NOTE 2 – BASIS OF PRESENTATION

Going Concern

The Company had a net loss of $10,038,374 and $6,059,627 during the years ended December 31, 2017 and 2016, respectively.

In addition, the Company had a working capital deficiency of $4,228,525 and a stockholders’ deficiency of $16,304,492 at December 31, 2017. These factors raise substantial doubt about the Company's ability to continue as a going concern.

There can be no assurance that sufficient funds required during the next year or thereafter will be generated from operations or that funds will be available from external sources such as debt or equity financings or other potential sources. The lack of additional capital resulting from the inability to generate cash flow from operations or to raise capital from external sources would force the Company to substantially curtail or cease operations and would, therefore, have a material adverse effect on its business. Furthermore, there can be no assurance that any such required funds, if available, will be available on attractive terms or that they will not have a significant dilutive effect on the Company’s existing stockholders.

The accompanying consolidated financial statements do not include any adjustments related to the recoverability or classification of asset-carrying amounts or the amounts and classification of liabilities that may result should the Company be unable to continue as a going concern.

The Company is attempting to address its lack of liquidity by raising additional funds, either in the form of debt or equity or some combination thereof. There can be no assurances that the Company will be able to raise the additional funds it requires.

During the year ended December 31, 2017, the Company received proceeds of $4,000,000 from the issuance of 11% convertible debt.