Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2016 | Nov. 16, 2016 | |
Document And Entity Information | ||
Entity Registrant Name | Energie Holdings, Inc. | |
Entity Central Index Key | 774,937 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2016 | |
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 | 249,447,433 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,016 |
Balance Sheets
Balance Sheets - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 5,012 | $ 17,987 |
Accounts receivable, net | 1,263 | 8,551 |
Inventory | 171,154 | 190,151 |
Prepaid expenses and other | 53,023 | 52,759 |
Total current assets | 230,452 | 269,448 |
Noncurrent assets: | ||
Deposits | 11,695 | 12,345 |
Total assets | 242,147 | 281,793 |
Current liabilities: | ||
Accounts payable | 3,268,848 | 2,505,397 |
Accrued liabilities | 1,568,667 | 1,076,040 |
Debt, current portion, net of discount and debt issuance costs | 7,255,538 | 5,156,305 |
Total current liabilities | 12,093,053 | 8,737,742 |
Debt, long-term portion | 570,316 | 1,593,003 |
Total liabilities | 12,663,369 | 10,330,745 |
Commitments and contingencies (Note 5) | ||
Equity: | ||
Preferred stock, $.0001 par value; 5,000,000 shares authorized; no shares issued and outstanding at September 30, 2016 or December 31, 2015 | ||
Common stock, $.0001 par value; 250,000,000 shares authorized; 249,447,433 and 113,914,718 shares issued and outstanding at September 30, 2016 and December 31, 2015, respectively | 24,743 | 11,191 |
Additional paid-in capital | 2,635,896 | 2,446,196 |
Accumulated deficit | (15,081,861) | (12,506,339) |
Total deficit | (12,421,222) | (10,048,952) |
Total liabilities and equity | $ 242,147 | $ 281,793 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ .0001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ .0001 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 249,447,433 | 113,914,718 |
Common stock, shares outstanding | 249,447,433 | 113,914,718 |
Statements of Operations
Statements of Operations - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Income Statement [Abstract] | ||||
Sales revenue | $ 26,836 | $ 117,002 | $ 331,983 | $ 421,636 |
Cost of goods sold | (18,785) | (66,767) | (176,792) | (212,759) |
Gross profit | 8,051 | 50,235 | 155,191 | 208,877 |
Operating expenses: | ||||
Research and development | 68,560 | 64,715 | 212,166 | 192,087 |
Sales and marketing | 6,168 | 28,882 | 45,479 | 98,784 |
General and administrative | 359,877 | 275,301 | 967,079 | 1,060,021 |
Total operating expenses | 434,605 | 368,898 | 1,224,724 | 1,350,892 |
Loss from operations | (426,554) | (318,663) | (1,069,533) | (1,142,015) |
Other income (expense): | ||||
Interest expense | (475,981) | (365,861) | (1,357,481) | (856,817) |
Other | (73,457) | (10,041) | (148,508) | (27,571) |
Other income (expense), net | (549,438) | (375,902) | (1,505,989) | (884,388) |
Net loss | $ (975,992) | $ (694,565) | $ (2,575,522) | $ (2,026,403) |
Net loss per common share Basic and diluted | $ (0.01) | $ (0.01) | $ (0.02) | $ (0.03) |
Weighted average common shares outstanding: Basic and diluted | 168,604,321 | 70,112,403 | 151,814,179 | 64,985,322 |
Statements of Cash Flows
Statements of Cash Flows - USD ($) | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Operating Activities: | ||
Net loss | $ (2,575,522) | $ (2,026,403) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Amortization of debt issuance costs and debt discount | 274,625 | 132,564 |
Common stock issued for services | 40,400 | |
Loss on conversion of debt | 114,791 | |
Changes in operating assets and liabilities (net of Share Exchange): | ||
Accounts receivable | 7,288 | 12,087 |
Inventory | 18,997 | 15,240 |
Prepaid expenses | (264) | 17,960 |
Deposits | 650 | (650) |
Accounts payable | 763,451 | 785,683 |
Accrued liabilities | 498,288 | 400,156 |
Net cash used in operating activities | (897,696) | (622,963) |
Financing Activities: | ||
Proceeds from debt | 1,253,921 | 1,287,112 |
Payments of debt | (369,200) | (704,601) |
Net cash provided by financing activities | 884,721 | 582,511 |
Net change in cash | (12,975) | (40,452) |
Cash, beginning of period | 17,987 | 43,879 |
Cash, end of period | 5,012 | 3,427 |
Cash paid for: | ||
Interest | 420,949 | 279,060 |
Income taxes | ||
Non-cash transactions: | ||
Debt and accrued interest converted to common stock | 82,800 | 99,307 |
Accounts payable and accrued interest converted to debt | $ 706,229 |
1. Description of Business and
1. Description of Business and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
1. Description of Business and Summary of Significant Accounting Policies | Note 1 Description of Business and Summary of Significant Accounting Policies ExeLED Holdings Inc. was incorporated in the State of Delaware on October 20, 1986 under the name Verilink Corporation. We have also been known as Energie Holdings, Inc. and Alas Aviation Corp. We have two wholly-owned subsidiaries, Energie LLC (hereinafter referred to as Energie), and OELC, LLC. All references herein to us, we, our, Holdings, or the Company refer to ExeLED Holdings Inc. and its subsidiaries. Description of Business We are focused on acquiring and growing specialized LED lighting companies for the architecture and interior design markets for both commercial and residential applications. Our lighting products include both conventional fixtures and advanced solid-state technology that can integrate with digital controls and day-lighting to create energy efficiencies and a better visual environment. Our objective is to grow, innovate, and fully capture the rapidly growing lighting market opportunities associated with solid state lighting. Énergie was founded in 2001 and is engaged in the import and sale of specialized interior lighting solutions to the architecture and interior design markets in North America. Our headquarters is located in Wheat Ridge, Colorado, and we also maintain a production and assembly facility in Zeeland, Michigan. Basis of Presentation The accompanying condensed consolidated balance sheet as of December 31, 2015, has been derived from audited financial statements. The accompanying unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual audited financial statements and in accordance with accounting principles generally accepted in the United States (GAAP) for interim financial information and the rules and regulations of the Securities and Exchange Commission (SEC) for interim financial statements. In the opinion of management, such unaudited information includes all adjustments (consisting only of normal recurring accruals) necessary for a fair presentation of this interim information. All intercompany transactions have been eliminated in consolidation. Operating results and cash flows for interim periods are not necessarily indicative of results that can be expected for the entire year. The information included in this report should be read in conjunction with our audited financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2015. Significant Accounting Policies In accordance with the FASBs issuance of ASU No. 2015-03, Interest-Imputation of Interest (Subtopic 835-30), Simplifying the Presentation of Debt Issuance Costs InterestImputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit ArrangementsAmendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting (SEC Update) Going Concern As shown in the accompanying condensed consolidated financial statements, we had an equity deficit of $12,421,222 and a working capital deficit of $11,862,601 as of September 30, 2016, and have reported net losses of $2,575,522 and $2,026,403 for the nine months ended September 30, 2016 and 2015, respectively. These factors raise substantial doubt regarding our ability to continue as a going concern. Our ability to continue as a going concern is dependent on our ability to further implement our business plan, attract additional capital and, ultimately, upon our ability to develop future profitable operations. We intend to fund our business development, acquisition endeavors and operations through equity and debt financing arrangements. However, there can be no assurance that these arrangements will be sufficient to fund our ongoing capital expenditures, working capital, and other cash requirements. The outcome of these matters cannot be predicted at this time. These matters raise substantial doubt about our ability to continue as a going concern. The condensed consolidated financial statements do not include any adjustments that might be necessary if we are unable to continue as a going concern. Additionally, current economic conditions in the United States and globally create significant challenges attaining sufficient funding. Reclassifications Certain prior year amounts have been reclassified to conform with the current year presentation. Recently Issued Accounting Pronouncements In August 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments |
2. Accounts receivable
2. Accounts receivable | 9 Months Ended |
Sep. 30, 2016 | |
Receivables [Abstract] | |
2. Accounts receivable | Note 2 Accounts receivable The following is a summary of accounts receivable: September 30, 2016 December 31, 2015 Customer receivables $ 15,664 $ 21,431 Less: Allowance for uncollectible accounts (14,401 ) (12,880 ) $ 1,263 $ 8,551 |
3. Inventory
3. Inventory | 9 Months Ended |
Sep. 30, 2016 | |
Inventory Disclosure [Abstract] | |
3 Inventory | Note 3 Inventory The following is a summary of inventory: September 30, 2016 December 31, 2015 Raw materials $ 329,345 $ 348,342 Less: reserve (158,191 ) (158,191 ) $ 171,154 $ 190,151 |
4. Debt
4. Debt | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
4. Debt | Note 4 Debt Debt is comprised of the following: Description Note September 30, 2016 December 31, 2015 Line of credit A $ 47,000 $ 47,000 Note payable to distribution partner B 550,000 550,000 Investor debt C 371,507 267,787 Related party debt D 6,773,443 5,632,543 Other notes payable E 84,230 66,786 Cash draw notes F 164,054 204,423 Convertible promissory notes G 71,637 154,437 Total 8,061,871 6,922,976 Less: unamortized discount and debt issuance costs (236,017 ) (173,668 ) Debt, net of unamortized discount and debt issuance costs 7,825,854 6,749,308 Less: current portion (7,255,538 ) (5,156,305 ) Debt, long-term portion $ 570,316 $ 1,593,003 A Line of Credit B Note payable to distribution partner C Investor Debt September 30, 2016 December 31, 2015 Interest Rate $ 87,787 $ 87,787 24% 50,000 50,000 24% 50,000 50,000 24% 25,000 25,000 8% 25,000 25,000 8% 20,000 20,000 2% 113,720 10,000 various $ 371,507 $ 267,787 D Related Party Debt September 30, 2016 December 31, 2015 Interest Rate D1 $ 4,635,865 $ 4,120,465 various D2 528,214 528,214 various D3 34,888 34,888 12% D4 316,800 280,800 various D5 668,176 668,176 18% D6 589,500 -- 6% Total $ 6,773,443 $ 5,632,543 D1 D2 D3 D4 D5 D6 E Other Notes Payable F Cash draw agreements G Convertible promissory notes Debt issuance costs of $236,017 are being amortized over the life of the respective notes. |
5. Commitments and Contingencie
5. Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
5. Commitments and Contingencies | Note 5 Commitments and Contingencies To the best of the Companys knowledge and belief, no legal proceedings of merit are currently pending or threatened against the Company, other than those described in Note 4. |
6. Subsequent events
6. Subsequent events | 9 Months Ended |
Sep. 30, 2016 | |
Subsequent Events [Abstract] | |
6. Subsequent events | Note 6 Subsequent Events There are no events subsequent to September 30, 2016 and up to the date of this filing that would require disclosure. |
7. Net Loss Per Share
7. Net Loss Per Share | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
7. Net Loss Per Share | Note 7 Net Loss per Share Basic net loss per share is computed by dividing net income by the weighted-average number of common shares outstanding during the reporting period. Diluted net loss per share is computed similarly to basic net loss per share, except that it includes the potential dilution that could occur if dilutive securities are exercised. In a net loss position, however, potential securities are excluded, because they are considered anti-dilutive. There are no dilutive instruments outstanding during the nine months ended September 30, 2016 and 2015. |
1. Description of Business an13
1. Description of Business and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Descripton of Business | Description of Business We are focused on acquiring and growing specialized LED lighting companies for the architecture and interior design markets for both commercial and residential applications. Our lighting products include both conventional fixtures and advanced solid-state technology that can integrate with digital controls and day-lighting to create energy efficiencies and a better visual environment. Our objective is to grow, innovate, and fully capture the rapidly growing lighting market opportunities associated with solid state lighting. Énergie was founded in 2001 and is engaged in the import and sale of specialized interior lighting solutions to the architecture and interior design markets in North America. Our headquarters is located in Wheat Ridge, Colorado, and we also maintain a production and assembly facility in Zeeland, Michigan. |
Basis of Presentation | Basis of Presentation The accompanying condensed consolidated balance sheet as of December 31, 2015, has been derived from audited financial statements. The accompanying unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual audited financial statements and in accordance with accounting principles generally accepted in the United States (GAAP) for interim financial information and the rules and regulations of the Securities and Exchange Commission (SEC) for interim financial statements. In the opinion of management, such unaudited information includes all adjustments (consisting only of normal recurring accruals) necessary for a fair presentation of this interim information. All intercompany transactions have been eliminated in consolidation. Operating results and cash flows for interim periods are not necessarily indicative of results that can be expected for the entire year. The information included in this report should be read in conjunction with our audited financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2015. |
Significant Accounting Policies | Significant Accounting Policies In accordance with the FASBs issuance of ASU No. 2015-03, Interest-Imputation of Interest (Subtopic 835-30), Simplifying the Presentation of Debt Issuance Costs InterestImputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit ArrangementsAmendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting (SEC Update) |
Going Concern | Going Concern As shown in the accompanying condensed consolidated financial statements, we had an equity deficit of $12,421,222 and a working capital deficit of $11,862,601 as of September 30, 2016, and have reported net losses of $2,575,522 and $2,026,403 for the nine months ended September 30, 2016 and 2015, respectively. These factors raise substantial doubt regarding our ability to continue as a going concern. Our ability to continue as a going concern is dependent on our ability to further implement our business plan, attract additional capital and, ultimately, upon our ability to develop future profitable operations. We intend to fund our business development, acquisition endeavors and operations through equity and debt financing arrangements. However, there can be no assurance that these arrangements will be sufficient to fund our ongoing capital expenditures, working capital, and other cash requirements. The outcome of these matters cannot be predicted at this time. These matters raise substantial doubt about our ability to continue as a going concern. The condensed consolidated financial statements do not include any adjustments that might be necessary if we are unable to continue as a going concern. Additionally, current economic conditions in the United States and globally create significant challenges attaining sufficient funding. |
Reclassifications | Reclassifications Certain prior year amounts have been reclassified to conform with the current year presentation. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In August 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments |
2. Accounts receivable (Tables)
2. Accounts receivable (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Receivables [Abstract] | |
Accounts receivable | September 30, 2016 December 31, 2015 Customer receivables $ 15,664 $ 21,431 Less: Allowance for uncollectible accounts (14,401 ) (12,880 ) $ 1,263 $ 8,551 |
3. Inventory (Tables)
3. Inventory (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Inventory | September 30, 2016 December 31, 2015 Raw materials $ 329,345 $ 348,342 Less: reserve (158,191 ) (158,191 ) $ 171,154 $ 190,151 |
4. Debt (Tables)
4. Debt (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Debt | Description Note September 30, 2016 December 31, 2015 Line of credit A $ 47,000 $ 47,000 Note payable to distribution partner B 550,000 550,000 Investor debt C 371,507 267,787 Related party debt D 6,773,443 5,632,543 Other notes payable E 84,230 66,786 Cash draw notes F 164,054 204,423 Convertible promissory notes G 71,637 154,437 Total 8,061,871 6,922,976 Less: unamortized discount and debt issuance costs (236,017 ) (173,668 ) Debt, net of unamortized discount and debt issuance costs 7,825,854 6,749,308 Less: current portion (7,255,538 ) (5,156,305 ) Debt, long-term portion $ 570,316 $ 1,593,003 |
Investor Debt | September 30, 2016 December 31, 2015 Interest Rate $ 87,787 $ 87,787 24% 50,000 50,000 24% 50,000 50,000 24% 25,000 25,000 8% 25,000 25,000 8% 20,000 20,000 2% 113,720 10,000 various $ 371,507 $ 267,787 |
Related Party Debt | September 30, 2016 December 31, 2015 Interest Rate D1 $ 4,635,865 $ 4,120,465 various D2 528,214 528,214 various D3 34,888 34,888 12% D4 316,800 280,800 various D5 668,176 668,176 18% D6 589,500 -- 6% Total $ 6,773,443 $ 5,632,543 |
1. Description of Business an17
1. Description of Business and Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Accounting Policies [Abstract] | ||||
Working Capital Deficit | $ 11,862,601 | $ 11,862,601 | ||
Net Income Loss | $ (975,992) | $ (694,565) | $ (2,575,522) | $ (2,026,403) |
2. Accounts receivable - Receiv
2. Accounts receivable - Receivable (Details) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Receivables [Abstract] | ||
Customer receivables | $ 15,664 | $ 21,431 |
Less: Allowance for uncollectible accounts | (14,401) | (12,880) |
Receivables, Net | $ 1,263 | $ 8,551 |
3. Inventory - Inventory (Detai
3. Inventory - Inventory (Details) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 329,345 | $ 348,342 |
Less: Reserve | (158,191) | (158,191) |
Inventory, Net | $ 171,154 | $ 190,151 |
4. Debt - Debt (Details)
4. Debt - Debt (Details) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Debt Disclosure [Abstract] | ||
Line of credit | $ 47,000 | $ 47,000 |
Note payable to distribution partner | 550,000 | 550,000 |
Investor debt | 371,507 | 267,787 |
Related party debt | 6,773,443 | 5,632,543 |
Other notes payable | 84,230 | 66,786 |
Cash draw agreements | 164,054 | 204,423 |
Convertible promissory notes | 71,637 | 154,437 |
Less: unamortized discount and debt issuance costs | (236,017) | (173,668) |
Debt, net of unamortized discount and debt issuance costs | 7,825,854 | 6,749,308 |
Less: current portion | 7,255,538 | 5,156,305 |
Debt, long-term portion | $ 570,316 | $ 1,593,003 |
4. Debt - Investor Debt (Detail
4. Debt - Investor Debt (Details) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Investor Debt 1 | ||
Investor Debt Balances | $ 87,787 | $ 87,787 |
Investor Debt, Interest Rate | 24.00% | 24.00% |
Investor Debt 2 | ||
Investor Debt Balances | $ 50,000 | $ 50,000 |
Investor Debt, Interest Rate | 24.00% | 24.00% |
Investor Debt 3 | ||
Investor Debt Balances | $ 50,000 | $ 50,000 |
Investor Debt, Interest Rate | 24.00% | 24.00% |
Investor Debt 4 | ||
Investor Debt Balances | $ 25,000 | $ 25,000 |
Investor Debt, Interest Rate | 8.00% | 8.00% |
Investor Debt 5 | ||
Investor Debt Balances | $ 25,000 | $ 25,000 |
Investor Debt, Interest Rate | 8.00% | 8.00% |
Investor Debt 6 | ||
Investor Debt Balances | $ 20,000 | $ 20,000 |
Investor Debt, Interest Rate | 2.00% | 2.00% |
Investor Debt 7 | ||
Investor Debt Balances | $ 113,720 | $ 10,000 |
Investor Debt Total | ||
Investor Debt Balances | $ 371,507 | $ 267,787 |
4. Debt - Related Party Debt (D
4. Debt - Related Party Debt (Details) - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
D3 | ||
Related Party Debt | $ 34,888 | $ 34,888 |
Related Party Debt, Interest Rate | 12.00% | 12.00% |
D5 | ||
Related Party Debt | $ 668,176 | $ 668,176 |
Related Party Debt, Interest Rate | 18.00% | 18.00% |
D6 | ||
Related Party Debt | $ 589,500 | |
Related Party Debt, Interest Rate | 6.00% | 6.00% |
D1 | ||
Related Party Debt | $ 4,635,865 | $ 4,120,465 |
D2 | ||
Related Party Debt | 528,214 | 528,214 |
D4 | ||
Related Party Debt | 316,800 | 280,800 |
Related Party Total | ||
Related Party Debt | $ 6,773,443 | $ 5,632,543 |