9. STOCK HOLDERS' EQUITY

3 Months Ended

Mar. 31, 2014

Equity [Abstract]

STOCK HOLDERS' EQUITY

Preferred Stock

The Company is authorized to issue 5,000,000 shares of preferred stock, with no par value.  No shares of preferred stock have been issued or are outstanding, and no rights, privileges or preferences have been determined and designated by the board of directors.

Common Stock

The Company is authorized to issue 100,000,000 shares of no-par value common stock.

On June 30, 2013, the Company issued 12,400,000 shares of common stock to its founders for cash consideration of $0.001 per share.

Between July 11, 2013 and August 8, 2013, the Company issued 707,000 shares of its common stock for cash consideration of $1.00 per share.

On August 14, 2013, following the reverse merger of ACS with the Company, existing shareholders of the Company owned 9,724,200 shares of its common shares However, 8,000,000 of these shares were then immediately purchased by the Company for cash consideration of $100,000 and cancelled.

Between August 14, 2013 and September 19 2013, the Company issued a further 266,000 shares of its common stock for cash consideration of $1.00 per share.

On December 9, 2013 the Company issued 40,000 shares of stock in return for professional services.

On December 27, 2013, the Company issued convertible notes with an allocation of 10,600 warrants to the placement agent.  Each warrant entitles the agent to purchase a share of common stock at $5 per share.  The derivative effect of this feature has been calculated and included as debt discount in the amount of $21,271 and is being amortized over a period of 4.8 years.

On January 5, 2014 the Company re-acquired 1,750,000 shares of our common stock for no consideration from existing common stockholders.  The re-acquired shares were returned to our authorized but unissued share account.

On March 31, 2014 the Company issued 51,733 shares of its common stock at a conversion price of $5 per share in exchange for $255,000 in 12% convertible notes plus accrued interest on the notes as tendered by the note holders under their promissory note provisions.

At March 31, 2014, the Company had 13,438,933 shares of its common stock issued and outstanding.  A total of 1,525,700 common stock warrants are issued and outstanding, and are convertible into common shares at conversion rates ranging from $1 to $10 per common share.  Warrants expire on dates ranging from July, 2016 to October, 2018.

The following table summarizes information about warrants outstanding March 31, 2014:
				Weighted Average Life of
		Warrants		Outstanding Warrants in
Exercise Price		Outstanding		Months		Date of Expiration
$	5.00		10,600		55	10/31/2018
	10.00		973,000		28	7/31/2016
	5.50		500,000		34	1/21/2017
	5.00		42,100		55	10/31/2018
$	2.50		1,525,700		30.9