Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Mar. 30, 2016 | Jun. 30, 2015 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | OPTILEAF, INC. | ||
Entity Central Index Key | 1,628,228 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2015 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,015 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 0 | ||
Entity Common Stock, Shares Outstanding | 20,210,419 |
Balance Sheets
Balance Sheets - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Current Assets: | ||
Cash and equivalents | $ 504,971 | $ 653,937 |
Prepaid expenses | 1,144 | |
Total current assets | 506,115 | $ 653,937 |
Computer equipment, net | 6,165 | 10,471 |
Other Assets | ||
Security deposit | 1,144 | 1,144 |
Total other assets | 1,144 | 1,144 |
Total assets | 513,424 | 665,552 |
Liabilities | ||
Accounts payable and accrued expenses | 10,997 | 731 |
Total current liabilities | 10,997 | 731 |
Stockholders' Equity: | ||
Common stock, no par value; 100,000,000 shares authorized, 20,210,419 shares issued and outstanding | $ 711,000 | 711,000 |
Subscriptions receivable | (6,000) | |
Accumulated Deficit | $ (208,573) | (40,179) |
Total stockholders' equity | 502,427 | 664,821 |
Total liabilities and stockholders' equity | $ 513,424 | $ 665,552 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2015 | Dec. 31, 2014 | Nov. 30, 2014 | Oct. 31, 2014 | Sep. 30, 2014 | Aug. 31, 2014 |
Statement of Financial Position [Abstract] | ||||||
Common stock, par share | $ 0.15 | $ 0.15 | $ 0.00775 | $ 0.15 | ||
Common stock, shares authorized | 100,000,000 | 100,000,000 | ||||
Common stock, shares issued | 20,210,419 | 20,210,419 | 786,667 | 1,566,667 | 15,477,084 | 500,001 |
Common stock, shares outstanding | 20,210,419 | 20,210,419 |
Statements of Operations
Statements of Operations - USD ($) | 5 Months Ended | 12 Months Ended |
Dec. 31, 2014 | Dec. 31, 2015 | |
Income Statement [Abstract] | ||
Product sales, net | ||
Cost of goods sold | ||
Gross income | ||
Expenses: | ||
Professional fees | $ 30,393 | $ 27,667 |
Payroll | 99,769 | |
Rent | $ 5,596 | 13,728 |
Supplies | 2,175 | 2,808 |
Travel | $ 69 | 1,530 |
Research and Development | 11,417 | |
Other | $ 2,015 | 11,965 |
Total Expenses | 40,248 | 168,884 |
Net loss before other income and expenses and provision for income taxes | (40,248) | (168,884) |
Other income and (expenses) | ||
Interest income | 69 | 490 |
Net loss before provision for income taxes | $ (40,179) | $ (168,394) |
Provision for income taxes | ||
Net loss | $ (401,179) | $ (168,394) |
Basic and diluted loss per share | $ 0 | $ (0.01) |
Basic and diluted weighted average number of shares outstanding | 15,294,991 | 20,210,419 |
Statements of Stockholders' Equ
Statements of Stockholders' Equity - USD ($) | Total | Common Stock [Member] | Subscriptions Receivable [Member] | Deficit Accumulated [Member] |
Begining balance at Aug. 10, 2014 | ||||
Begining balance, shares at Aug. 10, 2014 | ||||
Issuance of common shares for cash at $0.15 per share | $ 7,500 | $ 75,000 | ||
Issuance of common shares for cash at $0.15 per share, shares | 500,001 | |||
Issuance of common shares for cash at $0.00775 per share | 120,000 | $ 120,000 | ||
Issuance of common shares for cash at $0.00775 per share, shares | 15,447,084 | |||
Issuance of common shares for cash at $0.15 per share | 126,000 | $ 126,000 | ||
Issuance of common shares for cash at $0.15 per share, shares | 840,000 | |||
Issuance of common shares for cash at $0.15 per share | 235,000 | $ 235,000 | ||
Issuance of common shares for cash at $0.15 per share, shares | 1,566,667 | |||
Issuance of common shares for cash at $0.15 per share | 118,000 | $ 118,000 | ||
Issuance of common shares for cash at $0.15 per share, shares | 786,667 | |||
Issuance of common shares for cash at $0.005 per share | 5,000 | $ 5,000 | ||
Issuance of common shares for cash at $0.005 per share, shares | 1,000,000 | |||
Issuance of common shares for cash at $0.005 per share | 32,000 | $ 32,000 | ||
Issuance of common shares for cash at $0.005 per share. shares | 40,000 | |||
Subscriptions receivable | (6,000) | $ (6,000) | ||
Net loss | (401,179) | $ (401,179) | ||
Ending balance at Dec. 31, 2014 | 664,821 | $ 711,000 | (6,000) | $ (40,179) |
Ending balance, shares at Dec. 31, 2014 | 20,210,419 | |||
Subscriptions receivable | 6,000 | $ 6,000 | ||
Net loss | (168,394) | $ (168,394) | ||
Ending balance at Dec. 31, 2015 | $ 502,427 | $ 711,000 | $ (208,573) | |
Ending balance, shares at Dec. 31, 2015 | 20,210,419 |
Statements of Stockholders' Eq6
Statements of Stockholders' Equity (Parenthetical) | 5 Months Ended |
Dec. 31, 2014$ / shares | |
Statement of Stockholders' Equity [Abstract] | |
Shares issued price per share one | $ 0.15 |
Shares issued price per share two | 0.00775 |
Shares issued price per share three | 0.15 |
Shares issued price per share four | 0.15 |
Shares issued price per share five | 0.15 |
Shares issued price per share six | 0.005 |
Shares issued price per share seven | $ 0.005 |
Statement of Cash Flows
Statement of Cash Flows - USD ($) | 5 Months Ended | 12 Months Ended |
Dec. 31, 2014 | Dec. 31, 2015 | |
Cash flows from operating activities: | ||
Net loss | $ (401,179) | $ (168,394) |
Adjustments to reconcile net loss to net cash used by operating activities: | ||
Depreciation expense | $ 44 | 4,306 |
Increase (decrease) in: | ||
Prepaid expenses | $ (1,144) | |
Security deposit | $ (1,144) | |
Accounts payable and accrued expenses | 731 | $ 10,266 |
Net cash used by operating activities | (40,548) | $ (154,966) |
Cash flows from investing activities: | ||
Purchase of equipment | (10,515) | |
Net cash used by investing activities | (10,515) | |
Cash flows from financing activities: | ||
Common stock | $ 705,000 | |
Settlement of stock subscription receivable | $ 6,000 | |
Net cash provided by financing activities | $ 705,000 | 6,000 |
Net (decrease) increase in cash | $ 653,937 | (148,966) |
Cash at beginning of period | 653,937 | |
Cash at end of period | $ 653,937 | $ 504,971 |
Cash paid during the period for: | ||
Interest | ||
Income taxes |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
Summary of Significant Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Note 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Organization OptiLeaf Incorporated ("OptiLeaf" or the "Company") was incorporated in Florida in August 2014. The Company has been in the development stage since inception and has not generated any sales to date. The Company plans to develop, market and sell integrated software and hardware to the agriculture industry for the seamless tracking and management of growth, task automation and sale of their clients' products. Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. Cash equivalents consisted of money market funds. At December 31, 2015, the Company had cash equivalents of approximately $504,971. 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 amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. Property and Equipment Property and equipment are stated at cost. Depreciation is provided over the estimated useful lives (3 years) of the related assets using the straight line depreciation method. Maintenance and repairs are charged to operations when incurred. Betterments and improvements are capitalized. When property and equipment are sold or otherwise disposed of, the asset account and related accumulated depreciation account are reduced, and any gain or loss is included in operations. Revenue Recognition In general, the Company will record revenue when persuasive evidence of an arrangement exists, services have been rendered or product delivery has occurred, the sales price to the customer is fixed or determinable, and collectability is reasonably assured. The following policies reflect specific criteria for the various revenues streams of the Company: Revenue will be recognized at the time the product is delivered or services are performed. Provision for sales returns will be estimated based on the Company's historical return experience. Revenue will be presented net of returns. Research and Development The cost of research and development are charged to expense when incurred. Net Loss Per Common Share Basic net (loss) income per common share is calculated using the weighted average common shares outstanding during each reporting period. Diluted net (loss) income per common share adjusts the weighted average common shares for the potential dilution that could occur if common stock equivalents (convertible debt and preferred stock, warrants, stock options and restricted stock shares and units) were exercised or converted into common stock. There were no common stock equivalents at December 31, 2015 and 2014. Income Taxes Deferred income taxes are recognized for the tax consequences related to temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for tax purposes at each year end, based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. A valuation allowance is recognized when, based on the weight of all available evidence, it is considered more likely than not that all, or some portion, of the deferred tax assets will not be realized. Income tax expense is the sum of current income tax plus the change in deferred tax assets and liabilities. ASC 740, Income Taxes, requires a company to first determine whether it is more likely than not (which is defined as a likelihood of more than fifty percent) that a tax position will be sustained based on its technical merits as of the reporting date, assuming that taxing authorities will examine the position and have full knowledge of all relevant information. A tax position that meets this more likely than not threshold is then measured and recognized at the largest amount of benefit that is greater than fifty percent likely to be realized upon effective settlement with a taxing authority. The Federal and state income tax returns of the Company for 2015 and 2014 are subject to examination by the internal Revenue Service and state taxing authorities for three (3) years from the date filed. Stock-Based Compensation The Company accounts for equity instruments issued to employees in accordance with ASC 718, Compensation - Stock Compensation. ASC 718 requires all share-based compensation payments to be recognized in the financial statements based on the fair value using an option pricing model. ASC 718 requires forfeitures to be estimated at the time of grant and revised in subsequent periods if actual forfeitures differ from initial estimates. Equity instruments granted to non-employees are accounted for in accordance with ASC 505, Equity. The final measurement date for the fair value of equity instruments with performance criteria is the date that each performance commitment for such equity instrument is satisfied or there is a significant disincentive for non-performance. Fair Value of Financial Instruments Pursuant to ASC No. 820, "Fair Value Measurement and Disclosures", the Company is required to estimate the fair value of all financial instruments included on its balance sheet as of December 31, 2015 and 2014. The Company's financial instruments consist of accounts payable and accrued expenses. The Company considers the carrying value of such amounts in the financial statements to approximate their fair value due to the short-term nature of these financial instruments. Recent Pronouncements Recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company's present or future financial statements. |
Computer Equipment (Net)
Computer Equipment (Net) | 12 Months Ended |
Dec. 31, 2015 | |
Computer Equipment (Net) [Abstract] | |
COMPUTER EQUIPMENT (NET) | Note 2. COMPUTER EQUIPMENT (NET) Equipment is recorded at cost and consisted of the following at December 31, 2015 and 2014: 2015 2014 Computer equipment $ 10,514 10,515 Less: accumulated depreciation (4,349 ) (44 ) $ 6,165 10,476 Depreciation expense was $4,306 and $44 for the years ended December 31, 2015 and 2014. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2015 | |
Stockholders' Equity [Abstract] | |
STOCKHOLDERS' EQUITY | Note 3. STOCKHOLDERS' EQUITY The Company has authorized 100,000,000 shares of no par value common stock. At December 31, 2015, the number of shares of common stock issued and outstanding was 20,210,419. In August 2014, the Company issued 500,001 shares of common stock at $0.15 per share. In September 2014, the Company issued 15,477,084 shares of common stock at $0.00775 per share. In September 2014, the Company issued 840,000 shares of common stock at $0.15 per share. In October 2014, the Company issued 1,566,667 shares of common stock at $0.15 per share. In November 2014, the Company issued 786,667 shares of common stock at $0.15 per share. In December 2014, the Company issued 1,000,000 shares of common stock at $0.005 per share. In December 2014, the Company issued 40,000 shares of common stock at $0.80 per share. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies [Abstract] | |
COMMITMENTS AND CONTINGENCIES | Note 4. COMMITMENTS AND CONTINGENCIES The Company leases its offices pursuant to an agreement that terminates in August 2016. The agreement requires the Company to make monthly minimum lease payments $1,144 plus its pro rata share of operating expenses. Rent expense for 2015 and 2014 was $13,728 and $5,596, respectively. At December 31, 2015, future minimum lease payments were $9,152. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2015 | |
Income Taxes [Abstract] | |
INCOME TAXES | Note 5. INCOME TAXES The provision for income taxes differs from the amount computed by applying the statutory federal income tax rate to income before provision for income taxes. The sources and tax effects of the differences are as follows: 2015 2014 Income tax provision at the federal statutory rate 15 % 15 % Effect of operating losses (15 )% (15 )% 0 % 0 % As of Decemer 31, 2015, the Company has a net operating loss carryforward of approximately $211,450 for Federal and state purposes. This loss will be available to offset future taxable income. If not used, this carryforward will begin to expire in 2034. The deferred tax asset relating to the operating loss carryforward has been fully reserved at December 31, 2015. The principal difference between the operating loss for income tax purposes and reporting purposes is disallowed meals and entertainment and a temporary difference in depreciation expense. |
Going Concern
Going Concern | 12 Months Ended |
Dec. 31, 2015 | |
Going Concern [Abstract] | |
Going Concern | Note 6. Going Concern The Company's financial statements are presented on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company has experienced a loss from operations during its development stage as a result of its investment necessary to achieve its operating plan, which is long-range in nature. For the period from August 11, 2014 (inception) to December 31, 2015, the Company incurred a net loss of approximately $208,573. In addition, the Company has no revenue generating operations. The Company currently believes it has sufficient cash to sustain itself for the next 12 months, and management believes that the funds currently on hand will be sufficient for management to execute its plan of operations and to continue as a going concern. |
Summary of Significant Accoun14
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Summary of Significant Accounting Policies [Abstract] | |
Organization | Organization OptiLeaf Incorporated ("OptiLeaf" or the "Company") was incorporated in Florida in August 2014. The Company has been in the development stage since inception and has not generated any sales to date. The Company plans to develop, market and sell integrated software and hardware to the agriculture industry for the seamless tracking and management of growth, task automation and sale of their clients' products. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. Cash equivalents consisted of money market funds. At December 31, 2015, the Company had cash equivalents of approximately $504,971. |
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 amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost. Depreciation is provided over the estimated useful lives (3 years) of the related assets using the straight line depreciation method. Maintenance and repairs are charged to operations when incurred. Betterments and improvements are capitalized. When property and equipment are sold or otherwise disposed of, the asset account and related accumulated depreciation account are reduced, and any gain or loss is included in operations. |
Revenue Recognition | Revenue Recognition In general, the Company will record revenue when persuasive evidence of an arrangement exists, services have been rendered or product delivery has occurred, the sales price to the customer is fixed or determinable, and collectability is reasonably assured. The following policies reflect specific criteria for the various revenues streams of the Company: Revenue will be recognized at the time the product is delivered or services are performed. Provision for sales returns will be estimated based on the Company's historical return experience. Revenue will be presented net of returns. |
Research and Development | Research and Development The cost of research and development are charged to expense when incurred. |
Net Loss Per Common Share | Net Loss Per Common Share Basic net (loss) income per common share is calculated using the weighted average common shares outstanding during each reporting period. Diluted net (loss) income per common share adjusts the weighted average common shares for the potential dilution that could occur if common stock equivalents (convertible debt and preferred stock, warrants, stock options and restricted stock shares and units) were exercised or converted into common stock. There were no common stock equivalents at December 31, 2015 and 2014. |
Income Taxes | Income Taxes Deferred income taxes are recognized for the tax consequences related to temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for tax purposes at each year end, based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. A valuation allowance is recognized when, based on the weight of all available evidence, it is considered more likely than not that all, or some portion, of the deferred tax assets will not be realized. Income tax expense is the sum of current income tax plus the change in deferred tax assets and liabilities. ASC 740, Income Taxes, requires a company to first determine whether it is more likely than not (which is defined as a likelihood of more than fifty percent) that a tax position will be sustained based on its technical merits as of the reporting date, assuming that taxing authorities will examine the position and have full knowledge of all relevant information. A tax position that meets this more likely than not threshold is then measured and recognized at the largest amount of benefit that is greater than fifty percent likely to be realized upon effective settlement with a taxing authority. The Federal and state income tax returns of the Company for 2015 and 2014 are subject to examination by the internal Revenue Service and state taxing authorities for three (3) years from the date filed. |
Stock-Based Compensation | tock-Based Compensation The Company accounts for equity instruments issued to employees in accordance with ASC 718, Compensation - Stock Compensation. ASC 718 requires all share-based compensation payments to be recognized in the financial statements based on the fair value using an option pricing model. ASC 718 requires forfeitures to be estimated at the time of grant and revised in subsequent periods if actual forfeitures differ from initial estimates. Equity instruments granted to non-employees are accounted for in accordance with ASC 505, Equity. The final measurement date for the fair value of equity instruments with performance criteria is the date that each performance commitment for such equity instrument is satisfied or there is a significant disincentive for non-performance. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Pursuant to ASC No. 820, "Fair Value Measurement and Disclosures", the Company is required to estimate the fair value of all financial instruments included on its balance sheet as of December 31, 2015 and 2014. The Company's financial instruments consist of accounts payable and accrued expenses. The Company considers the carrying value of such amounts in the financial statements to approximate their fair value due to the short-term nature of these financial instruments. |
Recent Pronouncements | Recent Pronouncements Recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company's present or future financial statements. |
Computer Equipment (Net) (Table
Computer Equipment (Net) (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Computer Equipment (Net) [Abstract] | |
Schedule of computer equipment, net | 2015 2014 Computer equipment $ 10,514 10,515 Less: accumulated depreciation (4,349 ) (44 ) $ 6,165 10,476 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Taxes [Abstract] | |
Schedule of reconciliation between statutory tax rate and effective tax rate | 2015 2014 Income tax provision at the federal statutory rate 15 % 15 % Effect of operating losses (15 )% (15 )% 0 % 0 % |
Summary of Significant Accoun17
Summary of Significant Accounting Policies (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Aug. 10, 2014 | Dec. 31, 2013 | |
Summary of Significant Accounting Policies (Textual) | ||||
Cash equivalents | $ 504,971 | $ 653,937 | ||
Property and equipment, Estimated useful lives | 3 years |
Computer Equipment (Net) (Detai
Computer Equipment (Net) (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Schedule of computer equipment, net | ||
Less: accumulated depreciation | $ (4,349) | $ (44) |
Computer Equipment (Net) | 6,165 | 10,471 |
Computer equipment [Member] | ||
Schedule of computer equipment, net | ||
Computer equipment (Gross) | $ 10,514 | $ 10,515 |
Computer Equipment (Net) (Det19
Computer Equipment (Net) (Details Textual) - USD ($) | 5 Months Ended | 12 Months Ended |
Dec. 31, 2014 | Dec. 31, 2015 | |
Computer Equipment (Net) (Textual) | ||
Depreciation expense | $ 44 | $ 4,306 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - $ / shares | Dec. 31, 2015 | Dec. 31, 2014 | Nov. 30, 2014 | Oct. 31, 2014 | Sep. 30, 2014 | Aug. 31, 2014 |
Stockholders' Equity (Textual) | ||||||
Common stock, shares authorized | 100,000,000 | 100,000,000 | ||||
Common stock, shares issued | 20,210,419 | 20,210,419 | 786,667 | 1,566,667 | 15,477,084 | 500,001 |
Common stock, shares outstanding | 20,210,419 | 20,210,419 | ||||
Common stock, par share | $ 0.15 | $ 0.15 | $ 0.00775 | $ 0.15 | ||
Common Stock [Member] | ||||||
Stockholders' Equity (Textual) | ||||||
Common stock, shares issued | 40,000 | 840,000 | ||||
Common stock, par share | $ 0.80 | $ 0.15 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) | 5 Months Ended | 12 Months Ended |
Dec. 31, 2014 | Dec. 31, 2015 | |
Commitments and Contingencies (Textual) | ||
Leases terminate date | Aug. 31, 2016 | |
Monthly minimum lease payments | $ 1,144 | |
Rent expenses | $ 5,596 | 13,728 |
Future minimum lease payments | $ 9,152 |
Income Taxes (Details)
Income Taxes (Details) | 5 Months Ended | 12 Months Ended |
Dec. 31, 2014 | Dec. 31, 2015 | |
Schedule of reconciliation between statutory tax rate and effective tax rate | ||
Income tax provision at the federal statutory rate | 15.00% | 15.00% |
Effect of operating losses | (15.00%) | (15.00%) |
Effective tax rate | 0.00% | 0.00% |
Income Taxes (Details 1)
Income Taxes (Details 1) | 12 Months Ended |
Dec. 31, 2015USD ($) | |
Income Taxes (Textual) | |
Net operating loss carryforward | $ 211,450 |
Operating loss carryforwards, Expiration | Dec. 31, 2034 |
Going Concern (Details)
Going Concern (Details) | 17 Months Ended |
Dec. 31, 2015USD ($) | |
Going Concern (Textual) | |
Net loss | $ 208,573 |