Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Apr. 14, 2016 | |
Document and Entity Information | ||
Entity Registrant Name | Earth Gen-Biofuel, Inc. | |
Entity Central Index Key | 1,614,924 | |
Document Type | 10-K | |
Document Period End Date | Dec. 31, 2015 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Smaller Reporting Company | |
Entity Public Float | $ 30,380,000 | |
Entity Common Stock, Shares Outstanding | 84,093,431 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | FY |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Current Assets | ||
Cash | $ 1,379 | $ 2,092 |
Prepaid expenses and other receivables | 4,960 | 4,808 |
Inventories, net | 389,031 | 486,994 |
Loan receivable | $ 1,100 | 1,100 |
Due from related party | 58,058 | |
Total Current Assets | $ 396,470 | 553,052 |
Property and equipment, net | 15,856 | 19,705 |
Total Assets | 412,326 | 572,757 |
Current Liabilities | ||
Accounts payable and accrued expenses | 105,701 | 87,340 |
Notes payable | 3,500 | 3,000 |
Notes payable-related party | 14,995 | 7,000 |
Convertible notes, net | 83,000 | 31,361 |
Due to officer | 19,444 | 55,641 |
Total Current Liabilities | $ 226,640 | $ 184,342 |
Commitments and contingencies | ||
Stockholders' Equity | ||
Preferred stock, $0.0001 par value, 10,000,000 shares authorized, none issued and outstanding | ||
Common stock, $0.0001 par value, 690,000,000 shares authorized, 81,256,574 and 75,080,817 shares issued and outstanding at December 31, 2015 and 2014, respectively | $ 8,126 | $ 7,508 |
Additional paid-in capital | 2,938,617 | 2,440,387 |
Accumulated deficit | (2,761,057) | (2,059,480) |
Total Stockholders' Equity | 185,686 | 388,415 |
Total Liabilities and Stockholders' Equity | $ 412,326 | $ 572,757 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 690,000,000 | 690,000,000 |
Common stock, shares issued | 81,256,574 | 75,080,817 |
Common stock, shares outstanding | 81,256,574 | 75,080,817 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Income Statement [Abstract] | ||
Revenues | ||
Operating expenses: | ||
General and administrative | $ 521,301 | $ 1,206,952 |
Inventory reserve | 115,963 | 64,320 |
Total operating expenses | 637,264 | 1,271,272 |
Loss from operations | $ (637,264) | (1,271,272) |
Other Income (Expense) | ||
Interest income | 125 | |
Interest expense | $ (56,230) | $ (12,191) |
Related party loan reserve | (58,058) | |
Other income | 49,975 | |
Total other (Expense) | (64,313) | $ (12,066) |
Loss before income taxes | $ (701,577) | $ (1,283,338) |
Provision for income taxes | ||
Net loss | $ (701,577) | $ (1,283,338) |
Net loss per common share | ||
Basic and diluted | $ (0.01) | $ (0.02) |
Weighted average common shares outstanding | ||
Basic and diluted | 77,869,245 | 73,667,299 |
STATEMENTS OF STOCKHOLDERS' EQU
STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Total |
Beginning Balance, Shares at Dec. 31, 2013 | 74,292,880 | |||
Beginning Balance, Value at Dec. 31, 2013 | $ 7,429 | $ 923,046 | $ (776,142) | $ 154,333 |
Common stock issued for cash, Shares | 10,555,070 | |||
Common stock issued for cash, Value | $ 1,056 | 1,038,574 | 1,039,630 | |
Common stock issued for services, Shares | 3,299,267 | |||
Common stock issued for services, Value | $ 330 | 414,460 | $ 414,790 | |
Common stock rescinded, Shares | (13,066,400) | |||
Common stock rescinded, Value | $ (1,307) | 1,307 | ||
Discount on convertible note | $ 63,000 | $ 63,000 | ||
Net loss | $ (1,283,338) | (1,283,338) | ||
Ending Balance, Shares at Dec. 31, 2014 | 75,080,817 | |||
Ending Balance, Value at Dec. 31, 2014 | $ 7,508 | $ 2,440,387 | $ (2,059,480) | 388,415 |
Common stock issued for cash, Shares | 3,039,357 | |||
Common stock issued for cash, Value | $ 304 | 278,296 | 278,600 | |
Common stock issued for services, Shares | 2,036,400 | |||
Common stock issued for services, Value | $ 204 | 142,344 | 142,548 | |
Common stock issued for debt conversion, Shares | 1,100,000 | |||
Common stock issued for debt conversion, Value | $ 110 | $ 77,590 | $ 77,700 | |
Discount on convertible note | ||||
Net loss | $ (701,577) | $ (701,577) | ||
Ending Balance, Shares at Dec. 31, 2015 | 81,256,574 | |||
Ending Balance, Value at Dec. 31, 2015 | $ 8,126 | $ 2,938,617 | $ (2,761,057) | $ 185,686 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Operating Activities: | ||
Net loss | $ (701,577) | $ (1,283,338) |
Adjustments to reconcile net loss to net cash used by operating activities: | ||
Depreciation expense | 3,849 | 1,933 |
Amortization of BCF debt discounts | 51,639 | 11,361 |
Inventory reserve | 115,963 | $ 64,320 |
Related party loan reserve | 58,058 | |
Stock-based compensation | 142,548 | $ 414,790 |
Changes in operating assets and liabilities: | ||
Inventory | (18,000) | (551,314) |
Prepaid expenses and other receivables | (152) | (1,514) |
Related party payables | 37,999 | 15,206 |
Accounts payable and accrued expenses | 18,360 | 65,059 |
Net cash used in operating activities | $ (291,313) | (1,263,497) |
Investing Activities: | ||
Loan advance | (1,100) | |
Purchases of property and equipment | (15,119) | |
Net cash used in investing activities | (16,219) | |
Financing Activities: | ||
Proceeds from notes payable | $ 7,000 | $ 5,000 |
Proceeds from related party note payable | 13,500 | |
Repayment to notes payable | (6,500) | |
Repayment to related party note payable | $ (2,000) | |
Proceeds from convertible note | $ 83,000 | |
Proceeds from stock issuances | $ 278,600 | 1,039,630 |
Net cash provided by financing activities | 290,600 | 1,127,630 |
Net change in cash | (713) | (152,086) |
Cash, beginning of period | 2,092 | 154,178 |
Cash, end of period | $ 1,379 | $ 2,092 |
Cash paid during the period | ||
Interest | ||
Income taxes | ||
Non-cash investing and financing activities: | ||
Common stock issued for accrued liabilities and note payable, related parties | $ 77,700 | |
Discount on convertible note | $ 63,000 |
Nature of Operations and Basis
Nature of Operations and Basis of Presentation | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations and Basis of Presentation | Note 1Nature 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 EarthBlocks 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 Gens 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 EarthBlocks common stock was revoked and trading in EarthBlocks 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 EarthBlocks 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 EarthBlocks financial statements, EarthBlocks 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 Laoss 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 | 12 Months Ended |
Dec. 31, 2015 | |
Going Concern [Abstract] | |
Going Concern | Note 2Going 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 December 31, 2015, 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 Companys future operations. These factors raise substantial doubt regarding the Companys 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 Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Note 3Significant Accounting Policies Principles of Consolidation The consolidated financial statements include the accounts of the Company and its subsidiary. All inter-company accounts and transactions have been eliminated in consolidation. 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. Fair Value Measurements The carrying amounts reported in the accompanying financial statements for current assets and current liabilities approximate the fair value because of the immediate or short-term maturities of the financial instruments. Fair value is defined as the exit price, or the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. The guidance also establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs market participants would use in valuing the asset or liability and are developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Companys assumptions about the factors market participants would use in valuing the asset or liability. The guidance establishes three levels of inputs that may be used to measure fair value: 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; and Level 3 - Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. Assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurements. The Company reviews the fair value hierarchy classification on a quarterly basis. Changes in the observability of valuation inputs may result in a reclassification of levels for certain securities within the fair value hierarchy. As of December 31, 2015, the Company's cash are considered Level 1 instruments. The Company does not have any Level 2 or 3 instruments. Basic and Diluted Loss per Common Share Basic loss per share is calculated by dividing the Companys 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 Companys 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, 4,889,286 potentially dilutive common stock equivalents (presented post-dividend and post-split) were excluded from the calculation of diluted loss per common share as of December 31, 2015. Therefore, dilutive and basic losses per common share are equal. Comprehensive Income The Company has no items that represent other comprehensive income (loss). Net loss and comprehensive loss are identical. Cash and Cash Equivalents All highly-liquid investments with a maturity of three (3) months or less are considered to be cash equivalents. 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, management makes judgments as to future demand requirements compared to current or committed inventory levels. The Companys 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 $115,963 and $64,320 as of December 31, 2015 and 2014, respectively. Property and Equipment Property and equipment are stated at cost. The Companys fixed assets are depreciated using the straight-line method over the assets' estimated useful lives. Maintenance and repairs are charged to operations as incurred. Significant renewals and betterments are capitalized. At the time of retirement or other disposition of property and equipment, the cost and accumulated depreciation are removed from the accounts and any resulting gain or loss is reflected in operations. Depreciation is computed for financial statement purposes on a straight-line basis over estimated useful lives of the related assets. The estimated useful lives of depreciable assets are: Category Estimated Useful Lives Computers and technology 2 3 years Office equipment 3 5 years Machinery 5 7 years Impairment of Long-lived Assets Long-lived assets are tested for impairment in accordance with ASC 360-10-45 Impairment or Disposal of Long-Lived Assets. The Company periodically evaluates potential impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. The Company recognizes impairment of long-lived assets in the event that the net book values of such assets exceed the future undiscounted cash flows attributable to such assets. During the reporting periods, the Company has not identified any indicators that would require testing for impairment. Revenue Recognition Revenue from sales of the Companys products is recognized upon customer acceptance, which occurs at the time of delivery to the customer, provided persuasive evidence of an arrangement exists, such as signed sales contract, the significant risks and rewards of ownership have been transferred to the buyer at the time when the products are delivered to its customers with no significant post-delivery obligation on our part, the sales price is fixed or determinable and collection is reasonably assured. The Company does not provide its customers with contractual rights of return and post-delivery discount for any of its products. When there is any significant post-delivery performance obligations exists, revenue is recognized only after such obligations are fulfilled. The Company evaluates the terms of sales agreement with its customers in order to determine whether any significant post-delivery performance obligations exist. Income Taxes The Company follows ASC 740, Income Taxes for recording the provision for income taxes. Deferred tax assets and liabilities are computed based upon the difference between the financial statement and income tax basis of assets and liabilities using the enacted marginal tax rate applicable when the related asset or liability is expected to be realized or settled. Deferred income tax expenses or benefits are based on the changes in the asset or liability each period. If available evidence suggests that it is more likely than not that some portion or all of the deferred tax assets will not be realized, a valuation allowance is required to reduce the deferred tax assets to the amount that is more likely than not to be realized. Future changes in such valuation allowance are included in the provision for deferred income taxes in the period of change. Deferred income taxes may arise from temporary differences resulting from income and expense items reported for financial accounting and tax purposes in different periods. Deferred taxes are classified as current or non-current, depending on the classification of assets and liabilities to which they relate. Deferred taxes arising from temporary differences that are not related to an asset or liability are classified as current or non-current depending on the periods in which the temporary differences are expected to reverse. In addition, the calculation of our tax liabilities involves dealing with uncertainties in the application of complex tax regulations. We recognize liabilities for uncertain tax positions based on a two-step process. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon settlement. While the Company believes it has appropriate support for the positions taken on its tax returns, the Company regularly assesses the potential outcomes of examinations by tax authorities in determining the adequacy of its provision for income taxes. The Company continually assesses the likelihood and amount of potential adjustments and adjusts the income tax provision, income taxes payable and deferred taxes in the period in which the facts that give rise to a revision become known. Stock-based Compensation The Company will account for stock options issued to employees under ASC 718 Compensation-Stock Compensation. Under ASC 718, share-based compensation cost to employees is measured at the grant date, based on the estimated fair value of the award, and is recognized as expense over the employee's requisite vesting period. The Company measures compensation expense for its non-employee stock-based compensation under ASC 505 Equity. The fair value of the option issued or committed to be issued is used to measure the transaction, as this is more reliable than the fair value of the services received. The fair value is measured at the value of the Company's common stock on the date that the commitment for performance by the counterparty has been reached or the counterparty's performance is complete. The fair value of the equity instrument is charged directly to stock-based compensation expense and credited to additional paid-in capital. |
Inventory
Inventory | 12 Months Ended |
Dec. 31, 2015 | |
Inventory Disclosure [Abstract] | |
Inventory | Inventory consists of: December 31, December 31, 2015 2014 Capitalized costs of growing crops $ 569,314 $ 551,314 Total inventory 569,314 551,314 Less: inventory reserve (180,283 ) (64,320 ) Inventory, net $ 389,031 $ 486,994 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and equipment consist of: December 31, December 31, 2015 2014 Machinery and equipment $ 11,240 $ 11,240 Automobile 7,000 7,000 Office equipment 4,216 4,216 Total 22,456 22,456 Less: accumulated depreciation (6,600 ) (2,751 ) Property and equipment, net $ 15,856 $ 19,705 For the years ended December 31, 2015 and 2014 depreciation expenses were $3,849 and $1,933, respectively. |
Due from Related Parties
Due from Related Parties | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Due from Related Parties | Note 6 Due from Related Parties The Company and EarthBlock advance each other monies in the normal course of business. During the period ended December 31, 2015, net funds provided to EarthBlock were $58,058. There have been no new advances for the year ending December 31, 2015. The advances do not have written note, do not accrued interest and are due on demand. As of December 31, 2015 and December 31, 2014, the Company owed $19,444 and $55,641 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. On June 29, 2015, the Company paid accrued service fees of $70,700 to Mr. Shen and money advanced by Mr. Shen of $7,000 with the issuance of 1,100,000 shares of the Companys restricted common stock. 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 and is now paying $3,495 per month. The Company obtained short-term loans from a company in which George Shen is also an officer and from certain shareholders for working capital purposes. Promissory note from related parties consists of: December 31, December 31, Promissory note due related party, interest at 2% per annum, default interest at additional 5%, due July 30, 2015, note is in default $ 2,000 $ 2,000 Promissory note due related party, no interest, due January 30, 2016 1,000 - Promissory note due shareholder, no interest, due September 20, 2013, note is in default 3,000 5,000 Promissory note due shareholder, no interest, default interest at additional 5%, due October 30, 2015, note is in default 2,000 - Promissory note due shareholder, no interest, due January 31, 2016 1,000 - Promissory note due shareholder, no interest, due March 15, 2016 2,500 - Payable due shareholder, no written note 3,495 - Total $ 14,995 $ 7,000 For the over-due promissory notes, there has been no demand for repayment. |
Notes Payable
Notes Payable | 12 Months Ended |
Dec. 31, 2015 | |
Notes Payable [Abstract] | |
Notes Payable | Note 7 Notes Payable The Company obtained short-term loans from an unrelated parties for working capital purposes. Note payable consists of: December 31, December 31, Promissory notes due unrelated party, interest at 2% per annum, default interest at additional 5%, due July 30, 2015 $ - $ 3,000 Promissory notes due unrelated party, no interest, default interest at additional 5%, due October 30, 2015 3,500 - Total $ 3,500 $ 3,000 |
Convertible Note
Convertible Note | 12 Months Ended |
Dec. 31, 2015 | |
Notes Payable, Current [Abstract] | |
Convertible Note | Note 8 Convertible Note On December 15, 2014, the Company issued a $7,000 convertible note. The convertible note bears interest at 2% per annum, due July 30, 2015, convertible into common stock of the Company anytime after June 20, 2015 at a conversion price of $0.07 per share. If the outstanding balance of the convertible note is not paid when due, the default interest is 5% 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. Note is in default, there has been no demand for repayment. On October 29, 2014, the Company issued a $36,000 convertible note. The convertible note bears interest at 5% per annum, due December 15, 2015, convertible into common stock of the Company anytime after May 15, 2015 at a conversion price of $0.07 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. Note is in default, there has been no demand for repayment. On September 30, 2014, the Company issued a $40,000 convertible note. The convertible note bears interest at 5% per annum, due September 15, 2015, convertible into common stock of the Company anytime 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. Note is in default, there has been no demand for repayment. The Company calculated $63,000 for the intrinsic value of the beneficial conversion feature (BCF) of the convertible notes (based on the last sale price of $0.15 per share) and recorded the $63,000 BCF as a debt discount and as an addition to additional paid-in capital on effective date of the notes. The debt discount is being amortized to interest expense over the term of the note. As of December 31, 2015, the BCF has been fully amortized. For the years ended December 31, 2015 and 2014, $51,639 and $11,361 of BCF debt discount was amortized to interest expense. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Stockholders' Equity | Note 9Stockholders Equity At December 31, 2015, 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 Companys 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 December 31, 2015, 81,256,574 shares were issued and outstanding. As a result of above stock split and reverse split, at December 31, 2014, 75,080,817 shares were issued and outstanding after adjusted for the stock split and reverse split. Private Placements of Common Stock From January 1, 2015 to December 31, 2015, Earth Gen issued to investors 3,039,357 shares of its common stock at the offering price of $0.07 to $0.15 per share for an aggregate amount of $278,600. No commissions were paid. There was no agreement to register shares offered in this private placement. The securities described above were issued to investors in reliance upon the exemption from registration requirements of the Securities Act, as set forth in Section 4(2) under the Securities Act and Regulation D promulgated thereunder relating to transactions by an issuer not involving any public offering. No commissions were paid and no agreements to register shares were offered in the private placements. All Purchasers of shares described above represented to us in connection with their purchase that they were accredited investors and were acquiring the shares for their own account for investment purposes only and not with a view to, or for sale in connection with, any distribution thereof. The purchasers received written disclosures that the securities had not been registered under the Securities Act and that any resale must be made pursuant to a registration statement or an available exemption from such registration. 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 the years ended December 31, 2015 and 2014, the Company granted 2,036,400 and 3,299,267 RSAs to various consultants for their services provided to the Company. As of December 31, 2015 and 2014, all RSAs are vested and there was no unrecognized compensation cost related to RSAs. For the years ended December 31, 2015 and 2014, stock-based compensation expense was $142,548 and $ 414,790, 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 December 31, 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. In connection with the April 2015 private placement, the Company issued warrants to purchase 3,000,000 shares of Earth Gen common stock on April 26, 2015. Each warrant entitles the holder to purchase one (1) share of Earth Gen common stock at $0.07 per share starting on May 1, 2015 and ending on December 15, 2015. In connection with the April 2015 private placement, the Company issued warrants to purchase 6,000,000 shares of Earth Gen common stock on April 26, 2015. Each warrant entitles the holder to purchase one (1) share of Earth Gen common stock at $0.07 per share starting on May 1, 2015 and ending on March 31, 2016. In connection with a consulting agreement, the Company issued warrants to purchase 300,000 shares of Earth Gen common stock on December 12, 2015 as compensation to the consultant. Each warrant entitles the holder to purchase one (1) share of Earth Gen common stock at $0.07 per share starting on April 30, 2016 and ending on December 15, 2017. The fair value of warrants granted was calculated using the Black-Scholes model and amortized over the vesting period. At December 31, 2015, unrecognized stock-based consulting expense was $18,518. 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 Companys warrants outstanding as of December 31, 2015 is presented below: Number of Outstanding at December 31, 2014 7,202,000 Granted 9,300,000 Expired (3,000,000 ) Outstanding at December 31, 2015 13,502,000 Exercisable at December 31, 2015 13,202,000 The following table summarizes information about warrants outstanding as of December 31 Options and Warrants Options and Warrants Exercise Prices Number Weighted Weighted Number Weighted $ 0.03 7,000,000 0.96 $ 0.03 7,000,000 $ 0.03 $ 0.50 202,000 0.75 $ 0.50 202,000 $ 0.50 $ 0.07 6,300,000 0.33 $ 0.07 6,000,000 $ 0.07 13,502,000 0.66 $ 0.06 13,202,000 $ 0.06 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2015 | |
Income Taxes | |
Income Taxes | Note 10Income Taxes The Company is subject to taxation in the United States. As of December 31, 2015, the Company had Federal net tax operating loss carry forwards of approximately $2,638,679 available to offset future taxable income. The carry forwards expire in varying amounts through 2034. Significant components of the Companys deferred tax assets as of December 31, 2015 and 2014 are listed below: December 31, December 31, 2015 2014 Deferred tax assets: Net operating loss carry-forwards $ 238,536 $ 436,335 Total deferred tax assets 238,536 436,335 Less: valuation allowance (238,536) (436,335 ) Net deferred tax assets $ - $ - A valuation allowance of $238,536 and $436,335 for the years ended December 31, 2015 and 2014, respectively, was recognized to offset the net deferred tax assets, as realization of such assets is uncertain. A reconciliation of incomes taxes using the statutory income tax rate, compared to the effective rate, is as follows: Year Ended December 31, 2015 2014 Federal tax benefit at the expected statutory rate 34 % 34 % Change in valuation allowance -34 % -34 % Effective rate - - Uncertain Tax Positions Interest associated with unrecognized tax benefits are classified as income tax and penalties are classified in general and administrative expenses in the consolidated statements of operations. For the years ended December 31, 2015 and 2014, the Company had no unrecognized tax benefits and related interest and penalties expenses. Currently, the Company is not subject to examination by major tax jurisdictions. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 11Commitments 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 Peoples 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 | 12 Months Ended |
Dec. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 12 Subsequent Events From January 1, 2016 through March 31, 2016, the Company obtained cash proceeds of $15,000 from January 1, 2016 to March 31, 2016 for the purchase of 150,000 shares of restricted common stock at a price of $0.10 per share. Of the shares purchase 50,000 shares were issued and 100,000 shares were pending issue as of March 31, 2016. During the period January 1, 2016 through March 31, 2016 the Company granted 186,857 RSAs to various consultants for their services provided to the Company and valued at $18,686. As of March 31, 2016, all RSAs are vested. The value of the shares issued was based on the fair value of the stock at the time of it was issued or agreed upon value of services rendered. On March 16, 2016 Earth Gen formed a Nevada corporation, Earth-Eco Agriculture Inc. a company formed to complete the purchase of farming rights in Laos. On March 16, 2016, Earth-Eco Agriculture Inc. purchase the rights to all products derived from a Laos farm whose owner is a US citizen. The farm covers nearly twenty-seven acres and has approximately 9,000 Aguilaria trees, which are cultivated to produce Agarwood. The purchase agreement called for Earth Gen to issue 2,500,000 shares of restricted common stock in exchange for owing 100% of Earth-Eco Agriculture. Earth Eco Agriculture will in turn issue those shares to Seller for of the rights for 70% of all agarwood production from the farm for a period of 40 year from the date of the agreement. The seller will also receive a deferred payment of $100,000 due at the time Earth-Eco obtains $300,000 in equity financing or $100,000 from the profits of operations. If the $100,000 is not available from these two sources then starting in January of 2017 Earth Eco will be obligated to pay the Seller $5,000 per month. At this time it is not anticipated that sales of any products will be made in 2016, however it is anticipated that funding will be provided to Earth Eco direct investments in Earth-Eco to support operations. On March 22, 2016 the Company entered into a promissory Note for a loan of $22,985 with an affiliate of the Company. The note bears no interest and is due November 30, 2016 with a one hundred day extension. |
Significant Accounting Polici19
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company and its subsidiary. All inter-company accounts and transactions have been eliminated in consolidation. |
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. |
Fair Value Measurements | Fair Value Measurements The carrying amounts reported in the accompanying financial statements for current assets and current liabilities approximate the fair value because of the immediate or short-term maturities of the financial instruments. Fair value is defined as the exit price, or the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. The guidance also establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs market participants would use in valuing the asset or liability and are developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Companys assumptions about the factors market participants would use in valuing the asset or liability. The guidance establishes three levels of inputs that may be used to measure fair value: 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; and Level 3 - Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. Assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurements. The Company reviews the fair value hierarchy classification on a quarterly basis. Changes in the observability of valuation inputs may result in a reclassification of levels for certain securities within the fair value hierarchy. As of December 31, 2015, the Company's cash are considered Level 1 instruments. The Company does not have any Level 2 or 3 instruments. |
Basic and Diluted Loss per Common Share | Basic and Diluted Loss per Common Share Basic loss per share is calculated by dividing the Companys 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 Companys 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, 4,889,286 potentially dilutive common stock equivalents (presented post-dividend and post-split) were excluded from the calculation of diluted loss per common share as of December 31, 2015. Therefore, dilutive and basic losses per common share are equal. |
Comprehensive Income | Comprehensive Income The Company has no items that represent other comprehensive income (loss). Net loss and comprehensive loss are identical. |
Cash and Cash Equivalents | Cash and Cash Equivalents All highly-liquid investments with a maturity of three (3) months or less are considered to be cash equivalents. |
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, management makes judgments as to future demand requirements compared to current or committed inventory levels. The Companys 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 $115,963 and $64,320 as of December 31, 2015 and 2014, respectively. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost. The Companys fixed assets are depreciated using the straight-line method over the assets' estimated useful lives. Maintenance and repairs are charged to operations as incurred. Significant renewals and betterments are capitalized. At the time of retirement or other disposition of property and equipment, the cost and accumulated depreciation are removed from the accounts and any resulting gain or loss is reflected in operations. Depreciation is computed for financial statement purposes on a straight-line basis over estimated useful lives of the related assets. The estimated useful lives of depreciable assets are: Category Estimated Useful Lives Computers and technology 2 3 years Office equipment 3 5 years Machinery 5 7 years |
Impairment of Long-lived Assets | Impairment of Long-lived Assets Long-lived assets are tested for impairment in accordance with ASC 360-10-45 Impairment or Disposal of Long-Lived Assets. The Company periodically evaluates potential impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. The Company recognizes impairment of long-lived assets in the event that the net book values of such assets exceed the future undiscounted cash flows attributable to such assets. During the reporting periods, the Company has not identified any indicators that would require testing for impairment. |
Revenue Recognition | Revenue Recognition Revenue from sales of the Companys products is recognized upon customer acceptance, which occurs at the time of delivery to the customer, provided persuasive evidence of an arrangement exists, such as signed sales contract, the significant risks and rewards of ownership have been transferred to the buyer at the time when the products are delivered to its customers with no significant post-delivery obligation on our part, the sales price is fixed or determinable and collection is reasonably assured. The Company does not provide its customers with contractual rights of return and post-delivery discount for any of its products. When there is any significant post-delivery performance obligations exists, revenue is recognized only after such obligations are fulfilled. The Company evaluates the terms of sales agreement with its customers in order to determine whether any significant post-delivery performance obligations exist. |
Income Taxes | Income Taxes The Company follows ASC 740, Income Taxes for recording the provision for income taxes. Deferred tax assets and liabilities are computed based upon the difference between the financial statement and income tax basis of assets and liabilities using the enacted marginal tax rate applicable when the related asset or liability is expected to be realized or settled. Deferred income tax expenses or benefits are based on the changes in the asset or liability each period. If available evidence suggests that it is more likely than not that some portion or all of the deferred tax assets will not be realized, a valuation allowance is required to reduce the deferred tax assets to the amount that is more likely than not to be realized. Future changes in such valuation allowance are included in the provision for deferred income taxes in the period of change. Deferred income taxes may arise from temporary differences resulting from income and expense items reported for financial accounting and tax purposes in different periods. Deferred taxes are classified as current or non-current, depending on the classification of assets and liabilities to which they relate. Deferred taxes arising from temporary differences that are not related to an asset or liability are classified as current or non-current depending on the periods in which the temporary differences are expected to reverse. In addition, the calculation of our tax liabilities involves dealing with uncertainties in the application of complex tax regulations. We recognize liabilities for uncertain tax positions based on a two-step process. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon settlement. While the Company believes it has appropriate support for the positions taken on its tax returns, the Company regularly assesses the potential outcomes of examinations by tax authorities in determining the adequacy of its provision for income taxes. The Company continually assesses the likelihood and amount of potential adjustments and adjusts the income tax provision, income taxes payable and deferred taxes in the period in which the facts that give rise to a revision become known. |
Stock-based Compensation | Stock-based Compensation The Company will account for stock options issued to employees under ASC 718 Compensation-Stock Compensation. Under ASC 718, share-based compensation cost to employees is measured at the grant date, based on the estimated fair value of the award, and is recognized as expense over the employee's requisite vesting period. The Company measures compensation expense for its non-employee stock-based compensation under ASC 505 Equity. The fair value of the option issued or committed to be issued is used to measure the transaction, as this is more reliable than the fair value of the services received. The fair value is measured at the value of the Company's common stock on the date that the commitment for performance by the counterparty has been reached or the counterparty's performance is complete. The fair value of the equity instrument is charged directly to stock-based compensation expense and credited to additional paid-in capital. |
Significant Accounting Polici20
Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Significant Accounting Policies Tables | |
Schedule of estimated useful lives | Category Estimated Useful Lives Computers and technology 2 3 years Office equipment 3 5 years Machinery 5 7 years |
Inventory (Tables)
Inventory (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Inventory Disclosure [Abstract] | |
Schedule of inventory | December 31, December 31, 2015 2014 Capitalized costs of growing crops $ 569,314 $ 551,314 Total inventory 569,314 551,314 Less: inventory reserve (180,283 ) (64,320 ) Inventory, net $ 389,031 $ 486,994 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and equipment | December 31, December 31, 2015 2014 Machinery and equipment $ 11,240 $ 11,240 Automobile 7,000 7,000 Office equipment 4,216 4,216 Total 22,456 22,456 Less: accumulated depreciation (6,600 ) (2,751 ) Property and equipment, net $ 15,856 $ 19,705 |
Due from Related Parties (Table
Due from Related Parties (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Promissory note from related parties | December 31, December 31, Promissory note due related party, interest at 2% per annum, default interest at additional 5%, due July 30, 2015, note is in default $ 2,000 $ 2,000 Promissory note due related party, no interest, due January 30, 2016 1,000 - Promissory note due shareholder, no interest, due September 20, 2013, note is in default 3,000 5,000 Promissory note due shareholder, no interest, default interest at additional 5%, due October 30, 2015, note is in default 2,000 - Promissory note due shareholder, no interest, due January 31, 2016 1,000 - Promissory note due shareholder, no interest, due March 15, 2016 2,500 - Payable due shareholder, no written note 3,495 - Total $ 14,995 $ 7,000 |
Notes Payable (Tables)
Notes Payable (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Notes Payable Tables | |
Schedule of Note payable | December 31, December 31, Promissory notes due unrelated party, interest at 2% per annum, default interest at additional 5%, due July 30, 2015 $ - $ 3,000 Promissory notes due unrelated party, no interest, default interest at additional 5%, due October 30, 2015 3,500 - Total $ 3,500 $ 3,000 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Summary of the status of the Company's warrants outstanding | Number of Outstanding at December 31, 2014 7,202,000 Granted 9,300,000 Expired (3,000,000 ) Outstanding at December 31, 2015 13,502,000 Exercisable at December 31, 2015 13,202,000 |
Summary of information about warrants outstanding | Options and Warrants Options and Warrants Exercise Prices Number Weighted Weighted Number Weighted $ 0.03 7,000,000 0.96 $ 0.03 7,000,000 $ 0.03 $ 0.50 202,000 0.75 $ 0.50 202,000 $ 0.50 $ 0.07 6,300,000 0.33 $ 0.07 6,000,000 $ 0.07 13,502,000 0.66 $ 0.06 13,202,000 $ 0.06 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Taxes | |
Deferred tax assets | December 31, December 31, 2015 2014 Deferred tax assets: Net operating loss carry-forwards $ 238,536 $ 436,335 Total deferred tax assets 238,536 436,335 Less: valuation allowance (238,536 ) (436,335 ) Net deferred tax assets $ - $ - |
Statutory income tax rate | Year Ended December 31, 2015 2014 Federal tax benefit at the expected statutory rate 34 % 34 % Change in valuation allowance -34 % -34 % Effective rate - - |
Nature of Operations and Basi27
Nature of Operations and Basis of Presentation (Narrative) (Details) - shares | Oct. 10, 2014 | Sep. 25, 2012 | Mar. 31, 2014 |
EarthBlock Technologies Inc [Member] | Agreement of Share Exchange and Plan of Reorganization [Member] | |||
NatureOfOperationsAndBasisOfPresentationLineItems [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 | ||
Common stock shares hold by non participating holders of Exchange Shares | 7,560,000 | ||
EarthGen Biofuel Lao Sole Co Ltd [Member] | |||
NatureOfOperationsAndBasisOfPresentationLineItems [Line Items] | |||
Ownership interest percentage | 100.00% |
Significant Accounting Polici28
Significant Accounting Policies (Estimated Useful Lives) (Details) | 12 Months Ended |
Dec. 31, 2015 | |
Computers and technology [Member] | Minimum [Member] | |
Estimated Useful Lives | 2 years |
Computers and technology [Member] | Maximum [Member] | |
Estimated Useful Lives | 3 years |
Office equipment [Member] | Minimum [Member] | |
Estimated Useful Lives | 2 years |
Office equipment [Member] | Maximum [Member] | |
Estimated Useful Lives | 5 years |
Machinery [Member] | Minimum [Member] | |
Estimated Useful Lives | 5 years |
Machinery [Member] | Maximum [Member] | |
Estimated Useful Lives | 7 years |
Significant Accounting Polici29
Significant Accounting Policies (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Basic and Diluted Loss per Common Share | ||
Potentially dilutive common stock equivalents excluded from the calculation of diluted loss per common share (in shares) | 4,889,286 | |
Inventory | ||
Inventory reserve | $ 180,283 | $ 64,320 |
Inventory (Details)
Inventory (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Inventory | ||
Capitalized costs of growing crops | $ 569,314 | $ 551,314 |
Total inventory | 569,314 | 551,314 |
Less: inventory reserve | (180,283) | (64,320) |
Inventory, net | $ 389,031 | $ 486,994 |
Property and Equipment (Propert
Property and Equipment (Property and equipment) (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Property, Plant and Equipment [Abstract] | ||
Machinery and equipment | $ 11,240 | $ 11,240 |
Automobile | 7,000 | 7,000 |
Office equipment | 4,216 | 4,216 |
Total | 22,456 | 22,456 |
Less: accumulated depreciation | (6,600) | (2,751) |
Property and equipment, net | $ 15,856 | $ 19,705 |
Property and Equipment (Narrati
Property and Equipment (Narrative) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expenses | $ 3,849 | $ 1,933 |
Due from Related Parties (Detai
Due from Related Parties (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Related Party Transaction [Line Items] | ||
Promissory note from related parties, Total | $ 14,995 | $ 7,000 |
Promissory note July 30, 2015 [Member] | ||
Related Party Transaction [Line Items] | ||
Promissory note from related parties, Total | 2,000 | $ 2,000 |
Promissory note January 30, 2016 [Member] | ||
Related Party Transaction [Line Items] | ||
Promissory note from related parties, Total | 1,000 | |
Promissory note September 20, 2013 [Member] | ||
Related Party Transaction [Line Items] | ||
Promissory note from related parties, Total | 3,000 | $ 5,000 |
Promissory note October 30, 2015 [Member] | ||
Related Party Transaction [Line Items] | ||
Promissory note from related parties, Total | 2,000 | |
Promissory note January 31, 2016 [Member] | ||
Related Party Transaction [Line Items] | ||
Promissory note from related parties, Total | 1,000 | |
Promissory note March 15, 2016 [Member] | ||
Related Party Transaction [Line Items] | ||
Promissory note from related parties, Total | 2,500 | |
Payable due shareholder, no written note [Member] | ||
Related Party Transaction [Line Items] | ||
Promissory note from related parties, Total | $ 3,495 |
Due from Related Parties (Narra
Due from Related Parties (Narrative) (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |
Jun. 29, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Related Party Transaction [Line Items] | |||
Net funds provided to related party | $ 58,058 | ||
Amount owned to related party | $ 19,444 | 55,641 | |
George Shen [Member] | |||
Related Party Transaction [Line Items] | |||
Amount owned to related party | 19,444 | $ 55,641 | |
Payment of accrued service fees | $ 70,700 | ||
Advance to related party | $ 7,000 | ||
Issuance of restricted stock | 1,100,000 | ||
Office rent under the month-to-month lease agreement | 3,495 | ||
EarthBlock Technologies Inc [Member] | |||
Related Party Transaction [Line Items] | |||
Net funds provided to related party | $ 58,058 | ||
Promissory note July 30, 2015 [Member] | |||
Related Party Transaction [Line Items] | |||
Promissory note interest rate | 2.00% | ||
Promissory note interest rate default | 5.00% | ||
Promissory note interest rate due | July 30, 2015 | ||
Promissory note October 30, 2015 [Member] | |||
Related Party Transaction [Line Items] | |||
Promissory note interest rate default | 5.00% | ||
Promissory note interest rate due | October 30, 2015 |
Notes Payable (Short-term loans
Notes Payable (Short-term loans) (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Total | $ 3,500 | $ 3,000 |
Promissory notes due to unrelated parties interest [Member] | ||
Total | $ 3,000 | |
Promissory notes due to unrelated parties no interest [Member] | ||
Total | $ 3,500 |
Notes Payable (Narrative) (Deta
Notes Payable (Narrative) (Details) | 12 Months Ended |
Dec. 31, 2015 | |
Promissory notes due to unrelated parties interest [Member] | |
Interest rate | 2.00% |
Interest rate default | 5.00% |
Debt maturity date | Jul. 30, 2015 |
Promissory notes due to unrelated parties no interest [Member] | |
Interest rate | 0.00% |
Interest rate default | 5.00% |
Debt maturity date | Oct. 30, 2015 |
Convertible Note (Narrative) (D
Convertible Note (Narrative) (Details) - USD ($) | Dec. 31, 2014 | Dec. 15, 2014 | Oct. 29, 2014 | Dec. 31, 2015 | Dec. 31, 2014 |
Short-term Debt [Line Items] | |||||
Beneficial conversion feature of debt | $ 51,639 | $ 11,361 | |||
Convertible Notes Payable [Member] | |||||
Short-term Debt [Line Items] | |||||
Face amount | $ 40,000 | $ 7,000 | $ 36,000 | $ 40,000 | |
Interest rate (as a percent) | 5.00% | 2.00% | 5.00% | 5.00% | |
Debt maturity date | Sep. 15, 2015 | Jul. 30, 2015 | Dec. 15, 2015 | ||
Conversion price (in dollars per share) | $ 0.10 | $ 0.07 | $ 0.07 | $ 0.10 | |
Default interest rate (as a percent) | 2.00% | 5.00% | 2.00% | 2.00% | |
Beneficial conversion feature of debt | $ 63,000 | ||||
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 | $ 63,000 |
Stockholders' Equity (Summary o
Stockholders' Equity (Summary of Status of Warrants Outstanding) (Details) | 12 Months Ended |
Dec. 31, 2015shares | |
Number of Shares | |
Outstanding at December 31, 2014 | 7,202,000 |
Granted | 9,300,000 |
Expired | (3,000,000) |
Outstanding at December 31, 2015 | 13,502,000 |
Exercisable at December 31, 2015 | 13,202,000 |
Stockholders' Equity (Summary39
Stockholders' Equity (Summary of Information about Warrants Outstanding) (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Options and Warrants Outstanding | ||
Number Outstanding | 13,502,000 | 7,202,000 |
Weighted Average Remaining Contractual Life | 7 months 28 days | |
Weighted Average Exercise Price | $ 0.06 | |
Options and Warrants Exercisable | ||
Number Exercisable | 13,202,000 | |
Weighted Average Exercise Price | $ 0.06 | |
Exercise Price One [Member] | ||
Options and Warrants Outstanding | ||
Number Outstanding | 7,000,000 | |
Weighted Average Remaining Contractual Life | 11 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 Two [Member] | ||
Options and Warrants Outstanding | ||
Number Outstanding | 202,000 | |
Weighted Average Remaining Contractual Life | 9 months | |
Weighted Average Exercise Price | $ 0.50 | |
Options and Warrants Exercisable | ||
Number Exercisable | 202,000 | |
Weighted Average Exercise Price | $ 0.50 | |
Exercise Price Three [Member] | ||
Options and Warrants Outstanding | ||
Number Outstanding | 6,300,000 | |
Weighted Average Remaining Contractual Life | 3 months 29 days | |
Weighted Average Exercise Price | $ 0.07 | |
Options and Warrants Exercisable | ||
Number Exercisable | 6,000,000 | |
Weighted Average Exercise Price | $ 0.07 |
Stockholders' Equity (Narrative
Stockholders' Equity (Narrative) (Details) - $ / shares | 1 Months Ended | ||
Mar. 27, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Common stock, shares authorized | 690,000,000 | 690,000,000 | |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | |
Preferred stock, par value | $ 0.0001 | $ 0.0001 | |
Reverse stock split ratio | 1-for-25 | ||
Stock authorized | 700,000,000 | ||
Stock authorized before amendment to the articles of incorporation | 3,000,000,000 | ||
Common stock, shares issued | 81,256,574 | 75,080,817 | |
Common stock, shares outstanding | 81,256,574 | 75,080,817 | |
Preferred Stock [Member] | |||
Stock authorized | 10,000,000 | ||
Common Stock [Member] | |||
Stock authorized | 690,000,000 |
Stockholders' Equity (Private P
Stockholders' Equity (Private Placements of Common Stock) (Narrative) (Details) | 12 Months Ended |
Dec. 31, 2015USD ($)$ / sharesshares | |
Class of Stock [Line Items] | |
Offering price (in dollars per share) | $ 0.10 |
Investor [Member] | |
Class of Stock [Line Items] | |
Shares of common stock issued | shares | 3,039,357 |
Aggregate amount of shares of common stock issued | $ | $ 278,600 |
Minimum [Member] | Investor [Member] | |
Class of Stock [Line Items] | |
Offering price (in dollars per share) | $ 0.07 |
Maximum [Member] | Investor [Member] | |
Class of Stock [Line Items] | |
Offering price (in dollars per share) | $ 0.15 |
Stockholders' Equity (Restricte
Stockholders' Equity (Restricted Stock Awards Issued for Service) (Narrative) (Details) - Restricted Stock [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Class of Stock [Line Items] | ||
Awards granted to various consultants for their services | 2,036,400 | 3,299,267 |
Unrecognized compensation cost | ||
Stock-based compensation expense | $ 142,548 | $ 414,790 |
Stockholders' Equity (Warrants)
Stockholders' Equity (Warrants) (Narrative) (Details) - USD ($) | 12 Months Ended | |||||||
Dec. 31, 2014 | Dec. 31, 2015 | Dec. 12, 2015 | Apr. 26, 2015 | Apr. 26, 2014 | Mar. 20, 2014 | Sep. 12, 2013 | Aug. 01, 2013 | |
Class of Warrant or Right [Line Items] | ||||||||
Exercise price of warrants (in dollars per share) | $ 0.06 | |||||||
Consulting Agreement [Member] | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Warrants issued | 300,000 | |||||||
Number of shares that can be purchased by holder of each warrant | 1 | |||||||
Exercise price of warrants (in dollars per share) | $ 0.07 | |||||||
Unrecognized stock-based consulting expense | $ 18,518 | |||||||
Warrant 2013 Private Placements [Member] | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Warrants issued | 1,600,000 | 6,400,000 | ||||||
Number of shares that can be purchased by holder of each warrant | 1 | |||||||
Exercise price of warrants (in dollars per share) | $ 0.03 | $ 0.03 | $ 0.03 | |||||
Warrants exercised | 1,000,000 | |||||||
Total cash proceeds from warrants exercise | $ 31,250 | |||||||
Exercise Price One [Member] | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Exercise price of warrants (in dollars per share) | 0.03 | |||||||
Exercise Price Two [Member] | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Exercise price of warrants (in dollars per share) | 0.50 | |||||||
Exercise Price Three [Member] | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Exercise price of warrants (in dollars per share) | $ 0.07 | |||||||
Warrant April 2015 private placement [Member] | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Warrants issued | 3,000,000 | |||||||
Number of shares that can be purchased by holder of each warrant | 1 | |||||||
Exercise price of warrants (in dollars per share) | $ 0.07 | |||||||
Warrant April 2015 private placement [Member] | Transaction One [Member] | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Warrants issued | 6,000,000 | |||||||
Number of shares that can be purchased by holder of each warrant | 1 | |||||||
Exercise price of warrants (in dollars per share) | $ 0.07 | |||||||
Warrant January 2014 Private Placements [Member] | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Warrants issued | 202,000 | |||||||
Number of shares that can be purchased by holder of each warrant | 1 | |||||||
Exercise price of warrants (in dollars per share) | $ 0.50 |
Income Taxes (Deferred tax asse
Income Taxes (Deferred tax assets) (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Deferred tax assets: | ||
Net operating loss carry-forwards | $ 238,536 | $ 436,335 |
Total deferred tax assets | 238,536 | 436,335 |
Less: valuation allowance | (238,536) | (436,335) |
Net deferred tax assets | $ 0 | $ 0 |
Income Taxes (Reconciliation of
Income Taxes (Reconciliation of incomes taxes using the statutory income tax rate) (Details) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | ||
Federal tax benefit at the expected statutory rate | 34.00% | 34.00% |
Change in valuation allowance | (34.00%) | (34.00%) |
Effective rate | 0.00% | 0.00% |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | ||
Federal net tax operating loss carry forwards | $ 1,995,160 | $ 2,638,679 |
Federal net tax operating loss carry forwards expiration date | Dec. 31, 2034 | |
Valuation allowance | $ 436,335 | $ 238,536 |
Commitments and Contingencies (
Commitments and Contingencies (Narrative) (Details) | 1 Months Ended | |
Mar. 31, 2014$ / Mg | Mar. 10, 2014USD ($)ha | |
Commitments and Contingencies Disclosure [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 | $ / Mg | 50 | |
Additional area leased | 103 | |
Compensation to the landowner per metric ton of castor beans harvested due days | 90 days |
Subsequent Events (Narrative) (
Subsequent Events (Narrative) (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Subsequent Event [Line Items] | |||
Proceeds from issuance of restricted common stock | $ 278,600 | $ 1,039,630 | |
Offering price (in dollars per share) | $ 0.10 | ||
Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Proceeds from issuance of restricted common stock | $ 150,000 | ||
Shares of common stock issued | 15,000 | ||
Shares of common stock issued for services | 50,000 | ||
Issued pending shares | 100,000 | ||
Subsequent Event [Member] | Consulting Agreement [Member] | |||
Subsequent Event [Line Items] | |||
Shares of common stock issued | 186,857 | ||
Shares of common stock issued for services | 18,686 | ||
Deferred payment, Description | The seller will also receive a deferred payment of $100,000 due at the time Earth-Eco obtains $300,000 in equity financing or $100,000 from the profits of operations. If the $100,000 is not available from these two sources then starting in January of 2017 Earth Eco will be obligated to pay the Seller $5,000 per month. | ||
Promissory Note | $ 22,985 |