Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Mar. 24, 2016 | Mar. 23, 2016 | |
Document And Entity Information | |||
Entity Registrant Name | Sunshine Biopharma, Inc | ||
Entity Central Index Key | 1,402,328 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2015 | ||
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 Public Float | $ 1,409,500 | ||
Entity Common Stock, Shares Outstanding | 222,876,353 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,015 |
Balance Sheet
Balance Sheet - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Current Assets: | ||
Cash and cash equivalents | $ 50,798 | $ 143,423 |
Receivables and Prepaid expenses | 3,111 | 0 |
Total Current Assets | 53,909 | 143,423 |
Equipment (net of $479 depreciation) | 4,314 | 0 |
Patents (net of $3,772 amortization) | 615,038 | 0 |
TOTAL ASSETS | 673,261 | 143,423 |
Current Liabilities: | ||
Current portion of note payable | 305,178 | 480,124 |
Current portion of notes payable - related entity | 835,394 | 0 |
Accounts payable | 46,591 | 34,766 |
Accounts payable - related entity | 80,487 | 0 |
Interest payable | 2,656 | 16,113 |
Total Curent Liabilities | 1,270,306 | 531,003 |
Long-term liabilities | 0 | 0 |
TOTAL LIABILITIES | 1,270,306 | 531,003 |
SHAREHOLDERS' EQUITY | ||
Preferred Stock, Series A, $0.10 par value per share; Authorized 5,000,000 Shares; Issued and outstanding -0- shares at December 31, 2015 and 2014, respectively | 0 | 0 |
Preferred Stock, Series B $0.10 par value per share; Authorized 500,000 Shares; Issued and outstanding 500,000 and -0- shares at December 31, 2015 and 2014, respectively. | 50,000 | 0 |
Common Stock, $0.001 par value per share; Authorized 500,000,000 Shares; Issued and outstanding 198,265,118 and 73,551,041 at December 31, 2015 and 2014, respectively | 198,265 | 73,551 |
Capital paid in excess of par value | 8,235,217 | 6,967,228 |
Accumulated other comprehensive (Loss) | 740 | 0 |
Accumulated (Deficit) | (9,081,267) | (7,428,359) |
TOTAL SHAREHOLDERS' EQUITY | (597,045) | (387,580) |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | $ 673,261 | $ 143,423 |
Balance Sheet (Parenthetical)
Balance Sheet (Parenthetical) - $ / shares | Dec. 31, 2015 | Dec. 31, 2014 |
SHAREHOLDERS' EQUITY | ||
Preferred stock, par value | $ 0.10 | $ 0.10 |
Preferred stock shares authorized | 5,000,000 | 5,000,000 |
Preferred stock shares issued | 0 | 0 |
Preferred stock shares outstanding | 0 | 0 |
Preferred Stock, Series B par value | $ 0.10 | $ 0.10 |
Preferred Stock, Series B shares authorized | 500,000 | 500,000 |
Preferred Stock, Series B shares issued | 500,000 | 0 |
Preferred Stock, Series B shares outstanding | 500,000 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock shares authorized | 500,000,000 | 500,000,000 |
Common stock shares issued | 198,265,118 | 73,551,041 |
Common stock shares outstanding | 198,265,118 | 73,551,041 |
Statement Of Operations
Statement Of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Income Statement [Abstract] | ||
Revenue: | $ 1,708 | $ 0 |
General & Administrative Expenses | ||
Research and Development | 8,657 | 327,000 |
Accounting | 70,972 | 40,440 |
Amortization | 3,772 | 0 |
Consulting | 87,290 | 700,500 |
Consulting - officer | 50,000 | 0 |
Depreciation | 479 | 0 |
Director fees | 20,000 | 15,000 |
Legal | 130,325 | 268,335 |
Licenses | 384,581 | 263,333 |
Office | 11,431 | 25,738 |
Public Relations | 0 | 105,000 |
Stock Transfer Fee | 14,478 | 9,768 |
Total G & A | 781,985 | 1,755,114 |
(Loss) from operations | (780,277) | (1,755,114) |
Other (expense): | ||
Interest expense | (307,211) | (140,916) |
Loss on conversion of notes payable | (575,144) | (38,180) |
Gain from foreign exchange transactions | 204 | 0 |
Gain on notes payable interest write off | 9,520 | 0 |
Total Other (Expense) | (872,631) | (179,096) |
Net (Loss) | $ (1,652,908) | $ (1,934,210) |
Basic (Loss) per common share | $ (0.01) | $ (0.03) |
Weighted Average Common Shares Oustanding | 122,278,909 | 66,131,657 |
Net Income (Loss) | $ (1,652,908) | $ (1,934,210) |
Other comprehensive income: | ||
Gain from foreign exchange transactions | 740 | 0 |
Comprehensive (Loss) | $ (1,652,168) | $ (1,934,210) |
Basic (Loss) per common share | $ (0.01) | $ (0.03) |
Weighted Average Common Shares Outstanding | 122,278,909 | 66,131,657 |
Statement Of Cash Flows
Statement Of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Cash Flows From Operating Activities: | ||
Net (Loss) | $ (1,652,168) | $ (1,934,210) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Amortization & Depreciation | 4,251 | 0 |
Stock issued for services | 116,500 | 1,258,006 |
Loss on conversion of notes payable | 575,144 | 38,180 |
Stock issued for payment interest on notes payable | 12,886 | 75,000 |
(Increase) in prepaid expenses | (3,111) | 0 |
Increase in accounts payable | 11,824 | 10,957 |
Increase in Accounts Payable - related entity | 80,487 | 0 |
Increase (Decrease) in interest payable | (13,457) | 13,472 |
Net Cash Flows (used) in operations | (867,644) | (538,595) |
Cash Flows From Investing Activities: | ||
Purchase equipment | (4,793) | 0 |
Purchase of patents | (618,810) | 0 |
Net Cash Flows (used) in Investing activities | (623,603) | 0 |
Cash Flows From Financing Activities: | ||
Proceed from note payable | 232,840 | 395,000 |
Note payable used to pay expenses | 12,160 | 63,333 |
Note payable used to pay origionation fees & interest | 81,678 | 39,111 |
Note payable related entity for patent purchase | 835,394 | 0 |
Sale of common stock | 236,550 | 153,334 |
Net Cash Flows provided by financing activities | 1,398,622 | 650,778 |
Net Increase (Decrease) In Cash and cash equivalents | (92,625) | 112,183 |
Cash and cash equivalents at beginning of period | 143,423 | 31,240 |
Cash and cash equivalents at end of period | 50,798 | 143,423 |
Supplementary Disclosure Of Cash Flow Information: | ||
Cash paid for interest | 0 | 0 |
Cash paid for income taxes | 0 | 0 |
Stock issued for services | 116,500 | 1,258,006 |
Stock issued for note conversions | 977,485 | 68,000 |
Stock issued for interest | 19,528 | 75,000 |
Stock issued for payment of expenses | 0 | 0 |
Loan proceeds used to pay expenses | $ 57,828 | $ 50,000 |
Statement of Shareholders' Equi
Statement of Shareholders' Equity - USD ($) | Common Stock | Capital Paid In Excess Of Par Value | Preferred Shares | Stock Subscription Receivable | Comprehensive Income | Accumulated (Deifict) | Total |
Begining Balance, Shares at Dec. 31, 2013 | 60,299,061 | 0 | |||||
Begining Balance, Amount at Dec. 31, 2013 | $ 60,299 | $ 5,426,140 | $ 0 | $ 0 | $ 0 | $ (5,494,149) | $ (7,710) |
Stock issued for services, Shares | 9,655,080 | ||||||
Stock issued for services, Amount | $ 9,655 | 1,248,351 | 1,258,006 | ||||
Stock issued for cash, Shares | 1,196,900 | ||||||
Stock issued for cash, Amount | $ 1,197 | 152,137 | 153,334 | ||||
Common stock issued for the reduction of note payable and payment of interest, shares | 1,900,000 | ||||||
Common stock issued for the reduction of note payable and payment of interest, amount | $ 1,900 | 66,100 | 68,000 | ||||
Common stock issued for prepaid interest, shares | 500,000 | ||||||
Common stock issued for prepaid interest, amount | $ 500 | 74,500 | 75,000 | ||||
Net Income (Loss) | (1,934,210) | (1,934,210) | |||||
Ending balance, Shares at Dec. 31, 2014 | 73,551,041 | 0 | |||||
Ending balance, Amount at Dec. 31, 2014 | $ 73,551 | 6,967,228 | $ 0 | 0 | 0 | (7,428,359) | (387,580) |
Stock issued for services, Shares | 1,800,000 | ||||||
Stock issued for services, Amount | $ 1,800 | 64,700 | 66,500 | ||||
Stock issued for cash, Shares | 20,000,000 | ||||||
Stock issued for cash, Amount | $ 20,000 | 216,550 | 236,550 | ||||
Common stock issued for the reduction of note payable and payment of interest, shares | 102,914,077 | ||||||
Common stock issued for the reduction of note payable and payment of interest, amount | $ 102,914 | 986,739 | 1,089,653 | ||||
Perferred stock series "B" issued for services, shares | 500,000 | ||||||
Perferred stock series "B" issued for services, amount | $ 50,000 | 50,000 | |||||
Net Income (Loss) | 740 | (1,652,908) | (1,652,168) | ||||
Ending balance, Shares at Dec. 31, 2015 | 198,265,118 | 500,000 | |||||
Ending balance, Amount at Dec. 31, 2015 | $ 198,265 | $ 8,235,217 | $ 50,000 | $ 0 | $ 740 | $ (9,081,267) | $ (597,045) |
1. Description of Business
1. Description of Business | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | Mountain West Business Solutions, Inc. (MWBS) was incorporated on August 31, 2006 in the State of Colorado. Sunshine Etopo, Inc. (formerly Sunshine Biopharma, Inc.) was incorporated in the State of Colorado on August 17, 2009. Effective October 15, 2009, MWBS was acquired by Sunshine Etopo, Inc. in a transaction classified as a reverse acquisition. MWBS concurrently changed its name to Sunshine Biopharma, Inc. The financial statements represent the consolidated activity of Sunshine Biopharma, Inc. and Sunshine Etopo, Inc. Sunshine Biopharma, Inc. and Sunshine Etopo, Inc. are hereinafter referred to collectively as the "Company". The Company was formed for the purposes of conducting research, development and commercialization of drugs for the treatment of various forms of cancer. The Company may also engage in any other business that is permitted by law, as designated by the Board of Directors of the Company. In July 2014 the Company formed a wholly owned Canadian Subsidiary, Sunshine Biopharma Canada Inc. (Sunshine Canada) for the purposes of conducting pharmaceutical business in Canada and elsewhere around the globe. Sunshine Canada is currently working on securing a Drug Establishment License from Health Canada and signing manufacturing, marketing, sales and distribution contracts for various generic pharmaceuticals for sale in Canada and overseas. Sunshine Biopharma, Inc., Sunshine Etopo, Inc. and Sunshine Canada are hereinafter referred to collectively as the "Company". During the last three month period the Company has continued to raise money through stock sales and borrowings. The Companys activities are subject to significant risks and uncertainties, including failing to secure additional funding to operationalize the Companys current technology before another company develops a similar technology and drug. |
2. Summary of Significant Accou
2. Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Significant Accounting Policies | This summary of significant accounting policies is presented to assist the reader in understanding the Company's financial statements. The consolidated financial statements and notes are representations of the Company's management, which is responsible for their integrity and objectivity. These accounting policies conform to generally accepted accounting principles and have been consistently applied in the preparation of the financial statements. PRINCIPLES OF CONSOLIDATION The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiary. All intercompany accounts and transactions have been eliminated in consolidation. USE OF ESTIMATES The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The more significant estimates and assumptions made by management are valuation of equity instruments, depreciation of property and equipment, and deferred tax asset valuation. Actual results could differ from those estimates as the current economic environment has increased the degree of uncertainty inherent in these estimates and assumptions. CASH AND CASH EQUIVALENTS For the Balance Sheets and Statements of Cash Flows, all highly liquid investments with maturity of 90 days or less are considered to be cash equivalents. The Company had a cash balance of $50,798 and $143,423 as of December 31, 2015 and December 31, 2014, respectively. At times such cash balances may be in excess of the FDIC limit of $250,000. PROPERTY AND EQUIPMENT Property and equipment is reviewed for recoverability when events or changes in circumstances indicate that its carrying value may exceed future undiscounted cash inflows. As of December 31, 2015 and 2014, the Company had not identified any such impairment. Repairs and maintenance are charged to operations when incurred and improvements and renewals are capitalized. Property and equipment are stated at cost. Depreciation is calculated using the straight-line method for financial reporting purposes and accelerated methods for tax purposes. Their estimated useful lives are as follows: Office Equipment: 5-7 Years Laboratory Equipment 5 Years Vehicles 5 Years INTELLECTUAL PROPERTY RIGHTS - PATENTS The cost of patents acquired is capitalized and will be amortized over the shorter of the term of the patent life, 20 years, or the remaining life of the underlying patents. The Company evaluates recoverability of identifiable intangible assets whenever events or changes in circumstances indicate that intangible assets carrying amount may not be recoverable. Such circumstances include, but are not limited to: (1) a significant decrease in the market value of an asset, (2) a significant adverse change in the extent or manner in which an asset is used, or (3) an accumulation of cost significantly in excess of the amount originally expected for the acquisition of an asset. The Company measures the carrying amount of the assets against the estimated undiscounted future cash flows associated with it. There was not any impairment loss for the year ended December 31, 2015. Should the sum of the expected cash flows be less than the carrying amount of assets being evaluated, an impairment loss would be recognized. The impairment loss would be calculated as the amount by which the carrying amount of the assets, exceed fair value. Estimated amortization of intangible assets over the next five years is as follows: December 31, 2016 $ 59,625 2017 59,625 2018 59,625 2019 59,625 2020 59,625 $ 298,125 EARNINGS PER SHARE The Company has adopted the Financial Accounting Standards Board (FASB) ASC Topic 260 regarding earnings / loss per share, which provides for calculation of basic and diluted earnings / loss per share. Basic earnings / loss per share includes no dilution and is computed by dividing net income / loss available to common shareholders by the weighted average common shares outstanding for the period. Diluted earnings / loss per share reflect the potential dilution of securities that could share in the earnings of an entity similar to fully diluted earnings / loss per share. Other than the automatically convertible promissory notes held by Advanomics Corporation (Advanomics), a related party (See Notes 4, 10 and 11) there were no potentially dilutive instruments outstanding during the interim period ended December 31, 2015 or the year ended December 31, 2014. INCOME TAXES In accordance with ASC 740 - Income Taxes, the provision for income taxes is computed using the asset and liability method. The liability method measures deferred income taxes by applying enacted statutory rates in effect at the balance sheet date to the differences between the tax basis of assets and liabilities and their reported amounts on the financial statements. The resulting deferred tax assets or liabilities have been adjusted to reflect changes in tax laws as they occur. A valuation allowance is provided when it is more likely than not that a deferred tax asset will not be realized. The Company expects to recognize the financial statement benefit of an uncertain tax position only after considering the probability that a tax authority would sustain the position in an examination. For tax positions meeting a "more-likely-than-not" threshold, the amount to be recognized in the financial statements will be the benefit expected to be realized upon settlement with the tax authority. For tax positions not meeting the threshold, no financial statement benefit is recognized. As of December 31, 2015, the Company had no uncertain tax positions. The Company recognizes interest and penalties, if any, related to uncertain tax positions as general and administrative expenses. The Company currently has no federal or state tax examinations nor has it had any federal or state examinations since its inception. To date, the Company has not incurred any interest or tax penalties. For federal tax purposes, the Companys 2012 through 2014 tax years remain open for examination by the tax authorities under the normal three-year statute of limitations. FOREIGN CURRENCY The Company has operations in Canada, however the functional and reporting currency is in U.S. dollars. To come to this conclusion the Company considered the direction of ASC section 830-10-55. Selling Price and Market Financing Expenses Numerous Intercompany Transactions Due to the functional and reporting currency both being in U.S. dollars, ASC 830-10-45-17 states that a currency translation is not necessary. However, a translation gain of $740 resulting from the operations of the Companys Canadian subsidiary has been realized and recorded as Comprehensive Income. CONCENTRATION OF CREDIT RISKS Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash equivalents, notes receivables, deposits, and trade receivables. The Company places its cash equivalents with high credit quality financial institutions. As of December 31, 2015 and 2014 there were no trade receivables. FINANCIAL INSTRUMENTS AND FAIR VALUE OF FINANCIAL INSTRUMENTS The Company applies the provisions of accounting guidance, FASB Topic ASC 825, Financial Instruments The Company defines fair value as the price that would be received to sell an asset or be paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Company applies the following fair value hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Level 1 Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 2 Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. If the asset or liability has a specified (contractual) term, a Level 2 input must be observable for substantially the full term of the asset or liability. Level 3 Level 3 inputs are unobservable inputs for the asset or liability in which there is little, if any, market activity for the asset or liability at the measurement date. The carrying value of financial assets and liabilities recorded at fair value is measured on a recurring or nonrecurring basis. Financial assets and liabilities measured on a non-recurring basis are those that are adjusted to fair value when a significant event occurs. The Company had no financial assets or liabilities carried and measured on a nonrecurring basis during the reporting periods. Financial assets and liabilities measured on a recurring basis are those that are adjusted to fair value each time a financial statement is prepared. NOTES PAYABLE Borrowings are recognized initially at fair value, net of transaction costs incurred. Borrowings are subsequently carried at amortized cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognized in the income statement over the period of the borrowings using the effective interest method. ACCOUNTING FOR DERIVATIVES LIABILITIES The Company evaluates stock options, stock warrants or other contracts to determine if those contracts or embedded components of those contracts qualify as derivatives to be separately accounted for under the relevant sections of ASC Topic 815-40, Derivative Instruments and Hedging: Contracts in Entitys Own Equity Upon conversion or exercise of a derivative instrument, the instrument is marked to fair value at the conversion date and then that fair value is reclassified to equity. Financial instruments that are initially classified as equity that become subject to reclassification under ASC Topic 815-40 are reclassified to a liability account at the fair value of the instrument on the reclassification date. The Company determined that none of the Companys financial instruments meet the criteria for derivative accounting as of December 31, 2015 and 2014. EQUITY INSTRUMENTS ISSUED TO NON-EMPLOYEES FOR AQUIRING GOODS OR SERVICES Issuances of the Companys common stock or warrants for acquiring goods or services are measured at the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. The measurement date for the fair value of the equity instruments issued to consultants or vendors is determined at the earlier of (i) the date at which a commitment for performance to earn the equity instruments is reached (a performance commitment which would include a penalty considered to be of a magnitude that is a sufficiently large disincentive for nonperformance) or (ii) the date at which performance is complete. When it is appropriate for the Company to recognize the cost of a transaction during financial reporting periods prior to the measurement date, for purposes of recognition of costs during those periods, the equity instrument is measured at the then-current fair values at each of those interim financial reporting dates. NONCASH EQUITY TRANSACTIONS Shares of equity instruments issued for noncash consideration are recorded at the estimated fair market value of the consideration granted based on the estimated market value of the equity instrument, or at the estimated value of the goods or services received whichever is more readily determinable. RELATED PARTIES A party is considered to be related to the Company if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. A party which can significantly influence the management or operating policies of the transacting parties or if it has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests is also a related party. GENERAL AND ADMINISTRATIVE EXPENSES General and administrative expenses consisted of professional service fees, rent and utility expenses, meals, travel and entertainment expenses, and other general and administrative overhead costs. Expenses are recognized when incurred. BASIC AND DILUTED NET GAIN (LOSS) PER SHARE The Company computes loss per share in accordance with ASC 260, Earnings per Share. Basic net income (loss) per share is calculated by dividing net (loss) by the weighted-average common shares outstanding. Diluted net income per share is calculated by dividing net income by the weighted-average common shares outstanding during the period using the treasury stock method or the two-class method, whichever is more dilutive. As the Company incurred net losses for the year ended December 31, 2015 no potentially dilutive securities were included in the calculation of diluted earnings per share as the impact would have been anti-dilutive. Therefore, basic and dilutive net (loss) per share were the same as of December 31, 2015 and 2014. REVENUE RECOGNITION The Company is focused on the research, development and commercialization of drugs for the treatment of various forms of cancer. The Company does not expect to generate revenues until clinical trials of its proposed products are completed. Once completed, revenues would be recognized as its technology is licensed or sold or its products become marketable. IMPACT OF NEW ACCOUNTING STANDARDS In June 2014 FASB issued Accounting Standards Update (ASU), ASU 2014-10 regarding development stage entities. The ASU removes the definition of development stage entity, as was previously defined under generally accepted accounting principles in the United States (U.S. GAAP), from the accounting standards codification, thereby removing the financial reporting distinction between development stage entities and other reporting entities from U.S. GAAP. In addition, the ASU eliminates the requirements for development stage entities to (i) present inception-to-date information in the statement of income, cash flow and stockholders' equity, (ii) label the financial statements as those of a development stage entity, (iii) disclose a description of the development stage activities in which the entity is engaged, and (iv) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage. The Company has chosen to adopt the ASU early for the Companys financial statements as of September 30, 2014. The adoption of this pronouncement impacted the Company by eliminating the requirement to report inception to date financial information previously required. In May 2014, FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606), which amends the existing accounting standards for revenue recognition. ASU 2014-09 is based on principles that govern the recognition of revenue at an amount an entity expects to be entitled when products are transferred to customers. ASU 2014-09 will be effective for the Company beginning in its first quarter of 2017. The new revenue standard may be applied retrospectively to each prior period presented or retrospectively with the cumulative effect recognized as of the date of adoption. The Company is currently evaluating the impact of adopting the new revenue standard on its financial statements. In August 2014, FASB issued guidance that requires management to evaluate whether there are conditions or events that raise substantial doubt about an entity's ability to continue as a going concern. If such conditions or events exist, disclosures are required that enable users of the financial statements to understand the nature of the conditions or events, management's evaluation of the circumstances and management's plans to mitigate the conditions or events that raise substantial doubt about the entity's ability to continue as a going concern. The Company will be required to perform an annual assessment of its ability to continue as a going concern when this standard becomes effective on January 1, 2017. The adoption of this guidance is not expected to impact our financial position, results of operations or cash flows. GOING CONCERN The accompanying financial statements have been prepared assuming the Company will continue as a going concern, which contemplates, among other things, the realization of assets and satisfaction of liabilities in the normal course of business. The Company had an accumulated deficit of approximately $9,081,267 and $7,428,359 at December 31, 2015 and 2014, respectively, had a net loss of approximately, $1,652,908 for the year ended December 31, 2015 and a net loss of $1,934,210 for the fiscal year ended December 31, 2014, and negative Shareholders Equity of approximately $597,045 and $387,580 at December 31, 2015 and 2014, respectively. These matters, among others, raise substantial doubt about our ability to continue as a going concern. While the Companys cash position may not be significant enough to support the Companys daily operations, Management intends to raise additional funds by way of equity and/or debt financing to fund operations. DIRECTOR AND OFFICER COMPENSATION Through the period ended December 31, 2015, the Company issued 500,000 shares of Series B Preferred Stock to an Officer valued at $50,000 or $0.10 per share and paid $20,000 in cash to another Officer. For the period ended December 31, 2014, a Director received $15,000 in cash compensation. LEGAL FEES During the years ended December 31, 2015 and 2014, legal fees were incurred largely as a result of services provided to the Company to assist with its regulatory requirements with the Securities and Exchange Commission and litigation in which it was involved. DATE OF MANAGEMENTS REVIEW Subsequent events have been evaluated through March 21, 2016, which is the date the Financial Statements were available to be issued. |
3. Going Concern
3. Going Concern | 12 Months Ended |
Dec. 31, 2015 | |
Going Concern | |
Going Concern | In the course of its life the Company has had limited operations, and has a Working Capital deficit. This raises substantial doubt about the Companys ability to continue as a going concern. The Company believes it can raise capital through equity sales and borrowing to fund its operations. Management believes this will contribute toward its subsequent profitability. The accompanying Financial Statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. |
4. Patents
4. Patents | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Patents | A summary of the Patents at December 31, 2015 and 2014, are as follows: During the fiscal year ended December 31, 2014, the Company operated under an exclusive license from a related party, Advanomics, for U.S. Patent Number 8,236,935 (the US Patent) covering Adva-27a, the Companys anticancer compound. On October 8, 2015, the Company acquired the US Patent from Advanomics in exchange for an interest-free note payable for $4,320,000. Effective December 28, 2015, the parties executed an amendment pursuant to which this note payable for $4,320,000 was cancelled and replaced with a new interest-free convertible note in the principal amount of $210,519. The new note is automatically convertible into 80,968,965 shares of the Companys Common Stock upon the Company increasing its authorized capital to a level that would permit the issuance of such shares. On December 28, 2015 the Company acquired the remaining worldwide issued and pending patents under PCT/FR2007/000697 and PCT/CA2014/000029 (the Worldwide Patents) for the Adva-27a anticancer compound from Advanomics in exchange for a note payable for $12,822,499. Subsequently, the parties executed an amendment pursuant to which this note payable for $12,822,499 was cancelled and replaced with a new interest-free convertible note in the principal amount of $624,875. The new note is automatically convertible into 240,336,451 shares of the Companys Common Stock upon the Company increasing its authorized capital to a level that would permit the issuance of such shares. The effective date of this amendment is December 28, 2015. The US Patent and the Worldwide Patents are herein referred to as the Patents. In related party transactions, patents are required to be booked at the Sellers cost (or lower, if such is the case) less total amortization through the date of transfer. The Patents were transferred from Advanomics, a related party, to the Company for $618,810 which is the U.S. dollar equivalent of Advanomics cost of $856,248 Canadian. The R&D that was incurred by Advanomics was expensed by Advanomics as incurred and therefore was not included in the cost of the Patents. Patents expire 20 years from the priority date and are therefore amortized over 20 years. The issued Patents expire on April 25, 2026 and therefore have approximately 10 years remaining on their useful life. December 31, 2015 December 31, 2014 Adva-27a US Patent $ 155,940 $ -0 - Adva-27a Worldwide Patents $ 462,870 $ -0 - Total $ 618,810 $ -0 - Less: accumulated amortization (3,772 ) (-0 -) Total $ 615,038 $ -0 - |
5. Capital Stock
5. Capital Stock | 12 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
Capital Stock | The Companys authorized capital is comprised of 500,000,000 shares of $0.001 par value Common Stock and 5,000,000 shares of $0.10 par value Preferred Stock, to have such rights and preferences as the Directors of the Company have or may assign from time to time. Out of the authorized Preferred Stock, the Company has designated 850,000 shares as Series A Preferred Stock (Series A). The Series A is convertible at any time after issuance into 20 shares of the Company's Common Stock with no further consideration, has full voting rights at 20 votes per share, and has superior liquidation rights to the Common Stock. During the year ended December 31, 2015 the Company authorized 500,000 shares of $0.10 par value Series B Preferred stock (Series B). The Series B Preferred Stock is non-convertible, non-redeemable and non-retractable. It has superior liquidation rights to the Common Stock at $0.10 per share and gives the holder the right to 1,000 votes per share. Through December 31, 2015 and December 31, 2014, the Company has issued and outstanding a total of 198,265,118 and 73,551,041 shares of Common Stock, respectively. Through the same periods, the Company has issued and outstanding a total of -0- and -0- shares of Series A Preferred Stock and 500,000 and -0- shares of Series B Preferred Stock, respectively. During the fiscal year ended December 31, 2015 the Company issued 124,714,077 shares of Common Stock. Of these, 102,914,077 were issued for the conversion of $501,624 in debt and $12,886 in interest. In addition, the Company sold 20,000,000 shares of Common Stock for cash of $236,550 and issued 1,800,000 shares of Common Stock in exchange for services valued at $66,500. During the fiscal year ended December 31, 2014, the Company issued 2,590,426 shares of Common Stock for the conversion of $513,000 in debt and interest of $5,086. The Company sold 1,000,000 shares of common stock for cash of $195,000 and issued 5,292,543 shares of Common Stock in exchange for services valued at $1,151,310. The Company has declared no dividends through December 31, 2015. |
6. Earnings Per Share
6. Earnings Per Share | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Earnings per share | The following table sets forth the computation of basic and diluted net income per share: For the Years Ended December 31, 2015 2014 Net (loss) attributable to common stockholders $ (1,652,908 ) $ (1,934,210 ) Basic weighted average outstanding shares of common stock 122,278,909 66,131,657 Dilutive effects of common share equivalents 0 0 Dilutive weighted average outstanding shares of common stock 122,278,909 66,131,657 Net loss per share of common stock Basic and Diluted $ (0.01 ) $ (0.03 ) |
7. Issuance of Series B Preferr
7. Issuance of Series B Preferred Stock | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Issuance of Series "B" Preferred Stock | During the fiscal year ended December 31, 2015, the Company authorized 500,000 shares of $0.10 par value Series B Preferred Stock. The stock gives the holder the right to 1,000 votes per share. All 500,000 shares of Series B Preferred Stock were issued to the CEO of the Company in exchange for services valued at $50,000 (See also Note 5). |
8. Income Taxes
8. Income Taxes | 12 Months Ended |
Dec. 31, 2015 | |
Income Taxes | |
Income Taxes | Deferred income taxes arise from the temporary differences between financial statement and income tax recognition of net operating losses. These loss carryovers are limited under the Internal Revenue Code should a significant change in ownership occur. The Company accounts for income taxes pursuant to ASC 740. Deferred income taxes arise from the temporary differences between financial statement and income tax recognition of net operating losses and other items. Loss carryovers are limited under the Internal Revenue Code should a significant change in ownership occur. The Company follows FASB Statement Accounting Standards Codification No. 740, Accounting for Income Taxes, which requires, among other things, an asset and liability approach to calculating deferred income taxes. The components of the deferred income tax assets and liabilities arising under ASC No. 740 were as follows: December 31, 2015 December 31, 2014 Deferred tax assets: Short-term $ 0 $ 0 Long-term 0 0 Total deferred tax asset $ 0 $ 0 Deferred tax liabilities: Short-term $ 0 $ 0 Long-term 0 0 Total deferred tax liabilities $ 0 $ 0 Total deferred tax assets 0 0 Net deferred tax liability $ 0 $ 0 The types of temporary differences between the tax basis of assets and their financial reporting amounts that give rise to a significant portion of the deferred assets and liabilities are as follows: December 31, 2015 December 31, 2014 Temporary Tax Temporary Tax Difference Effect Difference Effect Deferred tax assets: Net operating loss $ 9,081,267 $ 6,172,980 $ 6,967,228 $ 2,664,887 Valuation allowance (9,081,267 ) (6,172,980 ) (6,967,228 ) (2,664,887 ) Total deferred tax asset 0 0 0 0 Deferred tax liabilities: Total deferred liability 0 0 0 0 Net deferred tax asset $ 0 $ 0 $ - $ - Deferred income taxes arise from the temporary differences between financial statement and income tax recognition of net operating losses. These loss carryovers are limited under the Internal Revenue Code should a significant change in ownership occur. At December 31, 2015 and December 31, 2014, the Company had approximately $8,965,443 and $6,967,228, respectively, in unused federal net operating loss carryforwards, which begin to expire principally in the year 2029. A deferred tax asset at each date of approximately $6,172,980 and $2,664,887 resulting from the loss carryforwards has been offset by a 100% valuation allowance. The change in the valuation allowance for the period ended December 31, 2015 and December 31, 2014 was approximately and $843,206. A reconciliation of the U.S. statutory federal income tax rate to the effective tax rate is as follows: December 31, 2015 2014 U.S. Federal statutory graduated rate 34.00 % 34.00 % State income tax rate, net of federal benefit 4.63 % 4.63 % Net rate 38.63 % 38.63 % Net operating loss used 0.00 % 0.00 % Net operating loss for which no tax benefit is currently available -38.63 % -38.63 % 0.00 % 0.00 % The Companys income tax filings are subject to audit by various taxing authorities. The Companys open audit periods are 2012, 2013, and 2014, although, the statute of limitations for the 2012 tax year will expire effective March 15, 2016. In evaluating the Companys provisions and accruals, future taxable income, and reversal of temporary differences, interpretations and tax planning strategies are considered. The Company believes its estimates are appropriate based on current facts and circumstances. |
9. Notes Payable
9. Notes Payable | 12 Months Ended |
Dec. 31, 2015 | |
Notes Payable [Abstract] | |
Notes Payable | 2015 2014 Note Payable - Face Value $12,500 with interest of 12% due December 31, 2016. On December 31, 2015, the Company renewed this note with the addition of accrued interest amounting to $6,642. The new Note has a Face Value of $19,142 and accrues interest at 12%. The new Note, due June 30, 2016, is convertible anytime from the date of issuance into $0.001 par value Common Stock at a 35% discount from market price. Any gain or loss will be recognized at conversion. $ 19,142 $ 12,500 Note Payable - Face Value $128,000 with interest of 10% was due May 27, 2015. Issued on November 27, 2014 at a premium and convertible from issuance into $0.001 par value common stock at a price of $0.20 per share. On June 30, 2015 the Company renewed this note with the addition of accrued interest amounting to $7,540 and an origination fee of $25,600. The new Note has a Face Value of $161,140, an origination fee of $32,228 and accrues interest at 12%. The new Note, due December 31, 2015, is convertible anytime from the date of issuance into $0.001 par value Common Stock at a 35% discount from market price. On December 31, 2015, the Company renewed this note with the addition of accrued interest amounting to $9,668 and an origination fee of $32,228. The new Note has a Face Value of $203,036 and accrues interest at 12%. The new Note, due June 30, 2016, is convertible anytime from the date of issuance into $0.001 par value Common Stock at a 35% discount from market price. Any gain or loss will be recognized at conversion. $ 203,036 $ 128,000 Note Payable Original Face Value of $100,000 with origination fees of $11,111, due November 7, 2014. The Note with interest thereon is convertible after 180 days from issuance into $0.001 par value Common Stock at a price of 35% below market value. At November 7, 2014 the note was increased by the origination fees of $11,111 and accrued interest of $3,024 and other fees of $10,309 and became a convertible note with a principal balance of $124,444. After November 7, 2014, $29,820 of principal was converted into 1,900,000 shares of common stock leaving a principal balance of $94,624. As of December 31, 2015 the note was fully converted into $0.001 par value Common Stock. In connection therewith, 11,513,839 shares of $0.001 Common Stock valued at $242,415 were issued reducing the debt by $94,624 and generating a loss on conversion of $147,791 and interest write off of $6,648 for a total net loss of $141,143. 0 $ 94,624 Note Payable - Face Value 113,500 with interest of 8% due June 8, 2015. Convertible after 180 days from issuance into $0.001 par value Common Stock at a price of 35% below market value. We estimate that the fair value of the convertible debt approximates the face value, so no value has been assigned to the beneficial conversion feature. The note was fully converted into $0.001 par value Common Stock during the period ended December 31, 2015. In connection therewith, 12,395,296 shares of $0.001 par value Common Stock valued at $203,144 were issued generating a loss of $89,644 on conversion. 0 $ 113,500 Note Payable - Face Value $53,500 with interest of 8% due August 17, 2015. Convertible after 180 days from issuance into $0.001 par value Common Stock at a price of 35% below market value. The Note, $53,500 in principal and $2,140 in interest was converted into $0.001 par value Common Stock during the year ended December 31, 2015. In connection therewith, 4,622,793 shares of $0.001 par value Common Stock valued at $88,777 were issued generating a loss of $33,137 on conversion 0 $ 53,500 Note Payable - Face Value $78,000 with interest of 8% due November 14, 2015. Convertible after 180 days from issuance into $0.001 par value Common Stock at a price 35% below market value. The Note, $78,000 in principal and $4,266 in interest was fully converted into $0.001 par value Common Stock during the period ended December 31, 2015. In connection therewith, 10,509,128 shares of $0.001 par value Common Stock valued at $128,972 were issued generating a loss of $89,105 on conversion. 0 $ 78,000 In April 2015 the Company received monies in exchange for a note having a Face Value of $83,500 with interest at 8% is due January 23, 2016. The Note is convertible after 180 days from issuance into $0.001 par value Common Stock at a price 35% below market value. The Note, including $83,500 of principal and $3,340 in interest, was fully converted into $0.001 par value Common Stock during the period ended December 31, 2015. In connection therewith, 31,150,733 shares of $0.001 par value Common Stock valued at $161,442 were issued generating a loss of $74,602 on the conversion. 0 0 In May 2015 the Company received monies in exchange for a note having a Face Value of $78,500 with interest accruing at 8% is due March 1, 2016. The Note is convertible after 180 days from issuance into $0.001 par value Common Stock at a price 35% below market value. The Note, including $78,500 in principal and $3,140 in interest was fully converted into $0.001 par value Common Stock during the period ended December 31, 2015. In connection therewith, 32,722,288 shares of $0.001 par value Common Stock valued at $110,337 were issued generating a loss of $28,697 on conversion. 0 0 In August 2015 the Company received monies in exchange for a note having a Face Value of $83,000 with interest at 8% is due May 7, 2016. The Note is convertible after 180 days from issuance into $0.001 par value Common Stock at a price 35% below market value. We estimate that the fair value of the convertible debt approximates the face value, so no value has been assigned to the beneficial conversion feature. 83,000 0 $ 305,178 480,124 Less: current portion $ (305,178 ) (480,124 ) Long-term debt $ 0 $ 0 Interest expense for the years ended December 31, 2015 and 2014 was $90,627 and $140,916, respectively which includes origination fees of $57,828 and $39,111 respectively. The balance of interest payable at December 31, 2015 and 2014 was $2,656 and $16,113, respectively. Loss on conversion of notes payable for the years ended December 31, 2015 and 2014 was $575,144 and $38,180, respectively. |
10. Notes Payable Related Entit
10. Notes Payable Related Entity | 12 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
Notes Payable Related Entity | On October 8, 2015 the Company acquired U.S. Patent Number 8,236,935 (the Patent) for the anticancer compound, Adva-27a, which includes all rights to this intellectual property within the United States in exchange for an interest-free note payable for $4,320,000 with annual payments of $360,000 due and payable on or before December 31, commencing in 2016 and continuing until paid in full. The note is collateralized by the Patent. Pursuant to an amended agreement effective December 28, 2015, this note was cancelled and replaced with a new note having a face value of $210,519, comprised of $155,940 in principal amount which is Advanomics book value of the Patent plus $54,579 as an adjustment for the currency exchange difference. This interest-free new note is automatically convertible into 80,968,965 shares of the Companys $0.001 par value Common Stock upon the Company completing an increase in its authorized capital such that a sufficient number of Common shares is available for issuance. $ 210,519 0 On December 28, 2015 the Company acquired worldwide issued and pending patents under PCT/FR2007/000697 and PCT/CA2014/000029 (the Patents) for the anticancer compound, Adva-27a, which include all worldwide rights to this intellectual property in exchange for a note payable for $12,822,499, with interest accruing at 2% per year beginning January 1, 2016 and quarterly payments of $70,000 plus interest commencing the end of March 2016 and continuing until December 2020 when the entire principal balance and all accrued interest will be due. The note is collateralized by the Patents. Pursuant to an amended agreement, effective December 28, 2015, this note was cancelled and replaced with a new convertible note having a face value of $624,875, comprised of $462,870 in principal amount which is Advanomics book value of the Patents, plus a $162,005 amount as an adjustment for the currency exchange difference. This interest-free new note is automatically convertible into 240,336,451 shares of $0.001 par value Common Stock upon the Company completing an increase in its authorized capital such that a sufficient number of Common shares is available for issuance. $ 624,875 0 $ 835,394 0 Less: current principal portion 0 0 Long-term debt $ 835,394 0 |
11. Related Transactions
11. Related Transactions | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | On October 8, 2015, the Company executed a Patent Purchase Agreement (the October Purchase Agreement) with Advanomics, a related party, pursuant to which the Company acquired all of the right, title and interest in and to U.S. Patent Number 8,236,935 (the US Patent) for the anticancer compound, Adva-27a. The October Purchase Agreement provides the Company with direct ownership of the US Patent, which includes all rights to this intellectual property within the United States. Prior, the Company had been licensing the right to use the US Patent from Advanomics pursuant to the terms of a License Agreement, as amended (the License Agreement). The October Purchase Agreement terminated the License Agreement and eliminated the annual payments of $360,000 in licensing fees. Pursuant to the October Purchase Agreement, the purchase price paid by the Company for the US Patent was $4,320,000 payable with twelve annual payments of $360,000 in principal only due on or before December 31, 2016 beginning in 2016 and continuing through December 31, 2028. Effective December 28, 2015, the parties executed an amendment to the October Purchase Agreement in which the $4,320,000 note payable was cancelled and replaced with a new convertible note having a face value of $210,519, comprised of $155,940 in principal amount which is the Sellers book value of the US Patent plus $54,579 as an adjustment for the currency exchange difference. This interest-free new note is automatically convertible into 80,968,965 shares of the Companys $0.001 par value Common Stock upon the Company completing an increase in its authorized capital such that a sufficient number of Common shares is available for issuance. Advanomics has retained a security interest in the US Patent until such time as the automatic conversion of the new note into Common shares is completed. On December 28, 2015, the Company executed a Patent Purchase Agreement (the December Purchase Agreement) with Advanomics, a related party, pursuant to which the Company acquired all of the right, title and interest in and to all of the remaining worldwide patent rights under PCT/FR2007/000697 and PCT/CA2014/000029 (the Worldwide Patents) for the Companys anticancer compound, Adva-27a. The Company had previously acquired the US Patent from Advanomics in October 2015. As a result of the December Purchase Agreement the Company now owns all of the patent rights throughout the world for Adva-27a. Pursuant to the December Purchase Agreement, the purchase price paid by the Company for the Worldwide Patents was $12,822,499, payable with quarterly payments of $70,000 in principal and interest at the rate of 2% per annum due each quarter beginning at the end of March 2016 and continuing each consecutive calendar quarter thereafter through December 31, 2020 when the note together with all accrued interest will be due in full. Effective December 28, 2015 the parties executed an amendment to the December Purchase Agreement in which the $12,822,499 note payable was cancelled and replaced with a new note having a face value of $624,875, comprised of $462,870 in principal amount which is the Sellers book value of the Worldwide Patent plus $162,005 as an adjustment for the currency exchange difference. This interest-free new note is automatically convertible into 240,336,451 shares of the Companys $0.001 par value Common Stock upon the Company completing an increase in its authorized capital such that a sufficient number of Common shares is available for issuance. Advanomics has retained a security interest in the Worldwide Patents until such time as the automatic conversion of the new note into Common shares is completed. Certain members of the Companys management, including Dr. Steve N. Slilaty, our President, CEO and a Director and Camille Sebaaly, our CFO, Secretary and a Director, hold similar positions with Advanomics. The Company believes that the patent acquisitions will result in a greater opportunity for securing the necessary financing to complete the development and FDA approval process for Adva-27a. |
12. Subsequent Events
12. Subsequent Events | 12 Months Ended |
Dec. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | On January 8, 2016, the holder of a convertible note having a principal balance of $203,036 on December 31, 2015, elected to convert $38,036 in principal amount into 7,705,186 shares of $0.001 par value Common Stock, leaving a principal balance of $165,000. On February 18, 23, 24, and 29, 2016, the holder of a convertible note having a principal balance of $83,000 on December 31, 2015, elected to convert all of the principal amount of $83,000 and $3,320 in accrued interest into 9,905,959 shares of $0.001 par value Common Stock, leaving a principal balance of $-0-. On February 24, 2016, the Company sold 7,000,000 shares of $0.001 par value Common Stock for $105,000 Canadian (approximately $76,104 US) under Regulation S exemption to fund the previously announced generic pharmaceuticals operations. The Company plans to increase its authorized capital to 3 billion shares of Common Stock and 30 million shares of Preferred Stock as soon as practicable. |
2. Summary of Significant Acc19
2. Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Summary Of Significant Accounting Policies Policies | |
PRINCIPLES OF CONSOLIDATION | The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiary. All intercompany accounts and transactions have been eliminated in consolidation. |
USE OF ESTIMATES | The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The more significant estimates and assumptions made by management are valuation of equity instruments, depreciation of property and equipment, and deferred tax asset valuation. Actual results could differ from those estimates as the current economic environment has increased the degree of uncertainty inherent in these estimates and assumptions. |
CASH AND CASH EQUIVALENTS | For the Balance Sheets and Statements of Cash Flows, all highly liquid investments with maturity of 90 days or less are considered to be cash equivalents. The Company had a cash balance of $50,798 and $143,423 as of December 31, 2015 and December 31, 2014, respectively. At times such cash balances may be in excess of the FDIC limit of $250,000. |
PROPERTY AND EQUIPMENT | Property and equipment is reviewed for recoverability when events or changes in circumstances indicate that its carrying value may exceed future undiscounted cash inflows. As of December 31, 2015 and 2014, the Company had not identified any such impairment. Repairs and maintenance are charged to operations when incurred and improvements and renewals are capitalized. Property and equipment are stated at cost. Depreciation is calculated using the straight-line method for financial reporting purposes and accelerated methods for tax purposes. Their estimated useful lives are as follows: Office Equipment: 5-7 Years Laboratory Equipment 5 Years Vehicles 5 Years |
INTELLECTUAL PROPERTY RIGHTS - PATENTS | The cost of patents acquired is capitalized and will be amortized over the shorter of the term of the patent life, 20 years, or the remaining life of the underlying patents. The Company evaluates recoverability of identifiable intangible assets whenever events or changes in circumstances indicate that intangible assets carrying amount may not be recoverable. Such circumstances include, but are not limited to: (1) a significant decrease in the market value of an asset, (2) a significant adverse change in the extent or manner in which an asset is used, or (3) an accumulation of cost significantly in excess of the amount originally expected for the acquisition of an asset. The Company measures the carrying amount of the assets against the estimated undiscounted future cash flows associated with it. There was not any impairment loss for the year ended December 31, 2015. Should the sum of the expected cash flows be less than the carrying amount of assets being evaluated, an impairment loss would be recognized. The impairment loss would be calculated as the amount by which the carrying amount of the assets, exceed fair value. Estimated amortization of intangible assets over the next five years is as follows: December 31, 2016 $ 59,625 2017 59,625 2018 59,625 2019 59,625 2020 59,625 $ 298,125 |
EARNINGS PER SHARE | The Company has adopted the Financial Accounting Standards Board (FASB) ASC Topic 260 regarding earnings / loss per share, which provides for calculation of basic and diluted earnings / loss per share. Basic earnings / loss per share includes no dilution and is computed by dividing net income / loss available to common shareholders by the weighted average common shares outstanding for the period. Diluted earnings / loss per share reflect the potential dilution of securities that could share in the earnings of an entity similar to fully diluted earnings / loss per share. Other than the automatically convertible promissory notes held by Advanomics Corporation (Advanomics), a related party (See Notes 4, 10 and 11) there were no potentially dilutive instruments outstanding during the interim period ended December 31, 2015 or the year ended December 31, 2014. |
INCOME TAXES | In accordance with ASC 740 - Income Taxes, the provision for income taxes is computed using the asset and liability method. The liability method measures deferred income taxes by applying enacted statutory rates in effect at the balance sheet date to the differences between the tax basis of assets and liabilities and their reported amounts on the financial statements. The resulting deferred tax assets or liabilities have been adjusted to reflect changes in tax laws as they occur. A valuation allowance is provided when it is more likely than not that a deferred tax asset will not be realized. The Company expects to recognize the financial statement benefit of an uncertain tax position only after considering the probability that a tax authority would sustain the position in an examination. For tax positions meeting a "more-likely-than-not" threshold, the amount to be recognized in the financial statements will be the benefit expected to be realized upon settlement with the tax authority. For tax positions not meeting the threshold, no financial statement benefit is recognized. As of December 31, 2015, the Company had no uncertain tax positions. The Company recognizes interest and penalties, if any, related to uncertain tax positions as general and administrative expenses. The Company currently has no federal or state tax examinations nor has it had any federal or state examinations since its inception. To date, the Company has not incurred any interest or tax penalties. For federal tax purposes, the Companys 2012 through 2014 tax years remain open for examination by the tax authorities under the normal three-year statute of limitations. |
FOREIGN CURRENCY | The Company has operations in Canada, however the functional and reporting currency is in U.S. dollars. To come to this conclusion the Company considered the direction of ASC section 830-10-55. Selling Price and Market Financing Expenses Numerous Intercompany Transactions Due to the functional and reporting currency both being in U.S. dollars, ASC 830-10-45-17 states that a currency translation is not necessary. However, a translation gain of $740 resulting from the operations of the Companys Canadian subsidiary has been realized and recorded as Comprehensive Income. |
CONCENTRATION OF CREDIT RISKS | Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash equivalents, notes receivables, deposits, and trade receivables. The Company places its cash equivalents with high credit quality financial institutions. As of December 31, 2015 and 2014 there were no trade receivables. |
FINANCIAL INSTRUMENTS AND FAIR VALUE OF FINANCIAL INSTRUMENTS | The Company applies the provisions of accounting guidance, FASB Topic ASC 825, Financial Instruments The Company defines fair value as the price that would be received to sell an asset or be paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Company applies the following fair value hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Level 1 Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 2 Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. If the asset or liability has a specified (contractual) term, a Level 2 input must be observable for substantially the full term of the asset or liability. Level 3 Level 3 inputs are unobservable inputs for the asset or liability in which there is little, if any, market activity for the asset or liability at the measurement date. The carrying value of financial assets and liabilities recorded at fair value is measured on a recurring or nonrecurring basis. Financial assets and liabilities measured on a non-recurring basis are those that are adjusted to fair value when a significant event occurs. The Company had no financial assets or liabilities carried and measured on a nonrecurring basis during the reporting periods. Financial assets and liabilities measured on a recurring basis are those that are adjusted to fair value each time a financial statement is prepared. |
NOTES PAYABLE | Borrowings are recognized initially at fair value, net of transaction costs incurred. Borrowings are subsequently carried at amortized cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognized in the income statement over the period of the borrowings using the effective interest method. |
ACCOUNTING FOR DERIVATIVES LIABILITIES | The Company evaluates stock options, stock warrants or other contracts to determine if those contracts or embedded components of those contracts qualify as derivatives to be separately accounted for under the relevant sections of ASC Topic 815-40, Derivative Instruments and Hedging: Contracts in Entitys Own Equity Upon conversion or exercise of a derivative instrument, the instrument is marked to fair value at the conversion date and then that fair value is reclassified to equity. Financial instruments that are initially classified as equity that become subject to reclassification under ASC Topic 815-40 are reclassified to a liability account at the fair value of the instrument on the reclassification date. The Company determined that none of the Companys financial instruments meet the criteria for derivative accounting as of December 31, 2015 and 2014. |
EQUITY INSTRUMENTS ISSUED TO NON-EMPLOYEES FOR AQUIRING GOODS OR SERVICES | Issuances of the Companys common stock or warrants for acquiring goods or services are measured at the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. The measurement date for the fair value of the equity instruments issued to consultants or vendors is determined at the earlier of (i) the date at which a commitment for performance to earn the equity instruments is reached (a performance commitment which would include a penalty considered to be of a magnitude that is a sufficiently large disincentive for nonperformance) or (ii) the date at which performance is complete. When it is appropriate for the Company to recognize the cost of a transaction during financial reporting periods prior to the measurement date, for purposes of recognition of costs during those periods, the equity instrument is measured at the then-current fair values at each of those interim financial reporting dates. |
NONCASH EQUITY TRANSACTIONS | Shares of equity instruments issued for noncash consideration are recorded at the estimated fair market value of the consideration granted based on the estimated market value of the equity instrument, or at the estimated value of the goods or services received whichever is more readily determinable. |
RELATED PARTIES | A party is considered to be related to the Company if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. A party which can significantly influence the management or operating policies of the transacting parties or if it has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests is also a related party. |
GENERAL AND ADMINISTRATIVE EXPENSES | General and administrative expenses consisted of professional service fees, rent and utility expenses, meals, travel and entertainment expenses, and other general and administrative overhead costs. Expenses are recognized when incurred. |
BASIC AND DILUTED NET GAIN (LOSS) PER SHARE | The Company computes loss per share in accordance with ASC 260, Earnings per Share. Basic net income (loss) per share is calculated by dividing net (loss) by the weighted-average common shares outstanding. Diluted net income per share is calculated by dividing net income by the weighted-average common shares outstanding during the period using the treasury stock method or the two-class method, whichever is more dilutive. As the Company incurred net losses for the year ended December 31, 2015 no potentially dilutive securities were included in the calculation of diluted earnings per share as the impact would have been anti-dilutive. Therefore, basic and dilutive net (loss) per share were the same as of December 31, 2015 and 2014. |
REVENUE RECOGNITION | The Company is focused on the research, development and commercialization of drugs for the treatment of various forms of cancer. The Company does not expect to generate revenues until clinical trials of its proposed products are completed. Once completed, revenues would be recognized as its technology is licensed or sold or its products become marketable. |
IMPACT OF NEW ACCOUNTING STANDARDS | In June 2014 FASB issued Accounting Standards Update (ASU), ASU 2014-10 regarding development stage entities. The ASU removes the definition of development stage entity, as was previously defined under generally accepted accounting principles in the United States (U.S. GAAP), from the accounting standards codification, thereby removing the financial reporting distinction between development stage entities and other reporting entities from U.S. GAAP. In addition, the ASU eliminates the requirements for development stage entities to (i) present inception-to-date information in the statement of income, cash flow and stockholders' equity, (ii) label the financial statements as those of a development stage entity, (iii) disclose a description of the development stage activities in which the entity is engaged, and (iv) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage. The Company has chosen to adopt the ASU early for the Companys financial statements as of September 30, 2014. The adoption of this pronouncement impacted the Company by eliminating the requirement to report inception to date financial information previously required. In May 2014, FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606), which amends the existing accounting standards for revenue recognition. ASU 2014-09 is based on principles that govern the recognition of revenue at an amount an entity expects to be entitled when products are transferred to customers. ASU 2014-09 will be effective for the Company beginning in its first quarter of 2017. The new revenue standard may be applied retrospectively to each prior period presented or retrospectively with the cumulative effect recognized as of the date of adoption. The Company is currently evaluating the impact of adopting the new revenue standard on its financial statements. In August 2014, FASB issued guidance that requires management to evaluate whether there are conditions or events that raise substantial doubt about an entity's ability to continue as a going concern. If such conditions or events exist, disclosures are required that enable users of the financial statements to understand the nature of the conditions or events, management's evaluation of the circumstances and management's plans to mitigate the conditions or events that raise substantial doubt about the entity's ability to continue as a going concern. The Company will be required to perform an annual assessment of its ability to continue as a going concern when this standard becomes effective on January 1, 2017. The adoption of this guidance is not expected to impact our financial position, results of operations or cash flows. |
GOING CONCERN | The accompanying financial statements have been prepared assuming the Company will continue as a going concern, which contemplates, among other things, the realization of assets and satisfaction of liabilities in the normal course of business. The Company had an accumulated deficit of approximately $9,081,267 and $7,428,359 at December 31, 2015 and 2014, respectively, had a net loss of approximately, $1,652,908 for the year ended December 31, 2015 and a net loss of $1,934,210 for the fiscal year ended December 31, 2014, and negative Shareholders Equity of approximately $597,045 and $387,580 at December 31, 2015 and 2014, respectively. These matters, among others, raise substantial doubt about our ability to continue as a going concern. While the Companys cash position may not be significant enough to support the Companys daily operations, Management intends to raise additional funds by way of equity and/or debt financing to fund operations. |
DIRECTOR AND OFFICER COMPENSATION | Through the period ended December 31, 2015, the Company issued 500,000 shares of Series B Preferred Stock to an Officer valued at $50,000 or $0.10 per share and paid $20,000 in cash to another Officer. For the period ended December 31, 2014, a Director received $15,000 in cash compensation. |
LEGAL FEES | During the years ended December 31, 2015 and 2014, legal fees were incurred largely as a result of services provided to the Company to assist with its regulatory requirements with the Securities and Exchange Commission and litigation in which it was involved. |
DATE OF MANAGEMENT'S REVIEW | Subsequent events have been evaluated through March 21, 2016, which is the date the Financial Statements were available to be issued. |
2. Summary of Significant Acc20
2. Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Summary Of Significant Accounting Policies Tables | |
Estimated useful lives of property plant and equipment | Office Equipment: 5-7 Years Laboratory Equipment 5 Years Vehicles 5 Years |
Amortization of intangible assets | December 31, 2016 $ 59,625 2017 59,625 2018 59,625 2019 59,625 2020 59,625 $ 298,125 |
4. Patents (Tables)
4. Patents (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Patents | December 31, 2015 December 31, 2014 Adva-27a US Patent $ 155,940 $ -0 - Adva-27a Worldwide Patents $ 462,870 $ -0 - Total $ 618,810 $ -0 - Less: accumulated amortization (3,772 ) (-0 -) Total $ 615,038 $ -0 - |
6. Earnings Per Share (Tables)
6. Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share Tables | |
Schedule of earnings per share computation | For the Years Ended December 31, 2015 2014 Net (loss) attributable to common stockholders $ (1,652,908 ) $ (1,934,210 ) Basic weighted average outstanding shares of common stock 122,278,909 66,131,657 Dilutive effects of common share equivalents 0 0 Dilutive weighted average outstanding shares of common stock 122,278,909 66,131,657 Net loss per share of common stock Basic and Diluted $ (0.01 ) $ (0.03 ) |
8. Income Taxes (Tables)
8. Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Taxes Tables | |
Components of deferred tax assets and liabilities | December 31, 2015 December 31, 2014 Deferred tax assets: Short-term $ 0 $ 0 Long-term 0 0 Total deferred tax asset $ 0 $ 0 Deferred tax liabilities: Short-term $ 0 $ 0 Long-term 0 0 Total deferred tax liabilities $ 0 $ 0 Total deferred tax assets 0 0 Net deferred tax liability $ 0 $ 0 |
Temporary differences | December 31, 2015 December 31, 2014 Temporary Tax Temporary Tax Difference Effect Difference Effect Deferred tax assets: Net operating loss $ 9,081,267 $ 6,172,980 $ 6,967,228 $ 2,664,887 Valuation allowance (9,081,267 ) (6,172,980 ) (6,967,228 ) (2,664,887 ) Total deferred tax asset 0 0 0 0 Deferred tax liabilities: Total deferred liability 0 0 0 0 Net deferred tax asset $ 0 $ 0 $ - $ - |
Income tax reconciliation | December 31, 2015 2014 U.S. Federal statutory graduated rate 34.00 % 34.00 % State income tax rate, net of federal benefit 4.63 % 4.63 % Net rate 38.63 % 38.63 % Net operating loss used 0.00 % 0.00 % Net operating loss for which no tax benefit is currently available -38.63 % -38.63 % 0.00 % 0.00 % |
9. Notes Payable (Tables)
9. Notes Payable (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Notes Payable Tables | |
Notes payable | 2015 2014 Note Payable - Face Value $12,500 with interest of 12% due December 31, 2016. On December 31, 2015, the Company renewed this note with the addition of accrued interest amounting to $6,642. The new Note has a Face Value of $19,142 and accrues interest at 12%. The new Note, due June 30, 2016, is convertible anytime from the date of issuance into $0.001 par value Common Stock at a 35% discount from market price. Any gain or loss will be recognized at conversion. $ 19,142 $ 12,500 Note Payable - Face Value $128,000 with interest of 10% was due May 27, 2015. Issued on November 27, 2014 at a premium and convertible from issuance into $0.001 par value common stock at a price of $0.20 per share. On June 30, 2015 the Company renewed this note with the addition of accrued interest amounting to $7,540 and an origination fee of $25,600. The new Note has a Face Value of $161,140, an origination fee of $32,228 and accrues interest at 12%. The new Note, due December 31, 2015, is convertible anytime from the date of issuance into $0.001 par value Common Stock at a 35% discount from market price. On December 31, 2015, the Company renewed this note with the addition of accrued interest amounting to $9,668 and an origination fee of $32,228. The new Note has a Face Value of $203,036 and accrues interest at 12%. The new Note, due June 30, 2016, is convertible anytime from the date of issuance into $0.001 par value Common Stock at a 35% discount from market price. Any gain or loss will be recognized at conversion. $ 203,036 $ 128,000 Note Payable Original Face Value of $100,000 with origination fees of $11,111, due November 7, 2014. The Note with interest thereon is convertible after 180 days from issuance into $0.001 par value Common Stock at a price of 35% below market value. At November 7, 2014 the note was increased by the origination fees of $11,111 and accrued interest of $3,024 and other fees of $10,309 and became a convertible note with a principal balance of $124,444. After November 7, 2014, $29,820 of principal was converted into 1,900,000 shares of common stock leaving a principal balance of $94,624. As of December 31, 2015 the note was fully converted into $0.001 par value Common Stock. In connection therewith, 11,513,839 shares of $0.001 Common Stock valued at $242,415 were issued reducing the debt by $94,624 and generating a loss on conversion of $147,791 and interest write off of $6,648 for a total net loss of $141,143. 0 $ 94,624 Note Payable - Face Value 113,500 with interest of 8% due June 8, 2015. Convertible after 180 days from issuance into $0.001 par value Common Stock at a price of 35% below market value. We estimate that the fair value of the convertible debt approximates the face value, so no value has been assigned to the beneficial conversion feature. The note was fully converted into $0.001 par value Common Stock during the period ended December 31, 2015. In connection therewith, 12,395,296 shares of $0.001 par value Common Stock valued at $203,144 were issued generating a loss of $89,644 on conversion. 0 $ 113,500 Note Payable - Face Value $53,500 with interest of 8% due August 17, 2015. Convertible after 180 days from issuance into $0.001 par value Common Stock at a price of 35% below market value. The Note, $53,500 in principal and $2,140 in interest was converted into $0.001 par value Common Stock during the year ended December 31, 2015. In connection therewith, 4,622,793 shares of $0.001 par value Common Stock valued at $88,777 were issued generating a loss of $33,137 on conversion 0 $ 53,500 Note Payable - Face Value $78,000 with interest of 8% due November 14, 2015. Convertible after 180 days from issuance into $0.001 par value Common Stock at a price 35% below market value. The Note, $78,000 in principal and $4,266 in interest was fully converted into $0.001 par value Common Stock during the period ended December 31, 2015. In connection therewith, 10,509,128 shares of $0.001 par value Common Stock valued at $128,972 were issued generating a loss of $89,105 on conversion. 0 $ 78,000 In April 2015 the Company received monies in exchange for a note having a Face Value of $83,500 with interest at 8% is due January 23, 2016. The Note is convertible after 180 days from issuance into $0.001 par value Common Stock at a price 35% below market value. The Note, including $83,500 of principal and $3,340 in interest, was fully converted into $0.001 par value Common Stock during the period ended December 31, 2015. In connection therewith, 31,150,733 shares of $0.001 par value Common Stock valued at $161,442 were issued generating a loss of $74,602 on the conversion. 0 0 In May 2015 the Company received monies in exchange for a note having a Face Value of $78,500 with interest accruing at 8% is due March 1, 2016. The Note is convertible after 180 days from issuance into $0.001 par value Common Stock at a price 35% below market value. The Note, including $78,500 in principal and $3,140 in interest was fully converted into $0.001 par value Common Stock during the period ended December 31, 2015. In connection therewith, 32,722,288 shares of $0.001 par value Common Stock valued at $110,337 were issued generating a loss of $28,697 on conversion. 0 0 In August 2015 the Company received monies in exchange for a note having a Face Value of $83,000 with interest at 8% is due May 7, 2016. The Note is convertible after 180 days from issuance into $0.001 par value Common Stock at a price 35% below market value. We estimate that the fair value of the convertible debt approximates the face value, so no value has been assigned to the beneficial conversion feature. 83,000 0 $ 305,178 480,124 Less: current portion $ (305,178 ) (480,124 ) Long-term debt $ 0 $ 0 |
10. Notes Payable Related Ent25
10. Notes Payable Related Entity (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Notes Payable Related Entity Tables | |
Summary of notes payable related entity | On October 8, 2015 the Company acquired U.S. Patent Number 8,236,935 (the Patent) for the anticancer compound, Adva-27a, which includes all rights to this intellectual property within the United States in exchange for an interest-free note payable for $4,320,000 with annual payments of $360,000 due and payable on or before December 31, commencing in 2016 and continuing until paid in full. The note is collateralized by the Patent. Pursuant to an amended agreement effective December 28, 2015, this note was cancelled and replaced with a new note having a face value of $210,519, comprised of $155,940 in principal amount which is Advanomics book value of the Patent plus $54,579 as an adjustment for the currency exchange difference. This interest-free new note is automatically convertible into 80,968,965 shares of the Companys $0.001 par value Common Stock upon the Company completing an increase in its authorized capital such that a sufficient number of Common shares is available for issuance. $ 210,519 0 On December 28, 2015 the Company acquired worldwide issued and pending patents under PCT/FR2007/000697 and PCT/CA2014/000029 (the Patents) for the anticancer compound, Adva-27a, which include all worldwide rights to this intellectual property in exchange for a note payable for $12,822,499, with interest accruing at 2% per year beginning January 1, 2016 and quarterly payments of $70,000 plus interest commencing the end of March 2016 and continuing until December 2020 when the entire principal balance and all accrued interest will be due. The note is collateralized by the Patents. Pursuant to an amended agreement, effective December 28, 2015, this note was cancelled and replaced with a new convertible note having a face value of $624,875, comprised of $462,870 in principal amount which is Advanomics book value of the Patents, plus a $162,005 amount as an adjustment for the currency exchange difference. This interest-free new note is automatically convertible into 240,336,451 shares of $0.001 par value Common Stock upon the Company completing an increase in its authorized capital such that a sufficient number of Common shares is available for issuance. $ 624,875 0 $ 835,394 0 Less: current principal portion 0 0 Long-term debt $ 835,394 0 |
2. Summary of Significant Acc26
2. Summary of Significant Accounting Policies (Details) | 12 Months Ended |
Dec. 31, 2015 | |
Office Equipment | |
Estimated useful lives | 5-7 Years |
Laboratory Equipment | |
Estimated useful lives | 5 Years |
Vehicles | |
Estimated useful lives | 5 Years |
2. Summary of Significant Acc27
2. Summary of Significant Accounting Policies (Details 1) | Dec. 31, 2015USD ($) |
December 31 | |
2,016 | $ 59,625 |
2,017 | 59,625 |
2,018 | 59,625 |
2,019 | 59,625 |
2,020 | 59,625 |
Total | $ 298,125 |
4. Patents (Details)
4. Patents (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Patents, gross | $ 618,810 | $ 0 |
Less: accumulated amortization | (3,772) | 0 |
Patents, net | 615,038 | 0 |
Adva-27a US Patent | ||
Patents, gross | 155,940 | 0 |
Adva-27a Worldwide Patents | ||
Patents, gross | $ 462,870 | $ 0 |
6. Earnings Per Share (Details)
6. Earnings Per Share (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Earnings Per Share Details | ||
Net (loss) attributable to common stockholders | $ (1,652,908) | $ (1,934,210) |
Basic weighted average outstanding shares of common stock | 122,278,909 | 66,131,657 |
Dilutive effects of common share equivalents | $ 0 | $ 0 |
Dilutive weighted average outstanding shares of common stock | 122,278,909 | 66,131,657 |
Net loss per share of common stock - basic and diluted | $ (0.01) | $ (0.03) |
8. Income Taxes (Details)
8. Income Taxes (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Deferred tax assets | ||
Short-term | $ 0 | $ 0 |
Long-term | 0 | 0 |
Total deferred tax asset | 0 | 0 |
Deferred tax liabilities | ||
Short-term | 0 | 0 |
Long-term | 0 | 0 |
Total deferred tax liabilities | 0 | 0 |
Net deferred tax liability | $ 0 | $ 0 |
8. Income Taxes (Details 1)
8. Income Taxes (Details 1) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Total deferred tax asset | $ 0 | $ 0 |
Deferred tax liabilities: | 0 | 0 |
Net deferred tax asset | 0 | 0 |
Temporary Difference | ||
Net operating loss | 9,081,267 | 6,967,228 |
Valuation allowance | (9,081,267) | (6,967,228) |
Total deferred tax asset | 0 | 0 |
Total deferred liability | 0 | 0 |
Net deferred tax asset | 0 | 0 |
Tax Effect | ||
Net operating loss | 6,172,980 | 2,664,887 |
Valuation allowance | (6,172,980) | (2,664,887) |
Total deferred tax asset | 0 | 0 |
Total deferred liability | 0 | 0 |
Net deferred tax asset | $ 0 | $ 0 |
8. Income Taxes (Details 2)
8. Income Taxes (Details 2) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Income Taxes Details | ||
U.S. Federal statutory graduated rate | 34.00% | 34.00% |
State income tax rate, net of federal benefit | 4.63% | 4.63% |
Net rate | 38.63% | 38.63% |
Net operating loss used | ||
Net operating loss for which no tax benefit is currently available | (38.63%) | (38.63%) |
Income tax rate | 0.00% | 0.00% |
9. Notes Payable (Details)
9. Notes Payable (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Notes payable | $ 305,178 | $ 480,124 |
Less: current portion | (305,178) | (480,124) |
Long-term debt | 0 | 0 |
Note 1 | ||
Notes payable | 19,142 | 12,500 |
Note 2 | ||
Notes payable | 203,036 | 128,000 |
Note 3 | ||
Notes payable | 0 | 94,624 |
Note 4 | ||
Notes payable | 0 | 113,500 |
Note 5 | ||
Notes payable | 0 | 53,500 |
Note 6 | ||
Notes payable | 0 | 78,000 |
Note 7 | ||
Notes payable | $ 83,000 | $ 0 |