Convertible Notes Payable | 6 Months Ended |
Mar. 31, 2015 |
Debt Disclosure [Abstract] | |
CONVERTIBLE NOTES PAYABLE | NOTE 3 – CONVERTIBLE NOTES PAYABLE |
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As of March 31, 2015 and September 30, 2014, the Company had total of $862,758 and $328,050 in outstanding Convertible Notes Payable respectively. As of March 31, 2015 and September 30, 2014, the Company had a total of $721,974 and $132,730 of Unamortized Debt Discount. |
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| | | | | | 31-Mar-15 | | | September 30 2014 | |
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Note Payable Current | | Note Date | | Maturity Date | | Face Value | | | Principle | | | Forgiveness of debt | | | Net | | | Face Value | | | Principle | | | Ending Face value balance | |
Or | Converted | Or | Converted |
O/S Amount | | O/S Amount | |
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Loan #1 | | 11/6/13 | | 8/8/14 | | | 51,560 | | | | (51,560 | ) | | | - | | | | - | | | | 128,500 | | | | (76,940 | ) | | | 51,560 | |
Loan #2 | | 11/13/13 | | 11/12/15 | | | 94,990 | | | | (94,990 | ) | | | - | | | | - | | | | 94,990 | | | | - | | | | 94,990 | |
Loan #3 | | 1/24/14 | | 10/28/14 | | | 78,500 | | | | (67,066 | ) | | | (11,434 | ) | | | - | | | | 78,500 | | | | - | | | | 78,500 | |
Loan #4 | | 4/11/14 | | 4/11/15 | | | 103,000 | | | | (103,000 | ) | | | - | | | | - | | | | 103,000 | | | | - | | | | 103,000 | |
Loan #5 | | 12/19/14 | | 12/19/15 | | | 26,000 | | | | - | | | | - | | | | 26,000 | | | | - | | | | - | | | | - | |
Loan #6 | | 12/31/14 | | 12/31/15 | | | 20,000 | | | | (20,000 | ) | | | - | | | | - | | | | - | | | | | | | | | |
Loan #7 | | 2/5/15 | | 2/5/16 | | | 100,000 | | | | - | | | | - | | | | 100,000 | | | | - | | | | - | | | | - | |
Loan #8 | | 2/5/15 | | 2/5/16 | | | 450,000 | | | | (221,300 | ) | | | - | | | | 228,700 | | | | - | | | | - | | | | - | |
Loan #9 | | 2/6/15 | | 2/6/16 | | | 25,000 | | | | (25,000 | ) | | | - | | | | - | | | | - | | | | - | | | | - | |
Loan #10 | | 2/17/15 | | 2/17/16 | | | 35,000 | | | | - | | | | - | | | | 35,000 | | | | - | | | | - | | | | - | |
Loan #11 | | 3/9/15 | | 3/9/16 | | | 53,880 | | | | (43,500 | ) | | | - | | | | 10,380 | | | | - | | | | - | | | | - | |
Loan #12 | | 3/9/15 | | 3/9/16 | | | 50,000 | | | | - | | | | - | | | | 50,000 | | | | - | | | | - | | | | - | |
Loan #13 | | 2/19/15 | | 11/23/15 | | | 43,000 | | | | - | | | | - | | | | 43,000 | | | | - | | | | - | | | | - | |
Loan #14 | | 3/10/15 | | 3/10/16 | | | 75,000 | | | | - | | | | - | | | | 75,000 | | | | - | | | | - | | | | - | |
Loan #15 | | 3/12/15 | | 3/12/16 | | | 75,000 | | | | - | | | | - | | | | 75,000 | | | | - | | | | - | | | | - | |
Loan #16 | | 3/24/15 | | 3/24/16 | | | 116,678 | | | | - | | | | - | | | | 116,678 | | | | - | | | | - | | | | - | |
Loan #17 | | 3/24/15 | | 3/24/16 | | | 50,000 | | | | - | | | | - | | | | 50,000 | | | | - | | | | - | | | | - | |
Loan #18 | | 3/27/17 | | 12/27/15 | | | 53,000 | | | | - | | | | - | | | | 53,000 | | | | - | | | | - | | | | - | |
TOTAL | | | | | | | 1,500,608 | | | | (626,416 | ) | | | (11,434 | ) | | | 862,758 | | | | 404,990 | | | | (76,940 | ) | | | 328,050 | |
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Loan #1 Asher Enterprises, Inc. |
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On November 6, 2013 the Company entered into a Securities Purchase Agreement with an unrelated third-party entity in connection with a convertible note whereby the Company borrowed $128,500. The note principal bears interest at a rate of eight percent per annum and will accrue interest at a rate of 22 percent per annum should the Company default. The note principal and any unpaid accrued interest is due in full on or before August 8, 2014. The note is convertible at the option of the holder at any point at least 180 days from the note date at a 42 percent discount to the average of the three lowest closing prices during the ten day period prior to conversion. During the year September 30, 2014, the holder converted $76,940 of the principal into common stock. The ending balance at September 30, 2014 was $51,560. During the six months ended March 31, 2015, the lender converted $51,560 in note principal into common stock. As of March 31, 2015, the remaining principal balance of the note was $0. |
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Loan #2 JMJ Financial |
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On November 13, 2013 the Company entered into a promissory note with an unrelated third party whereby the Company agreed to borrow a maximum of $300,000. Each borrowing under the terms of the note, along with specific accrued interest is due two years from the date the specific funds are received by the Company. All borrowings under the terms of this note are subject to a 10% original issue discount such that the consideration due back to the lender is equal to cash proceeds actually received plus ten percent of the amount borrowed. Through September 30, 2014, the Company had borrowed $137,500, with initial debt discount of $12,500 pursuant to this promissory note. The note is exempt from interest for the 90 days after the note date; after 90 days the unpaid principal balance shall accrue interest at a rate of 12 percent per annum. The note became convertible into shares of the Company’s common stock on May 12, 2014 at 60 percent of the lowest trade price in the 25 trading days previous to the conversion. The Company analyzed the conversion option for derivative accounting consideration under ASC 815-15 “Derivatives and Hedging” and determined that the derivative instrument should be classified as a liability once the conversion option becomes effective due to there being no explicit limit to the number of shares to be delivered upon settlement of the above conversion options. During the year ended September 30, 2014 the lender converted $42,510 of the note principal into 24,250 shares of the Company’s common stock. As of September 30, 2014 the remaining principal balance on this note was $94,990. During the three months ended December 31, 2014 the lender converted $45,042 of note principal into 464,250 shares of the Company’s common stock. As of December 31, 2014 the remaining principal balance of the note was $49,948, with $10,661 in accrued interest. During the three months ended March 31, 2015, the lender converted $49,948 in note principal into 3,428,000 of the Company’s common stock. As of March 31, 2015, the remaining principal balance of the note was $0. |
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Loan #3 Asher Enterprises, Inc. |
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On January 24, 2014 the Company entered into a Securities Purchase Agreement with an unrelated third-party entity in connection with a convertible note whereby the Company borrowed $78,500. The note principal bears interest at a rate of eight percent per annum and will accrue interest at a rate of 22 percent per annum should the Company default. The note principal and any unpaid accrued interest is due in full on or before October 28, 2014. The note is convertible at the option of the holder at any point at least 180 days from the note date at a 42 percent discount to the average of the three lowest closing prices during the ten day period prior to conversion. As of September 30, 2014 the full principal balance $78,500, along with accrued interest of $4,284, remained outstanding. During the three months ended December 31, 2014, the lender converted $62,235 in note principal into 854,563 shares of common stock. As of December 31, 2014, the remaining principal balance of the note was $16,365, with $5,240 in accrued interest. During the three months ended March 31, 2015, the lender converted $4,931 in note principal into common stock. The remaining balance of $11,434 was written off by the lender. The Company accounted for this as gain on forgiveness of debt. As of March 31, 2015, the remaining principal balance of the note was $0. |
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Loan #4 Hanover Holdings, LLC |
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On April 11, 2014 the Company entered into a convertible promissory note with an unrelated third party, wherein the Company borrowed $103,000. The principal accrues interest at a rate of eight percent per annum and is due in full on April 11, 2015. The note is convertible at the option of the holder at any point after the note date at a 40 percent discount to the average of the three lowest closing prices during the ten day period prior to conversion. The note will accrue interest at a rate of 22 percent per annum should the Company default. The Company analyzed the conversion option for derivative accounting consideration under ASC 815-15 “Derivatives and Hedging” and determined that the derivative instrument should be classified as a liability when the conversion option became effective after the note date due to there being no explicit limit to the number of shares to be delivered upon settlement of the above conversion options. As of September 30, 2014 the principal balance on this note remained at $103,000. During the three months ended December 31, 2014, the lender converted $83,000 in note principal into 816,778 shares of common stock. As of December 31, 2014 the remaining principal balance on the note was $20,000, with $1,336 in accrued interest. During the three months ended March 31, 2015, the lender converted $20,000 in note principal into 1,092,242 of the Company’s common stock. As of March 31, 2015, the remaining principal balance of the note was $0. |
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Loan #5 Union Capital, LLC |
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On December 19, 2014 the Company entered into a convertible note with an unrelated third party whereby the Company assumed $26,000 of debt. The principal accrues interest at a rate of eight percent per annum and is due in full on December 19, 2015. The Company did not assume the debt until February 5, 2015 and as such the note was not convertible until this date. The note is immediately convertible at a 45 percent discount to the lowest closing bid price in the 10 trading days prior to conversion notice. The note will accrue interest at a rate of 24 percent per annum should the Company default. The note was drawn in the three months ended March 31, 2015. The Company analyzed the conversion option for derivative accounting consideration under ASC 815-15 “Derivatives and Hedging” and determined that the derivative instrument should be classified as a liability once the conversion option becomes effective due to there being no explicit limit to the number of shares to be delivered upon settlement of the above conversion options. During the period ended March 31, 2015 the lender converted $0 of the note principal into the Company’s common stock. As of March 31, 2015 the remaining principal balance on this note was $26,000. |
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Loan #6 Dr. Yusuf Hameed |
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On December 31, 2014 the Company entered into a Convertible Redeemable Note Agreement with an unrelated third party. Pursuant to the terms of the note, the Company borrowed $20,000 from the lender, which accrues interest at a rate of eight percent per annum, and is due on December 31, 2015. The note is convertible 6 months from the date of the agreement at a conversion price of $0.0001 - The note shall immediately convert upon the earlier of (a) a reverse split being effective or (b) an increase in authorized shares. Prior to six months from the date of the agreement, the Company has a reverse split which caused the note to become convertible. On the February 8, 2015, the Company recognized $27,085 as derivative liability and reclassed the convertible note to derivative as this note is tainted due to the other derivative convertible instruments. During the period ended March 31, 2015 the lender converted $20,000 of the note principal into the Company’s 500,000 shares of common stock. The Company and lender negotiated an early settlement on February 14, 2015 on the conversion terms. The Company evaluated the note for debt extinguishment and concluded that this note does not qualify as it is considered to be a derivative under ASC 815-15. As of March 31, 2015 the remaining principal balance on this note was $0. |
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Loan #7 Coventry Enterprises, LLC |
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On February 5, 2015, the Company entered into a convertible note with an unrelated third party whereby the Company borrowed $100,000. The principal accrues interest at a rate of eight percent per annum and is due in full on February 5, 2016. The note is immediately convertible at a 45 percent discount to the lowest closing bid price in the 20 trading days prior to conversion notice. The note will accrue interest at a rate of 24 percent per annum should the Company default. The Company analyzed the conversion option for derivative accounting consideration under ASC 815-15 “Derivatives and Hedging” and determined that the derivative instrument should be classified as a liability once the conversion option becomes effective due to there being no explicit limit to the number of shares to be delivered upon settlement of the above conversion options. During the period ended March 31, 2015 the lender converted $0 of the note principal into the Company’s common stock. As of March 31, 2015 the remaining principal balance on this note was $100,000. |
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Loan #8 Coventry Enterprises, LLC |
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On February 5, 2015, the Company entered into a convertible note with an unrelated third party whereby the Company assumed $450,000 of debt The principal accrues interest at a rate of eight percent per annum and is due in full on February 5, 2016. The note is immediately convertible at a 45 percent discount to the lowest closing bid price in the 20 trading days prior to conversion notice. The note will accrue interest at a rate of 24 percent per annum should the Company default. The Company analyzed the conversion option for derivative accounting consideration under ASC 815-15 “Derivatives and Hedging” and determined that the derivative instrument should be classified as a liability once the conversion option becomes effective due to there being no explicit limit to the number of shares to be delivered upon settlement of the above conversion options. During the period ended March 31, 2015 the lender converted $221,300 of the note principal into 12,900,000 of the Company’s common stock. As of March 31, 2015 the remaining principal balance on this note was $228,700. |
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Loan #9 Union Capital, LLC |
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On February 6, 2015 the Company entered into a convertible note with an unrelated third party whereby the Company borrowed $25,000 which was used to settle the Olweean demand note (see below). The principal accrues interest at a rate of eight percent per annum and is due in full on February 6, 2016. The note is immediately convertible at a 45 percent discount to the lowest closing bid price in the 10 trading days prior to conversion notice. The note will accrue interest at a rate of 24 percent per annum should the Company default. The Company analyzed the conversion option for derivative accounting consideration under ASC 815-15 “Derivatives and Hedging” and determined that the derivative instrument should be classified as a liability once the conversion option becomes effective due to there being no explicit limit to the number of shares to be delivered upon settlement of the above conversion options. During the period ended March 31, 2015 the lender converted $25,000 of the note principal into 1,618,559 of the Company’s common stock. As of March 31, 2015 the remaining principal balance on this note was $0. |
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Loan #10 Magna Securities, LLC |
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On February 17, 2015, the Company entered into a convertible note with an unrelated third party whereby the Company borrowed $35,000. The principal accrues interest at a rate of eight percent per annum and is due in full on February 17, 2016. The note is immediately convertible at a 40 percent discount to the lowest trading price in the five trading days prior to conversion notice. The note will accrue interest at a rate of 22 percent per annum should the Company default. The Company analyzed the conversion option for derivative accounting consideration under ASC 815-15 “Derivatives and Hedging” and determined that the derivative instrument should be classified as a liability once the conversion option becomes effective due to there being no explicit limit to the number of shares to be delivered upon settlement of the above conversion options. During the period ended March 31, 2015 the lender converted $0 of the note principal into the Company’s common stock. As of March 31, 2015 the remaining principal balance on this note was $35,000. |
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Loan #11 Union Capital, LLC |
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On March 9, 2015, the Company entered into a convertible note with an unrelated third party whereby the Company assumed $53,880 of debt. The principal accrues interest at a rate of eight percent per annum and is due in full on March 9, 2016. The note is immediately convertible at a 39 percent discount to the lowest trading price in the 5 trading days prior to conversion notice. The note will accrue interest at a rate of 24 percent per annum should the Company default. The Company analyzed the conversion option for derivative accounting consideration under ASC 815-15 “Derivatives and Hedging” and determined that the derivative instrument should be classified as a liability once the conversion option becomes effective due to there being no explicit limit to the number of shares to be delivered upon settlement of the above conversion options. During the period ended March 31, 2015 the lender converted $43,500 of the note principal into 2,598,808 the Company’s common stock. As of March 31, 2015 the remaining principal balance on this note was $10,380. |
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Loan #12 Union Capital, LLC |
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On March 9, 2015, the Company entered into a convertible note with an unrelated third party whereby the Company borrowed $50,000. The principal accrues interest at a rate of eight percent per annum and is due in full on March 9, 2016. The note is immediately convertible at a 39 percent discount to the lowest trading price in the 5 trading days prior to conversion notice. The note will accrue interest at a rate of 24 percent per annum should the Company default. The Company analyzed the conversion option for derivative accounting consideration under ASC 815-15 “Derivatives and Hedging” and determined that the derivative instrument should be classified as a liability once the conversion option becomes effective due to there being no explicit limit to the number of shares to be delivered upon settlement of the above conversion options. During the period ended March 31, 2015 the lender converted $0 of the note principal into the Company’s common stock. As of March 31, 2015 the remaining principal balance on this note was $50,000. |
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Loan #13 Vis Vires Group, Inc. |
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On February 19, 2015, the Company entered into a convertible note with an unrelated third party whereby the Company borrowed $43,000. The principal accrues interest at a rate of eight percent per annum and is due in full on November 23, 2015. The note is convertible after 180 days at a 50 percent discount to the average of the three lowest trading prices in the 30 trading days prior to conversion notice. The note will accrue interest at a rate of 22 percent per annum should the Company default. The Company analyzed the conversion option for derivative accounting consideration under ASC 815-15 “Derivatives and Hedging” and determined that the derivative instrument should be classified as a liability once the conversion option becomes effective due to there being no explicit limit to the number of shares to be delivered upon settlement of the above conversion options. During the period ended March 31, 2015 the lender converted $0 of the note principal into the Company’s common stock. As of March 31, 2015 the remaining principal balance on this note was $43,000. |
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Loan #14 Coventry Enterprises, LLC |
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On March 10, 2015, the Company entered into a convertible note with an unrelated third party whereby the Company borrowed $75,000. The principal accrues interest at a rate of eight percent per annum and is due in full on March 10, 2016. The note is immediately convertible at a 45 percent discount to the lowest closing bid price in the 20 trading days prior to conversion notice. The note will accrue interest at a rate of 24 percent per annum should the Company default. The Company analyzed the conversion option for derivative accounting consideration under ASC 815-15“Derivatives and Hedging” and determined that the derivative instrument should be classified as a liability once the conversion option becomes effective due to there being no explicit limit to the number of shares to be delivered upon settlement of the above conversion options. During the period ended March 31, 2015 the lender converted $0 of the note principal into the Company’s common stock. As of March 31, 2015 the remaining principal balance on this note was $75,000. |
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Loan #15 LG Capital Funding, LLC |
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On March 12, 2015, the Company entered into a convertible note with an unrelated third party whereby the Company borrowed $75,000. The principal accrues interest at a rate of eight percent per annum and is due in full on March 12, 2016. The note is immediately convertible at a 39 percent discount to the lowest trading price in the 15 trading days prior to conversion notice. The note will accrue interest at a rate of 24 percent per annum should the Company default. The Company analyzed the conversion option for derivative accounting consideration under ASC 815-15 “Derivatives and Hedging” and determined that the derivative instrument should be classified as a liability once the conversion option becomes effective due to there being no explicit limit to the number of shares to be delivered upon settlement of the above conversion options. During the period ended March 31, 2015 the lender converted $0 of the note principal into the Company’s common stock. As of March 31, 2015 the remaining principal balance on this note was $75,000. |
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Loan #16 Union Capital, LLC |
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On March 24, 2015, the Company entered into a convertible note with an unrelated third party whereby the Company assumed $116,678 of debt. The principal accrues interest at a rate of eight percent per annum and is due in full on March 24, 2016. The note is immediately convertible at a 39 percent discount to the lowest trading price in the five trading days prior to conversion notice. The note will accrue interest at a rate of 24 percent per annum should the Company default. The Company analyzed the conversion option for derivative accounting consideration under ASC 815-15 “Derivatives and Hedging” and determined that the derivative instrument should be classified as a liability once the conversion option becomes effective due to there being no explicit limit to the number of shares to be delivered upon settlement of the above conversion options. As of March 31, 2015 the remaining principal balance on this note was $116,678. |
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Loan #17 Union Capital, LLC |
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On March 24, 2015, the Company entered into a convertible note with an unrelated third party whereby the Company borrowed $50,000. The principal accrues interest at a rate of eight percent per annum and is due in full on March 24, 2016. The note is immediately convertible at a 39 percent discount to the lowest trading price in the five trading days prior to conversion notice. The note will accrue interest at a rate of 24 percent per annum should the Company default. The Company analyzed the conversion option for derivative accounting consideration under ASC 815-15 “Derivatives and Hedging” and determined that the derivative instrument should be classified as a liability once the conversion option becomes effective due to there being no explicit limit to the number of shares to be delivered upon settlement of the above conversion options. As of March 31, 2015 the remaining principal balance on this note was $50,000 |
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Loan #18 Carebourn Capital, LP |
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On March 27, 2015, the Company entered into a convertible note with an unrelated third party whereby the Company borrowed $53,000. The principal accrues interest at a rate of 12 percent per annum and is due in full on December 27, 2015. The note is convertible after 90 days at a 40 percent discount to the average of the lowest three days trading price in the 10 trading days prior to conversion date. The note will accrue interest at a rate of 22 percent per annum should the Company default. The Company analyzed the conversion option for derivative accounting consideration under ASC 815-15 “Derivatives and Hedging” and determined that the derivative instrument should be classified as a liability once the conversion option becomes effective due to there being no explicit limit to the number of shares to be delivered upon settlement of the above conversion options. During the period ended March 31, 2015 the lender converted $0 of the note principal into the Company’s common stock. As of March 31, 2015 the remaining principal balance on this note was $53,000. |
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During the period ended March 31, 2015, the Company recorded 1,171,558 new debt discounts and amortized a total $582,314 to interest expense, leaving total unamortized debt discounts of $721,974 as of March 31, 2015. |
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