Global Acquisitions (AASP) 10-Q 14 Nov 17 2017 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2017	Nov. 14, 2017
Document And Entity Information
Entity Registrant Name	ALL AMERICAN SPORTPARK INC
Entity Central Index Key	930,245
Document Type	10-Q
Document Period End Date	Sep. 30, 2017
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		5,658,123
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2,017

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($)	Sep. 30, 2017	Dec. 31, 2016
Current assets:
Prepaid expenses and other current assets	$ 32,076	$ 38
Total current assets	32,076	38
Property and equipment, net	97	306
Total Assets	32,173	344
Current liabilities:
Accounts payable and accrued expenses	30,435	45,129
Due to related party	136,841	61,824
Total current liabilities	167,276	106,953
Stockholder's deficit:
Preferred stock, Series "B", $0.001 par value, 10,000,000 shares authorized, no shares issued and outstanding as of September 30, 2017 and December 31, 2016, respectively
Common stock, $0.001 par value, 50,000,000 shares authorized, 5,658,123 and 5,624,123 shares issued and outstanding as of September 30, 2017 and December 31, 2016, respectively	5,658	5,624
Additional paid-in capital	28,719,129	28,685,503
Accumulated deficit	(28,859,890)	(28,797,736)
Total stockholders' deficit	(135,103)	(106,609)
Total Liabilities and Stockholders' Deficit	$ 32,173	$ 344

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Sep. 30, 2017	Dec. 31, 2016
Statement of Financial Position [Abstract]
Preferred Stock, par value	$ 0.001	$ 0.001
Preferred Stock. authorized	10,000,000	10,000,000
Preferred Stock, issued	0	0
Preferred Stock, outstanding	0	0
Common Stock, par value	$ 0.001	$ 0.001
Common Stock, authorized	50,000,000	50,000,000
Common Stock, issued	5,658,123	5,624,123
Common Stock, outstanding	5,658,123	5,624,123

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Jun. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Expenses:
General and administrative expenses	$ 19,930	$ 81,214	$ 61,945	$ 254,864
Depreciation and amortization	42	206	209	889
Total expenses	19,972	81,420	62,154	255,753
Net operating loss	(19,972)	(81,420)	(62,154)	(255,753)
Other expense:
Interest expense		(68,283)		(273,132)
Total other expense		(68,283)		(273,132)
Net loss before provision of income tax	(19,972)	(149,703)	(62,154)	(528,885)
Provision for income tax expense
Net loss from continued operations	(19,972)	(149,703)	(62,154)	(528,885)
Net (loss) income from discontinued operations		(63,080)		71,454
Net loss	(19,972)	(212,783)	(62,154)	(457,431)
Net Income attributable to non-controlling interest		(30,909)		35,012
Net loss attributable to All-American SportPark, Inc.	$ (19,972)	$ (181,874)	$ (62,154)	$ (492,443)
Basic and diluted income (loss) per weighted average common share
Continuing Operations	$ 0	$ (0.03)	$ (0.01)	$ (0.11)
Discontinued Operations	0	(0.01)	0	0.02
Total basic and diluted loss per weighted average common share	$ 0	$ (0.04)	$ (0.01)	$ (0.1)
Weighted average number of common shares outstanding - basic and fully diluted	5,641,310	4,624,123	5,629,873	4,624,123

Condensed Consolidated Stateme5

Condensed Consolidated Statements Of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
Cash Flows From Operating Activities
Net loss from continued operations	$ (62,154)	$ (528,885)
Adjustment to reconcile net loss to net cash used in operating activities
Depreciation and amortization	209	889
Share-based compensation	1,782	944
Changes in operating assets and liabilities:
Prepaid expenses and other current assets	(160)	(181)
Accounts payable and accrued expenses	(2,194)	8,620
Deferred compensation	(12,500)	45,000
Accrued interest related parties		227,111
Net cash used in operating activities	(75,017)	(246,502)
Cash flows from financing activities
Proceeds from related parties	75,017	245,502
Net cash provided by financing activities	75,017	245,502
Cash flows from continued operations
Cash flow from discontinued operations
Cash flows operating activities		(64,679)
Cash flows financing activities		64,679
Net cash provided by discontinued operations
Net decrease in cash
Cash, beginning of period
Cash, end of period
Supplemental Disclosures:
Cash paid for interest
Cash paid for taxes
Non cash financing and investing activities:
Shares issued for services	$ 33,660

Organizational Structure and Ba

Organizational Structure and Basis of Presentation	9 Months Ended
	Sep. 30, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organizational Structure and Basis of Presentation	Note 1. Organizational Structure and Basis of Presentation a. ORGANIZATION On October 18, 2016, All-American Sportpark, LLC (“AASP” or the “Company”) completed the closing of the Transfer Agreement for the sale and transfer of the Company’s 51% interest in All American Golf Center, Inc. (“AAGC”), which constituted substantially all of the Company’s assets. As a result of the closing of the Transfer Agreement, the Company now has no or nominal operations and no or nominal assets and is therefore considered to be a “Shell Company” as that term is defined in Rule 12b-2 of the Securities Exchange Act . b. BASIS OF PRESENTATION The unaudited condensed interim financial statements included herein, presented in accordance with United States generally accepted accounting principles and stated in US dollars, have been prepared by All-American SportPark, Inc. (the “Company”), without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. These statements reflect all adjustments, consisting of normal recurring adjustments, which, in the opinion of management, are necessary for fair presentation of the information contained therein. It is suggested that these unaudited condensed interim financial statements be read in conjunction with the financial statements of the Company for the year ended December 31, 2016 and notes thereto included in the Company's Form 10-K. The Company follows the same accounting policies in the preparation of interim reports. Results of operations for interim periods may not be indicative of annual results. On June 10, 2016, the Company entered into a Transfer Agreement for the sale and transfer of the Company’s 51% interest in All American Golf Center, Inc. (“AAGC”), which constituted substantially all of the Company’s assets. On October 18, 2016, the Company completed the closing of the Transfer Agreement pursuant to which the Company transferred the 51% interest in AAGC to Ronald Boreta and John Boreta (the “Boretas”), and also issued to the Boretas 1,000,000 shares of the Company’s common stock, in exchange for the cancellation of promissory notes held by the Boretas and accrued interest of $8,864,255. In connection with the closing of the Transfer Agreement, AAGC assumed the obligation of the Company to pay Ronald Boreta for deferred salary of $342,500. In addition, AAGC cancelled $4,267,802 in advances previously made by it to the Company to fund its operations. Also in connection with the closing of the Transfer Agreement, entities controlled by the Boretas cancelled $1,286,702 owed to them by the Company. In addition, the Company cancelled $24,523 of amounts due from entities controlled by the Boretas. Also, as a result of the Transfer Agreement, on October 18, 2016, the Company derecognized the assets and liabilities of AAGC. The sale and transfer of the Company’s 51% interest in AAGC to the controlling shareholders of the Company is a common control transaction and recorded at book value. Any difference between the proceeds received by the Company and the book value of assets and liabilities of AAGC, cancellation of promissory notes and accrued interest, assumption of deferred salary, cancellation of amounts due to and due from entities controlled by the Boretas is recognized as a capital transaction with no gain or loss recorded. The assets and liabilities transferred and debts cancelled and assumed are summarized below: AASP AAGC Total Accounts receivable $ - $ 23,080 $ 23,080 Prepaid expenses and other current - 32,992 32,992 Property and equipment, net - 443,775 443,775 Cash in excess of available funds - (34,405 ) (34,405 ) Accounts payable and accrued expenses (309,979 ) (309,979 ) Accounts payable and accrued expenses – related party (342,500) (214,063 ) (556,563 ) Deferred revenue - (171,345 ) (171,345 ) Notes payable – related party (3,300,149 ) (1,034,077 ) (4,334,226 ) Due to related party (1,262,179 ) (554,022 ) (1,816,201 ) Capital lease obligation - (41,381 ) (41,381 ) Accrued interest payable – related party (5,600,502 ) (946,513 ) (6,547,015 ) Intercompany account (4,267,802 ) 4,267,802 - Deferred rent liability - (525,778 ) (525,778 ) Issuance of 1,000,000 shares of common stock of the Company 1,000 - 1,000 Non-controlling interest - (441,187 ) (441,187 ) Increase in additional paid-in capital 14,772,132 (494,899 ) 14,277,233 $ - $ - $ - As a result of the closing of the Transfer Agreement, the Company now has no or nominal operations and no or nominal assets and is therefore considered to be a “Shell Company” as that term is defined in Rule 12b-2 of the Exchange Act. c. BUSINESS ACTIVITIES At this time, the Company’s purpose is to seek, investigate and, if such investigation warrants, acquire an interest in business opportunities presented to the Company by persons or firms who or which desire to seek the perceived advantages of a corporation whose securities are registered pursuant to the Exchange Act. The Company will not restrict our search to any specific business or geographical location. d. RECLASSIFICATIONS Certain reclassifications have been made in prior periods’ financial statements to conform to classifications used in the current period.

Summary Of Significant Accounti

Summary Of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2017
Accounting Policies [Abstract]
Summary Of Significant Accounting Policies	Note 2 Summary of Significant Accounting Policies a. USE OF ESTIMATES The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amount of revenues and expenses during the reporting period. Significant estimates and assumptions made by management include, but are not limited to, the determination of the provision for income taxes, and valuation of fixed assets. The Company bases the estimates on historical experience and on various other assumptions that are believed to be reasonable. Actual results could differ from those estimates. b. CASH AND CASH EQUIVALENTS All highly liquid investments with original maturities of three months or less are classified as cash and cash equivalents. The fair value of cash and cash equivalents approximates the amounts shown on the financial statements. Cash and cash equivalents consist of unrestricted cash in accounts maintained with major financial institutions. c. INCOME TAXES The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. The Company records net deferred tax assets to the extent the Company believes these assets will more likely than not be realized. In making such determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent financial operations. A valuation allowance is established against deferred tax assets that do not meet the criteria for recognition. In the event the Company were to determine that it would be able to realize deferred income tax assets in the future in excess of their net recorded amount, the Company would make an adjustment to the valuation allowance which would reduce the provision for income taxes. The Company follows the accounting guidance which provides that a tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits. Income tax positions must meet a more-likely-than-not recognition threshold at the effective date to be recognized initially and in subsequent periods. Also included is guidance on measurement, de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. d . The Company accounts for all compensation related to stock, options or warrants in accordance with ASC topic 718 “Compensation- stock compensation” which requires companies to recognize in the statement of operations using a fair value based method whereby compensation cost is measured at the grant date based on the value of the award and is recognized over the service period, which is usually the vesting period. The Company uses the Black-Scholes pricing model to calculate the fair value of options and warrants issued to both employees and non-employees. Stock issued for compensation is valued using the market price of the stock on the date of the related agreement. e. ADVERTISING The Company expenses advertising costs as incurred. The company incurred no advertising expenses for the three and nine months ended September 30, 2017 and 2016, respectively. f. REVENUES The Company earned no revenues for the three and nine months ended September 30, 2017 and 2016, respectively. g. COST OF REVENUES The Company incurred no costs of revenues for the three and nine months ended September 30, 2017 and 2016, respectively h. GENERAL AND ADMINISTRATIVE EXPENSES General and administrative expenses consisted principally of management, accounting and other administrative employee payroll and benefits, utilities, and other expenses ( e.g. i. IMPAIRMENT OF LONG-LIVED ASSETS Long-lived assets, including property and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the long-lived asset may not be recoverable. If the long-lived asset or group of assets is considered to be impaired, an impairment charge is recognized for the amount by which the carrying amount of the asset or group of assets exceeds its fair value. Long-lived assets to be disposed of are reported at the lower of the carrying amount or fair value less cost to sell. j. FAIR VALUE OF FINANCIAL INSTRUMENTS The Company adopted the ASC-820 “Fair Value Measurement” related to fair value measurement at inception. The standard defines fair value, establishes a framework for measuring fair value and expands disclosure of fair value measurements. The standard applies under other accounting pronouncements that require or permit fair value measurements and, accordingly, does not require any new fair value measurements. The standard clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. The recorded values of long-term debt approximate their fair values, as interest approximates market rates. As a basis for considering such assumptions, the standard established 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 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 require the reporting entity to develop its own assumptions. At each of September 30, 2017 and December 31, 2016, the carrying amount of k. BASIS OF PRESENTATION The financial statements of the Company have been prepared in accordance with the accounting principles generally accepted in the United States of America (“GAAP”). l. EARNINGS (LOSS) PER SHARE Basic earnings (loss) per share excludes any dilutive effects of options, warrants, and convertible securities. Basic earnings per share is computed using the weighted average number of shares of common stock and common stock equivalent shares outstanding during the period. Common stock equivalent shares are excluded from the computation if their effect is antidilutive. The Company did not have any stock equivalent shares for the periods ended September 30, 2017 and December 31, 2016. Loss per share is computed by dividing reported net loss by the weighted average number of common shares outstanding during the period. The weighted-average number of common shares used in the calculation of basic loss per share was 5,629,837 and 4,624,123 for the nine months ended September 30, 2017 and 2016, respectively. m. RECENT ACCOUNTING POLICIES The Company believes there was no new accounting guidance adopted but not yet effective that either has not already been disclosed in prior reporting periods or is relevant to the readers of the Company’s financial statements. The Company continually assesses any new accounting pronouncements to determine their applicability to the Company. Where it is determined that a new accounting pronouncement affects the Company’s financial reporting, the Company undertakes a study to determine the consequence of the change to its financial statements and assures that there are proper controls in place to ascertain that the Company’s financials properly reflect the change.

Going Concern

Going Concern	9 Months Ended
	Sep. 30, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Going Concern	Note 3 – Going concern As of September 30, 2017, we had an accumulated deficit of $28,859,890. In addition, the Company’s current liabilities exceed its current assets by $135,200 as of September 30, 2017. The Company’s management believes that its operations may not be sufficient to fund operating cash needs and debt service requirements over at least the next 12 months. As described in Note 1, the Company’s Board of Directors determined that it was in the best interests of the Company to enter into the Transfer Agreement with the Boretas. The closing of that agreement eliminated nearly all of the debt of the Company. However, the Company has no significant assets and continues to depend on affiliates to provide funds to pay its ongoing expenses. These factors raise substantial doubt about the company’s ability to continue as a going concern within one year after the date that the financials are issued. The financial statements do not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might result should the Company be unable to continue as a going concern.

Related Party Transactions

Related Party Transactions	9 Months Ended
	Sep. 30, 2017
Related Party Transactions [Abstract]
Related Party Transactions	Note 4 – Related party transactions Due to related parties Prior to October 18, 2016, the Company’s employees provided administrative/accounting support for three golf retail stores named Saint Andrews Golf Shop ("SAGS"), Las Vegas Golf and Tennis ("Boca Store") and Las Vegas Golf and Tennis Superstore (“Westside 15 Store”), owned by Ronald Boreta, the Company's President, and his brother, John Boreta, a Director of the Company. The SAGS store is the retail tenant in the TMGE. AAGC has advanced funds to pay certain expenses of the Company. At September 30, 2017 and December 31, 2016, the total amounts owed to AAGC were $136,841 and $61,824, respectively.

Commitments

Commitments	9 Months Ended
	Sep. 30, 2017
Commitments and Contingencies Disclosure [Abstract]
Commitments	Note 5 – Commitments The Company had no commitments as of September 30, 2017.

Stockholders' Deficit

Stockholders' Deficit	9 Months Ended
	Sep. 30, 2017
Equity [Abstract]
Stockholders' Deficit	Note 6 – Stockholders' deficit PREFERRED STOCK Preferred stock, Series "B", $0.001 par value, 10,000,000 shares authorized, no shares issued and outstanding as of September 30, 2017 and December 31, 2016. The Company’s Board of Directors shall determine the rights, preferences, privileges and restrictions of the preferred stock, including dividends rights, conversion rights, voting rights, terms of redemption, liquidation preferences, sinking fund terms and the number of shares constituting any series or the designation of any series. COMMON STOCK Common stock, $0.001 par value, 50,000,000 shares authorized, 5,658,123 and 5,624,123 shares issued and outstanding as of September 30, 2017 and December 31, 2016, respectively. SHARE-BASED COMPENSATION On August 15, 2017, the Company granted 34,000 shares of restricted common stock to one employee for services. The restricted common stock granted to the employee was valued at $33,660 and will vest as follows: 33% of the shares on January 1, 2018, an additional 33% of the shares on January 1, 2019, and the remaining 34% of the shares on January 1, 2020. The share-based compensation will be amortized ratably over the three year vesting period. The Company has recorded prepaid stock-based compensation of $31,878 as of September 30, 2017. The Company recorded share-based compensation of $0 and $944 for three months ended September 30, 2017 and 2016, respectively. The Company recorded share-based compensation of $1,782 and $944 for nine months ended September 30, 2017 and 2016, respectively.

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2017
Subsequent Events [Abstract]
Subsequent Events	Note 7 – Subsequent Events Management has evaluated all subsequent events through the date of the filing and determined that there were none.

Summary Of Significant Accoun13

Summary Of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2017
Accounting Policies [Abstract]
Use of Estimates	a. USE OF ESTIMATES The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amount of revenues and expenses during the reporting period. Significant estimates and assumptions made by management include, but are not limited to, the determination of the provision for income taxes, and valuation of fixed assets. The Company bases the estimates on historical experience and on various other assumptions that are believed to be reasonable. Actual results could differ from those estimates.
Cash And Cash Equivalents	b. CASH AND CASH EQUIVALENTS All highly liquid investments with original maturities of three months or less are classified as cash and cash equivalents. The fair value of cash and cash equivalents approximates the amounts shown on the financial statements. Cash and cash equivalents consist of unrestricted cash in accounts maintained with major financial institutions.
Income Taxes	c. INCOME TAXES The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. The Company records net deferred tax assets to the extent the Company believes these assets will more likely than not be realized. In making such determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent financial operations. A valuation allowance is established against deferred tax assets that do not meet the criteria for recognition. In the event the Company were to determine that it would be able to realize deferred income tax assets in the future in excess of their net recorded amount, the Company would make an adjustment to the valuation allowance which would reduce the provision for income taxes. The Company follows the accounting guidance which provides that a tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits. Income tax positions must meet a more-likely-than-not recognition threshold at the effective date to be recognized initially and in subsequent periods. Also included is guidance on measurement, de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition.
Stock-Based Compensation	d . The Company accounts for all compensation related to stock, options or warrants in accordance with ASC topic 718 “Compensation- stock compensation” which requires companies to recognize in the statement of operations using a fair value based method whereby compensation cost is measured at the grant date based on the value of the award and is recognized over the service period, which is usually the vesting period. The Company uses the Black-Scholes pricing model to calculate the fair value of options and warrants issued to both employees and non-employees. Stock issued for compensation is valued using the market price of the stock on the date of the related agreement.
Advertising	e. ADVERTISING The Company expenses advertising costs as incurred. The company incurred no advertising expenses for the three and nine months ended September 30, 2017 and 2016, respectively.
Revenues	f. REVENUES The Company earned no revenues for the three and nine months ended September 30, 2017 and 2016, respectively.
Cost Of Revenues	g. COST OF REVENUES The Company incurred no costs of revenues for the three and nine months ended September 30, 2017 and 2016, respectively
General And Administrative Expenses	h. GENERAL AND ADMINISTRATIVE EXPENSES General and administrative expenses consisted principally of management, accounting and other administrative employee payroll and benefits, utilities, and other expenses ( e.g.
Impairment Of Long-Lived Assets	i. IMPAIRMENT OF LONG-LIVED ASSETS Long-lived assets, including property and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the long-lived asset may not be recoverable. If the long-lived asset or group of assets is considered to be impaired, an impairment charge is recognized for the amount by which the carrying amount of the asset or group of assets exceeds its fair value. Long-lived assets to be disposed of are reported at the lower of the carrying amount or fair value less cost to sell.
Fair Value Of Financial Instruments	j. FAIR VALUE OF FINANCIAL INSTRUMENTS The Company adopted the ASC-820 “Fair Value Measurement” related to fair value measurement at inception. The standard defines fair value, establishes a framework for measuring fair value and expands disclosure of fair value measurements. The standard applies under other accounting pronouncements that require or permit fair value measurements and, accordingly, does not require any new fair value measurements. The standard clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. The recorded values of long-term debt approximate their fair values, as interest approximates market rates. As a basis for considering such assumptions, the standard established 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 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 require the reporting entity to develop its own assumptions. At each of September 30, 2017 and December 31, 2016, the carrying amount of
Basis of Presentation	k. BASIS OF PRESENTATION The financial statements of the Company have been prepared in accordance with the accounting principles generally accepted in the United States of America (“GAAP”).
Earnings (Loss) Per Share	l. EARNINGS (LOSS) PER SHARE Basic earnings (loss) per share excludes any dilutive effects of options, warrants, and convertible securities. Basic earnings per share is computed using the weighted average number of shares of common stock and common stock equivalent shares outstanding during the period. Common stock equivalent shares are excluded from the computation if their effect is antidilutive. The Company did not have any stock equivalent shares for the periods ended September 30, 2017 and December 31, 2016. Loss per share is computed by dividing reported net loss by the weighted average number of common shares outstanding during the period. The weighted-average number of common shares used in the calculation of basic loss per share was 5,629,837 and 4,624,123 for the nine months ended September 30, 2017 and 2016, respectively.
Recent Accounting Policies	m. RECENT ACCOUNTING POLICIES The Company believes there was no new accounting guidance adopted but not yet effective that either has not already been disclosed in prior reporting periods or is relevant to the readers of the Company’s financial statements. The Company continually assesses any new accounting pronouncements to determine their applicability to the Company. Where it is determined that a new accounting pronouncement affects the Company’s financial reporting, the Company undertakes a study to determine the consequence of the change to its financial statements and assures that there are proper controls in place to ascertain that the Company’s financials properly reflect the change.

Organizational Structure And 14

Organizational Structure And Basis Of Presentation (Tables)	9 Months Ended
	Sep. 30, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Assets And Liabilities Transferred And Debts Cancelled And Assumed	AASP AAGC Total Accounts receivable $ - $ 23,080 $ 23,080 Prepaid expenses and other current - 32,992 32,992 Property and equipment, net - 443,775 443,775 Cash in excess of available funds - (34,405 ) (34,405 ) Accounts payable and accrued expenses (309,979 ) (309,979 ) Accounts payable and accrued expenses – related party (342,500) (214,063 ) (556,563 ) Deferred revenue - (171,345 ) (171,345 ) Notes payable – related party (3,300,149 ) (1,034,077 ) (4,334,226 ) Due to related party (1,262,179 ) (554,022 ) (1,816,201 ) Capital lease obligation - (41,381 ) (41,381 ) Accrued interest payable – related party (5,600,502 ) (946,513 ) (6,547,015 ) Intercompany account (4,267,802 ) 4,267,802 - Deferred rent liability - (525,778 ) (525,778 ) Issuance of 1,000,000 shares of common stock of the Company 1,000 - 1,000 Non-controlling interest - (441,187 ) (441,187 ) Increase in additional paid-in capital 14,772,132 (494,899 ) 14,277,233 $ - $ - $ -

Organizational Structure And 15

Organizational Structure And Basis Of Presentation (Detail) - Assets And Liabilities Transferred - USD ($)	Sep. 30, 2017	Dec. 31, 2016	Oct. 18, 2016
Prepaid expenses and other current	$ 32,076	$ 38
Property and equipment, net	97	306
Accounts payable and accrued expenses	30,435	45,129
Issuance of 1,000,000 shares of common stock of the Company	5,658	5,624
Increase in additional paid-in capital	$ 28,719,129	$ 28,685,503
AASP [Member]
Accounts receivable
Prepaid expenses and other current
Property and equipment, net
Cash in excess of available funds
Accounts payable and accrued expenses - related party			(214,063)
Deferred revenue
Notes payable - related party			(3,300,149)
Due to related party			(1,262,179)
Capital lease obligation
Accrued interest payable - related party			(5,600,502)
Intercompany account			(4,267,802)
Deferred rent liability
Issuance of 1,000,000 shares of common stock of the Company			1,000
Non-controlling interest
Increase in additional paid-in capital			14,772,132
AAGC [Member]
Accounts receivable			23,080
Prepaid expenses and other current			32,992
Property and equipment, net			443,775
Cash in excess of available funds			(34,405)
Accounts payable and accrued expenses			(309,979)
Accounts payable and accrued expenses - related party			(556,563)
Deferred revenue			(171,345)
Notes payable - related party			(1,034,077)
Due to related party			(554,022)
Capital lease obligation			(41,381)
Accrued interest payable - related party			(946,513)
Intercompany account			4,267,802
Deferred rent liability			(525,778)
Issuance of 1,000,000 shares of common stock of the Company
Non-controlling interest			(441,187)
Increase in additional paid-in capital			(494,899)
Total [Member]
Accounts receivable			23,080
Prepaid expenses and other current			32,992
Property and equipment, net			443,775
Cash in excess of available funds			(34,405)
Accounts payable and accrued expenses			(309,979)
Deferred revenue			(171,345)
Notes payable - related party			(4,334,226)
Due to related party			(1,816,201)
Capital lease obligation			(41,381)
Accrued interest payable - related party			(6,547,015)
Intercompany account
Deferred rent liability			(525,778)
Issuance of 1,000,000 shares of common stock of the Company			1,000
Non-controlling interest			(441,187)
Increase in additional paid-in capital			$ 14,277,233

Organizational Structure and 16

Organizational Structure and Basis of Presentation (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2017	Dec. 31, 2016
Transfer Agreement
Interest in Subsidiary transferred	51.00%
Shares for Debt	1,000,000
Cancellation of Debt for Shares	$ 8,864,255
Deferred Salary Payable	$ 342,500
Common Stock, par value	$ 0.001	$ 0.001
Common Stock, issued	5,658,123	5,624,123
Common Stock, outstanding	5,658,123	5,624,123
Common Stock Total Issued, percentage	50.69%
All-American Golf Center [Member]
Transfer Agreement
Forgiveness of Payable - Related Party	$ 4,267,802
Boretas [Member]
Transfer Agreement
Forgiveness of Payable - Related Party	1,286,702
Forgiveness of Receivable - Related Party	$ 24,523

Summary Of Significant Accoun17

Summary Of Significant Accounting Policies (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
Accounting Policies [Abstract]
Advertising Costs
Revenues
Cost of Revenues
Weighted average number of common shares outstanding - basic and fully diluted	5,629,837	4,624,123

Going Concern (Details Narrativ

Going Concern (Details Narrative) - USD ($)	Sep. 30, 2017	Dec. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accumulated deficit	$ 28,859,890	$ 28,797,736
Working Capital Deficit	$ 135,200

Related Party Transactions (Det

Related Party Transactions (Details Narrative) - USD ($)	Sep. 30, 2017	Dec. 31, 2016
Related Party Transactions [Abstract]
Due to related party	$ 136,841	$ 61,824

Commitments (Details Narrative)

Commitments (Details Narrative)	9 Months Ended
	Sep. 30, 2017
Commitments and Contingencies Disclosure [Abstract]
Commitments In Period	The Company had no commitments as of September 30, 2017.

Stockholders' Deficit (Details

Stockholders' Deficit (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016
Preferred Stock, par value	$ 0.001		$ 0.001		$ 0.001
Preferred Stock. authorized	10,000,000		10,000,000		10,000,000
Preferred Stock, issued	0		0		0
Preferred Stock, outstanding	0		0		0
Common Stock, par value	$ 0.001		$ 0.001		$ 0.001
Common Stock, authorized	50,000,000		50,000,000		50,000,000
Common Stock, issued	5,658,123		5,658,123		5,624,123
Common Stock, outstanding	5,658,123		5,658,123		5,624,123
Share Based Compensation
Share Compensation Shares Granted in Period for Services	34,000			34,000
Share Compenstion Shares Granted Share Value for Services	$ 33,660			$ 33,660
Prepaid Stock-Based Compensation	31,878			31,878
Share-based compensation	$ 0	$ 944	$ 1,782	$ 944
Vesting Period 1
Share Based Compensation
Vesting Rights			33% of the shares on January 1, 2018
Vesting Period 2
Share Based Compensation
Vesting Rights			33% of the shares on January 1, 2019
Vesting Period 3
Share Based Compensation
Vesting Rights			34% of the shares on January 1, 2020

Subsequent Events (Details Narr

Subsequent Events (Details Narrative)	1 Months Ended
	Aug. 14, 2017
Subsequent Events [Abstract]
Description	Management has evaluated all subsequent events through the date of the filing and determined that there were none.