Asher Notes (During this period)
During the six months ended June 30, 2015, the Company entered into Securities Purchase Agreements with Asher Enterprises, Inc. (“Asher”) or affiliates, for the sale of 8% convertible notes in aggregate principal amount of $180,000 (the “Asher Notes”). The Company incurred legal fees in the amount of $15,000 which were deducted from the proceeds of the notes.
The Asher Notes bear interest at the rate of 8% per annum. As of the six months ended June 30, 2015, all interest and principal must be repaid nine months from the issuance date, with the last note being due February 6, 2016. The Asher Notes are convertible into shares of common stock, at Asher’s option, at a 45% discount to the average of the three lowest closing bid prices of the shares of common stock during the 10 trading day period prior to conversion. The Company has identified the embedded derivatives related to the Asher Notes.
These embedded derivatives included certain conversion features and reset provision. The accounting treatment of derivative financial instruments requires that the Company record fair value of the derivatives as of the inception date of Asher Notes and to fair value as of each subsequent reporting date, which at June 30, 2015 was $307,285. At the inception of the Asher Notes, the Company determined the aggregate fair value of $211,575 of the embedded derivatives.
During the six months ended June 30, 2015, $151,000 of notes that were outstanding at December 31, 2014, plus accrued interest, were converted into shares of the Company’s common stock (see Note 10).
The remaining aggregate Asher Notes unconverted principle balance as of June 30, 2015 was $180,000.
Daniel James Management (During this period)
During the six months ended June 30, 2015, the Company entered into Securities Purchase Agreements with Daniel James Management (“Daniel”) for the sale of 9.5% convertible note in aggregate principal amount of $75,000 (the “Daniel Note”).
The Daniel Notes bear interest at the rate of 9.5% per annum. As of the six months ended June 30, 2015, all interest and principal must be repaid one year from the issuance date, with the last note being due June 28, 2016. The Daniel Notes are convertible into common stock, at holder’s option, at a 47% discount to the average of the three lowest closing bid prices of the common stock during the 10 trading day period prior to conversion. The Company has identified the embedded derivatives related to the Daniel Notes. These embedded derivatives included certain conversion features and reset provision.
The accounting treatment of derivative financial instruments requires that the Company record fair value of the derivatives as of the inception date of Daniel Notes and to fair value as of each subsequent reporting date which at June 30, 2015 was $151,894. At the inception of the Daniel Notes, the Company determined the aggregate fair value of $137,578 of the embedded derivatives.
During the six months ended June 30, 2015, $75,000 of notes that were outstanding at December 31, 2014, plus accrued interest were converted into shares of the Company’s common stock (see Note 10).
The remaining aggregate Daniel Notes unconverted principle balance as of June 30, 2015 was $75,000.
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