10-Q/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q/A

Amendment No. 1

(Mark One)

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

For the quarterly period ended March 31, 2018

OR

[   ] 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 333-51918

FULLCIRCLE REGISTRY, INC.

(Exact Name of Registrant as Specified in Its Charter)

NEVADA	61-1363026
(State or Other Jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification No.)

417 W Peck Street, Meridian, Idaho 83646

(Address of Principal Executive Offices) (Zip Code)

(208) 803-1509

(Registrant’s Telephone Number, Including Area Code)

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, as amended, (the “Exchange Act”) 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 [X] No [   ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data 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). Yes [X] No [   ]

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

Large accelerated filer	[   ]	Accelerated filer	[   ]
Non-accelerated filer	[   ]  (Do not check if a smaller reporting company)	Smaller reporting company	[X]
		Emerging growth company	[   ]

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

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: 191,954,084 Class A common shares as of May 15, 2018.

Explanatory Note

The sole purpose of this Amendment No. 1 to the Quarterly Report on Form 10-Q (the “Form 10-Q”) of FullCircle Registry, Inc. for the quarterly period ended March 31, 2018, filed with the Securities and Exchange Commission on May 15, 2018, is to furnish Exhibit 101 to the Form 10-Q in accordance with Rule 405 of Regulation S-T.  Exhibit 101 to the Form 10-Q provides the consolidated financial statements and related notes from the Form 10-Q formatted in XBRL (eXtensible Business Reporting Language).

No other changes have been made to the Form 10-Q.  This Amendment No. 1 to the Form 10-Q speaks as of the original filing date of the Form 10-Q, does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way disclosures made in the original Form 10-Q.

Pursuant to Rule 406T of Regulation S-T, the interactive data files on Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.

2

PART II—OTHER INFORMATION

ITEM 6. EXHIBITS

Exhibit Number	Title	Location
31.1	Certification of Chief Executive Officer/Chief Financial Officer pursuant to section 302 of the Sarbanes-Oxley Act of 2002	Attached
32.1	Certification of Chief Executive Officer/Chief Financial Officer pursuant to section 906 of the Sarbanes-Oxley Act of 2002*	Attached
101	XBRL (eXtensible Business Reporting Language)	Attached

SIGNATURES

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

FULLCIRCLE REGISTRY, INC.

Date: May 17, 2018

/s/ James Leigh Friedman

James Leigh Friedman

Chief Executive Officer

3

EX-31.1

Exhibit 31.1

CERTIFICATION

I, James Leigh Friedman, certify that:

1. I have reviewed this quarterly report on Form 10-Q/A for the quarter ended March 31, 2018 of FullCircle Registry, Inc.;

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(s) 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(s) 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.

Date: May 17, 2018

/s/ James Leigh Friedman

James Leigh Friedman

Chief Executive Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Report of FullCircle Registry, Inc., (the “Company”) on Form 10-Q/A for the period ended March 31, 2018, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, James Leigh Friedman, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)The Report fully complies with the requirements of Section 3(a) or 15(d) of the Securities Exchange Act of 1934; and  

(2)The information contained in the Report fairly presents, in all material respects the financial condition and result of operations of the company.  

/s/ James Leigh Friedman

James Leigh Friedman

Chief Executive Officer

May 17, 2018

XML

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2018	May 15, 2018
Details
Registrant Name	FULLCIRCLE REGISTRY INC
Registrant CIK	0001127993
SEC Form	10-Q
Period End date	Mar. 31, 2018
Fiscal Year End	--12-31
Trading Symbol	flcr
Tax Identification Number (TIN)	611363026
Number of common stock shares outstanding		191,954,084
Filer Category	Smaller Reporting Company
Current with reporting	Yes
Voluntary filer	No
Well-known Seasoned Issuer	No
Amendment Flag	false
Document Fiscal Year Focus	2018
Document Fiscal Period Focus	Q1
Entity Incorporation, State Country Name	NEVADA
Entity Address, Address Line One	417 W Peck Street
Entity Address, City or Town	Meridian
Entity Address, State or Province	Idaho
Entity Address, Postal Zip Code	83646
City Area Code	208
Local Phone Number	803-1509

XML

Consolidated Balance Sheets (March 31, 2018 unaudited) - USD ($)	Mar. 31, 2018	Dec. 31, 2017
Current assets:
Cash	$ 44,786	$ 30,711
Other current assets	32,221	13,981
Total current assets	77,007	44,692
Fixed assets
Georgetown 14 property	6,764,981	6,741,407
Accumulated depreciation	(2,489,670)	(2,406,378)
Total fixed assets	4,275,311	4,335,029
Other assets	10,870	10,870
Total assets	4,363,188	4,390,591
Current liabilities
Current portion of long term debt	116,871	64,164
Accounts payable	192,034	252,978
Accrued expenses and other current liabilities	91,069	95,931
Accrued interest expense	537,781	502,481
Advances from shareholder	149,000	149,000
Short term notes payable	165,000	165,000
Short term notes payable - related party	1,387,097	1,376,612
Total current liabilities	2,638,852	2,606,166
Long term liabilities
Mortgage note payable, less current portion	4,429,283	4,489,205
Long term notes payable	75,000	0
Long term notes payable - related party	177,174	181,326
Total long term liabilities	4,681,457	4,670,531
Total liabilities	7,320,309	7,276,697
Stockholders' Deficit
Common Stock, Value	191,954	191,954
Additional paid-in-capital	9,405,207	9,405,207
Accumulated deficit	(12,554,592)	(12,483,577)
Total stockholders' deficit	(2,957,121)	(2,886,106)
Total Liabilities & Stockholders' Deficit	4,363,188	4,390,591
Preferred Class A
Stockholders' Deficit
Preferred Stock, Value	10	10
Preferred Class B
Stockholders' Deficit
Preferred Stock, Value	$ 300	$ 300

XML

Consolidated Balance Sheets (March 31, 2018 unaudited) - Parenthetical - $ / shares	Mar. 31, 2018	Dec. 31, 2017
Common Stock, Shares Authorized	200,000,000	200,000,000
Common Stock, Par or Stated Value Per Share	$ 0.001	$ 0.001
Common Stock, Shares, Issued	191,954,084	191,954,084
Common Stock, Shares, Outstanding	191,954,084	191,954,084
Preferred Stock
Preferred Stock, Shares Authorized	10,000,000	10,000,000
Preferred Stock, Par or Stated Value Per Share	$ 0.001	$ 0.001
Preferred Class A
Preferred Stock, Shares Issued	10,000	10,000
Preferred Stock, Shares Outstanding	10,000	10,000
Preferred Class B
Preferred Stock, Shares Issued	300,600	300,600
Preferred Stock, Shares Outstanding	300,600	300,600

XML

Consolidated Statement of Operations (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Details
Revenues	$ 321,471	$ 319,303
Cost of sales	82,740	88,311
Gross profit	238,731	230,992
Operating Expenses
Selling, general & administrative	147,236	287,572
Income (loss) before depreciation	91,495	(56,580)
Depreciation expense	83,292	75,795
Operating income (loss)	8,203	(132,375)
Other expense
Interest expense	(77,717)	(37,177)
Total other expense	(77,717)	(37,177)
Net loss before income taxes	(69,514)	(169,552)
Net loss	$ (69,514)	$ (169,552)
Earnings Per Share, Basic and Diluted	$ (0.000)	$ (0.001)
Weighted Average Number of Shares Outstanding, Basic	191,954,084	187,252,787
Weighted Average Number of Shares Outstanding, Diluted	226,835,846	218,725,516

XML

Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Cash flows from operating activities
Net loss	$ (69,514)	$ (169,552)
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation	83,292	75,795
Changes in assets and liabilities
(Increase) decrease in other assets	0	(15,484)
(Increase) decrease in other current assets	(18,240)	(7,992)
Increase in accounts payable	(60,944)	52,495
Increase in accrued interest	35,300	34,623
Decrease in accrued expenses and other current liabilities	(6,363)	(55,898)
Net cash used in operating activities	(36,469)	(86,013)
Cash flows from investing activities
Purchase of fixed assets	(23,574)	(26,994)
Net cash used in investing activities	(23,574)	(26,994)
Cash flows from financing activities
Payments on mortgage note payable	(7,215)	(11,228)
Proceeds on notes payable - related parties	10,000	50,000
Proceeds from notes payable	75,000	60,000
Payments on notes payable - related parties	(3,667)	0
Net cash provided by financing activities	74,118	98,772
Net increase (decrease) in cash	14,075	(14,235)
Cash and Cash Equivalents, at Carrying Value, Beginning Balance	30,711	20,112
Cash and Cash Equivalents, at Carrying Value, Ending Balance	44,786	5,877
Supplemental cash flow information
Interest	$ 42,416	$ 2,554

XML

NOTE 1. ORGANIZATION AND BUSINESS DESCRIPTION

3 Months Ended

Mar. 31, 2018

Notes

NOTE 1. ORGANIZATION AND BUSINESS DESCRIPTION

NOTE 1. ORGANIZATION AND BUSINESS DESCRIPTION

FullCircle Registry, Inc., was originally incorporated as WillRequest.com, Inc. under the laws of the State of Delaware on January 20, 2000. In July 2000, the Company changed its name from WillRequest.com, Inc. to FullCircle Registry, Inc. The Company was formed to provide a digital safe deposit box for vital medical and legal information of its customers.

Excel Publishing, Inc. (Excel) was incorporated on June 7, 2000 in the State of Nevada. On April 10, 2002, Excel merged with FullCircle Registry, Inc., which was a private Delaware corporation. Per the terms of the agreement, Excel agreed to deliver 12,000,000 shares of Excel’s common stock to the shareholders of FullCircle Registry, Inc. in exchange for 100% of FullCircle Registry Inc.’s common shares. The merger was treated as a reverse merger with FullCircle Registry, Inc. being the surviving corporation; therefore, all historical financial information prior to the acquisition date is that of FullCircle Registry, Inc. Pursuant to the merger, the Company changed its name from Excel Publishing, Inc. to FullCircle Registry, Inc. (the Company).

In 2008, the Company elected to revise its mission statement that it would become a holding Company for the purpose of acquiring small profitable businesses to provide exit plans for those company’s owners.

The Company’s subsidiary, FullCircle Entertainment, Inc. (“FullCircle Entertainment”), was established in 2010 for acquiring movie theaters and other entertainment venues. On December 31, 2010, FullCircle Entertainment purchased Georgetown 14 Cinemas, a fourteen-theater movie complex located on eight acres at 3898 Lafayette Road, Indianapolis, IN 46254 for a purchase price of $5.5 million. Currently, the operation of this theater (and the lease of a grocery store within the structure) is the Company’s sole business and source of revenue.

XML

NOTE 2. BASIS OF FINANCIAL STATEMENT PRESENTATION

3 Months Ended

Mar. 31, 2018

Notes

NOTE 2. BASIS OF FINANCIAL STATEMENT PRESENTATION

NOTE 2. BASIS OF FINANCIAL STATEMENT PRESENTATION

The information furnished herein was taken from the books and records of the Company without audit. However, such information reflects all adjustments, which are, in the opinion of management, necessary to properly reflect the results of the interim period presented. The information presented is not necessarily indicative of the results from operations expected for the full fiscal year.

The accompanying un-audited financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted in accordance with such rules and regulations. The information furnished in the interim financial statements includes normal recurring adjustments and reflects all adjustments, which, in the opinion of management, are necessary for a fair presentation of such financial statements. Although management believes the disclosures and information presented are adequate to make the information not misleading, it is suggested that these interim financial statements be read in conjunction with the Company’s most recent audited financial statements and notes thereto included in its Annual Report on Form 10-K for the year ended December 31, 2017 (filed April 17, 2018). Operating results for the three-months ended March 31, 2018 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018.

XML

NOTE 3. SIGNIFICANT ACCOUNTING POLICIES

3 Months Ended

Mar. 31, 2018

Notes

NOTE 3. SIGNIFICANT ACCOUNTING POLICIES

NOTE 3. SIGNIFICANT ACCOUNTING POLICIES

Accounting Method & Revenue Recognition

The Company's policy is to use the accrual method of accounting to prepare and present financial statements that conform to generally accepted accounting principles (“GAAP”). Revenue is recognized for the performance of providing goods, services or other rights to customers.

Principles of Consolidation

For the period ended March 31, 2018 and for the year ended December 31, 2017, the consolidated financial statements include the books and records of FullCircle Registry, Inc. and FullCircle Entertainment, Inc. All inter-Company transactions and accounts have been eliminated in the consolidation.

Use of Estimates in the Preparation of Consolidated Financial Statements

The preparation of consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements and expenses during the reporting period. In these consolidated financial statements, assets, liabilities and expenses involve extensive reliance on management’s estimates. Actual results could differ from those estimates.

Capital Structure

In accordance with ASC 505, “Equity,” the Company’s capital structure is as follows:

·         Preferred stock, authorized 10,000,000 shares of $.001 par value. Class A issued and outstanding is 10,000. Class A preferred shares have no voting rights. Class B issued and outstanding is 300,600 shares. The Class B shares have voting rights of 10 votes for 1 Preferred B share. There is no publicly traded market for our preferred shares.

·         Common stock, authorized 200,000,000 shares of $.001 par value, issued and outstanding 191,954,084 on March 31, 2018 and 191,954,084 on December 31, 2017. The common stock has one vote per share. The common stock is traded on the OTCBB (now “OTC Pink”) under the symbol FLCR.

·         The Company has not paid, nor declared, any dividends since its inception and does not intend to declare any dividends in the foreseeable future. The Company’s ability to pay dividends is subject to limitations imposed by Nevada law. Under Nevada law, dividends may be paid to the extent that the corporation’s assets exceed its liabilities and the Company can to pay its debts as they become due in the usual course of business.

·         Class B Preferred shares have a 2% preferred dividend, payable annually.

Property and Equipment

Property and equipment are recorded at cost. Expenditures for maintenance and repairs are charged to expense as incurred. Depreciation of property and equipment is provided using the straight-line method over the respective useful lives ranging from 3-20 years. Depreciation expense for the three months ended March 31, 2018 and 2017 totaled $83,292 and $75,795, respectively.

Impairment of Long Lived Assets

The Company assesses whether certain relevant factors limit the period over which acquired assets are expected to contribute directly or indirectly to future cash flows for amortization purposes. Under certain conditions the Company may assess the recoverability of the unamortized balance of its long-lived assets based on undiscounted expected future cash flows. Should the review indicate that the carrying value is not fully recoverable; the excess of the carrying value over the fair value of any intangible asset is recognized as an impairment loss.

Earnings (Loss) Per Share

The computation of earnings per share of common stock is based on the weighted average number of shares outstanding at the date of the consolidated financial statements.

		For the Three Months
		Ended March 31,
		2018		2017
Net loss	$	(69,514)	$	(169,552)
Net basic and fully diluted loss per share	$	(0.000)	$	(0.001)
Weighted average shares outstanding - Basic		191,954,084		187,252,787
Weighted average shares outstanding - Diluted		226,835,846		218,725,516

There are no outstanding common stock options and/or warrants.

Cash and Cash Equivalents

For the purposes of the Statements of Cash Flows, the Company considers cash and cash equivalents to be cash in all bank accounts, including money market and temporary investments that have an original maturity of three months or less.

Statements of Financial Accounting Standards

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which supersedes the existing guidance for lease accounting, Leases (Topic 840). ASU 2016-02 requires lessees to recognize a lease liability and a right-of-use asset for all leases. Lessor accounting remains largely unchanged. The amendments in this ASU are effective for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. Early adoption is permitted for all entities. ASU 2016-02 requires a modified retrospective approach for all leases existing at, or entered into after the date of initial adoption, with an option to elect to use certain transition relief. The Company evaluated this potential impact of adopting this guidance and does not believe that it will have a significant impact on its consolidated financial statements.

Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the American Institute of Certified Public Accountants, and the SEC did not or are not believed by management to have a material impact on our present or future financial statements.

XML

NOTE 4. GOING CONCERN

3 Months Ended

Mar. 31, 2018

Notes

NOTE 4. GOING CONCERN

NOTE 4. GOING CONCERN

The accompanying Consolidated Financial Statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has suffered recurring losses, negative working capital and is dependent upon raising capital to continue operations. The Company has incurred losses resulting in an accumulated deficit of $12,554,592 and $12,483,577 as of March 31, 2018 and December 31, 2017, respectively.

The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. It is management’s plan to generate additional working capital by increasing revenue as a result of new sales and marketing initiatives and by raising additional capital from investors.

Management’s plans with regards to these issues are as follows:

·         Raising new investment capital in the form of loans and the sale of shares of the company’s stock, sufficient to invest in theater operations improvements that will result in continual quarterly revenue growth until revenues are sufficient to meet operating expenses on an ongoing basis.

·         Maintaining the Company mission of focusing on net profits by increasing ticket sales and introducing concession items with higher gross profit.

·         Achieving on-going breakeven revenue and expenses by the middle of 2018 based on: 1) current management assumptions, 2) Hollywood film release performance, and 3) increased attendance resulting from marketing and physical theater improvements.

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually attain profitable operations.

 The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

XML

NOTE 5. STOCKHOLDERS' EQUITY

3 Months Ended

Mar. 31, 2018

Notes

NOTE 5. STOCKHOLDERS' EQUITY

NOTE 5. STOCKHOLDERS’ EQUITY

During the three-month ended March 31, 2018, the Company did not issue any capital stock.

XML

NOTE 6. LEASES - LESSORS

3 Months Ended

Mar. 31, 2018

Notes

NOTE 6. LEASES - LESSORS

NOTE 6. LEASES – LESSORS

The Company leases space to a Save-A-Lot grocery store at our Indianapolis location. Save-A-Lot corporate assumed the lease in March 2014 for seven years with three five-year options. Monthly rent charged to the tenant is $13,373 per month. Total rental income relating to this lease was $40,118 and $40,119 for the three months ended March 31, 2018 and 2017, respectively.

The initial lease term ends September 30, 2021. Save-A-Lot reserves the right to exercise three five-year options, which would extend the maturity date to September 30, 2036.

XML

NOTE 3. SIGNIFICANT ACCOUNTING POLICIES: Accounting Method & Revenue Recognition (Policies)

3 Months Ended

Mar. 31, 2018

Policies

Accounting Method & Revenue Recognition

Accounting Method & Revenue Recognition

The Company's policy is to use the accrual method of accounting to prepare and present financial statements that conform to generally accepted accounting principles (“GAAP”). Revenue is recognized for the performance of providing goods, services or other rights to customers.

XML

NOTE 3. SIGNIFICANT ACCOUNTING POLICIES: Principles of Consolidation (Policies)

3 Months Ended

Mar. 31, 2018

Policies

Principles of Consolidation

Principles of Consolidation

For the period ended March 31, 2018 and for the year ended December 31, 2017, the consolidated financial statements include the books and records of FullCircle Registry, Inc. and FullCircle Entertainment, Inc. All inter-Company transactions and accounts have been eliminated in the consolidation.

XML

NOTE 3. SIGNIFICANT ACCOUNTING POLICIES: Use of Estimates in the Preparation of Consolidated Financial Statements (Policies)

3 Months Ended

Mar. 31, 2018

Policies

Use of Estimates in the Preparation of Consolidated Financial Statements

Use of Estimates in the Preparation of Consolidated Financial Statements

The preparation of consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements and expenses during the reporting period. In these consolidated financial statements, assets, liabilities and expenses involve extensive reliance on management’s estimates. Actual results could differ from those estimates.

XML

NOTE 3. SIGNIFICANT ACCOUNTING POLICIES: Capital Structure (Policies)

3 Months Ended

Mar. 31, 2018

Policies

Capital Structure

Capital Structure

In accordance with ASC 505, “Equity,” the Company’s capital structure is as follows:

·         Preferred stock, authorized 10,000,000 shares of $.001 par value. Class A issued and outstanding is 10,000. Class A preferred shares have no voting rights. Class B issued and outstanding is 300,600 shares. The Class B shares have voting rights of 10 votes for 1 Preferred B share. There is no publicly traded market for our preferred shares.

·         Common stock, authorized 200,000,000 shares of $.001 par value, issued and outstanding 191,954,084 on March 31, 2018 and 191,954,084 on December 31, 2017. The common stock has one vote per share. The common stock is traded on the OTCBB (now “OTC Pink”) under the symbol FLCR.

·         The Company has not paid, nor declared, any dividends since its inception and does not intend to declare any dividends in the foreseeable future. The Company’s ability to pay dividends is subject to limitations imposed by Nevada law. Under Nevada law, dividends may be paid to the extent that the corporation’s assets exceed its liabilities and the Company can to pay its debts as they become due in the usual course of business.

·         Class B Preferred shares have a 2% preferred dividend, payable annually.

XML

NOTE 3. SIGNIFICANT ACCOUNTING POLICIES: Property and Equipment (Policies)

3 Months Ended

Mar. 31, 2018

Policies

Property and Equipment

Property and Equipment

Property and equipment are recorded at cost. Expenditures for maintenance and repairs are charged to expense as incurred. Depreciation of property and equipment is provided using the straight-line method over the respective useful lives ranging from 3-20 years. Depreciation expense for the three months ended March 31, 2018 and 2017 totaled $83,292 and $75,795, respectively.

XML

NOTE 3. SIGNIFICANT ACCOUNTING POLICIES: Impairment of Long Lived Assets (Policies)

3 Months Ended

Mar. 31, 2018

Policies

Impairment of Long Lived Assets

Impairment of Long Lived Assets

The Company assesses whether certain relevant factors limit the period over which acquired assets are expected to contribute directly or indirectly to future cash flows for amortization purposes. Under certain conditions the Company may assess the recoverability of the unamortized balance of its long-lived assets based on undiscounted expected future cash flows. Should the review indicate that the carrying value is not fully recoverable; the excess of the carrying value over the fair value of any intangible asset is recognized as an impairment loss.

XML

NOTE 3. SIGNIFICANT ACCOUNTING POLICIES: Earnings (Loss) per Share (Policies)

3 Months Ended

Mar. 31, 2018

Policies

Earnings (Loss) per Share

Earnings (Loss) Per Share

The computation of earnings per share of common stock is based on the weighted average number of shares outstanding at the date of the consolidated financial statements.

		For the Three Months
		Ended March 31,
		2018		2017
Net loss	$	(69,514)	$	(169,552)
Net basic and fully diluted loss per share	$	(0.000)	$	(0.001)
Weighted average shares outstanding - Basic		191,954,084		187,252,787
Weighted average shares outstanding - Diluted		226,835,846		218,725,516

There are no outstanding common stock options and/or warrants.

XML

NOTE 3. SIGNIFICANT ACCOUNTING POLICIES: Cash and Cash Equivalents (Policies)

3 Months Ended

Mar. 31, 2018

Policies

Cash and Cash Equivalents

Cash and Cash Equivalents

For the purposes of the Statements of Cash Flows, the Company considers cash and cash equivalents to be cash in all bank accounts, including money market and temporary investments that have an original maturity of three months or less.

XML

NOTE 3. SIGNIFICANT ACCOUNTING POLICIES: Statements of Financial Accounting Standards (Policies)

3 Months Ended

Mar. 31, 2018

Policies

Statements of Financial Accounting Standards

Statements of Financial Accounting Standards

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which supersedes the existing guidance for lease accounting, Leases (Topic 840). ASU 2016-02 requires lessees to recognize a lease liability and a right-of-use asset for all leases. Lessor accounting remains largely unchanged. The amendments in this ASU are effective for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. Early adoption is permitted for all entities. ASU 2016-02 requires a modified retrospective approach for all leases existing at, or entered into after the date of initial adoption, with an option to elect to use certain transition relief. The Company evaluated this potential impact of adopting this guidance and does not believe that it will have a significant impact on its consolidated financial statements.

Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the American Institute of Certified Public Accountants, and the SEC did not or are not believed by management to have a material impact on our present or future financial statements.

XML

NOTE 3. SIGNIFICANT ACCOUNTING POLICIES: Earnings (Loss) per Share: Schedule of Earnings Per Share, Basic and Diluted (Tables)

3 Months Ended

Mar. 31, 2018

Tables/Schedules

Schedule of Earnings Per Share, Basic and Diluted

		For the Three Months
		Ended March 31,
		2018		2017
Net loss	$	(69,514)	$	(169,552)
Net basic and fully diluted loss per share	$	(0.000)	$	(0.001)
Weighted average shares outstanding - Basic		191,954,084		187,252,787
Weighted average shares outstanding - Diluted		226,835,846		218,725,516

XML

NOTE 1. ORGANIZATION AND BUSINESS DESCRIPTION (Details)	3 Months Ended
	Mar. 31, 2018
Details
Entity Information, Former Legal or Registered Name	WillRequest.com, Inc.

XML

NOTE 3. SIGNIFICANT ACCOUNTING POLICIES: Earnings (Loss) per Share: Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Details
Net loss	$ (69,514)	$ (169,552)
Earnings Per Share, Basic and Diluted	$ (0.000)	$ (0.001)
Weighted Average Number of Shares Outstanding, Basic	191,954,084	187,252,787
Weighted Average Number of Shares Outstanding, Diluted	226,835,846	218,725,516

XML

NOTE 4. GOING CONCERN (Details) - USD ($)	Mar. 31, 2018	Dec. 31, 2017
Details
Accumulated deficit	$ (12,554,592)	$ (12,483,577)

XML

NOTE 5. STOCKHOLDERS' EQUITY (Details)	3 Months Ended
	Mar. 31, 2018 shares
Details
Stock Issued During Period, Shares, New Issues	0

XML

NOTE 6. LEASES - LESSORS (Details) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Details
Operating Leases, Income Statement, Lease Revenue	$ 40,118	$ 40,119