Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2014 | 5-May-14 | |
Document And Entity Information | ' | ' |
Entity Registrant Name | 'Blow & Drive Interlock Corporation | ' |
Entity Central Index Key | '0001586495 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 31-Mar-14 | ' |
Amendment Flag | 'false | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Common Stock, Shares Outstanding | ' | 14,565,000 |
Document Fiscal Period Focus | 'Q1 | ' |
Document Fiscal Year Focus | '2014 | ' |
Balance_Sheets
Balance Sheets (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Current Assets: | ' | ' |
Cash | $44,057 | $2,000 |
Prepaid expenses | 7,500 | ' |
Total current assets | 51,557 | 2,000 |
Other assets | ' | ' |
Deposit | 48,000 | ' |
Total assets | 99,557 | 2,000 |
Current liabilities | ' | ' |
Accrued liabilities | 1,200 | 1,200 |
Note payable - related party | 27,753 | ' |
Total current liabilities | 28,953 | 1,200 |
Note payable - related party, net of current portion | 130,040 | ' |
Total liabilities | 158,993 | 1,200 |
Stockholders' equity | ' | ' |
Preferred stock, $0.0001 par value, 20,000,000 shares authorized; none outstanding | ' | ' |
Common stock, $0.0001 par value, 100,000,000 shares authorized; 14,565,000 and 20,000,000 shares issued and outstanding as of March 31, 2014 and December 31, 2013, respectively | 1,457 | 2,000 |
Stock subscription receivable | -457 | ' |
Additional paid-in capital | 700 | 700 |
Deficit accumulated during the development stage | -61,136 | -1,900 |
Total stockholders' equity | -59,436 | 800 |
Total Liabilities and Stockholders' Equity | $99,557 | $2,000 |
Balance_Sheets_Parenthetical
Balance Sheets (Parenthetical) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Statement of Financial Position [Abstract] | ' | ' |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred stock, shares outstanding | ' | ' |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 14,565,000 | 20,000,000 |
Common stock, shares outstanding | 14,565,000 | 20,000,000 |
Statements_of_Operations_Unaud
Statements of Operations (Unaudited) (USD $) | 3 Months Ended | 9 Months Ended |
Mar. 31, 2014 | Mar. 31, 2014 | |
Income Statement [Abstract] | ' | ' |
Sales | ' | ' |
Cost of sales | ' | ' |
Gross Profit | 0 | 0 |
Operating expenses | ' | ' |
Professional fees | 49,445 | 49,714 |
General and administrative | 8,793 | 9,624 |
Total operating expenses | 58,238 | 59,338 |
Loss from operations | -58,238 | -59,338 |
Other income (expense) | ' | ' |
Interest expense | 998 | 998 |
Income (loss) before income taxes | -59,236 | -60,336 |
Income taxes | ' | 800 |
Net (loss) | ($59,236) | ($61,136) |
Loss per common share-basic and diluted | $0 | $0 |
Weighted average number of common shares outstanding-basic and diluted | 13,976,333 | 18,014,176 |
Statements_of_Cash_Flows_Unaud
Statements of Cash Flows (Unaudited) (USD $) | 3 Months Ended | 9 Months Ended |
Mar. 31, 2014 | Mar. 31, 2014 | |
Cash Flows From Operating Activities | ' | ' |
Net loss | ($59,236) | ($61,136) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities | ' | ' |
Common stock issued for services | 970 | 970 |
Changes in: | ' | ' |
Prepaid expenses | -7,500 | -7,500 |
Deposits | -48,000 | -48,000 |
Accrued liabilities | ' | 1,200 |
Net cash used in operating activities | -113,766 | -114,466 |
Cash Flows From Financing Activities | ' | ' |
Proceeds from issuance of common stock | ' | 2,000 |
Repurchase of common shares | -1,970 | -1,970 |
Proceeds from note payable - related party | 160,000 | 160,000 |
Repayments of notes payable - related party | -2,207 | -2,207 |
Shareholder contributions | ' | 700 |
Net cash provided by financing activities | 155,823 | 158,523 |
Net increase in cash | 42,057 | 44,057 |
Cash at beginning of period | 2,000 | 0 |
Cash at end of period | 44,057 | 44,057 |
Cash paid for: | ' | ' |
Interest | ' | ' |
Taxes | ' | ' |
Non-cash transactions: | ' | ' |
Common stock issued for subscription receivable | 457 | 457 |
Common stock issued for services | $970 | $970 |
Statement_of_Changes_in_Stockh
Statement of Changes in Stockholders' Equity (USD $) | Common Stock [Member] | Additional Paid-In Capital [Member] | Stock Subscription Receivable [Member] | Accumulated Deficit [Member] | Total |
Balance at Jul. 01, 2013 | ' | ' | ' | ' | $0 |
Balance, shares at Jul. 01, 2013 | ' | ' | ' | ' | ' |
Issuance of common stock for cash | 2,000 | ' | ' | ' | 2,000 |
Issuance of common stock for cash, Shares | 20,000,000 | ' | ' | ' | ' |
Additional paid-in capital | ' | 700 | ' | ' | 700 |
Net loss | ' | ' | ' | -1,900 | -1,900 |
Balance at Dec. 31, 2013 | 2,000 | 700 | ' | -1,900 | 800 |
Balance, shares at Dec. 31, 2013 | 20,000,000 | ' | ' | ' | ' |
Issuance of common stock for services | 970 | ' | ' | ' | 970 |
Issuance of common stock for services, Shares | 9,700,000 | ' | ' | ' | ' |
Issuance of common shares for subscription receivable | 457 | ' | -457 | ' | ' |
Issuance of common shares for subscription receivable, Shares | 4,565,000 | ' | ' | ' | ' |
Repurchase of common stock | -1,970 | ' | ' | ' | -1,970 |
Repurchase of common stock, Shares | -19,700,000 | ' | ' | ' | ' |
Net loss | ' | ' | ' | -59,236 | -59,236 |
Balance at Mar. 31, 2014 | $1,457 | $700 | ($457) | ($61,136) | ($59,436) |
Balance, shares at Mar. 31, 2014 | 14,565,000 | ' | ' | ' | ' |
Nature_of_Operations_and_Summa
Nature of Operations and Summary of Significant Policies | 3 Months Ended | ||
Mar. 31, 2014 | |||
Accounting Policies [Abstract] | ' | ||
Nature of Operations and Summary of Significant Policies | ' | ||
Note 1: Nature of Operations and Summary of Significant Policies | |||
The accompanying unaudited interim condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. In the opinion of management, all adjustments (consisting only of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three-month period ended March 31, 2014 are not necessarily indicative of the results that may be expected for the full fiscal year. For further information, refer to the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2013. | |||
Nature of Operations | |||
Blow & Drive Interlock (“the Company”) was incorporated on July 2, 2013 under the laws of the State of Delaware to engage in any lawful corporate undertaking, including, but not limited to, selected mergers and acquisitions. The Company is a development-stage SEC reporting company that intends to manufacture and lease alcohol ignition interlock devices to DUI/DWI offenders as part of their mandatory court or motor vehicle department programs. The Company envisions that it will develop its market of such interlock devices through franchises, distributorships and independent installers. | |||
On February 6, 2014, James Cassidy and James McKillop, both directors of the Company and the then president and vice president, respectively, resigned such directorships and all offices of the Company. Messrs. Cassidy and McKillop each beneficially retain 150,000 shares of the Company’s common stock. | |||
On February 6, 2014, Laurence Wainer was named as the sole director of the Company and serves as its President and sole officer. | |||
On January 25, 2014, the Company entered into an agreement with Tiber Creek Corporation to effect transactions intended to combine the Company with a United States reporting company. As consideration, the Company paid Tiber Creek Corporation $40,000 upon execution of the agreement. An additional $10,000 was due thirty days thereafter, and $5,000 per month is due thereafter until paid in full, for a total of $85,000. As of March 31, 2014, a total of $50,000 had been paid to Tiber Creek. Management estimated that approximately 50% of the agreement had been satisfied by Tiber Creek as of March 31, 2014, and has therefore recorded $42,500 in professional fees and $7,500 to prepaid expenses in the accompanying statements of operations through March 31, 2014. | |||
Basis of Presentation | |||
The summary of significant accounting policies presented below is designed to assist in understanding the Company’s financial statements. Such financial statements and accompanying notes are the representations of the Company’s management, who are responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America (“GAAP”) in all material respects, and have been consistently applied in preparing the accompanying financial statements. | |||
Use of Estimates | |||
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. | |||
Concentration of Risk | |||
Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash. The Company places its cash with high quality banking institutions. From time to time, the Company maintains cash balances at certain institutions in excess of the Federal Deposit Insurance Corporation limit. | |||
Income Taxes | |||
Under ASC 740, “Income Taxes”, deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Valuation allowances are established when it is more likely than not that some or all of the deferred tax assets will not be realized. | |||
Loss per Common Share | |||
The Company has adopted ASC 260 “Earnings Per Share”. Basic loss per common shares excludes dilution and is computed by dividing net loss by the weighted average number of common shares outstanding during the period. Diluted loss per common share reflect the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the loss of the entity. As of March 31, 2014 and December 31, 2013, there are no outstanding dilutive securities. | |||
Fair Value of Financial Instruments | |||
FASB ASC 820 “Fair Value Measurements and Disclosures” establishes a three-tier fair value hierarchy, which priorities the inputs in measuring fair value. The hierarchy priorities the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. | |||
These tiers include: | |||
Level 1: | defined as observable inputs such as quoted prices in active markets; | ||
Level 2: | defined as inputs other than quoted prices in active markets that is either directly or indirectly observable; and | ||
Level 3: | defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. | ||
The carrying amounts of financial assets and liabilities, such as cash and accrued liabilities approximate their fair values because of the short maturity of these instruments. | |||
Revenue | |||
The Company has no revenue as of March 31, 2014. | |||
Share-Based Compensation | |||
The Company follows the provisions of ASC 718, Share-Based Payment, which requires all share-based payments to employees and non-employees to be recognized in the income statement based on their fair values. The Company uses the Black-Scholes pricing model for determining the fair value of share-based compensation. |
Going_Concern
Going Concern | 3 Months Ended |
Mar. 31, 2014 | |
Going Concern | ' |
Going Concern | ' |
Note 2: Going Concern | |
The Company has sustained a cumulative net loss and accumulated deficit of $61,136, since inception of the Company on July 2, 2013. The Company’s continuation as a going concern is dependent on its ability to generate sufficient cash flows from operations to meet its obligations, which it has not been able to accomplish to date, and /or obtain additional financing from its stockholders and/or other third parties. During the quarter ended March 31, 2014, the Company raised $160,000 from its largest shareholder (see Note 7). Subsequent to March 31, 2014, the Company raised an additional $75,000 from this same shareholder (See Note 9) and management believes that after these cash infusions, the Company has adequate working capital to operate at least through December 31, 2014 based on anticipated cash needs. | |
Management’s plans also include selling its equity securities and obtaining debt financing to fund its capital requirement and on-going operations; however, there can be no assurance the Company will be successful in these efforts. These factors create substantial doubt about the Company’s ability to continue as a going concern. | |
There is no assurance that the Company will ever be profitable. The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result should the Company be unable to continue as a going concern. |
Recent_Accounting_Pronouncemen
Recent Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2014 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | ' |
Recent Accounting Pronouncements | ' |
Note 3: Recent Accounting Pronouncements | |
On April 22, 2013, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2013-07, “Presentation of Financial Statements (Topic 205): Liquation Basis of Accounting” which is effective for reporting periods beginning after December 15, 2013. | |
The amendments in the Update require an entity to prepare its financial statements using the liquidation basis of accounting when liquidation is imminent. Liquidation is imminent when the likelihood is remote that the entity will return from liquidation and either (a) a plan for liquidation is approved by the person or persons with the authority to make such a plan effective and the likelihood is remote that the execution of the plan will be blocked by other parties or (b) a plan for liquidation is being imposed by other forces (for example, involuntary bankruptcy). If a plan for liquidation was specified in the entity’s governing documents from the entity’s inception (for example, limited-life entities), the entity should apply the liquidation basis of accounting only if the approved plan for liquidation differs from the plan for liquidation that was specified at the entity’s inception. The amendments require financial statements prepared using the liquidation basis of accounting to present relevant information about an entity’s expected resources in liquidation by measuring and presenting assets at the amount of the expected cash proceeds from liquidation. The entity should include in its presentation of assets any items it had not previously recognized under U.S. GAAP but that it expects to either sell in liquidation or use in settling liabilities (for example, trademarks). | |
Management does not expect the adoption of ASU No. 2013-07 to have a significant impact on the Company’s results of operations, financial position or cash flow. | |
Management does not expect the adoption of other recently issued accounting pronouncements to have a significant impact on the Company’s results of operations, financial position or cash flow. |
Stock_Issuance
Stock Issuance | 3 Months Ended |
Mar. 31, 2014 | |
Stock Issuance | ' |
Stock Issuance | ' |
Note 4: Stock Issuance | |
On February 6, 2014, the Company redeemed an aggregate of 19,700,000 of the then 20,000,000 shares of outstanding stock at a redemption price of $.0001 per share for an aggregate redemption price of $1,970. | |
On February 7, 2014, the Company issued 9,700,000 shares of its common stock at par representing 97% of the then total outstanding 10,000,000 shares of common stock. | |
During the three months ended March 31, 2014, the Company issued 4,565,000 shares at par value of $0.0001 for a total of $456.50 from stock subscription receivable agreements. |
Warrants_Issuance
Warrants Issuance | 3 Months Ended |
Mar. 31, 2014 | |
Warrants Issuance | ' |
Warrants Issuance | ' |
Note 5: Warrants Issuance | |
There were no warrant issuances during the three months ended March 31, 2014. |
Related_Party_Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2014 | |
Related Party Transactions [Abstract] | ' |
Related Party Transactions | ' |
Note 6: Related Party Transactions | |
The Company entered into a five year lease agreement with a related party to lease office space, effective February 1, 2014. The lease requires monthly payments of $4,500. The lease is subject to renewal upon expiration. In accordance with the lease terms, the Company made a security deposit that totaled $18,000. |
Notes_Payable
Notes Payable | 3 Months Ended |
Mar. 31, 2014 | |
Notes Payable [Abstract] | ' |
Notes Payable | ' |
Note 7: Notes Payable | |
On February 16, 2014, the Company entered into a note payable agreement with Laurence Wainer, the director, President and sole officer of the Company. The note has a principal balance of $160,000 and bears interest at 7.75% per annum. Principal and interest payments are due in 60 equal monthly installments beginning in March 2014 of $3,205. |
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2014 | |
Commitments And Contingencies | ' |
Commitments and Contingencies | ' |
Note 8: Commitments and Contingencies | |
Liabilities for loss contingencies arising from claims, assessments, litigation, fines, and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount can be reasonably estimated. Legal costs incurred in connection with loss contingencies are expensed as incurred. As of March 31, 2014, the Company has no contingent liability that is required to be recorded. | |
On January 25, 2014, the Company entered into an agreement with Tiber Creek Corporation to effect transactions intended to combine the Company with a United States reporting company. As consideration, the Company paid Tiber Creek Corporation $40,000 upon execution of the agreement. An additional $10,000 was due thirty days thereafter, and $5,000 per month is due thereafter until paid in full, for a total of $85,000. |
Subsequent_Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2014 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
Note 9: Subsequent Events | |
On April 7, 2014, Laurence Wainer contributed $75,000 as additional paid in capital. |