,077 | -902,486 |
Investing Activities: | ||
Purchase of fixed assets | -27,125 | -239,009 |
Net cash used in Investing Activities | -27,125 | -239,009 |
Financing Activities: | ||
Common stock issued for cash | 680,000 | 615,000 |
Borrowings on debt | 510,000 | 300,000 |
Borrowings on debt, related party | 55,000 | 455,000 |
Repayments on debt, related party | -310,000 | |
Repayments on debt | -25,000 | |
Net Cash Provided by Financing Activities | 1,220,000 | 1,060,000 |
Net Decrease In Cash | -38,202 | -81,495 |
Cash, beginning of year | 63,255 | 144,750 |
Cash, end of year | 25,053 | 63,255 |
Supplemental Disclosure of Cash Flow Information: | ||
Income Taxes | ||
Interest | ||
Noncash financing and investing activities: | ||
Debt Discount from Beneficial Conversion Feature | 53,954 | |
Shares issued for the issuance of debt | 96,198 | 111,803 |
Warrants issued with the issuance of debt | 290,000 | |
Shares issued for conversion of debt | 150,000 | |
Shares issued for subscription receivable | $25,000 |
Note_1_Description_of_Business
Note 1 - Description of Business Basis of Presentation, and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2014 | |
Notes | |
Note 1 - Description of Business Basis of Presentation, and Summary of Significant Accounting Policies | Note 1 – Description of Business Basis of Presentation, and Summary of Significant Accounting Policies |
Description of Business | |
NutraFuels, Inc. (“We”, or the “Company”) is the producer and distributor of nutritional supplements that uses micro molecular formulae and a utilization of an oral spray to provide faster and more efficient absorption. | |
Basis of presentation | |
These financial statements have been prepared in accordance with accounting principles generally accepted in the United States. |
Note_2_Significant_Accounting_
Note 2- Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2014 | |
Notes | |
Note 2- Significant Accounting Policies | Note 2- Significant Accounting Policies |
Cash and cash equivalents – | |
Cash equivalents are highly liquid investments with an original maturity of three months or less. The Company had no cash equivalents at December 31, 2013 or 2014. | |
Revenue recognition – | |
The Company’s financial statements are prepared under the accrual method of accounting. Revenues are recognized when persuasive evidence of an arrangement exists, services have been rendered, the sales price is fixed or determinable, and collectability is reasonably assured. This occurs only when the product is ordered and subsequently shipped. | |
Inventories – | |
Inventories are stated at cost utilizing the weighted average method of valuation and consist of raw materials and finished goods. | |
Allowance for doubtful accounts – | |
We establish the existence of bad debts through a review of several factors including historical collection experience, current aging status of the customer accounts, and financial condition of our customers. | |
Property and equipment – | |
Property and equipment are carried at the cost of acquisition or construction and depreciated over the estimated useful lives of the assets. Costs associated with repair and maintenance are expensed as incurred. Costs associated with improvements which extend the life, increase the capacity or improve the efficiency of our property and equipment are capitalized and depreciated over the remaining life of the related asset. Gains and losses on dispositions of equipment are reflected in operations. Depreciation is provided using the straight-line method over the estimated useful lives of the assets, which are 3 to 12 years. |
Note_3_Going_Concern
Note 3 - Going Concern | 12 Months Ended |
Dec. 31, 2014 | |
Notes | |
Note 3 - Going Concern | Note 3 – Going Concern |
These accompanying financial statements have been prepared assuming that we will continue as a going concern. As shown in the accompanying financial statements, we have sustained losses from inception, including net losses in excess of $2.1 million for the year ended December 31, 2014, and have working capital and accumulated deficits that raise substantial doubt about our ability to continue as a going concern. In response to these conditions, we may raise additional capital through the sale of debt or equity securities, or through borrowings from financial institutions or individuals. The financial statements do not include any adjustments that might be necessary should we be unable to continue as a going concern. |
Note_4_Property_and_Equipment
Note 4 - Property and Equipment | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Notes | |||||||||
Note 4 - Property and Equipment | Note 4 – Property and Equipment | ||||||||
Property and equipment consisted of the following at December 31, | |||||||||
2014 | 2013 | ||||||||
Beginning Balance | $274,282 | $80,597 | |||||||
Additions: Equipment | 27,124 | 148,588 | |||||||
Additions: Leasehold Improvements | - | 90,421 | |||||||
Depreciation | -52,443 | -45,323 | |||||||
Ending Balance | $248,963 | $274,283 |
Note_5_Convertible_Debt
Note 5 - Convertible Debt | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Notes | |||||
Note 5 - Convertible Debt | Note 5 – Convertible Debt | ||||
On March 26, 2014, we issued a $290,000 convertible note. The note bears interest at 10%, with an initial maturity of March 26, 2015 (subsequently amended to January 15, 2016), and is convertible into shares of our common stock at $1.00 per share. The investor also received warrants to purchase 500,000 shares of our common stock at $0.50 per share with a two-year exercise term. | |||||
We evaluated the warrants for derivative accounting consideration under ASC Topic 815-40, Derivatives and Hedging – Contracts in Entity’s own stock, and concluded that the warrants meet the criteria for classification in shareholders' equity. We allocated the proceeds received to the debt, stock, and warrants based on their relative fair values. We determined the fair value of the warrants using a Black-Scholes option pricing model with the following inputs: | |||||
Risk-free interest rate | 0.45 | % | |||
Dividend yield | - | % | |||
Volatility factor | 145 | % | |||
Expected life (years) | 2 | ||||
The volatility was determined by referring to the average historical volatility of a peer group of public companies because we do not have a trading history from which to determine historical volatility. | |||||
The proceeds were allocated between the securities issued based on their relative fair values, as follows: | |||||
Relative fair value of warrants | $167,477 | ||||
Relative fair value of note payable | |||||
$122,553 | |||||
Because the price for recent sales of our common stock exceeded the effective conversion price, we also recognized a beneficial conversion right of $122,553. The total discount on the note of $290,000 is being amortized and recognized as additional interest over the life of the note. At December 31, 2014, the unamortized discount is $147,645. | |||||
On June 7, 2013, we issued a $100,000 convertible note. The note bears interest 10%, had an original due date of June 1, 2014 (subsequently amended to June 1, 2015), and is convertible by the holder into shares of our common stock at $1.00 per share. | |||||
On August 26, 2013, we issued a $200,000 note. The note bears interest at 15%, and had an original due date of August 26, 2014 (subsequently extended to August 26, 2015). The investor received 250,000 common shares and warrants to purchase 500,000 shares of our common stock at $0.75 per share at any time prior to August 26, 2015. | |||||
On June 23, 2014, we issued a $30,000 convertible note. The note bears interest at 10%, matures on June 23, 2015, and is convertible into shares of our Company at $1.00 per share. Because the market price for our common stock on the date of the note exceeded the note’s conversion price of $1.00 per share, we recognized a beneficial conversion feature of $21,600 as a discount on the note. The discount is being amortized as additional interest over the life of the note. At December 31, 2014, the unamortized discount is $14,080. | |||||
We evaluated the conversion features embedded in the two notes payable described above for derivative accounting in accordance with ASC 815-40, Derivatives and Hedging embedded in the modified notes payable for derivative accounting in accordance with the criteria for classification in shareholders’ equity. | |||||
On August 27, 2014, we issued a $50,000 convertible note. The note bears interest at 10%, had an initial maturity of January 2, 2015 (subsequently extended to January 15, 2016), and is convertible into shares of our common stock at $1.00 per share. The investor also received 50,000 shares of our common stock. | |||||
The proceeds were allocated between the securities issued based on their relative fair values, as follows: | |||||
Relative fair value of shares | $27,778 | ||||
Relative fair value of conversion feature | |||||
$22,222 | |||||
The note has been fully discounted in the amount of $50,000, which is being amortized over the initial term of the note. At December 31, 2014, the unamortized balance on the debt discount is $465. | |||||
During October 2014, we issued a $60,000 convertible note. The note bears interest at 10%, had an initial maturity of November 2, 2014 (subsequently extended to January 15, 2016) and is convertible into shares of our common stock at $1.00 per share. The investor also received 150,000 shares of our common stock. | |||||
The proceeds were allocated between the securities issued based on their relative fair values, as follows: | |||||
Relative fair value of shares | $43,448 | ||||
Relative fair value of note payable | |||||
$16,552 | |||||
Because the price for recent sales of our common stock exceeded the effective conversion price, we also recognized a beneficial conversion right of $16,552. The total discount on the note of $60,000 has been recognized as additional interest over the initial term of the note. | |||||
On November 15, 2012, we issued a $50,000 convertible note. The note bears interest at 10%, with an original maturity of November 15, 2013 (subsequently extended to January 15, 2016), and convertible into shares of our common stock at $1.00 per share. |
Note_6_Notes_Payable
Note 6 - Notes Payable | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Notes | |||||
Note 6 - Notes Payable | Note 6 – Notes Payable | ||||
During February 2014, we issued a $50,000 note with an initial maturity date of May 1, 2014 (subsequently extended to January 15, 2016). The investor also received 50,000 shares of our common stock. | |||||
The proceeds were allocated between the securities issued based on their relative fair values, as follows: | |||||
Relative fair value of stock | $ | 25,000 | |||
Relative fair value of note payable | $ | 25,000 | |||
The discount on the note of $25,000 has been recognized as additional interest over the initial term of the note. | |||||
The note matured on May 1, 2014 and remains unpaid. | |||||
During December 2014, the Company issued a $30,000 note with a maturity date of May 1, 2015. The investor also received 30,000 shares of our common stock. The proceeds were allocated between the securities issued based on their relative fair values, as follows: | |||||
Relative fair value of stock | $ | 10,132 | |||
Relative fair value of note payable | $ | 19,868 | |||
The discount of the note of $10,132 is being amortized and recognized as additional interest over the term of the note. At December 31, 2014, the unamortized discount was $8,106. |
Note_7_Notes_Payable_Related_P
Note 7 - Notes Payable - Related Party | 12 Months Ended |
Dec. 31, 2014 | |
Notes | |
Note 7 - Notes Payable - Related Party | Note 7 – Notes Payable – Related Party |
At December 31, 2014, we are indebted to Neil Catania, our vice president, for $360,000, inclusive of $210,000 of convertible notes payable, as described below: | |
On November 15, 2012, we issued a $160,000 convertible note. The note bears interest at 10% with an initial maturity of November 15, 2014 (subsequently extended to November 15, 2015), and is convertible into shares of our common stock at $1.00 per share. | |
On February 15, 2013 we issued a $50,000 convertible note. The note bears interest at 10%, with original maturity of May 15, 2014 (subsequently modified to November 15, 2015), and is convertible into shares of our common stock at $1.00 per share. |
Note_8_Shareholders_Equity
Note 8 - Shareholders' Equity | 12 Months Ended |
Dec. 31, 2014 | |
Notes | |
Note 8 - Shareholders' Equity | Note 8 – Shareholders’ Equity |
During April 2014, we issued 500,000 of our common stock for $500,000. In connection with the stock sale, we issued warrants to purchase 500,000 shares at an exercise price of $0.50 per share. The warrants have a one-year term. | |
During September 2014, we issued 150,000 shares of our common stock for $150,000. In connection with the stock sale, we issued warrants to purchase 150,000 shares of our common stock at an exercise price of $0.20 per share. The warrants have a one-year term. | |
During November 2014, we issued 30,000 shares of common stock for $30,000. | |
During 2014, we issued 83,706 shares of our common stock for services, which had a fair value of $77,311. |
Note_9_Commitments_Contingenci
Note 9 - Commitments & Contingencies | 12 Months Ended | |
Dec. 31, 2014 | ||
Notes | ||
Note 9 - Commitments & Contingencies | Note 9 – Commitments & Contingencies | |
Operating Lease | ||
We lease our office and warehouse facilities under an operating lease in Coconut Creek, Florida. The lease expires in February 2016. The minimum lease payments required for the remaining term of the lease are as follows: | ||
12/31/15 | 12/31/16 | |
$43,947 | $7,360 | |
Contractual Obligations | ||
During January 2014, we were granted a license to market nutritional supplements under the TapouT XT name to retail locations worldwide. Under the license agreement, we were required to pay a royalty fee to Nutra Evolution of 12.5% of net sales. The agreement provided us with an initial test period of four years, until January 31, 2018, to distribute the product. We paid $85,000 in conjunction with the license. At the expiration of this four year period, we had the option to extend the license for three (3) consecutive three (3) year terms. | ||
The agreement originally required the company to pay minimum royalties of $400,000 during the first contract year; $750,000 during the second contract year and $1,000,000 each year thereafter. Subsequent to December 31, 2014, we terminated the license agreement and no longer are obligated to pay the minimum royalties. | ||
In late April 2014, we entered into an agreement with Sullivan Media Group, a Nevada corporation, to conduct market research in promotion of our NutraFuels brand, at a cost of $104,500. | ||
On May 26, 2014, we entered into a 36-month agreement with SRC Sales Inc., a Massachusetts corporation (“SRC Sales”), as the exclusive distributor of our products to certain retailers (the “Retailer Accounts”, defined as a retailer with more than 200 locations) in the United States and Canada. We agreed to pay a 7% commission based on sales derived from any Retailer Account obtained from the efforts of SRC Sales. As part of the agreement, we will issue 50,000 restricted shares of our common stock to SRC Sales for each new Retailer Account, and 50,000 shares for each order of $500,000. | ||
Contingencies | ||
In the normal course of business, we may become subject to lawsuits and other claims and proceedings. Such matters are subject to uncertainty and outcomes are not predictable with assurance. We not aware of any pending or threatened lawsuits or proceedings which would have a material effect on our financial position, liquidity, or results of operations. |
Note_10_Income_Taxes
Note 10 - Income Taxes | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Notes | |||||
Note 10 - Income Taxes | Note 10 – Income Taxes | ||||
Deferred income taxes are determined using the liability method for the temporary differences between the financial reporting basis and income tax basis of our assets and liabilities. Deferred income taxes are measured based on the tax rates expected to be in effect when the temporary differences are included in our tax return. Deferred tax assets and liabilities are recognized based on anticipated future tax consequences attributable to differences between financial statement carrying amounts of assets and liabilities and their respective tax bases. | |||||
2014 | 2013 | ||||
Net operating loss carryforward | $ 1,701,320 | $ 917,505 | |||
Fixed Assets | (4,317) | (483) | |||
Valuation Allowance | (1,697,003) | (917,022) | |||
Total Net Deferred Tax Assets | $ - | $ - | |||
With respect to the cumulative net operating loss carryforward of $1,701,320, we have established valuation allowances equal to the full amount of the deferred tax assets due to the uncertainty of our utilization of the operating losses in future periods. A reconciliation of our effective tax rate as a percentage of income before taxes and federal statutory rate for the period ended December 31, 2014 and 2013 is summarized as follows: | |||||
2014 | 2013 | ||||
Tax on income before income tax | 33,83% | 34.00% | |||
Effect of non-temporary differences | 3.61% | -0.12% | |||
Change in valuation allowance | -37.44% | -33.88% | |||
- | - | ||||
The total amount of unrecognized tax benefits can change due to tax examination activities, lapse of applicable statutes of limitations and the recognition and measurement criteria. We cannot predict if any significant increases or decreases will occur within the next twelve months. | |||||
We file income tax returns in the United States federal jurisdiction and no other jurisdiction. |
Note_11_Subsequent_Events
Note 11 - Subsequent Events | 12 Months Ended |
Dec. 31, 2014 | |
Notes | |
Note 11 - Subsequent Events | Note 11 – Subsequent Events |
In February 2015, we issued 25,000 shares of our common stock to an investor for $25,000, or $1.00 per share. | |
In March 2015, we issued 60,000 shares of our common stock for services performed. | |
During the first quarter of 2015, we issued notes payable aggregating to $190,000. | |
In April 2015 we issued a 2-year, $250,000, 10% convertible note. In connection with the note issuance, we issued 250,000 shares and rights to purchase 250,000 shares of our common stock. |
Note_2_Significant_Accounting_1
Note 2- Significant Accounting Policies: Cash and Cash Equivalents - (Policies) | 12 Months Ended |
Dec. 31, 2014 | |
Policies | |
Cash and Cash Equivalents - | Cash and cash equivalents – |
Cash equivalents are highly liquid investments with an original maturity of three months or less. The Company had no cash equivalents at December 31, 2013 or 2014. |
Note_2_Significant_Accounting_2
Note 2- Significant Accounting Policies: Revenue Recognition - (Policies) | 12 Months Ended |
Dec. 31, 2014 | |
Policies | |
Revenue Recognition - | Revenue recognition – |
The Company’s financial statements are prepared under the accrual method of accounting. Revenues are recognized when persuasive evidence of an arrangement exists, services have been rendered, the sales price is fixed or determinable, and collectability is reasonably assured. This occurs only when the product is ordered and subsequently shipped. |
Note_2_Significant_Accounting_3
Note 2- Significant Accounting Policies: Inventories - (Policies) | 12 Months Ended |
Dec. 31, 2014 | |
Policies | |
Inventories - | Inventories – |
Inventories are stated at cost utilizing the weighted average method of valuation and consist of raw materials and finished goods. |
Note_2_Significant_Accounting_4
Note 2- Significant Accounting Policies: Allowance For Doubtful Accounts - (Policies) | 12 Months Ended |
Dec. 31, 2014 | |
Policies | |
Allowance For Doubtful Accounts - | Allowance for doubtful accounts – |
We establish the existence of bad debts through a review of several factors including historical collection experience, current aging status of the customer accounts, and financial condition of our customers. |
Note_2_Significant_Accounting_5
Note 2- Significant Accounting Policies: Property and Equipment - (Policies) | 12 Months Ended |
Dec. 31, 2014 | |
Policies | |
Property and Equipment - | Property and equipment – |
Property and equipment are carried at the cost of acquisition or construction and depreciated over the estimated useful lives of the assets. Costs associated with repair and maintenance are expensed as incurred. Costs associated with improvements which extend the life, increase the capacity or improve the efficiency of our property and equipment are capitalized and depreciated over the remaining life of the related asset. Gains and losses on dispositions of equipment are reflected in operations. Depreciation is provided using the straight-line method over the estimated useful lives of the assets, which are 3 to 12 years. |
Note_4_Property_and_Equipment_
Note 4 - Property and Equipment: Property and Equipment Consisted of The Following At December 31, (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Tables/Schedules | |||||||||
Property and Equipment Consisted of The Following At December 31, | |||||||||
2014 | 2013 | ||||||||
Beginning Balance | $274,282 | $80,597 | |||||||
Additions: Equipment | 27,124 | 148,588 | |||||||
Additions: Leasehold Improvements | - | 90,421 | |||||||
Depreciation | -52,443 | -45,323 | |||||||
Ending Balance | $248,963 | $274,283 |
Note_5_Convertible_Debt_Schedu
Note 5 - Convertible Debt: Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Tables/Schedules | |||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | |||||
Risk-free interest rate | 0.45 | % | |||
Dividend yield | - | % | |||
Volatility factor | 145 | % | |||
Expected life (years) | 2 |
Note_5_Convertible_Debt_Schedu1
Note 5 - Convertible Debt: Schedule of Fair Value Warrants (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Tables/Schedules | |||||
Schedule of Fair Value Warrants | |||||
Relative fair value of warrants | $167,477 | ||||
Relative fair value of note payable | |||||
$122,553 |
Note_5_Convertible_Debt_Schedu2
Note 5 - Convertible Debt: Schedule Fair Value of Shares (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Tables/Schedules | |||||
Schedule Fair Value of Shares | |||||
Relative fair value of shares | $27,778 | ||||
Relative fair value of conversion feature | |||||
$22,222 |
Note_5_Convertible_Debt_Schedu3
Note 5 - Convertible Debt: Schedule of Relative Fair Value (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Tables/Schedules | |||||
Schedule of Relative Fair Value | |||||
Relative fair value of shares | $43,448 | ||||
Relative fair value of note payable | |||||
$16,552 |
Note_6_Notes_Payable_Schedule_
Note 6 - Notes Payable: Schedule of Relative Fair Value of Stock (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Tables/Schedules | |||||
Schedule of Relative Fair Value of Stock | |||||
Relative fair value of stock | $ | 25,000 | |||
Relative fair value of note payable | $ | 25,000 |
Note_6_Notes_Payable_Relative_
Note 6 - Notes Payable: Relative Fair Value of Stock from Note Schedule (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Tables/Schedules | |||||
Relative Fair Value of Stock from Note Schedule | |||||
Relative fair value of stock | $ | 10,132 | |||
Relative fair value of note payable | $ | 19,868 |
Note_9_Commitments_Contingenci1
Note 9 - Commitments & Contingencies: Schedule of Future Minimum Rental Payments for Operating Leases (Tables) | 12 Months Ended | |
Dec. 31, 2014 | ||
Tables/Schedules | ||
Schedule of Future Minimum Rental Payments for Operating Leases | ||
12/31/15 | 12/31/16 | |
$43,947 | $7,360 |
Note_10_Income_Taxes_Schedule_
Note 10 - Income Taxes: Schedule of Deferred Tax Assets and Liabilities (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Tables/Schedules | |||||
Schedule of Deferred Tax Assets and Liabilities | |||||
2014 | 2013 | ||||
Net operating loss carryforward | $ 1,701,320 | $ 917,505 | |||
Fixed Assets | (4,317) | (483) | |||
Valuation Allowance | (1,697,003) | (917,022) | |||
Total Net Deferred Tax Assets | $ - | $ - |
Note_10_Income_Taxes_Schedule_1
Note 10 - Income Taxes: Schedule of Effective Income Tax Rate Reconciliation (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Tables/Schedules | |||||
Schedule of Effective Income Tax Rate Reconciliation | |||||
2014 | 2013 | ||||
Tax on income before income tax | 33,83% | 34.00% | |||
Effect of non-temporary differences | 3.61% | -0.12% | |||
Change in valuation allowance | -37.44% | -33.88% | |||
- | - |
Note_4_Property_and_Equipment_1
Note 4 - Property and Equipment: Property and Equipment Consisted of The Following At December 31, (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | ||
Details | ||||
Property, Plant and Equipment, Net, Beginning Balance | $248,963 | [1] | $274,282 | [1] |
Property, Plant and Equipment, Gross | 27,124 | 148,588 | ||
Leasehold Improvements, Gross | 90,421 | |||
Property, Plant and Equipment, Other, Accumulated Depreciation | -52,443 | -45,323 | ||
Property, Plant and Equipment, Net, Ending Balance | $248,963 | [1] | $274,282 | [1] |
[1] | net of accumulated depreciation of $98,534 and $768, respectively. |
Note_5_Convertible_Debt_Detail
Note 5 - Convertible Debt (Details) (USD $) | 1 Months Ended | 12 Months Ended | |||||||||||||||
Oct. 31, 2014 | Aug. 27, 2014 | Mar. 26, 2014 | Feb. 28, 2014 | Aug. 26, 2013 | Jun. 23, 2015 | Mar. 26, 2015 | Dec. 31, 2014 | Apr. 30, 2015 | Nov. 30, 2014 | Sep. 30, 2014 | Jun. 23, 2014 | Apr. 30, 2014 | Mar. 24, 2014 | Dec. 31, 2013 | Jun. 07, 2013 | Nov. 15, 2012 | |
Details | |||||||||||||||||
Convertible Notes Payable | $60,000 | $50,000 | $290,000 | $50,000 | $200,000 | $250,000 | $30,000 | $100,000 | $50,000 | ||||||||
Short-term Debt, Percentage Bearing Fixed Interest Rate | 10.00% | 10.00% | 10.00% | 15.00% | 10.00% | 10.00% | 10.00% | 10.00% | |||||||||
Debt Instrument, Maturity Date | 26-Mar-15 | ||||||||||||||||
Debt Conversion, Converted Instrument, Warrants or Options Issued | 150,000 | 50,000 | 500,000 | 50,000 | 500,000 | ||||||||||||
Debt Instrument, Convertible, Conversion Price | $1 | $1 | $0.75 | $1 | $0.50 | $1 | $1 | ||||||||||
Debt Instrument, Convertible, Beneficial Conversion Feature | 21,600 | 122,553 | |||||||||||||||
Debt Instrument, Unamortized Discount | $147,645 | $14,080 | |||||||||||||||
Common Stock, Shares Issued | 1 | 1 | 250,000 | 22,282,114 | 250,000 | 30,000 | 150,000 | 500,000 | 21,238,408 | 1 |
Note_5_Convertible_Debt_Schedu4
Note 5 - Convertible Debt: Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions (Details) | 12 Months Ended |
Dec. 31, 2014 | |
Details | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 0.45% |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 145.00% |
Expected Life | 2 |
Note_5_Convertible_Debt_Schedu5
Note 5 - Convertible Debt: Schedule of Fair Value Warrants (Details) (USD $) | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2014 | Oct. 31, 2014 | Feb. 28, 2014 | Dec. 31, 2014 | |
Relative Fair Value Note Payable | $19,868 | $16,552 | $25,000 | |
NotesCommonStockAndWarrantsMember | ||||
Relative Fair Value Warrants | 167,477 | |||
Relative Fair Value Note Payable | $122,553 |
Note_5_Convertible_Debt_Schedu6
Note 5 - Convertible Debt: Schedule Fair Value of Shares (Details) (USD $) | 1 Months Ended | |||
Dec. 31, 2014 | Oct. 31, 2014 | Aug. 27, 2014 | Feb. 28, 2014 | |
Details | ||||
Relative Fair Value of Shares | $10,132 | $43,448 | $27,778 | $25,000 |
Relative Fair Value of Conversion Feature | $22,222 |
Note_5_Convertible_Debt_Schedu7
Note 5 - Convertible Debt: Schedule of Relative Fair Value (Details) (USD $) | 1 Months Ended | |||
Dec. 31, 2014 | Oct. 31, 2014 | Aug. 27, 2014 | Feb. 28, 2014 | |
Details | ||||
Relative Fair Value of Shares | $10,132 | $43,448 | $27,778 | $25,000 |
Relative Fair Value Note Payable | $19,868 | $16,552 | $25,000 |
Note_6_Notes_Payable_Details
Note 6 - Notes Payable (Details) (USD $) | 1 Months Ended | ||||||||
Oct. 31, 2014 | Aug. 27, 2014 | Mar. 26, 2014 | Feb. 28, 2014 | Aug. 26, 2013 | Apr. 30, 2015 | Jun. 23, 2014 | Jun. 07, 2013 | Nov. 15, 2012 | |
Details | |||||||||
Convertible Notes Payable | $60,000 | $50,000 | $290,000 | $50,000 | $200,000 | $250,000 | $30,000 | $100,000 | $50,000 |
Debt Conversion, Converted Instrument, Warrants or Options Issued | 150,000 | 50,000 | 500,000 | 50,000 | 500,000 |
Note_6_Notes_Payable_Schedule_1
Note 6 - Notes Payable: Schedule of Relative Fair Value of Stock (Details) (USD $) | 1 Months Ended | |||
Dec. 31, 2014 | Oct. 31, 2014 | Aug. 27, 2014 | Feb. 28, 2014 | |
Details | ||||
Relative Fair Value of Shares | $10,132 | $43,448 | $27,778 | $25,000 |
Relative Fair Value Note Payable | $19,868 | $16,552 | $25,000 |
Note_6_Notes_Payable_Relative_1
Note 6 - Notes Payable: Relative Fair Value of Stock from Note Schedule (Details) (USD $) | 1 Months Ended | |||
Dec. 31, 2014 | Oct. 31, 2014 | Aug. 27, 2014 | Feb. 28, 2014 | |
Details | ||||
Relative Fair Value of Shares | $10,132 | $43,448 | $27,778 | $25,000 |
Relative Fair Value Note Payable | $19,868 | $16,552 | $25,000 |
Note_7_Notes_Payable_Related_P1
Note 7 - Notes Payable - Related Party (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Feb. 15, 2013 |
Common Stock, Par Value | $0.00 | $0.00 | |
Neil Catania | |||
Due to Related Parties, Current | $360,000 | ||
Loans Payable, Current | $50,000 | ||
Accounts Payable, Interest-bearing, Interest Rate | 10.00% | ||
Common Stock, Par Value | $1 |
Note_8_Shareholders_Equity_Det
Note 8 - Shareholders' Equity (Details) (USD $) | 0 Months Ended | 1 Months Ended | 12 Months Ended | |||||||||||
Mar. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Apr. 30, 2015 | Nov. 30, 2014 | Oct. 31, 2014 | Sep. 30, 2014 | Aug. 27, 2014 | Apr. 30, 2014 | Aug. 26, 2013 | Nov. 15, 2012 | |||
Details | ||||||||||||||
Common Stock, Shares Issued | 22,282,114 | 21,238,408 | 250,000 | 30,000 | 1 | 150,000 | 1 | 500,000 | 250,000 | 1 | ||||
Common stock | $2,228 | [1] | $2,124 | [1] | $30,000 | $150,000 | $500,000 | |||||||
Shares issued for services, Shares | 60,000 | 60,000 | 83,706 | |||||||||||
Shares issued for services, Value | $77,311 | $1,277,560 | ||||||||||||
[1] | $0.0001 par value; Authorized 499,990,000; issued and outstanding 22,282,114 and 21,238,408 respectively. |
Note_9_Commitments_Contingenci2
Note 9 - Commitments & Contingencies: Schedule of Future Minimum Rental Payments for Operating Leases (Details) (USD $) | Dec. 31, 2016 | Dec. 31, 2015 |
Details | ||
Capital Leases, Future Minimum Payments Due, Next Twelve Months | $7,360 | $43,947 |
Note_9_Commitments_Contingenci3
Note 9 - Commitments & Contingencies (Details) (USD $) | 1 Months Ended | 12 Months Ended | 1 Months Ended | |||||||||
Jan. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Apr. 30, 2014 | Apr. 30, 2015 | Nov. 30, 2014 | Oct. 31, 2014 | Sep. 30, 2014 | Aug. 27, 2014 | 26-May-14 | Aug. 26, 2013 | Nov. 15, 2012 | |
License Costs | $85,000 | |||||||||||
Advertising and promotion | 282,188 | 168,519 | ||||||||||
Commission | 7.00% | |||||||||||
Common Stock, Shares Issued | 22,282,114 | 21,238,408 | 500,000 | 250,000 | 30,000 | 1 | 150,000 | 1 | 250,000 | 1 | ||
First Contract Year | ||||||||||||
Payments for Royalties | 400,000 | |||||||||||
Second Contract Year | ||||||||||||
Payments for Royalties | 750,000 | |||||||||||
Each Contract Year Thereafter | ||||||||||||
Payments for Royalties | 1,000,000 | |||||||||||
Sullivan Media Group | ||||||||||||
Advertising and promotion | $104,500 | |||||||||||
SRC Sales Inc.- Retailer Account | ||||||||||||
Common Stock, Shares Issued | 50,000 | |||||||||||
SRC Sales Inc.- Each Order | ||||||||||||
Common Stock, Shares Issued | 50,000 |
Note_10_Income_Taxes_Schedule_2
Note 10 - Income Taxes: Schedule of Deferred Tax Assets and Liabilities (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Details | ||
Deferred Tax Assets, Operating Loss Carryforwards | $1,701,320 | $917,505 |
Other Assets | -4,317 | -483 |
Valuation Allowance, Amount | ($1,697,003) | ($917,022) |
Note_10_Income_Taxes_Details
Note 10 - Income Taxes (Details) (USD $) | Dec. 31, 2014 |
Details | |
Operating Loss Carryforwards | $1,701,320 |
Note_10_Income_Taxes_Schedule_3
Note 10 - Income Taxes: Schedule of Effective Income Tax Rate Reconciliation (Details) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Details | ||
Tax on Income Before Income Tax | 3383.00% | 34.00% |
Effect of non-temporary Differences | 3.61% | -0.12% |
Change in Valuation Allowance | -37.44% | -33.88% |
Note_11_Subsequent_Events_Deta
Note 11 - Subsequent Events (Details) (USD $) | 0 Months Ended | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||||||
Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Apr. 30, 2015 | Nov. 30, 2014 | Oct. 31, 2014 | Sep. 30, 2014 | Aug. 27, 2014 | Jun. 23, 2014 | Apr. 30, 2014 | Mar. 26, 2014 | Feb. 28, 2014 | Dec. 31, 2013 | Aug. 26, 2013 | Jun. 07, 2013 | Nov. 15, 2012 | Feb. 28, 2015 | |
Common Stock, Shares Issued | 22,282,114 | 250,000 | 30,000 | 1 | 150,000 | 1 | 500,000 | 21,238,408 | 250,000 | 1 | ||||||||
Common Stock, Par Value | $0.00 | $0.00 | ||||||||||||||||
Shares issued for services, Shares | 60,000 | 60,000 | 83,706 | |||||||||||||||
Proceeds from Notes Payable | $190,000 | |||||||||||||||||
Convertible Notes Payable | $250,000 | $60,000 | $50,000 | $30,000 | $290,000 | $50,000 | $200,000 | $100,000 | $50,000 | |||||||||
Short-term Debt, Percentage Bearing Fixed Interest Rate | 10.00% | 10.00% | 10.00% | 10.00% | 10.00% | 15.00% | 10.00% | 10.00% | ||||||||||
Investor | ||||||||||||||||||
Common Stock, Shares Issued | 25,000 | |||||||||||||||||
Common Stock, Par Value | $1 |