Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2015 | 5-May-15 | |
Document And Entity Information | ||
Entity Registrant Name | AlumiFuel Power Corp | |
Entity Central Index Key | 1108046 | |
Document Type | 10-Q | |
Document Period End Date | 31-Mar-15 | |
Amendment Flag | FALSE | |
Current Fiscal Year End Date | -19 | |
Is Entity a Well-known Seasoned Issuer? | No | |
Is Entity a Voluntary Filer? | No | |
Is Entity's Reporting Status Current? | Yes | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 1,430,437,555 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2015 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Assets | ||
Cash | $1,977 | $972 |
Notes receivable, related parties (Note 5) | 23,220 | |
Total current assets | 25,197 | 972 |
Deferred debt issuance costs (Note 4) | 9,310 | 4,473 |
Total long-term assets | 9,310 | 4,473 |
Total assets | 34,507 | 5,445 |
Accounts and notes payable: | ||
Accounts payable, related party (Note 3) | 500,677 | 467,759 |
Accounts payable, other | 519,204 | 518,349 |
Derivative liability, convertible notes payable (Note 3) | 599,879 | 567,905 |
Notes payable, related party (Note 4) | 14,461 | 21,461 |
Notes payable, other (Note 3) | 372,953 | 392,953 |
Convertible notes payable, net of discount of $145,606 (2015) and $114,211 (2014) (Note 4) | 522,150 | 548,301 |
Payroll liabilities (Note 7) | 154,152 | 150,059 |
Accrued expenses (Note 7) | 753,846 | 700,000 |
Dividends payable (Note 9) | 118,365 | 110,395 |
Accrued interest payable: | ||
Interest payable, convertible notes (Note 4) | 137,873 | 129,386 |
Interest payable, related party notes (Note 3) | 8,588 | 8,310 |
Interest payable, notes payable other (Note 4) | 90,562 | 89,724 |
Total current liabilities | 3,792,710 | 3,704,602 |
Series B preferred stock obligation, net (Note 9) | 680,482 | 661,648 |
Shareholders' deficit: (Notes 1 & 9) | ||
Preferred stock, $.001 par value; unlimited shares authorized, no shares outstanding | ||
Common stock, $.001 par value; unlimited shares authorized, 713,237,827 (2015) and 23,463,415 (2014) shares issued and outstanding, respectively | 713,236 | 23,463 |
Additional paid-in capital | 15,911,181 | 16,303,784 |
Accumulated deficit | -25,040,458 | -24,663,547 |
Total shareholders' deficit of the Company | -8,416,041 | -8,336,300 |
Non-controlling interest (Note 1) | 3,977,356 | 3,975,495 |
Total shareholders' deficit | -4,438,685 | -4,360,805 |
Total liabilities and shareholders' deficit | $34,507 | $5,445 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Liabilities and Shareholders' Deficit | ||
Discount value of convertible notes payable | $145,606 | $114,211 |
Shareholders' deficit: | ||
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, issued | 0 | 0 |
Preferred stock, outstanding | 0 | 0 |
Common stock, par value | $0.00 | $0.00 |
Common stock, issued | 713,237,827 | 23,463,415 |
Common stock, outstanding | 713,237,827 | 23,463,415 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (Unaudited) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Condensed Consolidated Statements Of Operations | ||
Revenue | ||
Total revenue | ||
Selling, general and administrative expenses | ||
Management fees related parties (Note 3) | 83,510 | 84,407 |
Depreciation | 84 | |
Other (Note 6) | 80,750 | 118,446 |
Total operating costs and expenses | -164,260 | -202,937 |
Loss from operations | -164,260 | -202,937 |
Other (expense) | ||
Stock based compensation (Note 9) | -16,000 | |
Interest expense, amortization of convertible note discounts (Note 4) | -108,979 | -159,048 |
Interest expense (Notes 3 & 4) | -54,833 | -258,109 |
Fair value adjustment of derivative liabilities (Note 4) | -32,839 | -199,903 |
Total Other income (expense) | -212,651 | -617,060 |
Loss before income taxes | -376,911 | -819,997 |
Income tax provision (Note 8) | ||
Net loss | -376,911 | -819,997 |
Net loss attributable to non-controlling interest (Note 1) | 16,349 | 16,231 |
Net loss attributable to Company | ($360,562) | ($803,766) |
Basic and diluted loss per common share | $0 | ($0.14) |
Weighted average common shares outstanding (Notes 1 & 9) | 240,911,996 | 5,738,464 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statement of Changes in Shareholders' Deficit (Unaudited) (USD $) | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Noncontrolling Interest | Total |
Beginning Balance, Amount at Dec. 31, 2014 | $23,463 | $16,303,784 | ($24,663,547) | $3,975,495 | ($4,360,805) |
Beginning Balance, Shares at Dec. 31, 2014 | 23,463,415 | ||||
January through March 2015, issuance of common stock upon conversion of convertible debt (Notes 4 & 9), Shares | 685,772,412 | ||||
January through March 2015, issuance of common stock upon conversion of convertible debt (Notes 4 & 9), Amount | 685,773 | -543,967 | 141,806 | ||
Reclassification of derivative liabilities upon conversion of convertible debt (Note 4) | 141,225 | 141,225 | |||
January through March 2015, issuance of common stock for services (Note 9), Shares | 4,000,000 | ||||
January through March 2015, issuance of common stock for services (Note 9), Amount | 4,000 | 12,000 | 16,000 | ||
Equity of AlumiFuel Power International, Inc. subsidiary, net of non-controlling interest (Note 1) | -1,861 | -14,488 | -16,349 | ||
Net loss | -376,911 | 16,349 | -360,562 | ||
Ending Balance, Amount at Mar. 31, 2015 | $713,236 | $15,911,181 | ($25,040,458) | $3,977,356 | ($4,438,685) |
Ending Balance, Shares at Mar. 31, 2015 | 713,235,827 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (Unaudited) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Cash flows from operating activities: | ||
Net loss | ($376,911) | ($819,997) |
Adjustments to reconcile net loss to net cash used by operating activities: | ||
Non-cash interest expense (Note 9) | 338,387 | |
Stock based compensation (Note 9) | 16,000 | |
Amortization of debt issuance costs (Note 4) | 3,663 | 5,515 |
Beneficial conversion feature (Note 9) | 219,752 | |
Accretion of Series B preferred stock (Note 9) | 18,834 | |
Recovery of bad debt expense (Note 5) | -28,100 | -13,500 |
Depreciation and amortization (Note 1) | 84 | |
Change in fair value of derivative liability (Note 4) | 31,974 | -123,751 |
Amortization of discount on debentures payable (Note 4) | 108,979 | 158,111 |
Changes in operating assets and liabilities: | ||
Accounts and other receivables | 23,220 | 13,500 |
Prepaid expenses and other assets | ||
Accounts payable and accrued expenses | 67,296 | 62,250 |
Related party payables (Note 3) | 32,918 | 42,192 |
Dividends payable (Note 9) | -7,970 | -7,970 |
Interest payable | 9,603 | 25,667 |
Net cash used in operating activities | -100,495 | -99,760 |
Cash flows from financing activities: | ||
Proceeds from convertible notes (Note 4) | 101,000 | 180,000 |
Proceeds from notes payable, other (Note 4) | 16,000 | 23,600 |
Payments on notes payable (Note 4) | -7,000 | -7,910 |
Payments on notes payable, related (Note 3) | -12,317 | |
Payments to placement agents (Note 4) | -8,500 | -11,000 |
Net cash provided by financing activities | 101,500 | 172,373 |
Net change in cash and cash equivalents | 1,005 | 72,613 |
Cash and cash equivalents: | ||
Beginning of period | 972 | 9,872 |
End of period | 1,977 | 82,485 |
Cash paid during the period for: | ||
Income taxes | ||
Interest | 5,015 | 2,699 |
Noncash financing transactions: | ||
Notes and interest payable converted to stock | 141,806 | 229,718 |
Reclassification of derivative liabilities upon conversion of convertible debt | $141,225 |
Basis_of_presentation
Basis of presentation | 3 Months Ended |
Mar. 31, 2015 | |
Notes to Financial Statements | |
Note 1 - Basis of presentation | The interim unaudited financial statements presented herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and for the three month periods ended March 31, 2015 and 2014 include the financial statements of AlumiFuel Power Corporation (the “Company”) and its subsidiaries HPI Partners, LLC (“HPI”), AlumiFuel Power, Inc. (“API”), AlumiFuel Power Technologies, Inc. ("APTI"), Novofuel, Inc. ("Novofuel"), and 58% owned subsidiary AlumiFuel Power International, Inc. ("AFPI"). |
Effective September 5, 2014, the Company changed is state of Domicile from Nevada to Wyoming. On September 18, 2014, the Company received notice that the Wyoming Secretary of State had accepted an amendment to its articles of incorporation through which the number of shares of authorized common and preferred stock of the Company went from 3,500,000,000 shares of $0.001 par value common stock and 10,000,000 shares of $0.001 par value preferred stock, to unlimited shares of $0.001 par value common stock and unlimited shares of $0.001 par value preferred stock. | |
On November 19, 2014, the Company effected a 1 for 250 reverse split of its common stock following which a total of 3,840,199,334 shares of issued and outstanding pre-split common stock became 15,360,797 shares of post-split common stock. As a result of the reverse split, the number of shares outstanding and per share information for all prior periods presented have been retroactively restated to reflect the new capital structure. | |
Certain information and footnote disclosures normally included in unaudited financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. All of the intercompany accounts have been eliminated in consolidation. The interim unaudited financial statements should be read in conjunction with the Company’s annual financial statements for the year ended December 31, 2014, notes and accounting policies thereto included in the Company’s Annual Report on Form 10-K. | |
In the opinion of management, all adjustments (consisting only of normal recurring adjustments) which are necessary to provide a fair presentation of operating results for the interim periods presented have been made. The results of operations for the periods presented are not necessarily indicative of the results to be expected for the year. | |
The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As shown in the accompanying financial statements, the Company had no revenue during the three months ended March 31, 2015, and has an accumulated deficit of $25,040,458 from its inception through that date. These factors, among others, may indicate that the Company will be unable to continue as a going concern for a reasonable period of time. | |
Interim financial data presented herein are unaudited. | |
Non-Controlling Interests | |
In February 2010, the Company formed its subsidiary, AFPI. The total number of AFPI shares outstanding at December 31, 2014 and March 31, 2015 was 68,114,864. | |
The value of all shares of AFPI held by the Company have been eliminated on consolidation of the financial statements at March 31, 2015 as intercompany accounts. At March 31, 2015 there were 28,511,985 shares held by shareholders other than the Company representing 42% of the outstanding common shares of AFPI as of that date. A non-controlling interest in AFPI that totaled $3,977,356 is included in the Company’s condensed consolidated balance sheet at March 31, 2015. In addition, $16,349 of the net loss of AFPI of $39,056 for the three months ended March 31, 2015 has been attributed to the non-controlling interest of those stockholders. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2015 | |
Notes to Financial Statements | |
Note 2 - Summary of Significant Accounting Policies | Use of Estimates |
The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |
Cash and Cash Equivalents | |
The Company considers all highly liquid securities with original maturities of three months or less when acquired to be cash equivalents. Cash equivalents at March 31, 2015 were $-0-. | |
Stock-based Compensation | |
The Company has certain stock option plans approved by its stockholders, and also grants options and warrants to consultants outside of its stock option plan pursuant to individual agreements. | |
The Company accounts for compensation expense for its stock-based employee compensation plans and issuances of options and warrants to consultants in accordance with ASC Topic 718 – Compensation – Stock Compensation. See Note 5. Capital Stock for further information on the Company's stock-based compensation. | |
Debt Issue Costs | |
The costs related to the issuance of debt are capitalized and amortized to interest expense using the straight-line method over the lives of the related debt. The straight-line method results in amortization that is not materially different from that calculated under the effective interest method. | |
Fair value of financial instruments | |
The estimated fair value of financial instruments has been determined by the Company using available market information and appropriate methodologies; however, considerable judgment is required in interpreting information necessary to develop these estimates. Accordingly, the Company’s estimates of fair values are not necessarily indicative of the amounts that the Company could realize in a current market exchange. | |
The fair values of cash and cash equivalents, current non-related party accounts receivable, and accounts payable approximate their carrying amounts because of the short maturities of these instruments. | |
The fair values of notes and loans payable to non-related parties approximate their carrying values because of the short maturities of these instruments. The fair value of long-term debt to non-related parties approximates carrying values, net of discounts applied, based on market rates currently available to the Company. | |
Loss per Common Share | |
Loss per share of common stock is computed based on the weighted average number of common shares outstanding during the period. Common stock underlying stock options, warrants, and convertible promissory notes are not considered in the calculations for the periods ended March 31, 2015 and 2014, as the impact of the potential common shares, which totaled approximately 12,728,734,175 (March 31, 2015) and 6,249,922 (March 31, 2014), would be anti-dilutive. Therefore, diluted loss per share presented for nine month periods ended March 31, 2015 and 2014 is equal to basic loss per share. | |
Accounting for obligations and instruments potentially settled in the Company’s common stock | |
In connection with any obligations and instruments potentially to be settled in the Company's stock, the Company accounts for the instruments in accordance with ASC Topic 815, "Accounting for Derivative Financial Instruments Indexed to, and Potentially Settled in a Company’s Own Stock". This issue addresses the initial balance sheet classification and measurement of contracts that are indexed to, and potentially settled in, the Company's stock. Under this pronouncement, contracts are initially classified as equity or as either assets or liabilities, depending on the situation. All contracts are initially measured at fair value and subsequently accounted for based on the then current classification. Contracts initially classified as equity do not recognize subsequent changes in fair value as long as the contracts continue to be classified as equity. For contracts classified as assets or liabilities, the Company reports changes in fair value in earnings and discloses these changes in the financial statements as long as the contracts remain classified as assets or liabilities. If contracts classified as assets or liabilities are ultimately settled in shares, any previously reported gains or losses on those contracts continue to be included in earnings. The classification of a contract is reassessed at each balance sheet date. | |
Derivative Instruments | |
In connection with the issuances of equity instruments or debt, the Company may issue options or warrants to purchase common stock. In certain circumstances, these options or warrants may be classified as liabilities, rather than as equity. In addition, the equity instrument or debt may contain embedded derivative instruments, such as conversion options or listing requirements, which in certain circumstances may be required to be bifurcated from the associated host instrument and accounted for separately as a derivative liability instrument. The Company accounts for derivative instruments under the provisions of ASC Topic 815, “Derivatives and Hedging". | |
Recently issued accounting pronouncements | |
Management reviewed accounting pronouncements issued during the nine months ended March 31, 2015, and no pronouncements were adopted. |
Related_Party
Related Party | 3 Months Ended | |||||||||
Mar. 31, 2015 | ||||||||||
Notes to Financial Statements | ||||||||||
Note 3 - Related Party | Related Party Accounts Payable | |||||||||
The Board of Directors has estimated the value of management services for the Company at the monthly rate of $8,000 and $2,000 for the president and secretary/treasurer, respectively. The estimates were determined by comparing the level of effort to the cost of similar labor in the local market and this expense totaled $30,000 for each of the three months ended March 31, 2015 and 2014. In addition, beginning October 1, 2010 the Company's president and treasurer were accruing a management fee of $7,500 and $3,500, respectively, for their services as managers of AFPI. This amount totaled $33,000 for each of the three months ended March 31, 2015 and 2014. As of March 31, 2015 and 2014, the Company owed $432,142 and $377,892, respectively to its officers for management services. | ||||||||||
In September 2009, the Company's board directors authorized a bonus program for the Company's officers related to their efforts raising capital to fund the Company's operations. Accordingly, the Company's president and secretary are eligible to receive a bonus based on 50% of the traditional "Lehman Formula" whereby they will receive 2.5% of the total proceeds of the first $1,000,000 in capital raised by the Company, 2.0% of the next $1,000,000, 1.5% of the next $1,000,000, 1% of the next $1,000,000 and .5% of any proceeds above $4,000,000. The amount is capped at $150,000 per fiscal year. During the three month periods ended March 31, 2015 and 2014, the Company recorded $1,010 and $1,907, respectively to a corporation owned by Messrs. Fong and Olson under this bonus program. At March 31, 2015 and 2014, respectively, there was $1,420 and $4,955 payable under the bonus plan. | ||||||||||
In the three month periods ended March 31, 2015 and 2014, APTI paid a management fee of $6,500 per month to a company owned by the Company’s officers for services related to its bookkeeping, accounting and corporate governance functions. For each of the three month periods ended March 31, 2015 and 2014, these management fees totaled $19,500. As of March 31, 2015 and 2014, the Company owed $21,685 and $10,770, respectively, in accrued fees and related expenses. | ||||||||||
The Company rented office space, including the use of certain office machines, phone systems and long distance fees, from a company owned by its officers at $1,500 per month in 2014 and $1,200 per month in 2014. This fee is month-to-month and is based on the amount of space occupied by the Company and includes the use of certain office equipment and services. Rent expense totaled $13,500 the three months ended March 31, 2015 and $10,800 for the same period in 2014. A total of $1,500 and $10,000 in rent expense was accrued but unpaid at March 31, 2015 and 2014, respectively. | ||||||||||
Accounts payable to related parties consisted of the following at March 31, 2015: | ||||||||||
Management fees, rent and bonus payable to officers | $ | 467,032 | ||||||||
Accrued expenses payable to subsidiary officer | 33,645 | |||||||||
Total accounts payable, related party | $ | 500,677 | ||||||||
Related Party Notes Payable | ||||||||||
AlumiFuel Power Corporation | ||||||||||
The Company issues promissory notes to its officers, and entities affiliated with its officers, from time-to-time. These notes all bear interest at 8% per annum and are due on demand. The following table outlines activity related to issuances and payment on these notes for the three months ended March 31, 2015 and 2014: | ||||||||||
Notes Payable – Related Parties and Affiliates: | ||||||||||
Principal balance 12/31/14 | $ | 21,461 | ||||||||
Notes repaid quarter ended 3/31/15 | (7,000 | ) | ||||||||
Principal balance 3/31/15 | $ | 14,461 | ||||||||
HPI Partners, LLC | ||||||||||
In 2009, various notes issued by HPI were converted to equity by its officers. Following those conversions, $235 in interest remained due and payable, which was outstanding at both March 31, 2015 and 2014. | ||||||||||
Total | ||||||||||
Total notes and interest payable to related parties consisted of the following at March 31, 2015 and December 31 2014: | ||||||||||
March 31, | December 31, 2014 | |||||||||
2015 | ||||||||||
Notes payable to officers; interest at 8% and due on demand | $ | 1,511 | $ | 1,511 | ||||||
Notes payable to affiliates of Company officers; interest at 8% and due on demand | 12,950 | 19,950 | ||||||||
Notes payable, related party | 14,461 | 21,461 | ||||||||
Interest payable related party | 8,588 | 8,310 | ||||||||
Total principal and interest payable, related party | $ | 23,049 | $ | 29,771 |
Notes_Payable
Notes Payable | 3 Months Ended | |||||||||
Mar. 31, 2015 | ||||||||||
Notes to Financial Statements | ||||||||||
Note 4 - Notes Payable | AlumiFuel Power Corporation | |||||||||
At March 31, 2015 and 2014, the Company owed $67,005 and $105,405, respectively, to an unaffiliated entity, the Gulfstream 1998 Irrevocable Trust at an interest rate of 8% and due on demand. During the three months ended March 31, 2015, the trust loaned the Company $16,000; and sold $26,000 in principal on these notes to unaffiliated third parties that became convertible debentures. Please see convertible notes below and Note 9 “Capital Stock” below for further information on these transactions. There was $13,126 and $20,091 in accrued interest payable on these notes at March 31, 2015 and December 31, 2014, respectively. | ||||||||||
At both March 31, 2015 and 2014, the Company owed $32,732 to an unaffiliated third party with interest payable at 8% and due on demand. There was $8,845 and $6,227 in accrued interest payable on these notes at March 31, 2015 and 2014, respectively. | ||||||||||
At March 31, 2015 and 2014, the Company owed an unaffiliated third party $43,086. These notes are due on demand and carry an interest rate of 8%. There was $10,613 and $8,199 in accrued interest payable at March 31, 2015 and December 31, 2014, respectively. | ||||||||||
At March 31, 2015 and 2014, the Company owed an unaffiliated third party $13,000. There was $113,000 payable on these notes at December 31, 2014. These notes carry current interest rates of 8% per annum. As of March 31, 2015 and December 312014, there was $20,839 and $20,583 in accrued interest payable on these notes, respectively. | ||||||||||
During the year ended December 31, 2010 a note payable in the amount of $30,000 was issued and repaid to an unaffiliated third party leaving an interest balance due of $57. This amount remained unpaid as of both March 31, 2015 and December 31, 2014. | ||||||||||
AlumiFuel Power, Inc. | ||||||||||
AlumiFuel Power, Inc. owes $1,050 in unpaid interest on notes issued prior to 2015. | ||||||||||
AlumiFuel Power International, Inc. | ||||||||||
At March 31, 2015 and December 31, 2014, the company owed $217,130 from unaffiliated third parties paid in Euros totaling 164,250. These notes are due one year from issuance with an interest rate of 10% and may be converted to AFPI common stock after six months outstanding and if AFPI's common stock begins trading again. A majority of these notes are beyond their maturity date and are therefore in default. As of March 31, 2015 and December 31, 2014, there was a total of $35,378 and $29,329, respectively, in interest payable on these notes. | ||||||||||
HPI Partners, LLC | ||||||||||
In 2009, various notes issued by HPI were converted to equity by third parties. Following those conversions, $647 in interest remained due and payable, which was outstanding at both March 31, 2015 and December 31, 2014. | ||||||||||
Total | ||||||||||
Notes and interest payable to others consisted of the following at March 31, 2015 and 2014: | ||||||||||
2015 | 2014 | |||||||||
Notes payable, non-affiliates; interest at 8% and due on demand | $ | 155,823 | $ | 175,823 | ||||||
Notes payable, non-affiliates; interest at 10% and due in March 2014-July 2015 | 217,130 | 217,130 | ||||||||
Notes payable | 372,953 | 392,953 | ||||||||
Interest payable, non-affiliates | 90,562 | 89,724 | ||||||||
Total principal and interest payable, other | $ | 463,515 | $ | 482,677 | ||||||
Certain of our demand promissory notes issued to unaffiliated third parties contain provisions for conversion to common stock at market price on the date of conversion. | ||||||||||
AlumiFuel Power Corporation Convertible Promissory Notes | ||||||||||
Convertible Notes and Debentures with Embedded Derivatives: | ||||||||||
From time-to-time, the Company issues convertible promissory notes and debentures with conversion features that we have determined represent an embedded derivative as they are convertible into a variable number of shares upon conversion. Accordingly, these notes are not considered to be conventional debt under EITF 00-19 and the embedded conversion feature must be bifurcated from the debt host and accounted for as a derivative liability. The Company believes that the aforementioned embedded derivatives meet the criteria of ASC 815 (formerly SFAS 133 and EITF 00-19), and should be accounted for separately as derivatives with a corresponding value recorded as a liability. Accordingly, the fair value of these derivative instruments are recorded as a liability on the consolidated balance sheet with the corresponding amount recorded as a discount to the notes in the period in which they are issued. Such discount is capitalized and amortized over the life of the notes. The change in the fair value of the liability for derivative contracts is credited to other income (expense) in the consolidated statements of operations at the end of each quarter. The face amount of the corresponding notes are stripped of their conversion feature due to the accounting for the conversion feature as a derivative, which is recorded using the residual proceeds to the conversion option attributed to the debt. | ||||||||||
2009/2010 Convertible Debentures | ||||||||||
In September 2009 through January 2010 we issued $435,000 of 6% unsecured convertible debentures in transactions with private investors (the “Debentures”). Of that amount, $10,000 of these debentures remained unpaid as of March 31, 2015. | ||||||||||
The beneficial conversion feature (an embedded derivative) included in the Debentures resulted in an initial debt discount of $435,000 and an initial loss on the valuation of derivative liabilities of $71,190 for a derivative liability balance of $506,190 at issuance. | ||||||||||
Among other terms of the offering, the Debentures were originally due in January 2013, but were extended to December 31, 2013. The Debentures are convertible at a conversion price equal to 75% of the lowest closing bid price per share of the Company’s common stock for the twenty (20) trading days immediately preceding the date of conversion. | ||||||||||
At March 31, 2015, the Company revalued the derivative liability balance of the remaining outstanding Debentures. For the Three months ended March 31, 2015, the Company has recorded an expense and increased the previously recorded liabilities by $9 resulting in a derivative liability balance of $5,003 at March 31, 2015. | ||||||||||
January 2012 Convertible Notes | ||||||||||
In January 2012 we issued two convertible notes of $25,000 each for a total of $50,000 to an unaffiliated third party investor. These notes were due six months from issuance, carry interest at 10% per annum and are convertible at $0.0012 per share. The Company has determined that the conversion feature does not represent an embedded derivative as the conversion price was known and was not variable making it conventional. The Company determined there was a beneficial conversion feature related to the January 2012 Convertible Notes based on the difference between the conversion price of $0.0012 and the market price of the Company’s common stock on the issue dates and recorded as interest expense $4,167 with an offset to additional paid-in capital. In January 2014, the Company agreed to allow the investor to convert $1,700 of this note to stock at a discount to market of 50%. Accordingly, 34,000,000 shares were issued at a conversion price of $0.00005 per share leaving a balance due at March 31, 2015 of $48,300. | ||||||||||
2014 Asher Convertible Notes | ||||||||||
In January 2014, the Company entered into a note agreement with an institutional investor for the issuance of a convertible promissory note in the aggregate amount of $22,500. | ||||||||||
The 2014 Asher Convertible Note is convertible at 50% of the average of the lowest three closing bid prices per share of the Company’s common stock for the ten (10) trading days immediately preceding the date of conversion and carries an interest rate of 8% per annum. | ||||||||||
We received net proceeds from the 2014 Asher Convertible Note of $20,000 after debt issuance costs of $2,500 paid for lender legal fees. These debt issuance costs were amortized over the nine month term of the 2014 Asher Convertible Note and of December 31, 2014, all of these costs had been expensed as debt issuance costs. | ||||||||||
The beneficial conversion feature (an embedded derivative) included in the 2014 Asher Convertible Note resulted in total initial debt discounts of $22,500 and a total initial loss on the valuation of derivative liabilities of $1,800 for a derivative liability balance of $24,300 total at issuance. | ||||||||||
During the year ended December 31, 2014, the holder converted a total of $21,000 in face value of the note to 840,000 shares of our common stock, or $0.025 per share. As a result of this transaction, the Company recorded a decrease to the derivative liability of $22,680 and the balance due on the notes was $1,500. | ||||||||||
At March 31, 2015 the Company revalued the derivative liability balance of the remaining outstanding 2014 Asher Note resulting in a derivative liability balance of $2,240 at March 31, 2015. | ||||||||||
2014 CareBourn Notes | ||||||||||
During the year ended December 31, 2014, an institutional investor, CareBourn Capital, converted $100,000 in promissory notes due from the Company into a convertible note due September 30, 2014. In addition, our president, converted $85,000 in fees due him from our subsidiary AFPI into convertible notes due February 1, 2014 ($50,000) and October 2, 2014 ($35,000), which were acquired by this investor. This investor also loaned the Company an additional $70,000 that is due August 2014 through July 2015. These notes total $255,000 (together the “2014 CareBourn Notes) bear interest at 8%-12% per annum and are convertible at a conversion price for each share of common stock equal to 50% of the average of the lowest three closing prices per share of the Company’s common stock for the ten (10) trading days immediately preceding the date of conversion. | ||||||||||
The beneficial conversion feature (an embedded derivative) included in the 2014 CareBourn Notes resulted in an initial debt discount of $205,000 and an initial loss on the valuation of derivative liabilities of $72,950 for a derivative liability balance of $277,950 at issuance. | ||||||||||
During the year ended December 31, 2014, the note holders converted a total of $4,711 in face value of the 2014 CareBourn Notes to 2,021,000 shares of our common stock, or $0.002 per share. As a result of the conversion of these notes, the Company recorded a decrease to the derivative liability and as of December 31, 2014, the total face value of the 2014 CareBourn Notes outstanding was $250,289. | ||||||||||
During the period ended March 31, 2015, the note holders converted a total of $35,048 in principal and $2,770 in interest of the 2014 CareBourn Notes to 174,403,015 shares of our common stock, or $0.0002 per share. As a result of the conversion of these notes, the Company recorded a decrease to the derivative liability and as of March 31, 2015, the total face value of the 2014 CareBourn Notes outstanding was $215,241. | ||||||||||
At March 31, 2015, the Company revalued the derivative liability balance of the remaining outstanding 2014 CareBourn Notes. For the three months ended March 31, 2015 there was no change in the fair value of the previously recorded liabilities resulting in a derivative liability balance of $242,363 at March 31, 2015. | ||||||||||
Bohn Convertible Note | ||||||||||
In May 2013 we issued a $20,000 8% unsecured convertible note with a private investor (the “Bohn Convertible Note”). The Bohn Convertible Note is due in November at a conversion price of 75% of the lowest trading price per share of the Company’s common stock for the ten (10) trading days immediately preceding the date of conversion. | ||||||||||
The beneficial conversion feature (an embedded derivative) included in the Bohn Convertible Note resulted in an initial debt discount of $20,000 and an initial loss on the valuation of derivative liabilities of $11,429 for a derivative liability balance of $31,429 at issuance. | ||||||||||
At March 31, 2015 the Company revalued the derivative liability balance of the remaining outstanding Bohn Convertible Note. Therefore, for the period from their issuance to March 31, 2015, the Company has recorded increased the derivative liabilities by $3,000 resulting in a derivative liability balance of $23,000 at March 31, 2015. | ||||||||||
Wexford Convertible Note | ||||||||||
In May 2013, we issued a $75,000 convertible note to the former landlord of API as part of a settlement agreement with respect to a Judgment by Confession entered against API in the Court of Common Pleas Philadelphia County in Philadelphia as described more fully in Note 7 - Commitments and Contingencies below. This note was due in May 2014 and carries an interest rate of 8% per annum. This note may be converted at any time beginning on November 30, 2013 into shares of our common stock at the average of the lowest three (3) Trading Prices for the common stock during the ten trading days prior to the Conversion Date. As this note is convertible at market, there is no imbedded derivative and therefore no corresponding derivative liability. | ||||||||||
WHC Capital Notes | ||||||||||
During the nine months ended September 30, 2014, WHC purchased notes totaling $101,300 from one of our third party note holders and issued new notes in the amount of $45,000 for a total of $146,300 in amounts due (the "WHC 2014 Notes"). The WHC 2014 Notes may be converted at any time at a discount to market of 50% of the lowest closing price per share of the Company’s common stock for the ten (10) trading days immediately preceding the date of conversion as adjusted for splits and other events. This notes have an interest rate of 8% per annum and are due in March through July 2015. | ||||||||||
The beneficial conversion feature (an embedded derivative) included in the WHC 2014 Notes resulted in an initial debt discount of $146,300 and an initial loss on the valuation of derivative liabilities of $66,901 for a derivative liability balance of $213,201 at issuance. | ||||||||||
During the year ended December 31, 2014, the note holders converted a total of $57,565 in face value and $234 in interest due on the WHC 2014 Notes to 1,891,356 shares of our common stock, or $0.03 per share. As a result of these transactions, the Company recorded a decrease to the derivative liability totaling $51,645 and as of December 31, 2014, the total face value of the WHC 2014 Notes outstanding was $88,736. | ||||||||||
During the three months ended March 31, 2015, the note holders converted a total of $10,378 in face value on the WHC 2014 Notes to 44,315,300 shares of our common stock, or $0.0002 per share. As a result of these transactions, the Company recorded a decrease to the derivative liability and as of March 31, 2015, the total face value of the WHC 2014 Notes outstanding was $78,358. | ||||||||||
At March 31, 2015 the Company revalued the derivative liability balance of the remaining outstanding WHC 2014 Notes. For the three months ended March 30, 2015, the Company has decreased the derivative liabilities by $11,623 resulting in a derivative liability balance of $87,761 at March 31, 2015. | ||||||||||
Schaper Notes | ||||||||||
In December 2013 we issued a $15,000 8% unsecured convertible note with a private investor and in January 2014 issued an additional $10,000 note under the same terms (together the “Schaper Notes”). The Schaper Notes are due in August and October 2014 and have a conversion price of 50% of the lowest three trading prices per share of the Company’s common stock for the ten (10) trading days immediately preceding the date of conversion. | ||||||||||
The beneficial conversion feature (an embedded derivative) included in the Schaper Notes resulted in an initial debt discount of $25,000 and an initial loss on the valuation of derivative liabilities of $15,000 for a derivative liability balance of $40,000 at issuance. | ||||||||||
At March 31, 2015 the Company revalued the derivative liability balance of the remaining outstanding Schaper Notes. For the three months ended March 31, 2015, the Company has increased the previously recorded liabilities by $1,029 resulting in a derivative liability balance of $27,529 at March 31, 2015. | ||||||||||
JSJ Notes | ||||||||||
In February 2014 the Company issued a $25,000 12% unsecured convertible note with a private investor (the “JSJ Convertible Note”). This note was due on August 14, 2014 and is convertible into common stock at 50% of the lowest three closing bid prices for the twenty (20) days immediate preceding the date of conversion. | ||||||||||
The beneficial conversion feature (an embedded derivative) included in the JSJ Convertible Note resulted in an initial debt discount of $25,000 and an initial loss on the valuation of derivative liabilities of $1,500 for a derivative liability balance of $26,500 at issuance. | ||||||||||
During the year ended December 31, 2014, the note holders converted a total of $18,377 in face value of the JSJ Notes to 2,066,015 shares of our common stock, or $0.009 per share. As a result of these transactions the total face value of the JSJ Notes outstanding was $6,623. | ||||||||||
During the quarter ended March 31, 2015, the note holders converted a total of $6,623 in principal and $898 in interest of the JSJ Notes to 84,636,499 shares of our common stock, or $0.0009 per share. As a result of these transactions the total face value of the JSJ Notes outstanding was $0 with $1,204 in accrued interest payable. | ||||||||||
LG Funding Notes 2014 | ||||||||||
In February 2014 we issued a $40,000 8% unsecured convertible note with a private investor. This note was due on February 15, 2015 and is convertible into common stock at 50% of the lowest closing bid price for the ten (10) days immediate preceding the date of conversion. In June 2014 we issued an additional $25,000 note to this same investor with the same terms and conditions (the “LG Convertible Notes”) | ||||||||||
We received net proceeds from the LG Convertible Note of $61,500 after debt issuance costs of $3,500. These debt issuance costs will be amortized over the terms of the LG Convertible Notes or such shorter period as the Notes may be outstanding. As of December 31, 2014, $2,567 of these costs had been expensed as debt issuance costs. | ||||||||||
The beneficial conversion feature (an embedded derivative) included in the LG Convertible Notes resulted in an initial debt discount of $65,000 and an initial loss on the valuation of derivative liabilities of $5,200 for a derivative liability balance of $70,200 at issuance. | ||||||||||
During the year ended December 31, 2014, the note holders converted a total of $10,600 in face value and $452 in accrued interest of the LG Funding Notes to 884,141 shares of our common stock, or $0.0125 per share. As a result of these transactions, the Company recorded a decrease to the derivative liability of $11,448 and as of December 31, 2014, the total face value of the LG Funding Notes outstanding was $54,400. | ||||||||||
During the quarter ended March 31, 2015, the note holders converted a total of $20,340 in face value and $1,508 in accrued interest of the LG Funding Notes to 884,141 shares of our common stock, or $0.0125 per share. As a result of these transactions, the Company recorded a decrease to the derivative liability and as of March 31, 2015, the total face value of the LG Funding Notes outstanding was $34,060. | ||||||||||
At March 31, 2015 the Company revalued the derivative liability balance of the remaining outstanding LG Convertible Notes. Therefore, for the period from their issuance to March 31, 2015, the Company has decreased the previously recorded liabilities by $56,226 resulting in a derivative liability balance of $38,774 at March 31, 2015. | ||||||||||
Iconic Notes | ||||||||||
In February 2014 the Company issued a $27,500 5% unsecured convertible note with a private investor (the “Iconic Convertible Note”). This note is due on February 26, 2015 and is convertible into common stock at 50% of the lowest trading price for the twenty-five (25) days immediate preceding the date of conversion. | ||||||||||
The Company received net proceeds from the Iconic Convertible Note of $25,000 after debt issuance costs of $2,500. These debt issuance costs will be amortized over the terms of the Iconic Convertible Notes or such shorter period as the Notes may be outstanding. As of December 31, 2014, $2,135 of these costs had been expensed as debt issuance costs. | ||||||||||
The beneficial conversion feature (an embedded derivative) included in the Iconic Convertible Note resulted in an initial debt discount of $27,500 and an initial loss on the valuation of derivative liabilities of $1,375 for a derivative liability balance of $28,875 at issuance. | ||||||||||
In November 2014 the lender declared an event of default on the note for failure to maintain sufficient shares of the Company’s common stock in reserve for issuance under the note. As a result, the Company incurred $9,664 in default fees that are added to the principal balance of the note. In addition, the interest rate for the remaining balance of the note increased to 20%. | ||||||||||
During the three months ended December 31, 2014, the note holder converted a total of $1,350 in face value of the Iconic Notes to 1,928,571 shares of our common stock, or $0.0007 per share. As a result of these transactions, the Company recorded a decrease to the derivative liability of $1,418 and as of December 31, 2014, the total face value of the Iconic Notes outstanding was $35,814. | ||||||||||
During the three months March 31, 2015, the note holder converted a total of $35,814 in face value and $1,503 in accrued interest of the Iconic Notes to 130,147,427 shares of our common stock, or $0.0003 per share. As a result of these transactions, the Company recorded a decrease to the derivative liability of $55,000 and as of March 31, 2015, the total face value of the Iconic Notes outstanding was $0. | ||||||||||
ADAR Convertible Note | ||||||||||
On June 30, 2013 the Company issued a $25,000 8% unsecured convertible note with a private investor (the “ADAR Convertible Note”). This note is due on February 20, 2015 and is convertible into common stock at 50% of the lowest closing bid price for the ten (10) days immediate preceding the date of conversion. | ||||||||||
The Company received net proceeds from the ADAR Convertible Note of $23,500 after debt issuance costs of $1,500. These debt issuance costs will be amortized over the terms of the ADAR Convertible Notes or such shorter period as the Notes may be outstanding. As of December 31, 2014, $1,238 of these costs had been expensed as debt issuance costs. | ||||||||||
The beneficial conversion feature (an embedded derivative) included in the ADAR Convertible Note resulted in an initial debt discount of $25,000 and an initial loss on the valuation of derivative liabilities of $2,000 for a derivative liability balance of $27,000 at issuance. | ||||||||||
During the year ended December 31, 2014, the note holder converted a total of $7,500 in face value of the Adar Convertible Notes to 600,000 shares of our common stock, or $0.0125 per share. As a result of these transactions, the Company recorded a decrease to the derivative liability of $8,100 and as of December 31, 2014, the total face value of the Adar Notes outstanding was $17,500. | ||||||||||
At March 31, 2015 the Company revalued the derivative liability balance of the remaining outstanding ADAR Convertible Note resulting in a derivative liability balance of $18,900 at March 31, 2015. | ||||||||||
Beaufort Notes | ||||||||||
In November 2014 the Company issued a $16,000 unsecured convertible note with a private investor (the “Beaufort Note”). This note is due in May 2015 and is convertible into common stock at 50% of the lowest closing bid price for the ten (10) days immediate preceding the date of conversion. In addition, this investor also purchased $15,100 in promissory notes from the Gulfstream Trust for a total amount of notes outstanding of $31,100, which is convertible into common stock at 60% of the lowest closing bid price for the ten (10) days immediate preceding the date of conversion. The Beaufort Note accrues 5% interest only if it remains unpaid at maturity and only for the amount then owing at maturity through the payment date. | ||||||||||
The Company received net proceeds from the Beaufort Note of $12,500 after debt issuance costs of $3,500. These debt issuance costs will be amortized over the terms of the Beaufort Note or such shorter period as the Note may be outstanding. As of December 31, 2014, $583 of these costs had been expensed as debt issuance costs. | ||||||||||
The beneficial conversion feature (an embedded derivative) included in the Beaufort Notes resulted in an initial debt discount of $31,100 and an initial loss on the valuation of derivative liabilities of $1,244 for a derivative liability balance of $32,344 at issuance. | ||||||||||
During the year ended December 31, 2014, the note holders converted a total of $1,739 in face value of the LG Funding Notes to 2,728,000 shares of our common stock, or $0.0006 per share. As a result of these transactions, the Company recorded a decrease to the derivative liability of $1,656 and as of December 31, 2014, the total face value of the Beaufort Notes outstanding was $29,361. | ||||||||||
During the three months ended March 31, 2015, the note holders converted a total of $13,361 in face value of the Beaufort Notes to 62,295,857 shares of our common stock, or $0.0002 per share. As a result of these transactions, the Company recorded a decrease to the derivative liability and as of March 31, 2015, the total face value of the Beaufort Notes outstanding was $16,000. | ||||||||||
At March 31, 2015 the Company revalued the derivative liability balance of the remaining outstanding Beaufort Notes resulting in a derivative liability balance of $16,640 at March 31, 2015. | ||||||||||
Pure Energy 714 2015 Notes | ||||||||||
During the quarter ended March 31, 2015, an unaffiliated institutional investor purchased a note totaling $21,000 in principal and 3,360 in accrued interest from one of our third party note holders and issued a new note in the amount of $24,360 (the "Pure Energy 2015 Note"). The Pure Energy 2015 Note may be converted at any time at a discount to market of 60% of the lowest closing price per share of the Company’s common stock for the thirty (30) trading days immediately preceding the date of conversion as adjusted for splits and other events. This notes have an interest rate of 8% per annum and are due in July 2015. | ||||||||||
The beneficial conversion feature (an embedded derivative) included in the Pure Energy 2015 Note resulted in an initial debt discount of $24,360 and an initial loss on the valuation of derivative liabilities of $974 for a derivative liability balance of $25,334 at issuance. | ||||||||||
During the three months ended March 31, 2015, the note holders converted a total of $12,150 in face value of the Pure Energy 2015 Note to 113,407,736 shares of our common stock, or $0.0001 per share. As a result of these transactions, the Company decreased the derivative liability and as of March 31, 2015, the total face value of the Pure Energy 2015 Note outstanding was $12,210. | ||||||||||
At March 31, 2015 the Company revalued the derivative liability balance of the remaining outstanding Pure Energy 2015 Notes. Therefore, for the period from their issuance to March 30, 2015, the Company decreased the previously recorded liabilities by $12,636 resulting in a derivative liability balance of $12,698 at March 31, 2015. | ||||||||||
Black Forest Capital 2015 Notes | ||||||||||
During the quarter ended March 31, 2015, an unaffiliated institutional investor purchased notes totaling $15,000 in principal from one of our third party note holders and issued a new note in the amount of $15,000. In addition, this investor loaned the Company an additional $5,000 through a convertible note. These two notes together comprise a principal balance of $20,000 (together the “Black Forest Capital 2015 Notes”). The Pure Energy 2015 Notes may be converted at any time at a discount to market of 50% of the lowest closing price per share of the Company’s common stock for the twenty (20) trading days immediately preceding the date of conversion as adjusted for splits and other events. This notes have an interest rate of 10% per annum and are due in March 2016. | ||||||||||
The beneficial conversion feature (an embedded derivative) included in the Black Forest Capital 2015 Notes resulted in an initial debt discount of $20,000 and an initial loss on the valuation of derivative liabilities of $1,100 for a derivative liability balance of $21,100 at issuance. | ||||||||||
The Company received net proceeds from the Black Forest Capital 2015 Notes of $19,000 after debt issuance costs of $1,000. These debt issuance costs will be amortized over the terms of the Black Forest Capital 2015 Notes or such shorter period as the Notes may be outstanding. As of March 31, 2015, $83 of these costs had been expensed as debt issuance costs. | ||||||||||
During the three months ended March 31, 2015, the note holders converted a total of $1,413 in face value of the Black Forest Capital 2015 Notes to 28,260,000 shares of our common stock, or $0.00005 per share. As a result of these transactions, the Company decreased the derivative liability and as of March 31, 2015, the total face value of the Black Forest Capital 2015 Note outstanding was $18,587. | ||||||||||
At March 31, 2015 the Company revalued the derivative liability balance of the remaining outstanding Black Forest Capital Notes. Therefore, for the period from their issuance to March 30, 2015, the Company has recorded an expense and decreased the previously recorded liabilities by $1,470 resulting in a derivative liability balance of $19,630 at March 31, 2015. | ||||||||||
CareBourn Capital 2015 Notes | ||||||||||
During the three month period ended March 30, 2015 we issued a total of $65,600 in two 12% unsecured convertible notes with a private investor (together the “CareBourn 2015 Notes”). The CareBourn 2015 Notes are due in December 2015 and have a conversion price of 50% of the lowest trading price per share of the Company’s common stock for the ten (10) trading days immediately preceding the date of conversion. | ||||||||||
The beneficial conversion feature (an embedded derivative) included in the CareBourn 2015 Notes resulted in an initial debt discount of $64,500 and an initial loss on the valuation of derivative liabilities of $4,354 for a derivative liability balance of $68,854 at issuance. | ||||||||||
The Company received net proceeds from the CareBourn 2015 Notes of $58,500 after debt issuance costs of $6,000. These debt issuance costs will be amortized over the terms of the CareBourn 2015 Notes or such shorter period as the Notes may be outstanding. As of March 31, 2015, $333 of these costs had been expensed as debt issuance costs. | ||||||||||
At March 31, 2015 the Company revalued the derivative liability balance of the remaining outstanding CareBourn 2015 Notes. There was no change for the period from its issuance to March 31, 2015, resulting in a derivative liability balance of $68,854 at March 31, 2015. | ||||||||||
LG Capital 2015 Notes | ||||||||||
During the three month period ended March 30, 2015 we issued a $31,500 8% unsecured convertible note with a private investor (the “LG 2015 Note”). The LG 2015 Note are due in February 2016 and have a conversion price of 50% of the lowest trading price per share of the Company’s common stock for the twenty (20) trading days immediately preceding the date of conversion. | ||||||||||
The beneficial conversion feature (an embedded derivative) included in the LG 2015 Note resulted in an initial debt discount of $31,500 and an initial loss on the valuation of derivative liabilities of $3,780 for a derivative liability balance of $35,280 at issuance. | ||||||||||
The Company received net proceeds from the LG 2015 Note of $30,000 after debt issuance costs of $1,500. These debt issuance costs will be amortized over the terms of the LG 2015 Note or such shorter period as the Notes may be outstanding. As of March 31, 2015, $250 of these costs had been expensed as debt issuance costs. | ||||||||||
At March 31, 2015 the Company revalued the derivative liability balance of the remaining outstanding LG 2015 Note. There was no change for the period from its issuance to March 31, 2015, resulting in a derivative liability balance of $35,280 at March 31, 2015. | ||||||||||
Convertible notes payable, net of discounts; and interest payable consisted of the following at March 31, 2015: | ||||||||||
March 31, | ||||||||||
2015 | ||||||||||
Convertible debentures; non-affiliates; interest at 6% and due December 2013; outstanding principal of $10,000 face value; net of discount of $0 | $ | 10,000 | ||||||||
January 2012 Convertible Notes; non-affiliate; interest at 8%; due January 2013 | 48,300 | |||||||||
2014 Asher Convertible Notes; non-affiliate, interest at 8%; due May 2012; $1,500 face value net of discount of $250 | 1,500 | |||||||||
2014 CareBourn Notes; non-affiliate; interest at 8%-12; due August 14 through July 2015; $215,241 face value net of discount of $11,111 | 204,130 | |||||||||
Bohn Convertible Note; non-affiliate; interest at 8%; $20,000 face value net of discount of $0 | 20,000 | |||||||||
Wexford Convertible Note; non-affiliate; interest at 8%; $75,000 face value net of discount of $0 | 75,000 | |||||||||
WHC Convertible Notes; non-affiliate; interest at 8%; $78,358 face value net of discount of $15,656 | 62,702 | |||||||||
Schaper Notes; non-affiliate; interest at 8%; due August 2014; face value $25,000 net of discount of $0 | 25,000 | |||||||||
LG Funding Notes; non-affiliate; interest at 8%; due February 2015; face value $34,060 net of discount of $5,208 | 28,852 | |||||||||
ADAR Notes; non-affiliate; interest at 8%; due February 2015; face value $17,500 net of discount of $0 | 17,500 | |||||||||
CareBourn 2015 Notes; non-affiliate; interest at 12%; due December 2015; $64,500 face value net of discount of $61,556 | 2,944 | |||||||||
Black Forest Capital 2015 Notes; non-affiliate; interest at 10%; due March 2016; $18,587 face value net of discount of $12,962 | 5,625 | |||||||||
LG Capital 2015 Notes; non-affiliate; interest at 8%; due February 2016; $31,500 face value net of discount of $26,250 | 5,250 | |||||||||
Pure Energy 2015 Notes; non-affiliate; interest at 8%; due July 2015; $12,210 face value net of discount of $7,530 | 4,680 | |||||||||
Beaufort Notes; non-affiliate; interest at 8%; due May 2015; face value $16,000 net of discount of $5,333 | 10,667 | |||||||||
Total convertible notes, net of discount | 522,150 | |||||||||
Discount on convertible notes | 145,606 | |||||||||
Total convertible notes payable | 667,756 | |||||||||
Interest payable, convertible notes | 137,873 | |||||||||
Total convertible notes payable and accrued interest payable | $ | 791,908 |
Notes_Receivable
Notes Receivable | 3 Months Ended |
Mar. 31, 2015 | |
Notes to Financial Statements | |
Note 5 - Notes Receivable | At March 31, 2015 there was $56,753 in loans due the Company from FastFunds Financial Corporation (“FFFC”), an affiliate in which the Company is a minority stockholder, to assist FFFC in payment of its ongoing payment obligations and protect the Company's investment. This amount included $22,000 in new loans made during the quarter ended December 31, 2015 and $34,753 made in periods several years prior. As of March 31, 2014, FFFC owed the Company $138,853 and paid $13,500 against these notes. Given the uncertainty of payments on the older notes, if payments are received they are considered recovery of allowed for debt in the case of principal and recorded in "other income (expense)" in our statements of operations while interest income is offset against interest expense. During the three months ended March 31, 2015, FFFC was able to repay $28,100 in principal on these loans. Management of the Company evaluated the likelihood of payment on the older notes and has determined that an allowance of the entire balance due is appropriate. The Company has allowed for all interest due on these notes and did not record any interest receivable during the three month period ended March 31, 2015. |
As of March 31, 2015, the Company had $8,000 due from an affiliated publicly traded company. This note carries interest at 8% per annum and is due on demand. The entire principal balance of $8,000 plus $1,222 in accrued interest remained receivable and has been allowed for given management’s assessment that recovery of these amounts is unlikely. |
Other_Expense
Other Expense | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Notes to Financial Statements | |||||||||
Note 6 - Other Expense | Other expense for the three and nine month periods ended March 31, 2015 and 2014 consisted of the following: | ||||||||
Three months ended March 31, 2015 | Three months ended March 31, 2014 | ||||||||
General and administrative | $ | 31,249 | $ | 31,504 | |||||
Salaries and employee benefits | 53,846 | 53,846 | |||||||
Legal and accounting | 3,655 | 17,050 | |||||||
Bad debt expense | - | - | |||||||
Recovery of allowed for debt | (28,100 | ) | (13,500 | ) | |||||
Professional services | 20,100 | 29,546 | |||||||
$ | 80,750 | $ | 118,446 | ||||||
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2015 | |
Notes to Financial Statements | |
Note 7 - Commitments and Contingencies | Payroll Liabilities |
Following the formation of API in May 2008, HPI hired certain former employees of Hydrogen Power, Inc. and maintained an office in Seattle, Washington for a period of approximately five months. During that time, API paid wages to these employees without the benefit of a payroll management service. Upon API's move from Seattle to Philadelphia, Pennsylvania in October 2008, the Company retained the services of a payroll management service to handle its payroll functions. During the period from May to October 2008, the Company recorded $52,576 in payroll liabilities due from wages paid to its employees and has been recording estimated penalties and interest quarterly on the balance for an estimated balance due at December 31, 2014 of $150,059. During the three months ended March 31, 2015 an additional expense of $4,057 was recorded for a total accrued balance of $154,152 as of that date. This amount is included on the balance sheets at March 31, 2015 as “payroll liabilities”. |
Income_Tax
Income Tax | 3 Months Ended |
Mar. 31, 2015 | |
Notes to Financial Statements | |
Note 8 - Income Tax | The Company records its income taxes in accordance with Statement of Financial Accounting Standard No. 109, “Accounting for Income Taxes”. The Company has incurred significant net operating losses since inception resulting in a deferred tax asset, which was fully allowed for; therefore, the net benefit and expense resulted in $-0- income taxes. |
Capital_Stock
Capital Stock | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Notes to Financial Statements | |||||||||||||
Note 9 - Capital Stock | Common Stock | ||||||||||||
During the three month period ended March 31, 2015, we issued a total of 685,772,412 shares of our common stock on the conversion of $141,806 in principal and interest on our various convertible promissory notes. In addition to the converted principal and interest on the notes, the Company reclassed $141,225 of derivative liabilities for to additional paid-in capital upon conversion of the related convertible debt. | |||||||||||||
During the three month period ended March 31, 2015, we issued 4,000,000 shares of our common stock in stock for services valued at $16,000 based on the $0.004 market price for our common stock on the date of grant. | |||||||||||||
Preferred Stock | |||||||||||||
In August 2011, the Company authorized the issuance of up to 750,000 shares of $0.001 par value Series B Preferred Stock (the "Series B Preferred"). The Series B Preferred has a stated value of $1.00 and pays a dividend of 8% payable quarterly in our common stock. In the event of a liquidation of the Company, the holders of Series B Preferred then outstanding will be entitled to receive a liquidation preference, before any distribution is made to the holders of our common stock, in an aggregate amount equal to the par value of their shares of Series B Preferred. Each share of Series B Preferred is convertible into that number of shares of common stock on terms that are equal to (i) 100% of the Stated Value divided by (ii) 52% of the average of the three lowest day closing bid prices of the Company’s common stock for the 10 trading days immediately preceding the conversion. There is a Mandatory Conversion Date of July 12, 2016. At any time after the date of issuance of the Series B Preferred until the Mandatory Conversion Date, we may redeem, in cash, the Series B Preferred in accordance with the following: (a) if prior to or on the first anniversary of the date of issue at 105% of the Stated Value thereof and (b) if after the first anniversary of the date of issue and prior to the Mandatory Conversion Date at 110% of the Stated Value thereof (the “Redemption Price”). | |||||||||||||
There were 404,055 shares of our Series B Preferred Stock outstanding at March 31, 2015 and 2014. There were $118,365 and $86,042 in dividends payable on our Series B Preferred stock at March 31, 2013 respectively, including $7,970 in dividends accrued in each of the three month periods then ended. | |||||||||||||
The Company previously recorded the value of the preferred stock in equity and has determined that liability classification is required because the Series B Preferred Stock is convertible into a variable number of shares based on a fixed dollar amount. Accordingly, $18,835 in accretion was recorded as interest expense for the three month period ended March 31, 2015. | |||||||||||||
Warrants | |||||||||||||
A summary of the activity of the Company’s outstanding warrants at December 31, 2014 and March 31, 2015 is as follows: | |||||||||||||
Warrants | Weighted- | Weighted- | |||||||||||
average | average grant | ||||||||||||
exercise price | date fair value | ||||||||||||
Outstanding and exercisable at December 31, 2014 | 4,520 | $ | 107 | $ | 17.5 | ||||||||
Outstanding and exercisable at March 31, 2015 | 4,520 | $ | 107 | $ | 17.5 | ||||||||
The following table sets forth the exercise price range, number of shares, weighted average exercise price and remaining contractual lives of the warrants by groups as of March 31, 2015: | |||||||||||||
Exercise | Number of | Weighted-average | Weighted-average | ||||||||||
price range | options outstanding | exercise price | remaining life | ||||||||||
$2.50 | 160 | $ | 2.5 | 1.2 years | |||||||||
$75.00 - $200.00 | 4,200 | 96.43 | 1.8 years | ||||||||||
$500.00 | 160 | 500 | 1.7 years | ||||||||||
4,520 | $ | 107 | 1.7 years | ||||||||||
Subsequent_Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2015 | |
Notes to Financial Statements | |
Note 10 - Subsequent Events | During the period from April 1, 2015 to May 5, 2015, the Company issued 717,201,728 shares of common stock upon the conversion of $34,285 in principal and interest on convertible promissory notes issued by the Company. |
Management has determined that there are no further events subsequent to the balance sheet date that should be disclosed in these financial statements. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2015 | |
Notes to Financial Statements | |
Use of Estimates | The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Cash and Cash Equivalents | The Company considers all highly liquid securities with original maturities of three months or less when acquired to be cash equivalents. Cash equivalents at March 31, 2015 were $-0-. |
Stock-based Compensation | The Company has certain stock option plans approved by its stockholders, and also grants options and warrants to consultants outside of its stock option plan pursuant to individual agreements. |
The Company accounts for compensation expense for its stock-based employee compensation plans and issuances of options and warrants to consultants in accordance with ASC Topic 718 – Compensation – Stock Compensation. See Note 5. Capital Stock for further information on the Company's stock-based compensation. | |
Debt Issue Costs | The costs related to the issuance of debt are capitalized and amortized to interest expense using the straight-line method over the lives of the related debt. The straight-line method results in amortization that is not materially different from that calculated under the effective interest method. |
Fair value of financial instruments | The estimated fair value of financial instruments has been determined by the Company using available market information and appropriate methodologies; however, considerable judgment is required in interpreting information necessary to develop these estimates. Accordingly, the Company’s estimates of fair values are not necessarily indicative of the amounts that the Company could realize in a current market exchange. |
The fair values of cash and cash equivalents, current non-related party accounts receivable, and accounts payable approximate their carrying amounts because of the short maturities of these instruments. | |
The fair values of notes and loans payable to non-related parties approximate their carrying values because of the short maturities of these instruments. The fair value of long-term debt to non-related parties approximates carrying values, net of discounts applied, based on market rates currently available to the Company. | |
Loss per Common Share | Loss per share of common stock is computed based on the weighted average number of common shares outstanding during the period. Common stock underlying stock options, warrants, and convertible promissory notes are not considered in the calculations for the periods ended March 31, 2015 and 2014, as the impact of the potential common shares, which totaled approximately 12,728,734,175 (March 31, 2015) and 6,249,922 (March 31, 2014), would be anti-dilutive. Therefore, diluted loss per share presented for nine month periods ended March 31, 2015 and 2014 is equal to basic loss per share. |
Accounting for obligations and instruments potentially settled in the Company's common stock | In connection with any obligations and instruments potentially to be settled in the Company's stock, the Company accounts for the instruments in accordance with ASC Topic 815, "Accounting for Derivative Financial Instruments Indexed to, and Potentially Settled in a Company’s Own Stock". This issue addresses the initial balance sheet classification and measurement of contracts that are indexed to, and potentially settled in, the Company's stock. Under this pronouncement, contracts are initially classified as equity or as either assets or liabilities, depending on the situation. All contracts are initially measured at fair value and subsequently accounted for based on the then current classification. Contracts initially classified as equity do not recognize subsequent changes in fair value as long as the contracts continue to be classified as equity. For contracts classified as assets or liabilities, the Company reports changes in fair value in earnings and discloses these changes in the financial statements as long as the contracts remain classified as assets or liabilities. If contracts classified as assets or liabilities are ultimately settled in shares, any previously reported gains or losses on those contracts continue to be included in earnings. The classification of a contract is reassessed at each balance sheet date. |
Derivative Instruments | In connection with the issuances of equity instruments or debt, the Company may issue options or warrants to purchase common stock. In certain circumstances, these options or warrants may be classified as liabilities, rather than as equity. In addition, the equity instrument or debt may contain embedded derivative instruments, such as conversion options or listing requirements, which in certain circumstances may be required to be bifurcated from the associated host instrument and accounted for separately as a derivative liability instrument. The Company accounts for derivative instruments under the provisions of ASC Topic 815, “Derivatives and Hedging". |
Recently issued accounting pronouncements | Management reviewed accounting pronouncements issued during the nine months ended March 31, 2015, and no pronouncements were adopted. |
Related_Party_Tables
Related Party (Tables) | 3 Months Ended | |||||||||
Mar. 31, 2015 | ||||||||||
Notes to Financial Statements | ||||||||||
Accounts payable to related parties | Accounts payable to related parties consisted of the following at March 31, 2015: | |||||||||
Management fees, rent and bonus payable to officers | $ | 467,032 | ||||||||
Accrued expenses payable to subsidiary officer | 33,645 | |||||||||
Total accounts payable, related party | $ | 500,677 | ||||||||
Notes Payable - Related Parties and Affiliates | The following table outlines activity related to issuances and payment on these notes for the three months ended March 31, 2015 and 2014: | |||||||||
Notes Payable – Related Parties and Affiliates: | ||||||||||
Principal balance 12/31/14 | $ | 21,461 | ||||||||
Notes repaid quarter ended 3/31/15 | (7,000 | ) | ||||||||
Principal balance 3/31/15 | $ | 14,461 | ||||||||
Total notes and interest payable to related parties | Total notes and interest payable to related parties consisted of the following at March 31, 2015 and December 31 2014: | |||||||||
March 31, | December 31, 2014 | |||||||||
2015 | ||||||||||
Notes payable to officers; interest at 8% and due on demand | $ | 1,511 | $ | 1,511 | ||||||
Notes payable to affiliates of Company officers; interest at 8% and due on demand | 12,950 | 19,950 | ||||||||
Notes payable, related party | 14,461 | 21,461 | ||||||||
Interest payable related party | 8,588 | 8,310 | ||||||||
Total principal and interest payable, related party | $ | 23,049 | $ | 29,771 |
Notes_Payable_Tables
Notes Payable (Tables) | 3 Months Ended | |||||||||
Mar. 31, 2015 | ||||||||||
Notes to Financial Statements | ||||||||||
Notes and interest payable to others | Notes and interest payable to others consisted of the following at March 31, 2015 and 2014: | |||||||||
2015 | 2014 | |||||||||
Notes payable, non-affiliates; interest at 8% and due on demand | $ | 155,823 | $ | 175,823 | ||||||
Notes payable, non-affiliates; interest at 10% and due in March 2014-July 2015 | 217,130 | 217,130 | ||||||||
Notes payable | 372,953 | 392,953 | ||||||||
Interest payable, non-affiliates | 90,562 | 89,724 | ||||||||
Total principal and interest payable, other | $ | 463,515 | $ | 482,677 | ||||||
Debentures and convertible notes and interest payable | Convertible notes payable, net of discounts; and interest payable consisted of the following at March 31, 2015: | |||||||||
March 31, | ||||||||||
2015 | ||||||||||
Convertible debentures; non-affiliates; interest at 6% and due December 2013; outstanding principal of $10,000 face value; net of discount of $0 | $ | 10,000 | ||||||||
January 2012 Convertible Notes; non-affiliate; interest at 8%; due January 2013 | 48,300 | |||||||||
2014 Asher Convertible Notes; non-affiliate, interest at 8%; due May 2012; $1,500 face value net of discount of $250 | 1,500 | |||||||||
2014 CareBourn Notes; non-affiliate; interest at 8%-12; due August 14 through July 2015; $215,241 face value net of discount of $11,111 | 204,130 | |||||||||
Bohn Convertible Note; non-affiliate; interest at 8%; $20,000 face value net of discount of $0 | 20,000 | |||||||||
Wexford Convertible Note; non-affiliate; interest at 8%; $75,000 face value net of discount of $0 | 75,000 | |||||||||
WHC Convertible Notes; non-affiliate; interest at 8%; $78,358 face value net of discount of $15,656 | 62,702 | |||||||||
Schaper Notes; non-affiliate; interest at 8%; due August 2014; face value $25,000 net of discount of $0 | 25,000 | |||||||||
LG Funding Notes; non-affiliate; interest at 8%; due February 2015; face value $34,060 net of discount of $5,208 | 28,852 | |||||||||
ADAR Notes; non-affiliate; interest at 8%; due February 2015; face value $17,500 net of discount of $0 | 17,500 | |||||||||
CareBourn 2015 Notes; non-affiliate; interest at 12%; due December 2015; $64,500 face value net of discount of $61,556 | 2,944 | |||||||||
Black Forest Capital 2015 Notes; non-affiliate; interest at 10%; due March 2016; $18,587 face value net of discount of $12,962 | 5,625 | |||||||||
LG Capital 2015 Notes; non-affiliate; interest at 8%; due February 2016; $31,500 face value net of discount of $26,250 | 5,250 | |||||||||
Pure Energy 2015 Notes; non-affiliate; interest at 8%; due July 2015; $12,210 face value net of discount of $7,530 | 4,680 | |||||||||
Beaufort Notes; non-affiliate; interest at 8%; due May 2015; face value $16,000 net of discount of $5,333 | 10,667 | |||||||||
Total convertible notes, net of discount | 522,150 | |||||||||
Discount on convertible notes | 145,606 | |||||||||
Total convertible notes payable | 667,756 | |||||||||
Interest payable, convertible notes | 137,873 | |||||||||
Total convertible notes payable and accrued interest payable | $ | 791,908 |
Other_Expense_Tables
Other Expense (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Notes to Financial Statements | |||||||||
Other expense | Other expense for the three and nine month periods ended March 31, 2015 and 2014 consisted of the following: | ||||||||
Three months ended March 31, 2015 | Three months ended March 31, 2014 | ||||||||
General and administrative | $ | 31,249 | $ | 31,504 | |||||
Salaries and employee benefits | 53,846 | 53,846 | |||||||
Legal and accounting | 3,655 | 17,050 | |||||||
Bad debt expense | - | - | |||||||
Recovery of allowed for debt | (28,100 | ) | (13,500 | ) | |||||
Professional services | 20,100 | 29,546 | |||||||
$ | 80,750 | $ | 118,446 | ||||||
Capital_Stock_Tables
Capital Stock (Tables) | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Notes to Financial Statements | |||||||||||||
Activity of outstanding warrants | A summary of the activity of the Company’s outstanding warrants at December 31, 2014 and March 31, 2015 is as follows: | ||||||||||||
Warrants | Weighted- | Weighted- | |||||||||||
average | average grant | ||||||||||||
exercise price | date fair value | ||||||||||||
Outstanding and exercisable at December 31, 2014 | 4,520 | $ | 107 | $ | 17.5 | ||||||||
Outstanding and exercisable at March 31, 2015 | 4,520 | $ | 107 | $ | 17.5 | ||||||||
Outstanding stock option balances | The following table sets forth the exercise price range, number of shares, weighted average exercise price and remaining contractual lives of the warrants by groups as of March 31, 2015: | ||||||||||||
Exercise | Number of | Weighted-average | Weighted-average | ||||||||||
price range | options outstanding | exercise price | remaining life | ||||||||||
$2.50 | 160 | $ | 2.5 | 1.2 years | |||||||||
$75.00 - $200.00 | 4,200 | 96.43 | 1.8 years | ||||||||||
$500.00 | 160 | 500 | 1.7 years | ||||||||||
4,520 | $ | 107 | 1.7 years | ||||||||||
Basis_of_presentation_Details_
Basis of presentation (Details Narrative) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Dec. 31, 2014 | |
Basis Of Presentation Details Narrative | ||
Accumulated deficit | $25,040,458 | $24,663,547 |
Total number of AFPI shares outstanding | 68,114,864 | 68,114,864 |
Total shares held by shareholders other than the Company | 28,511,985 | |
Percent of shares held by shareholders, outstanding | 42.00% | |
Total non-controlling interest | 3,977,356 | |
Net Loss Of AFPI | 16,349 | |
Net Loss Of AFPI Attributed To Noncontrolling Interest | $39,056 |
Recovered_Sheet1
Summary of significant accounting policies (Details Narrative) (USD $) | Mar. 31, 2015 | Mar. 31, 2014 |
Summary Of Significant Accounting Policies Details Narrative | ||
Cash equivalents | $0 | |
Total potential common shares | 12,728,734,175 | 6,249,922 |
Related_Party_Details
Related Party (Details) (USD $) | Mar. 31, 2015 |
Related Party Details | |
Management fees, rent and bonus payable to officers | $467,032 |
Accrued expenses payable to subsidiary officer | 33,645 |
Total accounts payable, related party | $500,677 |
Related_Party_Details_1
Related Party (Details 1) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Notes to Financial Statements | ||
Principal balance beginning | $21,461 | |
Notes repaid quarter ended 3/31/15 | -7,000 | -7,910 |
Principal balance ending | $14,461 |
Related_Party_Details_2
Related Party (Details 2) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Related Party Details 2 | ||
Notes payable to officers; interest at 8% and due on demand | $1,511 | $1,511 |
Notes payable to affiliates of Company officers; interest at 8% and due on demand | 12,950 | 19,950 |
Notes payable, related party | 14,461 | 21,461 |
Interest payable related party | 8,588 | 8,310 |
Total principal and interest payable, related party | $23,049 | $29,771 |
Related_Party_Details_Narrativ
Related Party (Details Narrative) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Related Party Details Narrative | ||
Management expense | $30,000 | $30,000 |
Total amount of services for managers of AFPI | 33,000 | 33,000 |
Owed to officers for management services | 432,142 | 377,892 |
Recorded payable under bonus program to corporation | 1,010 | 1,907 |
Payable under bonus plan | 1,420 | 4,955 |
Management fee paid by APTI | 6,500 | 6,500 |
Total management fees | 19,500 | 19,500 |
Owed in accrued fees and related expenses | 21,685 | 10,770 |
Phone systems and long distnace fees, per month | 1,500 | 1,200 |
Rent expense, per annum | 13,500 | 10,800 |
Accrued rent expense, unpaid | 1,500 | 10,000 |
Interest remained due and payable, HPI Partners, LLC | $235 | $235 |
Notes_Payable_Details
Notes Payable (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Notes Payable Details | ||
Notes payable, non-affiliates; interest at 8% and due on demand | $155,823 | $175,823 |
Notes payable, non-affiliates; interest at 10% and due in March 2014-July 2015 | 217,130 | 217,130 |
Notes payable | 372,953 | 392,953 |
Interest payable, non-affiliates | 90,562 | 89,724 |
Total principal and interest payable, other | $463,515 | $482,677 |
Notes_Payable_Details_1
Notes Payable - (Details 1) (USD $) | Mar. 31, 2015 |
Short-term liabilities: | |
Convertible debentures; non-affiliates; interest at 6% and due December 2013; outstanding principal of $10,000 face value; net of discount of $0 | $10,000 |
January 2012 Convertible Notes; non-affiliate; interest at 8%; due January 2013 | 48,300 |
2014 Asher Convertible Notes; non-affiliate, interest at 8%; due May 2012; $1,500 face value net of discount of $250 | 1,500 |
2014 CareBourn Notes; non-affiliate; interest at 8%-12; due August 14 through July 2015; $215,241 face value net of discount of $11,111 | 204,130 |
Bohn Convertible Note; non-affiliate; interest at 8%; $20,000 face value net of discount of $0 | 20,000 |
Wexford Convertible Note; non-affiliate; interest at 8%; $75,000 face value net of discount of $0 | 75,000 |
WHC Convertible Notes; non-affiliate; interest at 8%; $78,358 face value net of discount of $15,656 | 62,702 |
Schaper Notes; non-affiliate; interest at 8%; due August 2014; face value $25,000 net of discount of $0 | 25,000 |
LG Funding Notes; non-affiliate; interest at 8%; due February 2015; face value $34,060 net of discount of $5,208 | 28,852 |
ADAR Notes; non-affiliate; interest at 8%; due February 2015; face value $17,500 net of discount of $0 | 17,500 |
CareBourn 2015 Notes; non-affiliate; interest at 12%; due December 2015; $64,500 face value net of discount of $61,556 | 2,944 |
Black Forest Capital 2015 Notes; non-affiliate; interest at 10%; due March 2016; $18,587 face value net of discount of $12,962 | 5,625 |
LG Capital 2015 Notes; non-affiliate; interest at 8%; due February 2016; $31,500 face value net of discount of $26,250 | 5,250 |
Pure Energy 2015 Notes; non-affiliate; interest at 8%; due July 2015; $12,210 face value net of discount of $7,530 | 4,680 |
Beaufort Notes; non-affiliate; interest at 8%; due May 2015; face value $16,000 net of discount of $5,333 | 10,667 |
Total convertible notes, net of discount | 522,150 |
Discount on convertible notes | 145,606 |
Total convertible notes payable | 667,756 |
Interest payable, convertible notes | 137,873 |
Total convertible notes payable and accrued interest payable | $791,908 |
Notes_Payable_Details_Narrativ
Notes Payable (Details Narrative) (USD $) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2014 | |
LG Capital 2015 Notes [Member] | |||
AlumiFuel Power Corporation | |||
Debt issuance costs | $250 | ||
Derivative liability balance | 35,280 | ||
Unsecured convertible notes with a private investor | 31,500 | ||
CareBourn Capital 2015 Notes [Member] | |||
AlumiFuel Power Corporation | |||
Debt issuance costs | 333 | ||
Derivative liability balance | 68,854 | ||
Unsecured convertible notes with a private investor | 65,600 | ||
Black Forest Capital 2015 Notes [Member] | |||
AlumiFuel Power Corporation | |||
Notes reissued as a convertible note | 15,000 | ||
Debt issuance costs | 83 | ||
Face value of converted notes | 1,413 | ||
Converted shares of common stock | 28,260,000 | ||
Per share value of converted shares | $0.00 | ||
Toal Face value of converted shares, outstanding | 18,587 | ||
Increase/Decrease in previously recorded liabilities | 1,470 | ||
Unaffiliated institutional investor purchased | 15,000 | ||
Derivative liability balance | 19,630 | ||
Pure Energy 714 2015 Notes [Member] | |||
AlumiFuel Power Corporation | |||
Accrued interest payable | 3,360 | ||
Notes reissued as a convertible note | 24,360 | ||
Face value of converted notes | 12,150 | ||
Converted shares of common stock | 113,407,736 | ||
Per share value of converted shares | $0.00 | ||
Toal Face value of converted shares, outstanding | 12,210 | ||
Increase/Decrease in previously recorded liabilities | 12,636 | ||
Unaffiliated institutional investor purchased | 21,000 | ||
Derivative liability balance | 12,698 | ||
Beaufort Notes [Member] | |||
AlumiFuel Power Corporation | |||
Debt issuance costs | 583 | ||
Face value of converted notes | 13,361 | 1,739 | |
Converted shares of common stock | 62,295,857 | 2,728,000 | |
Per share value of converted shares | $0.00 | $0.00 | |
Decrease in derivative liability | 1,656 | ||
Toal Face value of converted shares, outstanding | 16,000 | 29,361 | |
Derivative liability balance | 16,640 | ||
ADAR Convertible Note [Member] | |||
AlumiFuel Power Corporation | |||
Debt issuance costs | 1,238 | ||
Face value of converted notes | 7,500 | ||
Converted shares of common stock | 600,000 | ||
Per share value of converted shares | $0.01 | ||
Decrease in derivative liability | 8,100 | ||
Toal Face value of converted shares, outstanding | 17,500 | ||
Derivative liability balance | 18,900 | ||
Iconic Notes [Member] | |||
AlumiFuel Power Corporation | |||
Accrued interest payable | 1,503 | ||
Debt issuance costs | 2,135 | ||
Face value of converted notes | 35,814 | 1,350 | |
Converted shares of common stock | 130,147,427 | 1,928,571 | |
Per share value of converted shares | $0.00 | $0.00 | |
Decrease in derivative liability | 55,000 | 1,418 | |
Toal Face value of converted shares, outstanding | 0 | 35,814 | |
LG Funding Notes [Member] | |||
AlumiFuel Power Corporation | |||
Accrued interest payable | 1,508 | 452 | |
Debt issuance costs | 2,567 | ||
Face value of converted notes | 20,340 | 10,600 | |
Converted shares of common stock | 884,141 | 884,141 | |
Per share value of converted shares | $0.01 | $0.01 | |
Decrease in derivative liability | 11,448 | ||
Toal Face value of converted shares, outstanding | 34,060 | 54,400 | |
Increase/Decrease in previously recorded liabilities | 56,226 | 11,448 | |
Derivative liability balance | 38,774 | 58,752 | |
JSJ Notes [Member]] | |||
AlumiFuel Power Corporation | |||
Interest payable balance | 898 | ||
Accrued interest payable | 1,204 | ||
Face value of converted notes | 18,377 | ||
Converted shares of common stock | 84,636,499 | 2,066,015 | |
Per share value of converted shares | $0.00 | $0.01 | |
Toal Face value of converted shares, outstanding | 0 | 6,623 | |
Derivative liability balance | 6,623 | ||
Schaper Note [Member] | |||
AlumiFuel Power Corporation | |||
Increase/Decrease in previously recorded liabilities | 1,029 | ||
Derivative liability balance | 27,529 | ||
WHC Capital Notes [Member] | |||
AlumiFuel Power Corporation | |||
Interest payable balance | 234 | ||
Face value of converted notes | 10,378 | 57,565 | |
Converted shares of common stock | 44,315,300 | 1,891,356 | |
Per share value of converted shares | $0.00 | $0.03 | |
Toal Face value of converted shares, outstanding | 78,358 | 88,736 | |
Increase/Decrease in previously recorded liabilities | 51,645 | ||
Derivative liability balance | 87,761 | ||
Bohn Convertible Note [Member] | |||
AlumiFuel Power Corporation | |||
Increase/Decrease in previously recorded liabilities | 3,000 | ||
Derivative liability balance | 23,000 | ||
2014 CareBourn Notes [Member] | |||
AlumiFuel Power Corporation | |||
Interest payable balance | 2,770 | ||
Notes reissued as a convertible note | 100,000 | ||
Face value of converted notes | 35,048 | 4,711 | |
Converted shares of common stock | 174,403,015 | 2,021,000 | |
Per share value of converted shares | $0.00 | $0.00 | |
Toal Face value of converted shares, outstanding | 215,241 | 250,289 | |
Derivative liability balance | 242,363 | ||
Asher Convertible Notes 2014 [Member] | |||
AlumiFuel Power Corporation | |||
Face value of converted notes | 21,000 | ||
Converted shares of common stock | 840,000 | ||
Per share value of converted shares | $0.03 | ||
Decrease in derivative liability | 22,680 | ||
Toal Face value of converted shares, outstanding | 1,500 | ||
Derivative liability balance | 2,240 | ||
January 2012 Convertible Note [Member] | |||
AlumiFuel Power Corporation | |||
Principal balance outstanding | 48,300 | ||
Convertible shares issued | 34,000,000 | ||
Convertible shares issued conversion price | $0.00 | ||
2009/2010 Convertible Debentures [Member] | |||
AlumiFuel Power Corporation | |||
Debt issuance costs | 10,000 | ||
Increase/Decrease in previously recorded liabilities | 9 | ||
Derivative liability balance | 5,003 | ||
AlumiFuel Power International, Inc [Member] | |||
AlumiFuel Power Corporation | |||
Amount owed to an unaffiliated third party (1) | 217,130 | 217,130 | |
Interest payable balance | 35,378 | 29,329 | |
AlumiFuel Power Corporation [Member] | |||
AlumiFuel Power Corporation | |||
Amount owed to an unaffiliated entity | 67,005 | 105,405 | |
Interest rate on amounts owed to trust | 8.00% | ||
Trust loaned | 16,000 | ||
Amount of principal balance sold by trust to unaffiliated third party | 26,000 | ||
Accrued interest payable to an unaffiliated entity | 13,126 | 20,091 | |
Amount owed to an unaffiliated third party with interest payable | 32,732 | 32,732 | |
Accrued interest payable to an unaffiliated third party with interest payable | 8,845 | 6,227 | |
Amount owed to an unaffiliated third party (1) | 43,086 | 43,086 | |
Accrued interest payable to an unaffiliated third party (1) | 10,613 | 8,199 | |
Amount owed to an unaffiliated third party (2) | 13,000 | 13,000 | |
Accrued interest payable to an unaffiliated third party (2) | 20,839 | 20,583 | |
HPI Partners LLC [Member] | |||
AlumiFuel Power Corporation | |||
Interest payable balance | $647 | $647 |
Notes_Receivable_Details_Narra
Notes Receivable (Details Narrative) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Notes Receivable Details Narrative | ||
Loans due to the Company from FFFC | $56,753 | |
Owed amount to the Company from FFFC | 138,853 | |
Amount paid in interest to the Company from FFFC | 13,500 | |
Principal balance of note receivable | 28,100 | |
Amount due from an affiliated publicly traded company | $8,000 |
Other_Expense_Details
Other Expense (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Other Expense Details | ||
General and administrative | $31,249 | $31,504 |
Salaries and employee benefits | 53,846 | 53,846 |
Legal and accounting | 3,655 | 17,050 |
Bad debt expense | ||
Recovery of allowed for debt | -28,100 | -13,500 |
Professional services | 20,100 | 29,546 |
Total other selling general and administrative expense | $80,750 | $118,446 |
Commitments_and_contingencies_
Commitments and contingencies (Details Narrative) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Dec. 31, 2014 | |
Commitments And Contingencies Details Narrative | ||
Estimated penalties and interest | $150,059 | |
Additional expense for Payroll Liabilities | 4,057 | |
Accrued balance for Payroll Liabilities | $154,152 |
Capital_stock_Details
Capital stock (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Warrants | ||
Outstanding and exercisable | 4,520 | 4,520 |
Outstanding and exercisable | 4,520 | 4,520 |
Weighted Average Exercise Price | ||
Outstanding and exercisable, Exercise Price | $107 | $107 |
Outstanding and exercisable, Exercise Price | $107 | $107 |
Weighted-average grant date fair value | ||
Outstanding and exercisable, Grant Date Fair Value | $17.50 | $17.50 |
Outstanding and exercisable, Grant Date Fair Value | $17.50 | $17.50 |
Capital_stock_Details_1
Capital stock (Details 1) (USD $) | 3 Months Ended |
Mar. 31, 2015 | |
Number of Options Outstanding | 4,520 |
Weighted Average Exercise Price | $107 |
Weighted Average Remaining Life | 1 year 8 months 12 days |
Warrants [Member] | $2.50 [Member] | |
Number of Options Outstanding | 160 |
Weighted Average Exercise Price | $2.50 |
Weighted Average Remaining Life | 1 year 2 months 12 days |
Warrants [Member] | $75.00 - $200.00 [Member] | |
Number of Options Outstanding | 4,200 |
Weighted Average Exercise Price | $96.43 |
Weighted Average Remaining Life | 1 year 9 months 18 days |
Warrants [Member] | $500.00 [Member] | |
Number of Options Outstanding | 160 |
Weighted Average Exercise Price | $500 |
Weighted Average Remaining Life | 1 year 8 months 12 days |
Capital_stock_Details_Narrativ
Capital stock (Details Narrative) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Capital Stock Details Narrative | ||
Issued shares of common stock for conversion | 685,772,412 | |
Principal and interest on convertible promissory notes | $141,806 | |
Common stock in stock for services, Amount | 16,000 | |
Common stock in stock for services, Shares | 4,000,000 | |
Common stock in stock for services, market price | $0.00 | |
Series B Preferred Stock outstanding shares | 404,055 | 404,055 |
Interest expense | $18,835 |