Document and Entity Information
Document and Entity Information - $ / shares | Nov. 18, 2019 | Sep. 30, 2019 |
Details | ||
Registrant CIK | 0001011395 | |
Fiscal Year End | --12-31 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2019 | |
Document Transition Report | false | |
Entity File Number | 000-55937 | |
Entity Registrant Name | GEOSPATIAL CORPORATION | |
Entity Incorporation, State or Country Code | NV | |
Entity Tax Identification Number | 87-0554463 | |
Entity Address, Address Line One | 13241 Woodland Park Road, Suite 610 | |
Entity Address, City or Town | Herndon | |
Entity Address, State or Province | VA | |
Entity Address, Postal Zip Code | 20171 | |
Entity Address, Address Description | Address of principal executive offices | |
City Area Code | 724 | |
Local Phone Number | 353-3400 | |
Phone Fax Number Description | Registrant’s telephone number, including area code | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | No | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 370,911,784 | |
Entity Listing, Par Value Per Share | $ 0.001 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 |
Consolidated Balance Sheets (Se
Consolidated Balance Sheets (September 30, 2019 Unaudited) - USD ($) | Sep. 30, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 41,224 | $ 7,117 |
Accounts receivable | 37,300 | 115,913 |
Prepaid expenses and other current assets | 25,556 | 80,664 |
Total current assets | 104,080 | 203,694 |
Property and equipment: | ||
Field equipment | 364,252 | 357,070 |
Field vehicles | 43,285 | 43,285 |
Total property and equipment | 407,537 | 400,355 |
Less: accumulated depreciation | (400,737) | (398,063) |
Net property and equipment | 6,800 | 2,292 |
Total assets | 110,880 | 205,986 |
Current liabilities: | ||
Accounts payable | 169,331 | 198,716 |
Accrued expenses | 1,279,114 | 1,323,586 |
Notes payable to related party | 2,071,278 | 1,758,424 |
Notes payable | 59,911 | 284,248 |
Accrued registration payment arrangement | 76,067 | 76,337 |
Total current liabilities | 3,655,701 | 3,641,311 |
Stockholders' deficit: | ||
Common Stock, Value, Issued | 370,912 | 325,077 |
Additional paid-in capital | 41,137,772 | 40,438,183 |
Additional paid-in capital, warrants | 83,663 | 122,963 |
Accumulated deficit | (45,140,813) | (44,325,193) |
Total stockholders' deficit | (3,544,821) | (3,435,325) |
Total liabilities and stockholders' deficit | 110,880 | 205,986 |
Undesignated | ||
Stockholders' deficit: | ||
Preferred Stock, Value, Issued | 0 | 0 |
Series B Convertible | ||
Stockholders' deficit: | ||
Preferred Stock, Value, Issued | 0 | 0 |
Series C Convertible | ||
Stockholders' deficit: | ||
Preferred Stock, Value, Issued | $ 3,645 | $ 3,645 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (September 30, 2019 Unaudited) - Parenthetical - $ / shares | Sep. 30, 2019 | Dec. 31, 2018 |
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 750,000,000 | 750,000,000 |
Common Stock, Shares, Issued | 370,911,784 | 325,077,118 |
Common Stock, Shares, Outstanding | 370,911,784 | 325,077,118 |
Undesignated | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 20,000,000 | 20,000,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Series B Convertible | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 5,000,000 | 5,000,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Series C Convertible | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Preferred Stock, Shares Issued | 3,644,578 | 3,644,578 |
Preferred Stock, Shares Outstanding | 3,644,578 | 3,644,578 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Details | ||||
Sales | $ 129,800 | $ 259,554 | $ 272,800 | $ 700,122 |
Cost of sales | 38,827 | 71,311 | 83,136 | 169,891 |
Gross profit | 90,973 | 188,243 | 189,664 | 530,231 |
Selling, general and administrative expenses | 260,602 | 299,962 | 853,972 | 1,151,087 |
Net loss from operations | (169,629) | (111,719) | (664,308) | (620,856) |
Interest expense | (77,653) | (100,060) | (229,484) | (314,338) |
Gain on extinguishment of debt | 0 | 0 | 78,121 | 0 |
Other income | 0 | 0 | 0 | 1,711 |
Loss on disposal of property and equipment | 0 | 0 | 0 | (1,856) |
Gain on foreign currency exchange | 0 | 775 | 51 | 775 |
Total other income (expense) | (77,653) | (99,285) | (151,312) | (313,708) |
Net loss before income taxes | (247,282) | (211,004) | (815,620) | (934,564) |
Provision for income taxes | 0 | 0 | 0 | 0 |
Net loss | $ (247,282) | $ (211,004) | $ (815,620) | $ (934,564) |
Basic and fully-diluted net loss per share of common stock | $ 0 | $ 0 | $ 0 | $ 0 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Deficit (Unaudited) - 9 months ended Sep. 30, 2019 - USD ($) | Preferred Stock | Common Stock | Additional Paid-in Capital | Additional Paid-in Capital, Warrants | Retained Earnings | Total |
Shareholders' Equity, Starting Balance at Dec. 31, 2018 | $ 3,645 | $ 325,077 | $ 40,438,183 | $ 122,963 | $ (44,325,193) | $ (3,435,325) |
Shares Outstanding, Starting Balance at Dec. 31, 2018 | 3,644,578 | 325,077,118 | ||||
Sale of common stock, net of issuance costs, Value | $ 0 | $ 21,667 | 300,133 | 3,200 | 0 | 325,000 |
Sale of common stock, net of issuance costs, Shares | 0 | 21,666,667 | ||||
Stock Issued During Period, Value, Issued for Services | $ 0 | $ 4,350 | 60,900 | 0 | 0 | 65,250 |
Stock Issued During Period, Shares, Issued for Services | 0 | 4,350,000 | ||||
Issuance of common stock for registration penalty, Value | $ 0 | $ 18 | 252 | 0 | 0 | 270 |
Issuance of common stock for registration penalty, Shares | 0 | 18,000 | ||||
Issuance of common stock in settlement of liabilities, Value | $ 0 | $ 14,800 | 207,200 | 0 | 0 | 222,000 |
Issuance of common stock in settlement of liabilities, Shares | 0 | 14,799,999 | ||||
Exercise of warrants to purchase common stock, Value | $ 0 | $ 5,000 | 87,500 | (42,500) | 0 | 50,000 |
Exercise of warrants to purchase common stock, Shares | 0 | 5,000,000 | ||||
Stock Issued During Period, Value, Conversion of Convertible Securities, Net of Adjustments | $ 0 | $ 0 | 43,604 | 0 | 0 | 43,604 |
Stock Issued During Period, Shares, Conversion of Convertible Securities | 0 | 0 | ||||
Net loss | $ 0 | $ 0 | 0 | 0 | (815,620) | (815,620) |
Shareholders' Equity Balance at Sep. 30, 2019 | $ 3,645 | $ 370,912 | $ 41,137,772 | $ 83,663 | $ (45,140,813) | $ (3,544,821) |
Shares Outstanding, Ending Balance at Sep. 30, 2019 | 3,644,578 | 370,911,784 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Cash flows from operating activities: | ||
Net loss | $ (815,620) | $ (934,564) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 2,674 | 6,829 |
Loss on disposal of property and equipment | 0 | 1,856 |
Amortization of deferred debt issue costs | 0 | 114,204 |
Amortization of discount on notes payable | 43,604 | 36,357 |
Gain on extinguishment of debt | (78,121) | 0 |
Accrued interest payable | 184,737 | 162,240 |
Stock Issued During Period, Value, Issued for Services | 65,250 | 107,700 |
Changes in operating assets and liablities: | ||
Accounts receivable | 78,613 | (147,451) |
Prepaid expenses and other current assets | 55,108 | 1,292 |
Accounts payable | (18,149) | (43,229) |
Accrued expenses | 33,249 | 255,664 |
Net cash used in operating activities | (448,655) | (439,102) |
Cash flows from investing activities: | ||
Purchase or property and equipment | (7,182) | 0 |
Net cash used in investing activities | (7,182) | 0 |
Cash flows from financing activities: | ||
Proceeds from issuance of notes payable | 0 | 200,000 |
Proceeds from issuance of notes payable to related parties | 150,000 | 0 |
Principal payments on notes payable | (16,656) | (107,123) |
Principal payments on notes payable to related parties | (18,400) | 0 |
Proceeds from sale of common stock, net of offering costs | 325,000 | 246,000 |
Proceeds from exercise of warrants to purchase common stock | 50,000 | 100,000 |
Net cash provided by financing activities | 489,944 | 438,877 |
Net change in cash and cash equivalents | 34,107 | (225) |
Cash and cash equivalents at beginning of period | 7,117 | 8,357 |
Cash and cash equivalents at end of period | 41,224 | 8,132 |
Supplemental disclosures: | ||
Cash paid during period for interest | 1,143 | 1,695 |
Cash paid during period for income taxes | 0 | 0 |
Non-cash transactions: | ||
Stock Issued During Period, Value, Issued for Services | 65,250 | 107,700 |
Issuance of common stock for registration penalty, Value | 270 | 0 |
Issuance of convertible securities with beneficial conversion features | 43,604 | 36,357 |
Liabilities settled by issuance of notes payable | 222,000 | 175,653 |
Issuance of warrants to purchase common stock pursuant to issuance of notes payable | $ 0 | $ 25,800 |
Note 1 - Basis of Presentation
Note 1 - Basis of Presentation | 9 Months Ended |
Sep. 30, 2019 | |
Notes | |
Note 1 - Basis of Presentation | Note 1 – Basis of Presentation The Unaudited Consolidated Financial Statements included herein have been prepared by Geospatial Corporation (the "Company") in accordance with accounting principles generally accepted in the United States of America for interim financial information and regulations issued pursuant to the Securities Exchange Act of 1934, as amended. Accordingly, the accompanying Unaudited Consolidated Financial Statements do not include all the information and notes required by accounting principles generally accepted in the United States of America for complete financial statements. The accompanying Unaudited Consolidated Financial Statements as of and for the nine months ended September 30, 2019 should be read in conjunction with the Company's Financial Statements as of and for the year ended December 31, 2018. In the opinion of the Company's management, all adjustments considered necessary for a fair presentation of the accompanying Unaudited Consolidated Financial Statements have been included, and all adjustments, unless otherwise discussed in the Notes to the Unaudited Consolidated Financial Statements, are of a normal and recurring nature. Operating results for the nine months ended September 30, 2019 are not necessarily indicative of the results that may be expected for the year ending December 31, 2019, or any other interim periods, or any future year or period. The use of accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect reported amounts of assets and liabilities and 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. Actual results could differ from those estimates. The Consolidated Financial Statements include the accounts of the Company and its subsidiaries, Geospatial Mapping Systems, Inc. and Utility Services and Consulting Corporation, which ceased operations in 2011. All intercompany accounts and transactions have been eliminated. On June 12, 2019, the Company's board of directors appointed David M. Truitt as the Company's chief executive officer, director, and chairman of the Company's board of directors. Accordingly, notes payable by the Company to Mr. Truitt that were presented as notes payable in the Company's financial statements as of and for the year ended December 31, 2018 have been reclassified to notes payable to related party. |
Note 2 - Accrued Expenses
Note 2 - Accrued Expenses | 9 Months Ended |
Sep. 30, 2019 | |
Notes | |
Note 2 - Accrued Expenses | Note 2 – Accrued Expenses Accrued expenses consisted of the following: September 30, December 31, 2019 2018 Payroll and taxes $ 1,219,629 $ 1,170,091 Accounting 50,730 47,504 Contractors and subcontractors 4,755 5,300 Interest - 2,918 Other 4,000 97,773 Accrued expenses $ 1,279,114 $ 1,323,586 |
Note 3 - Related Party Transact
Note 3 - Related Party Transactions | 9 Months Ended |
Sep. 30, 2019 | |
Notes | |
Note 3 - Related Party Transactions | Note 3 – Related-Party Transactions David M. Truitt is the Company’s chairman and chief executive officer. The Company has outstanding notes payable due to Mr. Truitt as follows: September 30, 2019 December 31, 2018 Secured Promissory Note, bearing interest at 20% per annum, net of discount and deferred issuance costs. The note is convertible to common stock at the higher of 75% of the 10 day average bid price or $0.02 per share, and is secured by substantially all the assets of the Company. The note is overdue, and the Company is in default $ 1,932,841 $ 1,758,424 Secured Promissory Note, bearing interest at 10% per annum, and is secured by substantially all the assets of the Company 86,728 - Secured Promissory Note, bearing interest at 20% per annum, and is secured by substantially all the assets of the Company 51,709 - Notes payable to related party $ 2,071,278 $ 1,758,424 |
Note 4 - Notes Payable
Note 4 - Notes Payable | 9 Months Ended |
Sep. 30, 2019 | |
Notes | |
Note 4 - Notes Payable | Note 4 – Notes Payable Notes payable consisted of the following: September 30, 2019 December 31, 2018 Unsecured Convertible Promissory Notes, payable to two individuals, bearing interest at 15% per annum, net of deferred issuance costs. The notes are convertible at the holder’s option to common stock at $0.015 per share $ - $ 218,917 Settlement agreements with vendors, bearing no interest. 8,427 13,847 Notes payable under settlement agreements with former employees, payable monthly with terms of up to twelve months, bearing no interest 51,484 51,484 Notes payable $ 59,911 $ 284,248 |
Note 5 - Income Taxes
Note 5 - Income Taxes | 9 Months Ended |
Sep. 30, 2019 | |
Notes | |
Note 5 - Income Taxes | Note 5 – Income Taxes The Company’s provision for (benefit from) income taxes is summarized below: Three Months Ended September 30, 2019 Three Months Ended September 30, 2018 Nine Months Ended September 30, 2019 Nine Months Ended September 30, 2018 Current: Federal $ - $ - $ - $ - State - - - - - - - - Deferred: Federal (46,676) (39,552) (153,760) (175,207) State (24,697) (20,927) (81,354) (92,702) (71,373) (60,479) (235,114) (267,909) Total income taxes (71,373) (60,479) (235,114) (267,909) Less: valuation allowance 71,373 60,479 235,114 267,909 Net income taxes $ - $ - $ - $ - The reconciliation of the federal statutory income tax rate to the effective income tax rate is as follows: Nine months Ended September 30, 2019 Nine months Ended September 30, 2018 Federal statutory rate 21.0 % 21.0 % State income taxes (net of federal benefit) 7.9 7.9 Valuation allowance (28.9) (28.9) Effective rate 0.0 % 0.0 % Significant components of the Company’s deferred tax assets and liabilities are summarized below. A valuation allowance has been established as realization of such assets has not met the more-likely-than-not threshold requirement under FASB ASC 740. September 30, 2019 December 31, 2018 Start-up costs $ 429 $ 5,565 Depreciation (43,124) (40,499) Accrued expenses 285,544 274,885 Net operating loss carryforward 12,571,649 12,182,800 Deferred income taxes 12,814,498 12,422,751 Less: valuation allowance (12,814,498) (12,422,751) Net deferred income taxes $ - $ - |
Note 6 - Net Income (Loss) Per
Note 6 - Net Income (Loss) Per Share of Common Stock | 9 Months Ended |
Sep. 30, 2019 | |
Notes | |
Note 6 - Net Income (Loss) Per Share of Common Stock | Three Months Ended September 30, 2019 Three Months Ended September 30, 2018 Nine Months Ended September 30, 2019 Nine Months Ended September 30, 2018 Net income (loss) $ (247,282) $ (211,004) $ (815,620) $ (934,564) Weighted average number of shares of common stock outstanding 366,455,262 316,231,105 350,391,184 305,154,311 Dilutive potential shares of common stock 366,455,262 316,231,105 350,391,184 305,154,311 Net income (loss) per share of common stock: Basic $ (0.00) $ (0.00) $ (0.00) $ (0.00) Diluted $ (0.00) $ (0.00) $ (0.00) $ (0.00) The following securities were not included in the computation of diluted net loss per share, as their effect would have been anti-dilutive: Three Months Ended September 30, 2019 Three Months Ended September 30, 2018 Nine Months Ended September 30, 2019 Nine Months Ended September 30, 2018 Series C Convertible Preferred Stock 72,891,560 72,891,560 72,891,560 72,891,560 Options and warrants to purchase common stock 2,594,737 8,257,065 4,171,545 8,257,065 Secured Promissory Note 95,172,575 83,512,850 92,281,600 68,761,757 Unsecured Promissory Notes 13,827,767 7,297,233 7,041,667 Total 170,658,872 178,489,242 176,641,938 156,952,049 |
Note 7 - Stock-Based Payments
Note 7 - Stock-Based Payments | 9 Months Ended |
Sep. 30, 2019 | |
Notes | |
Note 7 - Stock-Based Payments | Note 7 – Stock-Based Payments During the nine months ended September 30, 2019, the Company granted warrants to purchase 2,833,332 shares of the Company’s common stock to investors in connection with investments in the Company’s common stock. During the nine months ended September 30, 2019, the Company granted 4,350,000 shares of the Company’s common stock to consultants in consideration for services rendered. The Company recorded expense of $65,250, the fair value of the services received. During the nine months ended September 30, 2019, the Company granted stock appreciation rights on 2,100,000 shares of common stock to eligible employees pursuant to the 2013 Equity Incentive Plan. |
Note 8 - Gains on Extinguishmen
Note 8 - Gains on Extinguishment of Debt | 9 Months Ended |
Sep. 30, 2019 | |
Notes | |
Note 8 - Gains on Extinguishment of Debt | Note 8 – Gains on Extinguishment of Debt Due to significant cash flow problems, the Company has negotiated concessions on the amounts of certain liabilities and extensions of payment terms. The Company accounts for such concessions in accordance with Financial Accounting Standards Board Accounting Standards Codification (“ASC”) 470-60, Troubled Debt Restructurings by Debtors, and ASC 405-20, Extinguishment of Liabilities, and recognizes gains to the extent that the carrying value of the liability exceeds the fair value of the restructured payment plan. Such gains are included as “Gains on extinguishment of debt” in “Other income and expenses” on the Company’s Consolidated Statement of Operations. In addition, the Company has accounts payable that have aged or are expected to age beyond the statute of limitations. The Company is amortizing those liabilities over the remaining term of the statute of limitations. During the nine months ended September 30, 2019, the Company recorded gains on extinguishment of debt of $78,121. No gains on extinguishment of debt were recorded during the nine months ended September 30, 2018. |
Note 9 - Registration Payment A
Note 9 - Registration Payment Arrangements | 9 Months Ended |
Sep. 30, 2019 | |
Notes | |
Note 9 - Registration Payment Arrangements | Note 9 – Registration Payment Arrangements The Company is contractually obligated to issue shares of its common stock to certain investors for failure to register shares of its common stock under the Securities Act of 1933, as amended (the “Securities Act”). The Company has recorded a liability for the estimated number of shares to be issued at the fair value of the stock to be issued. The Company measures fair value by the price of its common stock at its most recent sale. The Company reviews its estimate of the number of shares to be issued and the fair value of the stock to be issued quarterly. The liability is included on the Consolidated Balance Sheet under the heading “accrued registration payment arrangement,” and amounted to $76,067 and $76,337 at September 30, 2019 and December 31, 2018, respectively. Gains or losses resulting from changes in the carrying amount of the liability are included in the Consolidated Statement of Operations in other income and expense under the heading “registration payment arrangements”. The Company had no gain or loss from registration payment arrangements during the nine months ended September 30, 2019 and 2018. |
Note 2 - Accrued Expenses_ Sche
Note 2 - Accrued Expenses: Schedule of Accounts Payable and Accrued Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Tables/Schedules | |
Schedule of Accounts Payable and Accrued Liabilities | September 30, December 31, 2019 2018 Payroll and taxes $ 1,219,629 $ 1,170,091 Accounting 50,730 47,504 Contractors and subcontractors 4,755 5,300 Interest - 2,918 Other 4,000 97,773 Accrued expenses $ 1,279,114 $ 1,323,586 |
Note 3 - Related Party Transa_2
Note 3 - Related Party Transactions: Schedule of Notes payable to related parties (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Tables/Schedules | |
Schedule of Notes payable to related parties | September 30, 2019 December 31, 2018 Secured Promissory Note, bearing interest at 20% per annum, net of discount and deferred issuance costs. The note is convertible to common stock at the higher of 75% of the 10 day average bid price or $0.02 per share, and is secured by substantially all the assets of the Company. The note is overdue, and the Company is in default $ 1,932,841 $ 1,758,424 Secured Promissory Note, bearing interest at 10% per annum, and is secured by substantially all the assets of the Company 86,728 - Secured Promissory Note, bearing interest at 20% per annum, and is secured by substantially all the assets of the Company 51,709 - Notes payable to related party $ 2,071,278 $ 1,758,424 |
Note 4 - Notes Payable_ Schedul
Note 4 - Notes Payable: Schedule of Current Notes Payable (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Tables/Schedules | |
Schedule of Current Notes Payable | September 30, 2019 December 31, 2018 Unsecured Convertible Promissory Notes, payable to two individuals, bearing interest at 15% per annum, net of deferred issuance costs. The notes are convertible at the holder’s option to common stock at $0.015 per share $ - $ 218,917 Settlement agreements with vendors, bearing no interest. 8,427 13,847 Notes payable under settlement agreements with former employees, payable monthly with terms of up to twelve months, bearing no interest 51,484 51,484 Notes payable $ 59,911 $ 284,248 |
Note 5 - Income Taxes_ Schedule
Note 5 - Income Taxes: Schedule of Components of Income Tax Expense (Benefit) (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Tables/Schedules | |
Schedule of Components of Income Tax Expense (Benefit) | Three Months Ended September 30, 2019 Three Months Ended September 30, 2018 Nine Months Ended September 30, 2019 Nine Months Ended September 30, 2018 Current: Federal $ - $ - $ - $ - State - - - - - - - - Deferred: Federal (46,676) (39,552) (153,760) (175,207) State (24,697) (20,927) (81,354) (92,702) (71,373) (60,479) (235,114) (267,909) Total income taxes (71,373) (60,479) (235,114) (267,909) Less: valuation allowance 71,373 60,479 235,114 267,909 Net income taxes $ - $ - $ - $ - |
Note 5 - Income Taxes_ Schedu_2
Note 5 - Income Taxes: Schedule of Effective Income Tax Rate Reconciliation (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Tables/Schedules | |
Schedule of Effective Income Tax Rate Reconciliation | Nine months Ended September 30, 2019 Nine months Ended September 30, 2018 Federal statutory rate 21.0 % 21.0 % State income taxes (net of federal benefit) 7.9 7.9 Valuation allowance (28.9) (28.9) Effective rate 0.0 % 0.0 % |
Note 5 - Income Taxes_ Schedu_3
Note 5 - Income Taxes: Schedule of Deferred Tax Assets and Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Tables/Schedules | |
Schedule of Deferred Tax Assets and Liabilities | September 30, 2019 December 31, 2018 Start-up costs $ 429 $ 5,565 Depreciation (43,124) (40,499) Accrued expenses 285,544 274,885 Net operating loss carryforward 12,571,649 12,182,800 Deferred income taxes 12,814,498 12,422,751 Less: valuation allowance (12,814,498) (12,422,751) Net deferred income taxes $ - $ - |
Note 6 - Net Income (Loss) Pe_2
Note 6 - Net Income (Loss) Per Share of Common Stock: Schedule of Earnings Per Share, Basic and Diluted (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Tables/Schedules | |
Schedule of Earnings Per Share, Basic and Diluted | Three Months Ended September 30, 2019 Three Months Ended September 30, 2018 Nine Months Ended September 30, 2019 Nine Months Ended September 30, 2018 Net income (loss) $ (247,282) $ (211,004) $ (815,620) $ (934,564) Weighted average number of shares of common stock outstanding 366,455,262 316,231,105 350,391,184 305,154,311 Dilutive potential shares of common stock 366,455,262 316,231,105 350,391,184 305,154,311 Net income (loss) per share of common stock: Basic $ (0.00) $ (0.00) $ (0.00) $ (0.00) Diluted $ (0.00) $ (0.00) $ (0.00) $ (0.00) |
Note 6 - Net Income (Loss) Pe_3
Note 6 - Net Income (Loss) Per Share of Common Stock: Schedule of Excluded Securities (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Tables/Schedules | |
Schedule of Excluded Securities | Three Months Ended September 30, 2019 Three Months Ended September 30, 2018 Nine Months Ended September 30, 2019 Nine Months Ended September 30, 2018 Series C Convertible Preferred Stock 72,891,560 72,891,560 72,891,560 72,891,560 Options and warrants to purchase common stock 2,594,737 8,257,065 4,171,545 8,257,065 Secured Promissory Note 95,172,575 83,512,850 92,281,600 68,761,757 Unsecured Promissory Notes 13,827,767 7,297,233 7,041,667 Total 170,658,872 178,489,242 176,641,938 156,952,049 |
Note 2 - Accrued Expenses_ Sc_2
Note 2 - Accrued Expenses: Schedule of Accounts Payable and Accrued Liabilities (Details) - USD ($) | Sep. 30, 2019 | Dec. 31, 2018 |
Details | ||
Payroll and taxes | $ 1,219,629 | $ 1,170,091 |
Accounting | 50,730 | 47,504 |
Contractors and subcontractors | 4,755 | 5,300 |
Interest | 0 | 2,918 |
Other | 4,000 | 97,773 |
Accrued expenses | $ 1,279,114 | $ 1,323,586 |
Note 3 - Related Party Transa_3
Note 3 - Related Party Transactions: Schedule of Notes payable to related parties (Details) - USD ($) | Sep. 30, 2019 | Dec. 31, 2018 |
Details | ||
Secured Promissory Note 1 | $ 1,932,841 | $ 1,758,424 |
Secured Promissory Note 2 | 86,728 | 0 |
Secured Promissory Note 3 | 51,709 | 0 |
Notes payable to related party | $ 2,071,278 | $ 1,758,424 |
Note 4 - Notes Payable_ Sched_2
Note 4 - Notes Payable: Schedule of Current Notes Payable (Details) - USD ($) | Sep. 30, 2019 | Dec. 31, 2018 |
Details | ||
Unsecured Convertible Promissory Notes, payable to two individuals, bearing interest at 15% per annum, net of deferred issuance costs. The notes are convertible at the holder's option to common stock at $0.015 per share | $ 0 | $ 218,917 |
Settlement agreements with vendors, bearing no interest. | 8,427 | 13,847 |
Notes payable under settlement agreements with former employees, payable monthly with terms of up to twelve months, bearing no interest | 51,484 | 51,484 |
Current notes payable | $ 59,911 | $ 284,248 |
Note 5 - Income Taxes_ Schedu_4
Note 5 - Income Taxes: Schedule of Components of Income Tax Expense (Benefit) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Current: | ||||
Federal | $ 0 | $ 0 | $ 0 | $ 0 |
State | 0 | 0 | 0 | 0 |
Deferred: | ||||
Federal | (46,676) | (39,552) | (153,760) | (175,207) |
State | (24,697) | (20,927) | (81,354) | (92,702) |
Total income taxes | (71,373) | (60,479) | (235,114) | (267,909) |
Less: valuation allowance | 71,373 | 60,479 | 235,114 | 267,909 |
Net Income Taxes | $ 0 | $ 0 | $ 0 | $ 0 |
Note 5 - Income Taxes_ Schedu_5
Note 5 - Income Taxes: Schedule of Effective Income Tax Rate Reconciliation (Details) | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Details | ||
Federal statutory rate | 21.00% | 21.00% |
State income taxes (net of federal benefit) | 7.90% | 7.90% |
Valuation allowance | (28.90%) | (28.90%) |
Effective rate | 0.00% | 0.00% |
Note 5 - Income Taxes_ Schedu_6
Note 5 - Income Taxes: Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) | Sep. 30, 2019 | Dec. 31, 2018 |
Details | ||
Deferred Tax Assets and Liabilities, Start-up Costs | $ 429 | $ 5,565 |
Deferred Tax Assets and Liabilities, Depreciation | (43,124) | (40,499) |
Deferred Tax Assets and Liabilities, Accrued Expenses | 285,544 | 274,885 |
Net operating loss carryforward | 12,571,649 | 12,182,800 |
Deferred income taxes | 12,814,498 | 12,422,751 |
Less: valuation allowance | $ (12,814,498) | $ (12,422,751) |
Note 6 - Net Income (Loss) Pe_4
Note 6 - Net Income (Loss) Per Share of Common Stock: Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Details | ||||
Net loss | $ (247,282) | $ (211,004) | $ (815,620) | $ (934,564) |
Weighted average number of shares of common stock outstanding | 366,455,262 | 316,231,105 | 350,391,184 | 305,154,311 |
Dilutive potential shares of common stock | 366,455,262 | 316,231,105 | 350,391,184 | 305,154,311 |
Net income (loss) per share of common stock: | ||||
Basic | $ 0 | $ 0 | $ 0 | $ 0 |
Diluted | $ 0 | $ 0 | $ 0 | $ 0 |
Note 6 - Net Income (Loss) Pe_5
Note 6 - Net Income (Loss) Per Share of Common Stock: Schedule of Excluded Securities (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Details | ||||
Series C Convertible Preferred Stock | $ 72,891,560 | $ 72,891,560 | $ 72,891,560 | $ 72,891,560 |
Options and warrants to purchase common stock | 2,594,737 | 8,257,065 | 4,171,545 | 8,257,065 |
Secured Promissory Note | 95,172,575 | 83,512,850 | 92,281,600 | 68,761,757 |
Unsecured Promissory Notes | 13,827,767 | 7,297,233 | 7,041,667 | |
Total | $ 170,658,872 | $ 178,489,242 | $ 176,641,938 | $ 156,952,049 |
Note 7 - Stock-Based Payments (
Note 7 - Stock-Based Payments (Details) | 9 Months Ended |
Sep. 30, 2019USD ($)shares | |
Stock based Payments Transaction 1 | |
Sale of Stock, Description of Transaction | Company granted warrants to purchase 2,833,332 shares of the Company’s common stock to investors |
Stock based Payments Transaction 2 | |
Sale of Stock, Description of Transaction | Company granted 4,350,000 shares of the Company’s common stock to consultants |
Shares, Issued | shares | 4,350,000 |
Stock Issued | $ | $ 65,250 |
Stock based Payments Transaction 3 | |
Sale of Stock, Description of Transaction | Company granted stock appreciation rights on 2,100,000 shares of common stock to eligible employees |
Note 8 - Gains on Extinguishm_2
Note 8 - Gains on Extinguishment of Debt (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Details | ||||
Gain on extinguishment of debt | $ 0 | $ 0 | $ 78,121 | $ 0 |
Note 9 - Registration Payment_2
Note 9 - Registration Payment Arrangements (Details) - USD ($) | Sep. 30, 2019 | Dec. 31, 2018 |
Details | ||
Accrued registration payment arrangement | $ 76,067 | $ 76,337 |