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RESTATEMENT FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2015 (Details Narrative) - USD ($)
3 Months Ended 9 Months Ended
Sep. 30, 2016
Sep. 30, 2015
Sep. 30, 2016
Sep. 30, 2015
Dec. 31, 2015
Contingent purchase consideration $ 310,445   $ 310,445   $ 370,125
Goodwill 6,736,043   6,736,043   166,689
Intangible Assets (net of additional amortization) 3,508,617   3,508,617   $ 1,436,534
Depreciation and amortization 127,473 $ 42,684 [1] 388,233 $ 99,410 [1]  
Research and development 65,582 [1] 387,246 224,853 [1]  
Derivative expense (1,594,636) (24,246,627) [1] 16,082,616 (27,111,980) [1]  
Interest expense (853,543) (468,790) [1] (3,126,320) (505,161) [1]  
Decrease to convertible notes payable   271,655   271,655  
Increase to notes payable   159,357   159,357  
Stock-based compensation     6,805,776 3,524,294 [1]  
General and administrative 2,171,627 3,732,887 [1] 10,711,942 4,664,251 [1]  
General and Administrative Expense [Member]          
Stock-based compensation   1,730,352   1,716,695  
Debt issuance cost   226,700   226,700  
Adjustments [Member]          
Depreciation and amortization [2]   32,549   65,098  
Research and development     200,000 [3]  
Derivative expense [4]   (3,767,837)   (6,132,939)  
Interest expense [4]   (11,919)   28,667  
General and administrative [5],[6]   (1,957,052)   (2,003,395)  
Multipay S.A., a Colombian Corporation [Member]          
Contingent purchase consideration $ 310,445 370,125 $ 310,445 370,125  
Goodwill   138,336   138,336  
Intangible Assets (net of additional amortization)   168,438   168,438  
Contingent assets and liabilities eliminated   $ 87,941   $ 87,941  
[1] Restated
[2] Fair Value of Intangible Assets In Connection with Business Acquisition. During the three months ended June 30, 2015, the Company accounted for the acquisition of Multipay as a business combination using the acquisition method of accounting utilizing an incorrect valuation. The adjustment to reflect the correct valuation, including the purchase price allocation of assets acquired, resulted in an increase of $138,336 to Goodwill, $168,438 to Intangible Assets (net of additional amortization) and $370,125 to Contingent Purchase Consideration as of September 30, 2015. In addition, certain previously reported contingent assets and liabilities of $87,941 were eliminated. The increase to Intangible Assets required an increase in previously reported amortization expense by $32,549 and $65,098 for the three and nine months ended September 30, 2015, respectively.
[3] Intangible Assets-Capitalized Software. The Company determined that previously capitalized software should have been expensed in accordance with US GAAP. Accordingly, a reduction of $200,000 to Intangible Assets and an increase to Research and Development Expenses is made as of and for the six months ended September 30, 2015.
[4] Derivative Liability. The fair value of the derivative liabilities related to convertible and other notes payable have now been estimated based on the Monte Carlo Simulation Model because it considers the effect of the down round feature (probability of a triggering capital raise) along with the other assumptions associated with the Black-Scholes option pricing model. The previously used methodology by the Company incorrectly did not take into consideration the probability of a financing at a price that would trigger the instruments down round provision. The adjusted fair value of the Company's derivatives associated with its Convertible Notes and other Notes Payable resulted in an increase of $1,545,232 to the Derivative Liability as of September 30, 2015. For the three and nine months ended September 30, 2015, the Company's derivative expense is increased by $3,767,837 and $6,132,939, respectively. In addition, the finalized fair value analysis of the Company's embedded derivatives associated with its Convertible and other Notes Payable required a reduction to the previously recorded Debt Discount which resulted in an increase (decrease) of interest expense of $11,919 and $(28,667) for the three and nine months ended September 30, 2015, respectively. The adjusted fair value analysis for the derivatives required a decrease to Convertible Notes Payable of $271,655 and an increase to Notes Payable of $159,357 as of September 30, 2015.
[5] Stock-Based Compensation. The adjusted fair value of the Company's stock-based compensation resulted in an increase to general and administrative expenses of $1,730,352 and $1,716,695 for the three and nine months ended September 30, 2015, respectively.
[6] The capitalization of debt issuance costs resulted in a reduction to convertible notes payable of and a corresponding decrease general and administrative of $226,700 and $286,700 for the three and nine months ended September 30, 2015, respectively. The net decrease to General and Administrative expenses, after considering the decrease of $1,730,352 and $1,716,695 related to stock-based compensation in (4) above and the capitalization of debt issuance costs of $226,700 and $286,700 is $1,957,052 and $2,003,395 for the three and nine months ended September 30, 2015, respectively.