ACQUISITION OF BASALT AMERICA

12 Months Ended

Dec. 31, 2017

Business Combinations [Abstract]

ACQUISITION OF BASALT AMERICA

NOTE 4 – ACQUISITION OF BASALT AMERICA

On February 21, 2017, the Company executed a membership interest purchase agreement to acquire 100% of the membership interests of Basalt America. In consideration of the acquisition of all of the issued and outstanding membership interests of Basalt America, the Company issued an aggregate of 95,500,000 restricted shares of its common stock to the members of Basalt America. As of December 31, 2016, Basalt America had 80,500,000 membership units outstanding. For accounting purposes, the transaction is recorded at historical cost in accordance with ASU 805-50-25-2 as this is considered an acquisition of entities under common control as the board of directors of the Company and of Basalt America are the same and control the activities of the respective companies.

As the acquisition of Basalt America was deemed to be a transaction between entities under common control, the assets and liabilities were transferred at the historical cost of Basalt America with prior periods retroactively adjusted to include the historical financial results of the acquired company for the period ended December 31, 2016 that were controlled by the previous owners of the Company. 

The Company recorded the acquisition of Basalt America as following:

The Company consolidated the total assets and liabilities of Basalt America. Since the consolidation was done retrospectively, the Company adjusted the beginning balance of the following accounts to include balances as if the transaction occurred on November 18, 2016 (Inception). Set forth below is the PayMeOn balance sheet as previously filed for the fiscal year ended December 31, 2016, the net effect of the acquisition and the net effect at December 31, 2016, after the acquisition.

	PayMeOn, Inc.
	As Previously			Net effect of			Net effect after
	Filed			Acquisitions			Acquisitions
ASSETS
CURRENT ASSETS
Cash	$	10,341		$	77,997		$	88,338
Inventory (1)		11,916			—			11,916
Prepaid expenses		48,362			—			48,362
Other current assets		1,194			—			1,194
TOTAL CURRENT ASSETS		71,813			77,997			149,810
LONG TERM ASSETS
Licensing agreements, net		—			497,260			497,260
Fixed assets, net		227,397			—			227,397
Deposits		12,397			—			12,397
		239,794			497,260			737,054
TOTAL ASSETS	$	311,607		$	575,257		$	886,864
LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES
Accounts payable	$	333,938		$	12,587		$	346,525
Accounts payable - related party		—			500,000			500,000
Due to related party		56,635			—			56,635
Customer deposits		34,634			—			34,634
Accrued expenses		1,058,446			—			1,058,446
Notes Payable		2,000			—			2,000
Purchase order financing (2)		1,885			—			1,885
Purchase order financing - related party, net (2)		4,000			—			4,000
Note payable – convertible		300,000			—			300,000
Notes Payable related party- convertible		600,414			—			600,414
TOTAL CURRENT LIABILITIES		2,391,952			512,587			2,904,539
NOTE PAYABLE – CONVERTIBLE		—			—			—
TOTAL LIABILITIES		2,391,952			512,587			2,904,539
STOCKHOLDERS’ DEFICIT
Preferred stock, $0.001 par value, 5,000,000 shares authorized, none issued and outstanding, respectively		—			—			—
Common stock, $0.001 par value, 1,000,000,000 shares authorized, 17,180,422 and 97,680,422 shares issued and outstanding, respectively pre and post-acquisition		17,180			80,500			97,680
Additional paid in capital		9,666,562			508,274			10,174,836
Accumulated deficit		(11,764,087	)		(526,104	)		(12,290,191	)
TOTAL STOCKHOLDERS' DEFICIT		(2,080,345	)		62,670			(2,017,675	)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	311,607		$	575,257		$	886,864

———————

(1)

Reflected as Current assets held for sale on the Consolidated Balance Sheet

(2)

Reflected as Current liabilities held for sale on the Consolidated Balance Sheet