Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Nov. 30, 2014 | Mar. 16, 2015 | 30-May-14 | |
Document and Entity Information: | |||
Entity Registrant Name | AVALANCHE INTERNATIONAL, CORP. | ||
Entity Central Index Key | 1537169 | ||
Document Type | 10-K | ||
Document Period End Date | 30-Nov-14 | ||
Amendment Flag | FALSE | ||
Current Fiscal Year End Date | -19 | ||
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 | $6,719,750 | ||
Entity Common Stock, Shares Outstanding | 5,358,500 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2014 |
BALANCE_SHEETS
BALANCE SHEETS (USD $) | Nov. 30, 2014 | Nov. 30, 2013 |
Current assets | ||
Cash | $2,247 | |
Prepaids | 9,040 | |
Inventory | 25,900 | |
Total current assets | 37,187 | |
Other assets | 526 | |
Product license | 29,250 | |
Total assets | 66,963 | |
Current liabilities | ||
Accounts payable and accrued expenses | 165,489 | 3,520 |
Accrued Interest | 388 | |
Accrued compensation | 9,912 | |
Due to related parties | 6,927 | 14,107 |
Convertible note payable | 63,250 | |
Loans payable | 18,300 | |
Total current liabilities | 264,266 | 17,627 |
Total liabilities | 264,266 | 17,627 |
Stockholders Equity (Deficit) | ||
Common stock value, $0.001 par value; 75,000,000 shares authorized; 5,144,400 and 5,070,000 shares issued and outstanding, respectively | 5,144 | 5,070 |
Class A Preferred stock, $0.001 par value; 50,000 shares authorized, 14,000 and 0 shares issued and outstanding, respectively | 14 | |
Preferred stock, $0.001 par value, 9,950,000 shares authorized; no shares issued and outstanding | ||
Additional paid-in capital | 203,445 | 18,330 |
Accumulated deficit | -405,906 | -41,027 |
Total stockholders equity (deficit) | -197,303 | -17,627 |
Total liabilities and stockholders equity (deficit) | $66,963 |
BALANCE_SHEETS_parenthetical
BALANCE SHEETS (parenthetical) (USD $) | Nov. 30, 2014 | Nov. 30, 2013 |
Balance Sheet Related Disclosures [Abstract] | ||
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 75,000,000 | 75,000,000 |
Common stock, shares issued and outstanding | 5,144,400 | 5,070,000 |
Class A preferred stock, par value | $0.00 | $0.00 |
Class A preferred stock, shares authorized | 50,000 | 50,000 |
Class A preferred stock, shares issued and outstanding | 14,000 | 0 |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, share authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued and outstanding |
STATEMENTS_OF_OPERATIONS
STATEMENTS OF OPERATIONS (USD $) | 12 Months Ended | |
Nov. 30, 2014 | Nov. 30, 2013 | |
Income Statement [Abstract] | ||
Revenues | $46,131 | |
Cost of revenue | 45,146 | |
Gross margin | 985 | |
Operating Expenses | ||
Advertising and marketing | 137,473 | |
Salary expense | 50,200 | |
Professional fees | 42,954 | 13,880 |
General and administrative | 134,252 | 6,481 |
Total operating expense | 364,879 | 20,351 |
Net (loss) from operations | -363,894 | -20,351 |
Other income and (expense): | ||
Interest expense | -985 | |
Total other expense | -985 | |
Loss before income tax | -364,879 | -20,351 |
Provision for income taxes | ||
Net (loss) | ($364,879) | ($20,351) |
Loss per common share - Basic and diluted | ($0.07) | ($0.01) |
Weighted average common shares outstanding - Basic and diluted | 5,076,965 | 5,070,000 |
STATEMENTS_OF_CASH_FLOWS
STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | |
Nov. 30, 2014 | Nov. 30, 2013 | |
Cash Flows from Operating Activities | ||
Net loss | ($364,879) | ($20,351) |
Changes in operating assets and liabilities: | ||
(Increase)/ decrease in prepaid expenses | -9,040 | 3,333 |
(Increase) in inventory | -25,900 | |
(Increase) in other assets | -29,776 | |
Increase in accounts payable and accrued expense | 170,065 | 2,911 |
Increase in accrued interest | 388 | |
Increase in accrued compensation | 9,912 | |
Net cash used in operating activities | -249,230 | -17,107 |
Cash Flows from Financing Activities | ||
Proceeds from related party note | 14,107 | |
Proceeds from loans | 28,300 | |
Payments on loan payable | -10,000 | |
Proceeds from convertible note | 63,250 | |
Advances from related parties | 6,927 | |
Proceeds from issuance of common stock | 93,000 | |
Proceeds from issuance of preferred stock | 70,000 | |
Net cash provided by financing activities | 251,477 | 14,107 |
Increase in cash | 2,247 | |
Cash, beginning of the period | ||
Cash, end of the period | 2,247 | |
Supplemental Disclosures | ||
Cash paid for interest | 65 | |
Cash paid for income tax |
SHAREHOLDERS_EQUITY
SHAREHOLDERS EQUITY (USD $) | Preferred Stock | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Total |
Beginning Balance, Amount at Nov. 30, 2012 | $5,070 | $18,330 | ($20,676) | $2,724 | |
Beginning Balance, Shares at Nov. 30, 2012 | 5,070,000 | ||||
Net loss | -20,351 | -20,351 | |||
Ending Balance, Amount at Nov. 30, 2013 | 5,070 | 18,330 | -41,027 | -17,627 | |
Beginning Balance, Shares at Nov. 30, 2013 | 5,070,000 | ||||
Common stock issued for cash, shares | 74,400 | 1,600 | |||
Common stock issued for cash, amount | 74 | 92,926 | 2,000 | ||
Preferred stock issued for cash, shares | 14,000 | ||||
Preferred stock issued for cash, amount | 14 | 69,986 | 70,000 | ||
Assumption of liabilities | 22,203 | ||||
Net loss | -364,879 | -364,879 | |||
Ending Balance, Amount at Nov. 30, 2014 | $14 | $5,144 | $203,445 | ($405,906) | ($197,303) |
Ending Balance, Shares at Nov. 30, 2014 | 14,000 | 5,144,400 |
ORGANIZATION_AND_DESCRIPTION_O
ORGANIZATION AND DESCRIPTION OF BUSINESS | 12 Months Ended |
Nov. 30, 2014 | |
Accounting Policies [Abstract] | |
ORGANIZATION AND DESCRIPTION OF BUSINESS | Avalanche International, Corp. (“the Company”) was incorporated under the laws of the State of Nevada, U.S. on April 14, 2011. The company had plans to distribute crystallized glass tile in the North American markets to wholesale customers. On May 14, 2014, the Company entered into an Agreement of Conveyance, Transfer and Assignment of Assets and Assumption of Obligations (the “Agreement”) with our sole officer and director, John Pulos. Pursuant to the Agreement, the Company transferred all assets to Mr. Pulos. In exchange for this assignment of assets, Mr. Pulos agreed to assume and cancel all liabilities due to him. In conjunction with the change in management, it was decided to abandon this line of business and become a holding company with operations at the subsidiary levels only. The Company formed its first wholly owned subsidiary, Smith and Ramsay Brands, LLC (SRB), on May 19, 2014. The Company acquired certain intellectual property, knowhow, product, name license and other capabilities from Smith and Ramsay, LLC, a Nevada company. Smith and Ramsay Brands, LLC (SRB) is a manufacturer and distributor of flavored liquids for electronic vaporizers and eCigarettes and distributor of vape accessories. SRB manufactures its premium signature brand of eLiquid, Smith and Ramsay, a line that features all natural flavors produced in the United States. SRB rolled out its flagship product to targeted areas this past fall of 2014, following its pre-launch phase. The Smith and Ramsay line was manufactured, packaged and strategically distributed on a limited basis to generate revenue in test markets. The Company’s goal is to maintain a high standard of quality and to insure the production and warehouse environments, processes and procedures continue to meet or exceed guidelines of the FDA, and are in line with ISO and cGMP standards. |
Due to the feedback we received during our test marketing, from our observations of the changing consumer demand in the marketplace and our experience with our customers, the Company sought and received Board approval to establish Puff Systems. Puff Systems is a new business unit focused on the manufacturing and distribution of vape devices including pens and vape accessories and has been made a division of Smith and Ramsay Brands so it can develop its business model while minimizing costs. The efforts and success of Puff Systems are being evaluated by the Company’s management to determine the unit’s future path. While the Company has chosen to focus primarily on its subsidiary’s business model, it reserves the right to explore other opportunities that may leverage its current activities or expand organically into new revenue streams that will provide added value for its shareholders. This includes the pursuit of a merger or acquisition of existing businesses from new capital raised. | |
“Vape” is the common term used to refer to the use of vaporizers by consumers which has grown out of the increasing popular use of electronic cigarettes as an alternative to traditional cigarette and other tobacco uses. The use of electronic cigarettes and vaporizers has been accelerated by state and local legislation outlawing the smoking of tobacco products in public places. In 2012, Goldman Sachs declared electronic cigarettes one of the top 10 disruptive technologies to watch. | |
It is the plan of SRB to move into the market place during 2015 and over the next twenty four (24) months following its launch of its Smith and Ramsay signature brand upon threshold funding being reached. Management’s goal is to expand aggressively with additional flavors in the signature brand, as well as through additional new and/or acquired brands and the acquisition and distribution of signature and non-signature accessories. The signature line of premium vape liquid will focus on the Vape store and traditional smoke shop markets, while another brand product line and offerings will focus on the convenience store and gas station marketplace, and other lines will target ethnic-specific markets, etc. Additional products within these brand lines as well as external to these lines will focus on combination hardware/liquid market that includes disposable devices with preloaded liquid, and/or preloaded cartridges for use in specific types of devices. |
SUMMARY_OF_SIGNIFICANT_ACCOUNT
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended | ||
Nov. 30, 2014 | |||
Accounting Policies [Abstract] | |||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Basis of Presentation | ||
The Company’s financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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. Actual results could differ from those estimates. The Company has adopted a November 30 year-end. | |||
Management further acknowledges that it is solely responsible for adopting sound accounting practices, establishing and maintaining a system of internal accounting control and preventing and detecting fraud. The Company's system of internal accounting control is designed to assure, among other items, that 1) recorded transactions are valid; 2) valid transactions are recorded; and 3) transactions are recorded in the proper period in a timely manner to produce financial statements which present fairly the financial condition, results of operations and cash flows of the Company for the respective periods being presented. | |||
Use of Estimates | |||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and 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. Actual results could differ from those estimates. In management’s opinion, all adjustments necessary for a fair statement of the results for the interim periods have been made, and all adjustments are of a normal recurring nature. | |||
Principles of Consolidation | |||
The consolidated financial statements include the accounts of Avalanche International, Corp. and its wholly owned subsidiary Smith and Ramsay Brands, LLC. All significant intercompany accounts and transactions have been eliminated. | |||
Cash and Cash Equivalents | |||
The Company considers all highly liquid instruments with a maturity of three months or less at the time of issuance to be cash equivalents. There were no cash equivalents as of November 30, 2014 and 2013. | |||
Inventories | |||
Inventories are stated at the lower of cost or market. Cost is determined using the first-in, first-out method; market value is based upon estimated replacement costs. As of November 30, 2014 inventory consists of $5,384 of the Company’s 15ml vape liquid bottles and $23,580 of product and accessories. | |||
Fair Value of Financial Instruments | |||
For certain of the Company’s non-derivative financial instruments including cash and cash equivalents, receivables, prepaids, inventory, accounts payable, accrued liabilities, and notes payable, the carrying amount approximates fair value due to the short-term maturities of these instruments. The estimated fair value of long-term debt is based primarily on borrowing rates currently available to the Company for similar debt issues. The fair value approximates the carrying value of long-term debt. | |||
FASB ASC Topic 820, “Fair Value Measurements and Disclosures,” requires disclosure of the fair value of financial instruments held by the Company. FASB ASC Topic 825, “Financial Instruments,” defines fair value, and establishes a three-level valuation hierarchy for disclosures of fair value measurement that enhances disclosure requirements for fair value measures. The carrying amounts reported in the balance sheets for receivables and current liabilities each qualify as financial instruments and are a reasonable estimate of their fair values because of the short period of time between the origination of such instruments and their expected realization and their current market rate of interest. The three levels of valuation hierarchy are defined as follows: | |||
· | Level 1. Observable inputs such as quoted prices in active markets; | ||
· | Level 2. Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; | ||
· | Level 3. Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. | ||
As of November 30, 2014, the company had no assets or liabilities that would be considered level 1, 2 or 3. | |||
Revenue Recognition | |||
The Company follows paragraph 605-10-S99-1 of the FASB Accounting Standards Codification for revenue recognition. The Company will recognize revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the product has been shipped or the services have been rendered to the customer, (iii) the sales price is fixed or determinable, and (iv) collectability is reasonably assured. | |||
During the year ended November 30, 2014, the Company sold $27,000 in products to Vape Nation, generating 58.5% of its revenue. | |||
Income Taxes | |||
The Company follows Section 740-10-30 of the FASB Accounting Standards Codification, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the fiscal year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the fiscal years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the Statements of Income and Comprehensive Income in the period that includes the enactment date. | |||
The Company adopted section 740-10-25 of the FASB Accounting Standards Codification (“Section 740-10-25”) with regards to uncertainty income taxes. Section 740-10-25 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under Section 740-10-25, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement. Section 740-10-25 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures. The Company had no material adjustments to its liabilities for unrecognized income tax benefits according to the provisions of Section 740-10-25. | |||
Basic and Diluted Net Loss Per Share | |||
The Company computes net loss per share of common stock in accordance with FASB ASC 260, Earnings per Share (“FASB ASC 260”). Under the provisions of FASB ASC 260, basic net income (loss) per share is computed using the weighted average number of common shares outstanding during the period. Diluted net loss per share is computed using the weighted average number of common shares and, if dilutive, potential common shares outstanding during the period. Potential common shares consist of the incremental common shares issuable upon the exercise of stock options and warrants and the conversion of convertible promissory notes. Potentially dilutive shares were excluded from the computation as of November 30, 2014 and 2013 since they would have been anti-dilutive. | |||
Recent Accounting Pronouncements | |||
In January 2013, the FASB issued ASU No. 2013-01, Balance Sheet (Topic 210): Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities, which clarifies which instruments and transactions are subject to the offsetting disclosure requirements originally established by ASU 2011-11. The new ASU addresses preparer concerns that the scope of the disclosure requirements under ASU 2011-11 was overly broad and imposed unintended costs that were not commensurate with estimated benefits to financial statement users. In choosing to narrow the scope of the offsetting disclosures, the Board determined that it could make them more operable and cost effective for preparers while still giving financial statement users sufficient information to analyse the most significant presentation differences between financial statements prepared in accordance with U.S. GAAP and those prepared under IFRSs. Like ASU 2011-11, the amendments in this update will be effective for fiscal periods beginning on, or after January 1, 2013. The adoption of ASU 2013-01 is not expected to have a material impact on our financial position or results of operations. | |||
In July 2013, the FASB issued ASU No. 2013-11: Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carry forward, a Similar Tax Loss, or a Tax Credit Carry forward Exists. The new guidance requires that unrecognized tax benefits be presented on a net basis with the deferred tax assets for such carry forwards. This new guidance is effective for fiscal years and interim periods within those years beginning after December 15, 2013. We do not expect the adoption of the new provisions to have a material impact on our financial condition or results of operations. | |||
The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements issued that might have a material impact on its financial position or results of operations. |
GOING_CONCERN
GOING CONCERN | 12 Months Ended |
Nov. 30, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GOING CONCERN | The financial statements have been prepared on a going concern basis that assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company has an accumulated deficit of $405,906 as of November 30, 2014 and a net loss of $364,879 for the year ended November 30, 2014, raising substantial doubt about the Company’s ability to continue as a going concern. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with loans and/or private placement of common stock. |
PRODUCT_LICENSE
PRODUCT LICENSE | 12 Months Ended |
Nov. 30, 2014 | |
Notes to Financial Statements | |
PRODUCT LICENSE | Effective May 23, 2014, the Company licenses certain intellectual property, knowhow, product and capability from Smith and Ramsay, LLC, a Nevada company. Currently the Company is paying a minimum per bottle licensing fee of $4,500 per month for the perpetual licensing rights, recipes, industry advice, brand and company names, etc., against a royalty stream for twelve months with a 4% royalty fee of gross revenue thereafter in perpetuity. This license also provides in perpetuity the first right of refusal of any new products or flavors developed by Smith and Ramsay, LLC. |
RELATED_PARTY_TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Nov. 30, 2014 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | As of November 30, 2013, the Company owed the former Director $14,107. The loan was non-interest bearing, due upon demand and unsecured. Per the terms of the May 14, 2014 Agreement of Conveyance, Transfer and Assignment of Assets and Assumption of Obligations this loaned was credited to additional paid in capital. |
As of November 30, 2014, the Company owed its CEO $6,820 for expense reimbursement. The amount due for expense reimbursement is non-interest bearing, due upon demand and unsecured.As of November 30, 2014, the Company owed a member of the Board of Directors $107 for expense reimbursement. The amount due for expense reimbursement is non-interest bearing, due upon demand and unsecured. | |
During the year ended November 30, 2014, the Company sold $27,000 in products to Vape Nation, generating 58.5% of its revenue. Vape Nation, is 50% owned by MCKEA Holdings, LLC. MCKEA Holdings, LLC is the majority member of Philou Ventures, LLC, which is our controlling shareholder. Kristine L. Ault is the Manager of MCKEA Holdings, LLC and the wife to the Chairman of Avalanche International, Corp. | |
Cross Click Media, Inc. performed sales, marketing, and advertising services for our initial product launch.As of November 30, 2014, we have paid approximately $157,000 for these services. MCKEA Holdings, LLC is the controlling shareholder of Cross Click Media, Inc. MCKEA Holdings, LLC is also the majority member of Philou Ventures, LLC, which is our controlling shareholder. |
LOANS_PAYABLE
LOANS PAYABLE | 12 Months Ended |
Nov. 30, 2014 | |
Accounting Policies [Abstract] | |
LOANS PAYABLE | On September 12, 2014, the Company executed a promissory note with Lord Abstract, LLC for $10,000. The Note has a onetime loan fee of $1,000 and was due October 12, 2014. The note was paid in full on November 5, 2014. |
On November 26, 2014, the Company executed a promissory note with Argent Offset, LLC for $12,500. The note includes a $500 loan fee, accrues interest at 10%, compounded monthly, and is due December 5, 2014. A late payment fee of $500 per day will be incurred from December 6, 2014 through December 7, 2014 and then increases to $1,000 per day. As of November 30, 2014, this note has accrued interest of $14 and is currently past due. On February 1, 2015, we entered into a Temporary Forbearance Agreement with Argent. Under the forbearance agreement, we agreed to pay a forbearance fee of $7,500. The full $20,000 now owing will bear interest at an annual rate of 10% until due on August 1, 2015. Further, we have agreed to pay 12.5% of any new funds invested in the company until the amount due is paid in full. | |
As of November 30, 2014, the Company owed $4,200 to CrossClick Media, Inc. for a short-term advance to the Company and $1,100 to MCKEA Holdings, LLC. All advances are non-interest bearing, due upon demand and unsecured. |
CONVERTIBLE_NOTE_PAYABLE
CONVERTIBLE NOTE PAYABLE | 12 Months Ended |
Nov. 30, 2014 | |
Debt Disclosure [Abstract] | |
CONVERTIBLE NOTE PAYABLE | On November 3, 2014, the Company executed a convertible promissory note for $63,250 with LG Capital Funding, LLC. The note bears interest at 8% per annum and is due on or before November 3, 2015. The note includes a 15% original issue discount and is convertible at a 40% discount any time during the period beginning 180 days following the date of the note. Accrued interest on the note as of November 30, 2014 is $374. |
COMMON_STOCK
COMMON STOCK | 12 Months Ended |
Nov. 30, 2014 | |
Equity [Abstract] | |
COMMON STOCK | The Company is authorized to issue 75,000,000 common shares with a par value of $0.001 per share. |
On August 22, 2014, the Company approved a two for one stock split. All shares have been retroactively adjusted to reflect the split. | |
During the year ended November 30, 2014, the Company issued 74,400 shares of common stock at a price of $1.25 per share for total cash proceeds of $93,000. |
PREFERRED_STOCK
PREFERRED STOCK | 12 Months Ended |
Nov. 30, 2014 | |
Equity [Abstract] | |
PREFERRED STOCK | The Company is authorized to issue 10,000,000 preferred shares with a par value of $0.001 per share. |
On July 31, 2014, the Board of Directors designated a series of preferred stock titled Class A Convertible Preferred Stock consisting of 50,000 shares. Each share of Class A Convertible Preferred Stock (“preferred stock”) has a stated value of $5.00 per share. The holders of preferred stock have no voting rights. The holders are entitled to receive cumulative dividends at a rate of 10% of the stated value per annum, payable twice a year, subject to the availability of funds and approval by the Board of Directors. In the discretion of the Board of Directors, dividends may be paid with common stock. In the event of liquidation or dissolution of the Company each holder of preferred stock shall be entitled to be paid in cash $5 per share, | |
At any time after August 31, 2015, a holder of preferred stock may, at their option, convert all or a portion of their outstanding shares into common stock on a one for one basis. On February 1, 2016, all issued and outstanding preferred stock shall be automatically converted into shares of common stock. | |
During the year ended November 30, 2014, the Company issued 14,000 shares of preferred stock at a price of $5.00 per share for total cash proceeds of $70,000. |
INCOME_TAX
INCOME TAX | 12 Months Ended | ||||||||
Nov. 30, 2014 | |||||||||
Income Tax Disclosure [Abstract] | |||||||||
INCOME TAX | Deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carry forwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. | ||||||||
The provision for Federal income tax consists of the following for the years ended November 30, 2014 and 2013: | |||||||||
2014 | 2013 | ||||||||
Federal income tax benefit attributable to: | |||||||||
Current operations | $ | 124,059 | $ | 6,919 | |||||
Less: valuation allowance | (124,059 | ) | (6,919 | ) | |||||
Net provision for Federal income taxes | $ | — | $ | — | |||||
The cumulative tax effect at the expected rate of 34% of significant items comprising our net deferred tax amount is as follows as of November 30, 2014 and 2013: | |||||||||
2014 | 2013 | ||||||||
Deferred tax asset attributable to: | |||||||||
Net operating loss carryover | $ | 138,008 | $ | 13,949 | |||||
Valuation allowance | (138,008 | ) | (13,949 | ) | |||||
Net deferred tax asset | $ | — | $ | — | |||||
Due to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carry forwards of approximately $406,000 for Federal income tax reporting purposes are subject to annual limitations. Should a change in ownership occur, net operating loss carry forwards might be limited as to use in future years. | |||||||||
ASC Topic 740 provides guidance on the accounting for uncertainty in income taxes recognized in a company's financial statements. Topic 740 requires a company to determine whether it is more likely than not that a tax position will be sustained upon examination based upon the technical merits of the position. If the more-likely-than-not threshold is met, a company must measure the tax position to determine the amount to recognize in the financial statements. | |||||||||
The Company includes interest and penalties arising from the underpayment of income taxes in the statements of operations in the provision for income taxes. As of November 30 31, 2014, the Company had no accrued interest or penalties related to uncertain tax positions. |
CONSOLIDATION
CONSOLIDATION | 12 Months Ended | ||||||||||||||||
Nov. 30, 2014 | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||||||||||||||
CONSOLIDATION | The consolidated financial statements include the accounts of Avalanche International, Corp. and its wholly owned subsidiary Smith and Ramsay Brands, LLC. A separate presentation of each Company as of November 30, 2014 and for the year ended November 30, 2014 is as follows. | ||||||||||||||||
Avalanche International, Corp. | Smith and Ramsay Brands, LLC | Elimination | Consolidated | ||||||||||||||
Current Assets: | |||||||||||||||||
Cash | $ | 206 | $ | 2,041 | $ | — | $ | 2,247 | |||||||||
Prepaids | 7,640 | 1,400 | — | 9,040 | |||||||||||||
Inventory | — | 25,900 | — | 25,900 | |||||||||||||
Intercompany | 174,021 | — | 174,021 | — | |||||||||||||
Total current assets | 181,867 | 29,341 | 174,021 | 37,187 | |||||||||||||
Other assets | — | 526 | — | 526 | |||||||||||||
Product license | .- | 29,250 | — | 29,250 | |||||||||||||
Total assets | $ | 181,867 | $ | 59,117 | $ | 174,021 | $ | 66,963 | |||||||||
Current Liabilities | |||||||||||||||||
Accounts payable and accrued expenses | $ | 76,426 | $ | 89,063 | $ | — | $ | 165,489 | |||||||||
Accrued interest | 374 | 14 | — | 388 | |||||||||||||
Accrued compensation | 2,680 | 7,232 | — | 9,912 | |||||||||||||
Due to related parties | — | 6,927 | — | 6,927 | |||||||||||||
Convertible note payable | 63,250 | — | — | 63,250 | |||||||||||||
Loans payable | — | 18,300 | 18,300 | ||||||||||||||
Intercompany | — | 174,021 | 174,021 | — | |||||||||||||
Total current liabilities | 142,730 | 295,557 | 174,021 | 264,266 | |||||||||||||
Total liabilities | 142,730 | 295,557 | 174,021 | 264,266 | |||||||||||||
Stockholders' Equity (Deficit) | |||||||||||||||||
Preferred stock | 14 | — | — | 14 | |||||||||||||
Common stock | 5,144 | — | — | 5,144 | |||||||||||||
Additional paid-in capital | 203,445 | — | — | 203,445 | |||||||||||||
Accumulated deficit | (169,466 | ) | (236,440 | ) | — | (405,906 | ) | ||||||||||
Total stockholders’ equity (deficit) | 39,137 | (236,440 | ) | — | (197,303 | ) | |||||||||||
Total liabilities and stockholders’ equity | $ | 181,867 | $ | 59,117 | $ | 174,021 | $ | 66,963 | |||||||||
Avalanche International, Corp | Smith and Ramsay Brands, LLC | Consolidated | |||||||||||||||
Revenue | $ | — | $ | 46,131 | $ | 46,131 | |||||||||||
Cost of revenue | — | 45,146 | 45,146 | ||||||||||||||
Gross margin | — | 985 | 985 | ||||||||||||||
Operating Expenses: | |||||||||||||||||
Advertising and marketing | — | 137,473 | 137,473 | ||||||||||||||
Professional fees | 42,954 | — | 42,954 | ||||||||||||||
Officer compensation | 14,200 | 36,000 | 50,200 | ||||||||||||||
General and administrative | 70,300 | 63,952 | 134,252 | ||||||||||||||
Total operating expense | 127,454 | 237,425 | 364,879 | ||||||||||||||
Net loss from operations | $ | (127,454 | ) | $ | (237,425 | ) | $ | (364,879 | ) | ||||||||
SUBSEQUENT_EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Nov. 30, 2014 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | In accordance with FASB ASC 855-10, the Company has analyzed its operations subsequent to November 30, 2014 through March 16, 2015 and has determined that it does not have any material subsequent events to disclose in these financial statements except for the following. |
On January 30, 2015, the Company sold 15,380 shares of Series A preferred stock to Finiks Capital, LLC for total cash proceeds of $76,900. | |
Subsequent to November 30, 2014 the Company sold 1,600 shares of common stock for total cash proceeds of $2,000. | |
Subsequent to November 30, 2014 the Company issued 212,500 shares of common stock for services. The shares were valued at the closing stock price on the day of grant for total non-cash expense of $340,250 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended | ||
Nov. 30, 2014 | |||
Accounting Policies [Abstract] | |||
Basis of Presentation | The Company’s financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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. Actual results could differ from those estimates. The Company has adopted a November 30 year-end. | ||
Management further acknowledges that it is solely responsible for adopting sound accounting practices, establishing and maintaining a system of internal accounting control and preventing and detecting fraud. The Company's system of internal accounting control is designed to assure, among other items, that 1) recorded transactions are valid; 2) valid transactions are recorded; and 3) transactions are recorded in the proper period in a timely manner to produce financial statements which present fairly the financial condition, results of operations and cash flows of the Company for the respective periods being presented. | |||
Use of Estimates | The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and 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. Actual results could differ from those estimates. In management’s opinion, all adjustments necessary for a fair statement of the results for the interim periods have been made, and all adjustments are of a normal recurring nature. | ||
Principles of Consolidation | The consolidated financial statements include the accounts of Avalanche International, Corp. and its wholly owned subsidiary Smith and Ramsay Brands, LLC. All significant intercompany accounts and transactions have been eliminated. | ||
Cash and Cash Equivalents | The Company considers all highly liquid instruments with a maturity of three months or less at the time of issuance to be cash equivalents. There were no cash equivalents as of November 30, 2014 and 2013. | ||
Inventories | Inventories are stated at the lower of cost or market. Cost is determined using the first-in, first-out method; market value is based upon estimated replacement costs. As of November 30, 2014 inventory consists of $5,384 of the Company’s 15ml vape liquid bottles and $23,580 of product and accessories. | ||
Fair Value of Financial instruments | For certain of the Company’s non-derivative financial instruments including cash and cash equivalents, receivables, prepaids, inventory, accounts payable, accrued liabilities, and notes payable, the carrying amount approximates fair value due to the short-term maturities of these instruments. The estimated fair value of long-term debt is based primarily on borrowing rates currently available to the Company for similar debt issues. The fair value approximates the carrying value of long-term debt. | ||
FASB ASC Topic 820, “Fair Value Measurements and Disclosures,” requires disclosure of the fair value of financial instruments held by the Company. FASB ASC Topic 825, “Financial Instruments,” defines fair value, and establishes a three-level valuation hierarchy for disclosures of fair value measurement that enhances disclosure requirements for fair value measures. The carrying amounts reported in the balance sheets for receivables and current liabilities each qualify as financial instruments and are a reasonable estimate of their fair values because of the short period of time between the origination of such instruments and their expected realization and their current market rate of interest. The three levels of valuation hierarchy are defined as follows: | |||
· | Level 1. Observable inputs such as quoted prices in active markets; | ||
· | Level 2. Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; | ||
· | Level 3. Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. | ||
As of November 30, 2014, the company had no assets or liabilities that would be considered level 1, 2 or 3. | |||
Revenue Recognition | The Company follows paragraph 605-10-S99-1 of the FASB Accounting Standards Codification for revenue recognition. The Company will recognize revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the product has been shipped or the services have been rendered to the customer, (iii) the sales price is fixed or determinable, and (iv) collectability is reasonably assured. | ||
During the year ended November 30, 2014, the Company sold $27,000 in products to Vape Nation, generating 58.5% of its revenue. | |||
Income Taxes | The Company follows Section 740-10-30 of the FASB Accounting Standards Codification, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the fiscal year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the fiscal years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the Statements of Income and Comprehensive Income in the period that includes the enactment date. | ||
The Company adopted section 740-10-25 of the FASB Accounting Standards Codification (“Section 740-10-25”) with regards to uncertainty income taxes. Section 740-10-25 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under Section 740-10-25, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement. Section 740-10-25 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures. The Company had no material adjustments to its liabilities for unrecognized income tax benefits according to the provisions of Section 740-10-25. | |||
Basic and diluted net loss per share | The Company computes net loss per share of common stock in accordance with FASB ASC 260, Earnings per Share (“FASB ASC 260”). Under the provisions of FASB ASC 260, basic net income (loss) per share is computed using the weighted average number of common shares outstanding during the period. Diluted net loss per share is computed using the weighted average number of common shares and, if dilutive, potential common shares outstanding during the period. Potential common shares consist of the incremental common shares issuable upon the exercise of stock options and warrants and the conversion of convertible promissory notes. Potentially dilutive shares were excluded from the computation as of November 30, 2014 and 2013 since they would have been anti-dilutive. | ||
Recent Accounting Pronouncements | In January 2013, the FASB issued ASU No. 2013-01, Balance Sheet (Topic 210): Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities, which clarifies which instruments and transactions are subject to the offsetting disclosure requirements originally established by ASU 2011-11. The new ASU addresses preparer concerns that the scope of the disclosure requirements under ASU 2011-11 was overly broad and imposed unintended costs that were not commensurate with estimated benefits to financial statement users. In choosing to narrow the scope of the offsetting disclosures, the Board determined that it could make them more operable and cost effective for preparers while still giving financial statement users sufficient information to analyse the most significant presentation differences between financial statements prepared in accordance with U.S. GAAP and those prepared under IFRSs. Like ASU 2011-11, the amendments in this update will be effective for fiscal periods beginning on, or after January 1, 2013. The adoption of ASU 2013-01 is not expected to have a material impact on our financial position or results of operations. | ||
In July 2013, the FASB issued ASU No. 2013-11: Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carry forward, a Similar Tax Loss, or a Tax Credit Carry forward Exists. The new guidance requires that unrecognized tax benefits be presented on a net basis with the deferred tax assets for such carry forwards. This new guidance is effective for fiscal years and interim periods within those years beginning after December 15, 2013. We do not expect the adoption of the new provisions to have a material impact on our financial condition or results of operations. | |||
The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements issued that might have a material impact on its financial position or results of operations. |
INCOME_TAX_Tables
INCOME TAX (Tables) | 12 Months Ended | ||||||||
Nov. 30, 2014 | |||||||||
Income Tax Disclosure [Abstract] | |||||||||
Schedule of Federal Income Tax | 2014 | 2013 | |||||||
Federal income tax benefit attributable to: | |||||||||
Current operations | $ | 124,059 | $ | 6,919 | |||||
Less: valuation allowance | (124,059 | ) | (6,919 | ) | |||||
Net provision for Federal income taxes | $ | — | $ | — | |||||
Schedule of Deferred Tax Asset | 2014 | 2013 | |||||||
Deferred tax asset attributable to: | |||||||||
Net operating loss carryover | $ | 138,008 | $ | 13,949 | |||||
Valuation allowance | (138,008 | ) | (13,949 | ) | |||||
Net deferred tax asset | $ | — | $ | — |
CONSOLIDATION_Tables
CONSOLIDATION (Tables) | 12 Months Ended | ||||||||||||||||
Nov. 30, 2014 | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||||||||||||||
Schedule of Condensed Balance Sheet | Avalanche International, Corp. | Smith and Ramsay Brands, LLC | Elimination | Consolidated | |||||||||||||
Current Assets: | |||||||||||||||||
Cash | $ | 206 | $ | 2,041 | $ | — | $ | 2,247 | |||||||||
Prepaids | 7,640 | 1,400 | — | 9,040 | |||||||||||||
Inventory | — | 25,900 | — | 25,900 | |||||||||||||
Intercompany | 174,021 | — | 174,021 | — | |||||||||||||
Total current assets | 181,867 | 29,341 | 174,021 | 37,187 | |||||||||||||
Other assets | — | 526 | — | 526 | |||||||||||||
Product license | .- | 29,250 | — | 29,250 | |||||||||||||
Total assets | $ | 181,867 | $ | 59,117 | $ | 174,021 | $ | 66,963 | |||||||||
Current Liabilities | |||||||||||||||||
Accounts payable and accrued expenses | $ | 76,426 | $ | 89,063 | $ | — | $ | 165,489 | |||||||||
Accrued interest | 374 | 14 | — | 388 | |||||||||||||
Accrued compensation | 2,680 | 7,232 | — | 9,912 | |||||||||||||
Due to related parties | — | 6,927 | — | 6,927 | |||||||||||||
Convertible note payable | 63,250 | — | — | 63,250 | |||||||||||||
Loans payable | — | 18,300 | 18,300 | ||||||||||||||
Intercompany | — | 174,021 | 174,021 | — | |||||||||||||
Total current liabilities | 142,730 | 295,557 | 174,021 | 264,266 | |||||||||||||
Total liabilities | 142,730 | 295,557 | 174,021 | 264,266 | |||||||||||||
Stockholders' Equity (Deficit) | |||||||||||||||||
Preferred stock | 14 | — | — | 14 | |||||||||||||
Common stock | 5,144 | — | — | 5,144 | |||||||||||||
Additional paid-in capital | 203,445 | — | — | 203,445 | |||||||||||||
Accumulated deficit | (169,466 | ) | (236,440 | ) | — | (405,906 | ) | ||||||||||
Total stockholders’ equity (deficit) | 39,137 | (236,440 | ) | — | (197,303 | ) | |||||||||||
Total liabilities and stockholders’ equity | $ | 181,867 | $ | 59,117 | $ | 174,021 | $ | 66,963 | |||||||||
Schedule of Condensed Statement of Operations | Avalanche International, Corp | Smith and Ramsay Brands, LLC | Consolidated | ||||||||||||||
Revenue | $ | — | $ | 46,131 | $ | 46,131 | |||||||||||
Cost of revenue | — | 45,146 | 45,146 | ||||||||||||||
Gross margin | — | 985 | 985 | ||||||||||||||
Operating Expenses: | |||||||||||||||||
Advertising and marketing | — | 137,473 | 137,473 | ||||||||||||||
Professional fees | 42,954 | — | 42,954 | ||||||||||||||
Officer compensation | 14,200 | 36,000 | 50,200 | ||||||||||||||
General and administrative | 70,300 | 63,952 | 134,252 | ||||||||||||||
Total operating expense | 127,454 | 237,425 | 364,879 | ||||||||||||||
Net loss from operations | $ | (127,454 | ) | $ | (237,425 | ) | $ | (364,879 | ) |
ORGANIZATION_AND_DESCRIPTION_O1
ORGANIZATION AND DESCRIPTION OF BUSINESS (Details Narrative) | 12 Months Ended |
Nov. 30, 2014 | |
Organization And Description Of Business Details Narrative | |
Date of Incorporation | 14-Apr-11 |
Date of Subsidiary Incorporation | 19-May-14 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) (USD $) | 12 Months Ended | |
Nov. 30, 2014 | Nov. 30, 2013 | |
Accounting Policies [Abstract] | ||
Cash Equivalants | $0 | $0 |
Inventory of Vape Liquid Bottles | 5,384 | |
Vape accessories | 23,580 | |
Product sold | $27,000 |
GOING_CONCERN_Details_Narrativ
GOING CONCERN (Details Narrative) (USD $) | 12 Months Ended | |
Nov. 30, 2014 | Nov. 30, 2013 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accumulated deficit | ($405,906) | ($41,027) |
Net loss | ($364,879) | ($20,351) |
PRODUCT_LICENSE_Details_Narrat
PRODUCT LICENSE (Details Narrative) (USD $) | Nov. 30, 2014 |
Notes to Financial Statements | |
Monthly licensing fee | $4,500 |
Royalty fee | 4.00% |
RELATED_PARTY_TRANSACTIONS_Det
RELATED PARTY TRANSACTIONS (Details Narrative) (USD $) | 12 Months Ended | |
Nov. 30, 2014 | Nov. 30, 2013 | |
Product sold | $27,000 | |
Revenue | 58.50% | |
Services | 157,000 | |
Former Director 2 | ||
Due to Officer | 14,107 | |
CEO | ||
Expense reimbursement | 6,820 | |
Board of Directors | ||
Expense reimbursement | $107 |
LOANS_PAYABLE_Details_Narrativ
LOANS PAYABLE (Details Narrative) (USD $) | 0 Months Ended | 1 Months Ended | 12 Months Ended | |
Feb. 02, 2015 | Dec. 07, 2014 | Dec. 31, 2014 | Nov. 30, 2014 | |
Lord Abstract | ||||
Date issuance | 12-Sep-14 | |||
Promissory note | $10,000 | |||
Loan fee | 1,000 | |||
Maturity date | 12-Oct-14 | |||
Paid in full | 5-Nov-14 | |||
Argent Offset | ||||
Date issuance | 26-Nov-14 | |||
Promissory note | 12,500 | |||
Loan fee | 5,000 | |||
Maturity date | 5-Dec-14 | |||
Interest | 10.00% | |||
Late payment fee | 500 | 1,000 | ||
Accrued interest | 14 | |||
Forbearance fee | 7,500 | |||
Promissory note balance | 20,000 | |||
New Maturity date | 1-Aug-15 | |||
CrossClick Media | ||||
Advances | 4,200 | |||
MCKEA Holdings | ||||
Advances | $1,100 |
CONVERTIBLE_NOTE_PAYABLE_Detai
CONVERTIBLE NOTE PAYABLE (Details Narrative) (LG Capital Funding, USD $) | 12 Months Ended |
Nov. 30, 2014 | |
LG Capital Funding | |
Date issuance | 3-Nov-14 |
Promissory note | $63,250 |
Interest | 8.00% |
Original issue discount | 15.00% |
Convertible rate | 40.00% |
Accrued interest | $374 |
COMMON_STOCK_Details_Narrative
COMMON STOCK (Details Narrative) (USD $) | 12 Months Ended | |
Nov. 30, 2014 | Nov. 30, 2013 | |
Equity [Abstract] | ||
Common stock, Par Value | $0.00 | $0.00 |
Common stock, Shares | 75,000,000 | 75,000,000 |
Common Stock Issued, Shares | 1,600 | |
Common Stock Issued, Price Per Share | $1.25 | |
Common Stock Issued, Value | $2,000 |
PREFERRED_STOCK_Details_Narrat
PREFERRED STOCK (Details Narrative) (USD $) | 12 Months Ended | |
Nov. 30, 2014 | Nov. 30, 2013 | |
Equity [Abstract] | ||
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, share authorized | 10,000,000 | 10,000,000 |
Preferred stock Class A, shares | 50,000 | |
Preferred stock Class A, price per share | $5 | |
Preferred stock issued, shares | 14,000 | |
Preferred stock issued, price per share | $5 | |
Preferred stock, value | $70,000 |
INCOME_TAX_Schedule_of_Federal
INCOME TAX - Schedule of Federal Income Tax (Details) (USD $) | 12 Months Ended | |
Nov. 30, 2014 | Nov. 30, 2013 | |
Federal income tax benefit attributable to: | ||
Current operations | $124,059 | $6,919 |
Less: valuation allowance | -124,059 | -6,919 |
Net provision for Federal income taxes |
INCOME_TAX_Schedule_of_Deferre
INCOME TAX - Schedule of Deferred Tax Asset (Details) (USD $) | Nov. 30, 2014 | Nov. 30, 2013 |
Deferred tax asset attributable to: | ||
Net operating loss carryover | $138,008 | $13,949 |
Valuation allowance | -138,008 | -13,949 |
Net deferred tax asset |
INCOME_TAX_Details_Narrative
INCOME TAX (Details Narrative) (USD $) | 12 Months Ended |
Nov. 30, 2014 | |
Income Tax Disclosure [Abstract] | |
Operating Loss Carryforwards | $406,000 |
Effective Income Tax Rate | 34.00% |
CONSOLIDATION_Schedule_of_Cond
CONSOLIDATION - Schedule of Condensed Balance Sheet (Details) (USD $) | Nov. 30, 2014 | Nov. 30, 2013 | Nov. 30, 2012 |
Current Assets: | |||
Cash | $2,247 | ||
Prepaids | 9,040 | ||
Inventory | 25,900 | ||
Total current assets | 37,187 | ||
Other assets | 526 | ||
Product license | 29,250 | ||
Total assets | 66,963 | ||
Current Liabilities | |||
Accounts payable and accrued expenses | 165,489 | 3,520 | |
Accrued Interest | 388 | ||
Accrued compensation | 9,912 | ||
Due to related parties | 6,927 | 14,107 | |
Convertible note payable | 63,250 | ||
Loans payable | 18,300 | ||
Total current liabilities | 264,266 | 17,627 | |
Total liabilities | 264,266 | 17,627 | |
Stockholders Equity (Deficit) | |||
Preferred stock | |||
Common stock | 5,144 | 5,070 | |
Additional paid-in capital | 203,445 | 18,330 | |
Accumulated deficit | -405,906 | -41,027 | |
Total stockholders equity (deficit) | -197,303 | -17,627 | 2,724 |
Total liabilities and stockholders equity | 66,963 | ||
Avalanche International, Corp | |||
Current Assets: | |||
Cash | 206 | ||
Prepaids | 7,640 | ||
Inventory | |||
Intercompany | 174,021 | ||
Total current assets | 181,867 | ||
Other assets | |||
Product license | |||
Total assets | 181,867 | ||
Current Liabilities | |||
Accounts payable and accrued expenses | 76,426 | ||
Accrued Interest | 374 | ||
Accrued compensation | 2,680 | ||
Due to related parties | |||
Convertible note payable | 63,250 | ||
Loans payable | |||
Intercompany | |||
Total current liabilities | 142,730 | ||
Total liabilities | 142,730 | ||
Stockholders Equity (Deficit) | |||
Preferred stock | 14 | ||
Common stock | 5,144 | ||
Additional paid-in capital | 203,445 | ||
Accumulated deficit | -169,466 | ||
Total stockholders equity (deficit) | 39,137 | ||
Total liabilities and stockholders equity | 181,867 | ||
Smith and Ramsay Brands, L.L.C. | |||
Current Assets: | |||
Cash | 2,041 | ||
Prepaids | 1,400 | ||
Inventory | 25,900 | ||
Intercompany | |||
Total current assets | 29,341 | ||
Other assets | 526 | ||
Product license | 29,250 | ||
Total assets | 59,117 | ||
Current Liabilities | |||
Accounts payable and accrued expenses | 89,063 | ||
Accrued Interest | 14 | ||
Accrued compensation | 7,232 | ||
Due to related parties | 6,927 | ||
Convertible note payable | |||
Loans payable | 18,300 | ||
Intercompany | 174,021 | ||
Total current liabilities | 295,557 | ||
Total liabilities | 295,557 | ||
Stockholders Equity (Deficit) | |||
Preferred stock | |||
Common stock | |||
Additional paid-in capital | |||
Accumulated deficit | -236,440 | ||
Total stockholders equity (deficit) | -236,440 | ||
Total liabilities and stockholders equity | 59,117 | ||
Elimination | |||
Current Assets: | |||
Cash | |||
Prepaids | |||
Inventory | |||
Intercompany | 174,021 | ||
Total current assets | 174,021 | ||
Other assets | |||
Product license | |||
Total assets | 174,021 | ||
Current Liabilities | |||
Accounts payable and accrued expenses | |||
Accrued Interest | |||
Accrued compensation | |||
Due to related parties | |||
Convertible note payable | |||
Loans payable | |||
Intercompany | 174,021 | ||
Total current liabilities | 174,021 | ||
Total liabilities | 175,021 | ||
Stockholders Equity (Deficit) | |||
Preferred stock | |||
Common stock | |||
Additional paid-in capital | |||
Accumulated deficit | |||
Total stockholders equity (deficit) | |||
Total liabilities and stockholders equity | 174,021 | ||
Consolidated | |||
Current Assets: | |||
Cash | 2,247 | ||
Prepaids | 9,040 | ||
Inventory | 25,900 | ||
Intercompany | |||
Total current assets | 37,187 | ||
Other assets | 526 | ||
Product license | 29,250 | ||
Total assets | 66,963 | ||
Current Liabilities | |||
Accounts payable and accrued expenses | 165,489 | ||
Accrued Interest | 388 | ||
Accrued compensation | 9,912 | ||
Due to related parties | 6,927 | ||
Convertible note payable | 63,250 | ||
Loans payable | 18,300 | ||
Intercompany | |||
Total current liabilities | 264,266 | ||
Total liabilities | 264,266 | ||
Stockholders Equity (Deficit) | |||
Preferred stock | 14 | ||
Common stock | 5,144 | ||
Additional paid-in capital | 203,445 | ||
Accumulated deficit | -405,906 | ||
Total stockholders equity (deficit) | -197,303 | ||
Total liabilities and stockholders equity | $66,963 |
CONSOLIDATION_Schedule_of_Cond1
CONSOLIDATION - Schedule of Condensed Statement of Operations (Details) (USD $) | 12 Months Ended | |
Nov. 30, 2014 | Nov. 30, 2013 | |
Revenue | $46,131 | |
Cost of revenue | 45,146 | |
Gross margin | 985 | |
Operating Expenses: | ||
Advertising and marketing | 137,473 | |
Professional fees | 42,954 | 13,880 |
Officer compensation | 50,200 | |
General and administrative | 134,252 | 6,481 |
Total operating expense | 364,879 | 20,351 |
Net (loss) from operations | -363,894 | -20,351 |
Avalanche International, Corp | ||
Revenue | ||
Cost of revenue | ||
Gross margin | ||
Operating Expenses: | ||
Advertising and marketing | ||
Professional fees | 42,954 | |
Officer compensation | 14,200 | |
General and administrative | 70,300 | |
Total operating expense | 127,454 | |
Net (loss) from operations | -127,454 | |
Smith and Ramsay Brands, L.L.C. | ||
Revenue | 46,131 | |
Cost of revenue | 45,146 | |
Gross margin | 985 | |
Operating Expenses: | ||
Advertising and marketing | 137,473 | |
Professional fees | ||
Officer compensation | 36,000 | |
General and administrative | 63,952 | |
Total operating expense | 237,425 | |
Net (loss) from operations | -237,425 | |
Consolidated | ||
Revenue | 46,131 | |
Cost of revenue | 45,146 | |
Gross margin | 985 | |
Operating Expenses: | ||
Advertising and marketing | 137,473 | |
Professional fees | 42,954 | |
Officer compensation | 50,200 | |
General and administrative | 134,252 | |
Total operating expense | 364,879 | |
Net (loss) from operations | ($364,879) |
SUBSEQUENT_EVENTS_Details_Narr
SUBSEQUENT EVENTS (Details Narrative) (USD $) | 12 Months Ended |
Nov. 30, 2014 | |
Subsequent Events [Abstract] | |
Series A Preferred Stock, Issued | 15,380 |
Series A Preferred Stock, Proceeds | $76,900 |
Common Stock Issued, Shares | 1,600 |
Common Stock Issued, Value | 2,000 |
Common Stock Issued for Services, Shares | 212,500 |
Common Stock Issued for Services. Value | $340,250 |