STL Marketing (STLK) 10-Q 12 Aug 16 2016 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2016	Aug. 12, 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	Jun. 30, 2016
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		1,149,555,646
Trading Symbol	STLK
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2,016

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)	Jun. 30, 2016	Dec. 31, 2015
Current Assets
Cash	$ 413	$ 793
Total Current Assets	413	793
Security Deposit	1,135	1,135
Total Assets	1,548	1,928
Current Liabilities:
Accounts payable and accrued liabilities, including $850,470 and $750,470 salaries due to officers, respectively	1,482,464	1,322,834
Accrued liabilities and accounts payable - related party	455,617	436,123
Notes payable	60,000	60,000
Notes payable - related party	232,347	150,322
Convertible notes payable, net of discount	921,103	927,992
Liabilities payable in shares	114,500	114,500
Derivative liabilities	2,292,575	3,037,500
Total Current Liabilities	5,558,606	6,049,271
Commitments and Contingencies
Deficit
Common Stock, $0.001 Par Value, 2,600,000,000 Shares Authorized, 1,149,555,646 and 910,305,734 Shares Issued and Outstanding, respectively	1,149,556	910,306
Additional paid in capital	(2,893,545)	(2,675,428)
Accumulated Deficit	(7,008,328)	(7,482,221)
Total STL Marketing Shareholders' Deficit	(5,552,317)	(6,047,343)
Noncontrolling Interests	(4,741)
Total Deficit	(5,557,058)	(6,047,343)
Total Liabilities and Deficit	1,548	1,928
Class A Preferred Stock [Member]
Deficit
Preferred stock value	1,800,000	1,800,000
Class B Preferred Stock [Member]
Deficit
Preferred stock value	1,400,000	1,400,000
Class C Preferred Stock [Member]
Deficit
Preferred stock value

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)	Jun. 30, 2016	Dec. 31, 2015
Salaries due to officers	$ 850,470	$ 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	1,149,555,646	910,305,734
Common Stock, shares outstanding	1,149,555,646	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		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Income Statement [Abstract]
Revenues
Operating expenses
Compensation	61,899	61,899	124,506	124,506
Professional fees	32,333	25,218	79,147	65,304
Selling, general and administrative	10,916	95,092	20,971	103,248
Total operating expenses	105,148	182,209	224,624	293,058
Loss from operations	(105,148)	(182,209)	(224,624)	(293,058)
Other income (expense):
Interest expense	(25,099)	(24,828)	(51,150)	(157,082)
Change in fair value of derivative liabilities	618,194	(872,633)	726,286	(840,874)
Gain on extinguishment of derivative liabilities	11,150	287,635	18,640	287,635
Private placement costs		(54,933)		(154,577)
Other income (expense) - net	604,245	(664,759)	693,776	(864,898)
Net Income (loss)	499,097	(846,968)	469,152	(1,157,956)
Net loss attributable to noncontrolling interests	4,741		4,741
Net Income (loss) attributable to STL Marketing Group, Inc.	$ 503,838	$ (846,968)	$ 473,893	$ (1,157,956)
Net loss per common share - basic and diluted	$ 0	$ 0	$ 0	$ 0
Weighted average common shares outstanding - basic and diluted	1,149,555,646	866,507,801	1,015,682,430	288,897,064

Condensed Consolidated Stateme5

Condensed Consolidated Statement of Deficit (Unaudited) - USD ($)	3 Months Ended	6 Months Ended
	Jun. 30, 2016	Jun. 30, 2016
Class A Preferred Stock [Member]
Balance		$ 1,800,000
Balance, shares		1,800,000
Balance	$ 1,800,000	$ 1,800,000
Balance, shares	1,800,000	1,800,000
Class B Preferred Stock [Member]
Balance		$ 1,400,000
Balance, shares		1,400,000,000
Balance	$ 1,400,000	$ 1,400,000
Balance, shares	1,400,000,000	1,400,000,000
Common Stock Class B [Member]
Balance		$ 910,306
Balance, shares		910,305,734
Stock issued for conversion of note payable		$ 239,250
Stock issued for conversion of note payable, Shares		239,249,912
Balance	$ 1,149,556	$ 1,149,556
Balance, shares	1,149,555,646	1,149,555,646
Additional Paid-In Capital [Member]
Balance		$ (2,675,428)
Stock issued for conversion of note payable		(218,117)
Balance	$ (2,893,545)	(2,893,545)
Accumulated Deficit [Member]
Balance		(7,482,221)
Stock issued for conversion of note payable
Net Income (loss)		473,893
Balance	(7,008,328)	(7,008,328)
Total STLK Equity [Member]
Balance		(6,047,343)
Stock issued for conversion of note payable		21,133
Net Income (loss)		473,893
Balance	(5,552,317)	(5,552,317)
Noncontrolling Interest [Member]
Balance
Stock issued for conversion of note payable
Net Income (loss)		(4,741)
Balance	(4,741)	(4,741)
Balance		(6,047,343)
Stock issued for conversion of note payable		21,133
Net Income (loss)	499,097	469,152
Balance	$ (5,557,058)	$ (5,557,058)

Condensed Consolidated Stateme6

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015
Cash Flows From Operating Activities:
Net income (loss)	$ 469,152	$ (1,157,956)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation		1,095
Amortization of debt discount	14,152	111,974
Change in fair value of derivative liabilities	(726,286)	840,874
Gain on extinguishment of derivative liabilities	(18,640)	(287,635)
Private placement costs		154,577
Interest of debt converted below par		84,070
Changes in operating assets and liabilities:
Accounts payable and accrued liabilities	159,723	137,703
Accounts payable - related party	19,494	31,026
Net Cash Used in Operating Activities	(82,405)	(84,272)
Cash Flows From Financing Activities:
Proceeds from related party notes payable	82,025	33,695
Payment of related party notes payable		(5,000)
Proceeds from convertible notes		59,000
Net Cash Provided by Financing Activities	82,025	87,695
Net increase (decrease) cash	(380)	3,423
Cash at beginning of period	793	102
Cash at end of period	413	3,525
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:
Shares issued for conversion of notes payable	$ 21,133	$ 100,868

Nature of Operations

Nature of Operations	6 Months Ended
	Jun. 30, 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 six months ended June 30, 2016, the Company used cash in operations of $82,405 and at June 30, 2016, had a stockholders’ deficit of $5,552,317. 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 June 30, 2016, the Company had cash on hand in the amount of $413. 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	6 Months Ended
	Jun. 30, 2016
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 2 – Summary of Significant Accounting Policies Principles of Consolidation The Company consolidates the accounts of subsidiaries in which it has a controlling financial interest under the voting control model. The financial statements include the accounts of STL Marketing Inc., and its wholly-owned subsidiaries and its 51% owned subsidiary Kinver Technologies, Inc. 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 June 30, 2016, the amounts reported for cash, accounts payable and accrued liabilities approximated fair value because of their short-term maturities. At June 30, 2016 and December 31, 2015, derivative liabilities of $2,292,575 and $3,037,500, respectively, were valued using Level 2 inputs. Noncontrolling Interests The Company accounts for the non-controlling interests in accordance with guidance issued by the FASB which defines a non-controlling interest as the portion of equity in a subsidiary not attributable, directly or indirectly, to a parent. The guidance requires, among other items, that a noncontrolling interest be included in the consolidated balance sheets within equity separate from the parent’s equity and consolidated net income (loss) is reported inclusive of both the parent’s and non-controlling interest’s shares and, separately, the amounts of consolidated net income (loss) attributable to the parent and non-controlling interest in the consolidated statement of operations. 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. At June 30, 2016 and 2015, the dilutive impact of convertible debt and liability payable in shares have been excluded because their impact on the loss per share is anti-dilutive as follows: June 30, 2016 June 30, 2015 Convertible Debt 26,293,247,149 31,094,655,843 Liability to be paid in shares 1,438,256,093 1,386,827,522 Common stock equivalents 27,731,503,242 32,481,483,365 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	6 Months Ended
	Jun. 30, 2016
Debt Disclosure [Abstract]
Notes Payable	Note 3 – Notes Payable June 30, 2016 December 31, 2015 In October 2010, a third party loaned the Company $50,000 under a demand note bearing zero interest. At June 30, 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 June 30, 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	6 Months Ended
	Jun. 30, 2016
Notes to Financial Statements
Notes Payable-Related Party	Note 4 – Notes Payable-Related Party June 30, 2016 December 31, 2015 The Company’s officers and shareholders have made various promissory notes to the Company to fund operations. The notes are unsecured, and bear interest at 6% per annum. During the six months ended June 30, 2016, eight notes to related parties were issued for $82,025. At June 30, 2016, $150,322 is past due and in default, and the balance of $82,025 is due through December 1, 2016. $ 232,347 $ 150,322

Convertible Notes Payable

Convertible Notes Payable	6 Months Ended
	Jun. 30, 2016
Debt Disclosure [Abstract]
Convertible Notes Payable	Note 5 – Convertible Notes Payable At June 30, 2016 and December 31, 2015, convertible notes consisted of the following: June 30, 2016 December 31, 2015 Unsecured convertible notes payable $ 921,103 $ 942,144 Debt discount - (14,152 ) Notes payable, net of discount $ 921,103 $ 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 $888,103. At June 30, 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 principal balance of the Notes was $942,144. During the six months ended June 30, 2016, the Company did not issue any new unsecured convertible notes and note holders converted $21,041 of principal and $92 of accrued interest into 239,249,912 shares of the Company’s common stock. At June 30, 2016, the principal balance of the Notes was $921,103. As of December 31, 2015, the debt discount related to issuance of the Notes was $14,152. During the six months ended June 30, 2016, the Company recorded discount amortization of $14,152 and at June 30, 2016, debt discount was zero. 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 June 30, 2016 and December 31, 2015, this debt is included on the accompanying consolidated financial statements.

Liabilities Payable in Shares

Liabilities Payable in Shares	6 Months Ended
	Jun. 30, 2016
Liabilities Payable In Shares
Liabilities Payable in Shares	Note 6 – Liabilities Payable in Shares At June 30, 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 June 30, 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	6 Months Ended
	Jun. 30, 2016
Derivative Instruments and Hedging Activities Disclosure [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. At December 31, 2015, the balance of the derivative liabilities was $3,037,500. During the six months ended June 30, 2016, convertible notes and accrued interest totaling $21,133 were converted into shares of common stock and the Company recorded a gain of $18,640 related to the extinguishment of the corresponding derivative liability. As of June 30, 2016, the Company re-measured the derivative liabilities and determined the fair value to be $2,292,575, and for the six months ended June 30, 2016, recorded a gain on the change in fair value of derivatives of $726,286. The derivative liability was valued at the following dates using a probability weighted Black-Scholes-Merton model with the following assumptions: June 30, 2016 December 31, 2015 Conversion feature: Risk-free interest rate 0.45 % 0.03 % Expected volatility 98 % 290 % Expected life (in years) 1 year 1 year Expected dividend yield - - Fair Value: Conversion feature $ 2,292,575 $ 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.

Common Stock

Common Stock	6 Months Ended
	Jun. 30, 2016
Equity [Abstract]
Common Stock	Note 8 – Common Stock For the six months ended June 30, 2016, 239,249,912 shares of common stock were issued to holders of various convertible notes that converted $21,133 of principal and accrued interest.

Noncontrolling Interests

Noncontrolling Interests	6 Months Ended
	Jun. 30, 2016
Noncontrolling Interest [Abstract]
Noncontrolling Interests	Note 9 – Noncontrolling Interests On May 25, 2016, the Company and Kinetos, S.A., a Costa Rican corporation and unrelated third party, formed Kinver Technologies, Inc. (“Kinver”), a Florida corporation. Upon formation, the Company acquired 51% of the outstanding capital stock of Kinver, and Kinetos acquired 49% of the outstanding capital stock of Kinver. As of June 30, 2016, Kinver has minimal operations. The primary operations of Kinver are planned to be the sale and commercialization of the Hound Software product developed by Kinetos. The following table is a summary of the noncontrolling interest for the six months ended June 30, 2016: Noncontrolling interest Balance, January 1, 2016 - Capital contribution by noncontrolling interest - Net income (loss) allocated to noncontrolling interest $ (4,741 ) Balance, June 30, 2016 (Unaudited) $ (4,741 )

Related Party Transactions

Related Party Transactions	6 Months Ended
	Jun. 30, 2016
Related Party Transactions [Abstract]
Related Party Transactions	Note 10 – Related Party Transactions (A) Accounts Payable and Accrued Liabilities – Related Party Since April 8, 2010 through June 30, 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 June 30, 2016 and December 31, 2015, accounts payable and accrued liabilities due to board members and companies owned by board members totaled $455,617 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 six months ending June 30, 2016 and 2015 the amounts were $15,000 and $15,000 respectively.

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 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 six months ended June 30, 2016 and 2015, the Company did not issue any shares of common stock to Tarpon in connection with the agreement. At June 30, 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 June 30, 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 June 30, 2016, the amounts outstanding on the notes plus accrued interest was $50,260, and are convertible into 1,005,190,800 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. The arbitration found that Grupo Aldesa did not perform an underwriting as they claimed in defense to withhold a 50% commission. The arbitration also found that the commission was 5%, not 50%. However, the arbitrators reasoned that Versant Corporation breached the contract by seeking arbitration. The Company believes there is no legal basis for this finding on Versant, as arbitration is part of the signed contract between Aldesa and Versant. Yet, due to this finding, the Company cannot recover those funds on behalf of the affected investors. The Company will now review its legal options, including seeking relief at the international center for arbitration. Regardless, this action was taken by the Company to try and resolve this overcharge of its subscription to Preferred Class A, while a private Company, on behalf of the investors. The funds in question are investor funds, so any funds returned would be returned to the investors themselves.

Summary of Significant Accoun18

Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2016
Accounting Policies [Abstract]
Principles of Consolidation	Principles of Consolidation The Company consolidates the accounts of subsidiaries in which it has a controlling financial interest under the voting control model. The financial statements include the accounts of STL Marketing Inc., and its wholly-owned subsidiaries and its 51% owned subsidiary Kinver Technologies, Inc. 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 June 30, 2016, the amounts reported for cash, accounts payable and accrued liabilities approximated fair value because of their short-term maturities. At June 30, 2016 and December 31, 2015, derivative liabilities of $2,292,575 and $3,037,500, respectively, were valued using Level 2 inputs.
Noncontrolling Interests	Noncontrolling Interests The Company accounts for the non-controlling interests in accordance with guidance issued by the FASB which defines a non-controlling interest as the portion of equity in a subsidiary not attributable, directly or indirectly, to a parent. The guidance requires, among other items, that a noncontrolling interest be included in the consolidated balance sheets within equity separate from the parent’s equity and consolidated net income (loss) is reported inclusive of both the parent’s and non-controlling interest’s shares and, separately, the amounts of consolidated net income (loss) attributable to the parent and non-controlling interest in the consolidated statement of operations.
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. At June 30, 2016 and 2015, the dilutive impact of convertible debt and liability payable in shares have been excluded because their impact on the loss per share is anti-dilutive as follows: June 30, 2016 June 30, 2015 Convertible Debt 26,293,247,149 31,094,655,843 Liability to be paid in shares 1,438,256,093 1,386,827,522 Common stock equivalents 27,731,503,242 32,481,483,365
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 Accoun19

Summary of Significant Accounting Policies (Tables)	6 Months Ended
	Jun. 30, 2016
Accounting Policies [Abstract]
Schedule of Common Stock Equivalents	At June 30, 2016 and 2015, the dilutive impact of convertible debt and liability payable in shares have been excluded because their impact on the loss per share is anti-dilutive as follows: June 30, 2016 June 30, 2015 Convertible Debt 26,293,247,149 31,094,655,843 Liability to be paid in shares 1,438,256,093 1,386,827,522 Common stock equivalents 27,731,503,242 32,481,483,365

Notes Payable (Tables)

Notes Payable (Tables)	6 Months Ended
	Jun. 30, 2016
Debt Disclosure [Abstract]
Schedule of Notes Payable	June 30, 2016 December 31, 2015 In October 2010, a third party loaned the Company $50,000 under a demand note bearing zero interest. At June 30, 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 June 30, 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)	6 Months Ended
	Jun. 30, 2016
Notes Payable-related Party Tables
Schedule of Notes Payable Related Party	June 30, 2016 December 31, 2015 The Company’s officers and shareholders have made various promissory notes to the Company to fund operations. The notes are unsecured, and bear interest at 6% per annum. During the six months ended June 30, 2016, eight notes to related parties were issued for $82,025. At June 30, 2016, $150,322 is past due and in default, and the balance of $82,025 is due through December 1, 2016. $ 232,347 $ 150,322

Convertible Notes Payable (Tabl

Convertible Notes Payable (Tables)	6 Months Ended
	Jun. 30, 2016
Debt Disclosure [Abstract]
Schedule of Convertible Debt	At June 30, 2016 and December 31, 2015, convertible notes consisted of the following: June 30, 2016 December 31, 2015 Unsecured convertible notes payable $ 921,103 $ 942,144 Debt discount - (14,152 ) Notes payable, net of discount $ 921,103 $ 927,992

Derivative Liabilities (Tables)

Derivative Liabilities (Tables)	6 Months Ended
	Jun. 30, 2016
Derivative Instruments and Hedging Activities Disclosure [Abstract]
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: June 30, 2016 December 31, 2015 Conversion feature: Risk-free interest rate 0.45 % 0.03 % Expected volatility 98 % 290 % Expected life (in years) 1 year 1 year Expected dividend yield - - Fair Value: Conversion feature $ 2,292,575 $ 3,037,500

Noncontrolling Interests (Table

Noncontrolling Interests (Tables)	6 Months Ended
	Jun. 30, 2016
Noncontrolling Interest [Abstract]
Schedule of Noncontrolling Interests	The following table is a summary of the noncontrolling interest for the six months ended June 30, 2016: Noncontrolling interest Balance, January 1, 2016 - Capital contribution by noncontrolling interest - Net income (loss) allocated to noncontrolling interest $ (4,741 ) Balance, June 30, 2016 (Unaudited) $ (4,741 )

Nature of Operations (Details N

Nature of Operations (Details Narrative) - USD ($)	6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Dec. 31, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Net Cash Used in Operating Activities	$ 82,405	$ 84,272
Stockholders' Deficit	5,552,317		$ 6,047,343
Cash on hand	$ 413

Summary of Significant Accoun26

Summary of Significant Accounting Policies (Details Narrative) - USD ($)	1 Months Ended
	Oct. 31, 2014	Jun. 30, 2016	Dec. 31, 2015
Fair value of derivative liabilities		$ 2,292,575	$ 3,037,500
Reverse split of shares	1-for-15 ratio
Kinver Technologies, Inc [Member]
Ownership percentage		51.00%

Summary of Significant Accoun27

Summary of Significant Accounting Policies - Schedule of Common Stock Equivalents (Details) - USD ($)	Jun. 30, 2016	Jun. 30, 2015
Accounting Policies [Abstract]
Convertible Debt	$ 26,293,247,149	$ 31,094,655,843
Liability to be paid in shares	1,438,256,093	1,386,827,522
Common stock equivalents	27,731,503,242	32,481,483,365

Notes Payable - Schedule of Not

Notes Payable - Schedule of Notes Payable (Details) - USD ($)	Jun. 30, 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 N29

Notes Payable - Schedule of Notes Payable (Details) (Parenthetical) - USD ($)	Jun. 30, 2016	Dec. 31, 2015
Debt face amount		$ 150,322
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 ($)	Jun. 30, 2016	Dec. 31, 2015
Notes Payable-related Party - Schedule Of Notes Payable Related Party Details
Notes payable - related party	$ 232,347	$ 150,322

Notes Payable-Related Party -31

Notes Payable-Related Party - Schedule of Notes Payable Related Party (Details) (Parenthetical) - USD ($)	6 Months Ended
	Jun. 30, 2016	Dec. 31, 2015
Notes Payable-related Party - Schedule Of Notes Payable Related Party Details
Bear interest per annum	6.00%
Principal balance of notes		$ 150,322
Proceeds from issuance of notes	$ 82,025
Outstanding balance due	$ 82,025

Convertible Notes Payable (Deta

Convertible Notes Payable (Details Narrative) - USD ($)	6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Dec. 31, 2015	Jan. 31, 2009
Convertible promissory note principal amount			$ 150,322
Debt interest percentage	6.00%
Notes payable	$ 82,025
Debt conversion principal amount of converted note	21,133	$ 100,868
Debt discount			14,152
Accumulated amortization expense	14,152	111,974
Convertible debt	26,293,247,149	$ 31,094,655,843
Prior 2009 Agreement [Member]
Notes payable				$ 308,333
Convertible debt				$ 265,000
Unsecured Debt One [Member]
Notes payable	921,103		942,144
Debt conversion principal amount of converted note	21,041
Debt accrued interest	$ 92
Debt conversion number of shares converted	239,249,912
Unsecured Debt Two [Member]
Debt discount			$ 14,152
Accumulated amortization expense	$ 14,152
Various Accredited Investors [Member]
Debt maturity date	February 2010 to September 2016.
Various Accredited Investors [Member] | February 2010 through July 2015 [Member]
Debt default principal amount of notes	$ 888,103
Various Accredited Investors [Member] | Minimum [Member]
Debt interest percentage	8.00%
Debt convertible price per share discount percentage	10.00%
Various Accredited Investors [Member] | Maximum [Member]
Debt interest percentage	12.00%
Debt convertible price per share discount percentage	75.00%

Convertible Notes Payable - Sch

Convertible Notes Payable - Schedule of Convertible Debt (Details) - USD ($)	Jun. 30, 2016	Dec. 31, 2015
Debt Disclosure [Abstract]
Unsecured convertible notes payable	$ 921,103	$ 942,144
Debt discount		(14,152)
Note payable, net of discount	$ 921,103	$ 927,992

Liabilities Payable in Shares (

Liabilities Payable in Shares (Details Narrative) - USD ($)	6 Months Ended
	Jun. 30, 2016	Dec. 31, 2015
Liabilities Payable In Shares
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
Liabilities payable at current price of the company shares	39,500
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		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015	Dec. 31, 2015
Derivative liabilities	$ 2,292,575		$ 2,292,575		$ 3,037,500
Gain on extinguisment of derivative liabilities	11,150	$ 287,635	18,640	$ 287,635
Fair value of derivative liabilities	2,292,575		2,292,575		3,037,500
Gain on change in fair value of derivatives	(618,194)	$ 872,633	(726,286)	$ 840,874
Derivative Liabilities [Member]
Derivative liabilities					$ 3,037,500
Convertible notes and accrued interest were converted into shares of common stock			21,133
Gain on extinguisment of derivative liabilities			18,640
Fair value of derivative liabilities	$ 2,292,575		2,292,575
Gain on change in fair value of derivatives			$ 726,286

Derivative Liabilities - Schedu

Derivative Liabilities - Schedule of Derivative Liability Using Black-Scholes-Merton Model with Following Assumptions (Details) - USD ($)	6 Months Ended	12 Months Ended
	Jun. 30, 2016	Dec. 31, 2015
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Conversion feature Risk-free interest rate	0.45%	0.03%
Conversion feature Expected volatility	98.00%	290.00%
Conversion feature Expected life (in years)	1 year	1 year
Conversion feature Expected dividend yield
Fair Value Conversion feature	$ 2,292,575	$ 3,037,500

Common Stock (Details Narrative

Common Stock (Details Narrative) - USD ($)	6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015
Converted of principal and accrued interest	$ 21,133	$ 100,868
Holders [Member]
Number of shares issued of various convertible notes	239,249,912
Converted of principal and accrued interest	$ 21,133

Noncontrolling Interests (Detai

Noncontrolling Interests (Details Narrative)	Jun. 30, 2016
Kinver [Member]
Noncontrolling interest, percentage	51.00%
Kinetos [Member]
Noncontrolling interest, percentage	49.00%

Noncontrolling Interests - Sche

Noncontrolling Interests - Schedule of Noncontrolling Interests (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Noncontrolling Interest [Abstract]
Balance, January 1, 2016
Capital contribution by noncontrolling interest
Net income (loss) allocated to noncontrolling interest	$ (4,741)		(4,741)
Balance, June 30, 2016 (Unaudited)	$ (4,741)		$ (4,741)

Related Party Transactions (Det

Related Party Transactions (Details Narrative) - USD ($)	6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Dec. 31, 2015
Related Party Transactions [Abstract]
Accounts payable - related party	$ 455,617		$ 436,123
Consulting expenses, related parties	$ 15,000	$ 15,000

Commitments and Contingencies (

Commitments and Contingencies (Details Narrative) - USD ($)	1 Months Ended	6 Months Ended
	Dec. 31, 2012	Jun. 30, 2016	Dec. 31, 2015	Dec. 31, 2014	Mar. 19, 2014
Convertible notes		$ 921,103	$ 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%
Commission, percentage	50.00%
Litigations, Claims and Assessments [Member]
Commission, percentage	5.00%
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		$ 50,260
Balance convertible into shares of common stock, shares		1,005,190,800
Tarpon Bay Partners, LLC [Member] | Two Convertible Notes [Member]
Convertible notes			$ 50,000