Document_and_Entity_Informatio
Document and Entity Information | 6 Months Ended | |
Jun. 30, 2014 | Aug. 12, 2014 | |
Document And Entity Information | ' | ' |
Entity Registrant Name | 'Greenestone Healthcare Corp. | ' |
Entity Central Index Key | '0000792935 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Jun-14 | ' |
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? | 'No | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Common Stock, Shares Outstanding | ' | 47,343,055 |
Document Fiscal Period Focus | 'Q2 | ' |
Document Fiscal Year Focus | '2014 | ' |
Balance_Sheets_Unaudited
Balance Sheets (Unaudited) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
CURRENT | ' | ' |
Cash | $27,562 | ' |
Accounts receivable | 396,337 | 440,918 |
Prepaid expenses | 103,762 | 109,854 |
Inventory | 31,897 | 12,548 |
Total Current Assets | 559,558 | 563,320 |
Cash - Restricted | 93,480 | 94,020 |
Fixed assets | 524,886 | 536,124 |
Total Assets | 1,177,924 | 1,193,464 |
CURRENT | ' | ' |
Bank overdraft | ' | 126,073 |
Accounts payable and accrued liabilities | 595,275 | 703,918 |
Harmonized sales tax payable | 624,223 | 594,120 |
Withholding taxes payable | 2,008,965 | 1,796,655 |
Deferred revenue | 110,126 | 107,477 |
Convertible notes payable | ' | 246,612 |
Current portion of loan payable | 8,086 | 7,953 |
Short term loan | 93,689 | 64,541 |
Related party notes | 597,412 | 622,356 |
Total Current Liabilities | 4,037,776 | 4,269,705 |
Loan payable | 24,200 | 28,452 |
Total Liabilities | 4,061,976 | 4,298,157 |
STOCKHOLDERS' DEFICIT | ' | ' |
Common stock; $0.01 par value, 500,000,000 shares authorized; 47,343,055 and 41,065,564, shares issued and outstanding as of June 30, 2014 and December 31, 2013 respectively (note 12) | 473,431 | 410,656 |
Additional paid-in capital | 8,738,070 | 8,155,474 |
Accumulated other comprehensive income | 271,509 | 264,135 |
Accumulated deficit | -12,367,062 | -11,934,958 |
Total Stockholders' Deficit | -2,884,052 | -3,104,693 |
Total Liabilities and Stockholders' Deficit | $1,177,924 | $1,193,464 |
Balance_Sheets_Parenthetical
Balance Sheets (Parenthetical) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 | Mar. 26, 2013 | Mar. 25, 2013 | Jul. 01, 2012 | Jun. 30, 2012 |
Statement of Financial Position [Abstract] | ' | ' | ' | ' | ' | ' |
Common Stock Par Value | $0.01 | $0.01 | $0.01 | $0.01 | $0.01 | $0.01 |
Common Stock Shares Authorized | 500,000,000 | 500,000,000 | 500,000,000 | 100,000,000 | 100,000,000 | 50,000,000 |
Common Stock Shares Issued | 47,343,055 | 41,065,564 | ' | ' | ' | ' |
Common Stock Shares Outstanding | 47,343,055 | 41,065,564 | ' | ' | ' | ' |
Statements_of_Operations_Unaud
Statements of Operations (Unaudited) (USD $) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Income Statement [Abstract] | ' | ' | ' | ' |
Revenues | $1,641,094 | $1,528,944 | $2,779,072 | $2,973,268 |
Cost of services provided | 358,419 | 340,220 | 646,893 | 633,543 |
Gross margin | 1,282,674 | 1,188,724 | 2,132,178 | 2,339,725 |
Operating expenses | ' | ' | ' | ' |
Continuing education | 345 | ' | 343 | ' |
Depreciation | 35,040 | ' | 69,637 | ' |
Bad debt expense | -9,831 | 45,213 | -11,182 | 89,477 |
General and administrative | 161,763 | 151,142 | 325,041 | 295,232 |
Management fees | 22,933 | 48,850 | 77,223 | 98,420 |
Meals and entertainment | 109 | 174 | 145 | 1,262 |
Medical records | ' | ' | ' | ' |
Professional fees | 20,844 | 161,962 | 83,374 | 263,035 |
Rent | 161,804 | 252,638 | 421,699 | 502,727 |
Salaries and wages | 684,743 | 745,013 | 1,393,975 | 1,563,026 |
Subcontract fees | ' | 7 | ' | ' |
Supplies | 86,597 | 91,890 | 163,898 | 155,622 |
Travel | 7,519 | 9,940 | 11,881 | 20,380 |
Total operating expenses | 1,171,866 | 1,506,829 | 2,536,033 | 2,989,181 |
Operating income ( loss ) | 110,808 | -318,105 | -403,855 | -649,456 |
Other income (expense) | ' | ' | ' | ' |
Interest expense | -8,347 | -32,170 | -28,248 | -53,229 |
Net income (loss) | 102,461 | -350,275 | -432,104 | -702,685 |
Foreign currency translation adjustment | -98,303 | 108,837 | 7,353 | 181,906 |
Total comprehensive income (loss) | $4,158 | ($241,438) | ($424,731) | ($520,779) |
Basic and diluted loss per common share | $0 | ($0.01) | ($0.01) | ($0.02) |
Weighted average outstanding | 47,304,160 | 31,327,064 | 46,651,173 | 29,451,837 |
Statements_of_Cash_Flows_Unaud
Statements of Cash Flows (Unaudited) (USD $) | 6 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Operating activities | ' | ' |
Net loss | ($432,104) | ($702,685) |
Depreciation | 69,637 | 89,477 |
Adjustments to Reconcile Net Loss to Net Cash Used in Operating Activities | -362,467 | -613,208 |
Changes in operating assets and liabilities | ' | ' |
Accounts receivable | 44,581 | -50,388 |
Harmonized sales tax | 30,103 | 101,068 |
Prepaid expenses | 6,091 | 10,535 |
Inventory | -19,349 | 6,704 |
Accounts payable and accrued liabilities | -108,643 | 143,318 |
Accrued interest | 13,689 | ' |
Withholding taxes payable | 212,310 | 235,833 |
Deferred revenue | 2,651 | -55,407 |
Net cash used in operating activities | -181,033 | -221,544 |
Investing activities | ' | ' |
Purchase of fixed assets | -58,399 | 1,055 |
Net cash used in investing activities | -58,399 | 1,055 |
Financing activities | ' | ' |
Change in restricted cash | 540 | -6,343 |
Repayment of loan payable | -4,120 | ' |
Proceeds from convertible notes payable | 80,000 | ' |
Proceeds from the sale of common stock | 382,502 | 23,939 |
Proceeds ( Repayment ) from related party notes | -73,228 | 193,847 |
Net cash provided by financing activities | 385,694 | 211,444 |
Effect of exchange rate on cash | 7,373 | 181,906 |
Net change in cash | 153,635 | 172,861 |
Beginning cash balance (deficiency) | -126,073 | -70,803 |
Ending cash balance ( Including restricted ) | 27,562 | 102,058 |
Supplemental cash flow information | ' | ' |
Cash paid for interest | 28,248 | 85,252 |
Cash paid for income taxes | ' | ' |
Supplemental Schedules of Noncash investing and financing activities | ' | ' |
Common stock issued as a result of conversion of convertible notes payable | 262,869 | 961,636 |
1_Nature_of_business
1. Nature of business | 6 Months Ended |
Jun. 30, 2014 | |
Accounting Policies [Abstract] | ' |
1. Nature of business | ' |
1. Nature of business | |
GreeneStone Healthcare Corporation (the “Company”) was incorporated under the laws of the state of Colorado, USA, on April 1, 1993. Effective May 2012, the Company changed its corporate name to GreeneStone Healthcare Corporation from Nova Natural Resources Corporation. As at June 30, 2014, the Company owns 100% of the outstanding shares of each of 1816191 Ontario Limited and Greenestone Clinic Muskoka Inc., both of which were incorporated in 2010 under the laws of the province of Ontario, Canada. 1816191 Ontario Limited and Greenestone Clinic Muskoka Inc. provide medical services to various patients in clinics located in two regions in Ontario, Canada; the city of Toronto and the regional municipality of Muskoka. | |
The accompanying unaudited Consolidated interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim consolidated financial information and Rule 8-03 of Regulation S-X. Accordingly, these consolidated interim financial statements do not include all of the information and disclosures required by accounting principles generally accepted in the United States of America for complete financial statements. | |
All adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included in these unaudited consolidated interim financial statements. Operating results for the six month period presented are not necessarily indicative of the results that may be expected for any other interim period or for the full year. The balance sheet at December 31, 2013 has been derived from audited financial statements. The unaudited consolidated interim financial statements should be read in conjunction with the consolidated financial statements and footnotes thereto for the year ended December 31, 2013. |
2_Going_concern
2. Going concern | 6 Months Ended |
Jun. 30, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
2. Going concern | ' |
2. Going concern | |
The Company’s consolidated interim financial statements have been prepared in accordance with US GAAP applicable to a going concern, which assumes that the Company will be able to meet its obligations and continue its operations in the normal course of business. As at June 30, 2014 the Company has a working capital deficiency of $3,478,218 and accumulated deficit of $12,367,062. Accordingly, the Company will be dependent upon the raising of additional capital through placement of common shares, and, or debt financing in order to implement its business plan. There is no assurance that the Company will be successful with future financing ventures, and the inability to secure such financing may have a material adverse effect on the Company’s financial condition. These consolidated interim financial statements do not include any adjustments to the amounts and classifications of assets and liabilities that might be necessary should the Company be unable to continue operations. | |
3_Significant_accounting_polic
3. Significant accounting policies | 6 Months Ended | ||||
Jun. 30, 2014 | |||||
Accounting Policies [Abstract] | ' | ||||
3. Significant accounting policies | ' | ||||
3. Significant accounting policies | |||||
The accounting policies of the Company are in accordance with US GAAP applied on a basis consistent with that of the preceding year. Outlined below are those policies considered particularly significant. | |||||
a) Principals of consolidation and foreign currency translation | |||||
The accompanying consolidated interim financial statements include the accounts of the Company, its two subsidiaries, as noted in note 1. All inter-company transactions and balances have been eliminated on consolidation. | |||||
The Company’s subsidiaries functional currency is the Canadian dollar, while the Company’s reporting currency is the U.S. dollar. All transactions initiated in Canadian dollars are translated into US dollars in accordance with ASC 830, "Foreign Currency Translation" as follows: | |||||
i) | Monetary assets and liabilities at the rate of exchange in effect at the balance sheet date. | ||||
ii) | Equity at historical rates. | ||||
iii) | Revenue and expense items at the average rate of exchange prevailing during the period. | ||||
3. Significant accounting policies (cont’d) | |||||
a) Principals of consolidation and foreign currency translation (cont’d) | |||||
Adjustments arising from such translations are deferred until realization and are included as a separate component of stockholders’ deficit as a component of accumulated other comprehensive income or loss. Therefore, translation adjustments are not included in determining net income (loss) but reported as other comprehensive income (loss). | |||||
For foreign currency transactions, the Company translates these amounts to the Company’s functional currency at the exchange rate effective on the invoice date. If the exchange rate changes between the time of purchase and the time actual payment is made, a foreign exchange transaction gain or loss results which is included in determining net income for the period. | |||||
The relevant translation rates are as follows: For the six month period ended June 30, 2013 closing rate at .9508 S$:CAN$, average rate at .9842 US$:CAN$ and for the six month period ended June 30, 2014 closing rate at .9348 US$:CAN$, average rate at.9115 US$:CAN$. | |||||
b) Revenue recognition | |||||
The Company recognizes revenue from the rendering of services when they are earned; specifically when all of the following conditions are met: | |||||
· | the significant risks and rewards of ownership are transferred to customers and the Company retains neither continuing involvement nor effective control; | ||||
· | there is clear evidence that an arrangement exists; | ||||
· | the amount of revenue and related costs can be measured reliably; and | ||||
· | it is probable that the economic benefits associated with the transaction will flow to the Company. | ||||
In particular, the Company recognizes: | |||||
· | Fees for gastrointestinal clinical services, out-patient counseling, coaching, intervention, psychological assessments and other related services when patients receive the service; and | ||||
· | Fees for in-patient addiction treatments proportionately over the term of the patient’s treatment. | ||||
Deferred revenue represents monies deposited by the patients for future services to be provided by the Company. Such monies will be recognized into revenue as the patient progresses through their treatment term. | |||||
c) Use of estimates | |||||
The preparation of consolidated interim financial statements in accordance with US GAAP requires management to make estimates and assumptions that affect the recognition, measurement and disclosure of amounts reported in the consolidated interim financial statements and accompanying notes. The reported amounts, including depreciation, allowance for doubtful accounts, inventory, accounts payable and accrued liabilities and note disclosures are determined using management's best estimates based on assumptions that reflect the most probable set of economic conditions and planned courses of action. Actual results will differ from such estimates. | |||||
d) Non-monetary transactions | |||||
The Company’s policy is to measure an asset exchanged or transferred in a non-monetary transaction at the more reliable measurement of the fair value of the asset given up and the fair value of the asset received, unless: | |||||
3. Significant accounting policies (cont’d) | |||||
d) Non-monetary transactions (cont’d) | |||||
i) | The transaction lacks commercial substance; | ||||
ii) | The transaction is an exchange of a product or property held for sale in the ordinary course of business for a product or property to be sold in the same line of business to facilitate sales to customers other than the parties to the exchange; | ||||
iii) | Neither the fair value of the asset received nor the fair value of the asset given up is reliably measurable; or | ||||
iv) | The transaction is a non-monetary, non-reciprocal transfer to owners that represents a spin-off or other form of restructuring or liquidation. | ||||
e) Cash | |||||
The Company's policy is to disclose bank balances under cash, including bank overdrafts with balances that fluctuate frequently from being positive to overdrawn and term deposits with a maturity period of three months or less from the date of acquisition. | |||||
The Company has $93,480 in restricted cash held by their bank to cover against the possibility of services not performed. | |||||
f) Accounts receivable | |||||
The Company provides an allowance for doubtful accounts equal to the estimated uncollectible amounts. The Company's estimate is based on historical collection experience and a review of the current status of trade accounts receivable. It is reasonably possible that the Company's estimate of the allowance for doubtful accounts will change. At June 30, 2014 and December 31, 2013, the Company has $16,946 and $ 28,578 of allowance for doubtful accounts, respectively. | |||||
g) Inventory | |||||
Inventory is valued at the lower of cost and net realizable value. Cost is determined using the first-in, first-out method. Net realizable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale. | |||||
h) Financial instruments | |||||
The Company initially measures its financial assets and liabilities at fair value, except for certain non-arm's length transactions. The Company subsequently measures all its financial assets and financial liabilities at amortized cost. | |||||
Financial assets measured at amortized cost include cash and accounts receivable. | |||||
Financial liabilities measured at amortized cost include bank indebtedness, accounts payable and accrued liabilities, harmonized sales tax payable, withholding taxes payable, convertible notes payable, loan payable and related party notes. | |||||
Financial assets measured at cost are tested for impairment when there are indicators of impairment. The amount of the write-down is recognized in net income. The previously recognized impairment loss may be reversed to the extent of the improvement, directly or by adjusting the allowance account, provided it is no greater than the amount that would have been reported at the date of the reversal had the impairment not been recognized previously. The amount of the reversal is recognized in net income. The Company recognizes its transaction costs in net income in the period incurred. However, financial instruments that will not be subsequently measured at fair value are adjusted by the transaction costs that are directly attributable to their origination, issuance or assumption. | |||||
3. Significant accounting policies (cont’d) | |||||
h) Financial instruments (cont’d) | |||||
FASB ASC 820 defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles, and expands disclosures about fair value measurements. ASC 820 establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: | |||||
Level 1. | Observable inputs such as quoted prices in active markets; | ||||
Level 2. | Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and | ||||
Level 3. | Unobservable inputs in which there is little or no market data, which requires the reporting entity to develop its own assumptions. | ||||
The Company does not have assets or liabilities measured at fair value on a recurring basis at June 30, 2014. The Company did not have any fair value adjustments for assets and liabilities measured at fair value on a non-recurring basis during the six month period ended June 30, 2014. | |||||
i) Fixed assets | |||||
Fixed assets are recorded at cost. Depreciation is calculated on the declining balance method at the following annual rates: | |||||
Computer Equipment | 30 | % | |||
Computer Software | 100 | % | |||
Furniture and Equipment | 30 | % | |||
Medical Equipment | 25 | % | |||
Vehicles | 30 | % | |||
Leasehold improvements are depreciated using the straight-line method over the term of the lease. Half rates are used for all fixed assets in the year of acquisition. | |||||
j) Leases | |||||
Leases are classified as either capital or operating leases. Leases that transfer substantially all of the benefits and inherent risks of ownership of property to the Company are accounted for as capital leases. At the time a capital lease is entered into, an asset is recorded together with its related long-term obligation to reflect the acquisition and financing. Equipment recorded under capital leases is amortized on the same basis as described above. Payments under operating leases are expensed as incurred. | |||||
k) Income taxes | |||||
The Company uses the future income tax method to account for income taxes. Under this method, future income tax assets and liabilities are determined based on the difference between the carrying value and the tax basis of the assets and liabilities. Any change in the net amount of future income tax assets and liabilities is included in income. Future income tax assets and liabilities are determined based on enacted or substantively enacted tax rates and laws which are expected to apply to the Company's taxable income for the periods in which the assets and liabilities will be recovered. Future income tax assets are recognized when it is more likely than not that they will be realized. | |||||
3. Significant accounting policies (cont’d) | |||||
l) Earnings per share information | |||||
FASB ASC 260-10, “Earnings Per Share” provides for calculation of "basic" and "diluted" earnings per share. Basic earnings per share includes no dilution and is computed by dividing net income (loss) applicable to common shareholders by the weighted average common shares outstanding for the period. Diluted earnings per share reflect the potential dilution of securities that could share in the earnings of an entity similar to fully diluted earnings per share. The effect of computing diluted loss per share is anti-dilutive and, as such, basic and diluted loss per share is the same for the six months ended June 30, 2014 and three and six months ended June 30, 2013. | |||||
Basic and diluted income per share was the same, at three months ended June 2014, as there were no common share equivalents outstanding. | |||||
m) Share based expenses | |||||
ASC 718-10 "Compensation - Stock Compensation" codified SFAS No. 123 prescribes accounting and reporting standards for all stock-based payments awarded to employees, including employee stock options, restricted stock, employee stock purchase plans and stock appreciation rights that may be classified as either equity or liabilities. The Company should determine if a present obligation to settle the share-based payment transaction in cash or other assets exists. A present obligation to settle in cash or other assets exists if: (a) the option to settle by issuing equity instruments lacks commercial substance or (b) the present obligation is implied because of an entity's past practices or stated policies. If a present obligation exists, the transaction should be recognized as a liability; otherwise, the transaction should be recognized as equity. | |||||
The Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions of ASC 505-50 "Equity - Based Payments to Non-Employees" which codified SFAS 123 and the Emerging Issues Task Force consensus in Issue No. 96-18 ("EITF 96-18"), "Accounting for Equity Instruments that are Issued to Other Than Employees for Acquiring or in Conjunction with Selling, Goods or Services". Measurement of share-based payment transactions with non-employees shall be based on the fair value of whichever is more reliably measurable: (a) the goods or services received; or (b) the equity instruments issued. The fair value of the share-based payment transaction should be determined at the earlier of performance commitment date or performance completion date. |
4_Recently_adopted_accounting_
4. Recently adopted accounting pronouncements | 6 Months Ended |
Jun. 30, 2014 | |
Accounting Changes and Error Corrections [Abstract] | ' |
4. Recently adopted accounting pronouncements | ' |
4. Recently adopted accounting pronouncements | |
The company has reviewed all recently issued, but not yet effective, accounting pronouncements and does not expect the future adoption of any such pronouncements to have a significant impact on the results of operations, financial condition or cash flow. |
5_Financial_instruments
5. Financial instruments | 6 Months Ended |
Jun. 30, 2014 | |
Fair Value Disclosures [Abstract] | ' |
5. Financial instruments | ' |
5. Financial instruments | |
The Company is exposed to various risks through its financial instruments. The following analysis provides a measure of the Company's risk exposure and concentrations at the balance sheet date, June 30, 2014. | |
(a) Credit risk | |
Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge an obligation. Financial instruments that subject the Company to credit risk consist primarily of accounts receivable. | |
With respect to accounts receivable of $396,336 (December 31, 2013: $440,918), the Company receives most of its revenues in 1816191 Ontario Inc. from the Ontario Ministry of Health and Long-Term Care, a provincially regulated program (note 6). The Company performs frequent reviews of billing reports submitted to the Ontario Ministry of Health and Long-Term Care, to ensure accuracy and filing on a timely basis. Allowances are provided for potential losses that have been incurred at the balance sheet date. | |
Credit risk associated with accounts receivable of Greenestone Clinic Muskoka Inc. is mitigated due to balances from many customers, as well as through credit checks and frequent reviews of receivables to ensure timely collection. In addition, there is no concentration risk with the Greenestone Clinic Muskoka Inc. accounts receivable balance since balances are due from many customers. | |
In the opinion of management, credit risk with respect to accounts receivable is assessed as low, not material and remains unchanged from the prior year. | |
(b) Liquidity risk | |
Liquidity risk is the risk the Company will not be able to meet its financial obligations as they fall due. The Company is exposed to liquidity risk through its working capital deficiency of $3,478,218 and accumulated deficit of $12,367,062. As disclosed in note 2, the Company will be dependent upon the raising of additional capital in order to implement its business plan. There is no assurance that the Company will be successful with future financing ventures, and the inability to secure such financing may have a material adverse effect on the Company’s financial condition. In the opinion of management, liquidity risk is assessed as high, material and remains unchanged from the prior year. | |
In the opinion of management, liquidity risk associated with bank overdraft of $0 (December 31, 2013: $126,073) is assessed as low, with zero bank indebtedness at June 30, 2014. The Company ensures that financial liabilities are placed with a financial institution with a high credit rating in order to mitigate the risk. There is a concentration risk associated with the bank indebtedness since the Company uses one financial institution. | |
(c) Market risk | |
Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises of three types of risk: interest rate risk, currency risk, and other price risk. The Company is exposed to interest rate risk and currency risk. | |
i. Interest rate risk | |
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company is not exposed to interest rate risk on its bank indebtedness as there is a balance of $0 at June 30, 2014. This liability is based on floating rates of interest that have been stable during the current reporting period. In the opinion of management, interest rate risk is assessed as low, not material and remains unchanged from the prior year. | |
ii. Currency risk | |
Currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The Company is subject to currency risk as its subsidiaries operate in Canada and are subject to fluctuations in the Canadian dollar. Most of the Company’s financial assets and liabilities are denominated in Canadian dollars. Based on the net exposures at June 30, 2014, a 5% depreciation or appreciation of the Canadian dollar against the U.S. dollar would result in an approximate $21,000 increase or decrease in the Company’s after-tax net loss, respectively. The Company has not entered into any hedging agreements to mediate this risk. In the opinion of management, currency risk is assessed as low, material and remains unchanged from the prior year. | |
iii. Other price risk | |
Other price risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices (other than those arising from interest rate risk or currency risk), whether those changes are caused by factors specific to the individual financial instrument or its issuer, or factors affecting all similar financial instruments traded in the market. In the opinion of management, the Company is not exposed to this risk and remains unchanged from the prior year. |
6_Accounts_receivable
6. Accounts receivable | 6 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Accounting Policies [Abstract] | ' | ||||||||
6. Accounts receivable | ' | ||||||||
6. Accounts receivable | |||||||||
The consolidated accounts receivable balance consists primarily of amounts due from the following parties: | |||||||||
June 30, | 31-Dec-13 | ||||||||
2014 | |||||||||
The Ontario Ministry of Health and Long-Term Care | $ | 281,426 | $ | 246,415 | |||||
Treatment program | 105,360 | 134,291 | |||||||
Outpatient Services | 26,497 | 88,790 | |||||||
Allowance for doubtful accounts | (16,946 | ) | (28,578 | ) | |||||
$ | 396,337 | $ | 440,918 | ||||||
The Company is economically dependent on and earns a significant portion of revenues from the Ontario Ministry of Health for its ability to carry out its normal activities. These revenues account for 41% of the Company’s consolidated revenue in the six month period ending June 30, 2014 (December 31, 2013: 38%). |
7_Fixed_assets
7. Fixed assets | 6 Months Ended | ||||||||||||||
Jun. 30, 2014 | |||||||||||||||
Property, Plant and Equipment [Abstract] | ' | ||||||||||||||
7. Fixed assets | ' | ||||||||||||||
7. Fixed assets | |||||||||||||||
Cost | Accumulated Amortization | 30-Jun-14 | 31-Dec-13 | ||||||||||||
Computer equipment | $ | 21,327 | $ | 11,931 | $ | $9,396 | $ | 11,118 | |||||||
Computer software | 25,763 | 25,763 | - | — | |||||||||||
Furniture and equipment | 412,121 | 247,668 | 164,453 | 198,236 | |||||||||||
Medical equipment | 421,647 | 223,895 | 197,752 | 152,095 | |||||||||||
Vehicles | 67,187 | 28,718 | 38,469 | 45,520 | |||||||||||
Leasehold improvements | 202,223 | 87,407 | 114,816 | 129,155 | |||||||||||
$ | 1,150,269 | $ | 625,382 | $ | $524,886 | $ | 536,124 |
8_Convertible_notes_payable
8. Convertible notes payable | 6 Months Ended |
Jun. 30, 2014 | |
Summary of Investments, Other than Investments in Related Parties [Abstract] | ' |
8. Convertible notes payable | ' |
8. Convertible notes payable | |
The company has no convertible notes outstanding at June 30, 2014. During the 6 month period to June 30, 2014 $ 198,328 in notes were converted into 731,449 common shares at set rates as indicated by individual note. There was $ 48,284 in a note payable at December 31, 2013 that was reclassified to a related party payable account. | |
On June 30, 2014 convertible debentures totaling $93,480 had matured and were to be converted to restricted shares. This is dependent on a Directors Resolution being issued by the Company. As of the date of our report a Directors Resolution had not been formally issued. The Board of Directors has indicated that in due time they will pass the resolution. Since the convertible debentures include an automatic conversion on maturity feature, and to accurately reflect the maturity of the debt and conversion to shares as of June 30, 2014, the financial information presented in these consolidated interim financial statements has treated the debt of $93,480 as matured and converted into restricted shares totaling 208,151. |
9_Loan_payable
9. Loan payable | 6 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Debt Disclosure [Abstract] | ' | |||||||
9. Loan payable | ' | |||||||
9. Loan payable | ||||||||
The Company has an automobile loan payable bearing interest at 4.49% with blended monthly payments of $835 that matures March 2018. The loan is secured by the vehicle with a net book value as at June 30, 2014 of $26,625. Estimated principal re-payments to December 31 st are as follows: | ||||||||
2015 | $ | 8,086 | ||||||
2016 | 8,457 | |||||||
2017 | 8,845 | |||||||
Thereafter | 6,898 | |||||||
$ | 32,286 | |||||||
10_Short_term_convertible_note
10. Short term convertible note payable | 6 Months Ended |
Jun. 30, 2014 | |
Debt Disclosure [Abstract] | ' |
10. Short term convertible note payable | ' |
10. Short term convertible note payable | |
The company has one short term loan agreement during the period totalling $93,689. During the 6 months to June 30, 2014, an amount of $ 64,541 was converted into 1,045,099 common shares. And a further loan of $ 80,000 with interest accrued of $ 13,689 represents the current balance of $93,689. | |
Loan is with JMJ Financial in the amount of $93,689 with an interest rate of 12%. The lender has the right, at any time after 180 days from effective date to convert all or part of the outstanding and unpaid principal sum and accrued interest into shares of common stock, based on the average of the two lowest closing prices during the 22 days prior start of conversion period. |
11_Related_party_transactions
11. Related party transactions | 6 Months Ended |
Jun. 30, 2014 | |
Related Party Transactions [Abstract] | ' |
11. Related party transactions | ' |
11. Related party transactions | |
A portion of related party notes at June 30, 2014 is due to Greenestone Clinic Inc. in the amount of $273,195 ( December 31, 2013: $413,078). The Company is related to Greenestone Clinic Inc. as it is controlled by one of the Company’s directors. The balance owing is interest bearing, not secured and has no specified terms of repayment. | |
The other portion of related party notes at June 30, 2014 is due to Dr. Jay Parekh in the amount of $324,216 ( December 31, 2013: $224,269). He is a shareholder of the company and a director of the subsidiary clinic. The amount due in related party fees is non-interest bearing and has no specified terms of repayment. | |
The Company had management fees totaling $77,223 during the six month period ended June 30, 2014 (June 30, 2013: $98,420) to the director ( Greenestone Clinic Inc. ) for services which are included in management fees. During the three month period ended June 30, 2014 the company had management fees totalling $ 22,933 ( June 30, 2013 : $ 48,850 ) | |
The Company entered into an agreement to lease premises from Cranberry Cove Holdings Ltd. at market terms. During the six month period ended June 30, 2014, the Company had rent expense of $232,432 (June 30, 2013: $272,623) to Cranberry Cove Holdings Ltd. Cranberry Cove Holdings Ltd. is related to the Company by virtue of its shareholder being a director of the Company. During the three month period ended June 30, 2014 the company had rent expense of $ 82,557 ( June 30, 2013 : $ 141,665 ) | |
All related party transactions occur in the normal course of operations and are measured at the exchange amount, as agreed upon by the related parties. |
12_Stockholders_deficit
12. Stockholders deficit | 6 Months Ended |
Jun. 30, 2014 | |
Equity [Abstract] | ' |
12. Stockholders deficit | ' |
12. Stockholders’ deficit | |
Authorized common shares | |
On June 30, 2012, the Company filed a Certificate of Amendment with the Colorado Secretary of State to increase the aggregate number of shares which the Company has authority to issue to one hundred million (100,000,000) common shares, issued at $0.01 par value per share from 50,000,000 common shares with par value at $0.01. The amendment was approved by the Colorado Secretary of State in May 2012. | |
On March 25, 2013 the Company filed a certificate of Amendment with the Colorado Secretary of State to increase the aggregate number of shares which the Company has the authority to issue to five hundred million (500,000,000) common shares, issued at $0.01 par value per share from 100,000,000 common shares with par value at $0.01, to authorize three million (3,000,000) series A convertible preferred shares, par value of $1.00 per share, and to the authorize ten million (10,000,000) series B convertible preferred shares, par value $0.01 per share. Each series B convertible preferred shares is convertible into 10 Common shares. The amendment was approved by the Colorado Secretary of State on March 26, 2013. | |
Issued common shares | |
The Company has a total of 47,343,055 issued and outstanding common shares as at June 30, 2014. At December 31, 2013 to the Company had 41,065,544 issued and outstanding common shares. | |
The Company issued 1,777,440 shares of its common stock to satisfy its obligations under an aggregate principal of $ 262,869 of convertible promissory notes for the six month period ended June 30, 2014. | |
The company issued 4,500,000 shares of its common stock for cash of $ 382,500 during the six month period ended June 30, 2014. | |
Warrants Issued | |
The company had a private placement in the 1st quarter of 2014 that included warrants. A total of 6,000,000 warrants were issued January 16, 2014 that can be exercised on a one for one basis for shares for a 3 year term from issue date at .15 cents a share. |
13_Commitments
13. Commitments | 6 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Commitments and Contingencies Disclosure [Abstract] | ' | |||||||
13. Commitments | ' | |||||||
13. Commitments | ||||||||
The Company is committed under three non-cancellable operating lease agreements for rental of premises. The rental of premise agreement for the subsidiary, 1816191 Ontario Inc. which expires July 2018 and the premise agreements for the subsidiary, Greenestone Clinic Muskoka Inc. which expires March 2019. | ||||||||
Future minimum annual payment requirements are as follows: | ||||||||
2015 | $ | 437,945 | ||||||
2016 | 477,954 | |||||||
2017 | 495,011 | |||||||
2018 | 502,970 | |||||||
2019 | 357,237 | |||||||
$ | 2,271,117 | |||||||
14_Income_taxes
14. Income taxes | 6 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||
14. Income taxes | ' | ||||||||
14. Income taxes | |||||||||
Current or future U.S. federal income tax provision or benefits have not been provided for any of the periods presented because the Company has experienced operating losses since inception. Under ASC 740 “Income Taxes,” when it is more likely than not that a tax asset cannot be realized through future income the Company must allow for this future tax benefit. The Company has provided a full valuation allowance on the net future tax asset, consisting of net operating loss carry forwards, because management has determined that it is more likely than not that they will not earn income sufficient to realize the future tax assets during the carry forward period. | |||||||||
The Company has not taken a tax position that, if challenged, would have a material effect on the financial statements for the six month period ended June 30, 2014, applicable under ASC 740. As a result of the adoption of ASC 740, the Company did not recognize any adjustment to the liability for uncertain tax position and therefore did not record any adjustment to the beginning balance of accumulated deficit on the balance sheet. | |||||||||
The components of the Company’s future tax asset as at June 30, 2014 and December 31, 2013 are as follows: | |||||||||
June 30, | 31-Dec-13 | ||||||||
2014 | |||||||||
Net operating loss carry forward | $ | 12,367,062 | $ | 11,934,958 | |||||
Valuation allowance | (12,367,062 | ) | (11,934,958 | ) | |||||
Net future tax asset | $ | — | $ | — | |||||
A reconciliation of income taxes computed at the 35% statutory rate to the income tax recorded is as follows: | |||||||||
June 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Tax at statutory rate | $ | 35,861 | $ | 570,870 | |||||
Valuation allowance | (35,861 | ) | (570,870 | ) | |||||
Net future tax asset | $ | — | $ | — | |||||
The Company did not pay any income taxes during the six month period ended June 30, 2014 and the year ended December 31, 2013. | |||||||||
The net federal operating loss carry forwards will expire in 2024 through 2034. This carry forward may be limited upon the consummation of a business combination under IRC Section 381. |
15_Management_of_capital
15. Management of capital | 6 Months Ended |
Jun. 30, 2014 | |
Equity [Abstract] | ' |
15. Management of capital | ' |
15. Management of capital | |
The Company’s objectives of capital management are to safeguard its ability to support the Company’s normal operating requirements on an ongoing basis. The Company defines capital as the total of its total assets less total liabilities. | |
The Company manages its capital structure and makes adjustments in light of changes in its economic environment and the risk characteristics of the Company’s assets. To effectively manage the Company’s capital requirements, the Company has in place a planning, budgeting and forecasting process to help determine the funds required to ensure the Company has the appropriate liquidity to meet its operating and growth objectives. The Company is dependent upon the raising of additional capital through placement of common shares, and, or debt financing to support its normal operating requirements. There is no assurance that the Company will be successful with future financing ventures, and the inability to secure such financing may have a material adverse effect on the Company’s financial condition. As at June 30, 2014 there was no externally imposed capital requirement to which the Company is subject and with which the Company has not complied. |
16_Segmented_information
16. Segmented information | 6 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
16. Segmented information | ' | ||||||||||||||||
16. Segmented information | |||||||||||||||||
The Company has two reportable segments: gastrointestinal clinical services and addiction and rehabilitation treatments. The accounting policies of the segments are the same as those described in the summary of significant accounting policies (note 3). The Company evaluates performance based on profit or loss from operations before income taxes not including non-recurring gains and losses and foreign exchange gains and losses. The Company’s reportable segments are strategic business units that offer different services. They are managed separately because each business requires different technology, specialists and marketing strategies. | |||||||||||||||||
For the six month period ended June 30, 2014 | |||||||||||||||||
Gastrointestinal Clinical Services | Addiction and Rehabilitation Treatments | Other Segments | Total | ||||||||||||||
Revenues from external customers | $ | 1,163,253 | $ | 1,615,818 | $ | — | $ | 2,779,072 | |||||||||
Depreciation of fixed assets | 28,494 | 41,143 | — | 69,637 | |||||||||||||
Interest expense | 6,620 | 7,939 | 13,689 | 28,248 | |||||||||||||
Segment loss | (106,921 | ) | (223,695 | ) | (101,488 | ) | (432,105 | ) | |||||||||
Segment assets | 656,727 | 521,148 | 49 | 1,177,923 | |||||||||||||
For the three month period ended June 30, 2014 | |||||||||||||||||
Gastrointestinal Clinical Services | Addiction and Rehabilitation Treatments | Other Segments | Total | ||||||||||||||
Revenues from external customers | $ | 635,536 | $ | 1,005,557 | $ | — | $ | 1,641,093 | |||||||||
Depreciation of fixed assets | 14,338 | 20,702 | — | 35,040 | |||||||||||||
Interest expense | 3,987 | (9,329 | ) | 13,689 | 8,347 | ||||||||||||
Segment profit ( loss ) | (58,280 | ) | 184,932 | (24,311 | ) | 102,341 | |||||||||||
Segment assets | 656,727 | 521,148 | 49 | 1,177,923 | |||||||||||||
17_Subsequent_events
17. Subsequent events | 6 Months Ended |
Jun. 30, 2014 | |
Subsequent Events [Abstract] | ' |
17. Subsequent events | ' |
17. Subsequent events | |
On July 11, 2014 Greenestone Healthcare Corporation entered into a non-binding Exclusive Letter of Intent with Gordon Hay, Venture Academy Inc. and Venture Academy Ontario, Inc. The transaction is for the purchase of the assets and business known as Venture Academy in Ontario and British Columbia. | |
As provided in the LOI, the Registrant believes that the enterprise value of the Asset to be $3,700,000.000 CAD (three million seven hundred thousand Canadian dollars), which today’s rate of 1 CAD to 0.93 USD is $ 3,439,428.98 USD (three million four hundred thirty-nine thousand four hundred twenty-eight dollars and ninety-eight cents in USD), on a cash basis, debt free. The Purchase Price shall be subject to an adjustment based on the amount by which the Net Working Capital is less than zero. | |
As per the terms of the LOI the Purchase Price may be paid by the way of $3,000,000.00 CAD (three million Canadian dollars), which is $2,788,726.20 USD (two million seven hundred eighty-eight thousand seven hundred twenty-six dollars and twenty cents in USD) in cash and $700,000.00 CAD (seven-hundred thousand Canadian dollars), which is $ 650,702.78 USD (six hundred fifty thousand seven hundred and two dollars in USD) by way of a two year secured convertible note to be bearing interest at 4% and secured against the Menesing Ontario property. The Note shall be convertible into shares of the Registrant at a price to be determined and defined in the definitive agreements to be completed. |
3_Significant_accounting_polic1
3. Significant accounting policies (Policies) | 6 Months Ended | ||||
Jun. 30, 2014 | |||||
Accounting Policies [Abstract] | ' | ||||
Principals of consolidation and foreign currency translation | ' | ||||
a) Principals of consolidation and foreign currency translation | |||||
The accompanying consolidated interim financial statements include the accounts of the Company, its two subsidiaries, as noted in note 1. All inter-company transactions and balances have been eliminated on consolidation. | |||||
The Company’s subsidiaries functional currency is the Canadian dollar, while the Company’s reporting currency is the U.S. dollar. All transactions initiated in Canadian dollars are translated into US dollars in accordance with ASC 830, "Foreign Currency Translation" as follows: | |||||
i) | Monetary assets and liabilities at the rate of exchange in effect at the balance sheet date. | ||||
ii) | Equity at historical rates. | ||||
iii) | Revenue and expense items at the average rate of exchange prevailing during the period. | ||||
Revenue recognition | ' | ||||
b) Revenue recognition | |||||
The Company recognizes revenue from the rendering of services when they are earned; specifically when all of the following conditions are met: | |||||
· | the significant risks and rewards of ownership are transferred to customers and the Company retains neither continuing involvement nor effective control; | ||||
· | there is clear evidence that an arrangement exists; | ||||
· | the amount of revenue and related costs can be measured reliably; and | ||||
· | it is probable that the economic benefits associated with the transaction will flow to the Company. | ||||
Use of estimates | ' | ||||
c) Use of estimates | |||||
The preparation of consolidated interim financial statements in accordance with US GAAP requires management to make estimates and assumptions that affect the recognition, measurement and disclosure of amounts reported in the consolidated interim financial statements and accompanying notes. The reported amounts, including depreciation, allowance for doubtful accounts, inventory, accounts payable and accrued liabilities and note disclosures are determined using management's best estimates based on assumptions that reflect the most probable set of economic conditions and planned courses of action. Actual results will differ from such estimates. | |||||
Non-monetary transactions | ' | ||||
d) Non-monetary transactions | |||||
The Company’s policy is to measure an asset exchanged or transferred in a non-monetary transaction at the more reliable measurement of the fair value of the asset given up and the fair value of the asset received, unless: | |||||
Cash | ' | ||||
e) Cash | |||||
The Company's policy is to disclose bank balances under cash, including bank overdrafts with balances that fluctuate frequently from being positive to overdrawn and term deposits with a maturity period of three months or less from the date of acquisition. | |||||
The Company has $93,480 in restricted cash held by their bank to cover against the possibility of services not performed. | |||||
Accounts receivable | ' | ||||
f) Accounts receivable | |||||
The Company provides an allowance for doubtful accounts equal to the estimated uncollectible amounts. The Company's estimate is based on historical collection experience and a review of the current status of trade accounts receivable. It is reasonably possible that the Company's estimate of the allowance for doubtful accounts will change. At June 30, 2014 and December 31, 2013, the Company has $16,946 and $ 28,578 of allowance for doubtful accounts, respectively. | |||||
Inventory | ' | ||||
g) Inventory | |||||
Inventory is valued at the lower of cost and net realizable value. Cost is determined using the first-in, first-out method. Net realizable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale. | |||||
Financial instruments | ' | ||||
h) Financial instruments | |||||
The Company initially measures its financial assets and liabilities at fair value, except for certain non-arm's length transactions. The Company subsequently measures all its financial assets and financial liabilities at amortized cost. | |||||
Financial assets measured at amortized cost include cash and accounts receivable. | |||||
Financial liabilities measured at amortized cost include bank indebtedness, accounts payable and accrued liabilities, harmonized sales tax payable, withholding taxes payable, convertible notes payable, loan payable and related party notes. | |||||
Financial assets measured at cost are tested for impairment when there are indicators of impairment. The amount of the write-down is recognized in net income. The previously recognized impairment loss may be reversed to the extent of the improvement, directly or by adjusting the allowance account, provided it is no greater than the amount that would have been reported at the date of the reversal had the impairment not been recognized previously. The amount of the reversal is recognized in net income. The Company recognizes its transaction costs in net income in the period incurred. However, financial instruments that will not be subsequently measured at fair value are adjusted by the transaction costs that are directly attributable to their origination, issuance or assumption. | |||||
Fixed assets | ' | ||||
i) Fixed assets | |||||
Fixed assets are recorded at cost. Depreciation is calculated on the declining balance method at the following annual rates: | |||||
Computer Equipment | 30 | % | |||
Computer Software | 100 | % | |||
Furniture and Equipment | 30 | % | |||
Medical Equipment | 25 | % | |||
Vehicles | 30 | % | |||
Leasehold improvements are depreciated using the straight-line method over the term of the lease. Half rates are used for all fixed assets in the year of acquisition. | |||||
Leases | ' | ||||
j) Leases | |||||
Leases are classified as either capital or operating leases. Leases that transfer substantially all of the benefits and inherent risks of ownership of property to the Company are accounted for as capital leases. At the time a capital lease is entered into, an asset is recorded together with its related long-term obligation to reflect the acquisition and financing. Equipment recorded under capital leases is amortized on the same basis as described above. Payments under operating leases are expensed as incurred. | |||||
Income taxes | ' | ||||
k) Income taxes | |||||
The Company uses the future income tax method to account for income taxes. Under this method, future income tax assets and liabilities are determined based on the difference between the carrying value and the tax basis of the assets and liabilities. Any change in the net amount of future income tax assets and liabilities is included in income. Future income tax assets and liabilities are determined based on enacted or substantively enacted tax rates and laws which are expected to apply to the Company's taxable income for the periods in which the assets and liabilities will be recovered. Future income tax assets are recognized when it is more likely than not that they will be realized. | |||||
Earnings per share information | ' | ||||
l) Earnings per share information | |||||
FASB ASC 260-10, “Earnings Per Share” provides for calculation of "basic" and "diluted" earnings per share. Basic earnings per share includes no dilution and is computed by dividing net income (loss) applicable to common shareholders by the weighted average common shares outstanding for the period. Diluted earnings per share reflect the potential dilution of securities that could share in the earnings of an entity similar to fully diluted earnings per share. The effect of computing diluted loss per share is anti-dilutive and, as such, basic and diluted loss per share is the same for the six months ended June 30, 2014 and three and six months ended June 30, 2013. | |||||
Basic and diluted income per share was the same, at three months ended June 2014, as there were no common share equivalents outstanding. | |||||
Share based expenses | ' | ||||
m) Share based expenses | |||||
ASC 718-10 "Compensation - Stock Compensation" codified SFAS No. 123 prescribes accounting and reporting standards for all stock-based payments awarded to employees, including employee stock options, restricted stock, employee stock purchase plans and stock appreciation rights that may be classified as either equity or liabilities. The Company should determine if a present obligation to settle the share-based payment transaction in cash or other assets exists. A present obligation to settle in cash or other assets exists if: (a) the option to settle by issuing equity instruments lacks commercial substance or (b) the present obligation is implied because of an entity's past practices or stated policies. If a present obligation exists, the transaction should be recognized as a liability; otherwise, the transaction should be recognized as equity. | |||||
The Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions of ASC 505-50 "Equity - Based Payments to Non-Employees" which codified SFAS 123 and the Emerging Issues Task Force consensus in Issue No. 96-18 ("EITF 96-18"), "Accounting for Equity Instruments that are Issued to Other Than Employees for Acquiring or in Conjunction with Selling, Goods or Services". Measurement of share-based payment transactions with non-employees shall be based on the fair value of whichever is more reliably measurable: (a) the goods or services received; or (b) the equity instruments issued. The fair value of the share-based payment transaction should be determined at the earlier of performance commitment date or performance completion date. |
3_Significant_accounting_polic2
3. Significant accounting policies (Tables) | 6 Months Ended | ||||
Jun. 30, 2014 | |||||
Accounting Policies [Abstract] | ' | ||||
Fixed Asset Depreciation | ' | ||||
Computer Equipment | 30 | % | |||
Computer Software | 100 | % | |||
Furniture and Equipment | 30 | % | |||
Medical Equipment | 25 | % | |||
Vehicles | 30 | % |
6_Accounts_receivable_Tables
6. Accounts receivable (Tables) | 6 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Accounting Policies [Abstract] | ' | ||||||||
Accounts Receivable | ' | ||||||||
June 30, | 31-Dec-13 | ||||||||
2014 | |||||||||
The Ontario Ministry of Health and Long-Term Care | $ | 281,426 | $ | 246,415 | |||||
Treatment program | 105,360 | 134,291 | |||||||
Outpatient Services | 26,497 | 88,790 | |||||||
Allowance for doubtful accounts | (16,946 | ) | (28,578 | ) | |||||
$ | 396,337 | $ | 440,918 |
7_Fixed_assets_Tables
7. Fixed assets (Tables) | 6 Months Ended | ||||||||||||||
Jun. 30, 2014 | |||||||||||||||
Property, Plant and Equipment [Abstract] | ' | ||||||||||||||
Fixed Assets | ' | ||||||||||||||
Cost | Accumulated Amortization | 30-Jun-14 | 31-Dec-13 | ||||||||||||
Computer equipment | $ | 21,327 | $ | 11,931 | $ | $9,396 | $ | 11,118 | |||||||
Computer software | 25,763 | 25,763 | - | — | |||||||||||
Furniture and equipment | 412,121 | 247,668 | 164,453 | 198,236 | |||||||||||
Medical equipment | 421,647 | 223,895 | 197,752 | 152,095 | |||||||||||
Vehicles | 67,187 | 28,718 | 38,469 | 45,520 | |||||||||||
Leasehold improvements | 202,223 | 87,407 | 114,816 | 129,155 | |||||||||||
$ | 1,150,269 | $ | 625,382 | $ | $524,886 | $ | 536,124 |
9_Loan_payable_Tables
9. Loan payable (Tables) | 6 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Debt Disclosure [Abstract] | ' | |||||||
Loan Payable | ' | |||||||
2015 | $ | 8,086 | ||||||
2016 | 8,457 | |||||||
2017 | 8,845 | |||||||
Thereafter | 6,898 | |||||||
$ | 32,286 |
13_Commitments_Tables
13. Commitments (Tables) | 6 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Commitments and Contingencies Disclosure [Abstract] | ' | |||||||
Commitments | ' | |||||||
2015 | $ | 437,945 | ||||||
2016 | 477,954 | |||||||
2017 | 495,011 | |||||||
2018 | 502,970 | |||||||
2019 | 357,237 | |||||||
$ | 2,271,117 |
14_Income_taxes_Tables
14. Income taxes (Tables) | 6 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||
Components of Company's Future Tax Asset | ' | ||||||||
June 30, | 31-Dec-13 | ||||||||
2014 | |||||||||
Net operating loss carry forward | $ | 12,367,062 | $ | 11,934,958 | |||||
Valuation allowance | (12,367,062 | ) | (11,934,958 | ) | |||||
Net future tax asset | $ | — | $ | — | |||||
Reconciliation of Income Taxes | ' | ||||||||
June 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Tax at statutory rate | $ | 35,861 | $ | 570,870 | |||||
Valuation allowance | — | (570,870 | ) | ||||||
Net future tax asset | $ | — | $ | — |
16_Segmented_information_Table
16. Segmented information (Tables) | 6 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
Segmented Information | ' | ||||||||||||||||
Gastrointestinal Clinical Services | Addiction and Rehabilitation Treatments | Other Segments | Total | ||||||||||||||
Revenues from external customers | $ | 1,163,253 | $ | 1,615,818 | $ | — | $ | 2,779,072 | |||||||||
Depreciation of fixed assets | 28,494 | 41,143 | — | 69,637 | |||||||||||||
Interest expense | 6,620 | 7,939 | 13,689 | 28,248 | |||||||||||||
Segment loss | (106,921 | ) | (223,695 | ) | (101,488 | ) | (432,105 | ) | |||||||||
Segment assets | 656,727 | 521,148 | 49 | 1,177,923 | |||||||||||||
For the three month period ended June 30, 2014 | |||||||||||||||||
Gastrointestinal Clinical Services | Addiction and Rehabilitation Treatments | Other Segments | Total | ||||||||||||||
Revenues from external customers | $ | 635,536 | $ | 1,005,557 | $ | — | $ | 1,641,093 | |||||||||
Depreciation of fixed assets | 14,338 | 20,702 | — | 35,040 | |||||||||||||
Interest expense | 3,987 | (9,329 | ) | 13,689 | 8,347 | ||||||||||||
Segment profit ( loss ) | (58,280 | ) | 184,932 | (24,311 | ) | 102,341 | |||||||||||
Segment assets | 656,727 | 521,148 | 49 | 1,177,923 |
2_Going_concern_Details_Narrat
2. Going concern (Details Narrative) (USD $) | Jun. 30, 2014 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Capital Deficiency | ($3,478,218) |
accumulated deficit | ($12,367,062) |
3_Significant_accounting_polic3
3. Significant accounting policies - Fixed Asset Depreciation (Details) | 6 Months Ended |
Jun. 30, 2014 | |
Computer | ' |
Fixed Assets, Depreciation Rate | 30.00% |
Computer software | ' |
Fixed Assets, Depreciation Rate | 100.00% |
Furniture | ' |
Fixed Assets, Depreciation Rate | 30.00% |
Medical equipment | ' |
Fixed Assets, Depreciation Rate | 25.00% |
Vehiclest | ' |
Fixed Assets, Depreciation Rate | 30.00% |
3_Significant_accounting_polic4
3. Significant accounting policies (Details Narrative) (USD $) | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | |
Accounting Policies [Abstract] | ' | ' | ' |
Closing translation rate | '0.9348 | '0.9508 | ' |
Average Translation Rate | '.9115 | '.9842 | ' |
restricted cash | $93,480 | ' | $94,020 |
Allowance for doubtful accounts | $16,946 | ' | $28,578 |
5_Financial_instruments_Detail
5. Financial instruments (Details Narrative) (USD $) | 3 Months Ended | |
Jun. 30, 2014 | Dec. 31, 2013 | |
Financial Instruments Details Narrative | ' | ' |
Accounts receivable | $396,336 | $440,918 |
Working Capital Deficiency | -3,478,218 | ' |
Accumulated Deficit | -12,367,062 | ' |
Bank indebtedness | 0 | 126,073 |
Potential Increase Decrease in Company's After Tax Loss | $21,000 | ' |
6_Accounts_receivable_Accounts
6. Accounts receivable - Accounts Receivable (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
Reserve for Doubtful accounts | $16,946 | $28,578 |
Accounts Receivable | 396,337 | 440,918 |
Ontario Ministry of Health and Long Term Care | ' | ' |
Accounts Receivable | 281,426 | 246,415 |
Treatment Program | ' | ' |
Accounts Receivable | 105,360 | 134,291 |
Outpatient Services | ' | ' |
Accounts Receivable | $26,497 | $88,790 |
6_Accounts_receivable_Details_
6. Accounts receivable (Details Narrative) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2014 | Dec. 31, 2013 | |
Accounting Policies [Abstract] | ' | ' |
Percent of Revenues Represented by Party | 41.00% | 38.00% |
7_Fixed_assets_Fixed_Assets_De
7. Fixed assets - Fixed Assets (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
Cost | $1,150,269 | ' |
Accumulated Amortization | 625,382 | ' |
Net Book Value | 524,886 | 536,124 |
Computer Equipment | ' | ' |
Cost | 21,327 | ' |
Accumulated Amortization | 11,931 | ' |
Net Book Value | 9,396 | 11,118 |
Computer Software | ' | ' |
Cost | 25,763 | ' |
Accumulated Amortization | 25,763 | ' |
Net Book Value | ' | ' |
Furniture and Equipment | ' | ' |
Cost | 412,121 | ' |
Accumulated Amortization | 247,668 | ' |
Net Book Value | 164,453 | 198,236 |
Medical Equipment | ' | ' |
Cost | 421,647 | ' |
Accumulated Amortization | 223,895 | ' |
Net Book Value | 197,752 | 152,095 |
Vehicles | ' | ' |
Cost | 67,187 | ' |
Accumulated Amortization | 28,718 | ' |
Net Book Value | 38,469 | 45,520 |
Leasehold Improvements | ' | ' |
Cost | 202,223 | ' |
Accumulated Amortization | 87,407 | ' |
Net Book Value | $114,816 | $129,155 |
8_Convertible_notes_payable_De
8. Convertible notes payable (Details Narrative) (USD $) | 6 Months Ended |
Jun. 30, 2014 | |
Summary of Investments, Other than Investments in Related Parties [Abstract] | ' |
Convertible Notes, Converted Amount | $198,328 |
Convertible Notes, Converted, Shares Issued | 731,449 |
Note Payable, Reclassified | 48,284 |
Matured Convertible Debentures | $93,480 |
Matured Convertible Debentures, Shares Issued Upon Conversion | 208,151 |
9_Loan_payable_Loan_Payable_De
9. Loan payable - Loan Payable (Details) (USD $) | Jun. 30, 2014 |
Debt Disclosure [Abstract] | ' |
2015 | $8,086 |
2016 | 8,457 |
2017 | 8,845 |
Thereafter | 6,898 |
Total | $32,286 |
9_Loan_payable_Details_Narrati
9. Loan payable (Details Narrative) (USD $) | 6 Months Ended |
Jun. 30, 2014 | |
Debt Disclosure [Abstract] | ' |
Loan Interest Rate | 4.49% |
Monthly Payments | $835 |
Collateral, Net Book Value | $26,625 |
10_Short_term_convertible_note1
10. Short term convertible note payable (Details Narrative) (USD $) | 6 Months Ended |
Jun. 30, 2014 | |
Debt Disclosure [Abstract] | ' |
Short Term Loan Agreement | $93,689 |
Note Converted | 64,541 |
Note Converted, Shares Issued Upon Conversion | 1,045,099 |
Loan Payable | 80,000 |
Interest Accrued | 13,689 |
Current Balance Due | $93,689 |
11_Related_party_transactions_
11. Related party transactions (Details Narrative) (USD $) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | |
Related Party Notes Payable | $597,412 | ' | $597,412 | ' | $622,356 |
Management Fees | 22,933 | 48,850 | 77,223 | 98,420 | ' |
Rent Expense | 82,557 | 141,665 | 232,432 | 272,623 | ' |
Greenestone Clinic | ' | ' | ' | ' | ' |
Related Party Notes Payable | 273,195 | ' | 273,195 | ' | 413,078 |
Jay Parekh | ' | ' | ' | ' | ' |
Related Party Notes Payable | $324,216 | ' | $324,216 | ' | $224,269 |
12_Stockholders_deficit_Detail
12. Stockholders deficit (Details Narrative) (USD $) | 6 Months Ended | 12 Months Ended | |||||||
Jun. 30, 2014 | Dec. 31, 2013 | Mar. 26, 2013 | Mar. 25, 2013 | Jul. 01, 2012 | Jun. 30, 2012 | Mar. 26, 2013 | Dec. 31, 2013 | Mar. 26, 2013 | |
Series A Preferred Stock [Member] | Series B Preferred Stock [Member] | Series B Preferred Stock [Member] | |||||||
Common Stock, Par Value | $0.01 | $0.01 | $0.01 | $0.01 | $0.01 | $0.01 | ' | ' | ' |
Common Stock, Shares Authorized | 500,000,000 | 500,000,000 | 500,000,000 | 100,000,000 | 100,000,000 | 50,000,000 | ' | ' | ' |
Common Stock, Shares Issued | 47,343,055 | 41,065,564 | ' | ' | ' | ' | ' | ' | ' |
Common Stock, Shares Outstanding | 47,343,055 | 41,065,564 | ' | ' | ' | ' | ' | ' | ' |
Preferred Stock, Shares Authorized | ' | ' | ' | ' | ' | ' | 3,000,000 | ' | 10,000,000 |
Preferred Stock, Par Value | ' | ' | ' | ' | ' | ' | $1 | ' | $0.01 |
Preferred Stock Conversion Rights | ' | ' | ' | ' | ' | ' | ' | 'Each series B convertible preferred shares is convertible into 10 Common shares. | ' |
Common Stock, Shares Issued During Period | 1,777,440 | ' | ' | ' | ' | ' | ' | ' | ' |
Common Stock, Shares Issued During Period, Price Per Share | $262,869 | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants Issued | 6,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise Price, Warrants | $0.15 | ' | ' | ' | ' | ' | ' | ' | ' |
13_Commitments_Commitments_Det
13. Commitments - Commitments (Details) (USD $) | Jun. 30, 2014 |
Commitments and Contingencies Disclosure [Abstract] | ' |
2015 | $437,945 |
2016 | 477,954 |
2017 | 495,011 |
2018 | 502,970 |
2019 | 357,237 |
Thereafter | $2,271,117 |
14_Income_taxes_Components_of_
14. Income taxes - Components of Company's Future Tax Asset (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
Income Tax Disclosure [Abstract] | ' | ' |
Net operating loss carry forward | $12,367,062 | $11,934,958 |
Valuation allowance | -12,367,062 | -11,934,958 |
Net future tax asset | ' | ' |
14_Income_taxes_Reconciliation
14. Income taxes - Reconciliation of Income Taxes (Details) (USD $) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | ' | ' |
Tax at statutory rate | $35,861 | $570,870 |
Valuation allowance | -35,861 | -570,870 |
Net future tax asset | ' | ' |
16_Segmented_information_Segme
16. Segmented information - Segmented Information (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Revenues from external customers | $1,641,094 | $1,528,944 | $2,779,072 | $2,973,268 |
Depreciation of fixed assets | 35,040 | ' | 69,637 | ' |
Interest and fees expense | 8,347 | ' | 28,248 | ' |
Segment loss | 102,341 | ' | -432,105 | ' |
Segment assets | 1,177,923 | ' | 1,177,923 | ' |
Gastrointestinal Clinical Services | ' | ' | ' | ' |
Revenues from external customers | 635,536 | ' | 1,163,253 | ' |
Depreciation of fixed assets | 14,338 | ' | 28,494 | ' |
Interest and fees expense | 3,987 | ' | 6,620 | ' |
Segment loss | -58,280 | ' | -106,921 | ' |
Segment assets | 656,727 | ' | 656,727 | ' |
Addiction and Rehabilitation Treatments | ' | ' | ' | ' |
Revenues from external customers | 1,005,557 | ' | 1,615,818 | ' |
Depreciation of fixed assets | 20,702 | ' | 41,143 | ' |
Interest and fees expense | -9,329 | ' | 7,939 | ' |
Segment loss | 184,932 | ' | -223,695 | ' |
Segment assets | 521,148 | ' | 521,148 | ' |
Oother Segments | ' | ' | ' | ' |
Revenues from external customers | ' | ' | ' | ' |
Depreciation of fixed assets | ' | ' | ' | ' |
Interest and fees expense | 13,689 | ' | 13,689 | ' |
Segment loss | -24,311 | ' | -101,488 | ' |
Segment assets | $49 | ' | $49 | ' |
17_Subsequent_events_Details_N
17. Subsequent events (Details Narrative) (Subsequent Event Type, USD $) | Jun. 30, 2014 |
USD | ' |
Asset Acquisition Valuation | $3,700,000 |
Cash Paid for Acquisition | 30,000,000 |
Convertible Note Issued for Acquisition | 700,000 |
CAD | ' |
Asset Acquisition Valuation | 3,439,428 |
Cash Paid for Acquisition | 2,788,726 |
Convertible Note Issued for Acquisition | $650,702 |