Quarterly report pursuant to Section 13 or 15(d)

Assets and Liabilities Transferred to Trust Mortgage - 350 Green

Assets and Liabilities Transferred to Trust Mortgage - 350 Green
3 Months Ended
Mar. 31, 2015
Business Combinations [Abstract]  
Assets and Liabilities Transferred to Trust Mortgage - 350 Green



On April 17, 2014, the Company’s Board of Directors executed a resolution to form a trust mortgage relating to 350 Green. On May 29, 2014, the Company and EVSE Management LLC (“EVSE”) entered into a Management Services Agreement and on June 27, 2014, EVSE purchased certain assets from 350 Green. On September 8, 2014, the Company entered into an agreement among the trustee of 350 Green, an attorney, 350 Green and the Company whereby the Company would pay the legal fees incurred in connection with an action brought by 350 Green against JNS Power and Control Systems, Inc. (“JNS”). On September 30, 2014, the Company (“Assignor”) entered into an Assignment Agreement with Green 350 Trust Mortgage LLC (“Assignee”), an entity formed by the trustee for the sole purpose to entering into this transaction, under which Assignor, the sole member of 350 Green, irrevocably assigned, sold and transferred 100% of the limited liability company membership interests in 350 Green to Assignee and Assignee accepted such transfer in consideration of receipt of $100 as of September 30, 2014.


The Company determined that it is the primary beneficiary of 350 Green due to the subordinated financing arrangements as well as the Company being the primary beneficiary in the outcome of the action against JNS as of March 31, 2015 and, as such, 350 Green’s assets and liabilities and results of operations are included in the Company’s condensed consolidated financial statements. Through April 16, 2014, 350 Green was a wholly-owned subsidiary of the Company and was consolidated. Beginning on April 17, 2014 and through March 31, 2015, 350 Green was a VIE, without recourse to the Company.


The following amounts pertaining to 350 Green are included in the condensed consolidated statement of operations for the three months ended March 31, 2015:


    For The Three  
    Months Ended  
    March 31, 2015  
Revenues   $ -  
Cost of Revenues     -  
Gross Profit     -  
Operating Expenses:        
General and administrative expenses     337  
Total Operating Expenses     337  
Income From Operations     (337 )
Other Income:        
Interest income     3,010  
Gain on settlement of accrued expenses     51,064  
Total Other Income     54,074  
Net Income   $ 53,737  


The following represents the change in the balance of the non-controlling interest:


Balance - December 31, 2014   $ (4,400,730 )
Net income of 350 Green for the three months ended March 31, 2015     53,737  
Balance - March 31, 2015   $ (4,346,993 )


Accrued expenses pertaining to 350 Green consisted of the following:


    March 31, 2015      December 31,  2014  
Accrued taxes   $ 120,133     $ 113,531  
Accrued host fees     -       51,064  
Accrued fees     158,021       158,021  
Total   $ 278,154     $ 322,616