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NOTE 1 - THE COMPANY AND BASIS OF PRESENTATION
6 Months Ended
Jun. 30, 2018
Disclosure Text Block [Abstract]  
NOTE 1 - THE COMPANY AND BASIS OF PRESENTATION

NOTE 1 — THE COMPANY AND BASIS OF PRESENTATION

 

Financial Statement Presentation The accompanying condensed consolidated financial statements are presented in conformity with accounting principles generally accepted in the United States of America and include the operations and balances of NewBridge Global Ventures, Inc., a Delaware corporation, (“NewBridge”) its wholly-owned subsidiary Elevated Education, Inc. (“Elevated”) and its former wholly-owned subsidiaries (see “Organization”) (collectively “NewBridge,” “we”, or “the Company”). NewBridge was incorporated in May 1983 in the State of Colorado and re-incorporated in the State of Delaware in April 2008.

 

Organization Effective August 30, 2017, the Company entered into an Agreement on Transfer of Shares (“Transfer Agreement”) whereby it sold all of the equity interest held by it in its three (3) operating subsidiaries NABUFIT Denmark, NABUFIT China, and NABUFIT IP (“Operating Subsidiaries”) and consequently ceased its prior operations (“Operations Sale”). Prior to the Operations Sale, the Company, through its Operating Subsidiaries designed, manufactured and marketed the NABUFIT virtual training and fitness products and services (“NABUFIT Products”). In connection with the closing of the Operations Sale, all of the Company’s equity in the Operating Subsidiaries along with all of its interests in the NABUFIT Products, technology and intellectual property was transferred.

 

On October 19, 2017, the shareholders approved an amendment to the Company’s Certificate of Incorporation effecting a change of the Company’s name from Nabufit Global, Inc. to NewBridge Global Ventures, Inc. to more accurately reflect its business objectives.  The name change was effective as of December 12, 2017 and the Company’s new symbol is “NBGV”. On February 14, 2018, the Company elected to form Elevated as a Delaware corporation and wholly-owned subsidiary of the Company.  On February 19, 2018, the Company entered into an Asset Purchase Agreement (“Purchase Agreement”) with Elevated Portfolio Holdings, LLC (“Elevated Portfolio”), whereby Elevated agreed to purchase the assets of Elevated Portfolio for 2,000,000 shares of the Company’s common stock, par value $0.0001 per share. Mark Mersman was the chief executive officer of Elevated Portfolio.

 

Nature of BusinessNewBridge is an early stage business. Prior to September 2017, the Company designed, manufactured and marketed the Nabufit virtual training and fitness products and services. In September 2017, the Company sold its operating subsidiaries and the related business and as a result changed its business model.

 

NewBridge is vertically integrated and through its several wholly-owned subsidiaries (see Note 11) is currently licensed to cultivate, manufacture, and distribute medical and recreational cannabis in California as follows:

·Roots Nursery—plans to cultivate and market cannabis clones,
·Mad Creek Farm—plans to be a grower of cannabis,
·5Leaf—plans to manufacture and extractoils from hemp and cannabis,
·Green Thumb Distributors—expects to be a recipient of a California Type 11 license in the Bay area,
·Elevated Education—is creating and plans to market curriculum focused on the endocannabinoid system, pharmacology and clinical applications of medical cannabis.

 

Reverse Stock Split

 

Effective June 27, 2017, the Company filed an Amended and Restated Certificate of Incorporation (“Restated Certificate”) with the Delaware Secretary of State whereby the Company effected a reverse stock split to reduce the number of shares of outstanding common stock at a rate of 1 share for every 30 shares of common stock then outstanding (“Reverse Split”). The approval of the Restated Certificate was approved by written consent of holders of a majority of the Company’s common stock. Each stockholder owning fewer than 30 shares of common stock immediately before the effective time of the Reverse Stock Split received from the Company $0.10 in cash, without interest, for each of such shares of common stock; and (b) each stockholder owning of record 30 or more shares of common stock immediately before the effective time of the Reverse Split held, after the Reverse Split, the number of shares of common stock equal to 1/30th of the number held prior to the Reverse Split. On June 28, 2017 the Company filed with the Securities and Exchange Commission (“SEC”), and the Company’s stockholders were furnished with a Definitive Information Statement filed on Schedule 14(c) to advise the stockholders of the corporate actions. All share and per-share amounts included in this report have been restated to reflect the 1 for 30 reverse stock split.