NOTE 7 - CONVERTIBLE NOTES PAYABLE | On October 29, 2013, the Company issued a convertible promissory note to Cresthill Associates (“Cresthill”) in the principal amount of $25,000 with an interest rate of 8% (12% default rate in effect) per annum due on October 29, 2014, in payment of a $25,000 fee for work performed to complete the acquisition of the assets of Carmela's Pizzeria. This note is convertible by the holder at any time at 45% of the lowest trading price in the ninety trading days before the conversion beginning six months from the issue date. During the year ended December 31, 2014, $12,500 of this note was sold to Beaufort Capital Partners, LLC (“Beaufort”). As of March 31, 2017, and December 31, 2016, the remaining balance of the note was $12,500 payable to Beaufort. In November 2013, the Company issued a convertible promissory note to Asher Enterprises, Inc. (“Asher”) in the principal amount of $22,500 with an interest rate of 8% (12% default rate in effect) per annum due on August 27, 2014. The note is convertible by the holder after 180 days at 45% of the lowest trading price in the thirty trading days before the conversion. In 2014, $13,500 was converted and $9,000 of the note was sold to CareBourn Capital LP (“Carebourn”). As of March 31, 2017, and December 31, 2016, the remaining balance of the note was $9,000 payable to CareBourn. On December 9, 2013, the Company issued a convertible promissory note to Carebourn in the principal amount of $5,000 with an interest rate of 8% (12% default rate in effect) per annum due on June 9, 2014. This note is convertible by the holder at any time at 50% of the average of the three lowest trading prices in the ten trading days before the conversion. During the year ended December 31, 2014, CareBourn sold the note to Booski Consulting LLC, a Minnesota limited liability company (“Booski MN”). On April 5, 2015 Booski MN sold the note to Booski Consulting LLC, a Florida limited liability company (“Booski FL”). As of March 31, 2017, and December 31, 2016, the remaining balance of the note was $1,023. In January 2014, the Company issued a total of $10,000 in convertible promissory notes to Carebourn with an interest rate of 8% (12% default rate in effect) per annum due in July 2014. These notes are convertible by the holder at any time at 45% of the average of the three lowest trading prices in the ten trading days before the conversion. During the year ended December 31, 2015, Carebourn sold the remaining principal of the note to Booski MN. On April 5, 2015 Booski MN sold the note to Booski FL. During the three months ended March 31, 2017, $2,142 of principal was converted into 47,603,583 shares of common stock at a conversion price of $0.00004. As of March 31, 2017, and December 31, 2016, the remaining balance of the note was $3,202 and $5,344, respectively. On April 7, 2014, the Company issued a convertible promissory note to Adar Bays LLC (“Adar Bays”) in the principal amount of $37,000 with an interest rate of 8% (16% default rate in effect) per annum due on April 1, 2015. The note is convertible by the holder at 50% of the lowest closing bid price in the ten trading days before the conversion. As of March 31, 2017, and December 31, 2016, the remaining principal balance of the note was $15,842. On April 17, 2014, the Company issued a convertible promissory note to Beaufort in the principal amount of $25,000 with an interest rate of 10% (15% default rate in effect) per annum due on October 17, 2014. The note is convertible by the holder at 40% of the lowest closing bid price in the twenty trading days before the conversion. As of March 31, 2017, and December 31, 2016, the remaining balance of the note was $14,655. On July 15, 2014, the Company issued a convertible promissory note to Gregory Galanis for services rendered in the principal amount of $13,500 with an interest rate of 8% (12% default rate in effect) per annum due on April 15, 2015., The note is convertible by the holder at 45% of the lowest closing bid price in the ninety trading days before the conversion. As of March 31, 2017, and December 31, 2016, the remaining balance of the note was $13,500. On September 1, 2014, the Company issued a convertible promissory note to Cresthill for services rendered in the principal amount of $12,500 with an interest rate of 8% (18% default rate in effect) per annum due on July 1, 2015. The note is convertible by the holder at 45% of the lowest closing bid price in the thirty trading days before the conversion. During the year ended December 31, 2015, the note was sold to Codes Capital. As of March 31, 2017, and December 31, 2016, the remaining balance of the note was $9,650. On October 9, 2014, the Company issued a convertible promissory note to LG Capital in the principal amount of $26,500 with an interest rate of 8% (24% default rate in effect) per annum due on October 9, 2015. The note is convertible by the holder at 50% of the lowest closing bid price in the ten trading days before the conversion. During the three months ended March 31, 2017, $10,240 of principal and $3,971 of interest were converted into 284,224,200 shares of common stock at a conversion price of $0.00005. As of March 31, 2017, and December 31, 2016, the remaining balance of the note was $9,335 and $19,575, respectively. On October 9, 2014, the Company issued a back-end convertible promissory note to LG Capital in the principal amount of $26,500 with an interest rate of 8% (24% default rate in effect) per annum due on October 9, 2015. The note was funded on April 14, 2015. The note is convertible by the holder at 50% of the lowest closing bid price in the ten trading days before the conversion. As of March 31, 2017, and December 31, 2016, the remaining balance of the note was $23,200. On November 3, 2014, the Company issued a convertible promissory note to Beaufort in the principal amount of $12,500 due on May 3, 2015, with an interest rate of 5% per annum, which accrues only in the event of a default and only from such default date until the note is paid in full. The note is convertible by the holder at 55% of the lowest closing bid price in the ninety trading days before the conversion. As of March 31, 2017, and December 31, 2016, the remaining balance of the note is $12,500. During the year ended December 31, 2014, there were three convertible notes in the aggregate of $13,100 issued to the Gulfstream 1998 Irrevocable Trust (the “Trust”) with an interest rate of 8% (18% default rate in effect) per annum. These notes are convertible at 45% of the lowest trading price in the thirty trading days before the conversion. During the year ended December 31, 2015, the notes were sold by the Trust to Codes Capital LLC (“Codes Capital”). As of March 31, 2017, and December 31, 2016 the balance of the notes sold to Codes Capital was $13,100. On February 9, 2015, the Company issued a convertible promissory note to CareBourn in the principal amount of $73,000 due on December 27, 2015, with an interest rate of 12% (22% default rate in effect) per annum. The note is convertible by the holder at 40% of the three lowest closing bid prices in the ten trading days before the conversion. During the three months ended March 31, 2017, $10,620 of principal was converted into 265,508,333 shares of common stock at a conversion price of $0.00004. As of March 31, 2017, and December 31, 2016, the remaining balance of the note was $59,376 and $69,996, respectively. On April 1, 2015, the Company issued a convertible promissory note to SoFran, LLC in the principal amount of $50,000 due on January 1, 2015, with an interest rate of 12% per annum. This note was issued as part of a consulting contract entered into with SoFran, LLC for services to be rendered in connection with the Company's plans to set up a national franchising program. The note is convertible by the holder at 40% of the three lowest closing bid prices in the ten trading days before the conversion. As of March 31, 2017, and December 31, 2016, the remaining balance of the note was $50,000. At varying times in 2015, the Company issued convertible promissory notes to Cresthill in the aggregate principal amount of $31,500 due at various times through August 2016, with an interest rate of 8% per annum (12% default rate in effect), in exchange for amounts payable to Cresthill for services rendered. The notes are convertible by the holder at 45% of the lowest last sales price in the thirty trading days before the conversion. During the three months ended March 31, 2017, Cresthill sold the notes to Carebourn. As of March 31, 2017, and December 31, 2016, the remaining balance of the notes was $31,500. On July 20, 2015, the Company issued a convertible promissory note to CareBourn in the principal amount of $15,500 due on April 20, 2016, with an interest rate of 12% (22% default rate in effect) per annum. The note is convertible by the holder after 180 days at 40% of the three lowest closing bid prices in the ninety trading days before the conversion. As of March 31, 2017, and December 31, 2016, the remaining balance of the note was $15,500. On March 4, 2016, the Company issued a convertible promissory note to CareBourn in the principal amount of $33,000 due on December 4, 2016, with an interest rate of 12% (22% default rate in effect) per annum. The note is convertible by the holder at 40% of the three lowest closing bid prices in the ninety trading days before the conversion. As of March 31, 2017, and December 31, 2016, the remaining balance of the note was $33,000. On January 3, 2017, the Company issued a Convertible Promissory Note dated December 30, 2016 (“Note”) in the principal amount of $279,565 with an interest rate of 12% (22% default rate in effect) per annum, due December 30, 2018 to CareBourn (the “Carebourn Note”). The Carebourn Note requires daily payments of principal and/or interest of $600. Any amount of principal or interest on this Note that is not paid following an event of default pursuant to the terms of the Note shall bear interest at the rate of twenty-two percent (22%) per annum until the same is paid. The Conversion Price shall be 40% multiplied by the Market Price (representing a discount rate of 60%). Market Price means the average of the lowest Trading Price for the Common Stock during the twenty (20) Trading Day period ending on the latest complete Trading Day prior to the Conversion Date. Lenders fees and costs of $44,965 were recorded for net proceeds to the Company of $234,600. The embedded conversion feature included in the note resulted in an initial debt discount of $279,565, an initial derivative expense of $638,503 and an initial derivative liability of $918,068. For the three months ended March 31, 2017, amortization of the debt discount of $34,946 was charged to interest expense. During the three months ended March 31, 2017, $34,200 of principal payments were made and the remaining balance of the note as of March 31, 2017 is $245,365. Total interest expense on these notes was $26,911 and $8,663 for the three months ended March 31, 2017 and 2016, respectively. A summary of the convertible notes payable balance as of March 31, 2017, and December 31, 2016, is as follows: March 31, 2017 December 31, 2016 Principal balance $ 572,247 $ 349,884 Unamortized discount 244,619 - Ending balance, net $ 327,628 $ 349,884 The following is a roll-forward of the Company’s convertible notes and related discounts for the three months ended March 31, 2017 and the year ended December 31, 2016: Principal Balance Debt Discounts Total Balance January 1, 2016 $ 359,733 $ (40,349 ) $ 319,384 New issuances 33,000 (61,100 ) (28,100 ) Accrued interest added to convertible notes 730 - 730 Conversions (39,212 ) - (39,212 ) Cash payments (4,367 ) - (4,367 ) Amortization - 101,449 101,449 Balance December 31, 2016 349,884 -0- 349,884 New issuances 279,565 (279,565 ) -0- Conversions (23,002 ) - (23,002 ) Cash payments (34,200 ) - (34,200 ) Amortization - 34,946 34,946 Balance at March 31, 2017 $ 572,247 $ 244,619 $ 327,628 |