Document_and_Entity_Informatio
Document and Entity Information | 6 Months Ended | |
Mar. 31, 2015 | 15-May-15 | |
Document And Entity Information | ||
Entity Registrant Name | Independent Film Development CORP | |
Entity Central Index Key | 1425883 | |
Document Type | 10-Q | |
Document Period End Date | 31-Mar-15 | |
Amendment Flag | FALSE | |
Current Fiscal Year End Date | -21 | |
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 | 1,746,452,866 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2015 |
Balance_Sheets
Balance Sheets (USD $) | Mar. 31, 2015 | Sep. 30, 2014 |
ASSETS | ||
Cash | $9,759 | $13,855 |
Restricted cash | 68,125 | |
Other current assets | 33,375 | |
Total Assets | 9,759 | 115,355 |
Current Liabilities: | ||
Accounts payable and other accruals | 121,756 | 158,299 |
Accrued officer compensation | 722,350 | 634,700 |
Accured interest and penalties | 337,628 | 326,035 |
Advances from officers | 8,687 | |
Notes payable | 44,937 | 18,550 |
Derivative liability | 182,374 | 183,648 |
Convertible debentures (net of discount of $13,498 and $92,354, respectively) | 71,502 | 86,146 |
Convertible debentures in default | 160,135 | 86,050 |
Total Liabilities | 1,640,682 | 1,502,115 |
Stockholders' Equity (Deficit): | ||
Preferred Stock, $.0001 par value, 10,000,000 shares authorized, none issued and outstanding, Series A Preferred Stock, $.0001 par value, 5,000,010 shares authorized, 5,000,000 and 0 issued and outstanding, respectively | 500 | |
Common stock, $.00001 par value, 2000,000,000 shares authorized, 1,680,892,866 and 94,292,866 issued and outstanding, respectively | 16,809 | 943 |
Additional paid in capital | 8,690,600 | 5,423,074 |
Common stock payable | 38,000 | 38,000 |
Accumulated deficit | -10,376,832 | -6,848,777 |
Total Stockholders' Equity (Deficit) | -1,630,923 | -1,386,760 |
Total Liabilities and Stockholders' Equity (Deficit) | 9,759 | 115,355 |
Series A Preferred Stock | ||
Stockholders' Equity (Deficit): | ||
Preferred Stock, $.0001 par value, 10,000,000 shares authorized, none issued and outstanding, Series A Preferred Stock, $.0001 par value, 5,000,010 shares authorized, 5,000,000 and 0 issued and outstanding, respectively | 500 | |
Total Stockholders' Equity (Deficit) | 500 | |
Total Liabilities and Stockholders' Equity (Deficit) | $500 |
Balance_Sheets_Parenthetical
Balance Sheets (Parenthetical) (USD $) | Mar. 31, 2015 | Sep. 30, 2014 |
Discount on convertible debentures | $13,498 | $92,354 |
Preferred stock, par value per share | $0.00 | $0.00 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Common stock, par value per share | $0.00 | $0.00 |
Common stock, shares authorized | 2,000,000,000 | 2,000,000,000 |
Common stock, shares issued | 1,680,892,866 | 94,292,866 |
Common stock, shares outstanding | 1,680,892,866 | 94,292,866 |
Series A Preferred Stock | ||
Preferred stock, par value per share | $0.00 | |
Preferred stock, shares authorized | 5,000,010 | 5,000,010 |
Preferred stock, shares issued | 5,000,000 | |
Preferred stock, shares outstanding | 5,000,000 |
Statements_Of_Operations_Unaud
Statements Of Operations (Unaudited) (USD $) | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 | |
Income Statement [Abstract] | ||||
Revenue | ||||
Operating Expenses: | ||||
Officer compensation | 59,226 | 142,075 | 231,001 | 197,350 |
Professional fees | 18,561 | 17,378 | 23,836 | 23,803 |
General and administrative | 5,054 | 20,915 | 14,820 | 188,906 |
Total operating expenses | 82,841 | 180,368 | 269,657 | 410,059 |
Loss from operations | -82,841 | -180,368 | -269,657 | -410,059 |
Other income and (expense): | ||||
Gain (loss) on derivative liability | 21,841 | 163,525 | -22,788 | 179,931 |
Gain on extinguishment of debt | 1,360,227 | 1,360,227 | ||
Loss on settlement of debt | 3,107,500 | 3,107,500 | ||
Penalty expense | 25,000 | 31,875 | 118,000 | |
Amortization of debt discount | 27,640 | 78,856 | ||
Interest expense | 9,468 | 12,736 | 17,379 | 54,733 |
Total other income (expense) | -3,122,767 | 1,486,016 | -3,258,398 | 1,367,425 |
Net income (loss) | ($3,205,608) | $1,305,648 | ($3,528,055) | $957,366 |
Income (loss) per share: | ||||
Diluted | $0.01 | $0.01 | ||
Basic | ($0.01) | $0.02 | ($0.01) | $0.01 |
Weighted average shares: | ||||
Outstanding diluted | 98,576,432 | 81,878,529 | ||
Outstanding basic | 617,231,755 | 80,587,281 | 358,192,042 | 74,924,796 |
Statements_Of_Cash_Flows_Unaud
Statements Of Cash Flows (Unaudited) (USD $) | 6 Months Ended | 12 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | Sep. 30, 2014 | |
Cash flows from operating activities: | |||
Net income (loss) | ($3,528,055) | $957,366 | |
Adjustments to reconcile net (loss) to total cash used in operations: | |||
Preferred stock for compensation | 79,000 | 49,300 | |
Common stock for compensation | 2,000 | ||
Common stock for other services | 132,500 | ||
(Gain) loss on derivative liability | -22,788 | 179,931 | 96,085 |
(Gain) loss on extinguishment of debt | -3,107,500 | 1,360,227 | |
Debt discount amortization | 78,856 | 7,984 | |
Change in assets and liabilities: | |||
Decrease in other assets | -33,375 | ||
Increase (decrease) in accounts payable & accruals | -1,543 | 39,945 | |
Increase (decrease) in accounts payable, related party | |||
Increase in accrued expenses | 164,665 | ||
Increase in accrued interest and penalties | 15,593 | ||
Accrued interest, related party | -770 | ||
Increase in accrued compensation | 102,650 | 105,823 | |
Net cash used in operating activities | -87,836 | -83,345 | |
Cash flows from investing activities | |||
Cash flows from financing activities: | |||
Cash payments, related party | -4,210 | ||
Cash received from convertible notes | 20,200 | 80,000 | |
Payments on convertible notes | 7,585 | ||
Payments to officers | 6,730 | ||
Proceeds from the sale of common stock | 3,000 | 24,000 | |
Net cash provided by financing activities | 15,615 | 93,060 | |
Net increase (decrease) in cash | -72,221 | 9,715 | |
Cash at beginning of period | 81,980 | 2,713 | 2,713 |
Cash at end of period | 9,759 | 12,428 | 81,980 |
Cash paid for: Interest | 770 | ||
Cash paid for: Taxes | |||
Supplemental disclosure of non-cash activities | |||
Common stock issued for accounts payable and accrued interest | 39,000 | ||
Debt discount on convertible notes payable | 63,826 | ||
Common stock issued for stock payable | 646,010 | ||
Common stock issued for conversion of debt | 14,330 | ||
Common stock issued for conversion of debt to related parties | 70,000 | ||
Settlement of derivative liability | $24,062 | $450,282 |
History_Of_Operations
History Of Operations | 6 Months Ended |
Mar. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
History of Operations | NOTE 1: HISTORY OF OPERATIONS |
Business Activity | |
Independent Film Development Corporation was incorporated in the State of Nevada on September 14, 2007. Effective April 24, 2008 we commenced operating as a Business Development Company ("BDC") under Section 54(a) of the Investment Company Act of 1940 ("1940 Act"). On September 30, 2009, our board of directors elected to cease operating as a BDC. | |
The Company’s plan of operations seeks to acquire real estate assets primarily, but not exclusively, in the hospitality space, which present value creation potential due to the complexity or illiquidity of their existing ownership and / or capital structure. In such situations, IFLM will seek to actively work through the complexities, gain control of the asset, actively manage, recapitalize and thereby create value. For those assets lying outside of the hospitality space, IFLM will sell the assets at a price which realizes that value created. For those assets lying within the hospitality space, IFLM will then leverage its film, entertainment and hospitality capabilities to transform the property into genre themed hotels and resorts. The final product will be a paradigm-shifting convergence of hospitality and entertainment, providing guests with a full immersion experience during their stay. Additionally, should any opportunities for content creation/distribution projects present themselves, IFLM will pursue those that align with the company’s strategic vision. | |
On February 6, 2014, the Company created two new subsidiaries, the IFLM LA Realty Fund, LLC and the Hilltop Manor Fund, LLC. The Companies will be used to hold two separate offerings for real estate investment funds. The net cash proceeds from these two offerings, less working capital expenses, will be used to invest in real estate and/or the costs associated with the acquisition and development of real estate. The real estate investments under the IFLM LA Realty Fund will focus on undervalued properties on the West Coast of the United States. The Hilltop Manor Fund will focus on the initial costs associated with the acquisition and development of the Hilltop Manor theme park and resort concept. |
Significant_Accounting_Policie
Significant Accounting Policies | 6 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Accounting Policies [Abstract] | |||||||||||||
Significant Accounting Policies | NOTE 2: SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||
Basis of Presentation | |||||||||||||
The Company’s unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. These financial statements should be read in conjunction with the audited financial statements and footnotes for the year ended September 30, 2014 included on the Company’s Form 10-K. The results of the six months ended March 31, 2015 are not necessarily indicative of the results to be expected for the full year ending September 30, 2015. | |||||||||||||
Management further acknowledges that it is solely responsible for adopting sound accounting practices, establishing and maintaining a system of internal accounting control and preventing and detecting fraud. The Company's system of internal accounting control is designed to assure, among other items, that 1) recorded transactions are valid; 2) valid transactions are recorded; and 3) transactions are recorded in the proper period in a timely manner to produce financial statements which present fairly the financial condition, results of operations and cash flows of the Company for the respective periods being presented. | |||||||||||||
Cash and Cash Equivalents | |||||||||||||
For purposes of the statement of cash flows, the Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. There were no cash equivalents as of March 31, 2015 and September 30, 2014. | |||||||||||||
Restricted Cash | |||||||||||||
The Company presents cash balances that are for a specific purpose and therefore not available for immediate and general use by the Company, separately on the balance sheet as restricted cash. As of September 30, 2014, the Company had set aside $68,125 to be used in its IFLM Realty Prime Opportunity Fund. Subsequent to September 30, 2014, the funds have been used for other business purposes. | |||||||||||||
Stock Based Compensation | |||||||||||||
We account for equity instruments issued in exchange for the receipt of goods or services from non-employees. Costs are measured at the fair market value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. The value of equity instruments issued for consideration other than employee services is determined on the earlier of the date on which there first exists a firm commitment for performance by the provider of goods or services or on the date performance is complete. The Company recognizes the fair value of the equity instruments issued that result in an asset or expense being recorded by the Company, in the same period(s) and in the same manner, as if the Company has paid cash for the goods or services. | |||||||||||||
The Company accounts for equity based transactions with non-employees under the provisions of ASC Topic No. 505-50, “Equity-Based Payments to Non-Employees” (“Topic No. 505-50”). Topic No. 505-50 establishes that equity-based payment transactions with non-employees shall be measured at the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. The fair value of common stock issued for payments to non-employees is measured at the market price on the date of grant. The fair value of equity instruments, other than common stock, is estimated using the Black-Scholes option valuation model. In general, the Company recognizes an asset or expense in the same manner as if it was to pay cash for the goods or services instead of paying with or using the equity instrument. | |||||||||||||
The Company accounts for employee stock-based compensation in accordance with the guidance of FASB ASC Topic 718, Compensation - Stock Compensation which requires all share-based payments to employees, including grants of employee stock options, to be recognized in the financial statements based on their fair values. The fair value of the equity instrument is charged directly to compensation expense and credited to additional paid-in capital over the period during which services are rendered. There has been no stock-based compensation issued to employees. | |||||||||||||
Use of Estimates | |||||||||||||
The presentation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. | |||||||||||||
Fair Value of Financial Instruments | |||||||||||||
The carrying amount of cash, notes receivable, accounts payable, accrued liabilities and notes payable, as applicable, approximates fair value due to the short-term nature of these items. The fair value of the related party notes payable cannot be determined because of the Company's affiliation with the parties with whom the agreements exist. The use of different assumptions or methodologies may have a material effect on the estimates of fair values. | |||||||||||||
ASC Topic 820, “Fair Value Measurements and Disclosures,” requires disclosure of the fair value of financial instruments held by the Company. ASC Topic 825, “Financial Instruments,” defines fair value, and establishes a three-level valuation hierarchy for disclosures of fair value measurement that enhances disclosure requirements for fair value measures. The carrying amounts reported in the balance sheets for receivables and current liabilities each qualify as financial instruments and are a reasonable estimate of their fair values because of the short period of time between the origination of such instruments and their expected realization and their current market rate of interest. The three levels of valuation hierarchy are defined as follows: | |||||||||||||
· Level 1: Observable inputs such as quoted prices in active markets; | |||||||||||||
· Level 2: Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and | |||||||||||||
· Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. | |||||||||||||
The following table presents assets and liabilities that are measured and recognized at fair value as of March 31, 2015 and September 30, 2014 on a recurring basis: | |||||||||||||
31-Mar-15 | |||||||||||||
Description | Level 1 | Level 2 | Level 3 | Total Gains and (Losses) | |||||||||
Derivative | - | - | -182,374 | -22,788 | |||||||||
Total | $ | - | $ | - | $ | -182,374 | $ | -22,788 | |||||
30-Sep-14 | |||||||||||||
Description | Level 1 | Level 2 | Level 3 | Total Gains and (Losses) | |||||||||
Derivative | - | - | -183,648 | 96,085 | |||||||||
Total | $ | - | $ | - | $ | -183,648 | $ | 96,085 | |||||
Income Taxes | |||||||||||||
Accounting Standards Codification Topic No. 740 “Income Taxes” (ASC 740) requires the asset and liability method of accounting be used for income taxes. Under the asset and liability method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. | |||||||||||||
In June 2006, the FASB interpreted its standard for accounting for uncertainty in income taxes, an interpretation of accounting for income taxes. This interpretation clarifies the accounting for uncertainty in income taxes recognized in an entity’s financial statements in accordance the minimum recognition threshold and measurement attributable to a tax position taken on a tax return is required to be met before being recognized in the financial statements. The FASB’s interpretation had no material impact on the Company’s financial statements for the quarter ended March 31, 2015. | |||||||||||||
Derivative Liabilities | |||||||||||||
The Company records the fair value of its derivative financial instruments in accordance with ASC815, Derivatives and Hedging. The fair value of the derivatives was calculated using a multi-nominal lattice model performed by an independent qualified business valuator. The fair value of the derivative liability is revalued on each balance sheet date with corresponding gains and losses recorded in the consolidated statement of operations | |||||||||||||
Derivative financial instruments should be recorded as liabilities in the balance sheet and measured at fair value. For purposes of the Company’s financial statements fair value was used as the basis for formulating an analysis which has been defined by the Financial Accounting Standards Board (“FASB”) as “the amount for which an asset (or liability) could be exchanged in a current transaction between knowledgeable, unrelated willing parties when neither party is acting under compulsion”. The FASB has provided guidance that its definition of fair value is consistent with the definition of fair market value in IRS Rev. Rule 59-60. In determining the fair value of the derivatives it was assumed that the Company’s business would be conducted as a going concern. These derivative liabilities will need to be marked-to-market each quarter with the change in fair value recorded in the income statement. | |||||||||||||
Earnings (Loss) Per Share | |||||||||||||
Basic earnings (loss) per share are computed by dividing the net income (loss) by the weighted-average number of shares of common stock and common stock equivalents (primarily outstanding options and warrants). Common stock equivalents represent the dilutive effect of the assumed exercise of the outstanding stock options and warrants, using the treasury stock method. The calculation of fully diluted earnings (loss) per share assumes the dilutive effect of the exercise of outstanding options and warrants at either the beginning of the respective period presented or the date of issuance, whichever is later. The Company has no outstanding options or warrants. Potentially dilutive shares were excluded from the computation as of March 31, 2015 as they would have been anti-dilutive. | |||||||||||||
Recent Accounting Pronouncements | |||||||||||||
In August 2014, the FASB issued Accounting Standards Update “ASU” 2014-15 on “Presentation of Financial Statements Going Concern (Subtopic 205-40) – Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern”. Currently, there is no guidance in U.S. GAAP about management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern or to provide related footnote disclosures. The amendments in this Update provide that guidance. In doing so, the amendments are intended to reduce diversity in the timing and content of footnote disclosures. The amendments require management to assess an entity’s ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. Specifically, the amendments (1) provide a definition of the term substantial doubt, (2) require an evaluation every reporting period including interim periods, (3) provide principles for considering the mitigating effect of management’s plans, (4) require certain disclosures when substantial doubt is alleviated as a result of consideration of management’s plans, (5) require an express statement and other disclosures when substantial doubt is not alleviated, and (6) require an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). The amendments in this Update are effective for public and nonpublic entities for annual periods ending after December 15, 2016. Early adoption is permitted. | |||||||||||||
In June 2014, the Financial Accounting Standards Board issued Accounting Standards Update 2014-10, “Development Stage Entities”. The amendments in this update remove the definition of a development stage entity from the Master Glossary of the ASC thereby removing the financial reporting distinction between development stage entities and other reporting entities from U.S. GAAP. In addition, the amendments eliminate the requirements for development stage entities to (1) present inception-to-date information in the statements of income, cash flows, and shareholder equity, (2) label the financial statements as those of a development stage entity, (3) disclose a description of the development stage activities in which the entity is engaged, and (4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage. The amendments in this update are applied retrospectively. The early adoption of ASU 2014-10 is permitted which removed the development stage entity financial reporting requirements from the Company. | |||||||||||||
The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued, that might have a material impact on its financial position or results of operations. |
Convertible_Debentures
Convertible Debentures | 6 Months Ended |
Mar. 31, 2015 | |
Debt Disclosure [Abstract] | |
Convertible Debentures | NOTE 3: CONVERTIBLE DEBENTURES |
On April 9, 2012, the Company entered into a $100,000 convertible debenture with Neil Linder. The debenture accrued interest of 12% and matured on April 9, 2013. Mr. Linder has the right to convert all or a portion of the principal into shares of common stock at a conversion price equal to the lesser of fifty percent (50%) of the average of the closing bid price of common stock during the five trading days immediately preceding the conversion date, or fifty percent (50%) of the closing bid price of the Common Stock on the date of issuance as quoted by Bloomberg, LP. Pursuant to the terms of this debenture, the holder shall not be entitled to convert a number of shares that would exceed 4.99% of the outstanding shares of the Company’s common stock. Based on the initial valuation the Company has recorded a debt discount of $49,532, $15,994 of which was amortized in the fiscal year ended September 30, 2012 with the remaining $33,538 amortized the fiscal year ended September 30, 2013. During the fiscal year ending September 30, 2013, $13,950 of the $100,000 debenture was converted into 2,052,795 shares of common stock. This conversion was converted within the terms of the agreement. On March 30, 2015, $4,000 of accrued interest was converted into 4,000,000 shares of common stock. As of March 31, 2015 $86,050 of the principal face value of the Debenture remains outstanding. In addition, as a consequence of the triggering of the default provision of the debenture the interest on the debenture has been instated at a rate of 18% effective as of the date of issuance, a $1,000 per business day penalty was being imposed for failure to execute a conversion in a timely manner, and an additional accrual of $112,509 was accounted for as a result of a provision requiring additional funds due in the event that a “default payment” is made by the Company. |
Convertible_Notes_Payable
Convertible Notes Payable | 6 Months Ended | |||||
Mar. 31, 2015 | ||||||
Convertible Notes Payable | ||||||
Convertible Notes Payable | NOTE 4: CONVERTIBLE NOTES PAYABLE | |||||
On January 29, 2014, the Company issued a Convertible Promissory Note to Asher Enterprises, Inc. in the amount of $37,500. The note bears interest at a rate of 8% per annum, is unsecured and matured on October 31, 2014. The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount to the average of the lowest three trading prices in the 10-day trading price prior to the conversion date. As a result of the conversion feature the Company has recorded a debt discount of $21,326, all of which has been amortized to interest expense. The discount was determined by calculating the intrinsic value of the loan based on the stock price on the date of the loan of $0.0065 and the conversion price of $0.0039. The intrinsic value was $21,326. As of September 30, 2014, $24,000 of principal was converted into 5,804,196 shares of common stock. On October 29, 2014, $5,915 of principal was converted into 4,550,000 shares of common stock and the remaining $9,374 of principal and interest was repaid. Due to the conversion within the terms of the agreement, no gain or loss was recognized. | ||||||
On March 11, 2014, the Company issued a Convertible Promissory Note to Asher Enterprises, Inc. in the amount of $42,500. The note originally bears interest at a rate of 8% per annum but was increased to 22% on the maturity date. It is unsecured and matured on December 17, 2014. The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount to the average of the lowest three trading prices in the 10-day trading price prior to the conversion date. As a result of the conversion feature the Company has recorded a debt discount of $42,500, all of which has been amortized to interest expense. The discount was determined by calculating the intrinsic value of the loan based on the stock price on the date of the loan of $0.0123 and the conversion price of $0.0030. The intrinsic value was $130,826; however the discount is limited to the amount of the loan. On November 11, 2014, $5,915 of principal was converted into 4,550,000 shares of common stock. On March 31, 2015, the fair value of the derivative was calculated using a multi-nominal lattice model. As of March 31, 2015, there is $36,585 of principal and $4,957 of accrued interest on this note. This note is currently past due. | ||||||
On April 28, 2014, the Company issued a Convertible Promissory Note to KBM Worldwide, Inc. in the amount of $37,500. The note bears interest at a rate of 8% per annum but was increased to 22% on the maturity date, is unsecured and matured on January 30, 2015. The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount to the average of the lowest three trading prices in the 10-day trading price prior to the conversion date. As a result of the conversion feature the Company has recorded a debt discount of $37,500, all of which has been amortized to interest expense. The discount was determined by calculating the intrinsic value of the loan based on the stock price on the date of the loan of $0.015 and the conversion price of $0.00406. The intrinsic value was $101,047; however the discount is limited to the amount of the loan. On March 31, 2015, the fair value of the derivative was calculated using a multi-nominal lattice model. As of March 31, 2015, there is $3,493 of accrued interest on this note. This note is currently past due. | ||||||
On June 25, 2014, the Company issued a Convertible Promissory Note to LG Capital Funding, LLC, in the amount of $47,500. The note bears interest at a rate of 8% per annum, is unsecured and matures on June 25, 2015. The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount of the lowest trading price in the 20-day trading price prior to the conversion date. As a result of the conversion feature the Company has recorded a debt discount of $47,500, $36,699 of which has been amortized to interest expense. The discount was determined by calculating the intrinsic value of the loan based on the stock price on the date of the loan of $0.011 and the conversion price of $0.0035. The intrinsic value was $102,644; however the discount is limited to the amount of the loan. On March 31, 2015, the fair value of the derivative was calculated using a multi-nominal lattice model. As of March 31, 2015, there is $2,925 of accrued interest on this note. | ||||||
On July 17, 2014, the Company issued a Convertible Promissory Note to KBM Worldwide, Inc. in the amount of $37,500. The note bears interest at a rate of 8% per annum, is unsecured and matures on April 21, 2015. The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount to the average of the lowest three trading prices in the 10-day trading price prior to the conversion date. As a result of the conversion feature the Company has recorded a debt discount of $37,500, $22,662 of which has been amortized to interest expense. The discount was determined by calculating the intrinsic value of the loan based on the stock price on the date of the loan of $0.0114 and the conversion price of $0.00518. The intrinsic value was $45,008; however the discount is limited to the amount of the loan. On March 31, 2015, the fair value of the derivative was calculated using a multi-nominal lattice model. As of March 31, 2015, there is $2,112 of accrued interest on this note. | ||||||
A summary of the activity of the derivative liability is shown below: | ||||||
Balance at September 30, 2014 | $ | 183,648 | ||||
Decrease in derivative due to extinguishment of debt | -7,560 | |||||
Decrease in derivative due to conversion of debt | -16,502 | |||||
Increase to derivative due to new issuances | 135,533 | |||||
Derivative gain due to mark to market adjustment | -112,745 | |||||
Balance at March 31, 2015 | $ | 182,374 |
Common_Stock_Transactions
Common Stock Transactions | 6 Months Ended |
Mar. 31, 2015 | |
Equity [Abstract] | |
Common Stock Transactions | NOTE 5: COMMON STOCK TRANSACTIONS |
On October 29, 2014, the Company issued 4,550,000 shares of common stock to Asher Enterprises, Inc. in conversion of $5,915 of principal due to them. Due to the conversion within the terms of the agreement, no gain or loss was recognized. | |
On November 11, 2014, the Company issued 4,550,000 shares of common stock to Asher Enterprises, Inc. for conversion of $5,915 of principal due to them. Due to the conversion within the terms of the agreement, no gain or loss was recognized. | |
On November 12, 2014, the Company issued 7,000,000 shares of common stock to a service provider in conversion of $35,000 of accounts payable for services rendered in a prior period. The shares were valued based on the closing price of the common stock on the date of grant. | |
On November 25, 2014, the Company sold 3,000,000 shares of common stock for total proceeds of $3,000. | |
Effective February 11, 2015, the Company restated its Articles of Incorporation in which it changed the par value of the Company’s common stock from $0.0001 to $0.00001 and increased the authorized shares of common stock to 2,000,000,000. The value of the common stock and additional paid in capital accounts have been retroactively adjusted for the change in par value. | |
On March 2, 2015, the Company issued 1,000,000 shares of common stock to Rachel Boulds, CFO for services. The shares were valued based on the closing price of the common stock on the date of grant for a total non-cash expense of $2,000. | |
On March 2, 2015, the Company issued 1,500,000,000 shares of common stock to Jeff Ritchie, Interim CEO for conversion of $15,000 of accrued salary. The shares were valued based on the closing price of the common stock on the date of grant which resulted in a loss on conversion of $2,985,000. | |
On March 2, 2015, the Company issued 62,500,000 shares of common stock to DTS Partners, LLC, for conversion of $2,500 of principal due to them. The shares were valued based on the closing price of the common stock on the date of grant which resulted in a loss on conversion of $122,500. | |
On March 30, 2015, the Company issued 4,000,000 shares of common stock to Neil Linder, for conversion of $4,000 of accrued interest due to him. Due to the conversion within the terms of the agreement, no gain or loss was recognized. | |
Preferred_Stock
Preferred Stock | 6 Months Ended |
Mar. 31, 2015 | |
Related Party Transactions [Abstract] | |
Preferred Stock | NOTE 6: PREFERRED STOCK |
The Company is authorized to issue 15,000,010 preferred shares with a par value of $0.0001 per share. | |
On June 17, 2013, the Board of Directors designated a series of preferred stock titled Series A Preferred Stock consisting of 5,000,000 shares. There is currently no market for the shares of Series A Preferred Stock and they cannot be converted into shares of common stock of the Company. The Company received no cash proceeds from the issuance of the shares. The shares have super voting rights of 100 common shares for every one share of Series A. The Preferred Series A do not contain any rights to dividends; have no liquidation preference; are not to be amended without the holders approval. The company had a valuation completed and as a result expensed the value of the Preferred A during the quarter at a value of $79,000. | |
On December 1, 2014, the Company issued 5,000,000 shares of Series A Preferred stock to Jeff Ritchie, COO for services rendered. |
Going_Concern
Going Concern | 6 Months Ended |
Mar. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | NOTE 7: GOING CONCERN |
The accompanying unaudited financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate continuation of the Company as a going concern. The Company has generated minimal revenue and has an accumulated deficit of $10,376,832 and has funded its operations primarily through the issuance short term debt and equity. This matter raises substantial doubt about the Company's ability to continue as a going concern. | |
These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. Accordingly, the Company’s ability to accomplish its business strategy and to ultimately achieve profitable operations is dependent upon its ability to obtain additional debt or equity financing. Management plans to take the following steps that it believes will be sufficient to provide the Company with the ability to continue in existence. | |
Management intends to raise financing through private equity financing or other means and interests that it deems necessary. There can be no assurance that the Company will be successful in its endeavor. |
Subsequent_Events
Subsequent Events | 6 Months Ended |
Mar. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 8: SUBSEQUENT EVENTS |
The Company has performed an evaluation of subsequent events in accordance with ASC Topic 855. The Company is not aware of any subsequent events which would require recognition or disclosure in the financial statements other then the following. | |
On April 17, 2015, the Company issued 3,060,000 shares of common stock to LG Capital Funding LLC, Inc. in conversion of $1,597 of principal and interest due to them. | |
On May 13, 2015, the Company issued 62,500,000 shares of common stock to DTS Partners, LLC, for conversion of $2,500 of principal due to them. |
Significant_Accounting_Policie1
Significant Accounting Policies (Policies) | 6 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Accounting Policies [Abstract] | |||||||||||||
Basis of Presentation | Basis of Presentation | ||||||||||||
The Company’s unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. These financial statements should be read in conjunction with the audited financial statements and footnotes for the year ended September 30, 2014 included on the Company’s Form 10-K. The results of the six months ended March 31, 2015 are not necessarily indicative of the results to be expected for the full year ending September 30, 2015. | |||||||||||||
Management further acknowledges that it is solely responsible for adopting sound accounting practices, establishing and maintaining a system of internal accounting control and preventing and detecting fraud. The Company's system of internal accounting control is designed to assure, among other items, that 1) recorded transactions are valid; 2) valid transactions are recorded; and 3) transactions are recorded in the proper period in a timely manner to produce financial statements which present fairly the financial condition, results of operations and cash flows of the Company for the respective periods being presented. | |||||||||||||
Cash and Cash Equivalents | Cash and Cash Equivalents | ||||||||||||
For purposes of the statement of cash flows, the Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. There were no cash equivalents as of March 31, 2015 and September 30, 2014. | |||||||||||||
Restricted Cash | Restricted Cash | ||||||||||||
The Company presents cash balances that are for a specific purpose and therefore not available for immediate and general use by the Company, separately on the balance sheet as restricted cash. As of September 30, 2014, the Company had set aside $68,125 to be used in its IFLM Realty Prime Opportunity Fund. Subsequent to September 30, 2014, the funds have been used for other business purposes. | |||||||||||||
Stock Based Compensation | Stock Based Compensation | ||||||||||||
We account for equity instruments issued in exchange for the receipt of goods or services from non-employees. Costs are measured at the fair market value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. The value of equity instruments issued for consideration other than employee services is determined on the earlier of the date on which there first exists a firm commitment for performance by the provider of goods or services or on the date performance is complete. The Company recognizes the fair value of the equity instruments issued that result in an asset or expense being recorded by the Company, in the same period(s) and in the same manner, as if the Company has paid cash for the goods or services. | |||||||||||||
The Company accounts for equity based transactions with non-employees under the provisions of ASC Topic No. 505-50, “Equity-Based Payments to Non-Employees” (“Topic No. 505-50”). Topic No. 505-50 establishes that equity-based payment transactions with non-employees shall be measured at the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. The fair value of common stock issued for payments to non-employees is measured at the market price on the date of grant. The fair value of equity instruments, other than common stock, is estimated using the Black-Scholes option valuation model. In general, the Company recognizes an asset or expense in the same manner as if it was to pay cash for the goods or services instead of paying with or using the equity instrument. | |||||||||||||
The Company accounts for employee stock-based compensation in accordance with the guidance of FASB ASC Topic 718, Compensation - Stock Compensation which requires all share-based payments to employees, including grants of employee stock options, to be recognized in the financial statements based on their fair values. The fair value of the equity instrument is charged directly to compensation expense and credited to additional paid-in capital over the period during which services are rendered. There has been no stock-based compensation issued to employees. | |||||||||||||
Use of Estimates | Use of Estimates | ||||||||||||
The presentation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. | |||||||||||||
Fair Value of Financial Instruments | Fair Value of Financial Instruments | ||||||||||||
The carrying amount of cash, notes receivable, accounts payable, accrued liabilities and notes payable, as applicable, approximates fair value due to the short-term nature of these items. The fair value of the related party notes payable cannot be determined because of the Company's affiliation with the parties with whom the agreements exist. The use of different assumptions or methodologies may have a material effect on the estimates of fair values. | |||||||||||||
ASC Topic 820, “Fair Value Measurements and Disclosures,” requires disclosure of the fair value of financial instruments held by the Company. ASC Topic 825, “Financial Instruments,” defines fair value, and establishes a three-level valuation hierarchy for disclosures of fair value measurement that enhances disclosure requirements for fair value measures. The carrying amounts reported in the balance sheets for receivables and current liabilities each qualify as financial instruments and are a reasonable estimate of their fair values because of the short period of time between the origination of such instruments and their expected realization and their current market rate of interest. The three levels of valuation hierarchy are defined as follows: | |||||||||||||
· Level 1: Observable inputs such as quoted prices in active markets; | |||||||||||||
· Level 2: Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and | |||||||||||||
· Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. | |||||||||||||
The following table presents assets and liabilities that are measured and recognized at fair value as of March 31, 2015 and September 30, 2014 on a recurring basis: | |||||||||||||
31-Mar-15 | |||||||||||||
Description | Level 1 | Level 2 | Level 3 | Total Gains and (Losses) | |||||||||
Derivative | - | - | -182,374 | -22,788 | |||||||||
Total | $ | - | $ | - | $ | -182,374 | $ | -22,788 | |||||
30-Sep-14 | |||||||||||||
Description | Level 1 | Level 2 | Level 3 | Total Gains and (Losses) | |||||||||
Derivative | - | - | -183,648 | 96,085 | |||||||||
Total | $ | - | $ | - | $ | -183,648 | $ | 96,085 | |||||
Income Taxes | Income Taxes | ||||||||||||
Accounting Standards Codification Topic No. 740 “Income Taxes” (ASC 740) requires the asset and liability method of accounting be used for income taxes. Under the asset and liability method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. | |||||||||||||
In June 2006, the FASB interpreted its standard for accounting for uncertainty in income taxes, an interpretation of accounting for income taxes. This interpretation clarifies the accounting for uncertainty in income taxes recognized in an entity’s financial statements in accordance the minimum recognition threshold and measurement attributable to a tax position taken on a tax return is required to be met before being recognized in the financial statements. The FASB’s interpretation had no material impact on the Company’s financial statements for the quarter ended March 31, 2015. | |||||||||||||
Derivative Liabilities | Derivative Liabilities | ||||||||||||
The Company records the fair value of its derivative financial instruments in accordance with ASC815, Derivatives and Hedging. The fair value of the derivatives was calculated using a multi-nominal lattice model performed by an independent qualified business valuator. The fair value of the derivative liability is revalued on each balance sheet date with corresponding gains and losses recorded in the consolidated statement of operations | |||||||||||||
Derivative financial instruments should be recorded as liabilities in the balance sheet and measured at fair value. For purposes of the Company’s financial statements fair value was used as the basis for formulating an analysis which has been defined by the Financial Accounting Standards Board (“FASB”) as “the amount for which an asset (or liability) could be exchanged in a current transaction between knowledgeable, unrelated willing parties when neither party is acting under compulsion”. The FASB has provided guidance that its definition of fair value is consistent with the definition of fair market value in IRS Rev. Rule 59-60. In determining the fair value of the derivatives it was assumed that the Company’s business would be conducted as a going concern. These derivative liabilities will need to be marked-to-market each quarter with the change in fair value recorded in the income statement. | |||||||||||||
Earnings (Loss) Per Share | Earnings (Loss) Per Share | ||||||||||||
Basic earnings (loss) per share are computed by dividing the net income (loss) by the weighted-average number of shares of common stock and common stock equivalents (primarily outstanding options and warrants). Common stock equivalents represent the dilutive effect of the assumed exercise of the outstanding stock options and warrants, using the treasury stock method. The calculation of fully diluted earnings (loss) per share assumes the dilutive effect of the exercise of outstanding options and warrants at either the beginning of the respective period presented or the date of issuance, whichever is later. The Company has no outstanding options or warrants. Potentially dilutive shares were excluded from the computation as of March 31, 2015 as they would have been anti-dilutive. | |||||||||||||
Recent Accounting Pronouncements | Recent Accounting Pronouncements | ||||||||||||
In August 2014, the FASB issued Accounting Standards Update “ASU” 2014-15 on “Presentation of Financial Statements Going Concern (Subtopic 205-40) – Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern”. Currently, there is no guidance in U.S. GAAP about management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern or to provide related footnote disclosures. The amendments in this Update provide that guidance. In doing so, the amendments are intended to reduce diversity in the timing and content of footnote disclosures. The amendments require management to assess an entity’s ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. Specifically, the amendments (1) provide a definition of the term substantial doubt, (2) require an evaluation every reporting period including interim periods, (3) provide principles for considering the mitigating effect of management’s plans, (4) require certain disclosures when substantial doubt is alleviated as a result of consideration of management’s plans, (5) require an express statement and other disclosures when substantial doubt is not alleviated, and (6) require an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). The amendments in this Update are effective for public and nonpublic entities for annual periods ending after December 15, 2016. Early adoption is permitted. | |||||||||||||
In June 2014, the Financial Accounting Standards Board issued Accounting Standards Update 2014-10, “Development Stage Entities”. The amendments in this update remove the definition of a development stage entity from the Master Glossary of the ASC thereby removing the financial reporting distinction between development stage entities and other reporting entities from U.S. GAAP. In addition, the amendments eliminate the requirements for development stage entities to (1) present inception-to-date information in the statements of income, cash flows, and shareholder equity, (2) label the financial statements as those of a development stage entity, (3) disclose a description of the development stage activities in which the entity is engaged, and (4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage. The amendments in this update are applied retrospectively. The early adoption of ASU 2014-10 is permitted which removed the development stage entity financial reporting requirements from the Company. | |||||||||||||
The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued, that might have a material impact on its financial position or results of operations. |
Significant_Accounting_Policie2
Significant Accounting Policies (Tables) | 6 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Significant Accounting Policies Tables | |||||||||||||
Schedule of Fair Value of Derivative Assets and Liabilities | The following table presents assets and liabilities that are measured and recognized at fair value as of March 31, 2015 and September 30, 2014 on a recurring basis: | ||||||||||||
31-Mar-15 | |||||||||||||
Description | Level 1 | Level 2 | Level 3 | Total Gains and (Losses) | |||||||||
Derivative | - | - | -182,374 | -22,788 | |||||||||
Total | $ | - | $ | - | $ | -182,374 | $ | -22,788 | |||||
30-Sep-14 | |||||||||||||
Description | Level 1 | Level 2 | Level 3 | Total Gains and (Losses) | |||||||||
Derivative | - | - | -183,648 | 96,085 | |||||||||
Total | $ | - | $ | - | $ | -183,648 | $ | 96,085 |
Convertible_Notes_Payable_Tabl
Convertible Notes Payable (Tables) | 6 Months Ended | |||||
Mar. 31, 2015 | ||||||
Convertible Notes Payable Tables | ||||||
Schedule of Activity of Derivative Liability | A summary of the activity of the derivative liability is shown below: | |||||
Balance at September 30, 2014 | $ | 183,648 | ||||
Decrease in derivative due to extinguishment of debt | -7,560 | |||||
Decrease in derivative due to conversion of debt | -16,502 | |||||
Increase to derivative due to new issuances | 135,533 | |||||
Derivative gain due to mark to market adjustment | -112,745 | |||||
Balance at March 31, 2015 | $ | 182,374 |
Significant_Accounting_Policie3
Significant Accounting Policies (Details) (USD $) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 | Sep. 30, 2014 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Gain / (loss) on derivative liability | $21,841 | $163,525 | ($22,788) | $179,931 | $96,085 |
Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative | |||||
Total | |||||
Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative | |||||
Total | |||||
Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative | 182,374 | 182,374 | 183,648 | ||
Total | ($182,374) | ($182,374) | ($183,648) |
Convertible_Notes_Payable_Deta
Convertible Notes Payable (Details) (Derivative Liability, USD $) | 3 Months Ended |
Dec. 31, 2014 | |
Derivative Liability | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Balance at September 30, 2014 | $183,648 |
Decrease in derivative due to extinguishment of debt | 7,560 |
Decrease in derivative due to conversion of debt | 16,502 |
Increase to derivative due to new issuances | 135,533 |
Derivative gain due to mark to market adjustment | -112,745 |
Balance at March 31, 2015 | $182,374 |
Significant_Accounting_Policie4
Significant Accounting Policies (Narrative) (Details) (USD $) | 12 Months Ended | |
Sep. 30, 2014 | Mar. 31, 2015 | |
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash | $68,125 | |
Restricted Cash - IFLM Realty Prime Opportunity Fund | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash description | As of September 30, 2014, the Company had set aside $68,125 to be used in its IFLM Realty Prime Opportunity Fund. Subsequent to September 30, 2014, the funds have been used for other business purposes. | |
Restricted cash | $68,125 |
Convertible_Debentures_Narrati
Convertible Debentures (Narrative) (Details) (USD $) | 3 Months Ended | 6 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | |||||
Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 | Nov. 12, 2014 | Apr. 09, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Mar. 30, 2015 | Sep. 30, 2014 | |
Debt Instrument [Line Items] | ||||||||||
Unamortized debt discount | $13,498 | $13,498 | $92,354 | |||||||
Amortization of debt discount | 27,640 | 78,856 | ||||||||
Common Stock | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stock issued in conversion of notes payable, value | 35,000 | |||||||||
Stock issued in conversion of notes payable, shares | 7,000,000 | |||||||||
Neil Linder - Convertible Debentures Issued On April 9, 2012 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument face amount | 100,000 | |||||||||
Debt issuance date | 9-Apr-12 | |||||||||
Interest rate of debt instrument | 12.00% | |||||||||
Convertible debenture maturity date | 9-Apr-13 | |||||||||
Conversion terms of convertible debenture | Mr. Linder has the right to convert all or a portion of the principal into shares of common stock at a conversion price equal to the lesser of fifty percent (50%) of the average of the closing bid price of common stock during the five trading days immediately preceding the conversion date, or fifty percent (50%) of the closing bid price of the Common Stock on the date of issuance as quoted by Bloomberg, LP. Pursuant to the terms of this debenture, the holder shall not be entitled to convert a number of shares that would exceed 4.99% of the outstanding shares of the Company’s common stock. | |||||||||
Unamortized debt discount | 49,532 | |||||||||
Amortization of debt discount | 33,538 | 15,994 | ||||||||
Principal portion of outstanding convertible debenture | 86,050 | 86,050 | ||||||||
Debt default terms | In addition, as a consequence of the triggering of the default provision of the debenture the interest on the debenture has been instated at a rate of 18% effective as of the date of issuance, a $1,000 per business day penalty was being imposed for failure to execute a conversion in a timely manner, and an additional accrual of $112,509 was accounted for as a result of a provision requiring additional funds due in the event that a “default payment” is made by the Company. | |||||||||
Neil Linder - Convertible Debentures Issued On April 9, 2012 | Common Stock | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stock issued in conversion of notes payable, value | $13,950 | $4,000 | ||||||||
Stock issued in conversion of notes payable, shares | 2,052,795 | 4,000,000 |
Convertible_Notes_Payable_Narr
Convertible Notes Payable (Narrative) (Details) (USD $) | 3 Months Ended | 6 Months Ended | 0 Months Ended | ||||||||||||
Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 11, 2014 | Apr. 28, 2014 | Jun. 25, 2014 | Jul. 17, 2014 | Nov. 12, 2014 | Oct. 29, 2014 | Jan. 29, 2014 | Sep. 30, 2014 | Nov. 11, 2014 | Jan. 30, 2015 | Dec. 17, 2014 | |
Debt Instrument [Line Items] | |||||||||||||||
Unamortized debt discount | $13,498 | $13,498 | $92,354 | ||||||||||||
Amortization of debt discount | 27,640 | 78,856 | |||||||||||||
Repayments of convertible notes payable | 7,585 | ||||||||||||||
Asher Enterprises Inc - Convertible Promissory Note Issued on March 11, 2014 | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt maturity date | 17-Dec-14 | ||||||||||||||
Debt conversion terms | The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount to the average of the lowest three trading prices in the 10-day trading price prior to the conversion date. | ||||||||||||||
Amortization of debt discount | 42,500 | ||||||||||||||
KBM Worldwide, Inc - Convertible Promissory Note Issued on April 28, 2014 | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt instrument face amount | 37,500 | ||||||||||||||
Interest rate of debt instrument | 8.00% | 22.00% | |||||||||||||
Debt maturity date | 30-Jan-15 | ||||||||||||||
Debt conversion terms | The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount to the average of the lowest three trading prices in the 10-day trading price prior to the conversion date. | ||||||||||||||
Unamortized debt discount | 37,500 | ||||||||||||||
Amortization of debt discount | 33,713 | ||||||||||||||
Interest accrued | 3,493 | 3,493 | |||||||||||||
Stock price | $0.02 | ||||||||||||||
Conversion price | $0.00 | ||||||||||||||
Intrinsic value | 101,047 | ||||||||||||||
LG Capital Funding, LLC - Convertible Promissory Note Issued on June 25, 2014 | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt instrument face amount | 47,500 | ||||||||||||||
Interest rate of debt instrument | 8.00% | ||||||||||||||
Debt maturity date | 25-Jun-15 | ||||||||||||||
Debt conversion terms | The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount of the lowest trading price in the 20-day trading price prior to the conversion date. | ||||||||||||||
Unamortized debt discount | 47,500 | ||||||||||||||
Amortization of debt discount | 36,699 | ||||||||||||||
Interest accrued | 2,925 | 2,925 | |||||||||||||
Stock price | $0.01 | ||||||||||||||
Conversion price | $0.00 | ||||||||||||||
Intrinsic value | 102,644 | ||||||||||||||
KBM Worldwide, Inc - Convertible Promissory Note Issued on July 17, 2014 | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt instrument face amount | 37,500 | ||||||||||||||
Interest rate of debt instrument | 8.00% | ||||||||||||||
Debt maturity date | 21-Apr-15 | ||||||||||||||
Debt conversion terms | The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount to the average of the lowest three trading prices in the 10-day trading price prior to the conversion date. | ||||||||||||||
Unamortized debt discount | 37,500 | ||||||||||||||
Amortization of debt discount | 22,662 | ||||||||||||||
Interest accrued | 2,112 | 2,112 | |||||||||||||
Stock price | $0.01 | ||||||||||||||
Conversion price | $0.01 | ||||||||||||||
Intrinsic value | 45,008 | ||||||||||||||
Common Stock | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Stock issued in conversion of debt, value | 35,000 | ||||||||||||||
Stock issued in conversion of debt, shares | 7,000,000 | ||||||||||||||
Asher Enterprises Inc - Convertible Promissory Note Issued on January 29, 2014 | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt instrument face amount | 37,500 | ||||||||||||||
Interest rate of debt instrument | 8.00% | ||||||||||||||
Debt maturity date | 31-Oct-14 | ||||||||||||||
Debt conversion terms | The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount to the average of the lowest three trading prices in the 10-day trading price prior to the conversion date. | ||||||||||||||
Amortization of debt discount | 21,326 | ||||||||||||||
Stock price | $0.01 | ||||||||||||||
Conversion price | $0.00 | ||||||||||||||
Intrinsic value | 21,326 | ||||||||||||||
Repayments of convertible notes payable | 9,374 | ||||||||||||||
Asher Enterprises Inc - Convertible Promissory Note Issued on January 29, 2014 | Common Stock | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Stock issued in conversion of debt, value | 5,915 | 24,000 | |||||||||||||
Stock issued in conversion of debt, shares | 4,550,000 | 5,804,196 | |||||||||||||
Asher Enterprises Inc - Convertible Promissory Note Issued on March 11, 2014 | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt instrument face amount | 42,500 | ||||||||||||||
Interest rate of debt instrument | 8.00% | 22.00% | |||||||||||||
Interest accrued | 4,957 | 4,957 | |||||||||||||
Stock price | $0.01 | ||||||||||||||
Conversion price | $0.00 | ||||||||||||||
Intrinsic value | 130,826 | ||||||||||||||
Principle portion of convertible notes payable outstanding | 36,585 | 36,585 | |||||||||||||
Asher Enterprises Inc - Convertible Promissory Note Issued on March 11, 2014 | Common Stock | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Stock issued in conversion of debt, value | $5,915 | ||||||||||||||
Stock issued in conversion of debt, shares | 4,550,000 |
Common_Stock_Transactions_Narr
Common Stock Transactions (Narrative) (Details) (USD $) | 3 Months Ended | 6 Months Ended | 0 Months Ended | ||||||
Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 | Nov. 25, 2014 | Nov. 12, 2014 | Mar. 02, 2015 | Sep. 30, 2014 | Feb. 11, 2015 | |
Proceeds from sale of common stock | $3,000 | $24,000 | |||||||
Changes in common stock par value per share | $0.00 | $0.00 | $0.00 | ||||||
Changes in common stock authorized share capital | 2,000,000,000 | 2,000,000,000 | 2,000,000,000 | ||||||
Loss on conversion of debt | 1,360,227 | 1,360,227 | |||||||
Common Stock | |||||||||
Stock issued in conversion of debt, shares | 7,000,000 | ||||||||
Stock issued in conversion of debt, value | 35,000 | ||||||||
Stock issued for cash, shares | 3,000,000 | ||||||||
Proceeds from sale of common stock | 3,000 | ||||||||
Common stock par value per share, before it was restated | $0.00 | ||||||||
Changes in common stock par value per share | $0.00 | ||||||||
Changes in common stock authorized share capital | 2,000,000,000 | ||||||||
Common Stock | DTS Partners, LLC - Convertible Promissory Note Issued On March 2, 2015 | |||||||||
Stock issued in conversion of debt, shares | 62,500,000 | ||||||||
Stock issued in conversion of debt, value | 2,500 | ||||||||
Loss on conversion of debt | 122,500 | ||||||||
Common Stock | Rachel Boulds, CFO | |||||||||
Stock issued for services, shares | 1,000,000 | ||||||||
Stock issued for services, value | 2,000 | ||||||||
Common Stock | Jeff Ritchie, Interim CEO | |||||||||
Stock issued in conversion of debt, shares | 1,500,000,000 | ||||||||
Stock issued in conversion of debt, value | 15,000 | ||||||||
Loss on conversion of debt | $2,985,000 |
Preferred_Stock_Narrative_Deta
Preferred Stock (Narrative) (Details) (USD $) | 6 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Jun. 17, 2013 | Dec. 31, 2014 | Dec. 01, 2014 | Sep. 30, 2014 | |
Preferred Stock, shares authorized | 10,000,000 | 10,000,000 | ||||
Preferred Stock, par or stated value | $0.00 | $0.00 | ||||
Preferred stock for compensation | $79,000 | $49,300 | ||||
Preferred Stock | ||||||
Preferred Stock, shares authorized | 15,000,010 | |||||
Preferred Stock, par or stated value | $0.00 | |||||
Series A Preferred Stock | ||||||
Preferred Stock, shares authorized | 5,000,000 | |||||
Preferred stock voting rights | The shares have super voting rights of 100 common shares for every one share of Series A. | |||||
Preferred stock preferential terms | The Preferred Series A do not contain any rights to dividends; have no liquidation preference; are not to be amended without the holders approval. | |||||
Preferred stock for compensation | $79,000 | |||||
Series A Preferred Stock | Jeff Ritchie - Chief Operating Officer | ||||||
Stock issued for service rendered, shares | 5,000,000 |
Subsequent_Events_Narrative_De
Subsequent Events (Narrative) (Details) (Common Stock, USD $) | 0 Months Ended | |||
Nov. 12, 2014 | Mar. 02, 2015 | Apr. 17, 2015 | 13-May-15 | |
Subsequent Event [Line Items] | ||||
Stock issued in conversion of debt, shares | 7,000,000 | |||
Stock issued in conversion of debt, value | $35,000 | |||
DTS Partners, LLC - Convertible Promissory Note Issued On March 2, 2015 | ||||
Subsequent Event [Line Items] | ||||
Stock issued in conversion of debt, shares | 62,500,000 | |||
Stock issued in conversion of debt, value | 2,500 | |||
Subsequent Event | LG Capital Funding, LLC - Convertible Promissory Note Issued on June 25, 2014 | ||||
Subsequent Event [Line Items] | ||||
Stock issued in conversion of debt, shares | 3,060,000 | |||
Stock issued in conversion of debt, value | 1,597 | |||
Subsequent Event | DTS Partners, LLC - Convertible Promissory Note Issued On March 2, 2015 | ||||
Subsequent Event [Line Items] | ||||
Stock issued in conversion of debt, shares | 62,500,000 | |||
Stock issued in conversion of debt, value | $2,500 |