STL Marketing (STLK) 10-Q 18 May 16 2016 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2016	May. 16, 2016
Document And Entity Information
Entity Registrant Name	STL Marketing Group, Inc.
Entity Central Index Key	1,569,055
Document Type	10-Q
Document Period End Date	Mar. 31, 2016
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		1,042,879,492
Trading Symbol	STLK
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2,016

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)	Mar. 31, 2016	Dec. 31, 2015
Current Assets
Cash	$ 12,917	$ 793
Total Current Assets	12,917	793
Security Deposit	1,135	1,135
Total Assets	14,052	1,928
Current Liabilities:
Accounts payable and accrued liabilities, including $799,970 and $750,470 salaries due to officers, respectively	1,411,010	1,322,834
Accrued liabilities and accounts payable - related party	446,080	436,123
Notes payable	60,000	60,000
Notes payable - related party	199,156	150,322
Convertible notes payable, net of discount	926,792	927,992
Liabilities payable in shares	114,500	114,500
Derivative liabilities	2,921,919	3,037,500
Total Current Liabilities	6,079,457	6,049,271
Stockholders' Deficit
Common Stock, $0.001 Par Value, 2,600,000,000 Shares Authorized, 995,394,273 and 910,305,734 Shares Issued and Outstanding, respectively	995,394	910,306
Additional paid in capital	(2,748,633)	(2,675,428)
Accumulated Deficit	(7,512,166)	(7,482,221)
Total Stockholders' Deficit	(6,065,405)	(6,047,343)
Total Liabilities and Stockholders' Deficit	14,052	1,928
Class A Preferred Stock [Member]
Stockholders' Deficit
Preferred stock value	1,800,000	1,800,000
Class B Preferred Stock [Member]
Stockholders' Deficit
Preferred stock value	$ 1,400,000	$ 1,400,000
Class C Preferred Stock [Member]
Stockholders' Deficit
Preferred stock value

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)	Mar. 31, 2016	Dec. 31, 2015
Salaries due to officers	$ 799,970	$ 750,470
Common Stock, par value	$ 0.001	$ 0.001
Common Stock, shares authorized	2,600,000,000	2,600,000,000
Common Stock, shares issued	995,394,273	910,305,734
Common Stock, shares outstanding	995,394,273	910,305,734
Class A Preferred Stock [Member]
Preferred Stock, par value, percentage	10.00%	10.00%
Preferred Stock, shares authorized	1,800,000	1,800,000
Preferred Stock, shares issued	1,800,000	1,800,000
Preferred Stock, shares outstanding	1,800,000	1,800,000
Class A Preferred Stock [Member] | Non-Cumulative [Member]
Preferred Stock, par value	$ 1	$ 1
Class B Preferred Stock [Member]
Preferred Stock, par value	$ 0.001	$ 0.001
Preferred Stock, shares authorized	1,400,000,000	1,400,000,000
Preferred Stock, shares issued	1,400,000,000	1,400,000,000
Preferred Stock, shares outstanding	1,400,000,000	1,400,000,000
Class C Preferred Stock [Member]
Preferred Stock, par value	$ 0.001	$ 0.001
Preferred Stock, shares authorized	125,000	125,000
Preferred Stock, shares issued	0	0
Preferred Stock, shares outstanding	0	0

Condensed Consolidated Statemen

Condensed Consolidated Statemens of Operations (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Income Statement [Abstract]
Revenues
Operating expenses
Compensation	$ 62,607	$ 62,607
Professional fees	46,814	40,086
Selling, general and administrative	10,055	8,156
Total operating expenses	119,476	110,849
Loss from operations	(119,476)	(110,849)
Other income (expense):
Interest expense	(26,051)	(132,254)
Change in fair value of derivative liabilities	108,092	$ 31,759
Gain on extinguisment of derivative liabilities	$ 7,490
Private placement costs		$ (99,644)
Other income (expense) - net	$ 89,531	(200,139)
Net Loss	$ (29,945)	$ (310,988)
Net loss per common share - basic and diluted	$ 0	$ 0
Weighted average common shares outstanding - basic and diluted	956,447,156	63,315,405

Consolidated Statements of Stoc

Consolidated Statements of Stockholders' Deficit (Unaudited) - 3 months ended Mar. 31, 2016 - USD ($)	Class A Preferred Stock [Member]	Class B Preferred Stock [Member]	Common Stock Class B [Member]	Additional Paid-In Capital [Member]	Deficit [Member]	Total
Balance at Dec. 31, 2015	$ 1,800,000	$ 1,400,000	$ 910,306	$ (2,675,428)	$ (7,482,221)	$ (6,047,343)
Balance, shares at Dec. 31, 2015	1,800,000	1,400,000,000	910,305,734
Stock issued for conversion of note payable			$ 85,089	(73,206)		11,883
Stock issued for conversion of note payable, Shares			85,088,539
Net Loss					$ (29,945)	(29,945)
Balance at Mar. 31, 2016	$ 1,800,000	$ 1,400,000	$ 995,394	$ (2,748,633)	$ (7,512,166)	$ (6,065,405)
Balance, shares at Mar. 31, 2016	1,800,000	1,400,000,000	995,394,273

Condensed Consolidated Stateme6

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Cash Flows From Operating Activities:
Net Loss	$ (29,945)	$ (310,988)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation		548
Amortization of debt discount	$ 10,592	56,066
Change in fair value of derivative liabilities	$ (108,092)	(31,759)
Private placement costs		99,644
Interest of debt converted below par		$ 53,399
Gain on extinguishment of derivative liabilities	$ (7,490)
Changes in operating assets and liabilities:
Accounts payable and accrued liabilities	88,268	$ 79,071
Accounts payable - related party	9,957	(1,479)
Net Cash Used in Operating Activities	(36,710)	(55,498)
Cash Flows From Financing Activities:
Proceeds from related party notes payable	$ 48,834	23,695
Proceeds from convertible notes		34,000
Net Cash Provided by Financing Activities	$ 48,834	57,695
Net increase cash	12,124	2,197
Cash at beginning of period	793	102
Cash at end of period	$ 12,917	$ 2,299
Supplemental disclosure of cash flow information:
Cash paid during the period for interest
Cash paid during the period for income taxes
Supplemental disclosure of non-cash investing and financing activities:
Conversion of convertible notes into common stock	$ 11,791	$ 31,246
Conversion of accrued interest on convertible note into common stock	$ 92

Nature of Operations

Nature of Operations	3 Months Ended
	Mar. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of Operations	Note 1 – Nature of Operations Nature of Operations STL Marketing Group, Inc., (the “Company”) has several business operations. The Company’s initial focus, renewable energy, is currently on hold due to political delays in this industry in Costa Rica. The Company has pivoted to technology, a core competency of its senior management team. The Company has sales and marketing operations in: (1) PhoneSuite Solutions, an IP PBX product for the hospitality industry and (2) F3TCH, a patent pending technology, that virtualizes the hotel guest room telephone to a guest’s smart phone or device. STL Marketing Group, Inc. (the “Company,” “our Company,” “we,” “us,” “our,” or “STL,”) was incorporated under the laws of the State of Colorado on February 16, 1999 under the original name of Fountain Colony Ventures, Inc. Fountain Colony Ventures, Inc. changed its name to SGT Ventures, Inc. in March 2006. In June 2006, SGT Ventures, Inc. changed its name to Stronghold Industries, Inc. On October 30, 2007, Stronghold Industries, Inc. entered into a share purchase and exchange agreement with Image Worldwide, Inc. The Company name was officially changed with the Secretary of State to Image Worldwide, Inc. (“Image Worldwide”) on November 21, 2007. Image Worldwide entered into a share exchange agreement with St. Louis Packaging Inc. and Image Worldwide Marketing, Inc., a Delaware corporation, on January 31, 2009. On November 27, 2009 the Company entered into an asset purchase agreement to sell all of its assets to Invicta Group, Inc., a Nevada corporation. In April 2009, the Company changed its name to STL Marketing Group, Inc. On October 15, 2012, the Company transferred ownership to Versant I, Inc., a Panamanian company owned by the current CEO. On February 4, 2013 the Company entered into a share exchange and merged with Versant Corporation, a Delaware company whereby Versant became the Company’s wholly owned operating subsidiary. The transaction was accounted for as a reverse merger. Going Concern The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. As reflected in the accompanying consolidated financial statements, during the three months ended March 31, 2016, the Company incurred a net loss of $29,945, used cash in operations of $36,710, and had a stockholders’ deficit of $6,065,405. These factors raise substantial doubt about the Company’s ability to continue as a going concern. In addition, the Company’s independent registered public accounting firm, in its report on the Company’s December 31, 2015 financial statements, has raised substantial doubt about the Company’s ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to raise additional funds and implement its business plan. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. At March 31, 2016, the Company had cash on hand in the amount of $12,917. Management estimates that the current funds on hand will not be sufficient to continue operations. Management is currently seeking additional funds, primarily through the issuance of debt and equity securities for cash to operate our business, and estimates that a significant amount of capital will be necessary to advance the development of our projects to the point at which they will become commercially viable. No assurance can be given that any future financing will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, it may contain undue restrictions on our operations, in the case of debt financing or cause substantial dilution for our stockholders, in case of equity financing. The ability of the Company to continue as a going concern is dependent on management’s plans, which include further implementation of its business plan and continuing to raise funds through debt and/or equity raises.

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2016
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 2 – Summary of Significant Accounting Policies Principles of Consolidation The financial statements include the accounts of STL Marketing Inc., and its wholly-owned subsidiaries. Intercompany balances and transactions have been eliminated in consolidation. 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 and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. The more significant estimates and assumptions by management include, among others, the accrual of potential liabilities, and the assumptions used in valuing derivatives and share-based instruments issued for services and financing. Actual results could differ from those estimates. Share-Based Compensation The Company periodically issues stock options and warrants to employees and non-employees in non-capital raising transactions for services and for financing costs. The Company accounts for stock option and warrant grants issued and vesting to employees based on the authoritative guidance provided by the Financial Accounting Standards Board (FASB) whereas the value of the award is measured on the date of grant and recognized over the vesting period. The Company accounts for stock option and warrant grants issued and vesting to non-employees in accordance with the authoritative guidance of the FASB whereas the value of the stock compensation is based upon the measurement date as determined at either a) the date at which a performance commitment is reached, or b) at the date at which the necessary performance to earn the equity instruments is complete. Non-employee stock-based compensation charges generally are amortized over the vesting period on a straight-line basis. In certain circumstances where there are no future performance requirements by the non-employee, option grants are immediately vested and the total stock-based compensation charge is recorded in the period of the measurement date. Derivative Financial Instruments The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then revalued at each reporting date, with changes in the fair value reported in the statements of operations. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date. To determine the number of authorized but unissued shares available to satisfy outstanding convertible securities, the Company uses a sequencing method to prioritize its convertible securities as prescribed by ASC 815-40-35. At each reporting date, the Company reviews its convertible securities to determine their classification is appropriate. Fair Value of Financial Instruments Under current accounting guidance, fair value is defined as the price at which an asset could be exchanged or a liability transferred in a transaction between knowledgeable, willing parties in the principal or most advantageous market for the asset or liability. Where available, fair value is based on observable market prices or parameters or derived from such prices or parameters. Where observable prices or parameters are not available, valuation models are applied. A fair value hierarchy prioritizes the inputs used in measuring fair value into three broad levels as follows: Level 1 – Quoted prices in active markets for identical assets or liabilities. Level 2 – Inputs, other than the quoted prices in active markets, are observable either directly or indirectly. Level 3 – Unobservable inputs based on the Company’s assumptions. The Company is required to use observable market data if such data is available without undue cost and effort. As of March 31, 2016, the amounts reported for cash, accounts payable and accrued liabilities approximated fair value because of their short-term maturities. At March 31, 2016 and December 31, 2015, derivative liabilities of $2,921,919 and $3,037,500, respectively, were valued using Level 2 inputs. Reverse Stock Split In October 2014, the Company’s board of directors and stockholders approved an amended and restated certificate of incorporation to affect a reverse split of shares of our common stock at a 1-for-15 ratio. The reverse split became effective in March 2015. The par value and the authorized shares of the common and convertible preferred stock were not adjusted as a result of the reverse split. All issued and outstanding common stock and per share amounts contained in the financial statements have been retroactively adjusted to reflect this reverse split for all periods presented. Net Loss per Common Share Basic loss per share is computed by dividing net loss applicable to common stockholders by the weighted average number of outstanding common shares during the period. Diluted loss per share is computed by dividing the net loss applicable to common stockholders by the weighted average number of common shares outstanding plus the number of additional common shares that would have been outstanding if all dilutive potential common shares had been issued. Potential common shares are excluded from the computation when their effect is anti-dilutive. Common stock equivalents are as follows: March 31, 2016 March 31, 2015 Convertible Debt 29,513,440,733 4,034,389,339 Liability to be paid in shares 395,872,093 68,125,000 Liability to be paid in shares (30% discount) 1,029,526,857 139,728,327 Common stock equivalents 30,938,839,683 4,242,242,666 Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers In August 2014, the FASB issued Accounting Standards Update No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, In February 2016, the FASB issued Accounting Standards Update (ASU) No. 2016-02, Leases. Other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statements.

Notes Payable

Notes Payable	3 Months Ended
	Mar. 31, 2016
Debt Disclosure [Abstract]
Notes Payable	Note 3 – Notes Payable March 31, 2016 December 31, 2015 In October 2010, a third party loaned the Company $50,000 under a demand note bearing zero interest. At March 31, 2016 and December 31, 2015, this note is in default. $ 50,000 $ 50,000 In March 2011, third parties loaned the Company $10,000 under a demand note bearing zero interest. The note was acquired in the merger. At March 31, 2016 and December 31, 2015, this note is in default. 10,000 10,000 $ 60,000 $ 60,000

Notes Payable-Related Party

Notes Payable-Related Party	3 Months Ended
	Mar. 31, 2016
Notes to Financial Statements
Notes Payable-Related Party	Note 4 – Notes Payable-Related Party March 31, 2016 December 31, 2015 The Company’s officers and shareholders have made various promissory notes to the Company to fund operations. During the three months ended March 31, 2016, three notes were issued for $48,834 to related parties. The notes are unsecured, and bear interest at 6% per annum. At March 31, 2016, $121,446 of the notes are past due and in default, and the balance of $77,710 are due through September 1, 2016. $ 199,156 $ 150,322

Convertible Notes Payable

Convertible Notes Payable	3 Months Ended
	Mar. 31, 2016
Debt Disclosure [Abstract]
Convertible Notes Payable	Note 5 – Convertible Notes Payable At March 31, 2016 and December 31, 2015, convertible notes consisted of the following: March 31, 2016 December 31, 2015 Unsecured convertible notes payable $ 930,352 $ 942,144 Debt discount (3,560 ) (14,152 ) Notes payable, net of discount $ 926,792 $ 927,992 From 2009 to 2015, the Company issued Convertible Promissory Notes (“Notes”) to various accredited investors. The Notes bear interest ranging from 8% to 12% per annum and mature on various dates from February 2010 to September 2016. The Company is currently in default of payment for Notes in the aggregate principal amount of $884,133. At March 31, 2016, the notes are convertible into shares of common stock of the Company at the option of the holder at price per share discounts ranging from 10% to 75% of the Company’s common stock trading market price during a certain time period (usually 10-20 days) as defined in the notes. In addition, the conversion prices are subject to adjustment in certain events, such as in conjunction with any sale, conveyance or disposition of all or substantially all of the Company’s assets or consummation of a transaction or series of related transactions in which the Company is not the surviving entity. As of December 31, 2015, the balance of the Notes was $942,144. During the three months ended March 31, 2016, the Company did not issue any new unsecured convertible notes. During the three months ended March 31, 2016, note holders converted $11,791 of principal and $92 of accrued interest into 85,088,539 shares of the Company’s common stock. At March 31, 2016, the principal balance of the Notes was $930,352. As of December 31, 2015, the debt discount related to issuance of the Notes was $14,152. During the three months ended March 31, 2016, the Company recorded discount amortization of $10,592. As of March 31, 2016, debt discount was $3,560. The remainder of the valuation discount will be amortized as interest expense over the remaining term of the note of approximately six months. The Company considered the current FASB guidance on derivative accounting. As the ultimate determination of shares to be issued upon conversion of these notes could exceed the current number of available authorized shares, the conversion feature of these notes is recorded as a derivative liability (See Note 7). Management and legal counsel have reviewed previous agreements and believe, pursuant to the Stock Purchase and Share Exchange Agreement effective as of January 31, 2009 (the “2009 Agreement”) entered into by the Company (then known as Image Worldwide, Inc., a Colorado corporation). Image Worldwide Marketing, Inc., a Delaware corporation and subsidiary of the Company (“Image Worldwide Marketing Delaware”), and St. Louis Packaging, Inc., an Illinois corporation, that Image Worldwide Delaware should have assumed all liabilities of the Company as of or prior to the 2009 Agreement. Management believes this amounts to $308,333 of debt (including $265,000 of convertible debt), plus its related interest and derivatives. The Company is currently reviewing and weighing its options and will proceed accordingly. At March 31, 2016 and December 31, 2015, this debt is included on the accompanying consolidated financial statements.

Liabilities Payable in Shares

Liabilities Payable in Shares	3 Months Ended
	Mar. 31, 2016
Liabilities Payable In Shares
Liabilities Payable in Shares	Note 6 – Liabilities Payable in Shares At March 31, 2016 and December 31, 2016, the Company has recorded $114,500 of liabilities payable in shares of its Common Stock for services received from three unrelated parties in 2012 and 2014. Of the total, $60,000 is payable in shares at a price at 70% of the average of the lowest three closing bid prices, as defined, $15,000 is payable in shares using the average of the last five trading days from date of service, as defined, and $39,500 is payable at the current price of the Company shares, as defined. At March 31, 2016, the balance of $114,500 is convertible into 1,425,398,950 shares of Common Stock. The Company considered the current FASB guidance on derivative accounting. As the ultimate determination of shares to be issued upon payment of these liabilities could exceed the current number of available authorized shares, the conversion feature of these liabilities is recorded as a derivative liability (See Note 7).

Derivative liabilities

Derivative liabilities	3 Months Ended
	Mar. 31, 2016
Derivative Liability [Abstract]
Derivative liabilities	Note 7 – Derivative Liabilities Under authoritative guidance issued by the FASB debt instruments, which do not have fixed settlement provisions, are deemed to be derivative instruments. The conversion feature of the Company’s convertible notes payable and liabilities payable in shares (described in Note 5 and 6 above) did not have fixed settlement provisions because the ultimate determination of shares to be issued could exceed current available authorized shares. In accordance with the FASB authoritative guidance, the conversion feature of the financial instruments was separated from the host contract and recognized as a derivative instrument. The conversion feature of the financial instruments had been characterized as a derivative liability and was re-measured at the end of every reporting period with the change in value reported in the statement of operations. The derivative liability was valued at the following dates using a probability weighted Black-Scholes-Merton model with the following assumptions: March 31, 2016 December 31, 2015 Conversion feature: Risk-free interest rate 0.21 % 0.03 % Expected volatility 244 % 290%-959 % Expected life (in years) 1 year 1 year Expected dividend yield - - Fair Value: Conversion feature $ 2,921,919 $ 3,037,500 The risk-free interest rate was based on rates established by the Federal Reserve Bank. The expected life of the conversion feature of the notes was based on the remaining terms of the financial instruments. The expected dividend yield was based on the fact that the Company has not customarily paid dividends to its common stockholders in the past and does not expect to pay dividends to its common stockholders in the future. At December 31, 2015, the balance of the derivative liabilities was $3,037,500. During the three months ended March 31, 2016, convertible notes and accrued interest totaling $11,883 were converted into shares of common stock and the Company recorded a gain of $7,490 related to the extinguishment of the corresponding derivative liability. As of March 31, 2016, the Company re-measured the derivative liabilities and determined the fair value to be $2,921,919, and for the three months ended March 31, 2016, recorded a gain on the change in fair value of derivatives of $108,092.

Common Stock

Common Stock	3 Months Ended
	Mar. 31, 2016
Equity [Abstract]
Common Stock	Note 8 – Common Stock For the three months ended March 31 2016, 85,088,539 shares of common stock were issued to holders of various convertible notes that converted $11,883 of principal and accrued interest.

Related Party Transactions

Related Party Transactions	3 Months Ended
	Mar. 31, 2016
Related Party Transactions [Abstract]
Related Party Transactions	Note 9 – Related Party Transactions (A) Accounts Payable and Accrued Liabilities – Related Party Since April 8, 2010 through March 31, 2016, management and board members have been advancing funds to the Company, paying expenses on behalf of the Company, and deferring salaries and consulting fees. As of March 31, 2016 and December 31, 2015, accounts payable and accrued liabilities due to board members and companies owned by board members totaled $446,080 and $436,123, respectively. These amounts are unsecured, non-interest bearing, and due on demand. (B) Related Party Consulting Services The Company incurred consulting expenses to a company that is owned by a board member, and for the three months ending March 31, 2016 and 2015 the amounts were $7,500 and $7,500 respectively.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2016
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 10 – Commitments and Contingencies Payable to Tarpon Bay Partners LLC In 2014, Tarpon Bay Partners LLC (Tarpon) assumed $519,282 of past due accounts payable of the Company from various creditors of the Company. Tarpon then commenced an action against the Company to recover the aggregate of the past due accounts. On March 19, 2014, the Circuit Court of the Second Judicial Circuit for Leon County, Florida approved an agreement between the Company and Tarpon, in which the Company agreed to issue shares of the Company’s common stock to Tarpon sufficient to generate proceeds equal to the aggregate of the past due accounts. In addition, Tarpon will receive a fee of approximately 33% based on the proceeds. The Company will record the fees as the shares are issued and the past due accounts are paid. The past due amounts assumed are recorded as current liabilities of the Company until settled under the assignment agreement. During the three months ended March 31, 2016 and 2015, the Company did not issue any shares of common stock to Tarpon in connection with the agreement. At March 31, 2016 and December 31, 2015, the balance due of $354,525 is included in accounts payable and accrued liabilities on the accompanying balance sheets. A portion of the fees that Tarpon has received in 2014, has not been fully documented by Tarpon to the Company as requested, and therefore are in dispute and are pending. For purposes of presentation in the accompanying financial statements, we have recorded these fees as fees paid to Tarpon. As part of the agreement with Tarpon, the Company issued to Tarpon two convertible notes aggregating $50,000, which were due in May 2014 and September 2014. At March 31, 2016 and December 31, 2015, the notes total $41,680 and are included in the balance of convertible notes payable, net of discount on the accompanying balance sheets. The notes are currently in default. At March 31, 2016, the amounts outstanding on the notes plus accrued interest was $49,218, and are convertible into 984,350,800 shares of the Company’s common stock. Litigations, Claims and Assessments The Company may become involved in various lawsuits and legal proceedings, which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise that may harm its business. Other than the below litigation with the Costa Rican Investment Bank, the Company is currently not aware of any such legal proceedings or claims that they believe will have, individually or in the aggregate, a material adverse affect on its business, financial condition or operating results. In 2012, the Company filed an arbitration claim with the “Centro Internacional de Conciliacion y Arbitraje” or “CICA” alleging that Grupo Aldesa, S.A., its then investment bank, withheld $195,400 of investor funds from the Company in mid-2011 for its own use and benefit and contrary to the executed agreement between the companies. The case claims that Aldesa received funds from two investors and remitted 50% of those funds and keeping the balance without authorization. Additionally, the Company did notify the Federal Bureau of Investigation (FBI), as well as, the State Attorney General of both Delaware and Colorado in mid-2012. Grupo Aldesa appealed to the Sala Primera de la Corte Suprema (the Supreme Court over these types of legal matters) in October of 2012 claiming CICA did not have subject matter jurisdiction or the right to adjudicate the case. In a strongly worded opinion Sala Primera rejected Aldesa’s appeal in the Company’s favor. CICA has received the official notice from the Sala Primera regarding the opinion and has taken up the case from where we were before the appeal. The CICA process has reached its final legal stage and we are awaiting the final judgment.

Summary of Significant Accoun17

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2016
Accounting Policies [Abstract]
Principles of Consolidation	Principles of Consolidation The financial statements include the accounts of STL Marketing Inc., and its wholly-owned subsidiaries. Intercompany balances and transactions have been eliminated in consolidation.
Estimates	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 and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. The more significant estimates and assumptions by management include, among others, the accrual of potential liabilities, and the assumptions used in valuing derivatives and share-based instruments issued for services and financing. Actual results could differ from those estimates.
Share-Based Compensation	Share-Based Compensation The Company periodically issues stock options and warrants to employees and non-employees in non-capital raising transactions for services and for financing costs. The Company accounts for stock option and warrant grants issued and vesting to employees based on the authoritative guidance provided by the Financial Accounting Standards Board (FASB) whereas the value of the award is measured on the date of grant and recognized over the vesting period. The Company accounts for stock option and warrant grants issued and vesting to non-employees in accordance with the authoritative guidance of the FASB whereas the value of the stock compensation is based upon the measurement date as determined at either a) the date at which a performance commitment is reached, or b) at the date at which the necessary performance to earn the equity instruments is complete. Non-employee stock-based compensation charges generally are amortized over the vesting period on a straight-line basis. In certain circumstances where there are no future performance requirements by the non-employee, option grants are immediately vested and the total stock-based compensation charge is recorded in the period of the measurement date.
Derivative Financial Instruments	Derivative Financial Instruments The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then revalued at each reporting date, with changes in the fair value reported in the statements of operations. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date. To determine the number of authorized but unissued shares available to satisfy outstanding convertible securities, the Company uses a sequencing method to prioritize its convertible securities as prescribed by ASC 815-40-35. At each reporting date, the Company reviews its convertible securities to determine their classification is appropriate.
Fair Value of Financial Instruments	Fair Value of Financial Instruments Under current accounting guidance, fair value is defined as the price at which an asset could be exchanged or a liability transferred in a transaction between knowledgeable, willing parties in the principal or most advantageous market for the asset or liability. Where available, fair value is based on observable market prices or parameters or derived from such prices or parameters. Where observable prices or parameters are not available, valuation models are applied. A fair value hierarchy prioritizes the inputs used in measuring fair value into three broad levels as follows: Level 1 – Quoted prices in active markets for identical assets or liabilities. Level 2 – Inputs, other than the quoted prices in active markets, are observable either directly or indirectly. Level 3 – Unobservable inputs based on the Company’s assumptions. The Company is required to use observable market data if such data is available without undue cost and effort. As of March 31, 2016, the amounts reported for cash, accounts payable and accrued liabilities approximated fair value because of their short-term maturities. At March 31, 2016 and December 31, 2015, derivative liabilities of $2,921,919 and $3,037,500, respectively, were valued using Level 2 inputs.
Reverse Stock Split	Reverse Stock Split In October 2014, the Company’s board of directors and stockholders approved an amended and restated certificate of incorporation to affect a reverse split of shares of our common stock at a 1-for-15 ratio. The reverse split became effective in March 2015. The par value and the authorized shares of the common and convertible preferred stock were not adjusted as a result of the reverse split. All issued and outstanding common stock and per share amounts contained in the financial statements have been retroactively adjusted to reflect this reverse split for all periods presented.
Net Loss Per Common Share	Net Loss per Common Share Basic loss per share is computed by dividing net loss applicable to common stockholders by the weighted average number of outstanding common shares during the period. Diluted loss per share is computed by dividing the net loss applicable to common stockholders by the weighted average number of common shares outstanding plus the number of additional common shares that would have been outstanding if all dilutive potential common shares had been issued. Potential common shares are excluded from the computation when their effect is anti-dilutive. Common stock equivalents are as follows: March 31, 2016 March 31, 2015 Convertible Debt 29,513,440,733 4,034,389,339 Liability to be paid in shares 395,872,093 68,125,000 Liability to be paid in shares (30% discount) 1,029,526,857 139,728,327 Common stock equivalents 30,938,839,683 4,242,242,666
Recent Accounting Pronouncements	Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers In August 2014, the FASB issued Accounting Standards Update No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, In February 2016, the FASB issued Accounting Standards Update (ASU) No. 2016-02, Leases. Other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statements.

Summary of Significant Accoun18

Summary of Significant Accounting Policies (Tables)	3 Months Ended
	Mar. 31, 2016
Accounting Policies [Abstract]
Schedule of Common Stock Equivalents	Common stock equivalents are as follows: March 31, 2016 March 31, 2015 Convertible Debt 29,513,440,733 4,034,389,339 Liability to be paid in shares 395,872,093 68,125,000 Liability to be paid in shares (30% discount) 1,029,526,857 139,728,327 Common stock equivalents 30,938,839,683 4,242,242,666

Notes Payable (Tables)

Notes Payable (Tables)	3 Months Ended
	Mar. 31, 2016
Debt Disclosure [Abstract]
Schedule of Notes Payable	March 31, 2016 December 31, 2015 In October 2010, a third party loaned the Company $50,000 under a demand note bearing zero interest. At March 31, 2016 and December 31, 2015, this note is in default. $ 50,000 $ 50,000 In March 2011, third parties loaned the Company $10,000 under a demand note bearing zero interest. The note was acquired in the merger. At March 31, 2016 and December 31, 2015, this note is in default. 10,000 10,000 $ 60,000 $ 60,000

Notes Payable-Related Party (Ta

Notes Payable-Related Party (Tables)	3 Months Ended
	Mar. 31, 2016
Notes Payable-related Party Tables
Schedule of Notes Payable Related Party	March 31, 2016 December 31, 2015 The Company’s officers and shareholders have made various promissory notes to the Company to fund operations. During the three months ended March 31, 2016, three notes were issued for $48,834 to related parties. The notes are unsecured, and bear interest at 6% per annum. At March 31, 2016, $121,446 of the notes are past due and in default, and the balance of $77,710 are due through September 1, 2016. $ 199,156 $ 150,322

Convertible Notes Payable (Tabl

Convertible Notes Payable (Tables)	3 Months Ended
	Mar. 31, 2016
Debt Disclosure [Abstract]
Schedule of Convertible Debt	March 31, 2016 December 31, 2015 Unsecured convertible notes payable $ 930,352 $ 942,144 Debt discount (3,560 ) (14,152 ) Notes payable, net of discount $ 926,792 $ 927,992

Derivative liabilities (Tables)

Derivative liabilities (Tables)	3 Months Ended
	Mar. 31, 2016
Derivative Liabilities Tables
Schedule of Derivative Liability using Black-Scholes-Merton Model with Following Assumptions	The derivative liability was valued at the following dates using a probability weighted Black-Scholes-Merton model with the following assumptions: March 31, 2016 December 31, 2015 Conversion feature: Risk-free interest rate 0.21 % 0.03 % Expected volatility 244 % 290%-959 % Expected life (in years) 1 year 1 year Expected dividend yield - - Fair Value: Conversion feature $ 2,921,919 $ 3,037,500

Nature of Operations (Details N

Nature of Operations (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Net loss	$ 29,945	$ 310,988
Net Cash Used in Operating Activities	36,710	$ 55,498
Stockholders' Deficit	6,065,405		$ 6,047,343
Cash on hand	$ 12,917

Summary of Significant Accoun24

Summary of Significant Accounting Policies (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2016	Dec. 31, 2015
Accounting Policies [Abstract]
Fair value of derivative liabilities	$ 2,921,919	$ 3,037,500
Reverse split of shares	1-for-15 ratio

Summary of Significant Accoun25

Summary of Significant Accounting Policies - Schedule of Common Stock Equivalents (Details) - USD ($)	Mar. 31, 2016	Dec. 31, 2015
Accounting Policies [Abstract]
Convertible Debt	$ 29,513,440,733	$ 4,034,389,339
Liability to be paid in shares	395,872,093	68,125,000
Liability to be paid in shares (30% discount)	1,029,526,857	139,728,327
Common stock equivalents	30,938,839,683	4,242,242,666

Summary of Significant Accoun26

Summary of Significant Accounting Policies - Schedule of Common Stock Equivalents (Details) (Parenthetical)	Mar. 31, 2016	Dec. 31, 2015
Accounting Policies [Abstract]
Liability discount percentage	30.00%	30.00%

Notes Payable - Schedule of Not

Notes Payable - Schedule of Notes Payable (Details) - USD ($)	Mar. 31, 2016	Dec. 31, 2015
Notes payable	$ 60,000	$ 60,000
Notes Payable One [Member]
Notes payable	50,000	50,000
Notes Payable Two [Member]
Notes payable	$ 10,000	$ 10,000

Notes Payable - Schedule of N28

Notes Payable - Schedule of Notes Payable (Details) (Parenthetical) - USD ($)	Mar. 31, 2016	Dec. 31, 2015
Debt interest percentage	6.00%
Notes Payable One [Member]
Debt face amount	$ 50,000	$ 50,000
Debt interest percentage	0.00%	0.00%
Notes Payable Two [Member]
Debt face amount	$ 10,000	$ 10,000
Debt interest percentage	0.00%	0.00%

Notes Payable-Related Party - S

Notes Payable-Related Party - Schedule of Notes Payable Related Party (Details) - USD ($)	Mar. 31, 2016	Dec. 31, 2015
Notes Payable-related Party - Schedule Of Notes Payable Related Party Details
Notes payable - related party	$ 199,156	$ 150,322

Notes Payable-Related Party -30

Notes Payable-Related Party - Schedule of Notes Payable Related Party (Details) (Parenthetical)	3 Months Ended
	Mar. 31, 2016USD ($)shares
Notes Payable-related Party - Schedule Of Notes Payable Related Party Details
Number of shares issued to related parties | shares	48,834
Bear interest per annum	6.00%
Notes are past due and in default	$ 121,446
Balance due	$ 77,710

Convertible Notes Payable (Deta

Convertible Notes Payable (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015	Jan. 31, 2009
Debt default principal amount of notes	$ 121,446
Notes payable	$ 77,710
Debt conversion number of shares converted	48,834
Debt conversion principal amount of converted note	$ 11,791	$ 31,246
Debt discount	3,560		$ 14,152
Accumulated amortization expense	10,592	$ 56,066
Convertible debt	29,513,440,733		4,034,389,339
Prior 2009 Agreement [Member]
Notes payable				$ 308,333
Convertible debt				$ 265,000
Unsecured Debt One [Member]
Convertible promissory note principal amount	11,791
Notes payable	930,352		942,144
Debt accrued interest	$ 92
Debt conversion number of shares converted	85,088,539
Unsecured Debt Two [Member]
Debt discount	$ 3,560		$ 14,152
Accumulated amortization expense	$ 10,592
Various Accredited Investors [Member]
Debt interest minimum percentage	8.00%
Debt interest maximum percentage	12.00%
Debt maturity date	February 2010 to September 2016.
Various Accredited Investors [Member] | Minimum [Member]
Debt convertible price per share discount percentage	10.00%
Various Accredited Investors [Member] | Maximum [Member]
Debt convertible price per share discount percentage	75.00%
Various Accredited Investors [Member] | February 2010 through July 2015 [Member]
Debt default principal amount of notes	$ 884,133

Convertible Notes Payable - Sch

Convertible Notes Payable - Schedule of Convertible Debt (Details) - USD ($)	Mar. 31, 2016	Dec. 31, 2015
Debt Disclosure [Abstract]
Unsecured convertible notes payable.	$ 930,352	$ 942,144
Debt discount	(3,560)	(14,152)
Note payable, net of discount	$ 926,792	$ 927,992

Liabilities Payable in Shares (

Liabilities Payable in Shares (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2016	Dec. 31, 2015
Liabilities Payable In Shares Details Narrative
Liabilities payable in shares	$ 114,500	$ 114,500
Liabiliites payable	$ 60,000
Discount percentage on compensation	70.00%
Liabilities payable in shares from service	$ 15,000
Balance convertible into shares of common stock, value	$ 114,500
Balance convertible into shares of common stock, shares	1,425,398,950

Derivative Liabilities (Details

Derivative Liabilities (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Derivative liabilities	$ 2,921,919		$ 3,037,500
Gain on extinguisment of derivative liabilities	7,490
fair value of derivative liabilities	2,921,919		3,037,500
Gain on change in fair value of derivatives	(108,092)	$ (31,759)
Derivative Liabilities [Member]
Derivative liabilities			$ 3,037,500
Convertible notes and accrued interest were converted into shares of common stock	11,883
Gain on extinguisment of derivative liabilities	7,490
fair value of derivative liabilities	2,921,919
Gain on change in fair value of derivatives	$ 108,092

Derivative liabilities - Schedu

Derivative liabilities - Schedule of Derivative Liability using Black-Scholes-Merton Model with Following Assumptions (Details) - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2016	Dec. 31, 2015
Conversion feature Risk-free interest rate	0.21%	0.03%
Conversion feature Expected volatility	244.00%
Conversion feature Expected life (in years)	1 year	1 year
Conversion feature Expected dividend yield
Fair Value Conversion feature	$ 2,921,919	$ 3,037,500
Minimum [Member]
Conversion feature Expected volatility		290.00%
Maximum [Member]
Conversion feature Expected volatility		959.00%

Common Stock (Details Narrative

Common Stock (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Number of shares issued of various convertible notes	48,834
Converted of principal and accrued interest	$ 11,791	$ 31,246
Holders [Member]
Number of shares issued of various convertible notes	85,088,539
Converted of principal and accrued interest	$ 11,883

Related Party Transactions (Det

Related Party Transactions (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Related Party Transactions [Abstract]
Accounts payable - related party	$ 446,080		$ 436,123
Consulting expenses, related parties	$ 7,500	$ 7,500

Commitments and Contingencies (

Commitments and Contingencies (Details Narrative) - USD ($)	1 Months Ended	3 Months Ended
	Dec. 31, 2012	Mar. 31, 2016	Dec. 31, 2015	Dec. 31, 2014	Mar. 19, 2014
Convertible notes		$ 926,792	$ 927,992
Balance convertible into shares of common stock, value		$ 114,500
Balance convertible into shares of common stock, shares		1,425,398,950
Investor funds	$ 195,400
Percentage of claims received funds from two investors	50.00%
Tarpon Bay Partners, LLC [Member]
Accounts payable				$ 519,282
Commitment fee percentage on proceeds					33.00%
Accounts payable and accrued liabilities		$ 354,525	354,525
Convertible notes		41,680	41,680
Balance convertible into shares of common stock, value		$ 49,218
Balance convertible into shares of common stock, shares		984,350,800
Tarpon Bay Partners, LLC [Member] | Two Convertible Notes [Member]
Convertible notes			$ 50,000