Note 4. Notes Payable, Stockholders

3 Months Ended

Mar. 31, 2015

Notes

Note 4. Notes Payable, Stockholders

NOTE 4.                      NOTES PAYABLE, STOCKHOLDERS

	March 31,	December 31,
	2015	2014
Note payable to an individual, bearing
interest at 5% per annum, unsecured,
principal and interest due February 5, 2016	-	$290,960
Note payable to an individual, bearing
interest at 5% per annum, unsecured,
principal and interest due April 6, 2017	-	10,000
Note payable to an individual, non-interest
bearing, unsecured and due on demand	-	3,500
Note payable to an individual, bearing
interest at 7% per annum, unsecured,
interest due quarterly and principal due
January 1, 2020	-	190,000
Note payable to a limited liability company,
bearing interest at 5% per annum, unsecured,
principal and interest due February 12, 2016	149,112	-
Note payable to a limited partnership,
bearing interest at 5% per annum, unsecured,
principal and interest due February 12, 2016	149,112	-
Note payable to a limited liability company,
bearing interest at 5% per annum, unsecured,
principal and interest due February 12, 2016	50,000	-
Note payable to a limited partnership,
bearing interest at 5% per annum, unsecured,
principal and interest due February 12, 2016	50,000	-
	$398,224	$494,460

During January 2015 the Company borrowed $19,000 from the controlling stockholder. On February 6, the controlling stockholder made a $1,208 capital contribution to the Company.

On February 13, 2015, the controlling stockholder sold his entire interest in the Company to a limited liability company and a limited partnership. In connection with the sale, the controlling stockholder restructured the notes payable in the principal amount of $509,960 and accrued interest of $23,758 into three separate promissory notes totaling $533,718.

Two of the notes payable, totaling $398,224 were sold by the former controlling stockholder to the two new stockholders.  The third note is payable to the former controlling stockholder. The restructure of the notes payable was accounted for as an extinguishment of the debt.  There was no gain or loss on extinguishment since the fair value of the restructured notes was equivalent to the fair value of the notes prior to restructure.  (See Note 5.)

On February 13, 2015, the former controlling stockholder resigned his positions of Chief Executive Officer and director of the Company.

As of February 13, 2015, the two new stockholders own an equal interest in 95% of the Company’s common stock.