Galenfeha (GLFH) 10-Q 10 May 17 2017 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2017	May 15, 2017
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2017
Trading Symbol	glfh
Entity Registrant Name	Galenfeha, Inc.
Entity Central Index Key	1,574,676
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		61,250,000
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well Known Seasoned Issuer	No
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q1

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($)	Mar. 31, 2017	Dec. 31, 2016
CURRENT ASSETS
Cash	$ 23,699	$ 129,973
Accounts receivable from related parties	0	14,189
Assets held for sale	0	381,041
Total current assets	23,699	525,203
OTHER ASSETS
Deposits	0	1,000
Total other assets	0	1,000
TOTAL ASSETS	23,699	526,203
CURRENT LIABILITIES
Accounts payable and accrued liabilities	15,393	32,892
Deferred revenue	0	43,602
Liabilities held for sale	0	350,000
Due to officer	35,000	110,000
Total current liabilities	50,393	536,494
Total liabilities	50,393	536,494
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock Authorized: 150,000,000 common shares, $0.001 par value, 61,250,000 issued and outstanding at March 31, 2017 and 69,318,537 issued and outstanding at December 31, 2016	61,250	69,318
Additional paid-in capital	3,424,991	3,384,950
Accumulated deficit	(3,547,851)	(3,491,907)
Total stockholders' equity(deficit)	(26,694)	(10,291)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)	23,699	526,203
Class A Preferred Stock [Member]
STOCKHOLDERS' EQUITY (DEFICIT)
Preferred shares	7,568	0
Class B Preferred Stock [Member]
STOCKHOLDERS' EQUITY (DEFICIT)
Preferred shares	$ 27,348	$ 27,348

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Mar. 31, 2017	Dec. 31, 2016
Common Stock, Shares Authorized	150,000,000	150,000,000
Common Stock, Par Value Per Share	$ 0.001	$ 0.001
Common Stock, Shares, Issued	61,250,000	69,318,537
Common Stock, Shares, Outstanding	61,250,000	69,318,537
Class A Preferred Stock [Member]
Preferred Stock, Shares Authorized	20,000,000	20,000,000
Preferred Stock, Par Value Per Share	$ 0.001	$ 0.001
Preferred Stock, Shares Issued	7,568,537	0
Preferred Stock, Shares Outstanding	7,568,537	0
Class B Preferred Stock [Member]
Preferred Stock, Shares Authorized	30,000,000	30,000,000
Preferred Stock, Par Value Per Share	$ 0.001	$ 0.001
Preferred Stock, Shares Issued	27,347,563	27,347,563
Preferred Stock, Shares Outstanding	27,347,563	27,347,563

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Operating Expenses:
General and administrative	$ 1,047	$ 4,312
Payroll expenses	201	8,074
Professional fees	27,983	18,295
Total operating expenses	29,231	30,681
Loss from operations	(29,231)	(30,681)
Other (expense) income
Interest income	0	3
Miscellaneous income	932	0
Interest expense	0	(7,873)
Loss on derivative instruments	0	(173,580)
Total other (expense)	932	(181,450)
Loss from continuing operations	(28,299)	(212,131)
Loss from discontinued operations	(27,645)	(93,732)
Net loss	$ (55,944)	$ (305,863)
Loss per share, basis and diluted
Continuing operations	$ 0	$ 0
Discontinued operations	0	0
Net loss	$ 0	$ 0
Weighted average number of common shares outstanding, basic and diluted	63,481,266	86,126,100

CONSOLIDATED STATEMENT OF CHANG

CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS EQUITY (DEFICIT) - 3 months ended Mar. 31, 2017 - USD ($)	Preferred Stock [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Accumulated Deficit [Member]	Total
Beginning Balance at Dec. 31, 2016	$ 27,348	$ 69,318	$ 3,384,950	$ (3,491,907)	$ (10,291)
Beginning Balance (Shares) at Dec. 31, 2016	27,347,563	69,318,537
Common stock returned to Company and cancelled		$ (500)	500
Common stock returned to Company and cancelled (Shares)		(500,000)
Forfeiture of unvested shares issued for service			(12,750)		(12,750)
Related party gain on sale of pump assets			52,291		52,291
Common stock converted to preferred stock	$ 7,568	$ (7,568)			7,568
Common stock converted to preferred stock (Shares)	7,568,537	(7,568,537)
Net loss				(55,944)	(55,944)
Ending Balance at Mar. 31, 2017	$ 34,916	$ 61,250	$ 3,424,991	$ (3,547,851)	$ (26,694)
Ending Balance (Shares) at Mar. 31, 2017	34,916,100	61,250,000

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
OPERATING ACTIVITIES
Net loss	$ (55,944)	$ (305,863)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	0	6,842
Non-vested options forfeited	0	(26,745)
Common shares issued for services	(12,750)	(22,027)
Options expense	0	24,703
Loss on derivative instruments	0	173,580
Amortization of debt discounts on convertible notes	0	7,873
Changes in Operating Assets and Liabilities:
(Increase) Decrease in accounts receivable	14,189	4,653
(Increase) Decrease in accounts receivable from related party	0	(8,681)
(Increase) Decrease in inventory	6,041	96,327
(Increase) Decrease in prepaid expenses and other assets	1,000	(7,441)
Increase (Decrease) in accounts payable and accrued liabilities	2,626	(78,886)
Increase (Decrease) in accounts payable to related parties	0	(31,720)
Increase (Decrease) in deferred revenue	(11,436)	0
Net cash used in operating activities	(56,274)	(167,385)
INVESTING ACTIVITIES
Cash received for sale of pump assets	25,000	0
Net cash provided by investing activities	25,000	0
FINANCING ACTIVITIES
Proceeds from line of credit	0	71,000
Payments on liabilities due to officer	(75,000)	0
Proceeds from convertible debentures, net of original issue discounts	0	145,375
Payments on finance contracts	0	(6,791)
Net cash (used in) provided by financing activities	(75,000)	209,584
(DECREASE) INCREASE IN CASH	(106,274)	42,199
CASH AT BEGINNING OF PERIOD	129,973	47,333
CASH AT END OF PERIOD	23,699	89,532
Cash paid for:
Interest expense	5,789	6,901
Income taxes	0	0
NONCASH INVESTING AND FINANCING ACTIVITIES
Common stock converted to preferred stock	7,568	0
Gain on sale of pump division to related party	52,291	0
Liabilities released upon sale of pump division	402,291	0
Debt discount due to derivative liabilities	0	145,375
Reclassification of conversion option from equity to derivative liabilities	$ 0	$ 6,175

BASIS OF PRESENTATION

BASIS OF PRESENTATION	3 Months Ended
	Mar. 31, 2017
BASIS OF PRESENTATION [Text Block]	NOTE 1 - BASIS OF PRESENTATION The accompanying financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at March 31, 2017, and for all periods presented herein, have been made. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted. It is suggested that these unaudited interim financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s December 31, 2016 audited financial statements included in its Form 10-K filed with the Securities and Exchange Commission. The results of operations for the period ended March 31, 2017 and the same period last year are not necessarily indicative of the operating results for the full years.

GOING CONCERN

GOING CONCERN	3 Months Ended
	Mar. 31, 2017
GOING CONCERN [Text Block]	NOTE 2 - GOING CONCERN The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company has incurred net losses and net cash used in operations since inception. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The Company’s ability to continue as a going concern is dependent upon the Company’s ability to achieve a level of profitability. The Company intends on financing its future development activities and its working capital needs largely from the sale of public equity securities with some additional funding from other traditional financing sources, including term notes until such time that funds provided by operations are sufficient to fund working capital requirements. The financial statements of the Company do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern.

NOTES PAYABLE

NOTES PAYABLE	3 Months Ended
	Mar. 31, 2017
NOTES PAYABLE [Text Block]	NOTE 3 – NOTES PAYABLE On August 23, 2016, the Company entered into a Promissory Note Agreement with Kevin L. Wilson, in the amount of $350,000. The note bears an interest rate of 11 ½ % per annum from the date until the principal is paid in full. This note may be prepaid in whole or in part, without penalty. All outstanding principal, interest and fees shall be due and payable on or before August 23, 2017. As of December 31, 2016, the principal and interest due on the note is $364,336 (the accrued interest of $14,336 is presented as accounts payable in the consolidated balance sheet). This note was assumed by the purchaser in the sale of the Company’s Daylight Pumps division. It is classified as liabilities held for sale as of December 31, 2016. This note was assumed by the purchaser of the pumps division on March 9, 2017. The total amount of accrued interest due of $20,125 under the note was paid in full by the purchaser in the sale of the Company’s Daylight Pumps division.

SHAREHOLDERS EQUITY

SHAREHOLDERS EQUITY	3 Months Ended
	Mar. 31, 2017
SHAREHOLDERS EQUITY [Text Block]	NOTE 4 - SHAREHOLDERS’ EQUITY PREFERRED STOCK The authorized stock of the Company consists of 50,000,000 preferred shares with a par value of $0.001. During 2016, four officers and directors of the Company exchanged 27,347,563 common shares for 27,347,563 preferred shares. During 2017, one officer and one director exchanged 7,568,537 common shares for 7,568,537 preferred shares. As of March 31, 2017, 7,568,537 shares of the Company’s preferred stock Series A were issued and outstanding. As of December 31, 2016, zero shares of the Company’s preferred stock Series A were issued and outstanding. As of March 31, 2017 and December 31, 2016, 27,347,563 shares of the Company’s preferred stock Series B were issued and outstanding. As of March 31, 2017, 34,916,100 shares of the Company’s preferred stock were issued and outstanding. On December 20, 2016, shareholders of the company approved an amendment to the Bylaws for the creation of preferred stock. The preferred class of stock will consist of two (2) series, Series A, and Series B. All affiliates of the company who purchased stock during the formation of the company and who purchased stock for financing activities at prices below market will move their common shares into the Series B preferred stock, effective immediately. The Series B votes 1:1; is subject to all splits the same as common; converts back to common 1:1; and cannot be converted back to common for resale in the open market until a 30 day VWAP (volume weighted average price) of $.45 cents has been met in the Company’s public trading market. All future sales of company securities by affiliates will adhere to rules and regulations of the Commission. Affiliates who purchased stock at offering prices that were current at the time of purchase, and affiliates who make open market purchases and are directly responsible for a merger/acquisition that brings retained earnings to the company, can convert these common shares 1:1 into Series A preferred stock. Series A votes 1:1; converts back to common 1:1; is not subject to splits in order to facilitate mergers, acquisitions, or meeting the requirements of a listed exchange; and cannot be converted back to common for resale in the open market until a 30 day VWAP of $3.50 per share has been met in the Company’s public trading market. All future sales of company securities by affiliates will adhere to rules and regulations of the Commission. COMMON STOCK The authorized stock of the Company consists of 150,000,000 common shares with a par value of $0.001. As of March 31, 2017 61,250,000 shares of the Company’s common stock were issued and outstanding. As of December 31, 2016, 69,318,537 shares of the Company’s common stock were issued and outstanding. In July 2016, the Company entered into an agreement for the issuance of 1,000,000 common shares for consulting services. The shares are to be transferred in four quarterly installments of two hundred fifty thousand shares on or before the fifth day of the following months: August 2016, October 2016, January 2017, and April 2017. On August 5, 2016, the Company issued 250,000 shares under this award. On October 5, 2016, the Company issued another 250,000 shares under this award. Since inception through December 31, 2016, $17,530 was expensed under this award. On January 18, 2017 the company extinguished the remainder of the Consulting Agreement with Asher Oil & Gas Exploration in Natchez, Mississippi; and Lane Murray, of Jackson, Mississippi. The Company issued a one-time payment to the consultants of $40,000, which included the cancellation of any additional stock issuance, and the return of the 500,000 shares of Galenfeha common stock previously issued in Quarters 3 and 4 of 2016. The terms of this agreement previously included a $50,000 non-refundable retainer, as well as 1,000,000 shares of Galenfeha, Inc. (GLFH) common stock, to be issued in four quarterly installments. As of December 31, 2016, the consultants had received the retainer and a total of 500,000 shares of Galenfeha, Inc. common stock, per the agreement. The 500,000 shares of Galenfeha, Inc. common stock have been returned and cancelled; and no further stock will be issued pursuant to this agreement. Due to the forfeiture of the unvested shares, total $12,750 expense was reversed during the three months ended March 31, 2017. The consultants will keep their initial $50,000 non-refundable retainer.

OPTIONS

OPTIONS	3 Months Ended
	Mar. 31, 2017
OPTIONS [Text Block]	NOTE 5 - OPTIONS During the year ended December 31, 2015, the Company granted an aggregate of 2,050,000 options to a military sales representative and three employees. Col. Ashton Naylor (Ret) received 100,000 options exercisable at $0.25 per share, Chris Watkins received 750,000 options exercisable at $0.25 per share, Jeff Roach received 1,000,000 options exercisable at $0.20 per share, and Brian Nallin received 200,000 options exercisable at $0.20 per share. These options expire on April 1, 2016; June 11, 2020, February 1, 2017, and December 31, 2017 respectively. The options granted to Brian Nallin vest immediately and the other options vest in equal tranches over periods ranging from 2 to 5 years. The aggregate fair value of the option grants was determined to be $430,839 using the Black-Scholes Option Pricing Model and the following assumptions: volatilities between 218% and 396%, risk free rates between . 27% and 1.74%, expected terms between 1 and 5 years and zero expected dividends. The fair value of the award is being expensed over the vesting periods. $65,360 and $295,553 was expensed during the year ended December 31, 2016 and December 31, 2015, respectively, $91,519 was reversed from option expense due to non-vested options forfeited for the year ended December 31, 2016, and $0 remains to be expensed over the remaining vesting period. During 2016, 1,750,000 of these options were forfeited. As of December 31, 2016, there were 300,000 options outstanding which were exercisable. The exercise price and remaining weighted average life of the options outstanding at December 31, 2016 were $0.25 and 0.08 years, respectively. The aggregate intrinsic value of the outstanding options at December 31, 2016 was $0. All options mentioned above are for employees that are no longer with the company, by either termination because of discontinued operations, or leaving the company of their own accord. At the time of this filing, there were no options outstanding which are exercisable.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	3 Months Ended
	Mar. 31, 2017
COMMITMENTS AND CONTINGENCIES [Text Block]	NOTE 6 - COMMITMENTS AND CONTINGENCIES The Company leases space in Fort Worth, Texas for corporate facilities for $99 monthly or $1,188 per year. The terms of this lease are month to month. Year Ended Amount 2017 $ - 2018 - 2019 - 2020 - 2021 - $ - From time to time the Company may be a party to litigation matters involving claims against the Company. Management believes that there are no current matters that would have a material effect on the Company’s financial position or results of operations. The Company received a letter on May 17, 2016 from the Caddo-Shreveport Sales and Use Tax Commission informing them of a parish sales and use tax audit scheduled to begin on June 28, 2016. The audit period covered is January 1, 2013 through May 31, 2016. The audit is currently under way and no judgments or assessments have been issued. Management is of the opinion that this audit will not result in any material change in the Company’s financial results.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	3 Months Ended
	Mar. 31, 2017
RELATED PARTY TRANSACTIONS [Text Block]	NOTE 7 – RELATED PARTY TRANSACTIONS On November 16, 2016, the Company entered into an agreement with Fleaux Services, LLC for the sale of the company’s battery and stored energy division, which includes, but is not limited to, all inventory, support equipment, and office operations located at 9204 Linwood Avenue, Suite 104 and 105, Shreveport, LA 71106. Mr. Trey Moore is the President/CEO of Fleaux Services, and also is a Director of Galenfeha, Inc. The sale is for a cash consideration of $350,000 USD; plus a 3% royalty on all Galenfeha-style batteries sold over the course of the next two years from the date this purchase agreement was executed. The cash consideration was for $175,000 in inventory and $175,000 for business good-will and was provided directly by Fleaux Services in cash. The sale includes all future sales, future purchase orders resulting from previous negotiations, and all intellectual property related to Galenfeha, Inc. battery manufacturing and distribution. Fleaux Services, LLC will assume responsibility for expenses related to the Galenfeha, Inc. battery division that includes previous expenses incurred for sales meetings that secured future purchase orders. All contractual agreements between the Galenfeha Inc. battery division and outside parties, including, but not limited to, consultants, suppliers, distributors, and sales representatives, become the responsibility of Fleaux Services, LLC. This includes all suppliers’ outstanding invoices for materials not yet delivered and support equipment that will be relinquished to Fleaux Services, LLC upon the execution of this agreement. Galenfeha, Inc. will retain payments on all current outstanding purchase orders invoiced before the date of this purchase agreement. A gain on the sale of the battery and stored energy division of $15,008 was recognized as a capital transaction. On November 4, 2016, Mr. James Ketner, Galenfeha’s Chairman and CEO made a cash contribution to the Company in the amount of $100,000 in exchange for a note that has a fixed repayment of $110,000. The note bears no interest, and can be repaid by the Company when the funds become available. The note can be renegotiated between Galenfeha and Mr. Ketner if both parties agree to the terms. There were no principal repayments on the note for the twelve months ending December 31, 2016, and the principal balance due under the note as of December 31, 2016 was $110,000. Principal repayments made under the note for the three months ending March 31, 2017 totaled $75,000, and the principal balance due under the note as of March 31, 2017 was $35,000. On March 9, 2017, the Company entered into an agreement with Fleaux Services, LLC for the sale of the Company’s Daylight Pumps division, which includes, but in not limited to, all inventory located at 9204 Linwood Avenue, Suite 104 and 105, Shreveport, LA 7116, as well as all usage rights for the name “Daylight Pump.” The sale is for cash consideration of $25,000, and Fleaux Services, LLC will assume the responsibility of a promissory note held by Kevin L. Wilson in the amount of $350,000 and all accrued interest due since the date of issuance on August 23, 2016. The sale will include all future pump sales, future purchase orders resulting from previous negotiations, and all intellectual property related to Daylight Pumps.

DISCONTINUED OPERATIONS STORED

DISCONTINUED OPERATIONS STORED ENERGY AND DAYLIGHT PUMP DIVISIONS	3 Months Ended
	Mar. 31, 2017
DISCONTINUED OPERATIONS STORED ENERGY AND DAYLIGHT PUMP DIVISIONS [Text Block]	NOTE 8 – DISCONTINUED OPERATIONS – STORED ENERGY AND DAYLIGHT PUMP DIVISIONS On November 16, 2016, the Company entered into an agreement with Fleaux Services, LLC for the sale of the Company’s battery and stored energy division, which includes, but is not limited to, all inventory, support equipment, and office operations located at 9204 Linwood Avenue, Suite 104 and 105, Shreveport, LA 71106. The sale is for a cash consideration of $350,000 USD; plus a 3% royalty on all Galenfeha-style batteries sold over the course of the next two years from the date this purchase agreement was executed. The cash consideration was for $175,000 in inventory and $175,000 for business good-will and was provided directly by Fleaux Services in cash. The sale includes all future sales, future purchase orders resulting from previous negotiations, and all intellectual property related to Galenfeha, Inc. battery manufacturing and distribution. Fleaux Services, LLC will assume responsibility for expenses related to the Galenfeha, Inc. battery division that includes previous expenses incurred for sales meetings that secured future purchase orders. All contractual agreements between the Galenfeha Inc. battery division and outside parties, including, but not limited to, consultants, suppliers, distributors, and sales representatives, become the responsibility of Fleaux Services, LLC. This includes all suppliers’ outstanding invoices for materials not yet delivered and support equipment that will be relinquished to Fleaux Services, LLC upon the execution of this agreement. Galenfeha, Inc. will retain payments on all current outstanding purchase orders invoiced before the date of this purchase agreement. A gain on the sale of the battery and stored energy division of $15,008 was recognized as a capital transaction. On March 9, 2017, the Company entered into an agreement with Fleaux Services, LLC for the sale of the Company’s Daylight Pumps division, which includes, but in not limited to, all inventory located at 9204 Linwood Avenue, Suite 104 and 105, Shreveport, LA 7116, as well as all usage rights for the name “Daylight Pump.” The sale is for cash consideration of $25,000, and Fleaux Services, LLC will assume the responsibility of a promissory note held by Kevin L. Wilson in the amount of $350,000 and all accrued interest due since the date of issuance on August 23, 2016. The sale will include all future pump sales, future purchase orders resulting from previous negotiations, and all intellectual property related to Daylight Pumps. During 2016, the Company recognized an aggregate impairment loss on this asset group of $443,935 to recognize the asset group at the lower of fair value or carrying value. The Company recognized the sale of its stored energy division and Daylight Pumps division as a discontinued operation, in accordance with ASU 2014-08, “Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity.” Assets and Liabilities of Discontinued Operations The following table provides the details of the assets and liabilities of our discontinued stored energy division: Assets sold: November 16, 2016 Inventory assets $ 180,681 Prepaid expenses 13,830 Property and equipment, net of accumulated depreciation 169,275 Total assets of discontinued operations 363,786 Consideration received: Cash proceeds 350,000 Liabilities assumed 28,794 Total liabilities of discontinued operations 378,794 Net assets sold 363,786 Consideration received 378,794 Related party gain recognized as a capital transaction 15,008 The following table provides the details of the assets and liabilities held for sale of our discontinued Daylight Pump division: Assets sold: March 9, 2017 Inventory assets $ 375,000 Prepaid expenses - Property and equipment, net of accumulated depreciation - Total assets of discontinued operations 375,000 Consideration received: Cash proceeds 25,000 Liabilities assumed 402,291 Total liabilities of discontinued operations 427,291 Net assets sold 375,000 Consideration received 427,291 Related party gain recognized as a capital transaction 52,291 Income and Expenses of Discontinued Operations The following table provides income and expenses of discontinued operations for the three months ended March 31, 2017 and 2016, respectively. March 31, 2017 March 31, 2016 Revenue – Third Parties $ 11,435 286,039 Revenue – Related Parties - 17,382 Less: Cost of Goods Sold 6,041 219,582 Gross Profit 5,394 83,839 Other expenses General and administrative 27,250 75,871 Payroll expenses - 100,956 Professional fees - 13,125 Engineering research and development - (21,174 ) Depreciation and amortization expense - 6,842 Interest expense 5,789 1,951 Income (loss) from discontinued operations (27,645 ) (93,732 )

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	3 Months Ended
	Mar. 31, 2017
SUBSEQUENT EVENTS [Text Block]	NOTE 9 – SUBSEQUENT EVENTS On January 21, 2017, Galenfeha entered into a non-binding Letter of Intent to purchase Additive Manufacturing, LLC for a cash purchase of $14,000,000. On May 3, 2017, negotiations for this acquisition were terminated, as both parties could not reach an agreement on a price of the acquisition or the payment terms. On January 21, 2017, Mr. Ron Barranco joined the Company as Chief Technology Officer. On April 18, 2017, the Company received notice that Mr. Barranco was declining our employment offer and resigning as Chief Technology Officer. Management agreed to Mr. Barranco’s resignation terms on May 1, 2017. The Company is currently exploring other options to acquire and merge a profitable private company into ours.

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Tables)	3 Months Ended
	Mar. 31, 2017
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block]	Year Ended Amount 2017 $ - 2018 - 2019 - 2020 - 2021 - $ -

DISCONTINUED OPERATIONS STORE17

DISCONTINUED OPERATIONS STORED ENERGY AND DAYLIGHT PUMP DIVISIONS (Tables)	3 Months Ended
	Mar. 31, 2017
Schedule of Asset and liabilities of Discontinued Operations From Stored Energy Division [Table Text Block]	Assets sold: November 16, 2016 Inventory assets $ 180,681 Prepaid expenses 13,830 Property and equipment, net of accumulated depreciation 169,275 Total assets of discontinued operations 363,786 Consideration received: Cash proceeds 350,000 Liabilities assumed 28,794 Total liabilities of discontinued operations 378,794 Net assets sold 363,786 Consideration received 378,794 Related party gain recognized as a capital transaction 15,008
Schedule of Asset and liabilities Held for Sale of Discontinued Operation From Daylight Pump Division [Table Text Block]	Assets sold: March 9, 2017 Inventory assets $ 375,000 Prepaid expenses - Property and equipment, net of accumulated depreciation - Total assets of discontinued operations 375,000 Consideration received: Cash proceeds 25,000 Liabilities assumed 402,291 Total liabilities of discontinued operations 427,291 Net assets sold 375,000 Consideration received 427,291 Related party gain recognized as a capital transaction 52,291
Disposal Groups, Including Discontinued Operations [Table Text Block]	March 31, 2017 March 31, 2016 Revenue – Third Parties $ 11,435 286,039 Revenue – Related Parties - 17,382 Less: Cost of Goods Sold 6,041 219,582 Gross Profit 5,394 83,839 Other expenses General and administrative 27,250 75,871 Payroll expenses - 100,956 Professional fees - 13,125 Engineering research and development - (21,174 ) Depreciation and amortization expense - 6,842 Interest expense 5,789 1,951 Income (loss) from discontinued operations (27,645 ) (93,732 )

NOTES PAYABLE (Narrative) (Deta

NOTES PAYABLE (Narrative) (Details)	3 Months Ended
	Mar. 31, 2017USD ($)
Notes Payable 1	$ 350,000
Notes Payable 2	11
Notes Payable 3	$ 364,336
Notes Payable 4	14,336
Notes Payable 5	$ 20,125

SHAREHOLDERS EQUITY (Narrative)

SHAREHOLDERS EQUITY (Narrative) (Details)	3 Months Ended
	Mar. 31, 2017USD ($)d$ / sharesshares
Shareholders Equity 1	50,000,000
Shareholders Equity 2 | $	$ 0.001
Shareholders Equity 3	27,347,563
Shareholders Equity 4	27,347,563
Shareholders Equity 5	7,568,537
Shareholders Equity 6	7,568,537
Shareholders Equity 7	7,568,537
Shareholders Equity 8	27,347,563
Shareholders Equity 9	34,916,100
Shareholders Equity 10 | d	30
Shareholders Equity 11 | $	$ 0.45
Shareholders Equity 12 | d	30
Shareholders Equity 13 | $ / shares	$ 3.50
Shareholders Equity 14	150,000,000
Shareholders Equity 15 | $	$ 0.001
Shareholders Equity 16	61,250,000
Shareholders Equity 17	69,318,537
Shareholders Equity 18	1,000,000
Shareholders Equity 19	250,000
Shareholders Equity 20	250,000
Shareholders Equity 21 | $	$ 17,530
Shareholders Equity 22 | $	$ 40,000
Shareholders Equity 23	500,000
Shareholders Equity 24 | $	$ 50,000
Shareholders Equity 25	1,000,000
Shareholders Equity 26	500,000
Shareholders Equity 27	500,000
Shareholders Equity 28 | $	$ 12,750
Shareholders Equity 29 | $	$ 50,000

OPTIONS (Narrative) (Details)

OPTIONS (Narrative) (Details)	3 Months Ended
	Mar. 31, 2017USD ($)yr$ / sharesshares
Options 1 | shares	2,050,000
Options 2 | shares	100,000
Options 3 | $ / shares	$ 0.25
Options 4 | shares	750,000
Options 5 | $ / shares	$ 0.25
Options 6 | shares	1,000,000
Options 7 | $ / shares	$ 0.20
Options 8 | shares	200,000
Options 9 | $ / shares	$ 0.20
Options 10	2
Options 11 | yr	5
Options 12	$ 430,839
Options 13	218.00%
Options 14	396.00%
Options 15	27.00%
Options 16	1.74%
Options 17	1
Options 18 | yr	5
Options 19	$ 65,360
Options 20	295,553
Options 21	91,519
Options 22	$ 0
Options 23	1,750,000
Options 24 | shares	300,000
Options 25	$ 0.25
Options 26 | yr	0.08
Options 27	$ 0

COMMITMENTS AND CONTINGENCIES21

COMMITMENTS AND CONTINGENCIES (Narrative) (Details)	3 Months Ended
	Mar. 31, 2017USD ($)$ / yr
Commitments And Contingencies 1 | $	$ 99
Commitments And Contingencies 2 | $ / yr	1,188

RELATED PARTY TRANSACTIONS (Nar

RELATED PARTY TRANSACTIONS (Narrative) (Details)	3 Months Ended
	Mar. 31, 2017USD ($)
Related Party Transactions 1	$ 350,000
Related Party Transactions 2	3.00%
Related Party Transactions 3	$ 175,000
Related Party Transactions 4	175,000
Related Party Transactions 5	15,008
Related Party Transactions 6	100,000
Related Party Transactions 7	110,000
Related Party Transactions 8	110,000
Related Party Transactions 9	75,000
Related Party Transactions 10	35,000
Related Party Transactions 11	25,000
Related Party Transactions 12	$ 350,000

DISCONTINUED OPERATIONS STORE23

DISCONTINUED OPERATIONS STORED ENERGY AND DAYLIGHT PUMP DIVISIONS (Narrative) (Details)	3 Months Ended
	Mar. 31, 2017USD ($)
Discontinued Operations Stored Energy And Daylight Pump Divisions 1	$ 350,000
Discontinued Operations Stored Energy And Daylight Pump Divisions 2	3.00%
Discontinued Operations Stored Energy And Daylight Pump Divisions 3	$ 175,000
Discontinued Operations Stored Energy And Daylight Pump Divisions 4	175,000
Discontinued Operations Stored Energy And Daylight Pump Divisions 5	15,008
Discontinued Operations Stored Energy And Daylight Pump Divisions 6	25,000
Discontinued Operations Stored Energy And Daylight Pump Divisions 7	350,000
Discontinued Operations Stored Energy And Daylight Pump Divisions 8	$ 443,935

SUBSEQUENT EVENTS (Narrative) (

SUBSEQUENT EVENTS (Narrative) (Details)	3 Months Ended
	Mar. 31, 2017USD ($)
Subsequent Events 1	$ 14,000,000

Schedule of Future Minimum Rent

Schedule of Future Minimum Rental Payments for Operating Leases (Details)	3 Months Ended
	Mar. 31, 2017USD ($)
Commitments And Contingencies Schedule Of Future Minimum Rental Payments For Operating Leases 1	$ 0
Commitments And Contingencies Schedule Of Future Minimum Rental Payments For Operating Leases 2	0
Commitments And Contingencies Schedule Of Future Minimum Rental Payments For Operating Leases 3	0
Commitments And Contingencies Schedule Of Future Minimum Rental Payments For Operating Leases 4	0
Commitments And Contingencies Schedule Of Future Minimum Rental Payments For Operating Leases 5	0
Commitments And Contingencies Schedule Of Future Minimum Rental Payments For Operating Leases 6	$ 0

Schedule of Asset and liabiliti

Schedule of Asset and liabilities of Discontinued Operations From Stored Energy Division (Details)	3 Months Ended
	Mar. 31, 2017USD ($)
Discontinued Operations Stored Energy And Daylight Pump Divisions Schedule Of Asset And Liabilities Of Discontinued Operations From Stored Energy Division 1	$ 180,681
Discontinued Operations Stored Energy And Daylight Pump Divisions Schedule Of Asset And Liabilities Of Discontinued Operations From Stored Energy Division 2	13,830
Discontinued Operations Stored Energy And Daylight Pump Divisions Schedule Of Asset And Liabilities Of Discontinued Operations From Stored Energy Division 3	169,275
Discontinued Operations Stored Energy And Daylight Pump Divisions Schedule Of Asset And Liabilities Of Discontinued Operations From Stored Energy Division 4	363,786
Discontinued Operations Stored Energy And Daylight Pump Divisions Schedule Of Asset And Liabilities Of Discontinued Operations From Stored Energy Division 5	350,000
Discontinued Operations Stored Energy And Daylight Pump Divisions Schedule Of Asset And Liabilities Of Discontinued Operations From Stored Energy Division 6	28,794
Discontinued Operations Stored Energy And Daylight Pump Divisions Schedule Of Asset And Liabilities Of Discontinued Operations From Stored Energy Division 7	378,794
Discontinued Operations Stored Energy And Daylight Pump Divisions Schedule Of Asset And Liabilities Of Discontinued Operations From Stored Energy Division 8	363,786
Discontinued Operations Stored Energy And Daylight Pump Divisions Schedule Of Asset And Liabilities Of Discontinued Operations From Stored Energy Division 9	378,794
Discontinued Operations Stored Energy And Daylight Pump Divisions Schedule Of Asset And Liabilities Of Discontinued Operations From Stored Energy Division 10	$ 15,008

Schedule of Asset and liabili27

Schedule of Asset and liabilities Held for Sale of Discontinued Operation From Daylight Pump Division (Details)	3 Months Ended
	Mar. 31, 2017USD ($)
Discontinued Operations Stored Energy And Daylight Pump Divisions Schedule Of Asset And Liabilities Held For Sale Of Discontinued Operation From Daylight Pump Division 1	$ 375,000
Discontinued Operations Stored Energy And Daylight Pump Divisions Schedule Of Asset And Liabilities Held For Sale Of Discontinued Operation From Daylight Pump Division 2	0
Discontinued Operations Stored Energy And Daylight Pump Divisions Schedule Of Asset And Liabilities Held For Sale Of Discontinued Operation From Daylight Pump Division 3	0
Discontinued Operations Stored Energy And Daylight Pump Divisions Schedule Of Asset And Liabilities Held For Sale Of Discontinued Operation From Daylight Pump Division 4	375,000
Discontinued Operations Stored Energy And Daylight Pump Divisions Schedule Of Asset And Liabilities Held For Sale Of Discontinued Operation From Daylight Pump Division 5	25,000
Discontinued Operations Stored Energy And Daylight Pump Divisions Schedule Of Asset And Liabilities Held For Sale Of Discontinued Operation From Daylight Pump Division 6	402,291
Discontinued Operations Stored Energy And Daylight Pump Divisions Schedule Of Asset And Liabilities Held For Sale Of Discontinued Operation From Daylight Pump Division 7	427,291
Discontinued Operations Stored Energy And Daylight Pump Divisions Schedule Of Asset And Liabilities Held For Sale Of Discontinued Operation From Daylight Pump Division 8	375,000
Discontinued Operations Stored Energy And Daylight Pump Divisions Schedule Of Asset And Liabilities Held For Sale Of Discontinued Operation From Daylight Pump Division 9	427,291
Discontinued Operations Stored Energy And Daylight Pump Divisions Schedule Of Asset And Liabilities Held For Sale Of Discontinued Operation From Daylight Pump Division 10	$ 52,291

Disposal Groups, Including Disc

Disposal Groups, Including Discontinued Operations (Details)	3 Months Ended
	Mar. 31, 2017USD ($)
Discontinued Operations Stored Energy And Daylight Pump Divisions Disposal Groups, Including Discontinued Operations 1	$ 11,435
Discontinued Operations Stored Energy And Daylight Pump Divisions Disposal Groups, Including Discontinued Operations 2	286,039
Discontinued Operations Stored Energy And Daylight Pump Divisions Disposal Groups, Including Discontinued Operations 3	0
Discontinued Operations Stored Energy And Daylight Pump Divisions Disposal Groups, Including Discontinued Operations 4	17,382
Discontinued Operations Stored Energy And Daylight Pump Divisions Disposal Groups, Including Discontinued Operations 5	6,041
Discontinued Operations Stored Energy And Daylight Pump Divisions Disposal Groups, Including Discontinued Operations 6	219,582
Discontinued Operations Stored Energy And Daylight Pump Divisions Disposal Groups, Including Discontinued Operations 7	5,394
Discontinued Operations Stored Energy And Daylight Pump Divisions Disposal Groups, Including Discontinued Operations 8	83,839
Discontinued Operations Stored Energy And Daylight Pump Divisions Disposal Groups, Including Discontinued Operations 9	27,250
Discontinued Operations Stored Energy And Daylight Pump Divisions Disposal Groups, Including Discontinued Operations 10	75,871
Discontinued Operations Stored Energy And Daylight Pump Divisions Disposal Groups, Including Discontinued Operations 11	0
Discontinued Operations Stored Energy And Daylight Pump Divisions Disposal Groups, Including Discontinued Operations 12	100,956
Discontinued Operations Stored Energy And Daylight Pump Divisions Disposal Groups, Including Discontinued Operations 13	0
Discontinued Operations Stored Energy And Daylight Pump Divisions Disposal Groups, Including Discontinued Operations 14	13,125
Discontinued Operations Stored Energy And Daylight Pump Divisions Disposal Groups, Including Discontinued Operations 15	0
Discontinued Operations Stored Energy And Daylight Pump Divisions Disposal Groups, Including Discontinued Operations 16	(21,174)
Discontinued Operations Stored Energy And Daylight Pump Divisions Disposal Groups, Including Discontinued Operations 17	0
Discontinued Operations Stored Energy And Daylight Pump Divisions Disposal Groups, Including Discontinued Operations 18	6,842
Discontinued Operations Stored Energy And Daylight Pump Divisions Disposal Groups, Including Discontinued Operations 19	5,789
Discontinued Operations Stored Energy And Daylight Pump Divisions Disposal Groups, Including Discontinued Operations 20	1,951
Discontinued Operations Stored Energy And Daylight Pump Divisions Disposal Groups, Including Discontinued Operations 21	(27,645)
Discontinued Operations Stored Energy And Daylight Pump Divisions Disposal Groups, Including Discontinued Operations 22	$ (93,732)