10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒     QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2015

☐     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to __________

Commission File Number: 333-173702

Excel Corporation

(Exact name of registrant as specified in its charter)

Delaware	27-3955524
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification Number)

6363 North State Highway 161, Suite 310, Irving, Texas	75038
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: 972-476-1000

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒   No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer or a smaller reporting company. See definition of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☒
(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐   No ☒

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Date File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). ☒

As of November 16, 2015, there were 99,259,070 shares of Company’s common stock, par value $0.0001 per share, issued and outstanding.

EXCEL CORPORATION

TABLE OF CONTENTS

PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
Consolidated Balance Sheets as of September 30, 2015 (unaudited) and December 31, 2014	3
Consolidated Statements of Operations for the three and nine months ended September 30, 2015 and 2014 (unaudited)	4
Consolidated Statements of Changes in Stockholders' Equity for the nine months ended September 30, 2015 and 2014 (unaudited)	5
Consolidated Statements of Cash Flows for the nine months ended September 30, 2015 and 2014 (unaudited)	6
Notes to Unaudited Consolidated Financial Statements	7
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	14
Overview	14
Results of Operations	15
Liquidity and Capital Resources	16
Significant Accounting Policies	17
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	19
ITEM 4. CONTROLS AND PROCEDURES	19
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS	19
ITEM 1A. RISK FACTORS	19
ITEM 2. OTHER INFORMATION	19
ITEM 3. EXHIBITS	20

2

Excel Corporation and Subsidiaries

Consolidated Balance Sheets

(Unaudited)

	September 30,			December 31,
	2015			2014
	(Unaudited)
ASSETS
Current Assets
Cash and cash equivalents	$	222,165		$	326,788
Accounts receivable		412,879			383,657
Prepaid expenses		9,964			46,229
Shares receivable		90,000			90,000
Inventory		2,415			7,119
Total current assets		737,423			853,793
Other Assets
Fixed assets, net of depreciation		318,963			230,632
Goodwill		4,440,355			4,440,355
Other long-term assets		61,153			68,027
Total other assets		4,820,471			4,739,014
Total assets	$	5,557,894		$	5,592,807
LIABILITIES & STOKHOLDERS' EQUITY
Current Liabilities
Accounts payable	$	1,301,946		$	806,981
Accrued compensation		1,000,525			602,683
Other accrued liabilities		835,694			426,431
Notes payable-current portion		447,277			581,674
Total current liabilities		3,585,442			2,417,769
Long-term liabilities
Notes payable - long-term portion		351,565			681,361
Other long-term liabilities		31,966			29,748
Total long-term liabilities		383,531			711,109
Commitments and contingencies
STOCKHOLDERS' EQUITY
Preferred stock, $.0001 par value, 10,000,000 shares authorized, none issued and outstanding		-			-
Series A preferred stock, $.001 par value 2 shares issued and outstanding as of September 30, 2015 and December 31, 2014.		-			-
Common stock, $.0001 par value, 200,000,000 shares authorized 99,259,070 and 97,259,070 shares issued and outstanding as of September 30, 2015 and December 31, 2014, respectively.		9,926			9,726
Additional paid-in capital		4,450,504			4,232,342
Accumulated deficit		(2,871,509	)		(1,778,139	)
Total stockholders' equity		1,588,921			2,463,929
Total Liabilities and Stockholders' Equity	$	5,557,894		$	5,592,807

See accompanying notes to unaudited consolidated financial statements.

3

Excel Corporation and Subsidiaries

Consolidated Statements of Operations

(Unaudited)

	For the Three Months Ended						For the Nine Months Ended
	September 30,						September 30,
	2015			2014			2015			2014
Revenues
Equipment lease revenue	$	2,889,381		$	2,768,930		$	9,093,792		$	4,644,546
Transaction and processing fees		1,060,224			725,366			3,274,158			1,129,922
Other revenue		21,623			-			21,623			-
Total revenues		3,971,228			3,494,296			12,389,573			5,774,468
Costs and expenses
Cost of products sold		877,992			689,171			2,596,666			1,114,312
Payroll		2,631,657			2,557,227			7,821,752			4,786,689
Outside commissions		322,957			589,379			1,202,980			892,396
Other selling, general, and administrative expenses		497,803			673,946			1,648,172			1,420,477
Total costs and expenses		4,330,409			4,509,723			13,269,570			8,213,874
Net loss from operations		(359,181	)		(1,015,427	)		(879,997	)		(2,439,406	)
Other income
Gain on sale of residual portfolio		-			-			-			2,800,000
Gain on settlement of debt		-			-			-			175,101
Total other income		-			-			-			2,975,101
Interest expense		66,773			111,354			213,373			314,739
Net income (loss) before income taxes		(425,954	)		(1,126,781	)		(1,093,370	)		220,956
Income tax expense (benefit)
Current		(157,603	)		(381,258	)		(404,547	)		(81,297	)
Deferred		157,603			394,537			404,547			81,297
Total income tax expense		-			13,279			-			-
Net income (loss)	$	(425,954	)	$	(1,113,502	)	$	(1,093,370	)	$	220,956
Earnings (Loss) Per Share
Basic & Diluted	$	(0.004	)	$	(0.012	)	$	(0.011	)	$	0.003
Weighted Average Shares Outstanding
Basic & Diluted		99,259,070			96,759,070			98,152,843			84,558,609

See accompanying notes to unaudited consolidated financial statements.

4

Excel Corporation and Subsidiaries

Consolidated Statements of Stockholders’ Equity

(unaudited)

	Preferred Stock		Series A Preferred Stock			Common Stock				Additional Paid-in		Accumulated
	Shares	Amount	Shares		Amount	Shares		Amount		Capital		Deficit
Balances, January 1, 2014		$			$		67,064,892	$	6,706	$	1,010,947	$	(1,341,258	)
Issuance of common stock at .09 per share							1,628,570		163		149,837
Issuance of common stock at .30 per share							200,000		20		59,980
Issuance of stock for acquisition of Securus				2			22,400,000		2240		2,537,024
Stock Compensation Expense							5,465,608		547		356,818
Net income for the period January 1, 2014 - September 30, 2014													220,956
Balances, September 30, 2014		$		2	$	$	96,759,070	$	9,676	$	4,114,606	$	(1,120,302	)
Balances, January 1, 2015		$		2	$	$	97,259,070	$	9,726	$	4,232,342	$	(1,778,139	)
Stock Compensation Expense							2,000,000		200		218,162
Net loss for the period January 1, 2015 - September 30, 2015													(1,093,370	)
Balances, September 30, 2015		$		2	$		99,259,070	$	9,926	$	4,450,504	$	(2,871,509	)

See accompanying notes to unaudited consolidated financial statements.

5

Excel Corporation and Subsidiaries

Consolidated Statements of Cash Flows

(Unaudited)

	For the Nine Months Ended
	September 30,
	2015			2014
Operating activities:
Net income (loss)	$	(1,093,370	)	$	220,956
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation		75,325			51,951
Stock based compensation		218,362			357,365
Gain on settlement of debt		-			(175,101	)
Changes in operating assets and liabilities:
Decrease (increase)
Accounts receivable		(29,222	)		(121,265	)
Inventory		4,704			45,510
Prepaid expenses		36,265			(37,700	)
Other long-term assets		6,874			(132,847	)
Increase (decrease)
Accounts payable		494,965			105,322
Accrued compensation		397,842			338,208
Other accrued liabilities		409,263			122,878
Other long-term liabilities		2,218			(3,062	)
Net cash provided by operating activities		523,226			772,215
Cash flows from investing activities:
Purchase of fixed assets		(163,656	)		(31,367	)
Disposal of fixed assets		-			45,816
Acquisition of Securus		-			34,563
Net cash provided by (used in) investing activities		(163,656	)		49,012
Cash flows from financing activities:
Issuance of notes		100,000			1,600,000
Issuance of common stock		-			210,000
Note and debt payments		(564,193	)		(2,274,612	)
Net cash used in financing activities		(464,193	)		(464,612	)
Net increase (decrease) in cash	$	(104,623	)	$	356,615
Cash - Beginning	$	326,788		$	8,328
Cash - Ending	$	222,165		$	364,943
Supplemental disclosure of cash flow information
Cash paid for interest		66,773			314,739

See accompanying notes to unaudited consolidated financial statements.

6

Excel Corporation and Subsidiaries

Notes to Consolidated Financial Statements

September 30, 2015

Unaudited

1. ORGANIZATION AND OPERATIONS

Excel Corporation (the “Company”) was organized on November 16, 2010 as a Delaware corporation.  The Company has two wholly owned subsidiaries, Excel Business Solutions, Inc., and Payprotec Oregon, LLC (d/b/a Securus Payments), (“Securus”).

The Company had been considered a development stage company as defined by FASB ASC 915-205-45-6. However, on April 21, 2014, the Company acquired 100% of the membership interests of Payprotec Oregon LLC (d/b/a Securus Payments) (see note 8). Following this transaction, the Company ceased to be a development stage company. The Company is currently devoting substantially all of its efforts to providing services in the merchant payment processing industry.

The Company provides payment processing services, which include credit and debit card processing, check approval, and ancillary processing equipment and software services to merchants that accept credit cards, debit cards, checks, and other non-cash forms of payment. In addition, the Company provides leases for point of sale and similar processing equipment to merchants which are in turn sold to a third party. In June 2015 our subsidiary, Excel Business Solutions, began selling merchant cash advances under the trade name Mom and Pop Merchant Solutions “Mom and Pop”.  Mom and Pop operates as an ISO and does not directly fund any advances. The impact of Mom and Pop on the Company’s results of operations and financial position for the quarter ended September 30, 2015 was not material.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and the instructions to Rule 10-01 of Regulation S-X of the Securities and Exchange Commission (the “SEC”).  Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements.  In the opinion of management, these unaudited consolidated financial statements contain all adjustments, consisting of normal recurring adjustments, considered necessary for a fair presentation of the results of the interim periods.  These unaudited consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2014.

Reclassification

Certain prior period amounts have been reclassified to conform to the current year’s presentation.

7

Excel Corporation and Subsidiaries

Notes to Consolidated Financial Statements

September 30, 2015

Unaudited

3. FAIR VALUE MEASUREMENTS

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date.  ASC Topic No. 820 establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into nine broad levels, as described below:

Level 1: Level 1 inputs are unadjusted quoted prices in active markets for identical assets or liabilities.

Level 2: Level 2 inputs are inputs other than quoted prices included in Level 1 that are observable, either directly or indirectly.  Level 2 inputs include quoted prices for similar assets, quoted prices in markets that are not considered to be active, and observable inputs other than quoted prices such as interest rates.

Level 3: Level 3 inputs are unobservable inputs.

The following required disclosure of the estimated fair value of financial instruments has been determined by the Company using available market information and appropriate valuation methodologies.  However, considerable judgment is required to interpret market data to develop the estimates of fair value.  Accordingly, the use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts.

The methods and assumptions used to estimate the fair values of each class of financial instruments are as follows:

Cash and Cash Equivalents, Accounts Receivable, Prepaid Expenses, Inventory, Accounts Payable, Accrued Compensation, Other Accrued Liabilities, and Income Taxes Payable.

The items are generally short-term in nature, and accordingly, the carrying amounts reported on the consolidated balance sheets are reasonable approximations of their fair values.

Notes Payable

The carrying values of notes payable approximate fair values, since these instruments bear market rates of interest.

4. RECENT ACCOUNTING PRONOUNCEMENTS

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers Topic 606 (“ASU 2014-09”) which outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. Revenue recorded under ASU 2014-09 will depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This guidance is effective for the Company’s fiscal year beginning January 1, 2017 and early adoption is not permitted. Management does not expect the adoption of this guidance to have a material impact on the Company’s financial statements.

Accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on the Company’s consolidated financial statements upon adoption.

5. INCOME TAXES

The Company accounts for income taxes in accordance with FASB Accounting Standards Codification Topic 740-10 which requires the Company to provide a net deferred tax asset/liability equal to the expected future tax benefit/expense of temporary reporting differences between book and tax accounting methods and any available operating loss or tax credit carryforwards. At September 30, 2015, the Company had available unused operating loss carryforwards of $2,101,627 which generated a deferred tax benefit of $777,602. The Company had a 100% valuation allowance on the deferred tax assets at September 30, 2015.

8

Excel Corporation and Subsidiaries

Notes to Consolidated Financial Statements

September 30, 2015

Unaudited

5. INCOME TAXES (Continued)

The Company’s provision for income taxes for the nine months ended September 30, 2015 consists of the following:

Income Tax Expense (Benefit)	Nine months Ended September 30, 2015
Current	$	(404,547	)
Deferred		404,547
Total	$	—

The Company accounts for uncertainties in income taxes in accordance with FASB ASC Topic 740 “Accounting for Uncertainty in Income Taxes”. The Company has determined that there are no significant uncertain tax positions requiring recognition in its financial statements.

In the event the Company is assessed for interest and/or penalties by taxing authorities, such assessed amounts will be classified in the financial statements as income tax expense. Tax years 2011 through 2014 remain subject to examination by Federal and state taxing authorities. 

6. STOCKHOLDERS’ EQUITY

On April 21, 2014, the Company issued two shares of Series A Preferred Stock to the two previous members of Payprotec. As long as a former member holds at least 9,000,000 shares of the Company’s common stock, the member has the right to exchange his share of preferred stock for a 24.5% share of the membership interests of Payprotec upon a change of control in Payprotec (as defined). 

7. STOCK OPTIONS AND COMPENSATION

On November 16, 2010, the Company’s Board of Directors (the “Board”) approved a stock plan pursuant to which the Company may grant incentive and non-statutory options to employees, non-employee members of the Board and consultants and other independent advisors who provide services to the Corporation.  The maximum shares of common stock which may be issued over the term of the plan shall not exceed 4,000,000 shares.  Awards under this plan are made by the Board of Directors or a committee of the Board.  Options under the plan are to be issued at the market price of the stock on the day of the grant except to those issued to holders of 10% or more of the Company’s Common Stock which is required to be issued at a price not less than 110% of the fair market value on the day of the grant.  Each option is exercisable at such time or times, during such period and for such numbers of shares shall be determined by the Plan Administrator.  However, no option shall have a term in excess of 10 years from the date of the grant.

On August 28, 2014, the Company issued options to purchase a total of 1,000,000 shares of the Company’s Common Stock at an exercise price of $.09 per share. The options are exercisable for a ten-year period subject to certain restrictions. The shares vest ratably over 36 months. The following table summarizes the Company’s stock options.

Options outstanding	1,000,000
Vested	361,111
Unvested	638,889

On May 13, 2014, The Company issued 2,732,804 shares of the Company’s Common Stock to each of two executives in connection with their employment agreements. One third of the shares vested upon grant and the balance vest ratably over a two-year period.  

On June 1, 2015, the Company issued 2,000,000 shares of stock to an executive.  500,000 of the shares vested upon grant and an additional 500,000 will vest on June 1, 2016, 2017, and 2018.

The Company recorded stock compensation expense in the amount of $218,362 for the nine months ended September 30, 2015 related to the stock grants and issuance of stock options.

9

Excel Corporation and Subsidiaries

Notes to Consolidated Financial Statements

September 30, 2015

Unaudited

8. ACQUISITION OF SUBSIDIARY

On April 21, 2014, the Company purchased 90% of the membership interests of Securus and its subsidiary Securus Consultants, LLC through a Securities Exchange Agreement (the “Agreement”) with Mychol Robirds and Steven Lemma.

In exchange for their membership interests in Securus and Securus Consultants LLC, the Company issued to Messrs. Robirds and Lemma a total of 20,400,000 shares of the Company’s Common Stock and two shares of the Company’s Series A Preferred Stock.  Payprotec also entered into three-year employment agreements (the “Employment Agreements”) with each of Messrs. Robirds and Lemma. 

Pursuant to a Securities and Exchange Agreement ("E-Cig Agreement") dated April 21, 2014 between the Company and E-Cig Ventures, LLC ("E-Cig"), the Company acquired the remaining 10% of the membership interests of Securus in exchange for the issuance of 2,000,000 shares of the Company's common stock and the agreement to guaranty a $1.5 million loan (the “Guaranty”) from Shadow Tree Income Fund A LP (“Shadow Tree”) to E-Cig (the "E-Cig Transaction"). As a result of the two transactions, the Company owns 100% of the membership interests of Securus.

10

Excel Corporation and Subsidiaries

Notes to Consolidated Financial Statements

September 30, 2015

Unaudited

9. FIXED ASSETS

Property and equipment consists of the following as of September 30, 2015:

Computer software	$	183,266
Equipment		162,524
Furniture & fixtures		83,299
Leasehold improvements		118,882
Total cost		547,971
Less accumulated depreciation and amortization		(229,008	)
Fixed assets – net	$	318,963

11

Excel Corporation and Subsidiaries

Notes to Consolidated Financial Statements

September 30, 2015

Unaudited

10. LEASES

Securus leases its Oregon office facilities under an operating lease expiring in June 2019. Monthly lease payments range from $18,824 to $24,795 throughout the term of the lease.

Securus leases its California office facilities under an operating lease expiring in March 2016. Monthly lease payments range from $6,059 to $6,426 throughout the term of the lease.

Securus leases its Florida office facilities under an operating lease expiring in December 2016. Monthly lease payments range from $3,180 to $3,374 throughout the term of the lease.

The Company executed a lease for its corporate offices in Irving Texas. The lease began on November 1, 2014 and has a term of 63 months with monthly payments ranging from $0 to $6,428.

Total rent expense for the nine months ended September 30, 2015 was $309,166, compared to $176,359 for the nine months ended September 30, 2014.

The future minimum lease payments required under long-term operating leases as of September 30, 2015 are as follows:

2015	$	145,948
2016		412,403
2017		361,010
2018		369,558
2019 and after		232,224
Total	$	1,521,143

11. NOTES PAYABLE

The following summarizes the Company’s current outstanding notes payable:

Note payable to Blue Acre Ventures, due in monthly installments of $48,333 through May 2017, including simple interest at 15%, secured by the Company’s primary residual portfolio	$	777,903
Note payable to Payment Processing Technologies LLC, due in monthly installments of $10,653 beginning January 2015 through October 2015, including interest at 14%, secured by the Company’s residual portfolio with Payment Processing Technologies LLC		20,939
Total		798,842
Less current portion		(447,277	)
Long-term portion of notes payable	$	351,565

12

Excel Corporation and Subsidiaries

Notes to Consolidated Financial Statements

September 30, 2015

11. NOTES PAYABLE (Continued)

Future maturities of notes as of September 30, 2015 are as follows:

2015	$	117,481
2016		454,628
2017		226,733
Total	$	798,842

12. RELATED PARTY TRANSACTIONS

On January 14, 2014, Ruben Azrak, Chairman of the Board and then Interim Chief Executive Officer, advanced the Company $25,000.  This advance bears no interest and does not provide for a specific repayment date.

13. SUBSEQUENT EVENTS

Portfolio Purchase Agreement

On October 15, 2015, the Company entered into a new Portfolio Purchase Agreement with SME Funding, LLC (“SME”) whereby Payprotec sold $22,259 of its monthly residuals for an immediate cash payment of $445,180. This will be recognized as a gain on the Company’s Statements of Operations in the fourth quarter 2015. Payprotec had a note payable to Payment Processing Technologies, LLC for a portion of the residual portfolio sold. The note balance of $20,939 at execution date was paid in full using the proceeds from the sale.

13

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of our results of operations and financial condition for the three and nine months ended September 30, 2015 and 2014 should be read in conjunction with our interim financial statements and the notes to those financial statements that are included elsewhere in this quarterly report on Form 10-Q.  Our discussion includes forward-looking statements based upon current expectations that involve risks and uncertainties, such as our plans, objectives, expectations and intentions. Actual results and the timing of events could differ materially from those anticipated in these forward-looking statements as a result of a number of factors, including those set forth under the “Risk Factors,” “Cautionary Notice Regarding Forward-Looking Statements” and “Description of Business” sections and included in our Annual Report on Form 10-K for the year ended December 31, 2014.  We use words such as “anticipate,” “estimate,” “plan,” “project,” “continuing,” “ongoing,” “expect,” “believe,” “intend,” “may,” “will,” “should,” “could,” “predict,” and similar expressions to identify forward-looking statements.    Although we believe the expectations expressed in these forward-looking statements are based on reasonable assumptions within the bounds of our knowledge of our business, our actual results could differ materially from those discussed in these statements.   We undertake no obligation to update publicly any forward-looking statements for any reason even if new information becomes available or other events occur in the future.

Current Overview

We sell integrated financial and transaction processing services to small and medium sized businesses throughout the United States. We provide these services through our wholly-owned subsidiary, Securus, which we acquired in April 2014. We are a national full service retail credit/debit card processor Independent Sales Organization (“ISO”) and Merchant Services Provider (“MSP”), with primary sales and merchant support offices in Portland, Oregon and West Palm Beach, Florida, which supplement our network of approximately 120 to 150 independent sales representatives located throughout the country. Working with the Company's primary processing partner, First Data Corporation, we provide for the rapid clearing of payments, including Apple Pay, a mobile payment and digital wallet service by Apple Inc. that lets users make payments using the iPhone 6 and iPhone 6 Plus. Our merchant account solutions, combined with the latest site and cloud based technologies, are designed to meet the unique needs of each business segment serviced, and offer a variety of credit, debit, gift and loyalty card processing options and equipment to scale with the distinctive business plans of each client. In June 2015, our subsidiary, Excel Business Solutions, began selling merchant cash advances under the trade name Mom and Pop Merchant Solutions “Mom and Pop”.  Mom and Pop operates as an ISO and does not directly fund any advances. The impact of Mom and Pop on the Company’s results of operations and financial position for the quarter ended September 30, 2015 was not material.

On February 17, 2014 the Company entered into a Securities Exchange Agreement (the “SEA”) with Securus, Mychol Robirds and Steven Lemma, to purchase 90% of the membership interests of Securus and its subsidiary Securus Consultants, LLC.  On April 21, 2014 the Company completed the acquisition of 100% of Securus pursuant to the SEA and through a Securities Exchange Agreement (“E-Cig Agreement) with E-Cig Ventures LLC. The Company issued 22,400,000 shares of common stock for the acquisition of Securus. In addition, the Company issued two shares of Series A Preferred Stock to Messrs Lemma and Robirds as a part of the SEA. As holders of the Series A Preferred Stock. Each of Messrs Lemma and Robirds are entitled to exchange one share of the Series A Preferred Stock for a 24.5% interest in Securus should the Company enter into a transaction that would sell a majority of the membership interest of Securus or its assets. Messrs Lemma and Robirds will be entitled to these exchange rights as long as they own a total of 9,000,000 shares individually.

Prior to the acquisition of Securus in April 2014, we were considered a developmental stage company. With the acquisition of Securus, we are no longer in a development stage and maintain as our primary business operations the sale of merchant processing and servicing, as well as a limited number of merchant cash advance transactions on behalf of our merchant customers. We are actively seeking acquisition opportunities in related industries including, but not limited to, merchant services and merchant cash advance companies. Although management believes that there are acquisition opportunities, there can be no assurance that the Company will be able to complete any such transactions.

14

Use of Estimates in the Preparation of Financial Statements

The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Off-Balance Sheet Financing Arrangements

We did not have any off-balance sheet financing arrangements as of September 30, 2015.

Results of Operations

We acquired Securus in April 2014. As a result of this acquisition, operating results for the nine months ended September 30, 2015 and 2014 are not directly comparable. The nine months ended September 30, 2014 included 162 days of operations for Securus as opposed to 273 days for the 2015 period.

Revenues

Net revenues for the three month and nine month periods ended September 30, 2015 were $3,971,228 and $12,389,573 as compared to net revenues of $3,494,296 and $5,774,468 for the three and nine month periods ended September 30, 2014. The increase in net revenues of 114.6% for the nine months ended September 30, 2015 as compared to September 2014 was due not only to a full three quarters of operations in 2015 but also to significantly higher equipment lease volume in the 2015 period as well as higher transaction and processing fees earned during the 2015 period.

Costs and Expenses

Our operating costs and expenses were $4,330,409 and $13,269,570 for the three and nine months ended September 30, 2015 as compared to $4,509,723 and $8,213,874 for the three and nine months ended September 30, 2014. Cost of products sold for the three and nine months ended September 30, 2015 were 30.4% and 28.6% of equipment lease revenues respectively as compared to 24.9% and 24.0% of equipment lease revenues for the same periods in 2014. The increase in cost of products sold as a percentage of equipment lease revenues was due to increased sales of more sophisticated point of sale units. Outside commissions decreased from $589,379 to $322,957 for the three month period ended September 30, 2015 as compared to the same period in 2014 and significantly declined as a percentage of net revenue from 16.9% to 8.1%. For the nine months ended September 30, 2015 outside commission expenses were $1,202,980 or 9.7% of net revenues as compared to $892,396 or 15.5% of net revenues for the same period in 2014. The decrease in outside commissions as a percentage of revenue is due to lower percentage of the Company’s sales being generated by independent sales agents. The Company uses independent sales agents for a substantial portion of its business. Salaries and wages were $2,631,657 and $7,821,752 for the three and nine months ended September 30, 2015 as compared to $2,557,227 and $4,786,689 for the three and nine months ended September 30, 2014. Other selling, general, and administrative expenses were $497,803 and $1,648,172 for the three and nine months ended September 30, 2015 as compared to $673,946 and $1,420,477 for the three months and nine months ended September 30, 2014. For the nine months ended September 30, 2015, other selling, general, and administrative expenses included a one-time charge of $258,367 for a litigation settlement with a former executive of the Company. Corporate overhead accounted for $1,510,899 and $1,928,832 of total costs and expenses for the nine months ended September 30, 2015 and 2014, respectively.

15

Other Income

On September 30, 2014, the Company and Payprotec entered into a refinancing pursuant to a Settlement and Release (“Settlement Agreement”) with E-Cig Ventures LLC (“E-Cig”) whereby the Company exercised an option to repurchase $200,000 of monthly residuals sold to E-Cig Ventures LLC (“E-Cig”) on January 28, 2014. The Company paid $2,400,000 cash and issued a note in favor of E-Cig in the amount of $300,000 in return for settling all amounts due under the Residual Purchase Agreement executed by Securus and E-Cig. In addition, upon final payment of the $300,000 note to E-Cig, E-Cig shall surrender 1,000,000 shares of the Company’s Common Stock previously issued to E-Cig in connection with the Company’s purchase of E-Cig’s 10% membership interest in Securus on April 21, 2014. The note to E-Cig bears interest at 6% per annum and is due in 12 equal monthly payments starting on October 1, 2014. The Company recorded a one-time gain of $175,101 in connection with this transaction. Simultaneously with the Settlement Agreement referred to above, the Company and Securus executed new financing arrangements with Blue Acre Ventures (“BAV”) including a Portfolio Purchase Agreement whereby Securus sold monthly residuals in the amount of $100,000 for a cash payment of $2,800,000 and the ability to receive additional payments totaling $400,000 over the next three years. The Company recorded a one-time gain in the amount of $2,800,000 in connection with this transaction.

Interest expense

Interest expense was $66,773 and $213,373 for the three months and nine months ended September 30, 2015 as compared to $111,354 and $314,739 for the three months and nine months ended September 30, 2014. The higher interest expense in the 2014 periods was primarily due to the transaction with E-Cig executed by Payprotec in January 2014, which was refinanced on September 30, 2014 as described above.

Net loss from operations

Net loss from operations decreased from $1,015,427 for the three months ended September 30, 2014 to $359,181 for the three month ended September 30, 2015. The significant decrease in the operating loss of $656,246 was due primarily to improved sales volume and operating margins at Securus. For the nine months ended September 30, 2015, net loss from operations decreased from $2,439,406 to $879,997. Excluding corporate overhead, Securus had operating income of $90,831 and $481,772 for the three months and nine months ended September 30, 2015.

Our net losses were $425,954 and $1,093,370 for the three and nine months ended September 30, 2015, respectively. Our net loss was $1,113,502 and net income was $220,956 for the three and nine months ended September 30, 2014. Net income for the nine month period in 2014 was the result of a $2,800,000 gain on the sale of the monthly residuals and a $175,101 gain on the settlement of debt described above which more than offset the operating losses incurred during that period.

It is possible we may continue to incur net losses in the future.

Liquidity and Capital Resources

The following summarizes our cash flows:

	Nine months ended September 30,
	2015			2014
Net cash provided operating activities	$	523,226		$	772,215
Net cash provided by (used in) investing activities		(163,656	)		49,012
Net cash used in financing activities		(464,193	)		(464,612	)
Net increase (decrease) in cash	$	(104,623	)	$	356,615

Net cash provided by operating activities for the nine months ended September 30, 2015 was $523,226 as compared with $772,215 in 2014.

16

Net cash used in investing activities was $163,656 for the nine months ended September 30, 2015 as compared to $49,012 provided by investing activities for the nine months ended September 30, 2014. Capital expenditures were primarily related to improvements in the Company’s information systems. 

Net cash used in financing activities was $464,193 for the nine months ended September 30, 2015 as compared to $464,612 for the nine months ended September 30, 2014. 

As of September 30, 2015, we had cash and cash equivalents of $222,165, total current assets of $737,423 and total current liabilities of $3,585,442.

The Company may seek to raise capital through the sale of debt or equity securities or a possible sale of a portion of its residual portfolio in order to improve its liquidity and financial position. There can be no assurances that such financing can be obtained on terms that are acceptable to the Company.

Off-Balance Sheet Financing Arrangements

We do not have any off-balance sheet financing arrangements.

Significant Accounting Policies

Basis of Presentation

The accompanying consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), which require us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. Actual results could differ from those estimates. We believe the following critical accounting policies affect our more significant judgments and estimates used in the preparation of our financial statements. The accompanying unaudited consolidated financial statements reflect the results of operations, financial position and cash flows of the Company, and include the accounts of the Company and subsidiaries, after elimination of all intercompany transactions in the consolidation.

17

Revenue Recognition

The Company’s revenue is derived from the sale of equipment leases of point of sale terminals and systems used to process credit and debit transactions. The Company records revenue when the sales process with respect to terminals and point of sale equipment is substantially complete.

In addition, the Company receives a percentage of recurring residual fees comprised of credit and debit card fees charged to merchants, net of association fees, otherwise known as Interchange, as well as certain service charges and convenience fees, for payment processing services, including authorization, capture, clearing, settlement and information reporting of electronic transactions.  Fees are calculated on either a percentage of the dollar volume of the transaction or a fixed fee or a hybrid of the two and are recognized at the time of the transaction.

Cash and Cash Equivalents

The Company considers all cash accounts, which are not subject to withdrawal restrictions or penalties, and all highly liquid debt instruments purchased with a maturity of three months or less as cash and cash equivalents.  The carrying amount of financial instruments included in cash and cash equivalents approximates fair value because of the short maturities for the instruments held. 

Income Taxes

Income taxes are provided for the tax effects of the transactions reported in the financial statements and consist of taxes currently due plus deferred taxes related primarily to tax net operating loss carryforwards. The deferred tax assets and liabilities represent the future tax return consequences of these differences, which will either be taxable or deductible when assets and liabilities are recovered or settled, as well as operating loss carryforwards.  Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.  The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.  A valuation allowance is established against deferred tax assets when in the judgment of management, it is more likely than not that such deferred tax assets will not become available.  Because the judgment about the level of future taxable income is dependent to a great extent on matters that may, at least in part, be beyond the Company’s control, it is at least reasonably possible that management’s judgment about the need for a valuation allowance for deferred taxes could change in the near term.

Earnings Per Share

Basic earnings per share is computed by dividing net income (loss) available for common stock by the weighted average number of common shares outstanding during the period.  Fully diluted earnings per share is the same as basic earnings per share as the Company had no material common stock equivalents outstanding during the periods presented.

18

Recent Accounting Pronouncements

Management does not currently believe that any recently issued, but not effective, accounting standards, if currently adopted, would have a material effect on the Company’s financial statements.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) that are designed to ensure that information required to be disclosed in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding disclosure.  In designing and evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

Our management, with the participation of our principal executive officer and principal financial officer, has evaluated the effectiveness of our disclosure controls and procedures as of September 30, 2015 and found them to be effective.

Changes in Internal Control over Financial Reporting

There were no changes (including corrective actions with regard to significant deficiencies or material weaknesses) in our internal control over financial reporting that occurred during the fiscal quarter ended September 30, 2015 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

None.

ITEM 1A. Risk Factors 

Factors that could cause our actual results to differ materially from those in this report are any of the risks described in our Annual Report on Form 10-K for the year ended December 31 2014 filed with the SEC on March 31, 2015. Any of these factors could result in a significant or material adverse effect on our results of operations or financial condition. Additional risk factors not presently known to us or that we currently deem not material may also impair our business or results of operations.

As of the date of this Report, there have been no material changes to the risk factors disclosed in our Annual Report on Form 10-K for the year ended December 31, 2014.

ITEM 2.  OTHER INFORMATION

None

19

ITEM 3.  EXHIBITS

The following exhibits are filed as part of, or incorporated by reference into, this Quarterly Report on Form 10-Q.

Exhibit Number	Description
31.1*	Certification of the Chief Executive Officer required by Rule 13a-14(a) or Rule 15d-14(a).
31.2*	Certification of the Chief Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a).
32.1*	Certification of the Chief Executive Officer required by Rule 13a-14(b) or Rule 15d-14(b) and 18 U.S.C. 1350.
32.2*	Certification of the Chief Financial Officer required by Rule 13a-14(b) or Rule 15d-14(b) and 18 U.S.C. 1350.
101.INS**	XBRL Instance Document
101.SCH **	XBRL Taxonomy Extension Schema Document
101.CAL **	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF **	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB **	XBRL Taxonomy Extension Label Linkbase Document
101.PRE **	XBRL Taxonomy Extension Presentation Linkbase Document

*	Filed herewith.
**	XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

20

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	EXCEL CORPORATION
Dated: November 16, 2015	By:	/s/ Thomas A. Hyde, Jr.
		Thomas A. Hyde, Jr.
		Chief Executive Officer
		(Principal executive officer)

Dated: November 16, 2015	By:	/s/ Robert L. Winspear
		Robert L. Winspear
		Chief Financial Officer
		(Principal financial and accounting officer)

21

EX-31.1

Exhibit 31.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

PURSUANT TO SECURITIES EXCHANGE ACT RULES 13A-14(A) AND 15D-14(A)

AS ADOPTED PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Thomas A. Hyde Jr., certify that:

1. I have reviewed this quarterly report on Form 10-Q of Excel Corporation (the “report”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Dated: November 16, 2015

By: /s/ Thomas A. Hyde Jr.

Name: Thomas A. Hyde Jr.

Title: Chief Executive Officer

(Principal Executive Officer)

EX-31.2

Exhibit 31.2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

PURSUANT TO SECURITIES EXCHANGE ACT RULES 13A-14(A) AND 15D-14(A)

AS ADOPTED PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Robert L. Winspear, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Excel Corporation (the “report”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Dated: November 16, 2015

By: /s/ Robert L. Winspear

Name: Robert L. Winspear

Title: Chief Financial Officer

(Principal Financial and Principal Accounting Officer) 

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with this quarterly report on Form 10-Q of Excel Corporation (the “Company”) for the quarter ended September 30,2015, (the “Report”), I, Thomas A. Hyde Jr., the Principal Executive Officer of the Company, do hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 as amended; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: November 16, 2015

By:	/s/ Thomas A. Hyde Jr.
Name: Thomas A. Hyde Jr.
Title: Chief Executive Officer
(Principal Executive Officer)

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with this quarterly report on Form 10-Q of Excel Corporation (the “Company”) for the quarter ended September 30, 2015, (the “Report”), I, Robert L. Winspear, the Chief Financial Officer of the Company, do hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 as amended; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: November 16, 2015

By:	/s/ Robert L. Winspear
Name: Robert L. Winspear
Title: Chief Financial Officer
(Principal Financial and Principal Accounting Officer)

This certification accompanies this report on Form 10-Q pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by such Act, be deemed filed by the Company for purpose of Section 18 of the Securities Exchange Act of 1934, as amended.

XML

Notes Payable (Details Textual)	9 Months Ended
	Sep. 30, 2015 USD ($)
Secured Debt [Member]
Notes Payable (Textual)
Monthly installments	$ 48,333
Interest Rate	15.00%
Maturity date	May 31, 2017
Secured Debt One [Member]
Notes Payable (Textual)
Monthly installments	$ 10,653
Interest Rate	14.00%
Maturity date range, Start	Jan. 31, 2015
Maturity date range, End	Oct. 31, 2015

XML

Acquisition of Subsidiary (Details) $ in Millions	1 Months Ended
	Apr. 21, 2014 USD ($) shares
Acquisitions of Subsidiary [Textual ]
Membership interest percentage	100.00%
E-Cig Agreement [Member]
Acquisitions of Subsidiary [Textual ]
Membership interest percentage	10.00%
Agreement to guaranty | $	$ 1.5
Securus Consultants Llc [Member]
Acquisitions of Subsidiary [Textual ]
Membership interest percentage	90.00%
Securus Consultants Llc [Member] | Employment Agreement [Member]
Acquisitions of Subsidiary [Textual ]
Stock issued during period, Shares	20,400,000
Term of employment agreement	3 years

XML

Leases (Tables)

9 Months Ended

Sep. 30, 2015

Leases [Abstract]

Schedule of future minimum lease payments

2015	$	145,948
2016		412,403
2017		361,010
2018		369,558
2019 and after		232,224
Total	$	1,521,143

XML

Notes Payable (Details) - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Debt Instrument [Line Items]
Total	$ 798,842
Less current portion	447,277	$ 581,674
Long-term portion of notes payable	351,565	$ 681,361
Secured Debt [Member]
Debt Instrument [Line Items]
Total	777,903
Secured Debt One [Member]
Debt Instrument [Line Items]
Total	$ 20,939

XML

Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2015

Summary of Significant Accounting Policies [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and the instructions to Rule 10-01 of Regulation S-X of the Securities and Exchange Commission (the “SEC”).  Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements.  In the opinion of management, these unaudited consolidated financial statements contain all adjustments, consisting of normal recurring adjustments, considered necessary for a fair presentation of the results of the interim periods.  These unaudited consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2014.

Reclassification

Certain prior period amounts have been reclassified to conform to the current year’s presentation.

XML

Income Taxes (Details Textual)	9 Months Ended
	Sep. 30, 2015 USD ($)
Income Taxes (Textual)
Operating loss carryforwards	$ 2,101,627
Rate of valuation allowance on the deferred tax benefit	100.00%
Deferred tax benefit	$ 777,602

XML

Income Taxes (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Income Tax Expense (Benefit)
Current	$ (157,603)	$ (381,258)	$ (404,547)	$ (81,297)
Deferred	$ 157,603	394,537	$ 404,547	$ 81,297
Total		$ (13,279)

XML

Stockholders' Equity (Details)

9 Months Ended

Sep. 30, 2015

Stockholders Equity (Textual)

Common stock share issued description

Company issued two shares of Series A Preferred Stock to the two previous members of Payprotec.

Preferred stock exchange description

As long as a former member holds at least 9,000,000 shares of the Company’s common stock, the member has the right to exchange his share of preferred stock for a 24.5% share of the membership interests of Payprotec upon a change of control in Payprotec (as defined). 

XML

Stock Options and Compensation (Details) - shares		9 Months Ended
	Jun. 01, 2015	Sep. 30, 2015
Stock Options and Compensation [Abstract]
Options outstanding		1,000,000
Vested	500,000	361,111
Unvested		638,889

XML

Organization and Operations

9 Months Ended

Sep. 30, 2015

Organization and Operations [Abstract]

ORGANIZATION AND OPERATIONS

1. ORGANIZATION AND OPERATIONS

Excel Corporation (the “Company”) was organized on November 16, 2010 as a Delaware corporation.  The Company has two wholly owned subsidiaries, Excel Business Solutions, Inc., and Payprotec Oregon, LLC (d/b/a Securus Payments), (“Securus”).

The Company had been considered a development stage company as defined by FASB ASC 915-205-45-6. However, on April 21, 2014, the Company acquired 100% of the membership interests of Payprotec Oregon LLC (d/b/a Securus Payments) (see note 8). Following this transaction, the Company ceased to be a development stage company. The Company is currently devoting substantially all of its efforts to providing services in the merchant payment processing industry.

The Company provides payment processing services, which include credit and debit card processing, check approval, and ancillary processing equipment and software services to merchants that accept credit cards, debit cards, checks, and other non-cash forms of payment. In addition, the Company provides leases for point of sale and similar processing equipment to merchants which are in turn sold to a third party. In June 2015 our subsidiary, Excel Business Solutions, began selling merchant cash advances under the trade name Mom and Pop Merchant Solutions “Mom and Pop”.  Mom and Pop operates as an ISO and does not directly fund any advances. The impact of Mom and Pop on the Company’s results of operations and financial position for the quarter ended September 30, 2015 was not material.

XML

Stock Options and Compensation (Details Textual) - USD ($)

1 Months Ended

9 Months Ended

Jun. 01, 2015

Aug. 28, 2014

May. 13, 2014

Nov. 16, 2010

Sep. 30, 2015

Nov. 16, 2015

Stock Options and Compensation (Textual)

Maximum shares of common stock issued

4,000,000

Description under stock option plan

Options under the plan are to be issued at the market price of the stock on the day of the grant except to those issued to holders of 10% or more of the Company's Common Stock which is required to be issued at a price not less than 110% of the fair market value on the day of the grant.

Percentage of fair market value

110.00%

Description of term in excess

No option shall have a term in excess of 10 years from the date of the grant.

Shares vesting description

One third of the shares vested upon grant and the balance vest ratably over a two-year period.

Share-based compensation expense

$ 218,362

Shares issued for option

1,000,000

Exercise price of options

$ 0.09

Term of option, exercisable

10 years

Shares issued upon vested

500,000

361,111

June 1, 2016 [Member]

Stock Options and Compensation (Textual)

Shares issued upon vested

500,000

June 1, 2017 [Member]

Stock Options and Compensation (Textual)

Shares issued upon vested

500,000

June 1, 2018 [Member]

Stock Options and Compensation (Textual)

Shares issued upon vested

500,000

Executive [Member]

Stock Options and Compensation (Textual)

Stock issued during period, Shares

2,000,000

2,732,804

XML

Related Party Transactions (Details)	Jan. 14, 2014 USD ($)
Ruben Azrak [Member]
Related Party Transactions (Textual)
Advance to chief executive officer	$ 25,000

XML

Consolidated Balance Sheet (Unaudited) - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Current Assets
Cash and cash equivalents	$ 222,165	$ 326,788
Accounts receivable	412,879	383,657
Prepaid expenses	9,964	46,229
Shares receivable	90,000	90,000
Inventory	2,415	7,119
Total current assets	737,423	853,793
Other Assets
Fixed assets, net of depreciation	318,963	230,632
Goodwill	4,440,355	4,440,355
Other long-term assets	61,153	68,027
Total other assets	4,820,471	4,739,014
Total assets	5,557,894	5,592,807
Current Liabilities
Accounts payable	1,301,946	806,981
Accrued compensation	1,000,525	602,683
Other accrued liabilities	835,694	426,431
Notes payable-current portion	447,277	581,674
Total current liabilities	3,585,442	2,417,769
Long-term liabilities
Notes payable - long term portion	351,565	681,361
Other long-term liabilities	31,966	29,748
Total long-term liabilities	$ 383,531	$ 711,109
Commitments and contingencies
STOCKHOLDERS' EQUITY
Preferred stock, $.0001 par value, 10,000,000 shares authorized, none issued and outstanding
Common stock, $.0001 par value, 200,000,000 shares authorized 99,259,070 and 97,259,070 shares issued and outstanding as of September 30, 2015 and December 31, 2014, respectively.	$ 9,926	$ 9,726
Additional paid-in capital	4,450,504	4,232,342
Accumulated deficit	(2,871,509)	(1,778,139)
Total stockholders' equity	1,588,921	2,463,929
Total Liabilities and Stockholders' Equity	$ 5,557,894	$ 5,592,807
Series A Preferred Stock
STOCKHOLDERS' EQUITY
Preferred stock, $.0001 par value, 10,000,000 shares authorized, none issued and outstanding
Total stockholders' equity

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Consolidated Statements of Stockholders' Equity (Unaudited) (Parenthetical)	Sep. 30, 2014 $ / shares
Common Stock .09 per share
Shares issued per value	$ 0.09
Common Stock .30 per share
Shares issued per value	$ 0.30

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Leases (Details)	Sep. 30, 2015 USD ($)
Future Minimum Lease Payments
2015	$ 145,948
2016	412,403
2017	361,010
2018	369,558
2019 and after	232,224
Total	$ 1,521,143

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Income Taxes (Tables)

9 Months Ended

Sep. 30, 2015

Income Taxes [Abstract]

Schedule of provision for income taxes

Income Tax Expense (Benefit)	Nine months Ended  September 30,  2015
Current	$	(404,547	)
Deferred		404,547
Total	$	—

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Leases (Details Textual) - USD ($)	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
Operating Loss Carryforwards [Line Items]
Rent expense	$ 309,166	$ 176,359
Oregon [Member]
Operating Loss Carryforwards [Line Items]
Operating lease expiration date	Jun. 30, 2019
Oregon [Member] | Maximum [Member]
Operating Loss Carryforwards [Line Items]
Monthly lease payments	$ 24,795
Oregon [Member] | Minimum [Member]
Operating Loss Carryforwards [Line Items]
Monthly lease payments	$ 18,824
California [Member]
Operating Loss Carryforwards [Line Items]
Operating lease expiration date	Mar. 31, 2016
California [Member] | Maximum [Member]
Operating Loss Carryforwards [Line Items]
Monthly lease payments	$ 6,426
California [Member] | Minimum [Member]
Operating Loss Carryforwards [Line Items]
Monthly lease payments	$ 6,059
Florida [Member]
Operating Loss Carryforwards [Line Items]
Operating lease expiration date	Dec. 31, 2016
Florida [Member] | Maximum [Member]
Operating Loss Carryforwards [Line Items]
Monthly lease payments	$ 3,374
Florida [Member] | Minimum [Member]
Operating Loss Carryforwards [Line Items]
Monthly lease payments	$ 3,180
Irving Texas [Member]
Operating Loss Carryforwards [Line Items]
Operating lease term	63 months
Irving Texas [Member] | Maximum [Member]
Operating Loss Carryforwards [Line Items]
Rent expense	$ 6,428
Irving Texas [Member] | Minimum [Member]
Operating Loss Carryforwards [Line Items]
Rent expense	$ 0

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Fixed Assets (Tables)

9 Months Ended

Sep. 30, 2015

Fixed Assets [Abstract]

Schedule of property and equipment

Computer software	$	183,266
Equipment		162,524
Furniture & fixtures		83,299
Leasehold improvements		118,882
Total cost		547,971
Less accumulated depreciation and amortization		(229,008	)
Fixed assets – net	$	318,963

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Consolidated Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
Operating activities:
Net income (loss)	$ (1,093,370)	$ 220,956
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation	75,325	51,951
Stock based compensation	$ 218,362	357,365
Gain on settlement of debt		(175,101)
Decrease (increase)
Accounts receivable	$ (29,222)	(121,265)
Inventory	4,704	45,510
Prepaid expenses	36,265	(37,700)
Other long term assets	6,874	(132,847)
Increase (decrease)
Accounts payable	494,965	105,322
Accrued compensation	397,842	338,208
Other accrued liabilities	409,263	122,878
Other long-term liabilities	2,218	(3,062)
Net cash provided by operating activities	523,226	772,215
Cash flows from investing activities:
Purchase of fixed assets	$ (163,656)	(31,367)
Disposal of fixed assets		45,816
Acquisition of Securus		34,563
Net cash provided by (used in) investing activities	$ (163,656)	49,012
Cash flows from financing activities:
Issuance of notes	$ 100,000	1,600,000
Issuance of common stock		210,000
Note and debt payments	$ (564,193)	(2,274,612)
Net cash used in financing activities	(464,193)	(464,612)
Net increase (decrease) in cash	(104,623)	356,615
Cash - Beginning	326,788	8,328
Cash - Ending	222,165	364,943
Supplemental disclosure of cash flow information
Cash paid for interest	$ 66,773	$ 314,739

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Consolidated Balance Sheet (Unaudited) (Parenthetical) - $ / shares	Sep. 30, 2015	Dec. 31, 2014
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued
Preferred stock, shares outstanding
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	99,259,070	99,259,070
Common stock, shares outstanding	99,259,070	99,259,070
Series A Preferred Stock
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares issued	2	2
Preferred stock, shares outstanding	2	2

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Leases

9 Months Ended

Sep. 30, 2015

Leases [Abstract]

LEASES

10. LEASES

Securus leases its Oregon office facilities under an operating lease expiring in June 2019. Monthly lease payments range from $18,824 to $24,795 throughout the term of the lease.

Securus leases its California office facilities under an operating lease expiring in March 2016. Monthly lease payments range from $6,059 to $6,426 throughout the term of the lease.

Securus leases its Florida office facilities under an operating lease expiring in December 2016. Monthly lease payments range from $3,180 to $3,374 throughout the term of the lease.

The Company executed a lease for its corporate offices in Irving Texas. The lease began on November 1, 2014 and has a term of 63 months with monthly payments ranging from $0 to $6,428.

Total rent expense for the nine months ended September 30, 2015 was $309,166, compared to $176,359 for the nine months ended September 30, 2014.

The future minimum lease payments required under long-term operating leases as of September 30, 2015 are as follows:

2015	$	145,948
2016		412,403
2017		361,010
2018		369,558
2019 and after		232,224
Total	$	1,521,143

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Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2015	Nov. 16, 2015
Document and Entity Information [Abstract]
Entity Registrant Name	Excel Corp
Entity Central Index Key	0001512890
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Type	10-Q
Document Period End Date	Sep. 30, 2015
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2015
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		99,259,070

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Notes Payable

9 Months Ended

Sep. 30, 2015

Notes Payable [Abstract]

NOTES PAYABLE

11. NOTES PAYABLE

The following summarizes the Company’s current outstanding notes payable:

Note payable to Blue Acre Ventures, due in monthly installments of $48,333 through May 2017, including simple interest at 15%, secured by the Company’s primary residual portfolio	$	777,903
Note payable to Payment Processing Technologies LLC, due in monthly installments of $10,653 beginning January 2015 through October 2015, including interest at 14%, secured by the Company’s residual portfolio with Payment Processing Technologies LLC		20,939
Total		798,842
Less current portion		(447,277	)
Long-term portion of notes payable	$	351,565

Future maturities of notes as of September 30, 2015 are as follows:

2015	$	117,481
2016		454,628
2017		226,733
Total	$	798,842

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Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Revenues
Equipment lease revenue	$ 2,889,381	$ 2,768,930	$ 9,093,792	$ 4,644,546
Transaction and processing fees	1,060,224	$ 725,366	3,274,158	$ 1,129,922
Other revenue	21,623		21,623
Total revenues	3,971,228	$ 3,494,296	12,389,573	$ 5,774,468
Costs and expenses
Cost of products sold	877,992	689,171	2,596,666	1,114,312
Payroll	2,631,657	2,557,227	7,821,752	4,786,689
Outside commissions	322,957	589,379	1,202,980	892,396
Other selling general and administrative expenses	497,803	673,946	1,648,172	1,420,477
Total costs and expenses	4,330,409	4,509,723	13,269,570	8,213,874
Net loss from operations	$ (359,181)	$ (1,015,427)	$ (879,997)	(2,439,406)
Other income
Gain on sale of residual portfolio				2,800,000
Gain on settlement of debt				175,101
Total other income				2,975,101
Interest expense	$ 66,773	$ 111,354	$ 213,373	314,739
Net income (loss) before income taxes	(425,954)	(1,126,781)	(1,093,370)	220,956
Income tax expense (benefit)
Current	(157,603)	(381,258)	(404,547)	(81,297)
Deferred	$ 157,603	394,537	$ 404,547	$ 81,297
Total income tax expense		13,279
Net income (loss)	$ (425,954)	$ (1,113,502)	$ (1,093,370)	$ 220,956
Earnings (Loss) Per Share
Basic & Diluted	$ (0.004)	$ (0.012)	$ (0.011)	$ 0.003
Weighted Average Shares Outstanding
Basic & Diluted	99,259,070	96,759,070	98,152,843	84,558,609

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Income Taxes

9 Months Ended

Sep. 30, 2015

Income Taxes [Abstract]

INCOME TAXES

5. INCOME TAXES

The Company accounts for income taxes in accordance with FASB Accounting Standards Codification Topic 740-10 which requires the Company to provide a net deferred tax asset/liability equal to the expected future tax benefit/expense of temporary reporting differences between book and tax accounting methods and any available operating loss or tax credit carryforwards. At September 30, 2015, the Company had available unused operating loss carryforwards of $2,101,627 which generated a deferred tax benefit of $777,602. The Company had a 100% valuation allowance on the deferred tax assets at September 30, 2015.

The Company’s provision for income taxes for the nine months ended September 30, 2015 consists of the following:

Income Tax Expense (Benefit)	Nine months Ended  September 30,  2015
Current	$	(404,547	)
Deferred		404,547
Total	$	—

The Company accounts for uncertainties in income taxes in accordance with FASB ASC Topic 740 “Accounting for Uncertainty in Income Taxes”. The Company has determined that there are no significant uncertain tax positions requiring recognition in its financial statements.

In the event the Company is assessed for interest and/or penalties by taxing authorities, such assessed amounts will be classified in the financial statements as income tax expense. Tax years 2011 through 2014 remain subject to examination by Federal and state taxing authorities.

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Recent Accounting Pronouncements

9 Months Ended

Sep. 30, 2015

Recent Accounting Pronouncements [Abstract]

RECENT ACCOUNTING PRONOUNCEMENTS

4. RECENT ACCOUNTING PRONOUNCEMENTS

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers Topic 606 (“ASU 2014-09”) which outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. Revenue recorded under ASU 2014-09 will depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This guidance is effective for the Company’s fiscal year beginning January 1, 2017 and early adoption is not permitted. Management does not expect the adoption of this guidance to have a material impact on the Company’s financial statements.

Accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on the Company’s consolidated financial statements upon adoption.

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Stock Options and Compensation (Tables)

9 Months Ended

Sep. 30, 2015

Stock Options and Compensation [Abstract]

Schedule of stock options

Options outstanding	1,000,000
Vested	361,111
Unvested	638,889

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Related Party Transactions

9 Months Ended

Sep. 30, 2015

Related Party Transactions [Abstract]

RELATED PARTY TRANSACTIONS

12. RELATED PARTY TRANSACTIONS

On January 14, 2014, Ruben Azrak, Chairman of the Board and then Interim Chief Executive Officer, advanced the Company $25,000.  This advance bears no interest and does not provide for a specific repayment date.

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Acquisition of Subsidiary

9 Months Ended

Sep. 30, 2015

Acquisition of Subsidiary [Abstract]

ACQUISITION OF SUBSIDIARY

8. ACQUISITION OF SUBSIDIARY

On April 21, 2014, the Company purchased 90% of the membership interests of Securus and its subsidiary Securus Consultants, LLC through a Securities Exchange Agreement (the “Agreement”) with Mychol Robirds and Steven Lemma.

In exchange for their membership interests in Securus and Securus Consultants LLC, the Company issued to Messrs. Robirds and Lemma a total of 20,400,000 shares of the Company’s Common Stock and two shares of the Company’s Series A Preferred Stock.  Payprotec also entered into three-year employment agreements (the “Employment Agreements”) with each of Messrs. Robirds and Lemma. 

Pursuant to a Securities and Exchange Agreement ("E-Cig Agreement") dated April 21, 2014 between the Company and E-Cig Ventures, LLC ("E-Cig"), the Company acquired the remaining 10% of the membership interests of Securus in exchange for the issuance of 2,000,000 shares of the Company's common stock and the agreement to guaranty a $1.5 million loan (the “Guaranty”) from Shadow Tree Income Fund A LP (“Shadow Tree”) to E-Cig (the "E-Cig Transaction"). As a result of the two transactions, the Company owns 100% of the membership interests of Securus.

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Stockholders' Equity

9 Months Ended

Sep. 30, 2015

Stockholders' Equity [Abstract]

STOCKHOLDERS' EQUITY

6. STOCKHOLDERS’ EQUITY

On April 21, 2014, the Company issued two shares of Series A Preferred Stock to the two previous members of Payprotec. As long as a former member holds at least 9,000,000 shares of the Company’s common stock, the member has the right to exchange his share of preferred stock for a 24.5% share of the membership interests of Payprotec upon a change of control in Payprotec (as defined).

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Stock Options and Compensation

9 Months Ended

Sep. 30, 2015

Stock Options and Compensation [Abstract]

STOCK OPTIONS AND COMPENSATION

7. STOCK OPTIONS AND COMPENSATION

On November 16, 2010, the Company’s Board of Directors (the “Board”) approved a stock plan pursuant to which the Company may grant incentive and non-statutory options to employees, non-employee members of the Board and consultants and other independent advisors who provide services to the Corporation.  The maximum shares of common stock which may be issued over the term of the plan shall not exceed 4,000,000 shares.  Awards under this plan are made by the Board of Directors or a committee of the Board.  Options under the plan are to be issued at the market price of the stock on the day of the grant except to those issued to holders of 10% or more of the Company’s Common Stock which is required to be issued at a price not less than 110% of the fair market value on the day of the grant.  Each option is exercisable at such time or times, during such period and for such numbers of shares shall be determined by the Plan Administrator.  However, no option shall have a term in excess of 10 years from the date of the grant.

On August 28, 2014, the Company issued options to purchase a total of 1,000,000 shares of the Company’s Common Stock at an exercise price of $.09 per share. The options are exercisable for a ten-year period subject to certain restrictions. The shares vest ratably over 36 months. The following table summarizes the Company’s stock options.

Options outstanding	1,000,000
Vested	361,111
Unvested	638,889

On May 13, 2014, The Company issued 2,732,804 shares of the Company’s Common Stock to each of two executives in connection with their employment agreements. One third of the shares vested upon grant and the balance vest ratably over a two-year period.  

On June 1, 2015, the Company issued 2,000,000 shares of stock to an executive.  500,000 of the shares vested upon grant and an additional 500,000 will vest on June 1, 2016, 2017, and 2018.

The Company recorded stock compensation expense in the amount of $218,362 for the nine months ended September 30, 2015 related to the stock grants and issuance of stock options.

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Fixed Assets

9 Months Ended

Sep. 30, 2015

Fixed Assets [Abstract]

FIXED ASSETS

9. FIXED ASSETS

Property and equipment consists of the following as of September 30, 2015:

Computer software	$	183,266
Equipment		162,524
Furniture & fixtures		83,299
Leasehold improvements		118,882
Total cost		547,971
Less accumulated depreciation and amortization		(229,008	)
Fixed assets – net	$	318,963

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Fixed Assets (Details) - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Property, Plant and Equipment [Line Items]
Total cost	$ 547,971
Less accumulated depreciation and amortization	(229,008)
Fixed assets - net	318,963	$ 230,632
Computer software [Member]
Property, Plant and Equipment [Line Items]
Total cost	183,266
Equipment [Member]
Property, Plant and Equipment [Line Items]
Total cost	162,524
Furniture & fixtures [Member]
Property, Plant and Equipment [Line Items]
Total cost	83,299
Leasehold improvements [Member]
Property, Plant and Equipment [Line Items]
Total cost	$ 118,882

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Summary of Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2015

Summary of Significant Accounting Policies [Abstract]

Basis of Presentation

Basis of Presentation

The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and the instructions to Rule 10-01 of Regulation S-X of the Securities and Exchange Commission (the “SEC”).  Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements.  In the opinion of management, these unaudited consolidated financial statements contain all adjustments, consisting of normal recurring adjustments, considered necessary for a fair presentation of the results of the interim periods.  These unaudited consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2014.

Reclassification

Reclassification

Certain prior period amounts have been reclassified to conform to the current year’s presentation.

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Notes Payable (Tables)

9 Months Ended

Sep. 30, 2015

Notes Payable [Abstract]

Schedule of notes payable

Note payable to Blue Acre Ventures, due in monthly installments of $48,333 through May 2017, including simple interest at 15%, secured by the Company’s primary residual portfolio	$	777,903
Note payable to Payment Processing Technologies LLC, due in monthly installments of $10,653 beginning January 2015 through October 2015, including interest at 14%, secured by the Company’s residual portfolio with Payment Processing Technologies LLC		20,939
Total		798,842
Less current portion		(447,277	)
Long-term portion of notes payable	$	351,565

Schedule of future maturities

2015	$	117,481
2016		454,628
2017		226,733
Total	$	798,842

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Subsequent Events (Details) - Subsequent Event [Member] - Portfolio Purchase Agreement [Member]	Oct. 15, 2015 USD ($)
Subsequent Events (Textual)
Monthly residuals Payments	$ 22,259
Cash payment total	445,180
Proceeds from sale	$ 20,939

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Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($)	Total	Series A Preferred Stock	Preferred Stock	Common Stock	Additional paid-in capital	Accumulated Deficit
Balances at Dec. 31, 2013				$ 6,706	$ 1,010,947	$ (1,341,258)
Balances (in shares) at Dec. 31, 2013				67,064,892
Issuance of common stock at .09 per share, Shares				1,628,570
Issuance of common stock at .09 per share				$ 163	$ 149,837
Issuance of common stock at .30 per share, Shares				200,000
Issuance of common stock at .30 per share				$ 20	$ 59,980
Issuance of stock for acquisition of Securus, Shares		2		22,400,000
Issuance of stock for acquisition of Securus				$ 2,240	$ 2,537,024
Stock Compensation Expense, Shares				5,465,608
Stock Compensation Expense				$ 547	$ 356,818
Net income (loss) for the period	$ 220,956					$ 220,956
Balances (in shares) at Sep. 30, 2014		2		96,759,070
Balances at Sep. 30, 2014				$ 9,676	$ 4,114,606	(1,120,302)
Balances at Dec. 31, 2014	2,463,929			$ 9,726	$ 4,232,342	$ (1,778,139)
Balances (in shares) at Dec. 31, 2014		2		97,259,070
Stock Compensation Expense, Shares				2,000,000
Stock Compensation Expense				$ 200	$ 218,162
Net income (loss) for the period	(1,093,370)					$ (1,093,370)
Balances (in shares) at Sep. 30, 2015		2		99,259,070
Balances at Sep. 30, 2015	$ 1,588,921			$ 9,926	$ 4,450,504	$ (2,871,509)

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Fair Value Measurements

9 Months Ended

Sep. 30, 2015

Fair Value Measurements [Abstract]

FAIR VALUE MEASUREMENTS

3. FAIR VALUE MEASUREMENTS

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date.  ASC Topic No. 820 establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into nine broad levels, as described below:

Level 1: Level 1 inputs are unadjusted quoted prices in active markets for identical assets or liabilities.

Level 2: Level 2 inputs are inputs other than quoted prices included in Level 1 that are observable, either directly or indirectly.  Level 2 inputs include quoted prices for similar assets, quoted prices in markets that are not considered to be active, and observable inputs other than quoted prices such as interest rates.

Level 3: Level 3 inputs are unobservable inputs.

The following required disclosure of the estimated fair value of financial instruments has been determined by the Company using available market information and appropriate valuation methodologies.  However, considerable judgment is required to interpret market data to develop the estimates of fair value.  Accordingly, the use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts.

The methods and assumptions used to estimate the fair values of each class of financial instruments are as follows:

Cash and Cash Equivalents, Accounts Receivable, Prepaid Expenses, Inventory, Accounts Payable, Accrued Compensation, Other Accrued Liabilities, and Income Taxes Payable.

The items are generally short-term in nature, and accordingly, the carrying amounts reported on the consolidated balance sheets are reasonable approximations of their fair values.

Notes Payable

The carrying values of notes payable approximate fair values, since these instruments bear market rates of interest.

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Organization and Operations (Details) - Subsidiary	9 Months Ended
	Sep. 30, 2015	Apr. 21, 2014
Organization and Operations (Textual)
Number of wholly owned subsidiaries	2
Membership interest percentage		100.00%

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Notes Payable (Details 1)	Sep. 30, 2015 USD ($)
Future maturities of notes
2015	$ 117,481
2016	454,628
2017	226,733
Total	$ 798,842

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Subsequent Events

9 Months Ended

Sep. 30, 2015

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

13. SUBSEQUENT EVENTS

Portfolio Purchase Agreement

On October 15, 2015, the Company entered into a new Portfolio Purchase Agreement with SME Funding, LLC (“SME”) whereby Payprotec sold $22,259 of its monthly residuals for an immediate cash payment of $445,180. This will be recognized as a gain on the Company’s Statements of Operations in the fourth quarter 2015. Payprotec had a note payable to Payment Processing Technologies, LLC for a portion of the residual portfolio sold. The note balance of $20,939 at execution date was paid in full using the proceeds from the sale.