Restatement of Prior Periods

12 Months Ended

Dec. 31, 2015

Accounting Changes and Error Corrections [Abstract]

Note 3 – Restatement of Prior Periods

For the year ended December 31, 2014, it was determined that the Company had previously recorded $354,920 related to issuance of shares of common stock where the par value of those shares in excess of their fair value had been recorded as an expense and not a reduction of additional paid in capital, had previously recorded a gain of $280,158 on the extinguishment of a derivative liability related to debt as additional paid in capital, and not recorded an expense of $84,070 for a previously recorded prepaid asset related to professional fees of an abandoned offering. The following sets forth the significant effects of the aforementioned restatement to the Company’s consolidated financial statements as of December 31, 2014:

	December 31, 2014 As Previously Reported			2014 Adjustment			December 31, 2014 As Restated			Reference
Balance Sheet
Current Assets	$	84,172		$	(84,070	)	$	102		[1]
Total Assets	$	91,062		$	(84,070	)	$	6,992

Accounts payable and accrued expenses	$	1,447,850					$	1,447,50
Convertible Notes, net of discount		978,069					$	978,069
Other		235,932					$	235,932
Derivative Liabilities		2,439,998					$	2,439,998
Total Liabilities	$	5,101,849					$	5,101,849

Preferred Stock and common stock		3,259,764						3,259,764
Additional Paid in Capital-Preferred		(2,698,999	)		2,698,999			-		[4]
Additional Paid in Capital		1,305,726			(354,920) (280,158) (2,698,999	)		(2,028,351	)	[2], [3], [4]
Accumulated Deficit		(6,877,278	)		551,008			(6,326,270	)
Total Shareholders’ Deficit		5,010,787			(84,070	)		(5,094,857	)
Total Liabilities & Stockholders’ Deficit	$	91,062		$	(84,070	)	$	6,992
Statement of operations
Total operating expenses	$	663,579		$	84,070		$	747,648		[1]

Interest expense		(461,234	)		354,920			(106,314	)	[2]
Interest expenses-discount on notes		(407,398	)		-			(407,398	)
Interest expense - Tarpon Bay Partners		(83,428	)		-			(83,428	)
Change in fair value of derivative liabilities		1,369,729						1,369,729
Derivative expense		(525,832	)		-			(525,832	)
Gain on extinguishment of derivative		-			280,158			280,158		[3]

Net loss	$	(771,742	)	$	551,008		$	(220,734	)
Net loss per share, basic and diluted	$	(0.03	)		(0.00	)	$	(0.03	)

For the year ended December 31, 2014, the net cash used in operations of $(286,175), net cash provided by investing activities of $2,758, and net cash provided by financing activities of $282,802 as previously reported have not changed, therefore the statement of cash flows information is omitted.

The restatements to the financial statements for the year ended December 31, 2014 are as follows:

	1.	Expense deferred offering costs for professional fees on abandoned financing.
	2.	To adjust $354,920 related to issuance of shares of common stock where the par value of those shares in excess of their fair value was previously recorded as an expense and not a reduction of additional paid in capital.
	3.	Correct the accounting for the extinguishment of derivative liabilities due to conversion of debt originally accounted for as additional paid capital adjustment
	4.	Reclassification of additional paid in capital to conform the 2014 to the 2015 presentation.

STL Marketing Group, Inc. 10-K