Phoenix Apps (PXPP) 10-Q/A 30 Nov 16 2016 Q3 Quarterly report (amended) Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2016	Nov. 09, 2016
Document and Entity Information
Entity Registrant Name	Phoenix Apps Inc.
Entity Central Index Key	1,660,839
Document Type	10-Q
Document Period End Date	Sep. 30, 2016
Amendment Flag	true
Amendment Description	We are filing this Form 10-Q/A to correct certain disclosures included in the financial statements which form a part of our Form 10-Q filing for the nine months ended September 30, 2016 (the “Original Form 10-Q”) as filed with the Securities and Exchange Commission on November 17, 2016 (the “Filing Date”). The Company has revised Note 1 and Note 4 to the financial statements included herein to correctly reflect that the Company's offering of 15 million shares under a Form S-1 Registration Statement was fully subscribed and closed on September 13, 2016, and state the date of issuance of such shares.
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		45,300,000
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2,016

Balance Sheets (Unaudited)

Balance Sheets (Unaudited) - USD ($)	Sep. 30, 2016	Dec. 31, 2015
CURRENT ASSETS
Cash and Cash equivalents	$ 27,607
Accounts Receivable	209	1,480
Prepaid expenses	48,696
Deferred offering costs	25,000
TOTAL CURRENT ASSETS	101,512	1,480
TOTAL ASSETS	101,512	1,480
CURRENT LIABILITIES
Accounts Payable and Accrued Liabilities	19,808
Investor deposits	150,000
TOTAL CURRENT LIABILITIES	169,808
STOCKHOLDERS' EQUITY
Preferred stock: 10,000,000 authorized; $0.002 par value no shares issued and outstanding
Common Stock: 190,000,000 authorized; $0.002 par value, 30,300,000 shares issued and outstanding as of September 30 2016 and December 31, 2015	60,600	60,600
Additional Paid-in Capital	12,500	12,500
Accumulated Deficit	(141,396)	(71,620)
TOTAL STOCKHOLDERS' EQUITY	(68,296)	1,480
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$ 101,512	$ 1,480

Balance Sheets (Parenthetical)

Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2016	Dec. 31, 2015
Statement of Financial Position [Abstract]
Common Stock, Par Value Per Share	$ 0.002	$ 0.002
Common Stock, Shares Authorized	190,000,000	190,000,000
Common Stock, Shares Outstanding	30,300,000	30,300,000
Preferred Stock, Par Value Per Share	$ 0.002	$ 0.002
Preferred Stock, Shares Authorized	10,000,000	10,000,000
Preferred Stock, Shares Outstanding	0	0

Statements of Operations (Unaud

Statements of Operations (Unaudited) - USD ($)	3 Months Ended	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2016
Income Statement [Abstract]
REVENUE	$ 864	$ 4,371
OPERATING EXPENSES
Professional Fees	29,112	42,300
Software development	573	9,393
General and administrative expenses	9,050	22,454
Total Operating Expenses	38,735	74,147
INCOME (LOSS) FROM OPERATIONS	(37,871)	(69,776)
INCOME (LOSS) BEFORE TAXES	(37,871)	(69,776)
Provision for taxes
NET INCOME (LOSS)	$ (37,871)	$ (69,776)
Basic and Diluted Loss per Common share	$ 0	$ 0
Basic and Diluted Weighted Average Common Shares Outstanding	30,300,000	30,300,000

Statements of Cash Flows (Unaud

Statements of Cash Flows (Unaudited)	9 Months Ended
	Sep. 30, 2016USD ($)
OPERATING ACTIVITIES
Net Income (Loss)	$ (69,776)
Changes in operating assets and liabilities:
Accounts receivable	1,271
Prepaid expenses	(48,696)
Accounts payable and accrued liabilities	19,808
NET CASH USED BY OPERATING ACTIVITIES	(97,393)
FINANCING ACTIVITIES
Deferring offering costs	(25,000)
Investor deposits	150,000
Advances from related party	33,714
Proceeds from promissory notes, related party	7,923
Repayment to advances and promissory notes, related party	(41,637)
NET CASH PROVIDED BY FINANCING ACTIVITIES	125,000
NET INCREASE IN CASH AND CASH EQUIVALENTS	27,607
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD
CASH AND CASH EQUIVALENTS, END OF PERIOD	27,607
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for interest
Cash paid during the period for income taxes

Note 1 - Description of Busines

Note 1 - Description of Business and Basis of Presentation	9 Months Ended
	Sep. 30, 2016
Accounting Policies [Abstract]
Note 1 - Description of Business and Basis of Presentation	NOTE 1 – DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION Organization and nature of business Phoenix Apps Inc. (the "Company" or we), was incorporated in the State of Nevada on November 18, 2015 and commenced operations on November 30, 2015. The Company develops Android and Apple mobile applications. The Company's fiscal year end is December 31. On November 30, 2015, we acquired a portfolio of mobile software applications for smartphones and tablets (“Apps”) pursuant to an Asset Purchase Agreement (the “Agreement”), by and between the Company and third parties. Under the terms of the Agreement the parties agreed to sell certain assets, properties and contractual rights to the Company for $60,000 (the “Acquisition”). The $60,000 was paid by a related party and subsequently the Company provided 30,000,000 shares of common stock to the related party for the $60,000 payment and for $12,500 payment for legal fees. Further under the terms of the Agreement, the Company will employee two managers for a minimum term of one year. In addition, the individuals will be entitled to 10% of the Company’s annual profits as defined by the Agreement. The Company allocated the $60,000 purchase price to intangible assets as the assets purchased were without physical substance, and were paid by the related party. The intangible asset value was recorded as the full purchase price, and subsequently impaired as at December 31, 2015. Further under the terms of the Agreement the employees were issued a total of 300,000 shares of common stock valued at par, $0.002 per share. On May 13, 2016, the Company’s offering of 15,000,000 shares at $0.01 per share for total proceeds of $150,000 received a notice of effect from the Securities and Exchange commission. The Company closed the fully subscribed offering on September 13, 2016 and issued the shares on October 19, 2016. Financial Statements Presented The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions for Form 10-Q and Article 210 8-03 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included. All such adjustments are of a normal recurring nature. Operating results for the nine months ended September 30, 2016, are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2016. For further information, refer to the financial statements and footnotes thereto included in the Company’s registration statement on Form S-1/A as filed with the Securities and Exchange Commission on May 6, 2016. Certain reclassifications have been made to the prior period’s financial statements to conform to the current period’s presentation.

Note 2 - Summary of Significant

Note 2 - Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2016
Accounting Policies [Abstract]
Note 2 - Summary of Significant Accounting Policies	NOTE 2 -SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Going Concern The Company's financial statements are prepared using accountingprinciples generally accepted in the United States of America applicable to a going concern which contemplates the realizationof assets and liquidation of liabilities in the normal course of business. The Company has not yet had significant revenuessufficient to cover its operating cost, and requires additional capital to commence its operating plan. The ability of theCompany to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until itbecomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations. These factorsraise substantial doubt about its ability to continue as a going concern. In order to continue as a going, concern, the Company willneed, among other things, additional capital resources. Management's plan to obtain such resources for the Company include:sales of equity instruments; traditional financing, such as loans; and obtaining capital from management and significant stockholderssufficient to meet its minimal operating expenses. However, management cannot provide any assurance that the Company will be successfulin accomplishing any of its plans. There is no assurance that the Company will be able to obtainsufficient additional funds when needed or that such funds, if available, will be obtainable on terms satisfactory to the Company.In addition, profitability will ultimately depend upon the level of revenues received from business operations. However,there is no assurance that the Company will attain profitability. The accompanying financial statements do not include any adjustmentsthat might be necessary if the Company is unable to continue as a going concern. Basis of Presentation The Financial Statements and related disclosures have beenprepared pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). The FinancialStatements have been prepared using the accrual basis of accounting in accordance with Generally Accepted Accounting Principles("GAAP") of the United States. Use of Estimates The preparation of financial statements in conformity withaccounting principles generally accepted in the United States of America requires management to make estimates and assumptionsthat affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of thefinancial statements. The estimates and judgments will also affect the reported amounts for certain revenues and expenses duringthe reporting period. Actual results could differ from these good faith estimates and judgments. Revenue Recognition The Company recognizes revenue from the sale of productsand services in accordance with ASC 605,"Revenue Recognition." The Company recognizes revenue from services only when allof the following criteria have been met: i) Persuasive evidence for an agreement exists; ii) Service has been provided; iii) The fee is fixed or determinable; and, iv) Collection is reasonably assured. Revenue related to multi-media downloads is fully recognizedwhen the above criteria are met. Revenue related to online subscriptions is recognized ratably over the duration of the subscriptions. Allowance for Doubtful Accounts We establish an allowance for bad debts through a reviewof several factors including historical collection experience, current aging status of the customer accounts, and financial conditionof our customers. We do not generally require collateral for our accounts receivable. Our allowance for doubtful accounts was $0as of September 30, 2016 and December 31, 2015. Stock based compensation We account for stock based compensation in accordance withASC 718 which requires companies to measure the cost of employee services received in exchange for an award of an equity instrumentbased on the grant-date fair value of the award. For stock-based awards granted on or after January 1, 2006, stock-based compensationexpense is recognized on a straight-line basis over the requisite service period. In prior years, we accounted for stock-basedawards under APB No. 25, “Accounting for Stock Issued to Employees.” We account for non-employee share-based awardsin accordance with ASC 505-50. Impairment of Long-Lived Assets Long-lived assets arereviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverablethrough the estimated undiscounted cash flows expected to result from the use and eventual disposition of the assets. Wheneverany such impairment exists, an impairment loss will be recognized for the amount by which the carrying value exceeds the fair value.During the year ended December 31, 2015, the Company impaired the acquired intangible assets valued at $60,000. Earnings per Share In accordance withASC Topic 280 – “Earnings Per Share”, the basic loss per common share is computed by dividing net loss availableto common stockholders by the weighted average number of common shares outstanding. Diluted loss per common share is computed similarto basic loss per common share except that the denominator is increased to include the number of additional common shares thatwould have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. Income Taxes The Company accounts for income taxes in accordance withAccounting Standards Codification (“ASC”) Topic 740, Income Taxes, which requires that the Company recognize deferredtax liabilities and assets based on the differences between the financial statement carrying amounts and the tax bases of assetsand liabilities, using enacted tax rates in effect in the years the differences are expected to reverse. Deferred income tax benefit(expense) results from the change in net deferred tax assets or deferred tax liabilities. A valuation allowance is recorded whenit is more likely than not that some or all deferred tax assets will not be realized. Financial Instruments FASB ASC 820, FairValue Measurements and Disclosures, defines fair value as the exchange price that would be received for an asset or paid to transfera liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction betweenmarket participants on the measurement date. FASB ASC 820 also establishes a fair value hierarchy which requires an entity to maximizethe use of observable inputs and minimize the use of unobservable inputs when measuring fair value. FASB ASC 820 describes threelevels of inputs that may be used to measure fair value: Level 1 Level 2 Level 3 If the inputs used to measure the financial assets and liabilitiesfall within more than one level described above, the categorization is based on the lowest level of input that is significant tothe fair value measurement of the instrument. Recent Accounting Pronouncements In August 2016, the Financial Accounting Standards Board("FASB") issued Accounting Standards Update ("ASU") No. 2016-15, Statement of Cash Flows (Topic 230): Classificationof Certain Cash Receipts and Cash Payments. The new standard will make eight targeted changes to how cash receipts and cash paymentsare presented and classified in the statement of cash flows. The standard will be effective for the Company beginning January 1,2018, with early application permitted. The standard will require adoption on a retrospective basis unless it is impracticableto apply, in which case we would be required to apply the amendments prospectively as of the earliest date practicable. In June 2016, the Financial Accounting Standards Board ("FASB")issued Accounting Standards Update ("ASU") No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurementof Credit Losses on Financial Instruments. The new standard requires financial assets measured at amortized cost be presented atthe net amount expected to be collected, through an allowance for credit losses that is deducted from the amortized cost basis.The standard will be effective for the Company beginning January 1, 2020, with early application permitted. This standard is notexpected to have a material impact on our financial position, results of operations or statement of cash flows upon adoption. In March 2016, the FASB issued ASU No. 2016-09, Compensation— Stock Compensation: Improvements to Employee Share-Based Payment Accounting In February 2016, the FASB issued ASU 2016-02, Leases (Topic842). ASU 2016-02 requires the lessee to recognize assets and liabilities for leases with lease terms of more than twelve months.For leases with a term of twelve months or less, the Company is permitted to make an accounting policy election by class of underlyingasset not to recognize lease assets and lease liabilities. Further, the lease requires a finance lease to recognize both an interestexpense and an amortization of the associated expense. Operating leases generally recognize the associated expense on a straightline basis. ASU 2016-02 requires the Company to adopt the standard using a modified retrospective approach and adoption beginningon January 1, 2019. In January 2016, the FASB issued ASU 2016-01, Financial Instruments- Overall: Recognition and Measurement of Financial Assets and Financial Liabilities. This new standard provides guidance on howentities measure certain equity investments and present changes in the fair value. This standard requires that entities measurecertain equity investments that do not result in consolidation and are not accounted for under the equity method at fair valueand recognize any changes in fair value in net income. ASU 2016-01 is effective for fiscal years beginning after December 31, 2017. The Company has chosen to qualify as an Emerging Growth Company(“EGC”) and use the deferral provisions under Securities Act Section 7(a)(2)(B) and therefore does not expect to adoptthe guidance from new accounting policies issued with effective dates after April 2012 until such time as the earlier of when theybecome applicable to private enterprises or the Company no longer qualifies as an EGC.

Note 3 - Related Party Transact

Note 3 - Related Party Transactions	9 Months Ended
	Sep. 30, 2016
Related Party Transactions [Abstract]
Note 3 - Related Party Transactions	NOTE 3 – RELATED PARTY TRANSACTIONS In support of the Company’s efforts and cash requirements,it may rely on advances from related parties until such a time that the Company can support its operations or attains adequatefinancing through sales of its equity or traditional debt financing. There is no formal written commitment for continuedsupport by shareholders or directors. During the nine months ended September 30, 2016, the Companyreceived $33,714 as advances from the Company’s President. On April 30, 2016 the Company issued a one-year interestfree promissory note to the Company’s president in the amount of $7,930. During the period ended September 30, 2016, the Company paidin full in a total of $41,637 due to the shareholder in respect of the aforementioned advances and promissory note. In addition, the Company’s President controls 99% ofthe currently issued and outstanding shares of common stock.

Note 4 - Stockholders Equity

Note 4 - Stockholders Equity	9 Months Ended
	Sep. 30, 2016
Equity [Abstract]
Note 4 - Stockholders Equity	NOTE 4 – STOCKHOLDER’S EQUITY Preferred Stock The Company has authorized 10,000,000 preferred shares with a par value of $0.002 per share. The Board of Directors are authorized to divide the authorized shares of Preferred Stock into one or more series, each of which shall be so designated as to distinguish the shares thereof from the shares of all other series and classes. No shares of preferred stock have been issued. Common Stock The Company has authorized 190,000,000 common shares with a par value of $0.002 per share. Each common share entitles the holder to one vote, in person or proxy, on any matter on which action of the stockholders of the corporation is sought. As of September 30, 2016 and December 31, 2015, the Company has 30,300,000 shares of common stock issued and outstanding. Investor Deposits During the nine months ended September 30, 2016, the Company received proceeds in the total amount of $150,000 from investors under the Company’s current offering at $0.01 per share. The Company closed the fully subscribed offering on September 13, 2016 and issued the underlying shares on October 19, 2016 .

Note 5 - Income Taxes

Note 5 - Income Taxes	9 Months Ended
	Sep. 30, 2016
Income Tax Disclosure [Abstract]
Note 5 - Income Taxes	NOTE 5 – INCOME TAXES Deferred income taxes are determined using the liabilitymethod for the temporary differences between the financial reporting basis and income tax basis of the Company’s assets andliabilities. Deferred income taxes are measured based on the tax rates expected to be in effect when the temporary differencesare included in the Company’s tax return. Deferred tax assets and liabilities are recognized based on anticipated futuretax consequences attributable to differences between financial statement carrying amounts of assets and liabilities and their respectivetax bases. Operating loss carry-forwards generated during the periodfrom November 18, 2015 (date of inception) through September 30, 2016 of approximately $141,000, will begin to expire in 2035. TheCompany applies a statutory income tax rate of 34%. Accordingly, deferred tax assets related to net operating loss carry-forwardstotal approximately $47,940 as at September 30, 2016. For the nine months ended September 30, 2016, the valuation allowance increasedby approximately $23,700. The Company has no tax positions at December 31, 2015, forwhich the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility. The Company recognizes interest accrued related to unrecognizedtax benefits in interest expense and penalties in operating expenses. The Company had no accruals for interest and penalties sinceinception. The tax returns for the period from inception to December31, 2015 are subject to examination by the Internal Revenue Service.

Note 1 - Description of Busin11

Note 1 - Description of Business and Basis of Presentation (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2016	Nov. 30, 2015
Accounting Policies [Abstract]
Acquisition price, assets, properties and contractual rights		$ 60,000
Amount paid by related party		$ 60,000
Shares issued to related party for cash and legal fees paid		30,000,000
Legal fees paid by related party		$ 12,500
Percent of annual profits payable to vendors of Apps		0.10%
Intangible assets		$ 60,000
Shares issued to employees		300,000
Price per share, shares issued to employees		$ 0.002
Shares offered under Form S-1	15,000,000
Total proceeds from offering	$ 150,000

Note 2 - Summary of Significa12

Note 2 - Summary of Significant Accounting Policies (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2015	Sep. 30, 2016
Accounting Policies [Abstract]
Allowance for Doubtful Accounts	$ 0	$ 0
Impaired intangible assets	$ 60,000

Note 3 - Related Party Transa13

Note 3 - Related Party Transactions (Details Narrative)	9 Months Ended
	Sep. 30, 2016USD ($)	Apr. 30, 2016USD ($)
Related Party Transactions [Abstract]
Advances from President	$ 33,714
Interest Free promissory note issued from the President		$ 7,930
Term in years of Promissory Note		1
Repayment to advances and promissory note, President	$ 41,637
Percent shares controlled by President	0.99%

Note 4 - Stockholders Equity (D

Note 4 - Stockholders Equity (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2016	Dec. 31, 2015
Equity [Abstract]
Preferred Stock, Shares Authorized	10,000,000	10,000,000
Preferred Stock, Par Value Per Share	$ 0.002	$ 0.002
Preferred Stock, Shares Outstanding	0	0
Common Stock, Shares Authorized	190,000,000	190,000,000
Common Stock, Par Value Per Share	$ 0.002	$ 0.002
Common Stock, Shares Outstanding	30,300,000	30,300,000
Investor Deposits
Proceeds from sale of shares '	$ 150,000
Price per share, sale of shares	$ 0.01

Note 5 - Income Taxes (Details

Note 5 - Income Taxes (Details Narrative)	9 Months Ended
	Sep. 30, 2016USD ($)
Income Tax Disclosure [Abstract]
Cummulative loss carry-forward	$ 141,000
Year operating losses expire	Jan. 1, 2035
Income tax rate	0.34%
Net operating loss carry-forwards	$ 47,940
Increase to valuation allowance	$ 23,700

Note 2 - Summary of Significa16

Note 2 - Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2016
Accounting Policies [Abstract]
Going Concern	Going Concern The Company's financial statements are prepared using accountingprinciples generally accepted in the United States of America applicable to a going concern which contemplates the realizationof assets and liquidation of liabilities in the normal course of business. The Company has not yet had significant revenuessufficient to cover its operating cost, and requires additional capital to commence its operating plan. The ability of theCompany to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until itbecomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations. These factorsraise substantial doubt about its ability to continue as a going concern. In order to continue as a going, concern, the Company willneed, among other things, additional capital resources. Management's plan to obtain such resources for the Company include:sales of equity instruments; traditional financing, such as loans; and obtaining capital from management and significant stockholderssufficient to meet its minimal operating expenses. However, management cannot provide any assurance that the Company will be successfulin accomplishing any of its plans. There is no assurance that the Company will be able to obtainsufficient additional funds when needed or that such funds, if available, will be obtainable on terms satisfactory to the Company.In addition, profitability will ultimately depend upon the level of revenues received from business operations. However,there is no assurance that the Company will attain profitability. The accompanying financial statements do not include any adjustmentsthat might be necessary if the Company is unable to continue as a going concern.
Basis of Presentation	Basis of Presentation The Financial Statements and related disclosures have beenprepared pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). The FinancialStatements have been prepared using the accrual basis of accounting in accordance with Generally Accepted Accounting Principles("GAAP") of the United States.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity withaccounting principles generally accepted in the United States of America requires management to make estimates and assumptionsthat affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of thefinancial statements. The estimates and judgments will also affect the reported amounts for certain revenues and expenses duringthe reporting period. Actual results could differ from these good faith estimates and judgments.
Revenue Recognition	Revenue Recognition The Company recognizes revenue from the sale of productsand services in accordance with ASC 605,"Revenue Recognition." The Company recognizes revenue from services only when allof the following criteria have been met: i) Persuasive evidence for an agreement exists; ii) Service has been provided; iii) The fee is fixed or determinable; and, iv) Collection is reasonably assured. Revenue related to multi-media downloads is fully recognizedwhen the above criteria are met. Revenue related to online subscriptions is recognized ratably over the duration of the subscriptions.
Allowance for Doubtful Accounts	Allowance for Doubtful Accounts We establish an allowance for bad debts through a reviewof several factors including historical collection experience, current aging status of the customer accounts, and financial conditionof our customers. We do not generally require collateral for our accounts receivable. Our allowance for doubtful accounts was $0as of September 30, 2016 and December 31, 2015.
Stock based compensation	Stock based compensation We account for stock based compensation in accordance withASC 718 which requires companies to measure the cost of employee services received in exchange for an award of an equity instrumentbased on the grant-date fair value of the award. For stock-based awards granted on or after January 1, 2006, stock-based compensationexpense is recognized on a straight-line basis over the requisite service period. In prior years, we accounted for stock-basedawards under APB No. 25, “Accounting for Stock Issued to Employees.” We account for non-employee share-based awardsin accordance with ASC 505-50.
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets Long-lived assets arereviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverablethrough the estimated undiscounted cash flows expected to result from the use and eventual disposition of the assets. Wheneverany such impairment exists, an impairment loss will be recognized for the amount by which the carrying value exceeds the fair value.During the year ended December 31, 2015, the Company impaired the acquired intangible assets valued at $60,000.
Earnings per Share	Earnings per Share In accordance withASC Topic 280 – “Earnings Per Share”, the basic loss per common share is computed by dividing net loss availableto common stockholders by the weighted average number of common shares outstanding. Diluted loss per common share is computed similarto basic loss per common share except that the denominator is increased to include the number of additional common shares thatwould have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive.
Income Taxes	Income Taxes The Company accounts for income taxes in accordance withAccounting Standards Codification (“ASC”) Topic 740, Income Taxes, which requires that the Company recognize deferredtax liabilities and assets based on the differences between the financial statement carrying amounts and the tax bases of assetsand liabilities, using enacted tax rates in effect in the years the differences are expected to reverse. Deferred income tax benefit(expense) results from the change in net deferred tax assets or deferred tax liabilities. A valuation allowance is recorded whenit is more likely than not that some or all deferred tax assets will not be realized.
Financial Instruments	Financial Instruments FASB ASC 820, FairValue Measurements and Disclosures, defines fair value as the exchange price that would be received for an asset or paid to transfera liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction betweenmarket participants on the measurement date. FASB ASC 820 also establishes a fair value hierarchy which requires an entity to maximizethe use of observable inputs and minimize the use of unobservable inputs when measuring fair value. FASB ASC 820 describes threelevels of inputs that may be used to measure fair value: Level 1 Level 2 Level 3 If the inputs used to measure the financial assets and liabilitiesfall within more than one level described above, the categorization is based on the lowest level of input that is significant tothe fair value measurement of the instrument.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In August 2016, the Financial Accounting Standards Board("FASB") issued Accounting Standards Update ("ASU") No. 2016-15, Statement of Cash Flows (Topic 230): Classificationof Certain Cash Receipts and Cash Payments. The new standard will make eight targeted changes to how cash receipts and cash paymentsare presented and classified in the statement of cash flows. The standard will be effective for the Company beginning January 1,2018, with early application permitted. The standard will require adoption on a retrospective basis unless it is impracticableto apply, in which case we would be required to apply the amendments prospectively as of the earliest date practicable. In June 2016, the Financial Accounting Standards Board ("FASB")issued Accounting Standards Update ("ASU") No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurementof Credit Losses on Financial Instruments. The new standard requires financial assets measured at amortized cost be presented atthe net amount expected to be collected, through an allowance for credit losses that is deducted from the amortized cost basis.The standard will be effective for the Company beginning January 1, 2020, with early application permitted. This standard is notexpected to have a material impact on our financial position, results of operations or statement of cash flows upon adoption. In March 2016, the FASB issued ASU No. 2016-09, Compensation— Stock Compensation: Improvements to Employee Share-Based Payment Accounting In February 2016, the FASB issued ASU 2016-02, Leases (Topic842). ASU 2016-02 requires the lessee to recognize assets and liabilities for leases with lease terms of more than twelve months.For leases with a term of twelve months or less, the Company is permitted to make an accounting policy election by class of underlyingasset not to recognize lease assets and lease liabilities. Further, the lease requires a finance lease to recognize both an interestexpense and an amortization of the associated expense. Operating leases generally recognize the associated expense on a straightline basis. ASU 2016-02 requires the Company to adopt the standard using a modified retrospective approach and adoption beginningon January 1, 2019. In January 2016, the FASB issued ASU 2016-01, Financial Instruments- Overall: Recognition and Measurement of Financial Assets and Financial Liabilities. This new standard provides guidance on howentities measure certain equity investments and present changes in the fair value. This standard requires that entities measurecertain equity investments that do not result in consolidation and are not accounted for under the equity method at fair valueand recognize any changes in fair value in net income. ASU 2016-01 is effective for fiscal years beginning after December 31, 2017. The Company has chosen to qualify as an Emerging Growth Company(“EGC”) and use the deferral provisions under Securities Act Section 7(a)(2)(B) and therefore does not expect to adoptthe guidance from new accounting policies issued with effective dates after April 2012 until such time as the earlier of when theybecome applicable to private enterprises or the Company no longer qualifies as an EGC.