5. NOTES PAYABLE | 9 Months Ended |
Sep. 30, 2014 |
Debt Disclosure [Abstract] | ' |
Note 5. NOTES PAYABLE | ' |
During the period ended September 30, 2014 we accrued $163,800 of penalty expense, and $25,000 of financing costs related to shares issuance as an inducement to enter into a short-term commercial financing agreement. These amounts are recorded as part of our interest expense reported for the nine months then ended. As of September 30, 2014, our outstanding notes payable balance was $118,085 and $106,500 in convertible note agreements net of debt discount, of which $48,085 are in default as of September 30, 2014. The individual notes in default carry daily interest penalties between $100 and $500. Balance of notes payable at September 30, 2014 and December 31, 2013 totaled $48,085 and $128,246 of convertible debt, net of discount, respectively. |
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Transactions relating to short-term financing are as followings: |
On February 20, 2014, the Company entered into a short-term commercial financing agreement for the placement of dredging machinery in country in the amount of $20,000 due and payable in monthly installments of $4,000 per month or 15% of net profit from operations, whichever is greater over the next six months until $24,000 is repaid. As of September 30, 2014, we have repaid the principal amount of $20,000 and accrued the interest expense of $4,000 due under the agreement. |
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On March 7, 2014, the Company entered into a short-term commercial financing agreement for the placement of dredging machinery in country in the amount of $25,000 due and payable in monthly installments of $5,000 per month or 15% of net profit from operations, whichever is greater over the next six months until $30,000 is repaid. The Company issued 5,000,000 common shares $0.001 as incentive to the lien holder to enter into the financing arrangement. On July 18, 2014, we agreed to settle the amount outstanding under this agreement for 28,333,000 shares of common stock representing $25,000 of unpaid principal and $3,333 of accrued interest. |
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On March 11, 2014, the Company entered into a short-term commercial financing agreement for the placement of dredging machinery in country in the amount of $20,000 due and payable in monthly installments of $4,000 per month or 15% of net profit from operations, whichever is greater over the next six months until $24, 000 is repaid with the difference accrued to interest expense over the length of the agreement. |
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On March 17, 2014, the Company entered into a short-term commercial financing agreement for the placement of dredging machinery in country in the amount of $25,000 due and payable in monthly installments of $5,000 per month or 15% of net profit from operations, whichever is greater over the next six months until $30,000 is repaid with the difference accrued to interest expense over the length of the agreement. The lender has 30 days from the date of the agreement to provide the full $25,000. The Company issued 5,000,000 common shares $0.0015 as incentive to the lien holder to enter into the financing arrangement which is recorded as interest expense. |
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On June 6, 2014, the Company entered into a short-term commercial financing agreement for the placement of dredging machinery in country in the amount of $25,000 due and payable full in one year per month. The Company issued 5,000,000 common shares $0.0025 as incentive to the lien holder to enter into the financing arrangement. |
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During the nine months ended September 30, 2014, the Company recognized $18,286 of interest expense related to the short-term commercial financing agreements noted above. |
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Transactions related to convertible debt are as follows: |
On January 6, 2014, the remaining unpaid and unconverted principal balance due under the June 2013 convertible note of $15,500 was converted by the note holder into 28,620,690 common shares of the company. In conjunction with conversion of the note, the Company recognized $846 of interest expense related to the amortization of the debt discount, $24,907 of interest expense on the related conversion of the note from fair value of common shares issued to the principal amount of debt relieved. The Company recognized a gain on the change in the value of the derivative related to the convertible note from December 31, 2013 to the date of conversion of $465. |
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In April 2014, the unpaid and unconverted principal balance due under the October 2013 convertible note of $32,500 was converted by the note holder into 12,004,808 common shares of the company. In conjunction with conversion of the note, the Company recognized $1,972 of interest expense related to the amortization of the debt discount, $12,961 of interest expense on the related conversion of the note from fair value of common shares issued to the principal amount of debt relieved. The Company recognized a gain on the change in the value of the derivative related to the convertible note from December 31, 2013 to the date of conversion of $14,582. |
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In May 2014, the Company repaid the amounts due under convertible note agreement #4 of $53,000. The Company repaid $78,894 that included a 45% prepayment penalty on the principal and interest due under the note and recognized $25,894 as interest expense during the period. |
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In June 2014, the Company repaid the amounts due under convertible note agreement #5 of $53,000. The Company repaid $78,929 that included a 45% prepayment penalty on the principal and interest due under the note and recognized $25,929 as interest expense during the period. |
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The Company entered in convertible note agreement #3, #4 and #5 in the amounts of $32,500, $53,000, and $53,000 respectively, on October 13, 2013, November 14, 2013, and December 10, 2013 respectively. As of June 3, 2014, these notes had been converted or repaid in cash. In April 2014, May 2014, and July 2014, the Company entered into convertible note agreement #2014-1, #2014, and #2014-3 for $41,500, $32,500, $32,500 respectively these amounts remain outstanding as of September 30, 2014. As of December 31, 2013, total convertible notes outstanding was $128,246 including $25,754 of debt discount related to the remaining principal amount outstanding convertible portion of note #2 of $15,500 that was converted on January 6, 2014. As of December 31, 2013, the Company carries a derivative liability related to the potential conversion of the outstanding principal amount remaining unpaid of Note #2 in the amount of $23,531. On January 6, 2014, the holder of the note converted the remaining outstanding principal balance of $15,500 plus accrued interest into 28,620,690 common shares of the Company. In April 2014, the holder of the note #3 converted the outstanding principal balance of $32,500 plus accrued interest into 12,004,808 common shares of the Company. The notes are nine month convertible promissory notes from the date of funding and carry an 8% annual interest rate. Interest is recognized over the life of the note which is 9 months from the date of issuance. The notes may be repaid anytime from the date of funding until 180 days post-funding. The repayment starts at 120% of the outstanding principal and accrued interest in the first 30 days after funding. and may be prepaid by the Company for the first six months with an increasing repayment amount that increases by 5% for each 30 day period after funding until repaid or 181 days, whichever comes first. From day 181 till maturity, the note may be converted by the note holder at a 44% discount to the average of the three lowest trading days in the ten days prior to notice of conversion. |