YES more debentures are being issued to various debenture holders. here are all of them. u can review them on page 12-17 of their fillings. it was just submitted by the company a couple days ago. it is a pretty long list.
On December 15, 2006, the Company originally issued a debenture payable to a Holder for $150,942 in cash advances. The debenture accrues interest at 10% per annum and can convert into the company’s common stock at 50% of the lowest closing bid price 360 trading days before the conversion date. The Holder is restricted from any conversions that would result in the Holder owning over 9.9% of the outstanding common shares of the Company after the conversion. At June 30, 2012, the Company owed $7,707 in principal and $28,529 in accrued interest. During the year quarter ended September 30, 2012, the Company issued 45,000,000 common shares valued at $11,486 paying off the principal and reducing the accrued interest by $3,779. During the quarter ended December 31, 2012, the Company issued 45,000,000 common shares valued at $24,925 that paid off all the accrued interest on the debenture resulting in the debenture being paid off and retired by the Company.
During the quarter ended September 30, 2011 a lender advanced the company $7,500 that was converted into a debenture at December 31, 2011. The debenture accrues interest at 10% per annum and will convert into the company’s common stock at 50% of the lowest closing bid price 360 trading days before the conversion date. The Holder is restricted from any conversions that would result in the Holder owning over 9.9% of the outstanding common shares of the Company after the conversion. During the quarters ended September 30, 2012 and December 31, 2012, interest accrued on the debenture was $188 and $188, respectively. During the quarter ended March 31, 2013 the debenture accrued $187 in interest and $188 for the quarter ended June 30, 2013. At June 30, 2013 the Holder was owed $7,500 in principal and $1,489 in accrued interest. During the quarter ended September 30, 2013, the Company issued 16,514,816 common shares to the Holder resulting in the entire principal and accrued interest being paid off.
On December 31, 2011 the Company issued a debenture to a Holder for $26,444 for cash advances to the Company during the quarter ended December 31, 2011. The Holder is restricted from any conversions that would result in the Holder owning over 9.9% of the outstanding common shares of the Company after the conversion. The debenture will accrue interest at 10% per annum and will convert into the company’s common stock at 50% of the lowest closing bid price 360 trading days before the conversion date. During the quarter ended September 30, 2013, interest accrued on the debenture of $661. At September 30, 2013, the principal balance was $26,444 and the accrued interest was $4,627. The Company paid off the debenture during the quarter ended December 31, 2013 by issuing 48,080,000 common shares for $26,444 of principal and 8,812,727 common shares for $4,847 of accrued interest through the end of the same quarter.
On December 31, 2010, the Company issued a debenture payable for $162,706 for cash advances during the 2010 calendar year. The debenture accrues interest at 10% per annum and can convert into the company’s common stock at 50% of the lowest closing bid price 360 trading days before the conversion date. The Holder is restricted from any conversions that would result in the Holder owning over 9.9% of the outstanding common shares of the Company after the conversion. During the quarter ended September 30, 2012, the Company issued 6,666,667 common shares valued at $6,667 reducing the principal by $1,092 and accrued interest $5,575. At September 30, 2012, the Company owed the Holder $4,324 in principal and $7,816 in accrued interest. During the quarter ended June 30, 2013, the Holder converted $590 of principal and $2,848 of accrued interest for 6,250,000 common shares of the Company. During the quarter ended December 31, 2013 the debenture accrued $108 in accrued interest resulting in the Company owing $4,324 in principal and $8,462 in accrued interest at December 31, 2013. The Company paid off the debenture during the quarter ended March 31, 2014 by issuing 7,861,818 common shares for $4,324 of principal and 15,385,455 common shares for $8,462 of accrued interest through the end of the same quarter.
On March 31, 2008, the company originally issued a debenture payable to a creditor for $205,000 of unpaid compensation. The debenture accrues interest at 10% per annum and can convert into the company’s common stock at 50% of the lowest closing bid price 360 trading days before the conversion date. The Holder is restricted from any conversions that would result in the Holder owning over 9.9% of the outstanding common shares of the Company after the conversion. At June 30, 2012 the Company owed $11,015 in principal and $2,022 in accrued interest. During the quarter ended September 30, 2012 the debenture accrued $275 in interest. During the quarter ended March 31, 2013 the debenture accrued $276 in interest. At March 31, 2013, the Company owed the Holder $11,015 in principal and $2,848 in accrued interest. During the quarter ended December 31, 2013 the debenture accrued $261 in interest. At December 31, 2013 the Company owed the Holder $10,425 in principal and $782 in accrued interest. The Company paid off the debenture during the quarter ended March 31, 2014 by issuing 18,954,545 common shares for $10,425 of principal and 1,501,818 common shares for $826 of accrued interest through the end of the same quarter.
On December 31, 2009, the company originally issued a debenture payable to a creditor for $278,184 of unpaid compensation. The debenture accrues interest at 10% per annum and can convert into the company’s common stock at 50% of the lowest closing bid price 360 trading days before the conversion date. The Holder is restricted from any conversions that would result in the Holder owning over 9.9% of the outstanding common shares of the Company after the conversion. At June 30, 2012, the Company owed the Holder $73,184 in principal and $23,511 in accrued interest. During the quarter ended September 30, 2012, the Company issued 45,000,000 common shares valued at $24,750 reducing the principal by $14,032 and accrued interest $10,718. During the quarter ended December 31, 2012 the Company issued a total of 120,000,000 common shares under two separate demands notices valued at a total of $66,000. During the quarter ended March 31, 2013 the debenture accrued $189 in interest. During the quarter ended September 30, 2013, the debenture accrued $189 of interest. During the quarter ended December 31, 2013 the debenture accrued $189 of interest and at December 31, 2013 the Company owed the debenture holder $7,570 of principal and $944 of accrued interest. The Company paid off the debenture during the quarter ended March 31, 2014 by issuing 13,763,636 common shares for $7,570 of principal and 1,945,455 common shares for $1,070 of accrued interest through the end of the same quarter.
On June 29, 2012, the Company issued a $500,000 convertible debenture to a former president of the Company in exchange for his release of a $268,000 secured note that had a lien on the Company’s inventory and any and all of its’ assets of any kind or nature including assets held by its subsidiaries as of February 11, 2011. The value of the Debenture was determined based upon a discount to the book value of the Company’s intellectual property and assets. The Holder is restricted from any conversions that would result in the Holder owning over 9.9% of the outstanding common shares of the Company after the conversion. The debenture accrues interest at 10% per annum and will convert into the company’s common stock at 50% of the lowest closing bid price 360 trading days before the conversion date. During the quarter ended March 31, 2012 the Company issued a total of 475,000,000 common shares under four separate demand notices reducing the principal by $261,250. Accrued interest expense during the quarter ended March 31, 2013 was $2,662. During the quarters ended September 30, 2013 and December 31, 2013, the debenture accrued $675 of interest during each respective quarter. At December 31, 2013, the principal balance was $27,000 and the accrued interest was $29,036. The Company paid off the debenture during the quarter ended March 31, 2014 by issuing 49,090,909 common shares for $27,000 of principal and 50,909,091 common shares for $28,000 of accrued interest through the end of the same quarter.
On November 30, 2012, the Company reduced its loans from shareholders by $210,000 by issuing a debenture to a consulting corporation for its services for the same amount from January 1, 2011 through December 31 2011. The debenture accrues interest at 10% per annum and will convert into the company’s common stock at 50% of the lowest closing bid price 360 trading days before the conversion date. The Holder is restricted from any conversions that would result in the Holder owning over 9.9% of the outstanding common shares of the Company after the conversion. Accrued interest expense during the quarter ended March 31, 2013 was $5,250. During the quarter ended June 30, 2013, the Holder converted $84,820 of principal and $11,430 of accrued interest for 175,000,000 resulting in the outstanding principal being $125,180 at the end June 30, 2013. During the quarter ended September 30, 2013, the Holder converted $110,000 of principal for 210,379,957 common shares resulting in the outstanding principal being $15,180 at September 30, 2013. The debenture accrued $379 of interest during the quarter ended December 31, 2013 resulting in an outstanding principal balance of $15,180 and $379 of accrued interest at the end of the quarter. The Company paid off the debenture during the quarter ended March 31, 2014 by issuing 27,600,000 common shares for $15,180 of principal and 689,091 common shares for $379 of accrued interest through the end of the same quarter.
On November 30, 2012, the Company reduced its loans from shareholders by $165,000 by issuing a $165,000 convertible debenture to a former president of the Company for his services from January 1, 2010 thru January 31, 2011. The debenture accrues interest at 10% per annum and will convert into the company’s common stock at 50% of the lowest closing bid price 360 trading days before the conversion date. The Holder is restricted from any conversions that would result in the Holder owning over 9.9% of the outstanding common shares of the Company after the conversion. Accrued interest expense during the quarter ended March 31, 2013 was $4,125 and $4,125 for the quarter ended June 30, 2013 resulting in the Company owing $165,000 in principal and $9,625 in accrued interest at June 30, 2013. During the quarter ended September 30, 2013, the debenture accrued $4,125 in interest resulting in the Company owing 165,000 in principal and $13,750 in accrued interest. During the quarter ended December 31, 2013, the Holder converted into 218,107,273 common shares reducing the principal by $119,959 and 25,000,000 common shares for $13,750 of accrued interest. Interest of $2,626 accrued during the quarter resulting the principal balance being $45,041 and accrued interest being $2,626 at December 31, 2013. The Company paid off the debenture during the quarter ended March 31, 2014 by issuing 81,892,727 common shares for $45,041 of principal and 4,774,546 common shares for $2,626 of accrued interest through the end of the same quarter.
Outstanding Debentures
On September 30, 2011, the company reduced its accounts payable by $270,000 by issuing a debenture to the company’s former president for the same amount for unpaid compensation from July 1, 2008 through December 31 2009. The debenture accrues interest at 10% per annum and will convert into the company’s common stock at 50% of the lowest closing bid price 360 trading days before the conversion date. The Holder is restricted from any conversions that would result in the Holder owning over 9.9% of the outstanding common shares of the Company after the conversion. During the quarter ended September 30, 2012, the Company issued 120,213,500 common shares valued at $78,275 reducing the principal by $72,650 and accrued interest $5,625. During the quarter ended December 31, 2012 the Company issued 85,000,000 shares reducing the principal by $46,750 and accrued interest expense during the quarter was $3713. During the quarter ended March 31, 2013 the Company issued 150,000,000 shares to the Holder reducing the principal by $53,450 and accrued interest by $29,050. During the same quarter $3,000 of interest accrued on the debenture. During the quarter ended September 30, 2013, the debenture accrued $2,254 of interest. At September 30, 2013 the Company owed the Holder $90,150 in principal and $7,507 in accrued interest. During the quarter ended December 31, 2013 the Holder converted $33,743 of principal into 61,350,909 common shares and $7,507 of accrued interest expense into 13,649,091 of common shares. During the quarter ending March 31, 2014, the Company retired $22,000 of debenture principal for the issuance of 40,000,000 common shares and $3,590 of accrued interest for 6,527,273 common shares. At March 31, 2014 the Company owed the Holder $34,407 in principal and no accrued interest.
On November 30, 2012, the Company reduced its loans from shareholders by $120,000 by issuing a $120,000 convertible debenture to a financial consultant of the Company for his services from January 1, 2011 thru December 31, 2011. The debenture accrues interest at 10% per annum and will convert into the company’s common stock at 50% of the lowest closing bid price 360 trading days before the conversion date. The Holder is restricted from any conversions that would result in the Holder owning over 9.9% of the outstanding common shares of the Company after the conversion. Accrued interest expense during the quarter ended September 30, 2013 resulted in the Company owing $120,000 in principal and $10,000 in accrued interest. During the quarter ended December 31, 2013, the Holder converted into 56,818,182 common shares reducing the principal by $31,250 and 18,181,818 common shares for $10,000 of accrued interest. Interest of $2,609 accrued during the quarter resulting the principal balance being $88,750 and accrued interest being $2,609 at December 31, 2013. During the quarter ending March 31, 2014, the Company retired $24,891 of debenture principal for the issuance of 45,256,364 common shares and $2,609 of accrued interest for 4,743,636 common shares. At March 31, 2014 the Company owed the Holder $63,859 in principal and $1,596 of accrued interest.
On June 30, 2013, the Company reduced its loans from shareholders by $240,000 by issuing a $240,000 convertible debenture to a financial consultant of the Company for his services from July 1, 2012 thru June 30, 2013. The debenture accrues interest at 10% per annum and will convert into the company’s common stock at 50% of the lowest closing bid price 360 trading days before the conversion date. The terms of the conversion are the same as the consultant’s terms of conversion for the shares earned during each quarter in which the services were rendered. The Holder is restricted from any conversions that would result in the Holder owning over 9.9% of the outstanding common shares of the Company after the conversion. During the quarters ended September 30, 2013, December 31, 2013 and March 31, 2014 the debenture accrued $6,000 of interest in each respective quarter. At March 31, 2014, the debenture had $240,000 of principal and $18,000 of accrued interest outstanding.
On June 30, 2013, the Company reduced its loans from shareholders by $59,167 by issuing a $59,167 convertible debenture to a financial consultant of the Company for expenses paid from January 1, 2012 thru June 30, 2012. The debenture accrues interest at 10% per annum and will convert into the company’s common stock at 50% of the lowest closing bid price 360 trading days before the conversion date. The terms of the conversion are the same as the terms of conversion in the grid note for each advance. The Holder is restricted from any conversions that would result in the Holder owning over 9.9% of the outstanding common shares of the Company after the conversion. During the quarters ended September 30, 2013, December 31, 2013 and March 31, 2014 the debenture accrued $1,479 of interest in each respective quarter. At March 31, 2014, the debenture had $59,167 of principal and $4,438 of accrued interest outstanding.
On October 1, 2013, the Company reduced its accounts payable by $217,293 by issuing a convertible debenture in the same amount to the Company for expenses paid on behalf of Tranzbyte from July 1, 2013 thru September 30, 2013. The debenture accrues interest at 10% per annum and will convert into the company’s common stock at 50% of the lowest closing bid price 18 months before the conversion date. The terms of the conversion are the same as the terms of conversion in the note for each advance. The Holder is restricted from any conversions that would result in the Holder owning over 9.9% of the outstanding common shares of the Company after the conversion. During the quarter ended December 31, 2013 and march 31, 2013 the debenture accrued $5,432 of interest in each respective quarter. At March 31, 2014, the debenture had $217,293 of principal and $10,864 of accrued interest outstanding.
On October 1, 2013, the Company issued a $10,000 convertible debenture for a $10,000 cash advance on September 16, 2013 to one of its subsidiaries for it’s operation. The debenture accrues interest at 10% per annum and will convert into the company’s common stock at 50% of the lowest closing bid price 18 months before the conversion date. The terms of the conversion are the same as the terms of conversion in the note for each advance. The Holder is restricted from any conversions that would result in the Holder owning over 9.9% of the outstanding common shares of the Company after the conversion. During the quarters ended December 31, 2013 and March 31, 2014 the debenture accrued $250 of interest in each respective quarter. At March 31, 2014, the debenture had $10,000 of principal and $500 of accrued interest outstanding.
On November 15, 2013, the Company issued a debenture for $22,400 for cash advances in the same amount on the same date for cash advances to one of its subsidiaries for it’s operation. The debenture accrues interest at 10% per annum and will convert into the company’s common stock at 50% of the lowest closing bid price 18 months before the conversion date. The terms of the conversion are the same as the terms of conversion in the note for each advance. The Holder is restricted from any conversions that would result in the Holder owning over 9.9% of the outstanding common shares of the Company after the conversion. At March 31, 2014 , the debenture had $22,400 of principal and $280 of accrued interest outstanding.
On December 30, 2013, the Company issued a debenture for $220,144 for cash advances in the same amount for expenses paid on behalf of Tranzbyte from October 1, 2013 thru December 30, 2013. The debenture accrues interest at 10% per annum and will convert into the company’s common stock at 50% of the lowest closing bid price 18 months before the conversion date. The terms of the conversion are the same as the terms of conversion in the note for each advance. The Holder is restricted from any conversions that would result in the Holder owning over 9.9% of the outstanding common shares of the Company after the conversion. At March 31, 2014, the debenture had $217,293 of principal and no accrued interest outstanding.
On March 31, 2014, the Company issued a debenture for $164,015 for expenses paid on behalf of the Company during the quarter ended March 31, 2014. . The debenture accrues interest at 10% per annum and will convert into the company’s common stock at 50% of the lowest closing bid price 18 months before the conversion date. The terms of the conversion are the same as the terms of conversion in the note for each advance. The Holder is restricted from any conversions that would result in the Holder owning over 9.9% of the outstanding common shares of the Company after the conversion.
On March 31, 2014, the Company issued a debenture for $220,000 for expenses paid on behalf of the Company during the quarter ended March 31, 2014. The debenture accrues interest at 10% per annum and will convert into the company’s common stock at 50% of the lowest closing bid price 18 months before the conversion date. The terms of the conversion are the same as the terms of conversion in the note for each advance. The Holder is restricted from any conversions that would result in the Holder owning over 9.9% of the outstanding common shares of the Company after the conversion.
NOTE 5: LOANS FROM SHAREHOLDERS
During the quarter ended March 31, 2013, the Company paid down loans from shareholders by $54,250 but unpaid cash advances of $36,950 and unpaid services during the quarter from existing shareholders valued at $116,500 resulted in the ending balance at March 31, 2013 being $1,897,139. During the quarter ended June 30, 2013 the Company reduced loans from shareholders by $299,167 through the issuance of two debentures but unpaid cash advances of $61,999 and unpaid services of $110,000 during the quarter from existing shareholders resulted in an ending balance of $1,769,671 at June 30, 2013. During the quarter ended September 30, 2013 the Company reduced loans from shareholders by $80,635 through the issuance of common shares but unpaid services of $118,500 during the quarter from shareholders resulted in an ending balance of $1,807,536 at September 30, 2013. During the quarter ended December 31, 2013 loans from shareholders increased by $132,500 for accrued services rendered by officers and consultants. During the quarter ended March 31, 2014 loans from shareholders increased by $132,500 for accrued services rendered by officers and consultants.
NOTE 6. STOCKHOLDERS EQUITY
Preferred Stock On January 3, 2012, the Company designated 6,500,000 preferred shares to be authorized in Series C Preferred Stock at a face value of $1 per share. The Class C Preferred shares are non-voting, have no dividend rights and rank junior to all other Preferred Classes of Stock. The Class C Stock is secured by 100% of its right, title and interest in all of the outstanding and issued capital stock of Proxima-RF Technology Holding Company Ltd. “Proxima R-F”. The ownership percentage in Proxima-RF is held as collateral by the Series C Preferred stockholders and will be reduced as the Company may from time to time purchase and retire any number of Class C Preferred Stock for cash. The value of the Preferred Series C will be carried at $1 on the Company’s financial statements and will be adjusted as the Company may repurchase the Preferred Stock and increase its ownership interest in Proxima R-F. On June 29, 2012, the Company issued the 6,500,000 Preferred Series B shares to David Gwyther as consideration for signing a three-year employment agreement with the Company. On November 18, 2012 a majority of the common shareholders approved in writing to change the voting rights of the Preferred Series B shares from 100 votes per common share to 1,000 votes per common share. The Preferred Series B shares held by the Company’s president, David Gwyther have voting control of the Company with 1,000 votes for each preferred share held.
At December 31, 2013 the Company had authorized 30,000,000 preferred shares with 13,000,000 preferred shares outstanding at $.01 par and can issue shares of preferred stock in such classes and with such preferences as may be determined by the board of directors or the bylaws of the Company.
Common Stock
On June 14, 2007 the Company consolidated its authorized and outstanding common shares at a 1 for 1,000 ratio. After the stock consolidation the Company had authorized 870,000 common shares at a par value of $.001.
On May 29, 2012, the Company increased its authorized common shares to 1,350,000,000 at a par value of $.001.
On December 14, 2012, the Company increased its authorized common shares to 1,995,000,000 at a par value of $.001.
On January 17, 2013, the Company increased its authorized common shares to 2,750,000,000 at a par value of $.001.
On August 30, 2013, the Company increased its authorized common shares to 3,750,000,000 at a par value of $.001.
On January 9, 2014 the Company increased its authorized common shares to 4,750,000.
On July 21, 2011, the company issued 5,000,000 common shares under a debenture that converted $9,436 of principal and $2,314 of accrued interest. On August 29, 2011, the Holder of a debenture converted $27,883 of principal and $5,867 of accrued interest for 9,000,000 common shares of the company.
On October 7, 2011, the Holder of two debentures was issued 20,844,616 common shares valued at $68,445 resulting in one of the debentures being paid in full and the other debenture being reduced by $32,362 of principal and $2,606 of accrued interest.
During the quarter ended December 31, 2011 the Holder of a debenture was issued 53,215,384 shares of common stock resulting from three separate conversions valued at $60,666 of principal and $59,534 of accrued interest.
On January 20, 2012, the Company issued 36,627,648 to the Company’s president for services rendered from February 1, 2011 thru January 20, 2012 valued at $85,277 and then resigned as the president. In addition 500,000 shares were issued to a consultant valued at $1,400.
On February 1, 2012, the Holder of a debenture was issued 25,000,000 common shares valued at $25,000 resulting in the debenture being reduced by $20,071 of principal and $4,929 of accrued interest. In addition 1,000,000 shares were issued to an individual valued at $15,000 for accrued legal fees.
During the quarter ended June 30, 2012, a total of 206,414,686 common shares were issued in settlement of $265,191 of principal and $1,008 of accrued interest on three outstanding debentures of the Company.
During the quarter ended September 30, 2012, a total of 220,238,267 common shares were issued in settlement of $115,553 of principal and accrued interest on four debentures of the Company. The Company also issued 5,797,978 common shares valued at $43,333 to reduce loans from shareholders.
During the quarter ended December 31, 2012, a total of 635,000,000 common shares were issued in settlement of $310,082 of principal and $39,343 of accrued interest on four outstanding debentures of the Company resulting in one of the debentures being paid in full.
During the quarter ended March 31, 2013, the Company reduced loans from shareholders by $39,250 by issuing 14,034,333 common shares for $15,000 of accrued debt for past legal services and 20,347,833 common shares to the Company’s President for unpaid services of $24,250. The number of common shares that were earned by the Company’s President from October 2011 through January 2012 were 8,633,818 and the common shares earned from October 2012 through December 2012 were 11,714,015.
During the quarter ended March 31, 2013 the Company paid down $314,700 of debentures payable along with accrued interest on the debentures of $29,050 under five separate conversion notices with the issuance of 625,000,000 common shares.
Also during the quarter ended March 31, 2013, the Company paid down $15,000 of accrued debt to two consultants with the issuance of 6,865,530 common shares and paid the same two consultants $16,666 for services with 2,152,120 common shares.
During the quarter ended June 30, 2013 the Company paid down $85,410 of debentures payable along with accrued interest on the debentures of $14,278 under three separate conversion notices totaling the issuance of 181,250,000 common shares.
During the quarter ended September 30, 2013, the Company issued 14,471,743 restricted common shares to its directors for services valued at $70,635, 216,514,545 common shares to retire $117,500 in outstanding debenture debt and accrued interest and 2,832,552 restricted common shares valued at $10,000 for consulting services.
During the quarter ended December 31, 2013 the Company paid down $211,396 of debentures payable along with accrued interest on the debentures of $36,104 under four separate conversion notices totaling the issuance of 450,000,000 common shares.
On October 30, 2013, the Company issued its first traunch of restricted common shares totaling 171,342,846 to the shareholders of three companies it agreed to purchase. See footnote 1 “Acquisitions”.
During the quarter ended March 31, 2014, the Company issued 370,895,682 common shares to retire $203,993 of debenture debt and accrued interest to various debenture holders.
At March 31, 2014, the Company had 4,750,000,000 authorized common shares and 3,846,572,678 common shares issued and outstanding. See note 4 for details.