Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Nov. 12, 2014 | |
Document and Entity Information | ' | ' |
Entity Registrant Name | 'Earth Gen-Biofuel, Inc. | ' |
Entity Central Index Key | '0001614924 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Sep-14 | ' |
Amendment Flag | 'false | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Current Reporting Status | 'No | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Common Stock, Shares Outstanding | ' | 74,006,282 |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Current Assets | ' | ' |
Cash | $82,731 | $154,178 |
Prepaid expenses and other receivables | 16,014 | ' |
Inventories, net of reserve of $34,085 | 477,185 | ' |
Due from related party | 58,058 | 56,958 |
Total Current Assets | 633,988 | 211,136 |
Property and equipment, net | 12,792 | 6,519 |
Other Assets | ' | ' |
Security deposit | 3,294 | 3,294 |
Loan receivable | 1,100 | ' |
Total Other Assets | 4,394 | 3,294 |
Total Assets | 651,174 | 220,949 |
Current Liabilities | ' | ' |
Accounts payable and accrued expenses | 44,218 | 22,281 |
Loan payable | 5,000 | 5,000 |
Convertible note, net of discount of $20,000 | 20,000 | ' |
Due to officer | 45,808 | 39,335 |
Total Current Liabilities | 115,026 | 66,616 |
Commitments and contingencies | ' | ' |
Stockholders' Deficit | ' | ' |
Common stock, $0.0001 par value, 690,000,000 shares authorized, 72,906,281 and 74,292,880 shares issued and outstanding at September 30, 2014 and December 31, 2013, respectively | 7,291 | 7,429 |
Additional paid-in capital | 2,205,054 | 923,046 |
Stock subscriptions payable | 41,250 | ' |
Accumulated deficit | -1,717,447 | -776,142 |
Total Stockholders' Equity | 536,148 | 154,333 |
Total Liabilities and Stockholders' Equity | $651,174 | $220,949 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Consolidated Balance Sheets | ' | ' |
Inventories, reserve (in dollars) | $34,085 | $71,037 |
Convertible note, discount (in dollars) | $20,000 | ' |
Common stock, par value (in dollars per share) | $0.00 | $0.00 |
Common stock, shares authorized | 690,000,000 | 690,000,000 |
Common stock, shares issued | 72,906,281 | 74,292,880 |
Common stock, shares outstanding | 72,906,281 | 74,292,880 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Consolidated Statements of Operations | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' |
Operating expenses: | ' | ' | ' | ' |
General and administrative | 243,291 | 129,823 | 907,220 | 154,704 |
Inventory reserve | 34,085 | ' | 34,085 | ' |
Total operating expenses | 277,376 | 129,823 | 941,305 | 154,704 |
Loss from operations and before income taxes | -277,376 | -129,823 | -941,305 | -154,704 |
Provision for income taxes | ' | ' | ' | ' |
Net loss | ($277,376) | ($129,823) | ($941,305) | ($154,704) |
Net loss per common share | ' | ' | ' | ' |
Basic and diluted (in dollars per share) | $0 | $0 | ($0.01) | $0 |
Weighted average common shares outstanding | ' | ' | ' | ' |
Basic and diluted (in shares) | 70,838,369 | 64,079,578 | 73,593,148 | 64,079,578 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
Sep. 30, 2014 | Sep. 30, 2013 | |
Operating Activities: | ' | ' |
Net loss | ($941,305) | ($154,704) |
Adjustments to reconcile net loss to net cash used by operating activities: | ' | ' |
Depreciation expense | 971 | 508 |
Inventory reserve | 34,085 | ' |
Stock-based compensation | 293,490 | 23,250 |
Changes in operating assets and liabilities: | ' | ' |
Inventory | -511,270 | -9,000 |
Prepaid expenses and other receivables | -16,014 | -30,000 |
Related party payables | 5,372 | 3,207 |
Accounts payable and accrued expenses | 21,938 | -9,000 |
Net cash used by operating activities | -1,112,733 | -175,739 |
Investing Activities: | ' | ' |
Loan advance | -1,100 | ' |
Purchases of property and equipment | -7,244 | -2,500 |
Net cash used in investing activities | -8,344 | -2,500 |
Financing Activities: | ' | ' |
Proceeds from short-term loan | ' | 16,000 |
Proceeds from convertible note | 40,000 | ' |
Proceeds from stock issuances | 968,380 | 207,200 |
Cash received for stock subscriptions payable | 41,250 | ' |
Net cash provided in financing activities | 1,049,630 | 223,200 |
Net increase (decrease) in cash | -71,447 | 44,961 |
Cash, beginning of period | 154,178 | 5,312 |
Cash, end of period | 82,731 | 50,273 |
Cash paid during the period | ' | ' |
Interest | ' | ' |
Income taxes | ' | ' |
Non-cash investing and financing activities: | ' | ' |
Discount on convertible note | $20,000 | ' |
Nature_of_Operations_and_Basis
Nature of Operations and Basis of Presentation | 9 Months Ended |
Sep. 30, 2014 | |
Nature of Operations and Basis of Presentation [Abstract] | ' |
Nature of Operations and Basis of Presentation | ' |
Note 1—Nature of Operations and Basis of Presentation | |
Earth Gen-Biofuel, Inc. (the “Company” or “Earth Gen”) was incorporated in the state of Nevada on August 28, 2012 to pursue the business of becoming an international agricultural company focused on growing plants that are the basis for providing renewable sources for manufacturing processes and energy. | |
On September 25, 2012, Earth Gen entered into an Agreement of Share Exchange and Plan of Reorganization (the “Exchange Agreement”) with EarthBlock Technologies, Inc. (“EarthBlock”), a Nevada publicly traded corporation, pursuant to which EarthBlock acquired 100% of the ownership of the Company in exchange for 63,666,400 shares of EarthBlock's common stock (the “Exchange”) on the basis of four shares of EarthBlock for one share of Earth Gen outstanding as of October 14, 2012. | |
Upon the completion of the Exchange, Earth Gen operated as a wholly owned subsidiary of EarthBlock and focused its efforts to begin its international agricultural operations. In October of 2012, Earth Gen began to organize farmers and government related agencies in Laos and Vietnam to control land for growing castor beans. Prior to Earth Gen becoming a subsidiary of EarthBlock, Earth Gen's management had spent over two years creating the relationships and working with local farmers to build an organization and obtain the knowledge and expertise to become a major grower of castor beans in these countries. | |
The common stock of EarthBlock was registered with the SEC under the Exchange Act and was quoted on OTCQB operated by the OTC Markets Group Inc. EarthBlock failed to comply with Exchange Act Section 13(a) because it had not filed any periodic reports with the SEC since the period ended December 31, 2007. EarthBlock consented to a deregistration order of the SEC, and pursuant to Section 12(j) of the Exchange Act, registration of EarthBlock's common stock was revoked and trading in EarthBlock's common stock was suspended. | |
Additionally, the shareholders of Earth Gen were not made aware of the full extent of a material liability of EarthBlock that resulted from the operations of EarthBlock's non-operational subsidiary EarthBlock Texas Homes, Inc. As a result of the liability not being included in proper detail and information regarding its effect on EarthBlock's financial statements, EarthBlock's previously disclosed financial condition was inaccurate. | |
On September 25, 2013, the Board of Directors of EarthBlock and of Earth Gen voted to rescind the acquisition of Earth Gen by EarthBlock and authorized the officers of the Corporation to take the steps required to complete the rescission of the Exchange. | |
A rescission agreement dated October 28, 2013 (the “Rescission Agreement”) was entered into by and among EarthBlock, Earth Gen and the shareholders. A majority of Earth Gen shareholders approved the Rescission Agreement on October 28, 2013. The Rescission Agreement sets forth the terms and provisions where the parties agreed to take all steps necessary and proper to unwind the Exchange including the surrender of the Exchange Shares for cancellation and Earth Gen to issue to each Exchange Share shareholder his respective original equity interests in Earth Gen. The Additional Shares will remain outstanding and will ratably dilute the Exchange Share shareholders pre-Exchange, original equity ownership in Earth Gen as a result. | |
The Rescission Agreement offer terminated on October 10, 2014. Pursuant to the terms of the Rescission Agreement, Earth Gen issued a total of 50,645,600 Earth Gen common stock shares to participating holders of Exchange Shares commensurate with the holders' respective original equity interests in Earth Gen. Earth Gen also issued a total of 7,030,400 Additional Shares. No additional Earth Gen common stock shares will be issued as a result of the rescission of the Reverse Merger. One Shareholder owning 7,560,000 Exchange Shares did not become a party to the Rescission Agreement and will retain his EarthBlock common stock shares and with no equity interest in Earth Gen. | |
In March 2014, Earth Gen-Biofuel Lao Sole Co Ltd (“Earth Gen Laos”) was formed under the laws of Laos to meet Laos's regulatory and legal requirements to do business in Laos. This company is 100% controlled by Earth Gen. Earth Gen Laos has its own in-country bank accounts denominated in US dollars through which it pays all local operating expenses of the business activities of Earth Gen in Laos. | |
Going_Concern
Going Concern | 9 Months Ended |
Sep. 30, 2014 | |
Going Concern [Abstract] | ' |
Going Concern | ' |
Note 2—Going Concern | |
These financial statements have been prepared on a going concern basis, which implies that the Company will continue to realize its assets and discharge its liabilities in the normal course of business. As of September 30, 2014, the Company has an accumulated deficit since inception. The continuation of the Company as a going concern is dependent upon the continued financial support from its management, and its ability to identify future investment opportunities and obtain the necessary debt or equity financing, and generating profitable operations from the Company's future operations. These factors raise substantial doubt regarding the Company's ability to continue as a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. | |
Significant_Accounting_Policie
Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2014 | |
Significant Accounting Policies [Abstract] | ' |
Significant Accounting Policies | ' |
Note 3—Significant Accounting Policies | |
Use of Estimates | |
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 at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. | |
Basic and Diluted Loss per Common Share | |
Basic loss per share is calculated by dividing the Company's net loss applicable to common shareholders by the weighted average number of common shares during the period. Diluted loss per share is calculated by dividing the Company's net loss available to common shareholders by the diluted weighted average number of shares outstanding during the period. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. Diluted loss per share excludes all dilutive potential shares if their effect is anti-dilutive. | |
The Company has issued common stock purchase warrants and entered into convertible note; however, they are anti-dilutive given the net loss incurred for the periods presented. As a result, 5,941,667 potentially dilutive common stock equivalents (presented post-dividend and post-split) were excluded from the calculation of diluted loss per common share as of September 30, 2014. Therefore, dilutive and basic losses per common share are equal. | |
Inventory | |
Inventory consists of raw materials consisting of castor bean seeds. Inventories are recorded at the lower of cost or market, using the first-in, first-out method. Cost is determined at the actual cost for raw materials. | |
Expenditures on growing crops are valued at the lower of cost or market and are deferred and charged to cost of sales when the related crops are harvested and sold. The deferred growing costs included in inventories in the balance sheets consist primarily of land rental cost and service costs. | |
In assessing the ultimate realization of inventories, the management makes judgments as to future demand requirements compared to current or committed inventory levels. The Company's reserve requirements generally increase or decrease with its projected demand requirements and market conditions. The Company estimates the demand requirements based on market conditions, forecasts prepared by its customers, sales contracts and orders in hand. | |
In addition, the Company estimates net realizable value based on intended use, current market value and inventory ageing analyses. The Company writes down the inventories for estimated obsolescence or unmarketable inventory equal to the difference between the cost of inventories and the estimated market value based upon assumptions about future demand and market conditions. | |
Based on the above assessment, the Company recorded an inventory reserve of $34,085 and $71,037 as of September 30, 2014 and December 31, 2013, respectively. | |
New Accounting Pronouncements | |
Accounting Standards Update No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation removes all incremental financial reporting requirements from GAAP for development stage entities, including the removal of Topic 915 from the FASB Accounting Standards Codification. For organizations defined as public business entities, for the first annual period beginning after December 15, 2014, the presentation and disclosure requirements in Topic 915 will no longer be required. The revised consolidation standards are effective one year later, in annual periods beginning after December 15, 2015. Early adoption is permitted. For other organizations, for the first annual period beginning after December 15, 2014, the presentation and disclosure requirements in Topic 915 will no longer be required. The revised consolidation standards are effective two years later, in annual periods beginning after December 15, 2016. Early adoption is permitted. The adoption of this pronouncement will not have a material impact on the Company's financial statements. | |
In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40) - Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern, which provides guidance regarding management's responsibility to assess whether substantial doubt exists regarding the ability to continue as a going concern and to provide related footnote disclosures. In connection with preparing financial statements for each annual and interim reporting period, an entity's management should evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the entity's ability to continue as a going concern within one year after the date that the financial statements are issued (or within one year after the date that the financial statements are available to be issued when applicable). This ASU is effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. We are currently evaluating the new guidance and have not determined the impact this standard may have on our condensed financial statements. | |
We do not believe there are any other recently issued standards not yet effective that will have a material impact on our financial statements when the standards become effective. | |
Inventory
Inventory | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Inventory [Abstract] | ' | ||||||||
Inventory | ' | ||||||||
Note 4—Inventory | |||||||||
Inventory consists of: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Seeds | $ | - | $ | 71,037 | |||||
Capitalized costs of growing crops | 511,270 | - | |||||||
Total inventory | $ | 511,270 | $ | 71,037 | |||||
Less: inventory reserve | (34,085 | ) | (71,037 | ) | |||||
Inventory, net | $ | 477,185 | $ | - | |||||
Due_from_Related_Parties
Due from Related Parties | 9 Months Ended |
Sep. 30, 2014 | |
Due from Related Parties [Abstract] | ' |
Due from Related Parties | ' |
Note 5— Due from Related Parties | |
The Company and EarthBlock advance each other monies in the normal course of business. During the period ended September 30, 2014 and December 31, 2013, net funds provided to EarthBlock were $58,058 and $56,958, respectively. The advances do not have a written note, do not accrued interest and are due on demand. | |
As of September 30, 2014 and December 31, 2013, the Company owed $45,808 and $39,335 to George Shen, CEO and shareholder of the Company for accrued service fees and monies advanced to and repaid from the Company in the normal course of business. The advances do not have a written note, do not accrue interest and are due on demand. | |
Prior to September 30, 2013, the Company was provided office space at no charge by George Shen. Starting July 1, 2013, the Company has been paying office rent at $3,360 under a month-to-month lease agreement. | |
Loan_Payable
Loan Payable | 9 Months Ended |
Sep. 30, 2014 | |
Loan Payable [Abstract] | ' |
Loan Payable | ' |
Note 6— Loan Payable | |
The Company executed a short-term loan from an unrelated individual for working capital purposes. The loan bears no interest and is due upon demand. As of September 30, 2014 and December 31, 2013, the loan balance was $5,000 and $5,000, respectively. | |
Convertible_Note
Convertible Note | 9 Months Ended |
Sep. 30, 2014 | |
Convertible Note [Abstract] | ' |
Convertible Note | ' |
Note 7— Convertible Note | |
On September 30, 2014, the Company entered into a $40,000 convertible note with Earth Mineral Resource Inc. The convertible note bears interest at 5% per annum, due September 15, 2015, convertible into common stock of the Company any time after January 30, 2015 at a conversion price of $0.10 per share. If the outstanding balance of the convertible note is not paid when due, the default interest is 2% per annum above the rate that would otherwise be in effect with the default interest accruing, from and including such due date, on a cumulative, compounding basis. | |
The Company calculated $20,000 for the intrinsic value of the beneficial conversion feature (“BCF”) of the convertible note (based on the last sale price of $0.15 per share) and recorded the $20,000 BCF as a debt discount and as an addition to additional paid-in capital on September 30, 2014. The debt discount is being amortized to interest expense over the 350 days term of the note. | |
Stockholders_Equity
Stockholders' Equity | 9 Months Ended | ||||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||||
Stockholders' Equity [Abstract] | ' | ||||||||||||||||||||||
Stockholders' Equity | ' | ||||||||||||||||||||||
Note 8—Stockholders' Equity | |||||||||||||||||||||||
At September 30, 2014, the Company is authorized to issue 690,000,000 shares of $0.0001 par value common stock and 10,000,000 of $0.0001 par value preferred stock. | |||||||||||||||||||||||
In anticipation of the rescission of the exchange agreement with EarthBlock and to prevent dilution to existing shareholders of the Company, on October 15, 2013, the board of directors of the Company approved a stock dividend of three shares for each outstanding share. The stock dividend is being treated as a stock split due to its high volume. All share and per share information has been retroactively adjusted to reflect the stock split. | |||||||||||||||||||||||
On March 27, 2014, the Company's shareholders approved a recapitalization of the capital stock in the form of reverse stock split of its common stock in a ratio of 1-for-25. The shareholders also approved an amendment to the Articles of Incorporation to reduce the number of authorized shares of stock to 700,000,000 from 3,000,000,000. Of the 700,000,000 authorized shares, there are 10,000,000 shares of preferred stock and 690,000,000 shares of common stock. | |||||||||||||||||||||||
As of September 30, 2014, 72,906,281 shares were issued and outstanding. As a result of above stock split and reverse split, at December 31, 2013, 74,292,880 shares were issued and outstanding after adjusted for the stock split and reverse split. | |||||||||||||||||||||||
Private Placements of Common Stock | |||||||||||||||||||||||
From January 2, 2014 to January 17, 2014, Earth Gen issued to investors 396,000 shares of its common stock at a price of $0.125 per share for an aggregate amount of $49,500. No commissions were paid. There was no agreement to register shares offered in this private placement. | |||||||||||||||||||||||
From January 22, 2014 to February 1, 2014, Earth Gen issued to investors 368,000 shares of its common stock at an offering price of $0.0625 per share for an aggregate amount of $23,000. No commissions were paid. There was no agreement to register shares offered in this private placement. | |||||||||||||||||||||||
From February 3 to March 5, 2014, Earth Gen issued to investors 1,992,000 shares of its common stock at an offering price of $0.125 per share for an aggregate amount of $249,500 . No commissions were paid. There was no agreement to register shares offered in this private placement. | |||||||||||||||||||||||
From March 7, 2014 to March 9,2014, Earth Gen issued to investors 376,000 shares of its common stock at an offering price of $0.084 per share for an aggregate amount of $31,960. No commissions were paid. There was no agreement to register shares offered in this private placement. | |||||||||||||||||||||||
From March 10, 2014 to March 16, 2014, Earth Gen issued to investors 1,692,800 shares of its common stock at an offering price of $0.125 per share for an aggregate amount of $211,600. No commissions were paid. There was no agreement to register shares offered in this private placement. | |||||||||||||||||||||||
From March 17, 2014 to April 8, 2014, Earth Gen issued to investors 1,344,000 shares of its common stock to investors at an offering price of $0.084 per share for an aggregate amount of $112,651. . No commissions were paid. There was no agreement to register shares offered in this private placement. | |||||||||||||||||||||||
From April 10, 2014 to April 29, 2014, Earth Gen issued to investors 393,600 shares of its common stock at an offering price of $0.125 for an aggregate amount of $49,200. No commissions were paid. There was no agreement to register shares offered in this private placement. | |||||||||||||||||||||||
From May 1, 2014 to May 15, 2014, Earth Gen issued to investors 249,200 shares of its common stock at an offering price of $0.083 per share for an aggregate amount of $20,605. No commissions were paid. There was no agreement to register shares offered in this private placement. | |||||||||||||||||||||||
From May 15, 2014 to June 30, 2014, Earth Gen issued to investors 676,000 shares of its common stock at an offering price of $0.125 per share for an aggregate amount of $84,500 . No commissions were paid. There was no agreement to register shares offered in this private placement. | |||||||||||||||||||||||
From August 1, 2014 to September 15, 2014, Earth Gen issued to investors 1,430,000 shares of its common stock at an offering price of $0.07 per share for an aggregate amount of $100,100 . No commissions were paid. There was no agreement to register shares offered in this private placement. | |||||||||||||||||||||||
From September 16 to September 30, 2014, Earth Gen issued to investors 218,001 shares of its common stock issued at the offering price of $0.15 per share for an aggregate amount of $32,700. No commissions were paid. There was no agreement to register shares offered in this private placement. | |||||||||||||||||||||||
Restricted Stock Awards (“RSA”) Issued for Services | |||||||||||||||||||||||
All reference to numbers of shares issued for warrants and per share price is based on a post-stock-dividend and post-reverse-split amount. During nine months ended September 30, 2014 and year ended December 31, 2013, the Company granted 1,699,400 and 2,825,680 RSAs to various consultants for their services provided to the Company. | |||||||||||||||||||||||
As of September 30, 2014 and December 31, 2013, all RSAs are vested and there was no unrecognized compensation cost related to RSAs. | |||||||||||||||||||||||
For the nine months ended September 30, 2014 and 2013, stock-based compensation expense was $293,490 and $23,250, respectively. The value of the shares issued was based on the fair value of the stock issued, which was based on the most recent sale of common stock for cash. | |||||||||||||||||||||||
Warrants | |||||||||||||||||||||||
In connection with the 2013 private placements, the Company issued warrants for 6,400,000 shares of Earth Gen Common Stock on August 1, 2013 and 1,600,000 warrants on September 12, 2013. Each of these warrants entitled the holder to purchase one (1) share of Earth Gen common stock at $0.03 per share starting on January 1, 2014 and ending on December 15, 2016. As of September 30, 2014, 1,000,000 warrants have been exercised in exchange for total cash proceeds of $31,250 or $0.03 per share. | |||||||||||||||||||||||
In connection with the January 2014 private placement, the Company issued warrants to purchase 202,000 shares of Earth Gen common stock on March 20, 2014. Each warrant entitles the holder to purchase one (1) share of Earth Gen common stock at $0.50 per share starting on July 15, 2014 and ending on September 30, 2016. | |||||||||||||||||||||||
These warrants have standard anti-dilution language to allow for recapitalizations and distributions. The warrants are equity classified and amounts attributable to the warrants are classified within additional paid-in capital. All reference to numbers of shares issued for warrants and per share price is based on a post-stock-dividend and post-reverse-split amount. | |||||||||||||||||||||||
A summary of the status of the Company's warrants outstanding as of September 30, 2014 is presented below: | |||||||||||||||||||||||
Number of | |||||||||||||||||||||||
Shares | |||||||||||||||||||||||
Outstanding at December 31, 2013 | 8,000,000 | ||||||||||||||||||||||
Warrants granted | 202,000 | ||||||||||||||||||||||
Exercised, Forfeited, Expired | (1,000,000 | ) | |||||||||||||||||||||
Outstanding at September 30, 2014 | 7,202,000 | ||||||||||||||||||||||
Exercisable at September 30, 2014 | 7,202,000 | ||||||||||||||||||||||
The following table summarizes information about warrants outstanding as of September 30, 2014: | |||||||||||||||||||||||
Options and Warrants | Options and Warrants | ||||||||||||||||||||||
Outstanding | Exercisable | ||||||||||||||||||||||
Exercise Prices | Number | Weighted | Weighted | Number | Weighted | ||||||||||||||||||
Outstanding | Average | Average | Exercisable | Average | |||||||||||||||||||
Remaining | Exercise Price | Exercise Price | |||||||||||||||||||||
Contractual | |||||||||||||||||||||||
Life | |||||||||||||||||||||||
(in years) | |||||||||||||||||||||||
$ | 0.03 | 7,000,000 | 2.46 | $ | 0.03 | 7,000,000 | $ | 0.03 | |||||||||||||||
$ | 0.5 | 202,000 | 2.25 | $ | 0.5 | 202,000 | $ | 0.5 | |||||||||||||||
8,202,000 | 2.46 | $ | 0.04 | 7,202,000 | $ | 0.04 | |||||||||||||||||
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2014 | |
Commitments and Contingencies [Abstract] | ' |
Commitments and Contingencies | ' |
Note 9—Commitments and Contingencies | |
Farm Lease Agreements | |
On March 10, 2014, Earth Gen entered into a lease agreement for 136 hectares of farm land located at Phoengam Neua Village, Pek Districk, Xiengkhuang Province in the People's Republic of Lao. The term of the lease is for twelve years with an option for Earth Gen to renew for an additional twelve years. Earth Gen is obligated to pay taxes on the land of up to $1,000 per year any taxes in excess of that amount are the obligation of the landowner. In addition, Earth Gen is obligated to provide all elements required to grow castor beans on the land and start using the land in partial or in full for castor bean farming operations before the end of 2014. The compensation to the landowner under the agreement is $50.00 per metric ton of castor beans harvested and is due ninety days after the harvest. | |
In addition to this agreement, Earth Gen has entered into two additional agreements, under the terms substantially equivalent to the original agreement described above, for 103 additional hectares in Xiengkhuang Province in close proximity to the Phoengram Neua Village farm. | |
Subsequent_Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2014 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
Note 10 – Subsequent Events | |
From October 1, 2014 to November 11, 2014, Earth Gen issued to investors 100,001 shares of the Company's common stock at the offering price of $0.15 per share for an aggregate amount of $15,000. No commissions were paid. There was no agreement to register shares offered in this private placement. | |
Significant_Accounting_Policie1
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2014 | |
Significant Accounting Policies [Abstract] | ' |
Use of Estimates | ' |
Use of Estimates | |
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 at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. | |
Basic and Diluted Loss per Common Share | ' |
Basic and Diluted Loss per Common Share | |
Basic loss per share is calculated by dividing the Company's net loss applicable to common shareholders by the weighted average number of common shares during the period. Diluted loss per share is calculated by dividing the Company's net loss available to common shareholders by the diluted weighted average number of shares outstanding during the period. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. Diluted loss per share excludes all dilutive potential shares if their effect is anti-dilutive. | |
The Company has issued common stock purchase warrants and entered into convertible note; however, they are anti-dilutive given the net loss incurred for the periods presented. As a result, 5,941,667 potentially dilutive common stock equivalents (presented post-dividend and post-split) were excluded from the calculation of diluted loss per common share as of September 30, 2014. Therefore, dilutive and basic losses per common share are equal. | |
Inventory | ' |
Inventory | |
Inventory consists of raw materials consisting of castor bean seeds. Inventories are recorded at the lower of cost or market, using the first-in, first-out method. Cost is determined at the actual cost for raw materials. | |
Expenditures on growing crops are valued at the lower of cost or market and are deferred and charged to cost of sales when the related crops are harvested and sold. The deferred growing costs included in inventories in the balance sheets consist primarily of land rental cost and service costs. | |
In assessing the ultimate realization of inventories, the management makes judgments as to future demand requirements compared to current or committed inventory levels. The Company's reserve requirements generally increase or decrease with its projected demand requirements and market conditions. The Company estimates the demand requirements based on market conditions, forecasts prepared by its customers, sales contracts and orders in hand. | |
In addition, the Company estimates net realizable value based on intended use, current market value and inventory ageing analyses. The Company writes down the inventories for estimated obsolescence or unmarketable inventory equal to the difference between the cost of inventories and the estimated market value based upon assumptions about future demand and market conditions. | |
Based on the above assessment, the Company recorded an inventory reserve of $34,085 and $71,037 as of September 30, 2014 and December 31, 2013, respectively. | |
New Accounting Pronouncements | ' |
New Accounting Pronouncements | |
Accounting Standards Update No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation removes all incremental financial reporting requirements from GAAP for development stage entities, including the removal of Topic 915 from the FASB Accounting Standards Codification. For organizations defined as public business entities, for the first annual period beginning after December 15, 2014, the presentation and disclosure requirements in Topic 915 will no longer be required. The revised consolidation standards are effective one year later, in annual periods beginning after December 15, 2015. Early adoption is permitted. For other organizations, for the first annual period beginning after December 15, 2014, the presentation and disclosure requirements in Topic 915 will no longer be required. The revised consolidation standards are effective two years later, in annual periods beginning after December 15, 2016. Early adoption is permitted. The adoption of this pronouncement will not have a material impact on the Company's financial statements. | |
In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40) - Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern, which provides guidance regarding management's responsibility to assess whether substantial doubt exists regarding the ability to continue as a going concern and to provide related footnote disclosures. In connection with preparing financial statements for each annual and interim reporting period, an entity's management should evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the entity's ability to continue as a going concern within one year after the date that the financial statements are issued (or within one year after the date that the financial statements are available to be issued when applicable). This ASU is effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. We are currently evaluating the new guidance and have not determined the impact this standard may have on our condensed financial statements. | |
We do not believe there are any other recently issued standards not yet effective that will have a material impact on our financial statements when the standards become effective. | |
Inventory_Tables
Inventory (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Inventory [Abstract] | ' | ||||||||
Schedule of inventory | ' | ||||||||
Inventory consists of: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Seeds | $ | - | $ | 71,037 | |||||
Capitalized costs of growing crops | 511,270 | - | |||||||
Total inventory | $ | 511,270 | $ | 71,037 | |||||
Less: inventory reserve | (34,085 | ) | (71,037 | ) | |||||
Inventory, net | $ | 477,185 | $ | - | |||||
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 9 Months Ended | ||||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||||
Stockholders' Equity [Abstract] | ' | ||||||||||||||||||||||
Summary of the status of the Company's warrants outstanding | ' | ||||||||||||||||||||||
A summary of the status of the Company's warrants outstanding as of September 30, 2014 is presented below: | |||||||||||||||||||||||
Number of | |||||||||||||||||||||||
Shares | |||||||||||||||||||||||
Outstanding at December 31, 2013 | 8,000,000 | ||||||||||||||||||||||
Warrants granted | 202,000 | ||||||||||||||||||||||
Exercised, Forfeited, Expired | (1,000,000 | ) | |||||||||||||||||||||
Outstanding at September 30, 2014 | 7,202,000 | ||||||||||||||||||||||
Exercisable at September 30, 2014 | 7,202,000 | ||||||||||||||||||||||
Summary of information about warrants outstanding | ' | ||||||||||||||||||||||
The following table summarizes information about warrants outstanding as of September 30, 2014: | |||||||||||||||||||||||
Options and Warrants | Options and Warrants | ||||||||||||||||||||||
Outstanding | Exercisable | ||||||||||||||||||||||
Exercise Prices | Number | Weighted | Weighted | Number | Weighted | ||||||||||||||||||
Outstanding | Average | Average | Exercisable | Average | |||||||||||||||||||
Remaining | Exercise Price | Exercise Price | |||||||||||||||||||||
Contractual | |||||||||||||||||||||||
Life | |||||||||||||||||||||||
(in years) | |||||||||||||||||||||||
$ | 0.03 | 7,000,000 | 2.46 | $ | 0.03 | 7,000,000 | $ | 0.03 | |||||||||||||||
$ | 0.5 | 202,000 | 2.25 | $ | 0.5 | 202,000 | $ | 0.5 | |||||||||||||||
8,202,000 | 2.46 | $ | 0.04 | 7,202,000 | $ | 0.04 | |||||||||||||||||
Nature_of_Operations_and_Basis1
Nature of Operations and Basis of Presentation (Narrative) (Details) | Sep. 30, 2014 | Sep. 25, 2012 | Oct. 10, 2014 | Oct. 10, 2014 |
Earth Gen-Biofuel Lao Sole Co Ltd [Member] | Agreement of Share Exchange and Plan of Reorganization [Member] | Rescission Agreement [Member] | Rescission Agreement [Member] | |
EarthBlock Technologies, Inc. [Member] | Subsequent event [Member] | EarthBlock Technologies, Inc. [Member] | ||
Subsequent event [Member] | ||||
Nature of Operations and Basis of Presentation [Line Items] | ' | ' | ' | ' |
Percentage the ownership of the Company exchanged by the counterparty | ' | 100.00% | ' | ' |
Shares of common stock of the counterparty received by the company | ' | 63,666,400 | ' | ' |
Shares of common stock of the counterparty received by the company for each outstanding share | ' | 4 | ' | ' |
Common stock shares issued to participating holders of Exchange Shares | ' | ' | 50,645,600 | ' |
Additional common stock shares issued to participating holders of Exchange Shares | ' | ' | 7,030,400 | ' |
Number of shares owned by shareholder who did not become a party to the agreement | ' | ' | ' | 7,560,000 |
Ownership interest percentage | 100.00% | ' | ' | ' |
Significant_Accounting_Policie2
Significant Accounting Policies (Narrative) (Details) (USD $) | 9 Months Ended | |
Sep. 30, 2014 | Dec. 31, 2013 | |
Basic and diluted loss per common share | ' | ' |
Potentially dilutive common stock equivalents excluded from the calculation of diluted loss per common share (in shares) | 5,941,667 | ' |
Inventory | ' | ' |
Inventory reserve | $34,085 | $71,037 |
Inventory_Details
Inventory (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Inventory | ' | ' |
Seeds | ' | $71,037 |
Capitalized costs of growing crops | 511,270 | ' |
Total inventory | 511,270 | 71,037 |
Less: inventory reserve | -34,085 | -71,037 |
Inventory, net | $477,185 | ' |
Due_from_Related_Parties_Narra
Due from Related Parties (Narrative) (Details) (USD $) | 9 Months Ended | |
Sep. 30, 2014 | Dec. 31, 2013 | |
Due from Related Parties [Line Items] | ' | ' |
Net funds provided to related party | $58,058 | $56,958 |
Amount owned to related party | 45,808 | 39,335 |
EarthBlock [Member] | ' | ' |
Due from Related Parties [Line Items] | ' | ' |
Net funds provided to related party | 58,058 | 56,958 |
George Shen, CEO and shareholder [Member] | ' | ' |
Due from Related Parties [Line Items] | ' | ' |
Amount owned to related party | 45,808 | 39,335 |
Office rent under the month-to-month lease agreement | $3,360 | ' |
Loan_Payable_Narrative_Details
Loan Payable (Narrative) (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Loan Payable [Abstract] | ' | ' |
Short-term loan balance | $5,000 | $5,000 |
Convertible_Note_Narrative_Det
Convertible Note (Narrative) (Details) (USD $) | 9 Months Ended |
Sep. 30, 2014 | |
Convertible Note [Line Items] | ' |
Beneficial conversion feature recorded as a debt discount | $20,000 |
Convertible note [Member] | ' |
Convertible Note [Line Items] | ' |
Face amount | 40,000 |
Interest rate (as a percent) | 5.00% |
Conversion price (in dollars per share) | $0.10 |
Default interest rate (as a percent) | 2.00% |
Intrinsic value of the beneficial conversion feature of debt | 20,000 |
Last sale price used to calculate intrinsic value of the beneficial conversion feature of debt (in dollars per share) | $0.15 |
Beneficial conversion feature recorded as a debt discount | $20,000 |
Term of debt | '350 days |
Stockholders_Equity_Narrative_
Stockholders' Equity (Narrative) (Details) (USD $) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2014 | Dec. 31, 2013 | |
Stockholders' Equity [Abstract] | ' | ' |
Common stock, shares authorized | 690,000,000 | 690,000,000 |
Common stock, par value (in dollars per share) | $0.00 | $0.00 |
Preferred stock, shares authorized | 10,000,000 | ' |
Preferred stock, par value | $0.00 | ' |
Shares issued as stock dividend for each outstanding share | ' | 3 |
Reverse stock split ratio | 0.0004 | ' |
Stock authorized | 700,000,000 | ' |
Stock authorized before amendment to the articles of incorporation | ' | 3,000,000,000 |
Common stock, shares issued | 72,906,281 | 74,292,880 |
Common stock, shares outstanding | 72,906,281 | 74,292,880 |
Stockholders_Equity_Private_Pl
Stockholders' Equity (Private Placements of Common Stock) (Narrative) (Details) (Investors [Member], USD $) | 0 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | ||||
Sep. 30, 2014 | 15-May-14 | Mar. 08, 2014 | Apr. 29, 2014 | Mar. 16, 2014 | Apr. 08, 2014 | Feb. 01, 2014 | Mar. 05, 2014 | Jan. 17, 2014 | Sep. 15, 2014 | Jun. 30, 2014 | Mar. 09, 2014 | |
Investors [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Private placements of common stock [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares of common stock issued | 218,001 | 249,200 | 376,000 | 393,600 | 1,692,800 | 1,344,000 | 368,000 | 1,992,000 | 396,000 | 1,430,000 | 676,000 | ' |
Offering price (in dollars per share) | $0.15 | $0.08 | ' | $0.13 | $0.13 | $0.08 | $0.06 | $0.13 | $0.13 | $0.07 | $0.13 | $0.08 |
Aggregate amount of shares of common stock issued | $32,700 | $20,605 | $31,960 | $49,200 | $211,600 | $112,651 | $23,000 | $249,500 | $49,500 | $100,100 | $84,500 | ' |
Commissions paid | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | ' |
Stockholders_Equity_Restricted
Stockholders' Equity (Restricted Stock Awards Issued for Service) (Narrative) (Details) (Restricted stock awards [Member], USD $) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2014 | Dec. 31, 2013 | |
Restricted stock awards [Member] | ' | ' |
Restricted stock awards issued for services [Line Items] | ' | ' |
Awards granted to various consultants for their services | 1,699,400 | 2,825,680 |
Unrecognized compensation cost | $0 | $0 |
Stock-based compensation expense | $293,490 | $23,250 |
Stockholders_Equity_Warrants_N
Stockholders' Equity (Warrants) (Narrative) (Details) (USD $) | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 12, 2013 | Aug. 01, 2013 | Sep. 30, 2014 | Mar. 20, 2014 |
2013 private placements [Member] | 2013 private placements [Member] | 2013 private placements [Member] | January 2014 private placements [Member] | January 2014 private placements [Member] | ||
Warrants [Line Items] | ' | ' | ' | ' | ' | ' |
Warrants issued | ' | ' | 1,600,000 | 6,400,000 | ' | 202,000 |
Number of shares that can be purchased by holder of each warrant | ' | 1 | ' | ' | 1 | ' |
Exercise price of warrants (in dollars per share) | $0.04 | $0.03 | ' | ' | $0.50 | ' |
Warrants exercised | ' | 1,000,000 | ' | ' | ' | ' |
Total cash proceeds from warrants exercise | ' | $31,250 | ' | ' | ' | ' |
Stockholders_Equity_Summary_of
Stockholders' Equity (Summary of Status of Warrants Outstanding) (Details) | 9 Months Ended |
Sep. 30, 2014 | |
Number of Shares | ' |
Outstanding at the beginning of the period | 8,000,000 |
Warrants granted | 202,000 |
Exercised, Forfeited, Expired | -1,000,000 |
Outstanding at the end of the period | 7,202,000 |
Exercisable at the end of the period | 7,202,000 |
Stockholders_Equity_Summary_of1
Stockholders' Equity (Summary of Information about Warrants Outstanding) (Details) (USD $) | 9 Months Ended | |
Sep. 30, 2014 | Dec. 31, 2013 | |
Options and Warrants Outstanding | ' | ' |
Number Outstanding | 7,202,000 | 8,000,000 |
Weighted Average Remaining Contractual Life | '2 years 5 months 16 days | ' |
Weighted Average Exercise Price | $0.04 | ' |
Options and Warrants Exercisable | ' | ' |
Number Exercisable | 7,202,000 | ' |
Weighted Average Exercise Price | $0.04 | ' |
Exercise price, $0.03 | ' | ' |
Options and Warrants Outstanding | ' | ' |
Number Outstanding | 7,000,000 | ' |
Weighted Average Remaining Contractual Life | '2 years 5 months 16 days | ' |
Weighted Average Exercise Price | $0.03 | ' |
Options and Warrants Exercisable | ' | ' |
Number Exercisable | 7,000,000 | ' |
Weighted Average Exercise Price | $0.03 | ' |
Exercise price, $0.50 | ' | ' |
Options and Warrants Outstanding | ' | ' |
Number Outstanding | 202,000 | ' |
Weighted Average Remaining Contractual Life | '2 years 3 months | ' |
Weighted Average Exercise Price | $0.50 | ' |
Options and Warrants Exercisable | ' | ' |
Number Exercisable | 202,000 | ' |
Weighted Average Exercise Price | $0.50 | ' |
Commitments_and_Contingencies_
Commitments and Contingencies (Narrative) (Details) (USD $) | 9 Months Ended |
Sep. 30, 2014 | |
ha | |
Commitments and Contingencies [Abstract] | ' |
Farm land leased (in hectares) | 136 |
Term of lease | '12 years |
Renewal term of lease | '12 years |
Maximum taxes on the land which company is obligated to pay in excess of that amount are the obligation of the landowner | $1,000 |
Compensation to the landowner per metric ton of castor beans harvested | $50 |
Additional area leased | 103 |
Subsequent_Events_Narrative_De
Subsequent Events (Narrative) (Details) (Investors [Member], USD $) | 0 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 1 Months Ended | ||||
Sep. 30, 2014 | 15-May-14 | Mar. 08, 2014 | Apr. 29, 2014 | Mar. 16, 2014 | Apr. 08, 2014 | Feb. 01, 2014 | Mar. 05, 2014 | Jan. 17, 2014 | Sep. 15, 2014 | Jun. 30, 2014 | Mar. 09, 2014 | Nov. 11, 2014 | |
Subsequent event [Member] | |||||||||||||
Subsequent events [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares of common stock issued | 218,001 | 249,200 | 376,000 | 393,600 | 1,692,800 | 1,344,000 | 368,000 | 1,992,000 | 396,000 | 1,430,000 | 676,000 | ' | 100,001 |
Offering price (in dollars per share) | $0.15 | $0.08 | ' | $0.13 | $0.13 | $0.08 | $0.06 | $0.13 | $0.13 | $0.07 | $0.13 | $0.08 | $0.15 |
Aggregate amount of shares of common stock issued | $32,700 | $20,605 | $31,960 | $49,200 | $211,600 | $112,651 | $23,000 | $249,500 | $49,500 | $100,100 | $84,500 | ' | $15,000 |
Commissions paid | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | ' | $0 |