Greenway (GWTI) 10-Q 23 Nov 15 2015 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2015	Nov. 01, 2015
Document and Entity Information:
Entity Registrant Name	UMED HOLDINGS, INC.
Entity Trading Symbol	umed
Document Type	10-Q
Document Period End Date	Sep. 30, 2015
Amendment Flag	false
Entity Central Index Key	1,572,386
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		181,542,469
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Document Fiscal Year Focus	2,015
Document Fiscal Period Focus	Q3

Condensed Consolidated Balance

Condensed Consolidated Balance Sheet (Unaudited) - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Current Assets
Cash	$ 16,084	$ 82,400
Total Current Assets	16,084	82,400
Fixed assets
Property & equipment	4,015	88,703
Less depreciation	3,172	14,061
Total fixed assets	843	74,642
Other Assets
Mine properties	100,000	100,000
Investments	90,000	90,000
Debt issue costs	0	55,427
Assets related to discontinued operations	1,659,512	1,752,745
Total Other Assets	1,849,512	1,998,172
Total Assets	1,866,439	2,155,214
Current Liabilities
Accounts payable	54,919	34,986
Advances from stockholders	115,381	181,272
Accrued management fees	1,664,978	1,822,677
Accrued expenses	207,323	154
Note payable	63,875	0
Convertible note payable, net	0	136,801
Derivative	67,139	0
Liabilities related to discontinued operations	2,117,621	1,860,518
Total Current Liabilities	4,291,236	4,189,845
Total Liabilities	4,291,236	4,189,845
Stockholders' Deficit
Preferred stock, 20,000,000 shares authorized, par value $0.0001,15,126,938 issued and outstanding at September 30, 2015 and15,738,894 at December 31, 2014	1,513	1,574
Common stock 300,000,000 shares authorized, par value $0.0001,181,542,469 and 145,559,835 issued and outstanding at September 30, 2015 and December 31, 2014, respectively	18,155	14,557
Additional paid-in capital	7,872,930	4,679,538
Accumulated deficit	(10,317,395)	(6,730,300)
Total Stockholders' Deficit	(2,424,797)	(2,034,631)
Total Liabilities & Stockholders' Deficit	$ 1,866,439	$ 2,155,214

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets Parentheticals - $ / shares	Sep. 30, 2015	Dec. 31, 2014
Parentheticals
Preferred Stock, par value	$ 0.0001	$ 0.0001
Preferred Stock, shares authorized	20,000,000	20,000,000
Preferred Stock, shares issued	15,126,938	15,738,894
Preferred Stock, shares outstanding	15,126,938	15,738,894
Common Stock, par value	$ 0.0001	$ 0.0001
Common Stock, shares authorized	300,000,000	300,000,000
Common Stock, shares issued	181,542,469	145,559,835
Common Stock, shares outstanding	181,542,469	145,559,835

Consolidated Statements of Oper

Consolidated Statements of Operations - Unaudited - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Expenses
General and administrative	$ 566,310	$ 641,635	$ 2,207,320	$ 1,339,525
Research and development	374,998	52,500	593,725	209,750
Depreciation	99	99	297	297
Total Expense	941,407	694,234	2,801,343	1,981,924
Operating loss	(941,407)	(694,234)	(2,801,343)	(1,549,572)
Other income (expenses)
Write off Logistix software	0	0	(73,500)	0
Gain on derivative	40,072	0	4,943	0
Interest expense	(52,600)	(7,653)	(155,783)	(9,154)
Total other expenses	(12,528)	(7,653)	(224,340)	(9,154)
Operating Loss	(953,935)	(701,887)	(3,025,683)	(1,558,726)
Loss from discontinued operations, net of tax	208,946	243,691	561,412	607,388
Loss before income taxes	(1,162,881)	(945,578)	(3,587,095)	(2,166,114)
Provision for income taxes	0	0	0	0
Net loss	$ (1,162,881)	$ (945,578)	$ (3,587,095)	$ (2,166,114)
Basic loss per share
Operating Loss,	$ (0.01)	$ (0.01)	$ (0.02)	$ (0.02)
Loss from discontinued operations,	0	0	0	0
Net loss per share,	$ (0.01)	$ (0.01)	$ (0.02)	$ (0.02)
Weighted average shares Outstanding
Basic and diluted	178,585,952	141,865,632	159,097,739	136,639,210

Condensed Consolidated Statemen

Condensed Consolidated Statements of Cash Flows - Unaudited - USD ($)	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
Cash Flows from Operating Activities
Net Loss	$ (3,025,683)	$ (1,558,726)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	299	297
Stock issued for services	1,931,011	665,871
Warrants	0	66,617
Write off of Logistix software	73,500	0
Gain on derivative	$ (4,943)	0
Debt issue costs amortized	55,427
Changes in operating assets and liabilities:
Accounts payable	$ 19,933	(3,677)
Accrued management fees	(157,699)	361,101
Derivative	67,139	0
Accrued expenses	53,732	28,897
Net Cash Used in Operating Activities	(987,284)	(439,620)
Cash Flows from Investing Activities	0	0
Cash Flows from Financing Activities
Advances from shareholders converted to common stock	116,384	376,897
Proceeds (Payments) - convertible note payable, net	(131,858)	144,700
Increase in notes payable	63,875	0
Proceeds from sale of common stock	1,083,643	403,465
Debt issue cost	0	(78,211)
Net Cash Provided by Financing Activities	1,132,044	846,851
Cash Used in Discontinued Operations	(211,076)	(361,706)
Net (Decrease) Increase in Cash	(66,316)	45,525
Cash Beginning of Period	82,400	1,442
Cash End of Period	16,084	46,967
Supplemental Disclosure of Cash Flow Information:
Cash Paid during the period for interest	69,297	49,009
Cash Paid during the period for taxes	0	0
Conversion of preferred stock to common stock	$ 918	$ 0

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES {1}	9 Months Ended
	Sep. 30, 2015
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Nature of Operations UMED Holdings, Inc. (“UMED” or the “Company”) was organized on March 13, 2002 under the laws of the State of Texas as Dynalyst Manufacturing Corporation. On August 18, 2009, in connection with a merger with Universal Media Corporation, a privately held Nevada company, the Company changed its name to Universal Media Corporation (“Universal Media”). The company changed its name to UMED Holdings, Inc. on March 23, 2011. UMED’s mission is to operate as a holding company through the acquisition of businesses as wholly-owned subsidiaries that meet some key requirements: (1) solid management that will not have to be replaced in the near future (2) the ability to grow with steady growth to follow and (3) an emphasis on emerging core industry markets, such as energy, metals and agriculture. It is the Company’s intention to add experienced personnel and select strategic partners to manage and operate the acquired business units. In September 2010, UMED has acquired 1,440 acres of placer mining claims on Bureau of Land Management land in Mohave County, Arizona. See discussion in Note 3. In October 2011, UMED has acquired a 49% interest in Jet Regulators, LP, an aircraft maintenance company located at Meacham Field in Fort Worth, Texas. See discussion in Note 5. In May 2012, the Company acquired 80% of Mamaki Tea & Extract of Hawaii, Inc. (nka Mamaki of Hawaii, Inc.) which owns and operates Wood Valley Plantation a 25 acre Mamaki Tea plantation located in the Kau district of the Island of Hawaii and lies at the foot of Mauna Loa, the Earth’s largest volcano. On December 31, 2012, the Company acquired the remaining 20% for 500,000 shares of restricted common stock and $127,800 of cash. Mamaki of Hawaii, Inc. has been sold in November 2015 as discussed further in Note 2. In August 2012, the Company acquired 100% of Greenway Innovative Energy, Inc., which owns proprietary technology that is capable of converting natural gas to diesel/jet fuels.

BASIS OF PRESENTATION AND GOING

BASIS OF PRESENTATION AND GOING CONCERN UNCERTAINTIES	9 Months Ended
	Sep. 30, 2015
BASIS OF PRESENTATION AND GOING CONCERN UNCERTAINTIES
BASIS OF PRESENTATION AND GOING CONCERN UNCERTAINTIES	NOTE 2 - BASIS OF PRESENTATION AND GOING CONCERN UNCERTAINTIES Principles of Consolidation The accompanying consolidated financial statements include the financial statements of UMED and its wholly-owned subsidiaries. The Company’s investment in Jet Regulators is accounted for at cost due to its lack of significant influence. All significant inter-company accounts and transactions were eliminated in consolidation. Basis of Presentation The accompanying unaudited interim condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulations S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the periods presented are not necessarily indicative of the results that may be expected for the year ending December 31, 2015. The balance sheet at December 31, 2014 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The net assets and results of operations of Mamaki of Hawaii, Inc. have been reflected as discontinued operations for all periods presented. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company’s annual report on Form 10-K for the year ended December 31, 2014. The accompanying condensed consolidated financial statements include the accounts of the following entities: Name of Entity % Entity Incorporation Relationship UMED Holdings, Inc. Corporation Texas Parent Mamaki of Hawaii, Inc.* 100 % Corporation Nevada Subsidiary Universal Media Corporation 100 % Corporation Wyoming Subsidiary Greenway Innovative Energy, Inc. 100 % Corporation Nevada Subsidiary Logistix Technology Systems, Inc. 100 % Corporation Texas Subsidiary * Sold in November 2015 Going Concern Uncertainties The accompanying condensed consolidated financial statements have been prepared on a going concern basis, which contemplates realization of assets and the satisfaction of liabilities in the normal course of business. As shown in the accompanying condensed consolidated financial statements, the Company sustained a loss of $3.6 million for the nine months period ended September 30, 2015 and has a deficit of $10.3 million at September 30, 2015. The ability of the Company to continue as a going concern is in doubt and dependent upon achieving a profitable level of operations or on the ability of the Company to obtain necessary financing to fund ongoing operations. Management believes that its current and future plans enable it to continue as a going concern for the next twelve months. To meet these objectives, the Company continues to seek other sources of financing in order to support existing operations and expand the range and scope of its business. However, there are no assurances that any such financing can be obtained on acceptable terms and timely manner, if at all. The failure to obtain the necessary working capital would have a material adverse effect on the business prospects and, depending upon the shortfall, the Company may have to curtail or cease its operations. The accompanying condensed consolidated financial statements do not include any adjustment to the recorded assets or liabilities that might be necessary should the Company have to curtail operations or be unable to continue in existence.

RECLASSIFICATION

RECLASSIFICATION	9 Months Ended
	Sep. 30, 2015
RECLASSIFICATION:
RECLASSIFICATION	NOTE 3 - RECLASSIFICATION The December 31, 2014 financial statements amounts have been reclassified to conform to current period presentation as follows; Balance Sheet Accounts As Previously Stated Reclassification As Reclassification Cash $ 82,656 $ (256 ) $ 82,400 Accounts receivable 780 (780 ) 0 Prepaid expenses 32,700 (32,700 ) 0 Land 150,000 (150,000 ) 0 Buildings 871,842 (871,842 ) 0 Equipment 1,084,755 (996,052 ) 88,703 Accumulated depreciation (312,946 ) 298,885 (14,061 ) Assets related to discontinued operations 0 1,752,745 1,752,745 Total $ 2,155,214 $ 0 $ 2,155,214 Accounts payable $ 70,568 $ (35,582 ) $ 34,986 Accrued expenses 733,316 (579,725 ) 153,591 Term notes 1,245,211 (1,245,211 ) 0 Liabilities related to discontinued operations 0 1,860,518 1,860,518 $ 2,049,095 $ 0 $ 2,049,095 Statement of Cash Flows Accounts As Previously Stated Reclassification As Reclassification Net Loss $ (2,166,114 ) $ 607,388 $ (1,558,726 ) Depreciation 89,514 (89,217 ) 297 Stock issued for services 665,871 0 665,871 Warrants 66,617 0 66,617 Accounts receivable 340 (340 ) 0 Prepaid expenses 17,912 (17,912 ) 0 Accounts payable (18,439 ) 14,762 (3,677 ) Accrued management fees 361,101 0 361,101 Accrued expenses 248,345 (219,448 ) 28,897 Net Cash Provided by Operations (734,853 ) 295,233 (439,620 ) Advances from shareholders 376,897 0 376,897 Proceeds from convertible note 144,700 0 144,700 Decrease in notes payable (66,473 ) 66,473 0 Proceeds from sale of common stock 403,465 0 403,465 Debt issue costs (78,211 ) 0 (78,211 ) Net Cash Provided by Financing 780,378 0 846,851 Cash used in discontinued operations (361,706 ) (361,706 ) Net Increase in Cash $ 45,525 $ 0 $ 45,525

SUMMARY OF SIGNIFICANT ACCOUNT9

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Sep. 30, 2015
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 4 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES A summary of significant accounting policies applied in the presentation of the condensed consolidated financial statements are as follows: Property & Equipment Property and equipment is recorded at cost. Major additions and improvements are capitalized. The cost and related accumulated depreciation of equipment retired or sold are removed from the accounts and any differences between the undepreciated amount and the proceeds from the sale are recorded as a gain or loss on sale of equipment. Depreciation is computed using the straight-line method over the estimated useful life of the assets as follows. Equipment 5 to 7 years Impairment of Long-Lived Assets The Company assesses the impairment of long-lived assets whenever events or changes in circumstances indicate that the carrying amount may not be recoverable, in accordance with ASC Topic 360, “Property, Plant and Equipment.” An asset or asset group is considered impaired if its carrying amount exceeds the undiscounted future net cash flow the asset or asset group is expected to generate. If an asset or asset group is considered impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds its fair value. If estimated fair value is less than the book value, the asset is written down to the estimated fair value and an impairment loss is recognized. Discontinued Operations On November 2, 2015, the Company consumamated on the sale of its wholly owned subsidiary, Mamaki of Hawaii, Inc. (“Mamaki”) to Hawaiian Beverages, Inc. (“HBI”). Under the agreement, HBI acquired 100% of the common stock of Mamaki in exchange for seven hundred thousand dollars ($700,000) and the assumption of eighty four thousand two hundred seventy five thousand dollars ($84,275) of UMED debts. HBI paid two hundred forty five thousand five hundred dollars ($245,000) of the two hundred fifty thousand dollars ($250,000) due at closing and will pay three installments of one hundred fifty thousand dollars ($150,000) on each of thirty, sixty and ninety day anniversary of the closing date. The results of Mamaki are presented as a separate line item in the consolidated statements of operations and the consolidated balance sheets entitled “Assets/Liabilities sold relating to discontinued operations” and “Assets/Liabilities retained related to discontinued operations”. In accordance with EITF 87-24, “Allocation of Interest to Discontinued Operations”, the Company elected to not allocate consolidated interest expense to discontinued operations where the debt is not directly attributable to or related to discontinued operations. All of the financial information in the consolidated financial statements and notes to the consolidated financial statements has been revised to reflect only the results of continued operations. (See Note 7). Revenue Recognition The Company has not, to date, generated significant revenues. The Company plans to recognize revenue in accordance with Accounting Standards Codification subtopic 605-10, Revenue Recognition (“ASC 605-10”) which requires that four basic criteria must be met before revenue can be recognized: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred; (3) the selling price is fixed and determinable; and (4) collectability is reasonably assured. Determination of criteria (3) and (4) are based on management's judgments regarding the fixed nature of the selling prices of the products delivered and the collectability of those amounts. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related sales are recorded. ASC 605-10 incorporates Accounting Standards Codification subtopic 605-25, Multiple-Element Arraignments Use of Estimates The preparation of the financial statements in conformity with accounting principles generally accepted in the United States 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 amount of revenue and expenses during the reported period. Actual results could differ materially from the estimates. Cash and Cash Equivalent The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. There were no cash equivalents at September 30, 2015 or December 31, 2015. Segment Information ASC 280, “ Segment Reporting management approach Mine Exploration and Development Costs The Company plans to account for mine exploration costs in accordance with Accounting Standards Codification 932, Extractive Activities. Mine Properties The Company will account for mine properties in accordance with Accounting Standard Codification 930, Extractive Activities-Mining. Income Taxes The Company accounts for income taxes in accordance with FASB ASC 740, "Income Taxes," which requires that the Company recognize deferred tax liabilities and assets based on the differences between the financial statement carrying amounts and the tax bases of assets and liabilities, using enacted tax rates in effect in the years the differences are expected to reverse. Deferred income tax benefit (expense) results from the change in net deferred tax assets or deferred tax liabilities. A valuation allowance is recorded when it is more likely than not that some or all deferred tax assets will not be realized. The Company has adopted the provisions of FASB ASC 740-10-05 Accounting for Uncertainty in Income Taxes Net Loss Per Share, basic and diluted Basic loss per share has been computed by dividing net loss available to common shareholders by the weighted average number of common shares outstanding for the period. Shares issuable upon the exercise of warrants (376,100) have been excluded as a common stock equivalent in the diluted loss per share because their effect is anti-dilutive. Derivative Instruments The Company accounts for derivative instruments in accordance with Accounting Standards Codification 815, Derivatives and Hedging (“ASC 815”), If certain conditions are met, a derivative may be specifically designated as a hedge, the objective of which is to match the timing of gain or loss recognition on the hedging derivative with the recognition of (i) the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk or (ii) the earnings effect of the hedged forecasted transaction. For a derivative not designated as a hedging instrument, the gain or loss is recognized in income in the period of change. See Note 8 below for discussion regarding a warrant agreement related to a convertible note, which was repaid on July 22, 2015. Original Issue Discount For certain convertible debt issued, the Company provides the debt holder with an original issue discount (“OID”). An OID is the difference between the original cash proceeds and the amount of the note upon maturity. The Note is originally recorded for the proceeds received. The OID is amortized into interest expense pro-rata over the term of the Note. Fair Value of Financial Instruments The Company's financial instruments, as defined by Accounting Standard Codification subtopic 825-10, Financial Instrument FASB ASC 820 defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles, and expands disclosures about fair value measurements. ASC 820 establishes a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value as follows: Level 1: Observable inputs such as quoted prices in active markets; Level 2: Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and Level 3: Unobservable inputs in which there is little or no market data, which requires the reporting entity to develop its own assumptions The Company’s derivative is valued at level 3. Stock Based Compensation The Company follows Accounting Standards Codification subtopic 718-10, Compensation At September 30, 2015, the Company did not have any issued or outstanding stock options. Concentration and Credit Risk Financial instruments and related items, which potentially subject the Company to concentrations of credit risk, consist primarily of cash. The Company places its cash with high credit quality institutions. At times, such deposits may be in excess of the FDIC insurance limit. Research and Development The Company accounts for research and development costs in accordance with Accounting Standards Codification subtopic 730-10, Research and Development Issuance of Common Stock The issuance of common stock for other than cash is recorded by the Company at market values. Impact of New Accounting Standards Management does not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying consolidated financial statements.

PROPERTY, PLANT AND EQUIPMENT

PROPERTY, PLANT AND EQUIPMENT	9 Months Ended
	Sep. 30, 2015
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT	NOTE 5 – PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment, their estimated useful lives, and related accumulated depreciation at September 30, 2015 and December 31, 2014, respectively, are summarized as follows: Range of Lives in September 30, December 31, Years 2015 2014 Equipment 5 2,032 13,220 Logistix software 5 0 73,500 Furniture and fixtures 5 1,983 1,983 4,015 88,703 Less accumulate depreciation (3,172 ) (14,061 ) $ 843 74,642 Depreciation expense for the period ended $ 297 $ 297 During the three months ended June 30, 2015, the Company wrote-off the balance of its Logistix software. During the three months ended September 30, 2105, the Company wrote-off $11,188 of depreciated assets.

INVESTMENTS

INVESTMENTS	9 Months Ended
	Sep. 30, 2015
INVESTMENTS
INVESTMENTS	NOTE 6 – INVESTMENTS Investments consisted of the following at September 30, 2015 and December 31, 2014; September 30, December 31, 2015 2014 Jet Tech LLC In October 2011, the Company acquired a 49% interest in JetTech LLC which is an aerospace maintenance operation located at Meacham Airport in Fort Worth, Texas for 600,000 shares of the Company’s restricted common stock. The shares were valued at $.15 per share. $ 90,000 $ 90,000 TOTAL INVESTMENTS $ 90,000 $ 90,000

TERM NOTES PAYABLE

TERM NOTES PAYABLE	9 Months Ended
	Sep. 30, 2015
TERM NOTES PAYABLE:
TERM NOTES PAYABLE	NOTE 7 – TERM NOTES PAYABLE Term note payable consisted of the following at September 30, 2015 and December 31, 2014: September 30, December 31, 2015 2014 Unsecured note payable (Individual) due January 18, 2016 including interest at 10% $ 63,875 $ 0 Term note payable $ 63,875 $ 0 Accrued interest payable on the term notes payable was $822 and $0 at September 30, 2015 and December 31, 2014, respectively.

CONVERTIBLE PROMISSORY NOTE

CONVERTIBLE PROMISSORY NOTE	9 Months Ended
	Sep. 30, 2015
CONVERTIBLE PROMISSORY NOTE:
CONVERTIBLE PROMISSORY NOTE	NOTE 8 – CONVERTIBLE PROMISSORY NOTE On September 18, 2014, the Company issued a $158,000 convertible promissory note bearing interest at 10.0% per annum to an accredited investor, payable July 23, 2015, in monthly installments of $31,600 plus accrued interest beginning 6 months after the date of this promissory note. The note was paid in full on July 22, 2015. The holder had the right under certain circumstances to convert the note into common stock of the Company at a conversion price equal to 70% of the average of the 3 lowest volume weighted average trading prices during the 20 day period ending on the latest complete trading day prior to the conversion date. The Company evaluated the terms of the convertible note in accordance with ASC 815-40, Contracts in Entity’s Own Equity, and concluded that the Convertible Note did not result in a derivative. The Company evaluated the terms of the convertible note and concluded that there was a beneficial conversion feature since the convertible note was convertible into shares of common stock at a discount to the market value of the common stock. The discount related to the beneficial conversion feature on the note was valued at $154,000 based on its then intrinsic value. The discount related to the beneficial conversion feature ($23,346) is being amortized over the term of the debt (10 months). For the period ended September 30, 2015, the Company recognized $601 of interest expense related to the amortization of the discount. In connection with the issuance of the $158,000 note discussed above, the Company recorded debt issue cost and discount as follows: ? 10.4% cash – which is equivalent to $16,500, and ? ,Warrants – having a fair value of $107,212 and recorded on the balance sheet at $67,139 as of September 30, 2015 which was computed as follows; Commitment Date Expected dividends 0% Expected volatility 789% Expected term: conversion feature 4 years Risk free interest rate 1.75% The debt issue costs were capitalized and amortized through July 22, 2015, when the note was paid in full. Amortization of debt issue costs for the nine months ended September 30, 2015 was $55,427. Net debt issue costs at September 30, 2015 was $0, as the note had been paid in full. The original issue discount pertains to discount taken by lender against the total convertible note of $158,000, resulting in a disbursement of $144,000 to the company. During the nine months ended September 30, 2015, the Company amortized $8,100 of the original issue discount related to the convertible note. Original issue discount costs at September 30, 2015 was $0, as the note had been paid in full.

ACCRUED EXPENSES

ACCRUED EXPENSES	9 Months Ended
	Sep. 30, 2015
ACCRUED EXPENSES
ACCRUED EXPENSES	NOTE 9 – ACCRUED EXPENSES Accrued expenses consisted of the following at September 30, 2015 and December 31, 2014; 2015 2014 Accrued consulting fees $ 206,500 $ 144,500 Accrued interest expense 823 9,091 Total accrued expenses $ 207,323 $ 153,591

CAPITAL STRUCTURE

CAPITAL STRUCTURE	9 Months Ended
	Sep. 30, 2015
CAPITAL STRUCTURE
CAPITAL STRUCTURE	NOTE 10– CAPITAL STRUCTURE The Company is authorized to issue 300,000,000 shares of common stock with a par value of $.0001 per share and 20,000,000 shares of preferred stock with a par value of $.0001 per share. Each common stock share has one voting right and the right to dividends, if and when declared by the Board of Directors. Common Stock At September 30, 2015, there were 181,542,469 shares of common stock issued and outstanding. During the three month period ended September 30, 2015, the Company issued 3,582,329 shares of restricted common stock to eighteen individuals through private placements for cash of $448,643 at average of $0.1252 per share. During the three month period ended September 30, 2015, 611,956 preferred shares were converted to 9,179,340 shares of common stock. During the three month period ended September 30, 2015, the Company issued 2,835,100 shares of restricted common stock for consulting services at a value of $306,011 based on value of the services provided. Preferred Stock At September 30, 2015, there were 15,126,938 shares of preferred stock issued and outstanding. Each preferred shares is convertible, at the option of the preferred shareholder, into common stock with 126,938 being convertible at the rate of one preferred share for fifteen shares of common stock, 15,000,000 shares being convertible on a one for one basis (the 15,000,000 shares have voting rights equal to 15 votes per preferred share on all matters voted on by the Company’s shareholders). During the three month period ended September 30, 2015, 611,956 preferred shares were converted to 9,179,340 shares of common stock. Stock options, warrants and other rights At September 30, 2015, the Company has not adopted any employee stock option plans.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	9 Months Ended
	Sep. 30, 2015
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS	NOTE 11 - RELATED PARTY TRANSACTIONS Shareholders have made advances to the Company in the amounts of $204,884 and $256,823 during the nine months ended September 30, 2015 and 2014, respectively. The shareholders have elected to convert advances of $182,275 and $376,000 to shares of common stock at market value ($.106 and $.103 per share) and received repayments of $10,000 and $0 during the nine months ended September 30, 2015 and 2014, respectively. In April 2015, the Company’s then Chief Executive Officer resigned and in his settlement agreement gave up claims to receive deferred compensation, which amounted to $518,300 as discussed in Note 13 below. In May 2015, the Company issued 13,125,000 shares of restricted common stock to its former CEO, its President and Chief Financial Officer per their employment agreements. The shares were valued at $0.12 per share based on market value. In July 2015, the Company issued 9,179,340 shares of restricted common stock to its President and Chief Financial Officer for the conversion of 611,956 shares of preferred stock at the rate of fifteen shares of restricted common stock for each share of preferred stock. In August 2015, the Company’s president guaranteed a $63,875 note payable to an individual.

INCOME TAXES

INCOME TAXES	9 Months Ended
	Sep. 30, 2015
INCOME TAXES
INCOME TAXES	NOTE 12 – INCOME TAXES At September 30, 2015 and December 31, 2014, the Company had approximately $4.9 million and $3.5 million, respectively, of net operating losses (“NOL”) carry forwards for federal and state income tax purposes. These losses are available for future years and expire through 2033. Utilization of these losses may be severely or completely limited if the Company undergoes an ownership change pursuant to Internal Revenue Code Section 382. The provision for income taxes for continuing operations consists of the following components for the nine months ended September 30, 2015 and the year ended December 31, 2014: 2015 2014 Current $ - $ - Deferred - - Total tax provision for (benefit from) income taxes $ - $ - A comparison of the provision for income tax expense at the federal statutory rate of 34% for the nine months ended September 30, 2015 and the year ended December 31, 2014 the Company’s effective rate is as follows: 2015 2014 Federal statutory rate (34.0 ) % (34.0 ) % State tax, net of federal benefit (0.0 ) (0.0 ) Permanent differences and other including surtax exemption 0.0 0.0 Valuation allowance 34.0 34.0 Effective tax rate 0.0 % 0.0 % The net deferred tax assets and liabilities included in the financial statements consist of the following amounts at September 30, 2015 and December 31, 2014: 2015 2014 Deferred tax assets Net operating loss carry forwards $ 4,862,330 $ 3,477,275 Deferred compensation 2,058,036 1,966,523 Stock based compensation 3,026,513 1,095,502 Other 367,929 191,000 Total 10,314,808 6,730,300 Less valuation allowance (10,314,808 ) (6,730,300 ) Deferred tax asset - - Deferred tax liabilities Depreciation and amortization $ - $ - Net long-term deferred tax asset $ - $ - The change in the valuation allowance was $3,584,508 and $2,685,346 for the nine months ended September 30, 2015 and the year ended December 31, 2014, respectively. The Company has recorded a 100% valuation allowance related to the deferred tax asset for the loss from operations, interest expense, interest income and other income subsequent to the change in ownership, which amounted to $10,314,808 and $6,730,300 at September 30, 2015 and December 31, 2014, respectively. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, historical taxable income including available net operating loss carry forwards to offset taxable income, and projected future taxable income in making this assessment.

DISCONTINUED OPERATIONS

DISCONTINUED OPERATIONS	9 Months Ended
	Sep. 30, 2015
DISCONTINUED OPERATIONS
DISCONTINUED OPERATIONS	NOTE 13 – DISCONTINUED OPERATIONS In November 2015, the Company completed the sale of its wholly owned subsidiary, Mamaki of Hawaii, Inc, (“Mamaki”) to Hawaiian Beverages, Inc. (“HBI”). Under the agreement, HBI acquired 100% of the common stock of Mamaki in exchange for seven hundred thousand dollars ($700,000) and the assumption of eighty four thousand two hundred seventy five thousand dollars ($84,275) of UMED debts. HBI paid two hundred forty five thousand five hundred dollars ($245,500) at closing towards the first installment due of two hundred fifty thousand ($250,000) and will pay three installments of one hundred fifty thousand dollars ($150,000) on each of thirty, sixty and ninety day anniversary of the closing date. The following are condensed statements of the discontinued operations (Mamaki of Hawaii, Inc.) for the nine months ended September 30, 2015 and 2014: 2015 2014 Sales $ 47,275 $ 19,580 Cost of sales 8,407 34,277 Gross profit 38,868 (14,697 ) Operating Expenses: General and administrative expenses 395,824 348,135 Depreciation 89,218 89,217 Total Operating Expenses 485,042 437,352 Operating Loss (446,174 ) (447,049 ) Other Income (Expense) Interest expense (115,238 ) (160,339 ) Loss from discontinued operations $ (561,412 ) $ (607,388 ) Assets and liabilities retained relating to discontinued operations (Mamaki of Hawaii, Inc.) consisted of the following at September 30, 2015, September 30, 2014 and December 31, 2014; 9/30/2015 12/31/2014 Current assets relating to discontinued operations: Cash $ 1,012 $ 256 Accounts receivable 5,264 780 Prepaid expenses and deposits 23,443 32,700 Property, plant and equipment, net 1,629,793 1,719,009 Total assets related to discontinued operations $ 1,659,512 $ 1,752,745 Current liabilities relating to discontinued operations: Bank overdrafts $ 0 $ 4,896 Notes payable 1,221,950 1,245,211 Accounts payable 42,813 35,582 Accrued interest payable 52,304 36,450 Accrued expenses 800,554 538,380 Total liabilities related to discontinued operations $ 2,117,621 $ 1,860,518

COMMITMENTS

COMMITMENTS	9 Months Ended
	Sep. 30, 2015
COMMITMENTS
COMMITMENTS	NOTE 14 – COMMITMENTS Employment Agreements In May 2011, the Company entered into employment agreements with its chief executive officer, president and chief financial officer. The Agreements are for a term of 5 years with compensation of $180,000 the first year, $240,000 the second year, $300,000 the third year, $350,000 the fourth year and the fifth year at a salary commensurate with those in similar industries. The employment agreements also provide for the officers to receive 1,250,000 shares of restricted common stock annually for each year of the employment agreement. During the nine months ended September 30, 2015 and 2014, with consent of management, the Company accrued a total of $315,000 and $360,000, respectively, as management fees in accordance with the terms of these agreements. On April 8, 2015, the Company’s chief executive officer resigned and relinquished his claim to receive $518,300 of deferred compensation. Leases In July 2015, the Company reduced its office lease space from 3,500 to 1,800 square feet on a month-to-month basis at $3,200 per month. During the nine months ended September 30, 2015 and 2014, the Company expensed $44,800 and $57,600, respectively, in rent expense. Legal From time to time, 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 from time to time that may harm our business. The Company currently is not aware of any such legal proceedings that we believe will have, individually or in the aggregate, a material adverse effect on its business, financial condition or operating results

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	9 Months Ended
	Sep. 30, 2015
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	NOTE 15 – SUBSEQUENT EVENTS In November 2015, the Company consummated the sale of its wholly owned subsidiary, Mamaki of Hawaii, Inc, (“Mamaki”) to Hawaiian Beverages, Inc. (“HBI”). Under the agreement, HBI acquired 100% of the common stock of Mamaki in exchange for seven hundred thousand dollars ($700,000) and the assumption of eighty four thousand two hundred seventy five thousand dollars ($84,275) of UMED debts. HBI has paid so far two hundred forty five thousand five hundred dollars ($245,500) of the two hundred fifty thousand dollars ($250,000) due at closing and will pay three installments of one hundred fifty thousand dollars ($150,000) on each of thirty, sixty and ninety day anniversary of the closing date.

ACCOUNTING POLICIES. (POLICIES)

ACCOUNTING POLICIES. (POLICIES)	9 Months Ended
	Sep. 30, 2015
Accounting Policies:
Nature Of Operations	Nature of Operations UMED Holdings, Inc. (“UMED” or the “Company”) was organized on March 13, 2002 under the laws of the State of Texas as Dynalyst Manufacturing Corporation. On August 18, 2009, in connection with a merger with Universal Media Corporation, a privately held Nevada company, the Company changed its name to Universal Media Corporation (“Universal Media”). The company changed its name to UMED Holdings, Inc. on March 23, 2011. UMED’s mission is to operate as a holding company through the acquisition of businesses as wholly-owned subsidiaries that meet some key requirements: (1) solid management that will not have to be replaced in the near future (2) the ability to grow with steady growth to follow and (3) an emphasis on emerging core industry markets, such as energy, metals and agriculture. It is the Company’s intention to add experienced personnel and select strategic partners to manage and operate the acquired business units. In September 2010, UMED has acquired 1,440 acres of placer mining claims on Bureau of Land Management land in Mohave County, Arizona. See discussion in Note 3. In October 2011, UMED has acquired a 49% interest in Jet Regulators, LP, an aircraft maintenance company located at Meacham Field in Fort Worth, Texas. See discussion in Note 5. In May 2012, the Company acquired 80% of Mamaki Tea & Extract of Hawaii, Inc. (nka Mamaki of Hawaii, Inc.) which owns and operates Wood Valley Plantation a 25 acre Mamaki Tea plantation located in the Kau district of the Island of Hawaii and lies at the foot of Mauna Loa, the Earth’s largest volcano. On December 31, 2012, the Company acquired the remaining 20% for 500,000 shares of restricted common stock and $127,800 of cash. Mamaki of Hawaii, Inc. has been sold in November 2015 as discussed further in Note 2. In August 2012, the Company acquired 100% of Greenway Innovative Energy, Inc., which owns proprietary technology that is capable of converting natural gas to diesel/jet fuels.
Property and Equipment,	Property & Equipment Property and equipment is recorded at cost. Major additions and improvements are capitalized. The cost and related accumulated depreciation of equipment retired or sold are removed from the accounts and any differences between the undepreciated amount and the proceeds from the sale are recorded as a gain or loss on sale of equipment. Depreciation is computed using the straight-line method over the estimated useful life of the assets as follows. Equipment 5 to 7 years
Impairment of Long-Lived Assets,	Impairment of Long-Lived Assets The Company assesses the impairment of long-lived assets whenever events or changes in circumstances indicate that the carrying amount may not be recoverable, in accordance with ASC Topic 360, “Property, Plant and Equipment.” An asset or asset group is considered impaired if its carrying amount exceeds the undiscounted future net cash flow the asset or asset group is expected to generate. If an asset or asset group is considered impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds its fair value. If estimated fair value is less than the book value, the asset is written down to the estimated fair value and an impairment loss is recognized.
Discontinued Operations, Policy	Discontinued Operations On November 2, 2015, the Company consumamated on the sale of its wholly owned subsidiary, Mamaki of Hawaii, Inc. (“Mamaki”) to Hawaiian Beverages, Inc. (“HBI”). Under the agreement, HBI acquired 100% of the common stock of Mamaki in exchange for seven hundred thousand dollars ($700,000) and the assumption of eighty four thousand two hundred seventy five thousand dollars ($84,275) of UMED debts. HBI paid two hundred forty five thousand five hundred dollars ($245,000) of the two hundred fifty thousand dollars ($250,000) due at closing and will pay three installments of one hundred fifty thousand dollars ($150,000) on each of thirty, sixty and ninety day anniversary of the closing date. The results of Mamaki are presented as a separate line item in the consolidated statements of operations and the consolidated balance sheets entitled “Assets/Liabilities sold relating to discontinued operations” and “Assets/Liabilities retained related to discontinued operations”. In accordance with EITF 87-24, “Allocation of Interest to Discontinued Operations”, the Company elected to not allocate consolidated interest expense to discontinued operations where the debt is not directly attributable to or related to discontinued operations. All of the financial information in the consolidated financial statements and notes to the consolidated financial statements has been revised to reflect only the results of continued operations. (See Note 7).
Revenue Recognition,	Revenue Recognition The Company has not, to date, generated significant revenues. The Company plans to recognize revenue in accordance with Accounting Standards Codification subtopic 605-10, Revenue Recognition (“ASC 605-10”) which requires that four basic criteria must be met before revenue can be recognized: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred; (3) the selling price is fixed and determinable; and (4) collectability is reasonably assured. Determination of criteria (3) and (4) are based on management's judgments regarding the fixed nature of the selling prices of the products delivered and the collectability of those amounts. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related sales are recorded. Multiple-Element Arraignments
Use of Estimates,	Use of Estimates The preparation of the financial statements in conformity with accounting principles generally accepted in the United States 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 amount of revenue and expenses during the reported period. Actual results could differ materially from the estimates.
Cash and Cash Equivalent	Cash and Cash Equivalent The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. There were no cash equivalents at September 30, 2015 or December 31, 2015.
Segment Information, Policy	Segment Information ASC 280, “ Segment Reporting management approach
Mine Exploration and Development Costs	Mine Exploration and Development Costs The Company plans to account for mine exploration costs in accordance with Accounting Standards Codification 932, Extractive Activities.
Mine Properties,Policy	Mine Properties The Company will account for mine properties in accordance with Accounting Standard Codification 930, Extractive Activities-Mining.
Income Taxes,Policy	Income Taxes The Company accounts for income taxes in accordance with FASB ASC 740, "Income Taxes," which requires that the Company recognize deferred tax liabilities and assets based on the differences between the financial statement carrying amounts and the tax bases of assets and liabilities, using enacted tax rates in effect in the years the differences are expected to reverse. Deferred income tax benefit (expense) results from the change in net deferred tax assets or deferred tax liabilities. A valuation allowance is recorded when it is more likely than not that some or all deferred tax assets will not be realized. The Company has adopted the provisions of FASB ASC 740-10-05 Accounting for Uncertainty in Income Taxes
Net Loss Per Share, basic and diluted	Net Loss Per Share, basic and diluted Basic loss per share has been computed by dividing net loss available to common shareholders by the weighted average number of common shares outstanding for the period. Shares issuable upon the exercise of warrants (376,100) have been excluded as a common stock equivalent in the diluted loss per share because their effect is anti-dilutive.
Derivative Instruments	Derivative Instruments The Company accounts for derivative instruments in accordance with Accounting Standards Codification 815, Derivatives and Hedging (“ASC 815”), If certain conditions are met, a derivative may be specifically designated as a hedge, the objective of which is to match the timing of gain or loss recognition on the hedging derivative with the recognition of (i) the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk or (ii) the earnings effect of the hedged forecasted transaction. For a derivative not designated as a hedging instrument, the gain or loss is recognized in income in the period of change. See Note 8 below for discussion regarding a warrant agreement related to a convertible note, which was repaid on July 22, 2015.
Original Issue Discount	Original Issue Discount For certain convertible debt issued, the Company provides the debt holder with an original issue discount (“OID”). An OID is the difference between the original cash proceeds and the amount of the note upon maturity. The Note is originally recorded for the proceeds received. The OID is amortized into interest expense pro-rata over the term of the Note.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The Company's financial instruments, as defined by Accounting Standard Codification subtopic 825-10, Financial Instrument FASB ASC 820 defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles, and expands disclosures about fair value measurements. ASC 820 establishes a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value as follows: Level 1: Observable inputs such as quoted prices in active markets; Level 2: Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and Level 3: Unobservable inputs in which there is little or no market data, which requires the reporting entity to develop its own assumptions The Company’s derivative is valued at level 3.
Stock Based Compensation	Stock Based Compensation The Company follows Accounting Standards Codification subtopic 718-10, Compensation At September 30, 2015, the Company did not have any issued or outstanding stock options.
Concentration and Credit Risk	Concentration and Credit Risk Financial instruments and related items, which potentially subject the Company to concentrations of credit risk, consist primarily of cash. The Company places its cash with high credit quality institutions. At times, such deposits may be in excess of the FDIC insurance limit.
Research and Development	Research and Development The Company accounts for research and development costs in accordance with Accounting Standards Codification subtopic 730-10, Research and Development
Issuance of Common Stock	Issuance of Common Stock The issuance of common stock for other than cash is recorded by the Company at market values.
Impact of New Accounting Standards	Impact of New Accounting Standards Management does not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying consolidated financial statements.

Basis of Presentation (TABLES)

Basis of Presentation (TABLES)	9 Months Ended
	Sep. 30, 2015
Basis of Presentation (TABLES):
Basis of Presentation (TABLES)	The accompanying condensed consolidated financial statements include the accounts of the following entities: Name of Entity % Entity Incorporation Relationship UMED Holdings, Inc. Corporation Texas Parent Mamaki of Hawaii, Inc.* 100 % Corporation Nevada Subsidiary Universal Media Corporation 100 % Corporation Wyoming Subsidiary Greenway Innovative Energy, Inc. 100 % Corporation Nevada Subsidiary Logistix Technology Systems, Inc. 100 % Corporation Texas Subsidiary * Sold in November 2015

RECLASSIFICATION (TABLES)

RECLASSIFICATION (TABLES)	9 Months Ended
	Sep. 30, 2015
RECLASSIFICATION (TABLES):
RECLASSIFICATION (TABLES)	The December 31, 2014 financial statements amounts have been reclassified to conform to current period presentation as follows; Balance Sheet Accounts As Previously Stated Reclassification As Reclassification Cash $ 82,656 $ (256 ) $ 82,400 Accounts receivable 780 (780 ) 0 Prepaid expenses 32,700 (32,700 ) 0 Land 150,000 (150,000 ) 0 Buildings 871,842 (871,842 ) 0 Equipment 1,084,755 (996,052 ) 88,703 Accumulated depreciation (312,946 ) 298,885 (14,061 ) Assets related to discontinued operations 0 1,752,745 1,752,745 Total $ 2,155,214 $ 0 $ 2,155,214 Accounts payable $ 70,568 $ (35,582 ) $ 34,986 Accrued expenses 733,316 (579,725 ) 153,591 Term notes 1,245,211 (1,245,211 ) 0 Liabilities related to discontinued operations 0 1,860,518 1,860,518 $ 2,049,095 $ 0 $ 2,049,095 Statement of Cash Flows Accounts As Previously Stated Reclassification As Reclassification Net Loss $ (2,166,114 ) $ 607,388 $ (1,558,726 ) Depreciation 89,514 (89,217 ) 297 Stock issued for services 665,871 0 665,871 Warrants 66,617 0 66,617 Accounts receivable 340 (340 ) 0 Prepaid expenses 17,912 (17,912 ) 0 Accounts payable (18,439 ) 14,762 (3,677 ) Accrued management fees 361,101 0 361,101 Accrued expenses 248,345 (219,448 ) 28,897 Net Cash Provided by Operations (734,853 ) 295,233 (439,620 ) Advances from shareholders 376,897 0 376,897 Proceeds from convertible note 144,700 0 144,700 Decrease in notes payable (66,473 ) 66,473 0 Proceeds from sale of common stock 403,465 0 403,465 Debt issue costs (78,211 ) 0 (78,211 ) Net Cash Provided by Financing 780,378 0 846,851 Cash used in discontinued operations (361,706 ) (361,706 ) Net Increase in Cash $ 45,525 $ 0 $ 45,525

PROPERTY, PLANT AND EQUIPMENT (

PROPERTY, PLANT AND EQUIPMENT (TABLES)	9 Months Ended
	Sep. 30, 2015
PROPERTY, PLANT AND EQUIPMENT (TABLES):
PROPERTY, PLANT AND EQUIPMENT (TABLES)	Property, plant and equipment, their estimated useful lives, and related accumulated depreciation at September 30, 2015 and December 31, 2014, respectively, are summarized as follows: Range of Lives in September 30, December 31, Years 2015 2014 Equipment 5 2,032 13,220 Logistix software 5 0 73,500 Furniture and fixtures 5 1,983 1,983 4,015 88,703 Less accumulate depreciation (3,172 ) (14,061 ) $ 843 74,642 Depreciation expense for the period ended $ 297 $ 297

INVESTMENTS (TABLES)

INVESTMENTS (TABLES)	9 Months Ended
	Sep. 30, 2015
INVESTMENTS (TABLES):
INVESTMENTS (TABLES)	Investments consisted of the following at September 30, 2015 and December 31, 2014; September 30, December 31, 2015 2014 Jet Tech LLC In October 2011, the Company acquired a 49% interest in JetTech LLC which is an aerospace maintenance operation located at Meacham Airport in Fort Worth, Texas for 600,000 shares of the Company’s restricted common stock. The shares were valued at $.15 per share. $ 90,000 $ 90,000 TOTAL INVESTMENTS $ 90,000 $ 90,000

TERM NOTES PAYABLE (TABLES)

TERM NOTES PAYABLE (TABLES)	9 Months Ended
	Sep. 30, 2015
TERM NOTES PAYABLE (TABLES)
TERM NOTES PAYABLE (TABLES)	Term note payable consisted of the following at September 30, 2015 and December 31, 2014: September 30, December 31, 2015 2014 Unsecured note payable (Individual) due January 18, 2016 including interest at 10% $ 63,875 $ 0 Term note payable $ 63,875 $ 0

CONVERTIBLE PROMISSORY NOTE (TA

CONVERTIBLE PROMISSORY NOTE (TABLES)	9 Months Ended
	Sep. 30, 2015
CONVERTIBLE PROMISSORY NOTE (TABLES):
CONVERTIBLE PROMISSORY NOTE (TABLES)	In connection with the issuance of the $158,000 note discussed above, the Company recorded debt issue cost and discount as follows: ? 10.4% cash – which is equivalent to $16,500, and ? ,Warrants – having a fair value of $107,212 and recorded on the balance sheet at $67,139 as of September 30, 2015 which was computed as follows; Commitment Date Expected dividends 0% Expected volatility 789% Expected term: conversion feature 4 years Risk free interest rate 1.75%

ACCRUED EXPENSES (TABLES)

ACCRUED EXPENSES (TABLES)	9 Months Ended
	Sep. 30, 2015
ACCRUED EXPENSES (TABLES):
ACCRUED EXPENSES (TABLES)	Accrued expenses consisted of the following at September 30, 2015 and December 31, 2014; 2015 2014 Accrued consulting fees $ 206,500 $ 144,500 Accrued interest expense 823 9,091 Total accrued expenses $ 207,323 $ 153,591

INCOME TAXES (TABLES)

INCOME TAXES (TABLES)	9 Months Ended
	Sep. 30, 2015
INCOME TAXES (TABLES):
The provision for income taxes for continuing operations consists of the following components for the years ended December 31	The provision for income taxes for continuing operations consists of the following components for the nine months ended September 30, 2015 and the year ended December 31, 2014: 2015 2014 Current $ - $ - Deferred - - Total tax provision for (benefit from) income taxes $ - $ -
A comparison of the provision for income tax expense at the federal statutory rate of 34% for the years ended December 31	A comparison of the provision for income tax expense at the federal statutory rate of 34% for the nine months ended September 30, 2015 and the year ended December 31, 2014 the Company’s effective rate is as follows: 2015 2014 Federal statutory rate (34.0 ) % (34.0 ) % State tax, net of federal benefit (0.0 ) (0.0 ) Permanent differences and other including surtax exemption 0.0 0.0 Valuation allowance 34.0 34.0 Effective tax rate 0.0 % 0.0 %
The net deferred tax assets and liabilities included in the financial statements consist of the following amounts at December 31:	The net deferred tax assets and liabilities included in the financial statements consist of the following amounts at September 30, 2015 and December 31, 2014: 2015 2014 Deferred tax assets Net operating loss carry forwards $ 4,862,330 $ 3,477,275 Deferred compensation 2,058,036 1,966,523 Stock based compensation 3,026,513 1,095,502 Other 367,929 191,000 Total 10,314,808 6,730,300 Less valuation allowance (10,314,808 ) (6,730,300 ) Deferred tax asset - - Deferred tax liabilities Depreciation and amortization $ - $ - Net long-term deferred tax asset $ - $ -

DISCONTINUED OPERATIONS (TABLES

DISCONTINUED OPERATIONS (TABLES)	9 Months Ended
	Sep. 30, 2015
DISCONTINUED OPERATIONS (TABLES):
Condensed statements of the discontinued operations	The following are condensed statements of the discontinued operations (Mamaki of Hawaii, Inc.) for the nine months ended September 30, 2015 and 2014: 2015 2014 Sales $ 47,275 $ 19,580 Cost of sales 8,407 34,277 Gross profit 38,868 (14,697 ) Operating Expenses: General and administrative expenses 395,824 348,135 Depreciation 89,218 89,217 Total Operating Expenses 485,042 437,352 Operating Loss (446,174 ) (447,049 ) Other Income (Expense) Interest expense (115,238 ) (160,339 ) Loss from discontinued operations $ (561,412 ) $ (607,388 )
Assets and liabilities retained relating to discontinued operations	Assets and liabilities retained relating to discontinued operations (Mamaki of Hawaii, Inc.) consisted of the following at September 30, 2015, September 30, 2014 and December 31, 2014; 9/30/2015 12/31/2014 Current assets relating to discontinued operations: Cash $ 1,012 $ 256 Accounts receivable 5,264 780 Prepaid expenses and deposits 23,443 32,700 Property, plant and equipment, net 1,629,793 1,719,009 Total assets related to discontinued operations $ 1,659,512 $ 1,752,745 Current liabilities relating to discontinued operations: Bank overdrafts $ 0 $ 4,896 Notes payable 1,221,950 1,245,211 Accounts payable 42,813 35,582 Accrued interest payable 52,304 36,450 Accrued expenses 800,554 538,380 Total liabilities related to discontinued operations $ 2,117,621 $ 1,860,518

Nature of Operations Textuals (

Nature of Operations Textuals (Details) - USD ($)	Dec. 31, 2012	Aug. 31, 2012	May. 31, 2012	Oct. 31, 2011	Sep. 30, 2010
Nature of Operations textuals
UMED has acquired acres of placer mining claims on Bureau of Land Management land in Mohave County, Arizona.					$ 1,440
UMED acquired a % of interest in Jet Regulators, LP, an aircraft maintenance company located at Meacham Field in Fort Worth, Texas.				49.00%
Percentage of Shares acquired of Mamaki Tea & Extract of Hawaii, Inc. (nka Mamaki of Hawaii, Inc.)			80.00%
Company acquired % of Greenway Innovative Energy, Inc.,		100.00%
Company acquired the remaining 20% shares of restricted common stock of Rig Support Group, Inc., (nka Logistix Technology Systems, Inc.	$ 500,000
Cash paid for acquisition of Mamaki Tea & Extract of Hawaii, Inc.	$ 127,800

Basis of presentation (Details)

Basis of presentation (Details)	Sep. 30, 2015
Name of the Entity
UMED Holdings, Inc.	0.00%
Mamaki of Hawaii, Inc.	100.00%
Universal Media Corporation	100.00%
Greenway Innovative Energy, Inc.	100.00%
Logistix Technology Systems, Inc.	100.00%

Going Concern Uncertainties (De

Going Concern Uncertainties (Details)	Sep. 30, 2015USD ($)
Going Concern Uncertainties
Companied sustained loss amounted	$ 3,600,000
Company incurred deficit of	$ 10,300,000

Property and Equipment-Estimate

Property and Equipment-Estimated life (Details)	Sep. 30, 2015
Property and Equipment-Estimated life in years
Equipment estimated life minimum	5
Equipment estimated life maximum	7

Discontinued Operations (Detail

Discontinued Operations (Details)	Nov. 02, 2015USD ($)
Discontinued Operations
HBI acquired common stock of Mamaki in percentage	100.00%
HBI acquired common stock of Mamaki	$ 700,000
UMED debts	84,275
HBI was to pay	250,000
HBI was to pay in three installments	$ 150,000

Mine Properties (Details)

Mine Properties (Details)	Sep. 30, 2015	Dec. 31, 2010USD ($)shares
Mine Properties
Mining claims in acres	1,440
Mining claims acquired in exchange for shares of common stock		5,066,000
Nominal value of common stock | $		$ 100,000

Net Loss Per Share, basic and d

Net Loss Per Share, basic and diluted (Details)	Sep. 30, 2015shares
Net Loss Per Share, basic and diluted-Details
Exercise of warrants has been excluded as a common stock equivalent in the diluted loss per share	376,100

Research and Development (Detai

Research and Development (Details) - USD ($)	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
Research and Development Details
Company incurred research and development expenses	$ 593,725	$ 152,500

Property, Plant and Equipment v

Property, Plant and Equipment values (Details) - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Property, Plant and Equipment values
Equipment with Range of Lives in 5 Years	$ 2,032	$ 13,220
Logistix software with Range of Lives in 5 Years	0	73,500
Furniture and fixtures with Range of Lives in 5 Years	1,983	1,983
Total value of the assets	4,015	88,703
Less accumulate depreciation	(3,172)	(14,061)
Net value of assets,	843	74,642
Depreciation expense for the period ended	$ 297	$ 297

Depreciated Assets (Details)

Depreciated Assets (Details)	3 Months Ended
	Sep. 30, 2015USD ($)
Depreciated Assets
Company wrote-off depreciated assets	$ 11,188

Investments consisted of the fo

Investments consisted of the following (Details) - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Investments consisted of the following
Investments made in JetTech LLC	$ 90,000	$ 90,000
Total Investments	$ 90,000	$ 90,000

Investments Parentheticals (Det

Investments Parentheticals (Details)	Sep. 30, 2015$ / sharesshares
Investments Parentheticals
Company acquired interest in JetTech LLC an aerospace maintenance operation	49.00%
Shares of restricted common stock	600,000
Shares of restricted common stock par value | $ / shares	$ 0.15

Term notes payable consisted of

Term notes payable consisted of the following (Details) - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Term notes payable consisted of the following
Unsecured note payable (Individual) due January 18, 2016 including interest at 10%	$ 63,875	$ 0
Term note payable	63,875	0
Accrued interest payable on term notes payable	$ 822	$ 0

Term notes payable Parenthetica

Term notes payable Parentheticals (Details)	Sep. 30, 2015
Term notes payable Parentheticals
Unsecured note payable interest	10.00%

Convertible promissory note iss

Convertible promissory note issues (Details) - USD ($)	Sep. 30, 2015	Sep. 18, 2014
Convertible promissory note issues
Company issued a convertible promissory note to an accredited investor		$ 158,000
Convertible promissory note bears interest at a rate per annum		10.00%
Monthly instalments payable on note		$ 31,600
Note converted into common stock at conversion price equal to average of 3 lowest volume weighted average trading prices during 20 day		70.00%
The discount related to the beneficial conversion feature on the note valued at an amount based on intrinsic value		$ 154,000
Discount related to beneficial conversion feature is amortized over the term of (10 months)		$ 23,346
Warrants - having a fair value of	$ 107,212
Debt discount of warrants	67,139
Net debt issue costs	0
Original issue discount costs	$ 0
Expected dividends	0.00%
Expected volatility	789.00%
Expected term: conversion feature(years)	4
Risk free interest rate	1.75%

Convertible promissory note deb

Convertible promissory note debt issue costs as follows (Details)	9 Months Ended
	Sep. 30, 2015USD ($)
Convertible promissory note debt issue costs as follows
Company recognized interest expense related to the amortization of the discount	$ 601
Convertible promissory note debt issue costs paid in cash equal to a percentage	10.40%
Convertible promissory note debt issue costs paid in cash	$ 16,500
Amortization of debt issue costs for the period	55,427
Company recorded original issue discounts for the year	158,000
Disbursement of note to the company	144,000
Company amortized original issue discount related to the convertible note	$ 8,100

Accrued expenses consisted of t

Accrued expenses consisted of the following (Details) - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Accrued expenses consisted of the following
Accrued consulting fees	$ 206,500	$ 144,500
Accrued interest expense	823	9,091
Total accrued expenses	$ 207,323	$ 153,591

Capital Structure (Details)

Capital Structure (Details)	Sep. 30, 2015$ / sharesshares
Company's capital structure
Company's authorized shares of common stock	300,000,000
Par value of Shares of common stock | $ / shares	$ 0.0001
Company's authorized shares of preferred stock	20,000,000
Par value of Shares of preferred stock | $ / shares	$ 0.0001
Common Stock
Shares of common stock issued and outstanding	181,542,469
Preferred Stock
Shares of preferred stock issued and outstanding	15,126,938
Number of shares convertible at the rate of one preferred share for fifteen shares of common stock	126,938
Number of shares being convertible on a one for one basis	15,000,000

Common Stock transactions (Deta

Common Stock transactions (Details)	3 Months Ended
	Sep. 30, 2015USD ($)$ / sharesshares
Common Stock transactions
Company issued shares of restricted common stock to eighteen individuals through private placements for cash	3,582,329
Proceeds of restricted common stock to seven individuals through private placements | $	$ 448,643
Par value of shares issued to seven individuals through private placements | $ / shares	$ 0.1252
611,956 Preferred shares were converted to shares of common stock	9,179,340
Company issued shares of restricted common stock for consulting services	2,835,100
Common stock for consulting services valued at | $	$ 306,011

Related Party (Details)

Related Party (Details) - USD ($)	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
Related Party
Shareholders made advances	$ 204,884	$ 256,823
Shareholders converted advances into common stock at market value	$ 182,275	$ 376,000
Shareholders converted advances into common stock at market value per share	$ 0.106	$ 0.103
Received repayments	$ 10,000	$ 0

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($)	Aug. 31, 2015	Jul. 31, 2015	May. 31, 2015	Apr. 30, 2015
Related Party Transactions
Deferred compensation amount				$ 518,300
Company issued shares of restricted common stock to its former CEO, its President and CFO		9,179,340	13,125,000
Company issued shares of restricted common stock to its former CEO, its President and CFO par value			$ 0.12
Company issued shares of restricted common stock to its former CEO, its President and CFO for conversion shares of preferred stock rate of fifteen shares		611,956
President guaranteed note payable to an individual	$ 63,875

The provision for income taxes

The provision for income taxes for continuing operations (Details) - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2015	Dec. 31, 2014
The provision for income taxes for continuing operations
Current income taxes.	$ 0	$ 0
Deferred income taxes,.	0	0
Total tax provision for (benefit from) income taxes	$ 0	$ 0

Comparison of Provision for inc

Comparison of Provision for income tax expense (Details) - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2015	Dec. 31, 2014
Comparison of Provision for income tax expense
Federal statutory rate	(34.00%)	(34.00%)
State tax, net of federal benefit	0	0
Permanent differences and other including surtax exemption	0	0
Valuation allowance	$ 34	$ 34
Effective tax rate	0.00%	0.00%

The net deferred tax assets and

The net deferred tax assets and liabilities (Details) - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Deferred tax assets
Net operating loss carry forwards	$ 4,862,330	$ 3,477,275
Deferred compensation	2,058,036	1,966,523
Stock based compensation	3,026,513	1,095,502
Other	367,929	191,000
Total Deferred tax assets	10,314,808	6,730,300
Less valuation allowance	(10,314,808)	$ (6,730,300)
Deferred tax asset	0
Deferred tax liabilities
Depreciation and amortization	0
Net long-term deferred tax asset	$ 0

Valuation Allowance and Net Ope

Valuation Allowance and Net Operating Losses Carry Forward (Details) - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2015	Dec. 31, 2014
Valuation Allowance and Net Operating Losses Carry Forward
Change in the valuation allowance	$ 3,584,508	$ 2,685,346
Company has recorded a 100% valuation allowance related to the deferred tax asset for the loss from operations amount	10,314,808	6,730,300
Net operating losses carry forward for federal and state income tax purposes	$ 4,900,000	$ 3,500,000

Discontinued Operations Textual

Discontinued Operations Textual(Details)	Nov. 02, 2015USD ($)shares
Discontinued Operations Textual
HBI acquired common stock of Mamaki in percentage	100.00%
HBI acquired common stock of Mamaki | shares	700,000
UMED debts	$ 84,275
HBI paid towards the first installment	245,500
HBI was due	250,000
HBI was to pay in three installments	$ 150,000

Condensed Statements Of Discont

Condensed Statements Of Discontinued Operations (Details) - USD ($)	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
Condensed Statements Of Discontinued Operations
Discontinued Operations Sales	$ 47,275	$ 19,580
Discontinued Operations Cost of sales	8,407	34,277
Discontinued Operations Gross profit	38,868	(14,697)
Discontinued Operations Operating Expenses:
Discontinued Operations General and administrative expenses	395,824	348,135
Discontinued Operations Depreciation	89,218	89,217
Discontinued Operations Total Operating Expenses	485,042	437,352
Discontinued Operations Operating Loss	(446,174)	(447,049)
Discontinued Operations Other Income (Expense)
Discontinued Operations Interest expense	(115,238)	(160,339)
Loss from discontinued operations	$ (561,412)	$ (607,388)

Assets And Liabilities Relating

Assets And Liabilities Relating To Discontinued Operations (Details) - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Current assets relating to discontinued operations:
Discontinued Operations Cash	$ 1,012	$ 256
Discontinued Operations Accounts receivable	5,264	780
Discontinued Operations Prepaid expenses and deposits	23,443	32,700
Discontinued Operations Property, plant and equipment, net	1,629,793	1,719,009
Discontinued Operations Total assets related to discontinued operations	1,659,512	1,752,745
Current liabilities relating to discontinued operations:
Discontinued Operations Bank overdrafts	0	4,896
Discontinued Operations Notes payable	1,221,950	1,245,211
Discontinued Operations Accounts payable	42,813	35,582
Discontinued Operations Accrued interest payable	52,304	36,450
Discontinued Operations Accrued expenses	800,554	538,380
Total liabilities related to discontinued operations	$ 2,117,621	$ 1,860,518

Commitments Consists of the fol

Commitments Consists of the following (Details) - USD ($)	Apr. 08, 2015	May. 31, 2011
Commitments Consists of the following
Compensation payable during the first year		$ 180,000
Compensation payable during the second year		240,000
Compensation payable during the third year		300,000
Compensation payable during the fourth and fifth years		$ 350,000
Shares of restricted common stock annually for each year of the employment agreement		1,250,000
Company's chief executive officer resigned and relinquished his claim to receive compensation	$ 518,300

Commitments (Details)

Commitments (Details) - USD ($)	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
Commitment details
Reduced office lease space from 3,500 to	$ 1,800
Current lease amount per month	3,200
Rent expenses accrued during the period	44,800	$ 57,600
Company accured total management fee	$ 315,000	$ 360,000

SUBSEQUENT TRANSACTIONS (DETAIL

SUBSEQUENT TRANSACTIONS (DETAILS)	Nov. 01, 2015USD ($)
SUBSEQUENT TRANSACTIONS
HBI acquired of the common stock of Mamaki	100.00%
HBI acquired of the common stock of Mamaki for a price	$ 700,000
HBI assumed an amount of UMED debts at acquisition	84,275
HBI paid an amount for acquisition	245,500
Acquisition price due at closing	250,000
Due amount will be paid in three installments on each of thirty, sixty and ninety day anniversary of the closing date.	$ 150,000