Stockholders' Deficit

9 Months Ended

Sep. 30, 2017

Notes to Financial Statements

Note 7 - Stockholders' Deficit

Common stock returned by officer

On March 15, 2017, a Company officer voluntarily returned 5,000,000 shares of Common Stock held by him to the Company for no consideration. The shares were subsequently cancelled.

Shares issued for services

During the nine months ended September 30, 2017, the Company issued an aggregate of 2,575,000 shares of its common stock to certain employees and contractors for services valued at $95,125, based upon the closing market price on the date the shares were authorized to be issued.

Warrants

A summary of warrants for the nine months ended September 30, 2017 is as follows:

	Number of		Weighted - Average
	Shares		Exercise Price
Outstanding at December 31, 2016		-		-
Granted		1,000,000	$	0.01
Forfeited		-		-
Outstanding at September 30, 2017		1,000,000	$	0.01
Exercisable at September 30, 2017		1,000,000	$	0.01

On September 1, 2017, the Company issued 1,000,000 warrants to purchase the Company’s common stock as an inducement to enter into a convertible note payable with Golock Capital LLC (See Note 5). The fair value of the warrants granted was determined to be $18,261 and was recorded as a debt discount and being amortized to financing costs over a term of the related convertible note of 12 months. The fair value of the warrant was calculated using the Black-Scholes option pricing model using the following assumptions – stock price of $0.01; exercise price of $0.01; expected life of 1 year; volatility of 358%; no dividend rate and a discount rate of 1.31%.

Additional information regarding warrants outstanding as of September 30, 2017 is as follows:

Warrants Outstanding at September 30, 2017							Warrants Exercisable at September 30, 2017
			Weighted
			Average		Weighted				Weighted
	Number of		Remaining		Average		Number of		Average
Range of	Shares		Contractual Life		Exercise		Shares		Exercise
Exercise	Outstanding		(Years)		Price		Exercisable		Price
$ 0.01		1,000,000		2.92	$	0.01		1,000,000	$	0.01
		1,000,000						1,000,000

The weighted-average remaining contractual life of warrants outstanding and exercisable at September 30, 2017 is 2.92 years.