Code Rebel (CDRBQ) 10-Q 16 Nov 15 2015 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information	9 Months Ended
	Sep. 30, 2015shares
Document And Entity Information
Entity Registrant Name	Code Rebel Corp
Entity Central Index Key	1,613,011
Document Type	10-Q
Document Period End Date	Sep. 30, 2015
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding	13,354,225
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2,015

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)	Sep. 30, 2015	Dec. 31, 2014
CURRENT ASSETS
Cash and cash equivalents	$ 3,150,810	$ 632,316
Accounts receivable	135,511	13,093
Deposit and prepaid expense	67,892	2,152
TOTAL CURRENT ASSETS	3,354,213	647,561
Intangible assets, net	11,644	$ 13,292
Property and equipment, net	16,522
Goodwill	9,194,043
TOTAL ASSETS	12,576,422	$ 660,853
CURRENT LIABILITIES
Accounts payable and accrued expenses	199,453	$ 212,297
Accounts payable to related party	65,871
Income tax payable	$ 9,039
Interest payable		$ 39,869
Warrant liabilities		68,000
Convertible notes payable, net		718,658
Payable to related party	$ 113,653	444,405
TOTAL CURRENT LIABILITIES	$ 388,016	1,483,228
LONG TERM LIABILITIES
Line of credit		49,629
Convertible notes payable, net		606,430
TOTAL NON-CURRENT LIABILITIES		656,059
TOTAL LIABILITIES	$ 388,016	2,139,288
STOCKHOLDERS' EQUITY (DEFICIT)
Common Stock, $0.0001 par value, 20,000,000 shares authorized, 13,354,225 and 10,000,000 shares issued and outstanding as of June 30, 2015 and December 31, 2014, respectively	1,335	1,000
Additional paid-in capital	14,704,865	109,378
Accumulated deficit	(2,517,794)	(1,588,813)
TOTAL STOCKHOLDERS' EQUITY (DEFICIT)	12,188,406	(1,478,435)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)	$ 12,576,422	$ 660,853

CONDENSED CONSOLIDATED BALANCE3

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Sep. 30, 2015	Dec. 31, 2014
Statement of Financial Position [Abstract]
Common stock, par value	$ 0.0001	$ .0001
Common stock, shares authorized	20,000,000	20,000,000
Common stock, shares issued	13,354,225	10,000,000
Common stock, shares outstanding	13,354,225	10,000,000

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Income Statement [Abstract]
Net Revenues	$ 249,912	$ 51,335	$ 331,335	$ 175,553
Cost of revenues	225,260	35,342	368,175	80,241
Gross profit (loss)	24,652	15,993	(36,840)	95,312
Operating Expenses:
Depreciation and amortization expense	1,890	1,224	3,311	4,696
Advertising and promotion	36,067	3,797	45,114	15,177
Professional expenses	295,615	138,255	369,510	428,545
General and administration expenses	205,950	7,241	392,172	25,847
Total operating expenses	539,522	150,517	810,107	474,265
Loss from operations	(514,870)	(134,524)	(846,947)	(378,953)
Other Expenses:
Interest expense	$ 1,328	18,725	34,621	21,832
Amortization of debt discount		12,071	47,413	12,870
Total Other Expense	$ 1,328	30,796	82,034	34,702
Loss before income taxes	$ (516,198)	$ (165,320)	$ (928,981)	$ (413,655)
Provision for income taxes
Net loss	$ (516,198)	$ (165,320)	$ (928,981)	$ (413,655)
Net loss per share
Basic and Diluted:	$ (.40)	$ (.017)	$ (.082)	$ (.041)
Weighted average number of shares used in computing basic and diluted net loss per share:
Basic	13,017,129	10,000,000	11,336,970	10,000,000
Diluted	13,017,129	10,000,000	11,336,970	10,000,000

CONSOLIDATED STATEMENT OF STOCK

CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY (DEFICIT) - USD ($)	Common Stock	Additional Paid-In Capital	Accumulated Deficit	Total
Beginning balance, Shares at Dec. 31, 2013	10,000,000
Beginning balance, Amount at Dec. 31, 2013	$ 100	$ 109,378	$ (908,871)	$ (789,493)
Net loss			(679,942)	(679,942)
Ending balance, Shares at Dec. 31, 2014	10,000,000
Ending balance, Amount at Dec. 31, 2014	$ 1,000	$ 109,378	$ (1,588,813)	(1,478,435)
Shares issued on note conversion, Shares	1,681,731
Shares issued on note conversion, Amount	$ 168	1,681,563		1,681,731
Sale of common stock in initial public offering, net of expenses, Shares	1,000,983
Sale of common stock in initial public offering, net of expenses, Amount	$ 100	4,278,876		4,278,976
Reclassification of warrant liabilities, Amount		80,500		$ 80,500
Stock based compensation, Shares	4,000			4,000
Stock based compensation, Amount		57,200		$ 57,200
Stock issued for acquisition of subsidiary, Shares	667,511			8,497,415
Stock issued for acquisition of subsidiary, Amount	$ 67	$ 8,497,348		$ 8,497,415
Net loss			$ (928,981)	(928,981)
Ending balance, Shares at Sep. 30, 2015	413,354,225
Ending balance, Amount at Sep. 30, 2015	$ 1,335	$ 14,704,865	$ (2,517,794)	$ 12,188,406

CONDENSED CONSOLIDATED STATEME6

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($)	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
Statement of Cash Flows [Abstract]
Net loss	$ (928,981)	$ (413,655)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	3,311	4,696
Interest from discount on debt	47,413	$ 12,870
Stock based compensation	57,200
(Increase) decrease in current assets:
Accounts receivable	(45,517)	$ (984)
Deposit and prepaid expense	(60,451)	(22,820)
Increase (decrease) in current liabilities:
Accounts payable and accrued expenses	(99,520)	159,202
Accrued interest	31,862	19,301
Net cash used in operating activities	(994,683)	(241,390)
CASH FLOWS FROM INVESTING ACTIVITIES
Cash acquired upon reorganization	132,767	$ 3,323
Cash paid on acquisition	(750,000)
Purchase of property, plant and equipment	(18,185)
Net cash (used in) provided by investing activities	(635,418)	$ 3,323
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from sale of common stock from the IPO	5,004,915
IPO costs	(725,939)
Proceeds from issuance of notes payable	250,000	$ 1,360,000
Repayment to related party, net	(330,752)	(154,218)
Repayment of line of credit, net	(49,629)	(302)
Net cash provided by financing activities	4,148,595	1,205,480
Net increase in cash and cash equivalents	2,518,494	$ 967,413
Cash and cash equivalents, at the beginning of the period	632,316
Cash and cash equivalents, at the end of the period	$ 3,150,810	$ 967,413
SUPPLEMENTAL DISCLOSURES:
Cash paid during the year for income tax payments
Cash paid during the year for interest payments		$ 2,531
Non- cash investing and financing activities:
Shares issued for the acquisition	$ 8,497,415
Sale of office condominium as payment to related party		$ 117,041
Assumption of mortgage by related party on sale of building		$ 329,837
Conversion of notes payable and accrued interest	$ 1,681,731
Warrants granted on note payables	$ 12,500	$ 68,000

BASIS OF PRESENTATION AND ORGAN

BASIS OF PRESENTATION AND ORGANIZATION	9 Months Ended
	Sep. 30, 2015
Accounting Policies [Abstract]
BASIS OF PRESENTATION AND ORGANIZATION	Organization Code Rebel Corporation (the “Company”, “we”, “our”) was organized under the laws of the State of Delaware on May 8, 2014. Code Rebel, LLC was organized under the laws of the State of Hawaii on April 27, 2007. The idea behind Code Rebel was to create a new remote access protocol that would allow the user to access a specific application on a remote Mac computer. After two years of development, the protocol concept was extended to be able to merge a remote Mac desktop with a local Windows desktop. Finally, the company developed the full iRAPP Protocol specification, multi-user terminal server for Mac (iRAPP TS), client-side application for Windows (iRAPP Client for Windows) and client-side application for Mac (iRAPP Client for Mac). After multiple requests from customers in 2008, in 2009 the support for Microsoft's Remote Desktop Protocol (RDP) was added. Today, customers can connect to a remote Mac using iRAPP Client or any existing RDP Client. In addition, Code Rebel is distributing iRAPP Terminal Server under single-user license as "iRAPP". The iRAPP TS provides a wide range of usage cases. Our customers use iRAPP TS to build OSX/iOS applications, access and print corporate documents, run shared business applications, perform quality assurance, control and maintain servers and personal computers remotely. Code Rebel's Load Balancing solution (a free addition to iRAPP TS), allows customers to create a cluster of terminal servers, so multiple users can access multiple servers, using a single entry point. On July 31, 2015, the Company acquired ThinOps Resources LLC (ThinOps) in exchange for 667,511 shares of common stock of the Company valued at $8,497,415 and $750,000 in cash. ThinOps was organized under the laws of the State of Texas on October 25, 2012 to provide management and technology consultancy. The acquisition was accounted for under the purchase method of accounting. The Company has included the results of ThinOps operations since the acquisition date. Reorganization On May 20, 2014, the Company and the Members of Code Rebel, LLC entered into a securities exchange agreement (“Agreement”) for 10,000,000 common shares of Code Rebel Corporation. Upon consummation of the Agreement, Code Rebel, LLC became a wholly owned subsidiary of Code Rebel Corporation (“Reorganization”) and the members of Code Rebel, LLC became 100% owners of Code Rebel Corporation. The Reorganization transaction was accounted for as a roll-up of entities under common control. The Company recognized the assets and liabilities of the entities acquired in the Reorganization at their historical carrying amounts. The Reorganization date of January 1, 2014 was used as inception for the financial statements. Initial Public Offering The Company closed an initial public offering, (“IPO”), of 1,000,983 shares of common stock at a price of $5.00 per share on May 19, 2015. The Company received aggregate net proceeds, after deducting underwriting discounts and commissions and estimated offering expenses, of approximately $4.3 million. Burnham Securities, Inc. acted as the sole underwriter for our IPO. The Company issued the underwriter a five-year warrant (the “Underwriting Warrant”) to purchase 40,039 shares of common stock at an exercise price of $5.00 per share. The Underwriting Warrant was not exercisable until November 7, 2015 (180 days from the date the underwriting agreement was executed). The convertible notes, including accrued interest of $71,731, were converted into 1,681,731 shares of common stock effective upon the completion of the IPO.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Sep. 30, 2015
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	Basis of Presentation These unaudited interim condensed financial statements have been prepared by the Company’s management in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and in the opinion of management, contain all adjustments (consisting of only normal recurring adjustments) necessary to present fairly the Company’s financial position, results of operations and cash flows for the periods presented. Certain information and note disclosures normally included in annual financial statements prepared in accordance with GAAP have been omitted in these unaudited interim condensed financial statements. The results of operations, financial position, and cash flows for the periods presented herein are not necessarily indicative of future financial results. These unaudited interim condensed financial statements should be read in conjunction with the Company’s December 31, 2014 financial statements and notes thereto included in the Company’s Registration Statement on Form S-1 (Registration No. 333-203089), declared effective on May 11, 2015 by the Securities and Exchange Commission (“SEC”). The year-end condensed balance sheet data was derived from audited financial statements, but does not include all disclosures required by GAAP. Principles of Consolidation The consolidated financial statements include the accounts of Code Rebel Corporation and its wholly owned subsidiaries Code Rebel, LLC and ThinOps Resources, LLC. All intercompany accounts and transactions have been eliminated in the preparation of these consolidated statements. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Estimates and assumptions are reviewed periodically and the effects of revisions are reflected in the consolidated financial statements in the period they are determined. Cash and Cash Equivalents Cash and equivalents include cash in hand and cash in demand deposits, certificates of deposit and all highly liquid debt instruments with original maturities of three months or less. We maintain cash deposits at banks located in Hawaii, Texas and New York. Deposits at these banks are insured by the Federal Deposit Insurance Corporation up to $250,000. We have not experienced any losses in such accounts and believe we are not exposed to any significant risk on cash and cash equivalents. Revenue Recognition The Company’s revenue recognition policies are in compliance with Staff Accounting Bulletin (SAB) 104. Income Taxes The Company accounts for income taxes in accordance with FASB ASC 740, "Income Taxes". Under FASB ASC 740, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial statement reporting amounts at each period end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. The provision for income taxes represents the tax expense for the period, if any, and the change during the period in deferred tax assets and liabilities. The Company has significant income tax net operating losses; however, due to the uncertainty of the realizability of the related deferred tax asset and other deferred tax assets, a valuation allowance equal to the amount of deferred tax assets has been established at September 30, 2015 and 2014. FASB ASC 740 also provides criteria for the recognition, measurement, presentation and disclosure of uncertain tax positions. A tax benefit from an uncertain position may be recognized only if it is “more likely than not” that the position is sustainable based on its technical merit. The Company’s federal and state income tax returns for the tax years 2011, 2012, 2013 and 2014 remain subject to examination for federal and state taxes. Property & equipment Property and equipment is stated at cost and depreciated using the straight-line method over the shorter of the estimated useful life of the asset or the lease term. The estimated useful lives of our property and equipment are generally as follows: Computer software 3 to 10 years Computer hardware 5 to 15 years Furniture and equipment 3 to 5 years Description September 30, 2015 December 31, 2014 Furniture and equipment $ 18,185 $ - Total Property and equipment 18,185 - Less: Accumulated depreciation (1,663 ) - $ 16,522 $ - On December 31, 2014, fixed assets valued at $7,828 that were fully depreciated were disposed of. For the three-month periods ended September 30, 2015 and 2014, depreciation expense was $1,340 and $226, respectively. For the nine-month periods ended September 30, 2015 and 2014, depreciation expense was $1,663 and $703, respectively. Earnings per Share (EPS) We utilize FASB ASC 260, “Earnings per Share.” Basic earnings (loss) per share is computed by dividing earnings (loss) available to common stockholders by the weighted-average number of common shares outstanding. Diluted earnings (loss) per share is computed similar to basic earnings (loss) per share except that the denominator is increased to include additional common shares available upon exercise of stock options and warrants using the treasury stock method, except for periods of operating loss for which no common share equivalents are included because their effect would be anti-dilutive. Three Months Ended Nine Months Ended September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 Net loss $ (516,198 ) $ (165,320 ) $ (928,981 ) $ (413,655 ) Net loss per share Basic and Diluted: $ (0.040 ) $ (0.017 ) $ (0.082 ) $ (0.041 ) Weighted average number of shares used in computing basic and diluted net loss per share: Basic 13,017,129 10,000,000 11,336,970 10,000,000 Diluted 13,017,129 10,000,000 11,336,970 10,000,000 Recently Issued Accounting Pronouncements The Company has considered recent accounting pronouncements and believes these recent pronouncements will not have a material effect on the Company’s financial statements.

INTANGIBLE ASSETS

INTANGIBLE ASSETS	9 Months Ended
	Sep. 30, 2015
Goodwill and Intangible Assets Disclosure [Abstract]
INTANGIBLE ASSETS	Intangible assets consisted of the following at September 30, 2015 and December 31, 2014: Description September 30, 2015 December 31, 2014 Microsoft License $ 10,000 $ 10,000 Development Costs 33,951 33,951 Trademark 6,714 6,714 Total intangible assets 50,665 50,665 Less: Accumulated amortization (39,021 ) (37,373 ) Intangible Assets, net $ 11,644 $ 13,292 Development costs are amortized over three years. Licenses are amortized over five years. Trademarks for $6,714 were deemed to have indefinite lives and are not amortized but are tested for impairment annually. As of September 30, 2015, the Company concluded there was no impairment. Amortization expense was $550 and $998 for the three-months ended September 30, 2015 and 2014, respectively, Amortization expense was $1,648 and $3,993 for the nine-month periods ended September 30, 2015 and 2014, respectively. Amortization for the Company’s intangible assets over the next five fiscal years from September 30, 2015 is estimated to be: 2016 $ 2,196 2017 2,196 2018 538 $ 4,930

ACQUISITION OF THINOPS RESOURCE

ACQUISITION OF THINOPS RESOURCES LLC	9 Months Ended
	Sep. 30, 2015
Business Combinations [Abstract]
ACQUISITION OF THINOPS RESOURCES LLC	On July 31, 2015, the Company, acquired 100% of the membership interests of ThinOps Resources LLC (“ThinOps”), a Texas limited liability company, pursuant to the terms of a Membership Interest Purchase Agreement (“Purchase Agreement”) among Code Rebel, ThinOps and Thomas M. Moreno, the sole member of ThinOps (the “Member”). ThinOps Resources is a management and technology consulting services firm based in Houston, Texas. The acquisition was accounted for under the purchase method of accounting. The Company has included the results of operations since the acquisition date. The consideration paid by the Company to the sole Member in the transaction at closing was $9.25 million in cash and stock. On July 31, 2015, the Company issued approximately 667,511 shares of its common stock with an agreed upon value of $8.5 million (based on the volume weighted average closing price of the Company’s common stock on the Nasdaq Capital Market for the ten trading days immediately preceding the closing date of the Purchase Agreement). The total consideration paid excludes transaction costs. The Company recorded goodwill of $9,194,043 on the acquisition. The table below shows the calculation of the goodwill: Total Purchase price Cash $ 750,000 Stock issued (667,511 $12.73 per share) 8,497,415 Total Acquisition Cost 9,247,415 Less: Net Assets acquired Cash 132,767 Accounts Receivable 76,901 Other assets 5,289 Total Identifiable Assets 214,957 Accounts payable and accrued expenses (152,546 ) Income tax payable (9,039 ) Total liabilities assumed (161,585 ) Net assets acquired 53,372 Total goodwill $ 9,194,043

RELATED-PARTY TRANSACTIONS

RELATED-PARTY TRANSACTIONS	9 Months Ended
	Sep. 30, 2015
Related Party Transactions [Abstract]
RELATED-PARTY TRANSACTIONS	As of September 30, 2015 and 2014, the Company contracted services from a related company controlled by a member and officer of this Company. Contracted services included development, rent and administrative services that amounted to $118,545 and $25,437, respectively, during the three-month periods ended September 30, 2015 and 2014. Contracted services included development, rent and administrative services that amounted to $293,044 and $76,483, respectively, during the nine-month periods ended September 30, 2015 and 2014. As of September 30, 2015 and December 31, 2014, the Company had amounts payable to the related company of $113,653 and $444,405, respectively. As of September 30, 2015 and December 31, 2014, respectively, the Company had accounts payable to the related company of $65,871 and $0, respectively.

LINE OF CREDIT

LINE OF CREDIT	9 Months Ended
	Sep. 30, 2015
Debt Disclosure [Abstract]
LINE OF CREDIT	Code Rebel, LLC obtained a line of credit with First Hawaii Bank on May 21, 2012 for $50,000 with an adjustable interest rate. The terms of the current line of credit is interest at 6.4635% per annum, minimum monthly payments of $263.38 for interest with final payment due by May 31, 2016. The line of credit is guaranteed by an officer of the Company. As of September 30, 2015, the Company had paid off this line of credit. The Company paid interest of $1,266 and $2,399 for the nine-month periods ended September 30, 2015 and 2014, respectively, on the line of credit.

NOTES PAYABLE

NOTES PAYABLE	9 Months Ended
	Sep. 30, 2015
Short-term Debt [Abstract]
NOTES PAYABLE	Convertible Notes Payable In 2014 and during the six-month period ended June 30, 2015, the Company made an offering to several institutional and accredited investors up to an aggregate of $4,000,000 of Company notes in exchange for a payment of $4,000,000 of consideration to the Company. The notes entitled the holders to purchase shares of the Company’s equity securities. The notes were unsecured and were convertible into conversion shares on the happening of the earlier of the following transactions: · Next Equity Financing · Corporate Transaction Since the notes were convertible subject to the occurrence of a contingent event, no beneficial conversion feature was recorded on the notes. There was no minimum aggregate amount of consideration that must be received by the Company to complete the offering and sale of up to $4,000,000. In return for the consideration paid by the lender, simultaneous with the sale and issuance of the note, the Company also had to issue to the lender a warrant entitling the lender or other holder thereof to purchase that number of shares of common stock as was be determined by (a) dividing 5% of the consideration paid by the lender, by (b) exercise price. The exercise price of the warrant was equal to: · Except for the Fundamental Transaction, the lower of (a) 80% of the price per share paid for Equity Securities by the investors in the Next Equity Financing, or (b) the quotient resulting from dividing (x) $10,000,000 by (y) the number of shares of fully diluted common stock of the Company immediately prior to the closing of the Next Equity Financing.; or · With respect to the Fundamental Transaction, the quotient resulting from dividing (x) $10,000,000 by (y) the number of shares of fully diluted common stock of the Company immediately prior to the closing of the Fundamental Transaction. On May 19, 2015, all the notes plus the accrued interest were converted into 1,681,731 shares of common stock in exchange for the principal amount of $1,610,000 and the accrued interest of $71,731 on the same. The shares were issued at $1 per share in the equity financing and the notes were also converted at the rate of $1 per share. As of September 30, 2015, there are no notes payable. During the nine-month period ended September 30, 2015 and 2014, the interest expense on the convertible notes was $31,862 and $1,409, respectively.

STOCK WARRANTS

STOCK WARRANTS	9 Months Ended
	Sep. 30, 2015
Notes to Financial Statements
STOCK WARRANTS	The Company had $80,500 in stock warrant liabilities from the eight notes payable discussed in note 7. In return for the consideration paid by the lender, simultaneous with the sale and issuance of the note, the Company issued to the lender a warrant entitling the lender or other holder thereof to purchase that number of share of common stock as determined by (a) dividing 5% of the consideration paid by the lender, by (b) exercise price. The exercise price of the warrant was equal to: · Except for the Fundamental Transaction, the lower of (a) 80% of the price per share paid for Equity Securities by the investors in the Next Equity Financing, or (b) the quotient resulting from dividing (x) $10,000,000 by (y) the number of shares of fully diluted common stock of the Company immediately prior to the closing of the Next Equity Financing.; or · With respect to the Fundamental Transaction, the quotient resulting from dividing (x) $10,000,000 by (y) the number of shares of fully diluted common stock of the Company immediately prior to the closing of the Fundamental Transaction. The stock warrants were not exercised with the IPO on May 19, 2015 and the exercise price was fixed at $1 per share. The warrant liability for $80,500 was reclassified to paid-in capital. In connection with the closing of our IPO, the Company also issued warrants (the “Underwriting Warrant”) to Burnham Securities, Inc. for their role as the sole underwriter for our IPO. The Company issued Burnham a 5-year warrant to purchase 40,039 shares of common stock at an exercise price of $5.00 per share. The warrant was not exercisable until November 7, 2015 (180-days from the date of the underwriting agreement) and expires on May 11, 2020. The Company estimated the fair value of the Underwriting Warrant at the issuance date to be $47,246 using the Black-Scholes option valuation model with the following assumptions: market price of the stock of $5.00 per share, time to maturity of 5 years, volatility of 23%, zero expected dividend rate and risk-free rate of 1.59%. A roll-forward of warrant activity from January 1, 2015 to September 30, 2015 is shown in the following table: Issued and Outstanding Warrants as of January 1, 2015 Warrants Issued Warrants Exercised/ Expired Issued and Outstanding Warrants as of September 30, 2015 Convertible Notes 80,500 - - 80,500 Underwriter Warrants - 40,039 - 40,039 80,500 40,039 - 120,539

STOCKHOLDERS_ EQUITY (DEFICIT)

STOCKHOLDERS’ EQUITY (DEFICIT)	9 Months Ended
	Sep. 30, 2015
Equity [Abstract]
STOCKHOLDERS’ EQUITY (DEFICIT)	Common Stock The Company has 20,000,000 shares of Common Stock authorized at a par value of $0.0001 as of September 30, 2015. There were 10,000,000 shares issued and outstanding from the Reorganization on May 20, 2014. Each Common shareholder has one (1) vote. On May 19, 2015, the Company closed the initial public offering whereby 1,000,983 shares of common stock were sold at $5.00 per share. The Company paid $725,939 for consulting and legal charges directly related to the public offering. These expenses were adjusted against the selling price of the common stock. Simultaneously with the close of the initial public offering, the Company also issued 1,681,731 shares in exchange for the conversion of the convertible notes and accrued interest on the same (Note 7). On July 31, 2015, the Company issued 667,511 shares of common stock at $12.73 per share for the acquisition of ThinOps Resources LLC (See Note 4). On August 31, 2015, the Company issued 4,000 shares of common stock, valued at $ 57,200 as a fee paid for advisory services. As of September 30, 2015, the Company had 13,354,225 outstanding shares of common stock. In addition, the Company granted 375,000 shares of restricted stock on June 2, 2015 which vest commencing on December 2, 2015. Dividend Policy The Company has not yet adopted a policy regarding the payment of dividends and no dividends have been declared.

INCOME TAX

INCOME TAX	9 Months Ended
	Sep. 30, 2015
Income Tax Disclosure [Abstract]
INCOME TAX	The following is the income tax expense reflected in the Statement of Operations for the three- and nine-month periods ended September 30, 2015 and 2014: Income Tax Expense Three months ended Nine months ended September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 Current $ - $ - $ - $ - Deferred - - - - Total $ - $ - $ - $ - The following are the components of loss before income tax reflected in the Statement of Operations for the three- and nine-month periods ended September 30, 2015 and 2014: Components Of Loss Before Income Tax Three months ended Nine months ended September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 Loss before income tax $ (516,198 ) $ (165,320 ) $ (928,981 ) $ (413,655 ) Income tax $ - $ - - - Effective tax rate 0 % 0 % 0 % 0 % The following is a reconciliation of the provision for income taxes at the US federal income tax rate to the income taxes reflected in the Statement of Operations for the three and nine month periods ended September 30, 2015 and 2014: Income Tax Rate Reconciliation Three months ended Nine months ended September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 US statutory rates 34 % 34 % 34 % 34 Loss from operations (34 )% (34 )% (34 )% (34 ) Tax expense at actual rate - % - % - % -

SEGMENT INFORMATION

SEGMENT INFORMATION	9 Months Ended
	Sep. 30, 2015
Segment Reporting [Abstract]
SEGMENT INFORMATION	The Company, with the acquisition of ThinOps Resource, LLC on July 31, 2015, now operates in two business segments: providing end-user applications and providing management and consulting services. These segments were identified based on their separate and distinct products and services, technology, marketing strategies and management reporting. Management evaluates the segments’ operating performance separately and allocates resources based on their respective financial condition, results of operations and cash flows. Inter-segment transactions and balances are eliminated in consolidation. The Company only had one reportable segment as of September 30, 2014. The following table summarizes significant financial information by segment: September 30, 2015 September 30, 2014 Revenues from unaffiliated customers: End User Applications $ 137,098 $ 175,553 Consultancy 194,237 - Corporate and Other - - Consolidated Totals $ 331,335 $ 175,553 Net Income: End User Applications $ (401,737 ) $ (247,627 ) Consultancy 21,185 - Corporate and Other (548,429 ) (166,028 ) Consolidated Totals $ (928,981 ) $ (413,655 ) Depreciation and amortization: End User Applications $ 3,311 $ 4,696 Consultancy - - Corporate and Other - - Consolidated Totals $ 3,311 $ 4,696 Interest expense: End User Applications $ 1,266 $ 2,531 Consultancy 831 - Corporate and Other 32,524 19,301 Consolidated Totals $ 34,621 $ 21,832 Capital expenditures: End User Applications $ 18,185 $ - Consultancy - - Corporate and Other - - Consolidated Totals $ 18,185 $ - Identifiable assets: End User Applications $ 200,834 $ 116,168 Consultancy 211,442 - Corporate and Other 12,164,146 891,143 Consolidated Totals $ 12,576,422 $ 1,007,311

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	9 Months Ended
	Sep. 30, 2015
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	Management has evaluated subsequent events or transactions occurring through the date the financial statements were issued. Management concluded that no additional subsequent events required disclosure in these financial statements.

SUMMARY OF SIGNIFICANT ACCOUN19

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
	Sep. 30, 2015
Accounting Policies [Abstract]
Basis of Presentation	These unaudited interim condensed financial statements have been prepared by the Company’s management in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and in the opinion of management, contain all adjustments (consisting of only normal recurring adjustments) necessary to present fairly the Company’s financial position, results of operations and cash flows for the periods presented. Certain information and note disclosures normally included in annual financial statements prepared in accordance with GAAP have been omitted in these unaudited interim condensed financial statements. The results of operations, financial position, and cash flows for the periods presented herein are not necessarily indicative of future financial results. These unaudited interim condensed financial statements should be read in conjunction with the Company’s December 31, 2014 financial statements and notes thereto included in the Company’s Registration Statement on Form S-1 (Registration No. 333-203089), declared effective on May 11, 2015 by the Securities and Exchange Commission (“SEC”). The year-end condensed balance sheet data was derived from audited financial statements, but does not include all disclosures required by GAAP.
Principles of Consolidation	The consolidated financial statements include the accounts of Code Rebel Corporation and its wholly owned subsidiaries Code Rebel, LLC and ThinOps Resources, LLC. All intercompany accounts and transactions have been eliminated in the preparation of these consolidated statements.
Use of Estimates	The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Estimates and assumptions are reviewed periodically and the effects of revisions are reflected in the consolidated financial statements in the period they are determined.
Cash and Cash Equivalents	Cash and equivalents include cash in hand and cash in demand deposits, certificates of deposit and all highly liquid debt instruments with original maturities of three months or less. We maintain cash deposits at banks located in Hawaii, Texas and New York. Deposits at these banks are insured by the Federal Deposit Insurance Corporation up to $250,000. We have not experienced any losses in such accounts and believe we are not exposed to any significant risk on cash and cash equivalents.
Revenue Recognition	The Company’s revenue recognition policies are in compliance with Staff Accounting Bulletin (SAB) 104.
Income Taxes	The Company accounts for income taxes in accordance with FASB ASC 740, "Income Taxes". Under FASB ASC 740, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial statement reporting amounts at each period end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. The provision for income taxes represents the tax expense for the period, if any, and the change during the period in deferred tax assets and liabilities. The Company has significant income tax net operating losses; however, due to the uncertainty of the realizability of the related deferred tax asset and other deferred tax assets, a valuation allowance equal to the amount of deferred tax assets has been established at September 30, 2015 and 2014. FASB ASC 740 also provides criteria for the recognition, measurement, presentation and disclosure of uncertain tax positions. A tax benefit from an uncertain position may be recognized only if it is “more likely than not” that the position is sustainable based on its technical merit. The Company’s federal and state income tax returns for the tax years 2011, 2012, 2013 and 2014 remain subject to examination for federal and state taxes.
Property& equipment	Property and equipment is stated at cost and depreciated using the straight-line method over the shorter of the estimated useful life of the asset or the lease term. The estimated useful lives of our property and equipment are generally as follows: Computer software 3 to 10 years Computer hardware 5 to 15 years Furniture and equipment 3 to 5 years Description September 30, 2015 December 31, 2014 Furniture and equipment $ 18,185 $ - Total Property and equipment 18,185 - Less: Accumulated depreciation (1,663 ) - $ 16,522 $ - On December 31, 2014, fixed assets valued at $7,828 that were fully depreciated were disposed of. For the three-month periods ended September 30, 2015 and 2014, depreciation expense was $1,340 and $226, respectively. For the nine-month periods ended September 30, 2015 and 2014, depreciation expense was $1,663 and $703, respectively.
Earnings per Share (EPS)	We utilize FASB ASC 260, “Earnings per Share.” Basic earnings (loss) per share is computed by dividing earnings (loss) available to common stockholders by the weighted-average number of common shares outstanding. Diluted earnings (loss) per share is computed similar to basic earnings (loss) per share except that the denominator is increased to include additional common shares available upon exercise of stock options and warrants using the treasury stock method, except for periods of operating loss for which no common share equivalents are included because their effect would be anti-dilutive. Three Months Ended Nine Months Ended September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 Net loss $ (516,198 ) $ (165,320 ) $ (928,981 ) $ (413,655 ) Net loss per share Basic and Diluted: $ (0.040 ) $ (0.017 ) $ (0.082 ) $ (0.041 ) Weighted average number of shares used in computing basic and diluted net loss per share: Basic 13,017,129 10,000,000 11,336,970 10,000,000 Diluted 13,017,129 10,000,000 11,336,970 10,000,000
Recently Issued Accounting Pronouncements	The Company has considered recent accounting pronouncements and believes these recent pronouncements will not have a material effect on the Company’s financial statements.

SUMMARY OF SIGNIFICANT ACCOUN20

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	9 Months Ended
	Sep. 30, 2015
Accounting Policies [Abstract]
Property and equipment useful life	Description September 30, 2015 December 31, 2014 Furniture and equipment $ 18,185 $ - Total Property and equipment 18,185 - Less: Accumulated depreciation (1,663 ) - $ 16,522 $ -
Earning per share	Three Months Ended Nine Months Ended September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 Net loss $ (516,198 ) $ (165,320 ) $ (928,981 ) $ (413,655 ) Net loss per share Basic and Diluted: $ (0.040 ) $ (0.017 ) $ (0.082 ) $ (0.041 ) Weighted average number of shares used in computing basic and diluted net loss per share: Basic 13,017,129 10,000,000 11,336,970 10,000,000 Diluted 13,017,129 10,000,000 11,336,970 10,000,000

INTANGIBLE ASSETS (Tables)

INTANGIBLE ASSETS (Tables)	9 Months Ended
	Sep. 30, 2015
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible assets	Description September 30, 2015 December 31, 2014 Microsoft License $ 10,000 $ 10,000 Development Costs 33,951 33,951 Trademark 6,714 6,714 Total intangible assets 50,665 50,665 Less: Accumulated amortization (39,021 ) (37,373 ) Intangible Assets, net $ 11,644 $ 13,292
Future Amortization	2016 $ 2,196 2017 2,196 2018 538 $ 4,930

ACQUISITION OF THINOPS RESOUR22

ACQUISITION OF THINOPS RESOURCES LLC (Tables)	9 Months Ended
	Sep. 30, 2015
Business Combinations [Abstract]
Business acquisition	Total Purchase price Cash $ 750,000 Stock issued (667,511 $12.73 per share) 8,497,415 Total Acquisition Cost 9,247,415 Less: Net Assets acquired Cash 132,767 Accounts Receivable 76,901 Other assets 5,289 Total Identifiable Assets 214,957 Accounts payable and accrued expenses (152,546 ) Income tax payable (9,039 ) Total liabilities assumed (161,585 ) Net assets acquired 53,372 Total goodwill $ 9,194,043

STOCK WARRANTS (Tables)

STOCK WARRANTS (Tables)	9 Months Ended
	Sep. 30, 2015
Notes to Financial Statements
Stock warrants	A roll-forward of warrant activity from January 1, 2015 to September 30, 2015 is shown in the following table: Issued and Outstanding Warrants as of January 1, 2015 Warrants Issued Warrants Exercised/ Expired Issued and Outstanding Warrants as of September 30, 2015 Convertible Notes 80,500 - - 80,500 Underwriter Warrants - 40,039 - 40,039 80,500 40,039 - 120,539

INCOME TAX (Tables)

INCOME TAX (Tables)	9 Months Ended
	Sep. 30, 2015
Income Tax Disclosure [Abstract]
Income tax expense	Income Tax Expense Three months ended Nine months ended September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 Current $ - $ - $ - $ - Deferred - - - - Total $ - $ - $ - $ -
Loss before income tax	Components Of Loss Before Income Tax Three months ended Nine months ended September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 Loss before income tax $ (516,198 ) $ (165,320 ) $ (928,981 ) $ (413,655 ) Income tax $ - $ - - - Effective tax rate 0 % 0 % 0 % 0 %
Reconciliation of provision for income taxes	Income Tax Rate Reconciliation Three months ended Nine months ended September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 US statutory rates 34 % 34 % 34 % 34 Loss from operations (34 )% (34 )% (34 )% (34 ) Tax expense at actual rate - % - % - % -

SEGMENT INFORMATION (Tables)

SEGMENT INFORMATION (Tables)	9 Months Ended
	Sep. 30, 2015
Segment Reporting [Abstract]
Financial information by segment	September 30, 2015 September 30, 2014 Revenues from unaffiliated customers: End User Applications $ 137,098 $ 175,553 Consultancy 194,237 - Corporate and Other - - Consolidated Totals $ 331,335 $ 175,553 Net Income: End User Applications $ (401,737 ) $ (247,627 ) Consultancy 21,185 - Corporate and Other (548,429 ) (166,028 ) Consolidated Totals $ (928,981 ) $ (413,655 ) Depreciation and amortization: End User Applications $ 3,311 $ 4,696 Consultancy - - Corporate and Other - - Consolidated Totals $ 3,311 $ 4,696 Interest expense: End User Applications $ 1,266 $ 2,531 Consultancy 831 - Corporate and Other 32,524 19,301 Consolidated Totals $ 34,621 $ 21,832 Capital expenditures: End User Applications $ 18,185 $ - Consultancy - - Corporate and Other - - Consolidated Totals $ 18,185 $ - Identifiable assets: End User Applications $ 200,834 $ 116,168 Consultancy 211,442 - Corporate and Other 12,164,146 891,143 Consolidated Totals $ 12,576,422 $ 1,007,311

BASIS OF PRESENTATION AND ORG26

BASIS OF PRESENTATION AND ORGANIZATION (Details Narrative) - USD ($)	1 Months Ended	9 Months Ended
	May. 20, 2014	Sep. 30, 2015	Sep. 30, 2014
State of Incorporation		Delaware
Date of Incorporation		May 8, 2014
IPO, shares		1,000,983
IPO, share price		$ 5
Net proceeds from IPO		$ 4,300,000
Warrant exercise price		$ 1
Conversion of convertible notes, interest		$ 71,731
Shares of common stock issued upon conversion of convertible notes		1,681,731
Common stock issued for the acquisition of ThinOps		$ 667,511
Stock issued for acquisition of subsidiary, Shares		8,497,415
Cash paid on acquisition		$ 750,000
ThinOps Resources LLC [Member]
State of Incorporation		Hawaii
Date of Incorporation		Apr. 27, 2007
Share exchange	10,000,000
Equity interest	100.00%
Plan of reorganization, date plan iIs effective	Jan. 1, 2014
IPO [Member] | Warrant [Member]
Warrant issued		40,039
Warrant term		5 years
Warrant exercise price		$ 5
Warrant exercise date		Nov. 7, 2015

SUMMARY OF SIGNIFICANT ACCOUN27

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details)	9 Months Ended
	Sep. 30, 2015
Computer Software [Member] | MinimumMember
Useful life	3 years
Computer Software [Member] | Maximum [Member]
Useful life	10 years
Computer Hardware [Member] | MinimumMember
Useful life	5 years
Computer Hardware [Member] | Maximum [Member]
Useful life	15 years
Furniture and Equipment [Member] | MinimumMember
Useful life	3 years
Furniture and Equipment [Member] | Maximum [Member]
Useful life	5 years

SUMMARY OF SIGNIFICANT ACCOUN28

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Property and equipment, gross	$ 18,185
Less: Accumulated depreciation
Property and equipment, net	16,522
Furniture and Fixtures [Member]
Property and equipment, gross	$ 18,185
Less: Accumulated depreciation		$ (1,663)
Property and equipment, net		$ 16,522

SUMMARY OF SIGNIFICANT ACCOUN29

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 2) - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014	Dec. 31, 2014
Accounting Policies [Abstract]
Net loss	$ (516,198)	$ (165,320)	$ (928,981)	$ (413,655)	$ (679,942)
Net loss per share
Basic and Diluted:	$ (.40)	$ (.017)	$ (.082)	$ (.041)
Weighted average number of shares used in computing basic and diluted net loss per share:
Basic	13,017,129	10,000,000	11,336,970	10,000,000
Diluted	13,017,129	10,000,000	11,336,970	10,000,000

SUMMARY OF SIGNIFICANT ACCOUN30

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014	Dec. 31, 2014
Accounting Policies [Abstract]
Cash	$ 250,000		$ 250,000
Disposal of depreciated fixed assets					$ 7,828
Depreciation expense	$ 1,340	$ 226	$ 1,663	$ 703

ACQUISITION OF THINOPS RESOUR31

ACQUISITION OF THINOPS RESOURCES LLC (Details) - USD ($)	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Dec. 31, 2014
Total Purchase price
Cash	$ 750,000
Shares issued for the acquisition	8,497,415
Total Acquisition Cost	9,247,415
Less: Net Assets acquired
Cash	132,767
Accounts Receivable	76,901
Other assets	5,289
Total Identifiable Assets	214,957
Accounts payable and accrued expenses	(152,546)
Income tax payable	(9,039)
Total liabilities assumed	(161,585)
Net assets acquired	53,372
Total goodwill	$ 9,194,043

ACQUISITION OF THINOPS RESOUR32

ACQUISITION OF THINOPS RESOURCES LLC (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Jul. 31, 2015	Dec. 31, 2014
Total Acquisition Cost	$ 9,247,415
Common stock issued for the acquisition of ThinOps	667,511
Shares issued for the acquisition	8,497,415
Total goodwill	$ 9,194,043
ThinOps Resources LLC [Member]
Ownership			100.00%

INTANGIBLE ASSETS (Details)

INTANGIBLE ASSETS (Details) - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Intangible assets	$ 50,665	$ 50,665
Less: Accumulated amortization	(9,021)	(37,372)
Intangible Assets, Net	11,644	13,292
License [Member]
Intangible assets	10,000	10,000
Development Costs [Member]
Intangible assets	33,951	33,951
Trademark [Member]
Intangible assets	$ 6,714	$ 6,714

INTANGIBLE ASSETS (Details 1)

INTANGIBLE ASSETS (Details 1)	Sep. 30, 2015USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2,016	$ 2,196
2,017	2,196
2,018	538
Future Amortization	$ 4,930

INTANGIBLE ASSETS (Details Narr

INTANGIBLE ASSETS (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Amortization expense	$ 550	$ 998	$ 648	$ 3,993
Development Costs [Member]
Amortization period			3 years
License [Member]
Amortization period			5 years
Trademark [Member]
Indefinite intangible asset not amortized	$ 6,714		$ 6,714

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014	Dec. 31, 2014
Related Party Transactions [Abstract]
Development, rent and administrative services	$ 118,545	$ 25,437	$ 293,044	$ 76,483
Payable to related party	113,653		113,653		$ 444,405
Amount due to related party	$ 65,871		$ 65,871

LINE OF CREDIT (Details Narrati

LINE OF CREDIT (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
Debt Disclosure [Abstract]
Line of credit borrowing capacity	$ 50,000
LOC interest rate	6.4635%
LOC payment frequency	monthly
LOC payment amount	$ 263.38
LOC outstanding balance	0
LOC interest paid	$ 1,266	$ 2,399

NOTES PAYABLE (Details Narrativ

NOTES PAYABLE (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
Proceeds from convertible note	$ 250,000	$ 1,360,000
Warrant terms	Except for the Fundamental transaction, the lower of (a) 80% of the price per share paid for Equity Securities by the investors in the Next Equity Financing, or (b) the quotient resulting from dividing (x) $10,000,000 by (y) the number of shares of fully diluted common stock of the Company immediately prior to the closing of the Next Equity Financing.; or With respect to the Fundamental Transaction, the quotient resulting from dividing (x) $10,000,000 by (y) the number of shares of fully diluted common stock of the Company immediately prior to the closing of the Fundamental Transaction.
Shares of common stock issued upon conversion of convertible notes	1,681,731
Conversion of convertible notes, principal	$ 1,610,000
Conversion of convertible notes, interest	$ 71,731
Shares issued, debt conversion, price per share	$ 1
Notes payable	$ 0
Interest expense, convertible notes	31,862	$ 1,409
Maximum [Member]
Convertible note offering	4,000,000
Proceeds from convertible note	$ 4,000,000

STOCK WARRANTS (Details)

STOCK WARRANTS (Details)	9 Months Ended
	Sep. 30, 2015shares
Issued and Outstanding, beginning of period	80,500
Warrant issued	40,039
Warrants exercised/expired
Issued and Outstanding, end of period	120,539
Warrant [Member]
Issued and Outstanding, beginning of period
Warrant issued	40,039
Warrants exercised/expired
Issued and Outstanding, end of period	40,039
Convertible Notes Payable [Member]
Issued and Outstanding, beginning of period	80,500
Warrant issued
Warrants exercised/expired
Issued and Outstanding, end of period	80,500

STOCK WARRANTS (Details Narrati

STOCK WARRANTS (Details Narrative)	9 Months Ended
	Sep. 30, 2015USD ($)$ / sharesshares
Stock warrant liabilities | $	$ 80,500
Warrant terms	Except for the Fundamental transaction, the lower of (a) 80% of the price per share paid for Equity Securities by the investors in the Next Equity Financing, or (b) the quotient resulting from dividing (x) $10,000,000 by (y) the number of shares of fully diluted common stock of the Company immediately prior to the closing of the Next Equity Financing.; or With respect to the Fundamental Transaction, the quotient resulting from dividing (x) $10,000,000 by (y) the number of shares of fully diluted common stock of the Company immediately prior to the closing of the Fundamental Transaction.
Warrant exercise price	$ 1
Reclassification to paid-in capital | $	$ 80,500
Fair value warrant issued | $	$ 57,200
IPO [Member] | Warrant [Member]
Warrant exercise price	$ 5
Warrant issued | shares	40,039
Warrant term	5 years
Warrant exercise date	Nov. 7, 2015
Warrant expiration date	May 11, 2020
Market price of stock	$ 5
Time to maturity	5 years
Volatility	23.00%
Dividend rate	0.00%
Risk free rate	1.59%

STOCKHOLDERS_ EQUITY (DEFICIT)

STOCKHOLDERS’ EQUITY (DEFICIT) (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Dec. 31, 2014
Common stock, shares authorized	20,000,000		20,000,000
Common stock, par value	$ 0.0001		$ .0001
Common stock, shares issued	13,354,225		10,000,000
Common stock, shares outstanding	13,354,225		10,000,000
Common stock voting rights	1
IPO, shares	1,000,983
IPO, share price	$ 5
IPO costs	$ (725,939)
Shares of common stock issued upon conversion of convertible notes	1,681,731
Restricted stock granted during period	375,000
Shares issued for the acquisition	$ 8,497,415
Shares issued for acquisition, price per share	$ 12.73
Shares issued for services	4,000
Shares issued for services, value	$ 57,200

INCOME TAX (Details)

INCOME TAX (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Income Tax Expense
Current
Deferred
Total

INCOME TAX (Details 1)

INCOME TAX (Details 1) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Components Of Loss Before Income Tax
Loss before income taxes	$ (516,198)	$ (165,320)	$ (928,981)	$ (413,655)
Income tax
Effective tax rate	0.00%	0.00%	0.00%	0.00%

INCOME TAX (Details 2)

INCOME TAX (Details 2)	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Income Tax Rate Reconciliation
US statutory rates	34.00%	34.00%	34.00%	34.00%
Loss from operations	(34.00%)	(34.00%)	(34.00%)	(34.00%)
Tax expense at actual rate	0.00%	0.00%	0.00%	0.00%

SEGMENT INFORMATION (Details)

SEGMENT INFORMATION (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014	Dec. 31, 2014
Revenues from unaffiliated customers:	$ 249,912	$ 51,335	$ 331,335	$ 175,553
Net Income:	(516,198)	(165,320)	(928,981)	(413,655)
Depreciation and amortization:	1,890	1,224	3,311	4,696
Interest expense:	1,328	18,725	34,621	$ 21,832
Capital expenditures:			18,185
Identifiable assets:	12,576,422	1,007,311	12,576,422	$ 1,007,311	$ 660,853
End User Applications [Member]
Revenues from unaffiliated customers:			137,098	175,553
Net Income:			(401,737)	(247,627)
Depreciation and amortization:			3,311	4,696
Interest expense:			1,266	$ 2,531
Capital expenditures:			18,185
Identifiable assets:	200,834	$ 116,168	200,834	$ 116,168
Consultancy [Member]
Revenues from unaffiliated customers:			194,237
Net Income:			$ 21,185
Depreciation and amortization:
Interest expense:			$ 831
Capital expenditures:
Identifiable assets:	211,442		$ 211,442
Corporate And Other [Member]
Revenues from unaffiliated customers:
Net Income:			$ (548,429)	$ (166,028)
Depreciation and amortization:
Interest expense:			$ 32,524	$ 19,301
Capital expenditures:
Identifiable assets:	$ 12,164,146	$ 891,143	$ 12,164,146	$ 891,143