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Document and Entity Information

v2.4.0.8
Document and Entity Information
6 Months Ended
Jun. 30, 2015
Aug. 15, 2015
Document And Entity Information [Abstract]    
Entity Registrant Name Textmunication Holdings, Inc.  
Entity Central Index Key 0000897078  
Document Type 10-Q  
Document Period End Date Jun. 30, 2015  
Amendment Flag false  
Current Fiscal Year End Date --12-31  
Entity Filer Category Smaller Reporting Company  
Entity Common Stock, Shares Outstanding   410,875,191
Trading Symbol FSTW  
Document Fiscal Period Focus Q2  
Document Fiscal Year Focus 2015  

Consolidated Balance Sheets (Unaudited)

v2.4.0.8
Consolidated Balance Sheets (Unaudited) (USD $)
Jun. 30, 2015
Dec. 31, 2014
Current assets    
Cash and cash equivalents $ 9,235 $ 4,797
Receivables 3,402 4,169
Due from related party 3,864 3,864
Total current assets 16,501 12,830
Fixed Assets, net 1,395 1,755
Total assets 17,896 14,585
Current liabilities    
Accounts payable and accrued liabilities 168,950 249,534
Due to related parties 11,750 11,750
Loans payable 8,299 8,631
Convertible notes payable, net of discount 208,445 132,518
Derivative liability 271,343   
Total current liabilities 668,787 402,433
Convertible notes payable, net of discount - Long term 2,359   
Total liabilities 671,146 402,433
Stockholders' deficit    
Preferred stock, 10,000,000 shares authorized, $0.0001 par value,4,000,000 issued and outstanding 400   
Common stock; $0.0001 par value; 750,000,000 shares authorized;78,237,130 and 77,437,130 shares issued and outstanding as of June 30, 2015 and December 31, 2014, respectively. 7,824 7,734
Additional paid-in capital 280,572 227,000
Accumulated deficit (942,046) (622,582)
Total stockholders' deficit (653,250) (387,848)
Total liabilities and stockholders' deficit $ 17,896 $ 14,585

Consolidated Balance Sheets (Unaudited) (Parenthetical)

v2.4.0.8
Consolidated Balance Sheets (Unaudited) (Parenthetical) (USD $)
Jun. 30, 2015
Dec. 31, 2014
Statement of Financial Position [Abstract]    
Preferred stock, par value $ 0.0001 $ 0.0001
Preferred stock, shares authorized 10,000,000 10,000,000
Preferred stock, shares issued 4,000,000 4,000,000
Preferred stock, shares outstanding 4,000,000 4,000,000
Common stock, par value $ 0.0001 $ 0.0001
Common stock, shares authorized 750,000,000 750,000,000
Common stock, shares issued 78,237,130 77,437,130
Common stock, shares outstanding 78,237,130 77,437,130

Consolidated Statements of Operations (Unaudited)

v2.4.0.8
Consolidated Statements of Operations (Unaudited) (USD $)
3 Months Ended 6 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Jun. 30, 2015
Jun. 30, 2014
Income Statement [Abstract]        
Revenues $ 74,345 $ 72,439 $ 156,623 $ 182,307
Cost of revenues 18,806 18,364 27,696 50,811
Gross Profit 55,539 54,075 128,927 131,496
Operating expenses        
General and administrative expenses 155,200 73,109 253,059 187,124
Total operating expenses 155,200 73,109 253,059 187,124
Loss from operations (99,661) (19,034) (124,132) (55,628)
Other expense        
Interest expense (13,682) (8,225) (20,141) (16,025)
Loss on change of derivitive liability (128,945)    (128,945)   
Amortization of debt discount (36,704) (28,363) (46,246) (51,679)
Factoring expense          (3,133)
Total other expense (179,331) (36,588) (195,332) (70,837)
Net loss $ (278,992) $ (55,622) $ (319,464) $ (126,465)
Basic weighted average common shares outstanding 77,520,646 67,082,130 77,479,119 67,082,130
Net loss per common share: basic and diluted $ 0 $ 0 $ 0 $ 0

Consolidated Statements of Cash Flows (Unaudited)

v2.4.0.8
Consolidated Statements of Cash Flows (Unaudited) (USD $)
6 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Cash Flows from Operating Activities    
Net loss $ (319,464) $ (126,465)
Adjustments to reconcile net loss to net cash provided by operating activities:    
Amortization of debt discount 46,246 51,679
Loss on derivative liability 128,945   
Share based compensation 48,000 6,113
Depreciation 360 109
Changes in assets and liabilities    
Receivables 767 (3,906)
Prepaid expenses    1,265
Accounts payable and accrued expenses (80,584) 9,548
Net cash from operating activities (175,730) (61,657)
Purchase of fixed assets    (2,178)
Net cash used in investing activities    (2,178)
Cash Flows from Financing Activities    
Proceeds from loans payable 25,328 25,158
Payments on loans payable (25,660) (1,112)
Proceeds from convertible notes payable 200,500 45,000
Payments on convertible notes payable (20,000)   
Net cash from financing activities 180,168 69,046
Net increase in cash 4,438 5,211
Cash, beginning of period 4,797 1,416
Cash, end of period 9,235 6,627
Supplemental disclosure of cash flow information    
Cash paid for interest 2,691   
Cash paid for tax      
Non-Cash investing and financing transactions    
Recognition of derivative debt discount 163,460   
Conversion of convertible notes payable 5,000   
Settlement of stock payable 20,000   
Settlement of derivative liability $ 5,608   

Basis of Presentation and Going Concern

v2.4.0.8
Basis of Presentation and Going Concern
6 Months Ended
Jun. 30, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Basis of Presentation and Going Concern

NOTE 1 – BASIS OF PRESENTATION AND GOING CONCERN

 

Basis of Presentation

 

The accompanying unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s most recent Annual Financial Statements filed with the SEC on Form 10-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim period presented have been reflected herein. The results of operations for the interim period are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosures contained in the audited financial statements for the most recent fiscal period, as reported in the Form 10-K, have been omitted.

 

Going concern

 

These consolidated financial statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. As of June 30, 2015, the Company has an accumulated deficit of $942,046. The company’s ability to continue as a going concern is contingent upon the successful completion of additional financing arrangements and its ability to achieve and maintain profitable operations. While the Company is expanding its best efforts to achieve the above plans, there is no assurance that any such activity will generate funds that will be available for operations. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. These consolidated financial statements do not include any adjustments that might arise from this uncertainty.

 

Reclassifications

 

Certain reclassifications have been made to the prior year’s financial statements to conform to the current year’s presentation. These reclassifications had no effect on previously reported results of operations. The Company reclassified liabilities due to debt holders from loans payable to accounts payable and accrued liabilities. The Company also reclassified certain liabilities from convertible notes payable to due to related parties.

Summary of Significant Accounting Policies

v2.4.0.8
Summary of Significant Accounting Policies
6 Months Ended
Jun. 30, 2015
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Cash

 

The Company considers all highly liquid instruments purchased with a maturity of three months or less to be cash equivalents.

 

The Company minimizes its credit risk associated with cash by periodically evaluating the credit quality of its primary financial institution. The balance at times may exceed federally insured limits. At December 31, 2014 no cash balances exceeded the federally insured limit.

 

Accounts receivable and allowance for doubtful accounts

 

Accounts receivable are stated at the amount management expects to collect. The Company generally does not require collateral to support customer receivables. The Company provides an allowance for doubtful accounts based upon a review of the outstanding accounts receivable, historical collection information and existing economic conditions. As of June 30, 2015 and December 31, 2014 the allowance for doubtful accounts was $0 and bad debt expense of $0, respectively.

 

Revenue Recognition

 

We recognize revenue in accordance with Accounting Standards Codification, or (“ASC”), 605, Revenue Recognition. We recognize revenue when all of the following conditions are satisfied: (1) there is persuasive evidence of an arrangement; (2) the service has been provided to the customer; (3) the amount of fees to be paid by the customer is fixed or determinable; and (4) the collection of our fees is reasonably assured.

 

Thus, we recognize subscription revenue on a monthly basis, as services are provided. Customers are billed for the subscription on a monthly, quarterly, semi-annual or annual basis, at the customer’s option.

 

Fair Value of Financial Instruments

 

The carrying amounts reflected in the balance sheets for cash, accounts payable and accrued expenses approximate the respective fair values due to the short maturities of these items.

 

As required by the Fair Value Measurements and Disclosures Topic of the FASB ASC, fair value is measured based on a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: (Level 1) observable inputs such as quoted prices in active markets; (Level 2) inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and (Level 3) unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.

 

The three levels of the fair value hierarchy are described below:

 

Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

 

Level 2: Quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability;

 

Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity).

 

The fair value of the accounts receivable, accounts payable, notes payable are considered short term in nature and therefore their value is considered fair value.

 

Net income (loss) per Common Share

 

Basic net income (loss) per share is computed by dividing the net loss attributable to the common stockholders by the weighted average number of shares of common stock outstanding during the period. Fully diluted loss per share is computed similar to basic loss per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive.

 

Property and equipment

 

Property and equipment are stated at cost, less accumulated depreciation provided on the straight-line method over the estimated useful lives of the assets, which range from three to seven years. Expenditures for renewals or betterments are capitalized, and repairs and maintenance are charged to expense as incurred the cost and accumulated depreciation of assets sold or otherwise disposed of are removed from the accounts, and any gain or loss thereon is reflected in operations.

  

Recent Accounting Pronouncements

 

No new accounting pronouncements issued or effective during the fiscal year has had or is expected to have a material impact on the financial statements.

Accounts Receivable and Factoring Agreement

v2.4.0.8
Accounts Receivable and Factoring Agreement
6 Months Ended
Jun. 30, 2015
Receivables [Abstract]  
Accounts Receivable and Factoring Agreement

Note 3 – ACCOUNTS RECEIVABLE AND FACTORING AGREEMENT

 

In the ordinary course of business, the Company may utilize accounts receivable-credit card factoring agreements with third-party financing company in order to accelerate its cash collections from product sales. In addition, these agreements provide the Company with the ability to limit credit exposure to potential bad debts, to better manage costs related to collections as well as to enable customers to extend their credit terms. These agreements involve the ownership transfer of eligible trade accounts receivable, without recourse or discount, to a third party financial institution in exchange for cash.

 

The Company accounts for these transactions in accordance with ASC 860, “Transfers and Servicing” (“ASC 860”). ASC 860 allows for the ownership transfer of accounts receivable to qualify for sale treatment when the appropriate criteria is met, which permits the Company to present the balances sold under the program to be excluded from Accounts receivable, net on the Consolidated Balance Sheet. Receivables are considered sold when (i) they are transferred beyond the reach of the Company and its creditors, (ii) the purchaser has the right to pledge or exchange the receivables, and (iii) the Company has surrendered control over the transferred receivables. In addition, the Company provides no other forms of continued financial support to the purchaser of the receivables once the receivables are sold.

Related Party Transactions

v2.4.0.8
Related Party Transactions
6 Months Ended
Jun. 30, 2015
Related Party Transactions [Abstract]  
Related Party Transactions

NOTE 4 – RELATED PARTY TRANSACTIONS

 

During the year ended December 31, 2014, the Company received advances from a related party. The loans are due on demand and have no interest. Amounts outstanding as of June 30, 2015 and December 31, 2014 was approximately $11,750 and $11,750, respectively.

 

During the year ended December 31, 2014, the Company advanced funds to certain related parties. The loans are due on demand and have no interest. Amounts outstanding as of June 30, 2015 and December 31, 2014 was approximately $3,864 and $3,864, respectively.

Loans Payable

v2.4.0.8
Loans Payable
6 Months Ended
Jun. 30, 2015
Payables and Accruals [Abstract]  
Loans Payable

Note 5 – LOANS PAYABLE

 

As of June 30, 2015, the Company has short term notes payable of $8,299 and $8,631, respectively. During the six months ended June 30, 2015, the Company received proceeds of $25,328 and made payments of $25,328 from certain short term loan payable with interest rates ranging from 10%-23%. Interest recorded on the notes for the six months ended June 30, 2015 and 2014 was $2,691 and $0, respectively.

Convertible Note Payable

v2.4.0.8
Convertible Note Payable
6 Months Ended
Jun. 30, 2015
Debt Disclosure [Abstract]  
Convertible Note Payable

NOTE 6 – CONVERTIBLE NOTE PAYABLE

 

Convertible notes payable consists of the following as of June 30, 2015 and December 31, 2014.

 

Description   June 30, 2015   December 31, 2014
In connection with the SEA, the Company assumed three convertible promissory notes for an aggregate of $13,670, net of debt discount. The notes mature on September 14, 2014 and accrue interest at a rate of 12% per annum. The note principal is convertible at a price of $.00382 per share. At issuance the fair market value of the Company’s common stock was $.013 per share. The conversion feature of the note is considered beneficial to the investor due to the conversion price for the convertible note being lower than the fair market value of the common stock on the date the note was issued. The beneficial conversion feature was recorded at the debt’s inception as a discount of the debt of $76,429 and is being amortized over the lives of the convertible debt. Amortization of debt discount during the three months ended June 30, 2015 and 2014 was $0 and $0, respectively and the unamortized discount at June 30, 2015 and December 31, 2014 was $0 and $0, respectively. Interest expense recorded on the convertible notes for the three months ended June 30, 2015 and 2014 was $420 and $0, respectively.                
                 
One of the holders of the convertible promissory notes with a principal value of $25,476, entered into note purchase and assignment agreements whereby half of the principal of the note was assigned to two separate note holders. The original note was substituted and replaced by two amended and restated 12% convertible promissory notes with restated principal amounts of $12,738 each. All other terms of the original note remain in effect.   $ 42,048     $ 42,048  
                 
In connection with the SEA, the Company assumed a convertible note for an aggregate of $36,363, net of debt discount. The note matures on November 7, 2014 and interest accrues at a rate of 20% per annum. The note principal is convertible into common stock at the rate of $.001 per share or 50 million shares of the Company’s common stock but such conversion can only take effect upon default of the note. The note is secured by 59,400,000 shares of the Company’s common stock. In conjunction with the note the Company issued 750,000 shares of restricted common stock and 1,000,000 common stock purchase warrants exercisable for twelve months at $.10 per warrant for one share of Company common stock.     30,000       50,000  
                 
The relative fair value of the common stock and warrants at the debt’s inception of $6,884 and $9,121, respectively were recorded as a discount to the debt and are being amortized to debt discount over the life of the debt. The fair value of the warrants was calculated using the Black-Scholes option pricing model with the following assumptions: expected life of 1.0 years; volatility of 606.16%; no dividend yield; and a risk free interest rate of 0.11%. Amortization of debt discount during the three months ended June 30, 2015 and 2014 was $2,869 and $0, respectively and the unamortized discount at June 30, 2015 and December 31, 2014 was $2,208 and $5,077, respectively. Interest expense recorded on the convertible note for the three months ended June 30, 2015 and 2014 was $2,466 and $0, respectively.                
                 
On November 17, 2013, the Company issued a $10,000 convertible promissory note. The note matures on May 17, 2015 and accrues interest at a rate of 12% per annum. The note principal and interest are convertible at a price of $.10 per share. In conjunction with the note, the Company issued 100,000 common stock purchase warrants exercisable for twelve months at a price of $.125 per share. The relative fair value of the warrants at inception of $1,297 was recorded as a discount to the debt and is being amortized to debt discount over the life of the debt. The fair value of the warrants was calculated using the Black-Scholes option pricing model with the following assumptions: expected life of 1.0 years; volatility of 608.68%; no dividend yield; and a risk free interest rate of 0.13%.                
                 
Amortization of debt discount during the three months ended June 30, 2015 and 2014 was $432 and $0, respectively and the unamortized discount at June 30, 2015 and December 31, 2014 was $112 and $544, respectively. Interest expense recorded on the convertible note for the three months ended June 30, 2015 and 2014 was $296 and $0, respectively.     10,000       10,000  

 

On January 20, 2014, the Company issued a $5,000 convertible promissory note. The note matures on August 1, 2015 and accrues interest at a rate of 6% per annum. The note principal and interest are convertible at a price of $.10 per share. In conjunction with the note, the Company issued 50,000 common stock purchase warrants exercisable for twelve months at a price of $.125 per share. The relative fair value of the warrants at inception of $651 was recorded as a discount to the debt and is being amortized to debt discount over the life of the debt. The fair value of the warrants was calculated using the Black-Scholes option pricing model with the following assumptions: expected life of 1.0 years; volatility of 588.26%; no dividend yield; and a risk free interest rate of 0.11%. On April 24, 2015, the note was settled through the issuance of a $25,000 convertible note payable.                
                 
Amortization of debt discount during the three months ended June 30, 2015 and 2014 was $313 and $0, respectively and the unamortized discount at June 30, 2015 and December 31, 2014 was $43 and $0, respectively. Interest expense recorded on the convertible note for the three months ended June 30, 2015 and 2014 was $74 and $0, respectively.     -       5,000  
                 
On February 13, 2014, the Company issued two $5,000 convertible promissory notes. The notes mature on May 31, 2015 and accrue interest at a rate of 12% per annum. The note principal and interest are convertible at a price of $.10 per share. In conjunction with the notes, the Company issued 100,000 common stock purchase warrants exercisable for twelve months at a price of $.125 per share. The relative fair value of the warrants at inception of $3,324 was recorded as a discount to the debt and is being amortized to debt discount over the life of the debt. The fair value of the warrants was calculated using the Black-Scholes option pricing model with the following assumptions: expected life of 1.0 years; volatility of 600.29%; no dividend yield; and a risk free interest rate of 0.12%.                
                 
Amortization of debt discount during the three months ended June 30, 2015 and 2014 was $1,282 and $0, respectively and the unamortized discount at June 30, 2015 and December 31, 2014 was $430 and $1,712, respectively. Interest expense recorded on the convertible notes for the three months ended June 30, 2015 and 2014 was $296 and $0, respectively.     10,000       10,000  
                 
On March 10, 2014, the Company issued a $10,000 convertible promissory note. The note matures on December 10, 2015 and accrues interest at a rate of 12% per annum. The note principal and interest are convertible at a price of $.10 per share. In conjunction with the notes, the Company issued 100,000 common stock purchase warrants exercisable for twelve months at a price of $.125 per share. The relative fair value of the warrants at inception of $3,324 was recorded as a discount to the debt and is being amortized to debt discount over the life of the debt. The fair value of the warrants was calculated using the Black-Scholes option pricing model with the following assumptions: expected life of 1.0 years; volatility of 600.26%; no dividend yield; and a risk free interest rate of 0.12%.                
                 
Amortization of debt discount during the three months ended June 30, 2015 and 2014 was $945 and $0, respectively and the unamortized discount at June 30, 2015 and December 31, 2014 was $1,319 and $2,264, respectively. Interest expense recorded on the convertible notes for the three months ended June 30, 2015 and 2014 was $296 and $0, respectively.     10,000       10,000  
                 
On April 17, 2014, the Company issued a $10,000 convertible promissory note. The note matures on October 17, 2015 and accrues interest at a rate of 12% per annum. The note principal and interest are convertible at a price of $.10 per share. In conjunction with the notes, the Company issued 100,000 common stock purchase warrants exercisable for twelve months at a price of $.125 per share. The relative fair value of the warrants at inception of $8,000 was recorded as a discount to the debt and is being amortized to debt discount over the life of the debt. The fair value of the warrants was calculated using the Black-Scholes option pricing model with the following assumptions: expected life of 1.0 years; volatility of 444.14%; no dividend yield; and a risk free interest rate of 0.11%.                
                 
Amortization of debt discount during the three months ended June 30, 2015 and 2014 was $1,069 and $0, respectively and the unamortized discount at June 30, 2015 and December 31, 2014 was $2,920 and $3,989, respectively. Interest expense recorded on the convertible notes for the three months ended June 30, 2015 and 2014 was $296 and $0, respectively.     10,000       10,000  

  

On May 29, 2014, the Company issued a $10,000 convertible promissory note. The note matures on December 10, 2015 and accrues interest at a rate of 12% per annum. The note principal and interest are convertible at a price of $.10 per share. In conjunction with the notes, the Company issued 100,000 common stock purchase warrants exercisable for twelve months at a price of $.125 per share. The relative fair value of the warrants at inception of $8,400 was recorded as a discount to the debt and is being amortized to debt discount over the life of the debt. The fair value of the warrants was calculated using the Black-Scholes option pricing model with the following assumptions: expected life of 1.0 years; volatility of 290.82%; no dividend yield; and a risk free interest rate of 0.10%.                
                 
Amortization of debt discount during the three months ended June 30, 2015 and 2014 was $379 and $0, respectively and the unamortized discount at June 30, 2015 and December 31, 2014 was $3,810 and $4,189, respectively. Interest expense recorded on the convertible notes for the three months ended June 30, 2015 and 2014 was $296 and $0, respectively.     10,000       10,000  
                 
On July 7, 2014, the Company issued a $10,000 convertible promissory note. The note matures on July 7, 2015 and accrues interest at a rate of 12% per annum. The note principal and interest are convertible at a price of $.10 per share. In conjunction with the notes, the Company issued 100,000 common stock purchase warrants exercisable for twelve months at a price of $.125 per share. The relative fair value of the warrants at inception of $8,400 was recorded as a discount to the debt and is being amortized to debt discount over the life of the debt. The fair value of the warrants was calculated using the Black-Scholes option pricing model with the following assumptions: expected life of 1.0 years; volatility of 290.82%; no dividend yield; and a risk free interest rate of 0.12%.                
                 
Amortization of debt discount during the three months ended June 30, 2015 and 2014 was $4,145 and $0, respectively and the unamortized discount at June 30, 2015 and December 31, 2014 was $2,255 and $6,400, respectively. Interest expense recorded on the convertible notes for the three months ended June 30, 2015 and 2014 was $296 and $0, respectively.     10,000       10,000  
                 
On February 27, 2015, we entered into a convertible promissory note pursuant to which we borrowed $64,000. Interest under the convertible promissory note is 8% per annum, and the principal and all accrued but unpaid interest is due on November 25, 2015. The note is convertible at any time following 180 days after the issuance date at noteholders option into shares of our common stock at a variable conversion price of 55% of the lowest average three day market price of our common stock during the 10 trading days prior to the notice of conversion, subject to adjustment as described in the note. The holder’s ability to convert the note, however, is limited in that it will not be permitted to convert any portion of the note if the number of shares of our common stock beneficially owned by the holder and its affiliates, together with the number of shares of our common stock issuable upon any full or partial conversion, would exceed 4.99% of our outstanding shares of common stock.                
                 
Interest expense recorded on the convertible note for the three months ended June 30, 2015 and 2014 was $1,122 and $0, respectively.     64,000       -  
                 
On April 21, 2015, we entered into a convertible promissory note pursuant to which we borrowed $26,500, including a debt discount of $1,650. Interest under the convertible promissory note is 8% per annum, and the principal and all accrued but unpaid interest is due on April 20, 2016. The note is convertible at any time following the issuance date at noteholders option into shares of our common stock at a variable conversion price of 60% of the lowest average three day market price of our common stock during the 15 trading days up until date the notice of conversion. The Company recorded a debt discount in the amount of $26,500 in connection with the initial valuation of the derivative liability of the Note to be amortized utilizing the effective interest method of accretion over the term of the Note. Further, the Company recognized a derivative liability of $52,553 and an intital loss of $25,903 based on the Black Scholes Merton pricing model.                
                 
As of June 30, 2015, $5,949 debt discount had been amortized. The fair value of the derivative liability at June 30, 2015 was $43,463 resulting in a gain on the change in fair value of the derivative of $9,090 for the three and six months ended June 30, 2015. Interest expense recorded on the convertible note for the three and six months ended June 30, 2015 and 2014 was $415 and $0, respectively.     26,650       -    

 

On April 29, 2015, the Company issued a convertible promissory note in which the Company will be taking tranche payments, the total of these payments cannot exceed $400,000. There is an original discount component of 10% per tranche. Therefore, the funds available to the Company will be $360,000 and the liability (net of interest) will be $400,000 when all disbursements have been received by the Company. Each tranche is accounted for separately with each principal and OID balance becoming due 24 months after receipt. Each tranche bears interest at 0% for the first 90 days and 12% per annum thereafter. The loan is secured by shares of the Company’s common stock. Each portion of the loan becomes convertible immediatly after date of the note. The loan and any accrued interest can then be converted into shares of the Company’s common stock at a rate of 60% multiplied by the market price, which is the lowest quoted price for the common stock during the 25 trading day period ending on the latest complete trading day prior to the conversion date. During the period ended June 30, 2015, the Company has received one tranche disbursements of $25,000 on April 29, 2015. The tranche included an original issue discount of $2,779. The Company recorded a debt discount related to the tranche in the amount of $27,779 in connection with the initial valuation of the derivative liability of the Note to be amortized utilizing the effective interest method of accretion over the term of the Note. Further, the Company recognized a derivative liability of $94,511 and an intital loss of $66,732 based on the Black Scholes Merton pricing model.                
                 
As of June 30, 2015, $2,595 debt discount had been amortized. The fair value of the derivative liability at June 30, 2015 was $65,220 resulting in a gain on the change in fair value of the derivative of $29,290 for the three and six months ended June 30, 2015. Interest expense recorded on the convertible note for the three and six months ended June 30, 2015 and 2014 was $575 and $0, respectively.     27,779       -  
                 
On April 28, 2015, we entered into a convertible promissory note pursuant to which we borrowed $40,000, including a debt discount of $3,500. Interest under the convertible promissory note is 12% per annum, and the principal and all accrued but unpaid interest is due on April 28, 2016. The note is convertible at any time following the issuance date at noteholders option into shares of our common stock at a variable conversion price of the lower of the closing sale price of common stock on the trading day immediately preceding the conversion date and 50% of the lowest market price of our common stock during the 20 trading days up until date the notice of conversion. The Company recorded a debt discount in the amount of $34,031 in connection with the initial valuation of the derivative liability of the Note to be amortized utilizing the effective interest method of accretion over the term of the Note. Further, the Company recognized a derivative liability of $34,031and an intital loss of $0 based on the Black Scholes Merton pricing model.                
                 
As of June 30, 2015, $6,476 debt discount had been amortized. The fair value of the derivative liability at June 30, 2015 was $37,915 resulting in a loss on the change in fair value of the derivative of $3,884 for the three and six months ended June 30, 2015. Interest expense recorded on the convertible note for the three and six months ended June 30, 2015 and 2014 was $842 and $0, respectively.     40,000       -  
                 
On April 23, 2015, we entered into a convertible promissory note pursuant to which we borrowed $25,000. Interest under the convertible promissory note is 8% per annum, and the principal and all accrued but unpaid interest is due on April 23, 2016. The note is convertible at any time following the issuance date at noteholders option into shares of our common stock at a variable conversion price of 50% of the lowest market price of our common stock during the 15 trading days prior the date of the notice of conversion. The Company recorded a debt discount in the amount of $25,000 in connection with the initial valuation of the derivative liability of the Note to be amortized utilizing the effective interest method of accretion over the term of the Note. Further, the Company recognized a derivative liability of $45,446 and an intital loss of $20,446 based on the Black Scholes Merton pricing model. On June 9, 2015, the note holder converted $5,000 of the note payable into 1,000,000 shares of common stock. The converted portion of the note also had an associated derivative liability with a fair value on the date of conversion of $21,062.                

 

As of June 30, 2015, $4,595 debt discount had been amortized. The fair value of the derivative liability at June 30, 2015 was $40,987 resulting in a gain on the change in fair value of the derivative of $4,459 for the three and six months ended June 30, 2015. Interest expense recorded on the convertible note for the three and six months ended June 30, 2015 and 2014 was $302 and $0, respectively.     20,000       -  
                 
On May 12, 2015, we entered into a convertible promissory note pursuant to which we borrowed $57,500, including a debt discount of $7,500. Interest under the convertible promissory note is 8% per annum, and the principal and all accrued but unpaid interest is due on April 23, 2016. The note is convertible at any time following the issuance date at noteholders option into shares of our common stock at a variable conversion price of 60% of the lowest day market price of our common stock during the 15 trading days prior the date of the notice of conversion. The Company recorded a debt discount in the amount of $50,000 in connection with the initial valuation of the derivative liability of the Note to be amortized utilizing the effective interest method of accretion over the term of the Note. Further, the Company recognized a derivative liability of $107,590 and an initial loss of $57,590 based on the Black Scholes Merton pricing model.                
                 
As of June 30, 2015, $8,039 debt discount had been amortized. The fair value of the derivative liability at June 30, 2015 was $83,757 resulting in a gain on the change in fair value of the derivative of $23,833 for the three and six months ended June 30, 2015. Interest expense recorded on the convertible note for the three and six months ended June 30, 2015 and 2014 was $630 and $0, respectively.     57,500       -  
                 
Total convertible notes payable     367,977       157,048  
                 
Less discounts     (157,173 )     (24,530 )
                 
Convertible notes net of discount   $ 210,804     $ 132,518  

 

The Company accounts for the fair value of the conversion features of its convertible debt in accordance with ASC Topic No. 815-15 “Derivatives and Hedging; Embedded Derivatives” (“Topic No. 815-15”). Topic No. 815-15 requires the Company to bifurcate and separately account for the conversion features as an embedded derivative contained in the Company’s convertible debt. The Company is required to carry the embedded derivative on its balance sheet at fair value and account for’ any unrealized change in fair value as a component of results of operations. The Company values the embedded derivatives using the Black-Scholes pricing model.

 

The Black-Scholes model utilized the following inputs to value the derivative liability at the date of issuance of the convertible note and at June 30, 2015:

 

Fair value assumptions – derivative notes:   June 30, 2015
Risk free interest rate     0.23-0.64 %
Expected term (years)     0.721-2.00  
Expected volatility     188-312 %
Expected dividends     0 %

Commitments and Contingencies

v2.4.0.8
Commitments and Contingencies
6 Months Ended
Jun. 30, 2015
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies

Note 7 – COMMITMENTS AND CONTINGENCIES

 

Office Lease

 

On January 6, 2015 the Company signed an amendment to its lease originally signed on May 9, 2008. The amended lease commenced January 1, 2015 and expires on thirty days notice. Rent expense was approximately $6,800 and $6,800 for the three months ended June 30, 2015 and 2014, respectively.

Stockholders' Equity

v2.4.0.8
Stockholders' Equity
6 Months Ended
Jun. 30, 2015
Stockholders' Equity Note [Abstract]  
Stockholders' Equity

Note 8 – STOCKHOLDERS’ EQUITY

 

The Company is authorized to issue an aggregate of 250,000,000 shares of common stock with a par value of $0.0001. The Company is also authorized to issue 10,000,000 shares of “blank check” preferred stock with a par value of $0.0001, which includes 4,000,000 shares of Series A preferred stock (“Series A”).

 

Under the Certificate of Designation, holders of Series A Preferred Stock will participate on an equal basis per-share with holders of our common stock in any distribution upon winding up, dissolution, or liquidation. Holders of Series A Preferred Stock are entitled to vote together with the holders of our common stock on all matters submitted to shareholders at a rate of three hundred (300) votes for each share held. Each share of Series A Convertible Preferred Stock shall be convertible at the option of the Holder thereof and without the payment of additional consideration by the Holder thereof, at any time, into shares of Common Stock at a conversion rate of one share of Common Stock for every one share of Series A Convertible Preferred Stock.

 

As of June 30, 2015, 78,237,130 and 4,000,000 shares of common and Series A preferred stock, were issued and outstanding, respectively.

 

During the year ended December 31, 2014, we received $20,000 for the purchase of 200,000 common shares sold a price of $0.10 per share. As of April 24, 2015, due to an administrative error, the Company had not physically issued the shares, and therefore, we agreed to settle with the investor through the issuance of $20,000, 8% note payable. The note was subsequently refinanced along with a $5,000 note issued on January 24, 2014 into a $25,000 8% convertible note issued on April 24, 2015.

 

During the six months ended June 30, 2015, the Company issued 1,000,000 shares of common stock with a fair value of $5,000 for the partial conversion of a note payable issued on April 23, 2015. The converted portion of the note also had an associated derivative liability with a fair value on the date of conversion of $8,608. The conversion of the derivative liability has been recorded through additional paid-in capital.

 

On June 30, 2015, the Company issued 4,000,000 shares of Series A preferred stock with a fair value on the date of issuance of $48,000 to the CEO for services.

Subsequent Events

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Subsequent Events
6 Months Ended
Jun. 30, 2015
Subsequent Events [Abstract]  
Subsequent Events

Note 9 – SUBSEQUENT EVENTS

 

On July 10, 2015, the Company refinanced two convertible notes, originally assumed in connection with the Share Exchange Agreement in exchange for a $25,000 12% convertible note with a conversion price of $0.002 per share. On July 28, 2015, the noteholder converted $12,886 of the note into 6,443,000 shares of common stock.

 

On July 21, 2015, the Company increased its authorized common shares from 250,000,000 to 750,000,000. This change has been retroactively reflected in the financial statements.

 

On July 21, 2015, the Company issued 325,000,000 shares valued at $4,550,000 for services.

 

On July 31, 2015, a noteholder on a note assumed by the Company in connection with the Share Exchange Agreement was issued 1,358,901 shares for the conversion of $5,191 of the note balance.

Summary of Significant Accounting Policies (Policies)

v2.4.0.8
Summary of Significant Accounting Policies (Policies)
6 Months Ended
Jun. 30, 2015
Accounting Policies [Abstract]  
Cash

Cash

 

The Company considers all highly liquid instruments purchased with a maturity of three months or less to be cash equivalents.

 

The Company minimizes its credit risk associated with cash by periodically evaluating the credit quality of its primary financial institution. The balance at times may exceed federally insured limits. At December 31, 2014 no cash balances exceeded the federally insured limit.

Accounts receivable and allowance for doubtful accounts

Accounts receivable and allowance for doubtful accounts

 

Accounts receivable are stated at the amount management expects to collect. The Company generally does not require collateral to support customer receivables. The Company provides an allowance for doubtful accounts based upon a review of the outstanding accounts receivable, historical collection information and existing economic conditions. As of June 30, 2015 and December 31, 2014 the allowance for doubtful accounts was $0 and bad debt expense of $0, respectively.

Revenue Recognition

Revenue Recognition

 

We recognize revenue in accordance with Accounting Standards Codification, or (“ASC”), 605, Revenue Recognition. We recognize revenue when all of the following conditions are satisfied: (1) there is persuasive evidence of an arrangement; (2) the service has been provided to the customer; (3) the amount of fees to be paid by the customer is fixed or determinable; and (4) the collection of our fees is reasonably assured.

 

Thus, we recognize subscription revenue on a monthly basis, as services are provided. Customers are billed for the subscription on a monthly, quarterly, semi-annual or annual basis, at the customer’s option.

Fair Value of Financial Instruments

Fair Value of Financial Instruments

 

The carrying amounts reflected in the balance sheets for cash, accounts payable and accrued expenses approximate the respective fair values due to the short maturities of these items.

 

As required by the Fair Value Measurements and Disclosures Topic of the FASB ASC, fair value is measured based on a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: (Level 1) observable inputs such as quoted prices in active markets; (Level 2) inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and (Level 3) unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.

 

The three levels of the fair value hierarchy are described below:

 

Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

 

Level 2: Quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability;

 

Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity).

 

The fair value of the accounts receivable, accounts payable, notes payable are considered short term in nature and therefore their value is considered fair value.

Net income (loss) per Common Share

Net income (loss) per Common Share

 

Basic net income (loss) per share is computed by dividing the net loss attributable to the common stockholders by the weighted average number of shares of common stock outstanding during the period. Fully diluted loss per share is computed similar to basic loss per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive.

Property and equipment

Property and equipment

 

Property and equipment are stated at cost, less accumulated depreciation provided on the straight-line method over the estimated useful lives of the assets, which range from three to seven years. Expenditures for renewals or betterments are capitalized, and repairs and maintenance are charged to expense as incurred the cost and accumulated depreciation of assets sold or otherwise disposed of are removed from the accounts, and any gain or loss thereon is reflected in operations.

Recent Accounting Pronouncements

Recent Accounting Pronouncements

 

No new accounting pronouncements issued or effective during the fiscal year has had or is expected to have a material impact on the financial statements.

Convertible Promissory Notes (Tables)

v2.4.0.8
Convertible Promissory Notes (Tables)
6 Months Ended
Jun. 30, 2015
Debt Disclosure [Abstract]  
Schedule of Convertible notes payable

Convertible notes payable consists of the following as of June 30, 2015 and December 31, 2014.

 

Description   June 30, 2015   December 31, 2014
In connection with the SEA, the Company assumed three convertible promissory notes for an aggregate of $13,670, net of debt discount. The notes mature on September 14, 2014 and accrue interest at a rate of 12% per annum. The note principal is convertible at a price of $.00382 per share. At issuance the fair market value of the Company’s common stock was $.013 per share. The conversion feature of the note is considered beneficial to the investor due to the conversion price for the convertible note being lower than the fair market value of the common stock on the date the note was issued. The beneficial conversion feature was recorded at the debt’s inception as a discount of the debt of $76,429 and is being amortized over the lives of the convertible debt. Amortization of debt discount during the three months ended June 30, 2015 and 2014 was $0 and $0, respectively and the unamortized discount at June 30, 2015 and December 31, 2014 was $0 and $0, respectively. Interest expense recorded on the convertible notes for the three months ended June 30, 2015 and 2014 was $420 and $0, respectively.                
                 
One of the holders of the convertible promissory notes with a principal value of $25,476, entered into note purchase and assignment agreements whereby half of the principal of the note was assigned to two separate note holders. The original note was substituted and replaced by two amended and restated 12% convertible promissory notes with restated principal amounts of $12,738 each. All other terms of the original note remain in effect.   $ 42,048     $ 42,048  
                 
In connection with the SEA, the Company assumed a convertible note for an aggregate of $36,363, net of debt discount. The note matures on November 7, 2014 and interest accrues at a rate of 20% per annum. The note principal is convertible into common stock at the rate of $.001 per share or 50 million shares of the Company’s common stock but such conversion can only take effect upon default of the note. The note is secured by 59,400,000 shares of the Company’s common stock. In conjunction with the note the Company issued 750,000 shares of restricted common stock and 1,000,000 common stock purchase warrants exercisable for twelve months at $.10 per warrant for one share of Company common stock.     30,000       50,000  
                 
The relative fair value of the common stock and warrants at the debt’s inception of $6,884 and $9,121, respectively were recorded as a discount to the debt and are being amortized to debt discount over the life of the debt. The fair value of the warrants was calculated using the Black-Scholes option pricing model with the following assumptions: expected life of 1.0 years; volatility of 606.16%; no dividend yield; and a risk free interest rate of 0.11%. Amortization of debt discount during the three months ended June 30, 2015 and 2014 was $2,869 and $0, respectively and the unamortized discount at June 30, 2015 and December 31, 2014 was $2,208 and $5,077, respectively. Interest expense recorded on the convertible note for the three months ended June 30, 2015 and 2014 was $2,466 and $0, respectively.                
                 
On November 17, 2013, the Company issued a $10,000 convertible promissory note. The note matures on May 17, 2015 and accrues interest at a rate of 12% per annum. The note principal and interest are convertible at a price of $.10 per share. In conjunction with the note, the Company issued 100,000 common stock purchase warrants exercisable for twelve months at a price of $.125 per share. The relative fair value of the warrants at inception of $1,297 was recorded as a discount to the debt and is being amortized to debt discount over the life of the debt. The fair value of the warrants was calculated using the Black-Scholes option pricing model with the following assumptions: expected life of 1.0 years; volatility of 608.68%; no dividend yield; and a risk free interest rate of 0.13%.                
                 
Amortization of debt discount during the three months ended June 30, 2015 and 2014 was $432 and $0, respectively and the unamortized discount at June 30, 2015 and December 31, 2014 was $112 and $544, respectively. Interest expense recorded on the convertible note for the three months ended June 30, 2015 and 2014 was $296 and $0, respectively.     10,000       10,000  

 

On January 20, 2014, the Company issued a $5,000 convertible promissory note. The note matures on August 1, 2015 and accrues interest at a rate of 6% per annum. The note principal and interest are convertible at a price of $.10 per share. In conjunction with the note, the Company issued 50,000 common stock purchase warrants exercisable for twelve months at a price of $.125 per share. The relative fair value of the warrants at inception of $651 was recorded as a discount to the debt and is being amortized to debt discount over the life of the debt. The fair value of the warrants was calculated using the Black-Scholes option pricing model with the following assumptions: expected life of 1.0 years; volatility of 588.26%; no dividend yield; and a risk free interest rate of 0.11%. On April 24, 2015, the note was settled through the issuance of a $25,000 convertible note payable.                
                 
Amortization of debt discount during the three months ended June 30, 2015 and 2014 was $313 and $0, respectively and the unamortized discount at June 30, 2015 and December 31, 2014 was $43 and $0, respectively. Interest expense recorded on the convertible note for the three months ended June 30, 2015 and 2014 was $74 and $0, respectively.     -       5,000  
                 
On February 13, 2014, the Company issued two $5,000 convertible promissory notes. The notes mature on May 31, 2015 and accrue interest at a rate of 12% per annum. The note principal and interest are convertible at a price of $.10 per share. In conjunction with the notes, the Company issued 100,000 common stock purchase warrants exercisable for twelve months at a price of $.125 per share. The relative fair value of the warrants at inception of $3,324 was recorded as a discount to the debt and is being amortized to debt discount over the life of the debt. The fair value of the warrants was calculated using the Black-Scholes option pricing model with the following assumptions: expected life of 1.0 years; volatility of 600.29%; no dividend yield; and a risk free interest rate of 0.12%.                
                 
Amortization of debt discount during the three months ended June 30, 2015 and 2014 was $1,282 and $0, respectively and the unamortized discount at June 30, 2015 and December 31, 2014 was $430 and $1,712, respectively. Interest expense recorded on the convertible notes for the three months ended June 30, 2015 and 2014 was $296 and $0, respectively.     10,000       10,000  
                 
On March 10, 2014, the Company issued a $10,000 convertible promissory note. The note matures on December 10, 2015 and accrues interest at a rate of 12% per annum. The note principal and interest are convertible at a price of $.10 per share. In conjunction with the notes, the Company issued 100,000 common stock purchase warrants exercisable for twelve months at a price of $.125 per share. The relative fair value of the warrants at inception of $3,324 was recorded as a discount to the debt and is being amortized to debt discount over the life of the debt. The fair value of the warrants was calculated using the Black-Scholes option pricing model with the following assumptions: expected life of 1.0 years; volatility of 600.26%; no dividend yield; and a risk free interest rate of 0.12%.                
                 
Amortization of debt discount during the three months ended June 30, 2015 and 2014 was $945 and $0, respectively and the unamortized discount at June 30, 2015 and December 31, 2014 was $1,319 and $2,264, respectively. Interest expense recorded on the convertible notes for the three months ended June 30, 2015 and 2014 was $296 and $0, respectively.     10,000       10,000  
                 
On April 17, 2014, the Company issued a $10,000 convertible promissory note. The note matures on October 17, 2015 and accrues interest at a rate of 12% per annum. The note principal and interest are convertible at a price of $.10 per share. In conjunction with the notes, the Company issued 100,000 common stock purchase warrants exercisable for twelve months at a price of $.125 per share. The relative fair value of the warrants at inception of $8,000 was recorded as a discount to the debt and is being amortized to debt discount over the life of the debt. The fair value of the warrants was calculated using the Black-Scholes option pricing model with the following assumptions: expected life of 1.0 years; volatility of 444.14%; no dividend yield; and a risk free interest rate of 0.11%.                
                 
Amortization of debt discount during the three months ended June 30, 2015 and 2014 was $1,069 and $0, respectively and the unamortized discount at June 30, 2015 and December 31, 2014 was $2,920 and $3,989, respectively. Interest expense recorded on the convertible notes for the three months ended June 30, 2015 and 2014 was $296 and $0, respectively.     10,000       10,000  

  

On May 29, 2014, the Company issued a $10,000 convertible promissory note. The note matures on December 10, 2015 and accrues interest at a rate of 12% per annum. The note principal and interest are convertible at a price of $.10 per share. In conjunction with the notes, the Company issued 100,000 common stock purchase warrants exercisable for twelve months at a price of $.125 per share. The relative fair value of the warrants at inception of $8,400 was recorded as a discount to the debt and is being amortized to debt discount over the life of the debt. The fair value of the warrants was calculated using the Black-Scholes option pricing model with the following assumptions: expected life of 1.0 years; volatility of 290.82%; no dividend yield; and a risk free interest rate of 0.10%.                
                 
Amortization of debt discount during the three months ended June 30, 2015 and 2014 was $379 and $0, respectively and the unamortized discount at June 30, 2015 and December 31, 2014 was $3,810 and $4,189, respectively. Interest expense recorded on the convertible notes for the three months ended June 30, 2015 and 2014 was $296 and $0, respectively.     10,000       10,000  
                 
On July 7, 2014, the Company issued a $10,000 convertible promissory note. The note matures on July 7, 2015 and accrues interest at a rate of 12% per annum. The note principal and interest are convertible at a price of $.10 per share. In conjunction with the notes, the Company issued 100,000 common stock purchase warrants exercisable for twelve months at a price of $.125 per share. The relative fair value of the warrants at inception of $8,400 was recorded as a discount to the debt and is being amortized to debt discount over the life of the debt. The fair value of the warrants was calculated using the Black-Scholes option pricing model with the following assumptions: expected life of 1.0 years; volatility of 290.82%; no dividend yield; and a risk free interest rate of 0.12%.                
                 
Amortization of debt discount during the three months ended June 30, 2015 and 2014 was $4,145 and $0, respectively and the unamortized discount at June 30, 2015 and December 31, 2014 was $2,255 and $6,400, respectively. Interest expense recorded on the convertible notes for the three months ended June 30, 2015 and 2014 was $296 and $0, respectively.     10,000       10,000  
                 
On February 27, 2015, we entered into a convertible promissory note pursuant to which we borrowed $64,000. Interest under the convertible promissory note is 8% per annum, and the principal and all accrued but unpaid interest is due on November 25, 2015. The note is convertible at any time following 180 days after the issuance date at noteholders option into shares of our common stock at a variable conversion price of 55% of the lowest average three day market price of our common stock during the 10 trading days prior to the notice of conversion, subject to adjustment as described in the note. The holder’s ability to convert the note, however, is limited in that it will not be permitted to convert any portion of the note if the number of shares of our common stock beneficially owned by the holder and its affiliates, together with the number of shares of our common stock issuable upon any full or partial conversion, would exceed 4.99% of our outstanding shares of common stock.                
                 
Interest expense recorded on the convertible note for the three months ended June 30, 2015 and 2014 was $1,122 and $0, respectively.     64,000       -  
                 
On April 21, 2015, we entered into a convertible promissory note pursuant to which we borrowed $26,500, including a debt discount of $1,650. Interest under the convertible promissory note is 8% per annum, and the principal and all accrued but unpaid interest is due on April 20, 2016. The note is convertible at any time following the issuance date at noteholders option into shares of our common stock at a variable conversion price of 60% of the lowest average three day market price of our common stock during the 15 trading days up until date the notice of conversion. The Company recorded a debt discount in the amount of $26,500 in connection with the initial valuation of the derivative liability of the Note to be amortized utilizing the effective interest method of accretion over the term of the Note. Further, the Company recognized a derivative liability of $52,553 and an intital loss of $25,903 based on the Black Scholes Merton pricing model.                
                 
As of June 30, 2015, $5,949 debt discount had been amortized. The fair value of the derivative liability at June 30, 2015 was $43,463 resulting in a gain on the change in fair value of the derivative of $9,090 for the three and six months ended June 30, 2015. Interest expense recorded on the convertible note for the three and six months ended June 30, 2015 and 2014 was $415 and $0, respectively.     26,650       -    

 

On April 29, 2015, the Company issued a convertible promissory note in which the Company will be taking tranche payments, the total of these payments cannot exceed $400,000. There is an original discount component of 10% per tranche. Therefore, the funds available to the Company will be $360,000 and the liability (net of interest) will be $400,000 when all disbursements have been received by the Company. Each tranche is accounted for separately with each principal and OID balance becoming due 24 months after receipt. Each tranche bears interest at 0% for the first 90 days and 12% per annum thereafter. The loan is secured by shares of the Company’s common stock. Each portion of the loan becomes convertible immediatly after date of the note. The loan and any accrued interest can then be converted into shares of the Company’s common stock at a rate of 60% multiplied by the market price, which is the lowest quoted price for the common stock during the 25 trading day period ending on the latest complete trading day prior to the conversion date. During the period ended June 30, 2015, the Company has received one tranche disbursements of $25,000 on April 29, 2015. The tranche included an original issue discount of $2,779. The Company recorded a debt discount related to the tranche in the amount of $27,779 in connection with the initial valuation of the derivative liability of the Note to be amortized utilizing the effective interest method of accretion over the term of the Note. Further, the Company recognized a derivative liability of $94,511 and an intital loss of $66,732 based on the Black Scholes Merton pricing model.                
                 
As of June 30, 2015, $2,595 debt discount had been amortized. The fair value of the derivative liability at June 30, 2015 was $65,220 resulting in a gain on the change in fair value of the derivative of $29,290 for the three and six months ended June 30, 2015. Interest expense recorded on the convertible note for the three and six months ended June 30, 2015 and 2014 was $575 and $0, respectively.     27,779       -  
                 
On April 28, 2015, we entered into a convertible promissory note pursuant to which we borrowed $40,000, including a debt discount of $3,500. Interest under the convertible promissory note is 12% per annum, and the principal and all accrued but unpaid interest is due on April 28, 2016. The note is convertible at any time following the issuance date at noteholders option into shares of our common stock at a variable conversion price of the lower of the closing sale price of common stock on the trading day immediately preceding the conversion date and 50% of the lowest market price of our common stock during the 20 trading days up until date the notice of conversion. The Company recorded a debt discount in the amount of $34,031 in connection with the initial valuation of the derivative liability of the Note to be amortized utilizing the effective interest method of accretion over the term of the Note. Further, the Company recognized a derivative liability of $34,031and an intital loss of $0 based on the Black Scholes Merton pricing model.                
                 
As of June 30, 2015, $6,476 debt discount had been amortized. The fair value of the derivative liability at June 30, 2015 was $37,915 resulting in a loss on the change in fair value of the derivative of $3,884 for the three and six months ended June 30, 2015. Interest expense recorded on the convertible note for the three and six months ended June 30, 2015 and 2014 was $842 and $0, respectively.     40,000       -  
                 
On April 23, 2015, we entered into a convertible promissory note pursuant to which we borrowed $25,000. Interest under the convertible promissory note is 8% per annum, and the principal and all accrued but unpaid interest is due on April 23, 2016. The note is convertible at any time following the issuance date at noteholders option into shares of our common stock at a variable conversion price of 50% of the lowest market price of our common stock during the 15 trading days prior the date of the notice of conversion. The Company recorded a debt discount in the amount of $25,000 in connection with the initial valuation of the derivative liability of the Note to be amortized utilizing the effective interest method of accretion over the term of the Note. Further, the Company recognized a derivative liability of $45,446 and an intital loss of $20,446 based on the Black Scholes Merton pricing model. On June 9, 2015, the note holder converted $5,000 of the note payable into 1,000,000 shares of common stock. The converted portion of the note also had an associated derivative liability with a fair value on the date of conversion of $21,062.                

 

As of June 30, 2015, $4,595 debt discount had been amortized. The fair value of the derivative liability at June 30, 2015 was $40,987 resulting in a gain on the change in fair value of the derivative of $4,459 for the three and six months ended June 30, 2015. Interest expense recorded on the convertible note for the three and six months ended June 30, 2015 and 2014 was $302 and $0, respectively.     20,000       -  
                 
On May 12, 2015, we entered into a convertible promissory note pursuant to which we borrowed $57,500, including a debt discount of $7,500. Interest under the convertible promissory note is 8% per annum, and the principal and all accrued but unpaid interest is due on April 23, 2016. The note is convertible at any time following the issuance date at noteholders option into shares of our common stock at a variable conversion price of 60% of the lowest day market price of our common stock during the 15 trading days prior the date of the notice of conversion. The Company recorded a debt discount in the amount of $50,000 in connection with the initial valuation of the derivative liability of the Note to be amortized utilizing the effective interest method of accretion over the term of the Note. Further, the Company recognized a derivative liability of $107,590 and an initial loss of $57,590 based on the Black Scholes Merton pricing model.                
                 
As of June 30, 2015, $8,039 debt discount had been amortized. The fair value of the derivative liability at June 30, 2015 was $83,757 resulting in a gain on the change in fair value of the derivative of $23,833 for the three and six months ended June 30, 2015. Interest expense recorded on the convertible note for the three and six months ended June 30, 2015 and 2014 was $630 and $0, respectively.     57,500       -  
                 
Total convertible notes payable     367,977       157,048  
                 
Less discounts     (157,173 )     (24,530 )
                 
Convertible notes net of discount   $ 210,804     $ 132,518  

Schedule of Black-Scholes Model

The Black-Scholes model utilized the following inputs to value the derivative liability at the date of issuance of the convertible note and at June 30, 2015:

 

Fair value assumptions – derivative notes:   June 30, 2015
Risk free interest rate     0.23-0.64 %
Expected term (years)     0.721-2.00  
Expected volatility     188-312 %
Expected dividends     0

Basis of Presentation and Going Concern (Details Narrative)

v2.4.0.8
Basis of Presentation and Going Concern (Details Narrative) (USD $)
Jun. 30, 2015
Dec. 31, 2014
Organization, Consolidation and Presentation of Financial Statements [Abstract]    
Accumulated deficit $ 942,046 $ 622,582

Summary of Significant Accounting Policies (Details Narrative)

v2.4.0.8
Summary of Significant Accounting Policies (Details Narrative) (USD $)
6 Months Ended 12 Months Ended
Jun. 30, 2015
Dec. 31, 2014
Allowance for doubtful accounts $ 0 $ 0
Bad debt expense $ 0 $ 0
Property And Equipment [Member] | Minimum [Member]
   
Property and equipment useful lives 3 years  
Property And Equipment [Member] | Maximum [Member]
   
Property and equipment useful lives 7 years  

Related Party Transactions (Details Narrative)

v2.4.0.8
Related Party Transactions (Details Narrative) (USD $)
Jun. 30, 2015
Dec. 31, 2014
Related Party Transactions [Abstract]    
Loan interest rate      
Loans payable - related party $ 11,750 $ 11,750
Loans receivable - related party $ 3,864 $ 3,864

Loans Payable (Details Narrative)

v2.4.0.8
Loans Payable (Details Narrative) (USD $)
6 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Mar. 31, 2014
Payables and Accruals [Abstract]      
Short term loan payable $ 8,299   $ 8,631
Proceeds from loans payable 25,328 25,158  
Payments on loans payable 25,328    
Short term loan payable interest rate minimum 10.00%    
Short term loan payable interest rate maximum 23.00%    
Short term loan interest amount $ 2,691 $ 0  

Convertible Promissory Notes (Details)

v2.4.0.8
Convertible Promissory Notes (Details) (USD $)
Jun. 30, 2015
Dec. 31, 2014
Jun. 30, 2015
Convertible Debt One [Member]
Dec. 31, 2014
Convertible Debt One [Member]
Jun. 30, 2015
Convertible Debt Two [Member]
Dec. 31, 2014
Convertible Debt Two [Member]
Jun. 30, 2015
Convertible Debt Three [Member]
Dec. 31, 2014
Convertible Debt Three [Member]
Jun. 30, 2015
Convertible Debt Four [Member]
Dec. 31, 2014
Convertible Debt Four [Member]
Jun. 30, 2015
Convertible Debt Five [Member]
Dec. 31, 2014
Convertible Debt Five [Member]
Jun. 30, 2015
Convertible Debt Six [Member]
Dec. 31, 2014
Convertible Debt Six [Member]
Jun. 30, 2015
Convertible Debt Seven [Member]
Dec. 31, 2014
Convertible Debt Seven [Member]
Jun. 30, 2015
Convertible Debt Eight [Member]
Dec. 31, 2014
Convertible Debt Eight [Member]
Jun. 30, 2015
Convertible Debt Nine [Member]
Dec. 31, 2014
Convertible Debt Nine [Member]
Jun. 30, 2015
Convertible Debt Ten [Member]
Dec. 31, 2014
Convertible Debt Ten [Member]
Dec. 31, 2015
Convertible Debt Elven [Member]
Jun. 30, 2015
Convertible Debt Elven [Member]
Dec. 31, 2015
Convertible Debt Twelve [Member]
Jun. 30, 2015
Convertible Debt Twelve [Member]
Dec. 31, 2015
Convertible Debt Thirteen [Member]
Jun. 30, 2015
Convertible Debt Thirteen [Member]
Dec. 31, 2015
Convertible Debt Fourteen [Member]
Jun. 30, 2015
Convertible Debt Fourteen [Member]
Dec. 31, 2015
Convertible Debt Fifteen [Member]
Jun. 30, 2015
Convertible Debt Fifteen [Member]
Short-term Debt [Line Items]                                                                
Total convertible notes payable $ 367,977 $ 157,048 $ 42,048 $ 42,048 $ 30,000 $ 50,000 $ 10,000 $ 10,000    $ 5,000 $ 10,000 $ 10,000 $ 10,000 $ 10,000 $ 10,000 $ 10,000 $ 10,000 $ 10,000 $ 10,000 $ 10,000 $ 64,000       $ 26,650    $ 27,779    $ 40,000    $ 20,000    $ 57,500
Less discounts (157,173) (24,530)                                               27,779            
Convertible notes net of discount $ 210,804 $ 132,518                                                            

Convertible Promissory Notes (Details Narrative)

v2.4.0.8
Convertible Promissory Notes (Details Narrative) (USD $)
3 Months Ended 6 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended 6 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended 6 Months Ended 0 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended 6 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended 6 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended 6 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended 6 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended 6 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended 6 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Jun. 30, 2015
Jun. 30, 2014
Apr. 24, 2015
Dec. 31, 2014
Jun. 30, 2015
After Ninety Days [Member]
Nov. 07, 2014
Warrant [Member]
Jul. 07, 2014
Warrant [Member]
May 29, 2014
Warrant [Member]
Apr. 17, 2014
Warrant [Member]
Mar. 10, 2014
Warrant [Member]
Feb. 13, 2014
Warrant [Member]
Jan. 20, 2014
Warrant [Member]
Nov. 17, 2013
Warrant [Member]
Jun. 30, 2015
Convertible Notes Payable One [Member]
Jun. 30, 2015
Convertible Notes Payable One [Member]
Dec. 31, 2014
Convertible Notes Payable One [Member]
Jun. 30, 2015
Convertible Notes Payable Two [Member]
Jun. 30, 2015
Convertible Notes Payable Two [Member]
Dec. 30, 2014
Convertible Notes Payable Two [Member]
Dec. 31, 2014
Convertible Notes Payable Two [Member]
Jun. 30, 2015
Convertible Notes Payable Two [Member]
Restricted Stock [Member]
Jun. 30, 2015
Convertible Notes Payable Two [Member]
Common Stock [Member]
Jun. 30, 2015
Convertible Notes Payable Three [Member]
Jun. 30, 2015
Convertible Notes Payable Three [Member]
Dec. 31, 2014
Convertible Notes Payable Three [Member]
Jun. 30, 2015
Convertible Notes Payable Three [Member]
Common Stock [Member]
Apr. 24, 2015
Convertible Notes Payable Four [Member]
Jun. 30, 2015
Convertible Notes Payable Four [Member]
Jun. 30, 2015
Convertible Notes Payable Four [Member]
Dec. 31, 2014
Convertible Notes Payable Four [Member]
Jun. 30, 2015
Convertible Notes Payable Four [Member]
Common Stock [Member]
Jun. 30, 2015
Convertible Notes Payable Five [Member]
Jun. 30, 2015
Convertible Notes Payable Five [Member]
Dec. 31, 2014
Convertible Notes Payable Five [Member]
Jun. 30, 2015
Convertible Notes Payable Five [Member]
Common Stock [Member]
Jun. 30, 2015
Convertible Notes Payable Six [Member]
Jun. 30, 2015
Convertible Notes Payable Six [Member]
Dec. 31, 2014
Convertible Notes Payable Six [Member]
Jun. 30, 2015
Convertible Notes Payable Six [Member]
Common Stock [Member]
Jun. 30, 2015
Convertible Notes Payable Seven [Member]
Jun. 30, 2015
Convertible Notes Payable Seven [Member]
Dec. 31, 2014
Convertible Notes Payable Seven [Member]
Jun. 30, 2015
Convertible Notes Payable Seven [Member]
Common Stock [Member]
Jun. 30, 2015
Convertible Notes Payable Eight [Member]
Jun. 30, 2015
Convertible Notes Payable Eight [Member]
Dec. 31, 2014
Convertible Notes Payable Eight [Member]
Jun. 30, 2015
Convertible Notes Payable Eight [Member]
Common Stock [Member]
Jun. 30, 2015
Convertible Notes Payable Nine [Member]
Jun. 30, 2015
Convertible Notes Payable Nine [Member]
Dec. 31, 2014
Convertible Notes Payable Nine [Member]
Jun. 30, 2015
Convertible Notes Payable Nine [Member]
Common Stock [Member]
Jun. 30, 2015
Convertible Notes Payable Ten [Member]
Jun. 30, 2015
Convertible Notes Payable Ten [Member]
Dec. 31, 2014
Convertible Notes Payable Ten [Member]
Jun. 30, 2015
Convertible Notes Payable Eleven [Member]
Jun. 30, 2015
Convertible Notes Payable Eleven [Member]
Dec. 31, 2014
Convertible Notes Payable Eleven [Member]
Jun. 30, 2015
Convertible Debt Twelve [Member]
Jun. 30, 2015
Convertible Debt Twelve [Member]
Dec. 31, 2014
Convertible Debt Twelve [Member]
Jun. 30, 2015
Convertible Notes Payable Thirteen [Member]
Jun. 30, 2015
Convertible Notes Payable Thirteen [Member]
Dec. 31, 2014
Convertible Notes Payable Thirteen [Member]
Jun. 30, 2015
Convertible Notes Payable Fourteen [Member]
Jun. 30, 2015
Convertible Notes Payable Fourteen [Member]
Dec. 31, 2014
Convertible Notes Payable Fourteen [Member]
Jun. 30, 2015
Convertible Notes Payable Fifteen [Member]
Jun. 30, 2015
Convertible Notes Payable Fifteen [Member]
Dec. 31, 2014
Convertible Notes Payable Fifteen [Member]
Short-term Debt [Line Items]                                                                                                                                              
Convertible promissory notes                               $ 13,670 $ 13,670   $ 36,363 $ 36,363         $ 10,000 $ 10,000       $ 5,000 $ 5,000     $ 5,000 $ 5,000     $ 10,000 $ 10,000     $ 10,000 $ 10,000     $ 10,000 $ 10,000     $ 10,000 $ 10,000     $ 64,000 $ 64,000   $ 26,500 $ 26,500   $ 400,000 $ 400,000   $ 40,000 $ 40,000   $ 25,000 $ 25,000   $ 57,500 $ 57,500  
Debt instrument, Maturity date                                 Sep. 14, 2014     Nov. 07, 2014           May 17, 2015         Aug. 01, 2015       May 31, 2015       Dec. 10, 2015       Oct. 17, 2015       Dec. 10, 2015       Jul. 07, 2015       Nov. 25, 2015     Apr. 20, 2016           Apr. 28, 2016     Apr. 23, 2016     Apr. 23, 2016  
Debt instrument, Interest rate         8.00%   12.00%                 12.00% 12.00%   20.00% 20.00%         12.00% 12.00%       6.00% 6.00%     12.00% 12.00%     12.00% 12.00%     12.00% 12.00%     12.00% 12.00%     12.00% 12.00%     8.00% 8.00%   8.00% 8.00%   0.00% 0.00%         8.00% 8.00%   8.00% 8.00%  
Debt instrument, Conversion price                               $ 0.00382 $ 0.00382   $ 0.001 $ 0.001         $ 0.10 $ 0.10       $ 0.10 $ 0.10     $ 0.10 $ 0.10     $ 0.10 $ 0.10     $ 0.10 $ 0.10     $ 0.10 $ 0.10     $ 0.10 $ 0.10                                        
Common stock, par value $ 0.0001   $ 0.0001     $ 0.0001                   $ 0.013 $ 0.013                                                                                                            
Debt instrument, Convertible, Beneficial conversion feature                                 76,429                                                                                             34,031              
Fair value of warrants                                       6,884 9,121         1,297         651       3,324       3,324       8,000       8,400       8,400                               21,062        
Amortization of debt discount 36,704 28,363 46,246 51,679                       0   0 2,869   0       432   0     313   0   1,282   0   945   0   1,069   0   379   0   4,145   0           5,949                       8,039  
Debt instrument, Unamortized discount (157,173)   (157,173)     (24,530)                   0 0 0 2,208 2,208   5,077     112 112 544     43 43 0   430 430 1,712   1,319 1,319 2,264   2,920 2,920 3,989   3,810 3,810 4,189   2,255 2,255 6,400         1,650 1,650   27,779 27,779   3,500 3,500   25,000 25,000   7,500 7,500  
Interest expense, Debt                               420   0 2,466   0       296   0     74   0   296   0   296   0   296   0   296   0   296   0   1,122   0 415   0 575   0 842   0 302   0 630   0
Debt instrument, Principal value                                 25,476                       25,000                                                                           4,595        
Debt conversion, Principal amounts, Amount                                 12,738                                                                                                   5,000     50,000  
Stock issued during period, Shares, Other                                       59,400,000                                                                                             1,000,000        
Purchase of warrants exercisable                                             750,000 1,000,000       100,000         50,000       100,000       100,000       100,000       100,000       100,000                                    
Exercise price per share               $ 0.10 $ 0.125 $ 0.125 $ 0.125 $ 0.125 $ 0.125 $ 0.125 $ 0.125                                                                                                                
Expected life                                       1 year           1 year         1 year       1 year       1 year       1 year       1 year       1 year                                        
Expected volatility                                       606.16%           608.68%         588.26%       600.29%       600.26%       444.14%       290.82%       290.82%                                        
Dividend yield     0.00%                                                                                                                                        
Risk-free interest rate                                       0.11%           0.13%         0.11%       0.12%       0.12%       0.11%       0.10%       0.12%                                        
Proceeds from repayment under the agreement                                       20,000                                                                                                      
Percentage of common stock at variable conversion price                                                                                                             55.00%     60.00%     60.00%           50.00%     60.00%  
Percentage of common stock issued full or partial conversion exceed to outstanding shares                                                                                                             4.99%                                
Derivative liability 271,343   271,343                                                                                                            52,553 52,553   94,511 94,511   34,031 34,031   45,446 45,446   107,590 107,590  
Intial loss (278,992) (55,622) (319,464) (126,465)                                                                                                           25,903           0     20,446     57,590  
Fair value of the derivative liability                                                                                                                 43,463 43,463   65,220 65,220   37,915 37,915   40,987 40,987   83,757 83,757  
Gain on change in fair value of derivative                                                                                                                 9,090 9,090   29,290 29,290   3,884 3,884   4,459 4,459   23,833 23,833  
Percentage of original discount component                                                                                                                       10.00% 10.00%   12.00% 12.00%              
Promissory note funds                                                                                                                       360,000 360,000                    
Received one tranche disbursements                                                                                                                       $ 25,000 $ 25,000                    

Convertible Promissory Notes - Schedule of Black-Scholes Model (Details)

v2.4.0.8
Convertible Promissory Notes - Schedule of Black-Scholes Model (Details)
6 Months Ended
Jun. 30, 2015
Risk free interest rate, minimum 0.23%
Risk free interest rate, maximum 0.64%
Expected volatility, minimum 188.00%
Expected volatility, maximum 312.00%
Expected dividends 0.00%
Minimum [Member]
 
Expected term (years) 8 months 20 days
Maximum [Member]
 
Expected term (years) 2 years

Commitments and Contingencies (Details Narrative)

v2.4.0.8
Commitments and Contingencies (Details Narrative) (USD $)
3 Months Ended 6 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Jun. 30, 2015
Commitments and Contingencies Disclosure [Abstract]      
Operating office lease rent $ 6,800 $ 6,800  
Lease expense     $ 2,000

Stockholders' Equity (Details Narrative)

v2.4.0.8
Stockholders' Equity (Details Narrative) (USD $)
0 Months Ended 6 Months Ended 12 Months Ended 1 Months Ended
Jan. 24, 2014
Jun. 30, 2015
Dec. 31, 2014
Apr. 24, 2015
Jun. 30, 2015
Series A Preferred Stock [Member]
Jun. 30, 2015
Series A Preferred Stock [Member]
Chief Executive Officer [Member]
Common stock, par value   $ 0.0001 $ 0.0001   $ 0.0001  
Common stock, shares authorized   750,000,000 750,000,000   250,000,000  
Preferred stock, par value   $ 0.0001 $ 0.0001   $ 0.0001  
Preferred stock, shares authorized   10,000,000 10,000,000   10,000,000  
Preferred stock, shares issued   4,000,000 4,000,000   4,000,000  
Preferred stock, shares outstanding   4,000,000 4,000,000   4,000,000  
Common stock, shares issued   78,237,130 77,437,130   78,237,130  
Common stock, shares outstanding   78,237,130 77,437,130   78,237,130  
Purchase of common stock, shares   1,000,000 200,000     4,000,000
Purchase of common stock   $ 5,000 $ 20,000     $ 48,000
Common shares sold price per share     $ 0.10      
Issuance of notes payable       20,000    
Notes payable interest rate       8.00%    
Refinancing notes payable $ 5,000          

Subsequent Events (Details Narrative)

v2.4.0.8
Subsequent Events (Details Narrative) (USD $)
0 Months Ended
Jun. 30, 2015
Dec. 31, 2014
Jul. 21, 2015
Subsequent Event [Member]
Minimum [Member]
Jul. 21, 2015
Subsequent Event [Member]
Maximum [Member]
Jul. 31, 2015
Subsequent Event [Member]
Share Exchange Agreement [Member]
Jul. 28, 2015
Subsequent Event [Member]
Share Exchange Agreement [Member]
12% Convertible Note [Member]
Jul. 10, 2015
Subsequent Event [Member]
Share Exchange Agreement [Member]
12% Convertible Note [Member]
Convertible note face amount             $ 25,000
Convertible note interest rate               12.00%
Convertible note conversion price per share             $ 0.002
Convertible note converted note into value of common stock         $ 5,191 $ 12,886  
Convertible note converted note into shares of common stock         1,358,901 6,443,000  
Common stock, shares authorized 750,000,000 750,000,000 250,000,000 750,000,000      
Common stock, shares issued 78,237,130 77,437,130 325,000,000 4,550,000