Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Apr. 13, 2018 | Jun. 30, 2017 | |
Document And Entity Information | |||
Entity Registrant Name | BLACKBOXSTOCKS INC. | ||
Entity Central Index Key | 1,567,900 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2017 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Is Entity a Well-known Seasoned Issuer? | No | ||
Is Entity a Voluntary Filer? | No | ||
Is Entity's Reporting Status Current? | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 28,179,900 | ||
Entity Common Stock, Shares Outstanding | 23,000,000 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,017 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash | $ 8,155 | $ 703,638 |
Accounts receivable | 5,111 | 1,567 |
Advances, related party (Note 5) | 0 | 42,690 |
Prepaid expenses | 202,978 | 236,300 |
Prepaid expenses, related parties (Note 5) | 36,700 | 36,700 |
Total current assets | 252,944 | 1,020,895 |
Property: | ||
Computer and related equipment, net of depreciation of $14,608 and $5,336 at December 31, 2017 and 2016, respectively | 21,156 | 16,664 |
Software development, net of amortization of $2,813 and $0 at December 31, 2017 and 2016, respectively | 6,187 | 0 |
Total property | 27,343 | 16,664 |
Total Assets | 280,287 | 1,037,559 |
Current liabilities: | ||
Accounts payable | 368,108 | 72,279 |
Unearned subscriptions | 27,361 | 17,682 |
Advances, related party (Note 5) | 56,463 | 0 |
Total current liabilities | 451,932 | 89,961 |
Commitments and contingencies (Note 6) | ||
Stockholders' Equity (Deficit): | ||
Preferred stock, $0.001 par value, 5,000,000 shares authorized; no shares issued and outstanding at December 31, 2017 and 2016, respectively | 0 | 0 |
Series A Convertible Preferred Stock, $0.001 par value, 5,000,000 shares authorized; 5,000,000 issued and outstanding at December 31, 2017 and 2016, respectively | 5,000 | 5,000 |
Common stock, $0.001 par value, 100,000,000 shares authorized: 23,000,000 and 23,110,000 issued and outstanding at December 31, 2017 and 2016, respectively | 23,000 | 23,110 |
Additional paid in capital | 2,494,942 | 2,352,332 |
Accumulated deficit | (2,694,587) | (1,432,844) |
Total Stockholders' Equity (Deficit) | (171,645) | 947,598 |
Total Liabilities and Stockholders' Equity (Deficit) | $ 280,287 | $ 1,037,559 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Accumulated depreciation | $ 14,608 | $ 5,336 |
Accumulated amortization | $ 2,813 | $ 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 23,000,000 | 23,110,000 |
Common stock, shares outstanding | 23,000,000 | 23,110,000 |
Series A Preferred Stock | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 5,000,000 | 5,000,000 |
Preferred stock, shares outstanding | 5,000,000 | 5,000,000 |
Preferred Stock | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Revenue: | ||
Subscriptions | $ 410,705 | $ 94,668 |
Licensing | 500,000 | 0 |
Total revenues | 910,705 | 94,668 |
Cost of operations | 542,142 | 78,073 |
Gross margin | 368,563 | 16,595 |
Expenses: | ||
Software development costs | 505,144 | 319,935 |
General and administrative | 1,111,343 | 499,962 |
Depreciation and amortization | 12,085 | 5,336 |
Total operating expenses | 1,628,572 | 825,233 |
Operating loss | (1,260,009) | (808,638) |
Interest expense | 1,734 | 3,695 |
Loss before income taxes | (1,261,743) | (812,333) |
Income taxes | 0 | 0 |
Net loss | $ (1,261,743) | $ (812,333) |
Weighted average number of common shares outstanding - basic | 23,081,671 | 20,692,201 |
Net loss per share - basic | $ (0.05) | $ (0.04) |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity (Deficit) - USD ($) | Series A Preferred Stock | Preferred Stock | Common Stock | Additional Paid-In Capital | Retained Earnings / Accumulated Deficit | Total |
Beginning balance, shares at Dec. 31, 2015 | 5,000,000 | 0 | 20,835,010 | |||
Beginning balance, value at Dec. 31, 2015 | $ 5,000 | $ 0 | $ 20,835 | $ 799,607 | $ (620,511) | $ 204,931 |
Retirement and cancellation of common shares, shares | (835,010) | |||||
Retirement and cancellation of common shares, value | $ (835) | 835 | ||||
Issuance of shares in exchange for cash, shares | 3,310,000 | |||||
Issuance of shares in exchange for cash, value | $ 3,310 | 1,651,690 | 1,655,000 | |||
Recission of shares in exchange for cash, shares | (200,000) | |||||
Recission of shares in exchange for cash, value | $ (200) | (99,800) | (100,000) | |||
Net loss | (812,333) | (812,333) | ||||
Ending balance, shares at Dec. 31, 2016 | 5,000,000 | 0 | 23,110,000 | |||
Ending balance, value at Dec. 31, 2016 | $ 5,000 | $ 0 | $ 23,110 | 2,352,332 | (1,432,844) | 947,598 |
Repurchase of shares in exchange for advances, shares | (160,000) | |||||
Repurchase of shares in exchange for advances, value | $ (160) | (79,840) | (80,000) | |||
Issuance of shares for services, shares | 50,000 | |||||
Issuance of shares for services, value | $ 50 | 222,450 | 222,500 | |||
Net loss | (1,261,743) | (1,261,743) | ||||
Ending balance, shares at Dec. 31, 2017 | 5,000,000 | 0 | 23,000,000 | |||
Ending balance, value at Dec. 31, 2017 | $ 5,000 | $ 0 | $ 23,000 | $ 2,494,942 | $ (2,694,587) | $ (171,645) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Cash flows from operating activities | ||
Net loss | $ (1,261,743) | $ (812,333) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization expense | 12,085 | 5,336 |
Shares issued in exchange for services | 222,500 | 0 |
Changes in operating assets and liabilities: | ||
Investment, trading | 0 | 414 |
Accounts receivable | (3,544) | (1,567) |
Prepaid expenses | 33,322 | (232,886) |
Prepaid expenses, related parties | 0 | 117,800 |
Accounts payable | 295,829 | 43,131 |
Unearned subscriptions | 9,679 | 17,682 |
Net cash used in operating activities | (691,872) | (862,423) |
Cash flows from investing activities | ||
Purchases of property | (22,764) | (6,535) |
Net cash used in investing activities | (22,764) | (6,535) |
Cash flows from financing activities | ||
Common stock issued for cash | 0 | 1,655,000 |
Payment for cancellation of common stock | 0 | (100,000) |
Proceeds from notes payable | 0 | 50,000 |
Repayment of notes payable | 0 | (50,000) |
Cash advances from shareholder | 135,226 | 108,235 |
Cash repayments to shareholder | (116,073) | (150,925) |
Net cash provided by financing activities | 19,153 | 1,512,310 |
Net increase (decrease) in cash | (695,483) | 643,352 |
Cash - beginning of period | 703,638 | 60,286 |
Cash - end of period | 8,155 | 703,638 |
Supplemental disclosure-Non-cash investing and financing activities: | ||
Cancellation of common shares | $ 80,000 | $ 835 |
1. Organization
1. Organization | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Blackboxstocks Inc. was incorporated on October 4, 2011 under the laws of the State of Nevada under the name SMSA Ballinger Acquisition Corp. to effect the reincorporation of Senior Management Services of Heritage Oaks at Ballinger, Inc., a Texas corporation, mandated by a Plan of Reorganization confirmed by the United States Bankruptcy Court for the Northern District of Texas for reorganization under Chapter 11 of the United States Bankruptcy Code. On December 1, 2015, the Company entered into a Share Exchange Agreement (“Exchange Agreement”), by and among the Company, Tiger Trade Technologies, Inc. (“Tiger Trade”), a Texas corporation and the stockholders of Tiger Trade. As a result of the Exchange Agreement transaction, the Tiger Trade stockholders acquired approximately 88.64% of the issued and outstanding capital stock of the Company, and Tiger Trade became a wholly owned subsidiary of the Company. On February 8, 2016, the Company entered into an Agreement and Plan of Merger (“Merger Agreement”) with Tiger Trade, providing for the merger of Tiger Trade with and into the Company. At the effective time of the merger (February 9, 2016), the shares of Tiger Trade capital stock outstanding immediately before the effective time were canceled, retired and ceased to exist. The Company filed a Certificate of Amendment to its Articles of Incorporation effective as of March 9, 2016, changing the name of the Company to Blackboxstocks Inc. The Company is in the business of developing and marketing web and mobile based analytical software tools as a subscription based software (the “Blackbox System”) to serve as a tool for day traders and swing traders on various securities exchanges and markets, including the OTC Markets Group, Inc. (“OTC”), the New York Stock Exchange, the NYSE MKT, LLC (formerly the American Stock Exchange), the NASDAQ markets, the Hong Kong Stock Exchange, the Shanghai Stock Exchange and the Shenzhen Stock Exchange. |
2. Summary of Significant Accou
2. Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Basis of Presentation Use of Estimates Cash Fair Value of Financial Instruments Fair Value Measurement Recently Issued Accounting Pronouncements In May 2014, the FASB issued ASU No.2014-09, Revenue from Contracts with Customers (Topic 606) In February 2016, the FASB issued ASU 2016-02, Leases Property and Equipment The Company’s property and equipment is being depreciated on the straight-line basis over an estimated useful life of three years. Income Taxes Management evaluates the probability of the realization of its deferred income tax assets. Management determined that because the Company has not yet generated taxable income, it is unlikely that a tax benefit will be realized from these operating loss carry forwards and deductible temporary differences. Accordingly, the deferred income tax asset is offset by a full valuation allowance. In accordance with ASC Topic 740, Income Taxes Earnings or (Loss) Per Share Share-Based Payment Compensation - Stock Compensation Revenue Recognition In addition, the Company earned revenue from the licensing of its Blackbox System application for use in China, whereby a licensee was authorized to sell subscriptions for and sublicense the use of a version of the web application customized for analysis of data from certain Asian exchanges. A monthly licensing fee was charged to the licensee from June 1, 2017 until October 31, 2017 and the contract was terminated November 13, 2017. Software Development Costs Prepaid Expenses Contingencies If the assessment of a contingency indicates it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s financial statements. If the assessment indicates that a potential material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material would be disclosed. Loss contingencies considered to be remote by management are generally not disclosed unless they involve guarantees, in which case the guarantee would be disclosed. |
3. Stockholders' Equity
3. Stockholders' Equity | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Stockholders' Equity | The Company has authorized 10,000,000 shares of preferred stock at $0.001 par value, 5,000,000 of which are designated as “Series A Convertible Preferred Stock” at $0.001 par value and 100,000,000 authorized shares of common stock at $0.001 par value (“Common Stock”). Shares of Series A Convertible Preferred Stock do not accumulate dividends, and are convertible into shares of Common Stock on a one-for-one basis. Additionally, each share entitles the holder to 100 votes and, with respect to dividend and liquidation rights, the shares rank pari passu with the Company’s Common Stock. On December 1, 2015, the Company entered into an Exchange Agreement with Tiger Trade and its Stockholders (Note 1). Under the terms and conditions of the Exchange Agreement, the Company offered and sold Seventeen Million Nine Hundred Thousand (17,900,000) newly issued shares of Company Common Stock and Five Million (5,000,000) newly issued shares of Company Series A Convertible Preferred Stock in consideration for all the issued and outstanding shares of Tiger Trade capital stock. The effect of the issuance was that Tiger Trade stockholders acquired approximately 85.91% of the issued and outstanding shares of Company Common Stock and 100% of the issued and outstanding shares of Company Series A Convertible Preferred Stock. Tiger Trade became a wholly owned subsidiary of the Company as a result of the Exchange Agreement transaction. Tiger Trade was subsequently merged with and into the Company on February 9, 2016, at which time all of the outstanding shares of capital stock of Tiger Trade outstanding immediately before the effective date were canceled, retired and ceased to exist. On February 10, 2016, the Company entered into a Stock Cancellation Agreement with Gust C. Kepler, a Director, President, Chief Executive Officer, Chief Financial Officer and Secretary of the Company, pursuant to which Mr. Kepler cancelled and forfeited 835,010 shares of the Company’s Common Stock. During the year ended December 31, 2016, the Company issued a total of 3,310,000 shares of Common Stock at a cash price of $0.50 per share for a total of $1,655,000. However, the Company subsequently honored a request by one investor to rescind the purchase of 200,000 of such shares of Common Stock on October 28, 2016. On September 28, 2017, the Company entered into a Stock Repurchase and Cancellation Agreement with Gust Kepler, a Director and the President, Chief Executive Officer, Chief Financial Officer and Secretary of the Company, pursuant to which the Company repurchased 110,000 shares of Common Stock of the Company in exchange for cancellation and forgiveness of debt obligations owed by Mr. Kepler to the Company for advances in the aggregate amount of $55,000. |
4. Stock Options and Warrants
4. Stock Options and Warrants | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Options and Warrants | Costs attributable to the issuance of stock options and share purchase warrants are measured at fair value at the date of issuance and offset with a corresponding increase in ‘Additional Paid in Capital’ at the time of issuance. When the options or warrants are exercised, the receipt of consideration is an increase in stockholders’ equity. There was no stock option or warrant activity during the years ended December 31, 2017 and 2016 and as of December 31, 2017, no options or warrants were outstanding. |
5. Related Party Transactions
5. Related Party Transactions | 12 Months Ended |
Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | During the year ended December 31, 2017, Gust C. Kepler, a Director, President, Chief Executive Officer, Chief Financial Officer and Secretary of the Company advanced $135,226 to the Company and he was repaid $116,073. On September 28, 2017, the Company entered into a Stock Repurchase and Cancellation Agreement (Note 3) with Mr. Kepler, pursuant to which the Company repurchased 110,000 shares of Common Stock in exchange for cancellation and forgiveness of debt obligations owed by Mr. Kepler to the Company for advances in the aggregate amount of $55,000. On September 28, 2017, the Company agreed to cancel and forgive debt obligations owed by Mr. Kepler to the Company for advances in the aggregate amount of $12,500 in exchange for Mr. Kepler’s transfer of 25,000 shares of Common Stock for the benefit of the Company under the terms of a Services Agreement between the Company and PCG Advisory Group dated August 11, 2017. On December 29, 2017, the Company also agreed to cancel and forgive debt obligations owed by Mr. Kepler to the Company for advances in the During the years ended December 31, 2017 and 2016, the Company (and its predecessor, Tiger Trade) engaged the services of Karma Black Box LLC (“Karma”), whose two stockholders became Company stockholders as a result of the Exchange Agreement (Note 1 and 3), for application development services of the Company’s Blackbox System technology. During the years ended December 31, 2017 and 2016, Karma was paid $99,500 and $46,500 for services, respectively. G2 International, Inc. (“G2”), which does business as IPA Tech Group (“IPA”), is a company wholly owned by Gust C. Kepler, a Director, President, Chief Executive Officer, Chief Financial Officer and Secretary of the Company, and the Company’s controlling stockholder. In 2016 G2/IPA refunded $117,800 of prepayments for marketing services leaving a prepaid balance of $36,700 as of September 30, 2017. At December 31, 2017 and 2016, there were no accounts payable owed to G2. On August 9, 2017, we entered into a License Agreement (the “BBTR License”) with EIGH8T TECHNOLOGIES INC. (also known as Black Box Traders and referred to herein as “BBTR”), a British Virgin Island registered company, for the development, customization and license to use and sublicense a version of the Blackbox System (known as the “BBTR System”) with data from the HKEX, SSE and SZSE. Stephen Chiang, an individual citizen of Singapore who holds 3,000,000 of Company Common Stock (approximately 13% of the issued and outstanding Common Stock), is a principal of BBTR. The BBTR license was terminated effective November 13, 2017. Under the terms of the BBTR License the Company received $500,000 of licensing revenue as of December 31, 2017. |
6. Commitments and Contingencie
6. Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | The Company entered into a sublease agreement with G2 effective July 1, 2015 subject to the terms and conditions of the office lease between G2 and Teachers Insurance and Annuity Association of America for approximately 1,502 square feet of office space at 5430 LBJ Freeway, Dallas, Texas. The sublease agreement expires March 31, 2020. On August 28, 2017, the Company acquired and was assigned all right, title and interest in the lease from G2. On September 19, 2017 the Company amended the lease to expand its space by approximately 336 square feet for a total of 1,838 square feet and extended the expiration date to September 30, 2022. Future minimum rental payments under the extended lease are: 2018 $53,976 2019 $55,646 2020 $59,006 2021 $61,803 2022 $46,869 During the years ended December 31, 2017 and 2016 we incurred $48,848 and $40,177, respectively, in office rental expense. On August 11, 2017, The Company entered into a six month consulting services agreement (the “Services Agreement”) with PCG Advisory Group, providing for capital markets advisory and investor relations consulting services in exchange for cash payments totaling $32,000 and stock compensation for a total of 75,000 common shares, restricted under Rule 144 to be issued during the six months of the agreement. On September 28, 2017, the Company agreed to cancel and forgive debt obligations owed by Gust C. Kepler to the Company for advances in the aggregate amount of $12,500 in exchange for Mr. Kepler’s transfer of 25,000 shares of Common Stock for the benefit of the Company under the terms of the Services Agreement. On December 29, 2017, the Company also agreed to cancel and forgive debt obligations owed by Mr. Kepler to the Company for advances in the aggregate amount of $12,500 in exchange for Mr. Kepler’s transfer of 25,000 shares of Common Stock for the benefit of the Company under the terms of the Services Agreement. The Company is not currently a defendant in any material litigation or any threatened litigation that could have a material effect on the Company’s financial statements. |
7. Income Taxes
7. Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxs | The Company has established deferred tax assets and liabilities for the recognition of future deductions or taxable amounts and operating loss carry forwards. Deferred federal income tax expense or benefit is recognized as a result of the change in the deferred tax asset or liability during the year using the currently enacted tax laws and rates that apply to the period in which they are expected to affect taxable income. Valuation allowances are established, if necessary, to reduce deferred tax assets to the amounts that will more likely than not be realized. During the years ended December 31, 2017 and 2016, a reconciliation of income tax expense at the statutory rate of 34% to income tax expense at the Company’s effective tax rate is as follows: 2017 2016 Income tax benefit at statutory rate $ 429,000 $ 276,000 Permanent differences (9,000 ) – Change in valuation allowance (420,000 ) (276,000 ) Provision for federal income taxes $ – $ – At December 31, 2017 and 2016, the Company had approximately $2,669,000 and $1,433,000, respectively, of unused net operating loss carry forwards. Unused net operating loss carry forwards may provide future tax benefits, although there can be no assurance that these net operating losses will be realized in the future. The tax benefits of these loss carryforward have been fully offset by a valuation allowance. These losses may be used to offset future taxable income and, if not fully utilized, expire in the year 2037. |
2. Summary of Significant Acc14
2. Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation |
Use of Estimates | Use of Estimates |
Cash | Cash |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair Value Measurement |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In May 2014, the FASB issued ASU No.2014-09, Revenue from Contracts with Customers (Topic 606) In February 2016, the FASB issued ASU 2016-02, Leases |
Property and Equipment | Property and Equipment The Company’s property and equipment is being depreciated on the straight-line basis over an estimated useful life of three years. |
Income Taxes | Income Taxes Management evaluates the probability of the realization of its deferred income tax assets. Management determined that because the Company has not yet generated taxable income, it is unlikely that a tax benefit will be realized from these operating loss carry forwards and deductible temporary differences. Accordingly, the deferred income tax asset is offset by a full valuation allowance. In accordance with ASC Topic 740, Income Taxes |
Earnings or (Loss) Per Share | Earnings or (Loss) Per Share |
Share-Based Payment | Share-Based Payment Compensation - Stock Compensation |
Revenue Recognition | Revenue Recognition In addition, the Company earned revenue from the licensing of its Blackbox System application for use in China, whereby a licensee was authorized to sell subscriptions for and sublicense the use of a version of the web application customized for analysis of data from certain Asian exchanges. A monthly licensing fee was charged to the licensee from June 1, 2017 until October 31, 2017 and the contract was terminated November 13, 2017. |
Software Development Costs | Software Development Costs |
Prepaid Expenses | Prepaid Expenses |
Contingencies | Contingencies If the assessment of a contingency indicates it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s financial statements. If the assessment indicates that a potential material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material would be disclosed. Loss contingencies considered to be remote by management are generally not disclosed unless they involve guarantees, in which case the guarantee would be disclosed. |
6. Commitments and Contingenc15
6. Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future minimum rental payment schedule | 2018 $53,976 2019 $55,646 2020 $59,006 2021 $61,803 2022 $46,869 |
7. Income Taxes (Tables)
7. Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income tax reconciliation | 2017 2016 Income tax benefit at statutory rate $ 429,000 $ 276,000 Permanent differences (9,000 ) – Change in valuation allowance (420,000 ) (276,000 ) Provision for federal income taxes $ – $ – |
2. Summary of Significant Acc17
2. Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Accounting Policies [Abstract] | ||
Potential dilution of common stock shares if Series A preferred stock is converted | 5,000,000 | 5,000,000 |
Useful live of property and equipment | 3 years | |
Share based compensation | $ 0 | $ 0 |
3. Stockholders' Equity (Detail
3. Stockholders' Equity (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Stock issued new, value | $ 1,655,000 | |
Common Stock [Member] | ||
Stock issued new, shares | 3,310,000 | |
Stock issued new, value | $ 1,655,000 | |
Kepler [Member] | ||
Stock cancelled and forfeited, shares | 835,010 | |
Debt forgiven, amount forgiven | $ 55,000 | |
Debt forgiven, stock forfeited | 110,000 | |
One Investor [Member] | ||
Recission of shares in exchange for cash, shares | 200,000 |
4. Stock Options and Warrants (
4. Stock Options and Warrants (Details Narrative) - shares | Dec. 31, 2017 | Dec. 31, 2016 |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Stock options outstanding | 0 | 0 |
Warrants outstanding | 0 | 0 |
5. Related Party Transactions (
5. Related Party Transactions (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Proceeds from related party | $ 135,226 | $ 108,235 |
Repayment to related party | 116,073 | 150,925 |
Repayment of prepaid deposit | 33,322 | (232,886) |
Gust Kepler [Member] | ||
Proceeds from related party | 135,226 | |
Repayment to related party | 116,073 | |
Debt forgiven, amount forgiven | 55,000 | |
Due to related party | 56,463 | |
Karma Black Box [Member] | ||
Professional fees | 99,500 | 46,500 |
G 2 Intl [Member] | ||
Repayment of prepaid deposit | $ 117,800 | |
Prepaid expense for marketing | 36,700 | |
Eigh8t Technologies [Member] | ||
Licensing revenue | $ 500,000 |
6. Commitments and Contingenc21
6. Commitments and Contingencies (Details) | Dec. 31, 2017USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Future minimum rental payment 2018 | $ 53,976 |
Future minimum rental payment 2019 | 55,646 |
Future minimum rental payment 2020 | 59,006 |
Future minimum rental payment 2021 | 61,803 |
Future minimum rental payment 2022 | $ 46,869 |
6. Commitments and Contingenc22
6. Commitments and Contingencies (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Rent expense | $ 48,848 | $ 40,177 |
Stock issued for services, value | 222,500 | |
Repurchase of shares in exchange for advances, value | $ (80,000) | |
Kepler [Member] | ||
Repurchase of shares in exchange for advances, shares | 50,000 | |
Repurchase of shares in exchange for advances, value | $ 25,000 |
7. Income Taxes (Details)
7. Income Taxes (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | ||
Income tax benefit at statutory rate | $ 429,000 | $ 276,000 |
Permanent differences | (9,000) | 0 |
Change in valuation allowance | (420,000) | (276,000) |
Provision for federal income taxes | $ 0 | $ 0 |
7. Income Taxes (Details Narrat
7. Income Taxes (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | ||
Net operating loss carryforwards | $ 2,669,000 | $ 1,433,000 |
Operating loss carryforward expiration date | Dec. 31, 2037 |