7. SHAREHOLDERS' EQUITY (DEFICIT)

12 Months Ended

Dec. 31, 2013

Stockholders' Equity Note [Abstract]

Stockholders' Equity Note Disclosure [Text Block]

7. SHAREHOLDERS’ EQUITY (DEFICIT)

Dividends

No dividends were declared or paid by the Company during the years ended December 31, 2013 and 2012.

Stock Splits

On November 19, 2010, the Company effected a one-for-200 reverse stock split.

On January 21, 2012, the Company effected a one-for-300 reverse stock split.

All share and per share numbers have been restated to reflect the reverse splits.

Conversion of Convertible Debt into Equity

The holders of the $517,673 Convertible Note Payable signed on October 7, 2011 elected to convert principal and interest as follows:

Date	Principal and Interest Converted		Common Stock Issued upon Conversion
January 12, 2012	$	270,000		9,000,000
October 15, 2012		90,000		3,000,000
January 14, 2013		84,000		2,800,000
February 28, 2013		18,000		600,000
March 11, 2013		57,000		1,900,000
March 18, 2013		36,303		1,210,088
Total	$	555,303		18,510,088

The unamortized discount related to this principal was $324,578 and $71,878 in 2012 and 2013, respectively. This amount was immediately amortized to interest expense. The converted principal amount of $360,00 and $157,673 in 2012 and 2013, respectively, was recognized as an increase in stockholders’ equity as a result of this conversion. There was no gain or loss on the conversion, because it was effected in accordance with the terms of the convertible note agreement.

The holders of the $251,468 Convertible Note Payable signed on October 31, 2012 elected to convert principal and interest as follows:

Date	Principal and Interest Converted		Common Stock Issued upon Conversion
April 30, 2013	$	80,000	$	4,000,000
June 14, 2013		40,000		2,000,000
July 8, 2013		36,500		1,825,000
July 12, 2013		36,500		1,825,000
July 15, 2013		36,500		1,825,000
July 22, 2013		36,500		1,825,000
Total	$	266,000	$	13,300,000

The unamortized discount related to this principal was $208,102. This amount was immediately amortized to interest expense. The converted principal amount of $266,000 was recognized as an increase in stockholders’ equity as a result of this conversion. There was no gain or loss on the conversion, because it was effected in accordance with the terms of the convertible note agreement.

The holder of the $96,463 Convertible Note Payable issued on April 1, 2013 elected to convert principal and interest as follows:

Date	Principal and Interest Converted		Common Stock Issued upon Conversion
October 1, 2013	$	36,500	$	3,650,000
November 6, 2013		20,000		2,000,000
November 20, 2013		20,000		2,000,000
Total	$	76,500	$	7,650,000

The unamortized discount related to this principal was $50,395. This amount was immediately amortized to interest expense. The converted principal amount of $76,500 was recognized as an increase in stockholders’ equity as a result of this conversion. There was no gain or loss on the conversion, because it was effected in accordance with the terms of the convertible note agreement.

On March 2, 2011, the Company issued 16,667 shares of common stock for the conversion of $50,000 of principal of the 10% Subordinated Convertible Notes Payable.

On July 6, 2011, the Company issued 30,000 shares of common stock for the conversion of $90,000 of principal of the 10% Subordinated Convertible Notes Payable.

On September 20, 2011, the Company issued 23,333 shares of common stock for the conversion of $70,000 of principal of the 10% Subordinated Convertible Notes Payable.

On January 9, 2012, the Company issued 22,056,100 shares of common stock upon conversion of the $661,683 Convertible Note Payable. This issuance of common stock resulted in a change in control of the Company.

On February 28, 2013, the holder of the 10% Subordinated Convertible Note Payable dated May 23, 2010 elected to convert principal in the amount of $7,632 into 763,184 shares of common stock. There was no gain or loss on the conversion, because it was effected in accordance with the terms of the convertible note agreement.

Imputed Interest

The Company has imputed interest on advances in the amount of $24,047 for the year ended December 31, 2013.  The imputed interest was recorded as an increase in additional paid-in capital.

Other Changes to Shareholders’ Equity

On September 14, 2011, the Company issued 5,000 shares of common stock for consulting services.  The stock was valued at $42 per share based on the market price of the stock on the date the agreement was made to issue the stock.  The Company recognized stock-based compensation expense of $210,000 as a result of this issuance.

On October 30, 2012, the Company agreed to issue 41,667 shares of common stock for the acquisition of Global Cell Buyers, LLC. The shares have not been issued as of the filing of this report.