Vitalibis (VCBD) 10-K 18 Mar 16 2015 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Mar. 18, 2016	Jun. 30, 2015
Document And Entity Information
Entity Registrant Name	Crowd 4 Seeds, Inc.
Entity Central Index Key	1,636,509
Document Type	10-K
Document Period End Date	Dec. 31, 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 Public Float			$ 0
Entity Common Stock, Shares Outstanding		9,054,000
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2,015

BALANCE SHEETS

BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2015	Dec. 31, 2014
CURRENT ASSETS:
Cash and cash equivalents	$ 2	$ 20
Prepaid expenses	4
TOTAL ASSETS	6	$ 20
CURRENT LIABILITIES:
Account payables	7	7
Accounts payable to related party	50	50
Promissory note from shareholder	23	13
Total liabilities	$ 80	$ 70
COMMITMENTS AND CONTINGENCIES
SHAREHOLDER' DEFICIT:
Preferred stock, par value $0.001 per share, 5,000,000 shares authorized, none issued and outstanding
Common stock, par value $0.001 per share, 45,000,000 shares authorized, 9,054,000 shares issued and outstanding	$ 9	$ 9
Additional paid-in capital	78	39
Accumulated deficit	(161)	(98)
Total shareholders' deficit	(74)	(50)
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT	$ 6	$ 20

BALANCE SHEETS (Parenthetical)

BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 31, 2015	Dec. 31, 2014
STOCKHOLDERS' EQUITY (DEFICIT)
Preferred stock, par value	$ .001	$ .001
Preferred stock, authorized shares	5,000,000	5,000,000
Preferred stock, issued shares	0	0
Preferred stock, outstanding shares	0	0
Common stock, par value	$ .001	$ .001
Common stock, authorized shares	45,000,000	45,000,000
Common stock, issued shares	9,054,000	9,054,000
Common stock, outstanding shares	9,054,000	9,054,000

STATEMENTS OF OPERATIONS

STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2015
Statements Of Operations
Revenues
Cost of revenues
Gross profit
Selling, General and Administrative expenses	$ 98	$ 63
Operating loss	$ (98)	$ (63)
Other expenses, net
Loss before taxes on income	$ (98)	$ (63)
Taxes on income
Net Loss	$ (98)	$ (63)
Loss per share - basic and diluted:
Net loss per share, basic and diluted	$ (0.01)	$ (0.01)
Weighted average common shares outstanding, basic and diluted	7,449	9,054

STATEMENTS OF CHANGES IN SHAREH

STATEMENTS OF CHANGES IN SHAREHOLDERS' DEFICIT - USD ($) $ in Thousands	Share Capital	Additional Paid-In Capital	Accumulated Deficit	Total
Beginning Balance, Amount at Apr. 11, 2014
Beginning Balance, Shares at Apr. 11, 2014
Issuance of founder shares, Amount	$ 8	$ (8)
Issuance of founder shares, Shares	8,250,000
Issuance of common stock for cash, Amount	$ 1	19		$ 20
Issuance of common stock for cash, Shares	804,000
Contributed services		$ 28		28
Net Loss			$ (98)	(98)
Ending Balance, Amount at Dec. 31, 2014	$ 9	$ 39	$ (98)	(50)
Ending Balance, Shares at Dec. 31, 2014	9,054,000
Contributed services		$ 39		39
Net Loss			$ (63)	(63)
Ending Balance, Amount at Dec. 31, 2015	$ 9	$ 78	$ (161)	$ (74)
Ending Balance, Shares at Dec. 31, 2015	9,054,000

STATEMENTS OF CASH FLOWS

STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2015
Cash flow from operating activities:
Net loss	$ (98)	$ (63)
Adjustments to reconcile net loss to net cash used in operating activities:
Contributed services	$ 28	39
Changes in operating assets and liabilities:
Increase in prepaid expenses		$ (4)
Increase in accounts payable to related party	$ 50
Increase in accounts payable	7
Net cash used in operating activities	(13)	$ (28)
Cash flow from financing activities:
Promissory note from shareholder	13	$ 10
Proceeds from issuance of common stock	20
Net cash provided by financing activities	33	$ 10
Net increase (decrease) in cash and cash equivalents	$ 20	(18)
Cash and cash equivalents at beginning of the period		20
Cash and cash equivalents at the end of the year	$ 20	$ 2
Supplemental disclosure of cash flow information:
Cash paid for interest
Cash paid for income taxes

ORGANIZATION AND GOING CONCERN

ORGANIZATION AND GOING CONCERN	12 Months Ended
	Dec. 31, 2015
Notes to Financial Statements
NOTE 1 - ORGANIZATION AND GOING CONCERN	Crowd 4 Seeds, Inc. (the "Company") was formed on April 11, 2014 as a Nevada corporation. During 2014 the Company issued 9,054,000 shares of its common stock, for a total consideration of $20 thousands. The Company has yet to start operational or research and development activities. The Company plans to operate in the field of crowd funding and to run an online platform for investments in Israeli startup companies. This online platform would present startup companies in various fields. The Company plans to match up Israeli startups looking to raise funds with potential investors from all over the world seeking to make investments in such startups. Potential investors will be able to have access to the marketing information and legal and financial disclosures of any startup company they would like to know more about. The crowd funding legislation in Israel is currently in process. The online service could be offered only following the final approval of the legislation. The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company has suffered cumulative losses and negative cash flows from operations since inception and has a working capital deficit as of December 31, 2015 and 2014. Until the Company achieves profitability and revenues, if ever, it intends to finance its operations through the issuance of its shares. There can be no assurance that the Company will be successful in raising additional capital through issuance of common stock. Our President intends to cover expenses incurred by the Company so long as there is no new capital investment in the Company - during such time, the Company plans to keep costs to a minimum. Our President is not obligated to cover costs incurred by the Company and there is no agreement in that regard between our President and the Company. These conditions give rise to substantial doubt about the Company's ability to continue as a going concern. The financial statements do not include any adjustments that may result from the outcome of this uncertainty.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	12 Months Ended
	Dec. 31, 2015
Notes to Financial Statements
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	The significant accounting policies followed in the preparation of the financial statements are as follows: A. Basis of Presentation: The consolidated financial statements are prepared in accordance with accounting principles generally accepted ("GAAP") in the United States of America. B. Use of Estimates in Preparation of Financial Statements: 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, disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. C. Cash and Cash Equivalents: Cash and cash equivalents consist of demand deposits and highly liquid investments with original maturities of three months or less. Cash and cash equivalents are carried at cost which approximates fair value. D. Advertising: Advertising will be expensed in the period in which it is incurred. There have been no advertising expenses for the reporting period presented. E. Income Taxes: Deferred taxes are determined utilizing the "asset and liability" method, whereby deferred tax asset and liability account balances are determined based on differences between financial reporting and the tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company provides a valuation allowance, when it's more likely than not that deferred tax assets will not be realized in the foreseeable future. Deferred tax liabilities and assets are classified as current or non-current based on the underlying asset or liability or if not directly related to and asset or liability based on the expected reversal dates of thespecific temporary differences. F. Fair value of financial instruments: The Company discloses fair value measurements for financial and non-financial assets and liabilities measured at fair value. Fair value is based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The accounting standard establishes a fair value hierarchy that prioritizes observable and unobservable inputs used to measure fair value into three broad levels, which are described below: Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. The fair value hierarchy gives the highest priority to Level 1 inputs. Level 2: Observable prices that are based on inputs not quoted on active markets, but corroborated by market data. Level 3: Unobservable inputs are used when little or no market data is available. The fair value hierarchy gives the lowest priority to Level 3 inputs. G. Recent Accounting Pronouncements: 1. In May 2014, the FASB issued guidance on revenue from contracts with customers that will supersede the most current revenue recognition guidance, including industry-specific guidance. The underlying principle of the guidance is that an entity should recognize revenue upon the transfer of goods or services to customers in an amount that the entity expects to be entitled to in exchange for those goods or services. The guidance provides a five-step analysis of transactions to determine when and how revenue is recognized. Other major provisions include capitalization of certain contract costs, consideration of the time value of money in the transaction price, and allowing estimates of variable consideration to be recognized before contingencies are resolved in certain circumstances. The guidance also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from an entity's contracts with customers. The guidance is effective for the interim and annual periods beginning on or after December 15, 2016 (early adoption is not permitted). The guidance permits the use of either a retrospective or cumulative effect transition method. The Company is currently evaluating the impact of the amended guidance on its financial statements. 2. In August 2014, the FASB issued ASU No. 2014-15,"Presentaion of Financial statements – Going concern (subtopic 205-40), Discloser of Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern" The new standard provides guidance on management's responsibility in evaluating whether there is substantial doubt about a company's ability to continue as a going concern and about related footnote disclosures. For each reporting period, management will be required to evaluate whether there are conditions or events that raise substantial doubt about a company's ability to continue as a going concern within one year from the date the financial statements are issued. ASU 2014-15 applies prospectively to annual periods ending after December 15, 2016, and to annual and interim periods thereafter. Early application is permitted. The Company does not expect material impacts on the financial statements upon adoption.

PROMISSORY NOTE FROM SHAREHOLDE

PROMISSORY NOTE FROM SHAREHOLDER	12 Months Ended
	Dec. 31, 2015
Notes to Financial Statements
NOTE 3 - PROMISSORY NOTE FROM SHAREHOLDER	The Company has an outstanding note payable provided by the major shareholder and sole officer and director which is unsecured and bears no interest. The note is payable upon demand. The outstanding balance under the note was $23 thousand and $13 thousand as of December 31, 2015 and 2014, respectively.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	12 Months Ended
	Dec. 31, 2015
Notes to Financial Statements
NOTE 4 - COMMITMENTS AND CONTINGENCIES	In May 2014, the Company engaged a legal counsel who is a family member of the sole officer and director of the Company in order to receive legal services concerning the registration statement to be filed with the Securities and Exchange Commission ("SEC"). According to the agreement, the fees will be paid if and only upon receiving the first $50 thousand from external investors following the effectiveness of the registration statements. Since this expense was probable it was recorded as a provision amounting to $50 thousand at the balance sheet date.

EQUITY

EQUITY	12 Months Ended
	Dec. 31, 2015
Notes to Financial Statements
NOTE 5 - EQUITY	Number of shares as of December 31, 2015 and 2014 Authorized Issued and outstanding Common stock, par value $0.001 per share 45,000,000 9,054,000 Preferred stock, par value $0.001 per share 5,000,000 - Common Stock During 2014, the Company issued 8,250,000 founder common shares valued at nominal value and issued 804,000 common shares for cash proceeds of $20 thousand. Preferred Stock .

LOSS PER SHARE

LOSS PER SHARE	12 Months Ended
	Dec. 31, 2015
Notes to Financial Statements
NOTE 6 - LOSS PER SHARE	The basic loss per share is calculated by dividing the Company's net loss available to common shareholders by the weighted average number of common shares during the year. The diluted loss per share is calculated by dividing the Company's net loss available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. Diluted earnings (loss) per share are the same as basic earnings (loss) per share due to the lack of dilutive items in the Company and the fact that the company has a loss. Year ended December 31, Year ended December 31, 2015 2014 $ in thousands except per share data 1. Numerator: Net loss $ (63 ) $ (98 ) 2. Denominator Denominator for basicand diluted net loss per share - weighted average of shares 9,054 7,449 Basic and diluted loss per share attributed to stockholders $ (0.01 ) $ (0.01 )

TAXES ON INCOME

TAXES ON INCOME	12 Months Ended
	Dec. 31, 2015
Notes to Financial Statements
NOTE 7 - TAXES ON INCOME	A. Deferred income taxes: Deferred taxes are determined by applying the provisions of enacted tax laws and rates for the jurisdictions in which the Company operates to the estimated future tax effects of the differences between the tax basis of assets and liabilities and their reported amounts in the Company's financial statements. A valuation allowance is established to reduce deferred tax assets if it is more likely than not that the related tax benefits will not be realized. Significant components of the Company's deferred tax assets are as follows: Year ended December 31, Year ended December 31, 2015 2014 $ In thousands Net Operating loss carry forward $ (133 ) $ (98 ) Deferred tax asset before valuation allowance 45 22 Valuation allowance (45 ) (22 ) Net deferred tax asset $ - $ - Management currently believes that since the Company has a history of losses it is more likely than not that the deferred tax regarding the loss carry forwards and other temporary differences will not be realized in the foreseeable future. The Company's net operating loss carry forward will begin to expire in the year 2034. B. Uncertain tax position: The Company has recorded no liability for income taxes associated with unrecognized tax benefits at the date of adoption and has not recorded any liability associated with unrecognized tax benefits during 2015 and 2014. Accordingly, the Company has not recorded any interest or penalty in regard to any unrecognized benefit. C. Theoretical tax: The main reconciling items between the statutory tax rate of the Company and the effective tax rate are the non-recognition of the benefits from accumulated net operating losses carryforward due to the uncertainty of the realization of such tax benefits.

TRANSACTION WITH RELATED PARTIE

TRANSACTION WITH RELATED PARTIES	12 Months Ended
	Dec. 31, 2015
Notes to Financial Statements
NOTE 8 - TRANSACTION WITH RELATED PARTIES	A. During 2015 the Company recorded an expense at the amount of $39 thousand ($28 thousand in 2014) for the estimated value of the time devoted by the CEO and majority shareholder to promote the business plan of the Company. That expense was recorded as contribution to equity. B. The services described in note 4 are provided by a related party. The related party is the son of the major shareholder and provides legal advice to the Company. As of December 31, 2015 and 2014 the liability amounted to $50 thousand. C. As of December 31, 2015 and 2014, the Company has an outstanding note payable to the sole officer and director (see Note 3). D. The Company leases its office space from its sole officer and director at no charge.

SUMMARY OF SIGNIFICANT ACCOUN15

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	12 Months Ended
	Dec. 31, 2015
Notes to Financial Statements
Basis of Presentation	The consolidated financial statements are prepared in accordance with accounting principles generally accepted ("GAAP") in the United States of America.
Use of Estimates in Preparation of Financial Statements	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, disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.
Cash and Cash Equivalents	Cash and cash equivalents consist of demand deposits and highly liquid investments with original maturities of three months or less. Cash and cash equivalents are carried at cost which approximates fair value.
Advertising	Advertising will be expensed in the period in which it is incurred. There have been no advertising expenses for the reporting period presented.
Income Taxes	Deferred taxes are determined utilizing the "asset and liability" method, whereby deferred tax asset and liability account balances are determined based on differences between financial reporting and the tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company provides a valuation allowance, when it's more likely than not that deferred tax assets will not be realized in the foreseeable future. Deferred tax liabilities and assets are classified as current or non-current based on the underlying asset or liability or if not directly related to and asset or liability based on the expected reversal dates of thespecific temporary differences.
Fair value of financial instruments	The Company discloses fair value measurements for financial and non-financial assets and liabilities measured at fair value. Fair value is based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The accounting standard establishes a fair value hierarchy that prioritizes observable and unobservable inputs used to measure fair value into three broad levels, which are described below: Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. The fair value hierarchy gives the highest priority to Level 1 inputs. Level 2: Observable prices that are based on inputs not quoted on active markets, but corroborated by market data. Level 3: Unobservable inputs are used when little or no market data is available. The fair value hierarchy gives the lowest priority to Level 3 inputs.
Recent Accounting Pronouncements	1. In May 2014, the FASB issued guidance on revenue from contracts with customers that will supersede the most current revenue recognition guidance, including industry-specific guidance. The underlying principle of the guidance is that an entity should recognize revenue upon the transfer of goods or services to customers in an amount that the entity expects to be entitled to in exchange for those goods or services. The guidance provides a five-step analysis of transactions to determine when and how revenue is recognized. Other major provisions include capitalization of certain contract costs, consideration of the time value of money in the transaction price, and allowing estimates of variable consideration to be recognized before contingencies are resolved in certain circumstances. The guidance also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from an entity's contracts with customers. The guidance is effective for the interim and annual periods beginning on or after December 15, 2016 (early adoption is not permitted). The guidance permits the use of either a retrospective or cumulative effect transition method. The Company is currently evaluating the impact of the amended guidance on its financial statements. 2. In August 2014, the FASB issued ASU No. 2014-15,"Presentaion of Financial statements – Going concern (subtopic 205-40), Discloser of Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern" The new standard provides guidance on management's responsibility in evaluating whether there is substantial doubt about a company's ability to continue as a going concern and about related footnote disclosures. For each reporting period, management will be required to evaluate whether there are conditions or events that raise substantial doubt about a company's ability to continue as a going concern within one year from the date the financial statements are issued. ASU 2014-15 applies prospectively to annual periods ending after December 15, 2016, and to annual and interim periods thereafter. Early application is permitted. The Company does not expect material impacts on the financial statements upon adoption.

EQUITY (Tables)

EQUITY (Tables)	12 Months Ended
	Dec. 31, 2015
Equity Tables
Schedule of Equity Method	Number of shares as of December 31, 2015 and 2014 Authorized Issued and outstanding Common stock, par value $0.001 per share 45,000,000 9,054,000 Preferred stock, par value $0.001 per share 5,000,000 -

LOSS PER SHARE (Tables)

LOSS PER SHARE (Tables)	12 Months Ended
	Dec. 31, 2015
Loss Per Share Tables
Schedule of Earning per share basic and diluted	Year ended December 31, Year ended December 31, 2015 2014 $ in thousands except per share data 1. Numerator: Net loss $ (63 ) $ (98 ) 2. Denominator Denominator for basicand diluted net loss per share - weighted average of shares 9,054 7,449 Basic and diluted loss per share attributed to stockholders $ (0.01 ) $ (0.01 )

TAXES ON INCOME (Tables)

TAXES ON INCOME (Tables)	12 Months Ended
	Dec. 31, 2015
Taxes On Income Tables
Schedule of Deferred tax assets	Year ended December 31, Year ended December 31, 2015 2014 $ In thousands Net Operating loss carry forward $ (133 ) $ (98 ) Deferred tax asset before valuation allowance 45 22 Valuation allowance (45 ) (22 ) Net deferred tax asset $ - $ -

PROMISSORY NOTE FROM SHAREHOL19

PROMISSORY NOTE FROM SHAREHOLDER (Details Narrative) - USD ($) $ in Thousands	Dec. 31, 2015	Dec. 31, 2014
Promissory Note From Shareholder Details Narrative
Promissory note from shareholder	$ 23	$ 13

EQUITY (Details)

EQUITY (Details) - shares	Dec. 31, 2015	Dec. 31, 2014
Equity Details
Common stock Authorized	45,000,000	45,000,000
Common stock, Issued and outstanding	9,054,000	9,054,000
Preferred stock Authorized	5,000,000	5,000,000
Preferred stock, Issued and outstanding

LOSS PER SHARE (Details)

LOSS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands	9 Months Ended	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2015
1. Numerator:
Net loss	$ (98)	$ (63)
2. Denominator:
Denominator for basicand diluted net loss per share - weighted average of shares	7,449	9,054
Basic and diluted loss per share attributed to stockholders	$ (0.01)	$ (0.01)

TAXES ON INCOME (Details)

TAXES ON INCOME (Details) - USD ($) $ in Thousands	Dec. 31, 2015	Dec. 31, 2014
Taxes On Income Details
Net Operating loss carry forward	$ (133)	$ (98)
Deferred tax asset before valuation allowance	45	22
Valuation allowance	$ (45)	$ (22)
Net deferred tax asset

TAXES ON INCOME (Details Narrat

TAXES ON INCOME (Details Narratvie)	12 Months Ended
	Dec. 31, 2015
Taxes On Income Details Narratvie
Net operating loss carry forward Expiration year	2,034

TRANSACTION WITH RELATED PART24

TRANSACTION WITH RELATED PARTIES (Details Narrative) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2015
Transaction With Related Parties Details Narrative
Contributed services	$ 28	$ 39
Liabilities of legal service	$ 50	$ 50