Quarterly report pursuant to Section 13 or 15(d)

Stockholders' Deficit

v3.7.0.1
Stockholders' Deficit
3 Months Ended
Mar. 31, 2017
Stockholders' Deficit [Abstract]  
Stockholders' Deficit

Note 9 – Stockholders’ Deficit

 

Shares issued to Strategic for Expenses, Deposits and Acquisitions paid for on Behalf of the Company:

 

At December 31, 2015, the Company had an amount payable due to Strategic Capital Markets, LLC, a previous Financier of the Company who paid public company professional fees on behalf of the Company and assisted in financing acquisitions. The amount due the Company as of December 31, 2015 was $592,829 which was settled for 592,829 shares of the Company’s restricted common stock ($1 per share conversion) during the three months ended March 31, 2016.

 

Shares granted to independent board of director members for services:

 

During the three months ended March 31, 2017, the Company granted two-independent members of the Board of Directors a total of 25,000 shares of the Company’s restricted common stock valued at $2,421. Currently, the Company grants each independent director 12,500 shares of the Company’s common stock quarterly, valued based on the 10-day moving average of the stock price at the end of the related quarter.

 

Shares issued to consultant for professional fees:

 

The Company entered into an agreement with a consulting firm for investor relation services throughout a 12-month period, from May 10, 2016 through May 9, 2017. A total of 400,000 restricted common shares were granted and distributed to that firm during the year ended December 31, 2016. The granted shares were valued based on the value of the stock on the date of grant, May 10, 2016 of $0.13. The total value of the shares issued was approximately $53,000, amortized monthly over the term of the contract. The Company subsequently cancelled this contract and settled with the vendor to return 200,000 shares of the restricted common stock issued. Total expenses incurred for this contract were $26,300 and restricted common stock valued at approximately $26,300 was returned and common shares outstanding were reversed by 200,000 during the three months ended March 31, 2017.

  

Shares subscribed during the three months ended June 30, 2016:

 

During the three months ended March 31, 2016, the Company incurred amounts due to a related entity for expenses paid on behalf of the Company by the related entity and for payment of the short-term acquisition note paid on behalf of the Company by the related entity as part of the WRE acquisition, totaling $250,000 during January 2016. The $250,000 acquisition note with WRE was settled for $1 per share of the Company’s stock for a total of 250,000 subscribed shares of the Company’s restricted common stock. The Company settled $112,154 of expenses paid by the third party for expenses incurred by the Company during the period from January 1, 2016 through March 31, 2016, primarily for professional fees for $0.50 per share subscribed, or 224,308 subscribed shares of the Company’s restricted common stock. All shares subscribed due to Strategic as of March 31, 2016 were issued during the three months ended June 30, 2016.

 

Preferred Stock

 

Related Party Series A Preferred Stock, No Par Value:

 

During May 2015, the Company amended the Articles of Incorporation to authorize 10,000,000 shares of the Company’s Series A preferred stock, no par value per share. On September 17, 2015, the Company issued one share of Series A Preferred Stock, no par value, to the Company’s Chairman of the Board. As a holder of the outstanding shares of Series A Preferred Stock, the Chairman is entitled to voting power equivalent to the number of votes equal to the total number of the Company’s common stock outstanding as of the record date for the determination of stockholders entitled to vote at each meeting of stockholders of the Company and entitled to vote on all matters submitted or required to be submitted to a vote of the stockholders of the Company.

 

Related Party Series B, 10% Cumulative Preferred Stock, No Par Value:

 

On January 1, 2016, the Company’s Board of Directors approved 10,000,000 shares of Series B, 10%, cumulative preferred stock and $2,000,000 of Shareholder debt was converted into 10,000 shares of the Series B, 10% cumulative preferred stock. During the three months and year ended March 31, 2017 and December 31, 2016, $50,000 and $200,000 of dividends were accrued, respectively, but not paid to the holder. Total related party accrued dividends at March 31, 2017 and December 31, 2016 were $250,000 and $200,000, respectively.