Notes Payable | NOTE 8 - NOTES PAYABLE On November 25, 2013, the Company executed a promissory note for $250,000 with an unaffiliated third party. The note bears interest at 6% per annum and was originally due June 30, 2015. On February 11, 2014, the Company executed another promissory note with the same entity for $950,000. This note bears interest at 6% per annum and was originally due June 30, 2015. On June 26, 2014, the Company executed another promissory note for $500,000. This note bears interest at 6% per annum and was originally due June 30, 2015. The Company received the proceeds from this note during July 2014. On August 26, 2014, the Company executed another promissory note for $800,000. This note bears interest at 6% per annum and was originally due June 30, 2015. On September 11, 2014, the Company executed another promissory note for $1,000,000. This note bears interest at 6% per annum and was originally due June 30, 2015. On November 25, 2014, the Company executed another promissory note for $500,000. This note bears interest at 6% per annum and was originally due June 30, 2015. On December 18, 2014, the Company executed another promissory note for $500,000. This note bears interest at 6% per annum and was originally due June 30, 2015. On December 30, 2014, the Company executed another promissory note for $500,000. This note bears interest at 6% per annum and was originally due June 30, 2015. On February 25, 2015, the Company executed another promissory note for $150,000. This note bears interest at 6% per annum and was originally due June 30, 2015. On March 19, 2015, the Company executed another promissory note for $400,000. This note bears interest at 6% per annum and was originally due June 30, 2015. On April 21, 2015, the Company executed another promissory note for $500,000. This note bears interest at 6% per annum and was originally due June 30, 2015. On May 19, 2015, the Company executed another promissory note for $350,000. This note bears interest at 6% per annum and was originally due June 30, 2015. On June 4, 2015, the Company executed another promissory note for $100,000. This note bears interest at 6% per annum and was originally due June 30, 2015. Collectively, these notes total $6,500,000 and $1,200,000 as of June 30, 2015 and June 30, 2014, respectively, and were due and payable June 30, 2015. The Company subsequently renegotiated the due date on each of these notes to July 1, 2016. As of June 30, 2015 and 2014, the Company recorded accrued interest pertaining to the outstanding notes payable in the amounts of $288,612 and $39,505, respectively. Land and Agriculture Bank of South Africa In June 2012, the Company, through the majority-owned subsidiaries of Dunn Roman Holdings, Inc., executed final loan documents on a 100 million Rand (approx. $6.5 million USD at current rates) financing with the Land and Agriculture Bank of South Africa (Land Bank). The total loan is comprised of multiple agreements totaling, between Green Gold Biotechnologies (Pty) Ltd. and Breakwood Trading 22(Pty) Ltd., 100 million rand (approx. $6.5 million USD at current rates). The loans all bear interest at the rate of prime plus 0.5% per annum and are all due in seven years. In addition, the loans have a 25-month holiday in which no payments or interest are due until 25 months after the first draw down of funds. The loans are collateralized by the assets and operations, including the Senteeko lease, agriculture production and receivables of Dunn Roman Holdings, which is the African operating arm of Plandaí. In addition, Dunn Roman Holdings was required to grant a 15% profit share agreement to the Land Bank which extends through the duration of the loan agreements (7 years unless pre-paid). The profit share agreement extends only to profits generated by Dunn Roman Holdings exclusive of operations of Plandaí and outside of South Africa. By way of loan covenants, the borrowing entities are required to maintain a debt to equity ratio of 1.5:1, interest coverage ratio of 1.5:1, and security coverage ratio of 1:1, none of which are currently in compliance. However, the Company consistently notified the Bank of this situation and has requested written documentation as to the Banks intention. The Bank has provided documentation extending the holiday at least through December 2016. As of and through the date of this report, the Land Bank has not provided any notice of default or requested compliance with the terms of the loans. During the year ended June 30, 2012, the Company issued 1,500,000 shares of restricted common stock to three Dunn Roman shareholders in exchange for their shares of Dunn Roman Holdings which had been previously issued. The acquired Dunn Roman shares were then provided to third parties in order to comply with the BEE provisions associated with the loan from the Land Bank of South Africa, which required that 15% of Dunn Roman be owned by non-white South Africans. The Company has therefore determined to treat the value of the shares issued to acquire the Dunn Roman stock ($585,000,based on the value of shares on the date of issuance) as a cost of securing the financing and recorded as a loan discount which is amortized over the life of the loan (7 years). During the years ended June 30, 2015 and 2014, the Company amortized $64,404 and $64,402, respectively, leaving a debt discount balance of $375,687 at June 30, 2015. During the years ended June 30, 2015 and 2014, the Company received total proceeds from these loans of $0 and $814,218, respectively, and interest incurred of $946,959 and $943,223, respectively, was added to the loan principal. The Company used the loan proceeds to purchase fixed assets that are employed in South Africa to produce the Companys botanical extracts, fund the rehabilitation of the Senteeko Tea Estate, including the repair of roads, bridges, and onsite management and farm worker housing, and the pruning, weeding and fertilizing of the plantation. As the 25-month holiday in which no payments or interest are due expired in July of 2014, the Company is required to make monthly payments of approximately 2,250,000R South African Rand (approximately $185,000 US Dollars). During the year ended June 30, 2015, a total of R25,565,895 South African Rand (approximately $2,104,864 US) was repaid to Land Bank. As of June 30, 2015, a total of $8,401,900, which includes approximately $1,305,000 of capitalized accrued interest, was owed to the Land Bank. Inasmuch as the Company is out of compliance with certain loan covenants (see above), and whereas the written agreement to suspend such covenants expires in December 2016, the Company has elected to classify the entire balance owed to the Land Bank as current in the accompanying balance sheet as of June 30, 2015. As of the dates presented, long-term loan balances were as follows: June 30, 2015 June 30, 2014 Loan Principle and Interest - Land Bank $ 8,401,900 $ 10,998,162 Notes Payable third party 6,500,000 1,200,000 Less: Discount (375,687 ) (440,091 ) 14,526,213 11,758,071 Less: Current Portion (14,526,213 ) (3,033,000 ) Long Term Debt, Net of Discount $ $ 8,725,071 Future maturities of long-term debt are as follows: 2016 $ 8,711,230 2017 2,211,230 2018 2,211,230 2019 1,392,523 $ 14,526,213 |