Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Nov. 19, 2015 | |
Document And Entity Information | ||
Entity Registrant Name | ADVANCED MEDICAL ISOTOPE Corp | |
Entity Central Index Key | 1,449,349 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2015 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
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 | 1,996,934,122 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,015 |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Current Assets: | ||
Cash | $ 7,396 | $ 203 |
Prepaid expenses | 26,278 | 21,710 |
Inventory | 8,475 | 8,475 |
Total current assets | 42,149 | 30,388 |
Fixed assets, net of accumulated depreciation | $ 5,158 | 8,753 |
Other assets: | ||
License fees, net of amortization | 1,339 | |
Patents and intellectual property | $ 35,482 | 35,482 |
Debt issuance costs | 13,917 | |
Deposits | $ 644 | 644 |
Total other assets | 36,126 | 51,382 |
Total assets | 83,433 | 90,523 |
Current liabilities: | ||
Accounts payable and accrued expenses | 1,367,515 | 1,461,028 |
Accrued interest payable | 191,292 | 1,656,763 |
Payroll liabilities payable | $ 505,431 | $ 309,160 |
Short term loans payable | ||
Convertible notes payable, net | $ 2,360,459 | $ 600,569 |
Derivative liability | 2,717,152 | 11,502,380 |
Related party notes payable, net | $ 1,055,535 | 4,430,204 |
Current portion of capital lease obligations | 39,481 | |
Liability for lack of authorized shares | $ 659,281 | 253,106 |
Total current liabilities | 8,856,665 | $ 20,252,691 |
Stockholders' Equity (Deficit): | ||
Preferred Stock, $.001 par value, 20,000,000 shares authorized; 955,929 issued and outstanding | 956 | |
Common stock, $.001 par value; 2,000,000,000 shares authorized; 1,996,934,122 and 1,705,382,554 shares issued and outstanding, respectively | 1,996,934 | $ 1,705,382 |
Paid in capital | 37,863,011 | 32,379,681 |
Accumulated deficit | (48,634,133) | (54,247,231) |
Total stockholders' equity (deficit) | (8,773,232) | (20,162,168) |
Total liabilities and stockholders' equity (deficit) | $ 83,433 | $ 90,523 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2015 | Dec. 31, 2014 |
Stockholders' Equity (Deficit): | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, authorized | 20,000,000 | 20,000,000 |
Preferred stock, issued | 955,929 | 0 |
Preferred stock, outstanding | 955,929 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, authorized | 2,000,000,000 | 2,000,000,000 |
Common stock, issued | 1,996,934,122 | 1,705,382,554 |
Common stock, outstanding | 1,996,934,122 | 1,705,382,554 |
Condensed Statements of Operati
Condensed Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Income Statement [Abstract] | ||||
Revenues | $ 12,054 | $ 24,108 | $ 24,108 | |
Operating expenses | ||||
Cost of materials | $ 265 | $ 475 | 817 | |
Sales and marketing expenses | 1,300 | |||
Depreciation and amortization | $ 936 | $ 2,998 | $ 4,934 | 8,994 |
Professional fees | $ 73,864 | 128,597 | 245,164 | 466,581 |
Stock options granted | 58,187 | 28,500 | 174,561 | |
Payroll expenses | $ 178,654 | 190,994 | 538,466 | 576,089 |
General and administrative expenses | 52,411 | 112,281 | 160,254 | 366,868 |
Total operating expenses | 305,865 | 493,322 | 977,793 | 1,595,210 |
Operating loss | (293,811) | (493,322) | (953,685) | (1,571,102) |
Non-operating income (expense) | ||||
Interest expense | (1,819,017) | (365,566) | (2,471,367) | (1,181,063) |
Net gain (loss) on settlement of debt | 144,290 | (44,975) | 281,966 | (120,024) |
Gain (loss) on derivative liability | (562,203) | (37,076) | 8,756,184 | (313,990) |
Non-operating income (expense), net | (2,236,930) | (373,465) | 6,566,783 | (1,615,077) |
Gain (Loss) before Income Taxes | $ (2,530,741) | $ (866,787) | $ 5,613,098 | $ (3,186,179) |
Income Tax Provision | ||||
Net Gain (Loss) | $ (2,530,741) | $ (866,787) | $ 5,613,098 | $ (3,186,179) |
Gain (Loss) per common share | $ 0 | $ 0 | $ 0 | $ (0.02) |
Weighted average common shares outstanding | 1,999,861,882 | 228,882,530 | 1,832,765,404 | 164,250,895 |
Condensed Statement of Changes
Condensed Statement of Changes in Stockholders' Equity (Deficit) - 9 months ended Sep. 30, 2015 - USD ($) | Common Stock | Series A Preferred | Paid-In Capital | Accumulated Deficit | Total |
Beginning Balance, Amount at Dec. 31, 2014 | $ 1,705,382 | $ 32,379,681 | $ (54,247,231) | $ (20,162,168) | |
Beginning Balance, Shares at Dec. 31, 2014 | 1,705,382,554 | ||||
Common stock issued for: Cash and the exercise of warrants, Amount | $ 199,500 | (199,500) | |||
Common stock issued for: Cash and the exercise of warrants, Shares | 199,500,000 | ||||
Common stock issued for: Loan fees on convertible debt, Amount | $ 30,253 | 79,507 | $ 109,760 | ||
Common stock issued for: Loan fees on convertible debt, Shares | 30,252,554 | ||||
Common stock issued for: Debt converted, Amount | $ 92,052 | 171,761 | 109,813 | ||
Common stock issued for: Debt converted, Shares | 92,051,568 | ||||
Debt extinguished through issuance of preferred stock, Amount | $ 956 | 5,932,985 | 5,933,941 | ||
Debt extinguished through issuance of preferred stock | 955,929 | ||||
Classified to liability due to lack of authorizes shares, Amount | $ (3,253) | (375,923) | (406,176) | ||
Classified to liability due to lack of authorizes shares, Shares | (30,252,554) | ||||
Options and warrants issued for services | $ 28,500 | 28,500 | |||
Net gain (loss) | $ 5,613,098 | 5,613,098 | |||
Ending Balance, Amount at Sep. 30, 2015 | $ 1,996,934 | $ 956 | $ 37,863,011 | $ (48,634,133) | $ (8,773,232) |
Ending Balance, Shares at Sep. 30, 2015 | 1,996,934,122 | 955,929 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flow (Unaudited) - USD ($) | 2 Months Ended | 3 Months Ended | 9 Months Ended | 117 Months Ended | ||
Nov. 19, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | |
CASH FLOW FROM OPERATING ACTIVITIES: | ||||||
Net Gain (Loss) | $ (2,530,741) | $ (866,787) | $ 5,613,098 | $ (3,186,179) | $ (48,634,133) | |
Adjustments to reconcile net loss to net cash used by operating activities: | ||||||
Depreciation of fixed assets | 3,595 | 4,620 | ||||
Amortization of licenses and intangible assets | 1,339 | 4,374 | ||||
Amortization of convertible debt discount | 563,458 | 1,098,129 | ||||
Amortization of debt issuance costs | $ 18,917 | 46,900 | ||||
Amortization of prepaid expenses paid with stock | 96,172 | |||||
Common stock issued for services | $ 16,300 | |||||
Common stock issued for interest | $ 20,328 | |||||
Stock options and warrants issued for services | 28,500 | $ 174,561 | ||||
(Gain) loss on derivative liability | 562,203 | 37,076 | (8,756,184) | 313,990 | ||
(Gain) loss on settlement of debt | (281,966) | $ 120,024 | ||||
Penalties on notes payable | 1,488,410 | |||||
Changes in operating assets and liabilities: | ||||||
Prepaid expenses | (4,568) | $ (24,607) | ||||
Accounts payable | 48,108 | 141,095 | ||||
Payroll liabilities | 196,271 | 57,748 | ||||
Accrued interest | 383,868 | 346,017 | ||||
Net cash used by operating activities | $ (676,826) | $ (790,856) | ||||
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||
Cash used to acquire patents and intellectual property | ||||||
Net cash used by investing activities | ||||||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||
Principal payments on capital lease | $ (39,481) | $ (199,724) | ||||
Debt issuance costs | (5,000) | (79,191) | ||||
Proceeds from short term debt | 168,000 | $ (349,913) | ||||
Proceeds from officer related party debt | 43,000 | |||||
Proceeds from convertible debt | $ 95,000 | 612,500 | $ 1,424,209 | |||
Principal payments on convertible debt | $ (95,000) | (10,000) | ||||
Proceeds from exercise of warrants | 6,000 | |||||
Net cash provided by financing activities | $ 684,019 | 791,381 | ||||
Net increase (decrease) in cash | 7,193 | $ 525 | ||||
Cash, beginning of period | $ 7,396 | 203 | ||||
CASH, END OF PERIOD | $ 7,396 | $ 525 | 7,396 | $ 525 | $ 7,396 | |
Supplemental disclosures of cash flow information: | ||||||
Cash paid for interest | $ 9,920 | $ 213,415 | ||||
Cash paid for income taxes |
1. BASIS OF PRESENTATION AND SI
1. BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
NOTE 1. BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | The accompanying condensed financial statements of the Company have been prepared without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and disclosures required by accounting principles generally accepted in the United States have been condensed or omitted pursuant to such rules and regulations. These condensed financial statements reflect all adjustments that, in the opinion of management, are necessary to present fairly the results of operations of the Company for the period presented. The results of operations for the nine months ended September 30, 2015, are not necessarily indicative of the results that may be expected for any future period or the fiscal year ending December 31, 2015. Use of Estimates The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Fair Value of Financial Instruments Fair Value of Financial Instruments, requires disclosure of the fair value information, whether or not recognized in the balance sheet, where it is practicable to estimate that value. As of September 30, 2015 and December 31, 2014, the balances reported for cash, prepaid expenses, accounts receivable, accounts payable, and accrued expenses, approximate the fair value because of their short maturities. The Company adopted ASC Topic 820 (originally issued as SFAS 157, Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC Topic 820 established a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). These tiers include: Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. Total Level 1 Level 2 Level 3 Assets Total Assets Measured at Fair Value $ - $ - $ - $ - Liabilities Liability for lack of authorized shares 659,281 - - 659,281 Derivative Liability 2,717,152 - - 2,717,152 Total Liabilities Measured at Fair Value $ 3,376,433 $ - $ - $ 3,376,433 Recent Accounting Pronouncements There are no recently issued accounting pronouncements that the Company believes are applicable or would have a material impact on the financial statements of the Company. |
2. GOING CONCERN AND MANAGEMENT
2. GOING CONCERN AND MANAGEMENT'S PLAN | 9 Months Ended |
Sep. 30, 2015 | |
Text Block [Abstract] | |
NOTE 2. GOING CONCERN AND MANAGEMENT'S PLAN | The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. As shown in the accompanying financial statements and described below in this Note 2, the Company has suffered recurring losses and used significant cash in support of its operating activities and the Companys cash position is not sufficient to support the Companys operations. This raises substantial doubt about the Companys ability to continue as a going concern. The Company has generated material operating losses since inception. The Company has incurred a net loss of $48,634,133 from January 1, 2006 through September 30, 2015, including a net gain of $5,613,098 for the nine months ended September 30, 2015, and a net loss of $3,186,179 for the nine months ended September 30, 2014. Although the Company experienced a net gain during the nine months ended September 30, 2015, due principally to a gain on derivative liability, the Company had an operating loss of $293,811 and $953,685 for the three and nine months ended September 30, 2015, respectively, and expects to experience net operating losses in future periods. Historically, the Company has relied upon sales of its securities, including promissory notes, to finance its operations and develop the Companys products. The Company will require additional financing within the next twelve months for working capital purposes, estimated to be approximately $1.5 million. We may also require up to approximately $1.5 million to retire outstanding debt and past due payables, including certain convertible promissory notes totaling approximately $700,000 that are currently due and payable ( Outstanding Notes During the next 12-24 months the Company anticipates that approximately $5.0 to $10.0 million of capital will be required to complete brachytherapy product development and begin initial commercialization product As of September 30, 2015, the Company had $7,396 cash on hand, and had negative working capital of $8,814,516, as compared to negative working capital of $9,543,943 at September 30, 2014. Management is currently seeking additional debt and/or equity capital and, although no assurances can be given, management believes that it will be able to raise additional capital through the sale of securities to either current or new stockholders for general working capital purposes. No assurances can be given that additional capital will be available on terms acceptable to the Company, if at all. We anticipate that if we are able to obtain the financing required to retire or restructure outstanding debt, pay past due payables and maintain our current operating activities that the terms thereof will be materially dilutive to existing shareholders. If the Company is unable to obtain additional financing to meet its working capital requirements, it will have to substantially reduce its operations and product development efforts, and may not be able to continue as a going concern. The financial statements do not include any adjustments relating to the recoverability and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. The Companys continuation as a going concern is dependent upon its ability to obtain additional financing and generate sufficient cash flow to meet its obligations on a timely basis and ultimately to attain profitability. |
3. FIXED ASSETS
3. FIXED ASSETS | 9 Months Ended |
Sep. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
FIXED ASSETS | Fixed assets consist of the following at September 30, 2015 and December 31, 2014: September 30, 2015 December 31, 2014 Production equipment $ 2,131,377 $ 2,131,377 Building 446,772 446,772 Leasehold improvements 3,235 3,235 Office equipment 32,769 32,769 2,614,153 2,614,153 Less accumulated depreciation (2,608,995 ) (2,605,400 ) $ 5,158 $ 8,753 Accumulated depreciation related to fixed assets is as follows: September 30, 2015 December 31, 2014 Production equipment $ 2,126,214 $ 2,123,462 Building 446,772 446,772 Leasehold improvements 3,235 3,235 Office equipment 32,774 31,931 $ 2,608,995 $ 2,605,400 Depreciation expense for the above fixed assets for the nine months ended September 30, 2015 and 2014, respectively, was $3,595 and $4,620. |
4. INTANGIBLE ASSETS
4. INTANGIBLE ASSETS | 9 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
NOTE 4. INTANGIBLE ASSETS | Intangible assets consist of the following at September 30, 2015 and December 31, 2014: September 30, 2015 December 31, 2014 License Fee $ 112,500 $ 112,500 Less accumulated amortization (112,500 ) (111,161 ) - 1,339 Patents and intellectual property 35,482 35,482 Intangible assets net of accumulated amortization $ 35,482 $ 36,821 Amortization expense for the above intangible assets for the nine months ended September 30, 2015 and 2014, respectively, was $1,339 and $4,374. |
5. RELATED PARTY TRANSACTIONS
5. RELATED PARTY TRANSACTIONS | 9 Months Ended |
Sep. 30, 2015 | |
Related Party Transactions [Abstract] | |
NOTE 5. RELATED PARTY TRANSACTIONS | Related Party Convertible Notes Payable During the three months ended September 30, 2015 the Company issued convertible promissory notes in the aggregate principal amount of $15,500 to its Chief Executive Officer and Chief Financial Officer. The Company issued various shares of common stock and convertible promissory notes during the nine months ended September 30, 2015 to a director and major stockholder. The details of these transactions are outlined below in Note 10: Stockholders Equity - Common Stock Issued for Convertible Debt. Rent Expenses On July 17, 2007, the Company entered into a lease at 6208 West Okanogan Avenue, Kennewick, Washington, 99336, which facility was used as the Companys production center. The original term of the lease was five years, commencing on August 1, 2007; however, subsequent to July 31, 2012, the Company began renting this space on a month-to-month basis at $11,904 per month. The landlord of this space is a non-affiliated stockholder of the Company, who holds less than five percent of the total outstanding shares of our common stock. The Company moved out of this facility as of December 31, 2014. There is an ongoing dispute with the landlord regarding the production facility rent due the landlord. In January 2014, the Company entered into a new 12-month lease for its corporate offices with a monthly rent of $1,500 from an entity controlled by Carlton M. Cadwell, a significant shareholder and a director of the Company. There are no future minimum rental payments required under this rental agreement because it expired on December 31, 2014 and, subsequent to that date, the Company began renting this space on a month-to-month basis. Rental expense for the nine months ended September 30, 2015 and 2014 consisted of the following: Nine months ended September 30, 2015 Nine months ended September 30, 2014 Office and warehouse lease effective August 1, 2007 Monthly rental payments $ - $ 107,139 Corporate office 13,500 13,500 Total Rental Expense $ 13,500 $ 120,639 |
6. PREPAID EXPENSES PAID WITH S
6. PREPAID EXPENSES PAID WITH STOCK | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
NOTE 6. PREPAID EXPENSES PAID WITH STOCK | The Company issued stock for prepaid services for the year ended December 31, 2013 in the amount of $78,000, of which $26,000 expired in 2013 and was expensed and recorded as stock issued for services and $52,000 expired in 2014 was expensed and recorded as stock issued for services. The Company also issued stock for prepaid services for the year ended December 31, 2013 in the amount of $69,550 of which $5,796 expired in 2013 and was expensed and recorded as stock issued for services and $63,754 expired in 2014 and was expensed and recorded as stock issued for services. The Company also issued stock for prepaid services for the year ended December 31, 2013 in the amount of $3,600 of which $0 expired in 2013 and $3,600 expired in 2014 and was expensed and recorded as stock issued for services. Prepaid expenses completely expired through December 2014. |
7. SHORT TERM LOAN PAYABLE
7. SHORT TERM LOAN PAYABLE | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
7. SHORT TERM LOAN PAYABLE | The Company had research costs of $349,913 that were converted to an unsecured promissory note May 1, 2013. The note calls for 10% interest and was due May 1, 2014. On May 15, 2014 the Company renewed the unsecured promissory note as a 10% convertible debenture, due May 15, 2015, in the principal amount of $350,000 along with a warrant exercisable for shares of common stock of the Company and 532,609 shares of common stock. On June 6, 2014 the convertible debenture was converted into common stock of the Company for a total issuance of 16,530,974 shares of common stock. The warrant is exercisable for three years from issuance to purchase up to the number of shares of common stock equal to the quotient obtained by dividing the original principal amount of the debenture ($350,000) by the warrant exercise price (subject to adjustment to maintain the original value proposition and to support the ability of Battelle to convert the full value of the indebtedness to shares of common stock) at a price per share equal to the warrant exercise price in cash. The warrant exercise price is equal to the lesser of the market value (defined as the mean market closing price per share over the 10 trading days immediately prior to the notice date of exercise) and $0.046 per share. Interest in the amount of $2,031 was paid on this note for the year ended December 31, 2014. During the three months ending September 30, 2015 the Company borrowed short term debt totaling $182,500, of which $172,500 was converted into Series A Preferred Stock as of September 30, 2015. The remaining $10,000 is a six month, 10% note that is expected to be repaid. Interest on the $182,500 was computed at the rate of 10% per year and was not included in the amount being converted to Series A Preferred Stock but is to be repaid in cash. Interest on the $182,500 in the amount of $2,481 has been accrued for the nine month period ending September 30, 2015 towards these loans. During the three months ending September 30, 2015 the Company borrowed short term debt totaling $15,500 from two officers of the Company, and these loans were converted into Series A Preferred Stock as of September 30, 2015. Interest on the $15,500 was computed at the rate of 10% per year and was not included in the amount being converted to Series A Preferred Stock but is to be repaid in cash. Interest on the $15,500 in the amount of $111 has been accrued for the nine month period ending September 30, 2015 towards these loans. |
8. CONVERTIBLE NOTES PAYABLE
8. CONVERTIBLE NOTES PAYABLE | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
8. CONVERTIBLE NOTES PAYABLE | As of September 30, 2015 and December 31, 2014 the Company had the following convertible notes outstanding: September 30, 2015 December 31, 2014 Principal (net) Accrued Interest Principal (net) Accrued Interest July and August 2012 $1,060,000 Convertible Notes, 12% interest, due December 2013 and January 2014 (18 month notes), $170,000 and $170,000 outstanding, net of debt discount of $0 and $0, respectively $ 170,000 $ 64,558 $ 170,000 $ 49,313 (1) October 2013 $97,700 Convertible Note, 8% interest, due April 2014, with a 12% original issue discount, $2,700 and $2,700 outstanding, net of debt discount of $0 and $0, respectively 2,700 6,874 2,700 6,713 (2) January 2014 $50,000 Convertible Note, 8% interest, due January 2015, $50,000 and $50,000 outstanding, net of debt discount of $0 and $3,709, respectively 50,000 6,677 46,291 3,693 (3) January 2014 $55,500 Convertible Note, 10% interest, due October 2014, with a $5,500 original issue discount, $10,990 and $10,990 outstanding, net of debt discount of $0 and $0, respectively 10,990 5,181 10,990 4,361 (4) February 2014 $46,080 Convertible Note, 10% interest, due February 2015, $0 and $0 outstanding, net of debt discount of $0 and $0, respectively - 2,358 - 2,358 (5) February 2014 $27,800 Convertible Note, 10% one-time interest, due February 2015, with a 10% original issue discount, $51,159 and $51,559 outstanding, net of debt discount of $0 and $46,566, respectively, settled remaining balance on September 30, 2015 for 5,000 shares of preferred and $20,000 cash payment due upon obtaining new financing 20,000 - 1,533 294 (6) March 2014 $50,000 Convertible Note, 10% interest, due March 2015, $36,961 and $36,961 outstanding, net of debt discount of $0 and $5,504, respectively 36,961 5,643 31,457 2,886 (7) March 2014 $165,000 Convertible Note, 10% interest, due April 2015, with a $16,450 original issue discount, $61,301 and $84,512 outstanding, net of debt discount of $0 and $15,236, respectively 61,301 21,644 77,521 14,328 (8) April 2014 $32,000 Convertible Note, 10% interest, due April 2015, $22,042 and $22,042 outstanding, net of debt discount of $0 and $7,710, respectively 22,042 2,479 14,332 835 (9) April 2014 $46,080 Convertible Note, 10% interest due April 2015, $5,419 and $5,4190 outstanding, net of debt discount of $0 and $0, respectively 5,419 4,608 5,419 4,608 (10) May 2014 $42,500 Convertible Note, 8% interest, due February 2015, $12,705 and $21,215 outstanding, net of debt discount of $0 and $15,116, respectively - - 6,099 1,051 (11) May 2014 $55,000 Convertible Note, 12% interest, due May 2015, with a $5,000 original issue discount, $46,090 and $46,090 outstanding, net of debt discount of $0 and $24,315, respectively, settled May 1, 2015 for $100,000, $75,000 paid in cash and the remaining $25,000 as a 10% convertible debenture due May 31, 2016 25,000 1,082 21,775 3,385 (12) September 30, 2015 December 31, 2014 Principal (net) Accrued Interest Principal (net) Accrued Interest June 2014 $37,500 Convertible Note, 8% interest, due March 2015, $37,500 and $37,500 outstanding, net of debt discount of $0 and $13,340, respectively - - 27,211 1,652 (13) June 2014 $28,800 Convertible Note, 10% interest due June 2015, $28,800 and $28,800 outstanding, net of debt discount of $0 and $13,730, respectively 28,800 2,880 15,070 2,880 (14) June 2014 $40,000 Convertible Note, 10% interest, due June 2015, $40,000 and $40,000 outstanding, net of debt discount of $0 and $19,398, respectively 40,000 5,043 20,602 2,060 (15) June 2014 $40,000 Convertible Note, 10% interest, due June 2015, $38,689 and $38,689 outstanding, net of debt discount of $0 and $18,554, respectively 38,689 4,879 20,135 1,993 (16) June 2014 $56,092 Convertible Note, 16% interest, due July 2015, with a $5,000 original issue discount, $56,092 and $56,092 outstanding, net of debt discount of $0 and $27,815, respectively 56,092 11,206 28,277 4,512 (17) July 2014 $37,500 Convertible Note, 12% interest, due July 2015, $37,015 and $37,015 outstanding, net of debt discount of $0 and $20,737, respectively 37,015 5,261 16,278 1,947 (18) July 2014 $37,500 Convertible Note, 8% interest, due April 2015, $37,500 and $37,500 outstanding, net of debt discount of $0 and $13,587, respectively - - 23,913 1,447 (19) August 2014 $22,500 Convertible Note, 8% interest, due May 2015, $22,500 and $22,500 outstanding, net of debt discount of $0 and $9,488, respectively, on August 27, 2015 the Company settled all of its outstanding debt with this lender for the sum of $80,000 to be paid $20,000 at each of September 1, 2015, October 1, 2015, November 1, 2015, and December 1, 2015 60,000 - 13,012 725 (20) August 2014 $36,750 Convertible Note, 10% interest, due April 2015, $36,750 and $36,750 outstanding, net of debt discount of $0 and $20,588, respectively 36,750 4,614 13,995 1,873 (21) August 2014 $33,500 Convertible Note, 4% interest, due February 2015, with a $8,500 original issue discount, $33,500 and $33,500 outstanding, net of debt discount of $0 and $10,367, respectively 33,500 - 23,133 - (22) September 2014 $37,500 Convertible Note, 12% interest, due September 2015, with a $5,000 original issue discount, $36,263 and $36,263 outstanding, net of debt discount of $0 and $25,401, respectively 36,263 4,482 10,862 1,236 (23) January 2015 $19,000 Convertible Note, 10% interest, due July 8, 2015, $19,000 and $0 outstanding, net of debt discount of $0 and $0, respectively - 1,370 - - (24) January 2015 $12,500 Convertible Note, 10% interest, due July 8, 2015, $12,500 and $0 outstanding, net of debt discount of $0 and $0, respectively - 902 - - (25) February 2015 $100,000 Convertible Note, 10% interest, due August 9, 2015, $100,000 and $0 outstanding, net of debt discount of $0 and $0, respectively - 6,339 - - (26) February 2015 $25,000 Convertible Note, 10% interest, due August 4, 2015, $25,000 and $0 outstanding, net of debt discount of $0 and $0, respectively - 1,619 - - (27) September 30, 2015 December 31, 2014 Principal (net) Accrued Interest Principal (net) Accrued Interest March 2015 $50,000 Convertible Note, 10% interest, due September 19, 2015, $50,000 and $0 outstanding, net of debt discount of $0 and $0, respectively 50,000 2,650 - - (28) March 2015 $20,000 Convertible Note, 10% interest, due September 25, 2015, $20,000 and $0 outstanding, net of debt discount of $0 and $0, respectively - 1,027 - - (29) April 2015$10,000 Convertible Note, 10% interest, due October 16, 2015, $10,000 and $0 outstanding, net of debt discount of $0 and $0 respectively - 454 - - (30) April 2015 $25,000 Convertible Note, 10% interest, due October 16, 2015, $25,000 and $0 outstanding, net of debt discount of $0 and $0, respectively - 1,134 - - (31) April 2015 $55,000 Convertible Note, 10% interest, due October 16, 2015, $55,000 and $0 outstanding, net of debt discount of $6,011 and $0, respectively 48,989 2,227 - - (32) July 2015 $15,000 Convertible Note, 10% interest, due January 7, 2016, $15,000 and $0 outstanding, net of debt discount of $0 and $0, respectively - 348 - - (33) July 2015 $75,000 Convertible Note, 10% interest, due January 13, 2016, $75,000 and $0 outstanding, net of debt discount of $0 and $0, respectively - 1,598 - - (34) September 2015 $7,500 Convertible Note, 10% interest, due March 1, 2016, $7,500 and $0 outstanding, net of debt discount of $0 and $0, respectively - 61 - - (35) September 2015 $10,000 Convertible Note, 10% interest, due March 2, 2016, $10,000 and $0 outstanding, net of debt discount of $8,462 and $0, respectively 1,538 77 - - (36) September 2015 $25,000 Convertible Note, 10% interest, due February 1, 2016, $25,000 and $0 outstanding, net of debt discount of $0 and $0, respectively - 178 - - (37) September 2015 $25,000 Convertible Note, 10% interest, due March 4, 2016, $25,000 and $0 outstanding, net of debt discount of $0 and $0, respectively - 178 - - (38) September 2015 $25,000 Convertible Note, 10% interest, due March 24, 2016, $25,000 and $0 outstanding, net of debt discount of $0 and $0, respectively - 41 - - (39) Total Convertible Notes Payable, Net $ 872,049 $ 179,672 $ 600,569 $ 114,150 (1) The Company had received $1,060,000 in cash as of December 31, 2012 in exchange for convertible debt instruments. These convertible debt instruments have an eighteen-month term, accrued interest at an annual rate of 12% and a conversion price of $0.10. In addition, the convertible debt instruments have an equal amount of $0.15, five-year common stock warrants. During the year ending December 31, 2013, the Company entered into new notes with attached warrants with an exercise price of $0.06 per share, which triggered a reset provision of the exercise price of this notes conversion price and the price of the warrants to $0.06. The convertible debt instruments also include Additional Investment Rights to enter into an additional convertible note with a corresponding amount of warrants equal to forty percent of the convertible note principal. The Company recorded a debt discount of $1,060,000 related to the conversion feature of the notes and the attached warrants, along with a derivative liability at inception. During December of 2012 the holders of the convertible debt instruments exercised their conversion rights and converted $171,500 and $37,044 of the outstanding principal and accrued interest balances, respectively, into 2,085,440 shares of the Companys common stock. During the twelve months ending December 31, 2013 the holders of the convertible debt instruments exercised their conversion rights and converted $708,500 and $153,036 of the outstanding principal and accrued interest balances. During the twelve months ending December 31, 2014 the holders of the convertible debt instruments exercised their conversion rights and converted $10,000 and $2,160 of the outstanding principal and accrued interest balances. Interest expense for the amortization of the debt discounts is calculated on a straight-line basis over the eighteen-month life of the convertible debt instruments. During 2012 total amortization was recorded in the amount of $431,154 resulting in a debt discount of $628,846 at December 31, 2012. During 2012 interest expense of $84,243 was recorded for the convertible debt Instruments. During the twelve months ending December 31, 2013, total amortization was recorded in the amount of $213,838 and principal of $708,500 was converted into shares of common stock resulting in a decrease to the debt discount of $404,627. After conversions and amortization, principal totaled $180,000 and debt discount totaled $8,576 at December 31, 2013. During the twelve months ending December 31, 2013 interest expense of $136,447 was recorded for the convertible debt instruments. During the twelve months ending December 31, 2014, total amortization was recorded in the amount of $8,576 and principal of $10,000 and accrued interest of $2,160 was converted into shares of common stock. After conversions and amortization, principal totaled $170,000 and debt discount totaled $0 at December 31, 2014. During the nine-month ending September 30, 2015 and the twelve months ending December 31, 2014 interest expense of $15,244 and $20,864 was recorded for the convertible debt instruments. The $170,000 balance of the notes reached maturity during the year ended December 31, 2014 and are currently in default. (2) The Company borrowed $97,700 October 2013, due April 2014, with interest at 8%. The holder of the note has the right, after the first ninety days of the note (January 29, 2014), to convert the note and accrued interest into common stock at a price per share equal to 60% (representing a discount rate of 40%) of the lowest trading price for the common stock during the twenty trading day period ending one trading day prior to the date of conversion notice. The Company has the right to prepay the note and accrued interest during the first one hundred eighty days following the date of the note. During that time the amount of any prepayment during the first one hundred eighty days is 130% of the outstanding amounts owed while the amount of the prepayment increases every subsequent thirty days to 135%, 140%, 145%, and 150% of the outstanding amounts owed. The Company recorded a debt discount of $97,700 related to the conversion feature of the note, along with a derivative liability at inception. Interest expense for the amortization of the debt discounts is calculated on a straight-line basis over the eighteen-month life of the note. During the twelve months ending December 31, 2013 total amortization was recorded in the amount of $32,927 resulting in a debt discount of $64,773. Also during the twelve months ending December 31, 2013, interest expense of $1,954 was recorded for the note. During the twelve months ended December 31, 2014, total amortization was recorded in the amount of $64,773. Also during the twelve months ending December 31, 2014, total principal of $95,000 was converted into shares of common stock resulting in a decrease to the debt discount of $0. After conversions and amortization, principal totaled $2,700, debt discount totaled $0, and accumulated interest totaled $6,713 at December 31, 2014. During the nine months ended September 30, 2015 the Company accrued $161 additional interest on the note. The balance of the note reached maturity during the year ended December 31, 2014 and is currently in default. (3) The Company borrowed $50,000 January 2014, due January 2015, with interest at 8%. The holder of the note has the right, after the first one hundred eighty days of the note (July 27, 2014), to convert the note and accrued interest into common stock at a price per share equal to the lesser of $0.09 or 58% of the lowest trade price in the 10 trading days previous to the conversion. The Company recorded a debt discount of $50,000 related to the conversion feature and original issue discount, along with a derivative liability at inception. Interest expense for the amortization of the debt discount is calculated on a straight-line basis over the twelve-month life of the note. During the twelve months ended December 31, 2014, total amortization was recorded in the amount of $46,291. After amortization, principal totaled $50,000, debt discount totaled $3,709, and accumulated interest totaled $3,693 at December 31, 2014. During the nine months ended September 30, 2015, total amortization was recorded in the amount of $0. After amortization, principal totaled $50,000, debt discount totaled $0. The Company accrued an additional $2,984 interest for the nine months ended September 30, 2015. The balance of the note reached full maturity during the quarter ended June 30, 2015 and is currently in default. (4) The Company borrowed $55,500 January 2014, due October 2014, with interest at 10%. The holder of the note has the right, after the first one hundred eighty days of the note (July 23, 2014), to convert the note and accrued interest into common stock at a price per share equal to the lesser of $0.28 or 60% of the lowest trade price in the 25 trading days previous to the conversion. The note has an original issue discount of $5,500 that has been added to the principal balance of the note and is being recognized in interest expense over the life of the note. The Company recorded a debt discount of $55,000 related to the conversion feature and original issue discount, along with a derivative liability at inception. Interest expense for the amortization of the debt discount is calculated on a straight-line basis over the twelve month life of the note. During the twelve months ended December 31, 2014, total amortization was recorded in the amount of $52,065. Also during the twelve months ending December 31, 2014, total principal of $44,510 was converted into shares of common stock, resulting in a decrease to the debt discount of $7,565. After conversions and amortization, principal totaled $10,990, debt discount totaled $0, and accumulated interest totaled $4,361 at December 31, 2014. The Company accrued an additional $820 interest for the nine months ended September 30, 2015. The balance of the note reached maturity during the year ended December 31, 2014, and is currently in default. (5) The Company borrowed $46,080 February 2014, due February 2015, with a one-time interest charge of 10%. The holder of the note has the right, after the first one hundred eighty days of the note (August 10, 2014), to convert the note and accrued interest into common stock at a price per share equal to the lesser of $0.08 or 60% of the lowest trade price in the 25 trading days previous to the conversion. The Company has the right to prepay the note during the first ninety days following the date of the note. The Company recorded a debt discount of $46,080 related to the conversion feature and original issue discount, along with a derivative liability at inception. Interest expense for the amortization of the debt discount is calculated on a straight-line basis over the twelve-month life of the note. During the twelve months ended December 31, 2014, Total amortization was recorded in the amount of $26,503. Also during the twelve months ending December 31, 2014, total principal of $46,080 and accrued interest of $2,250 was converted into shares of common stock, resulting in a decrease to the debt discount of $19,577. After conversions and amortization, principal totaled $0, debt discount totaled $0, and accumulated interest totaled $2,358 at September 30, 2015 and December 31, 2014. The balance of the note reached full maturity during the quarter ended June 30, 2015 and is currently in default. (6) The Company borrowed $27,800 February 2014, due February 2015, with a one-time interest charge of 10%. The holder of the note has the right to convert the note and accrued interest into common stock at a price per share equal to the lesser of $0.195 or 60% of the lowest trade price in the 25 trading days previous to the conversion. The note has an original issue discount of $2,800 that has been added to the principal balance of the note and is being recognized in interest expense over the life of the note. Additionally, the holder of the note added a market price adjustment of $53,192 on the note due to delay in issuance of conversion shares. The Company increased the amount of the note by $53,192 and recorded a debt discount of $53,192. Interest expense for the amortization of the debt discounts is calculated on a straight-line basis over the nine-month life of the note. During the twelve months ending December 31, 2014, total amortization was recorded in the amount of $22,056. Also during the twelve months ending December 31, 2014, total principal of $29,833 and accrued interest of $2,780 was converted into shares of common stock, resulting in a decrease to the debt discount of $506. After conversions and amortization, principal totaled $51,159, debt discount totaled $49,626, and accumulated interest totaled $294 at December 31, 2014. During the nine months ending September 30, 2015, total amortization was recorded in the amount of $25,877 and an additional $0 of interest was accrued. The balance of the note reached full maturity during the quarter ended June 30, 2015 and was settled September 30, 2015 for 5,000 shares of Series A Preferred Stock having a stated value of $5.00 per share and $20,000 cash payment due upon the consummation of a debt or equity financing resulting in gross proceeds to the Company of at least $500,000. (7) The Company borrowed $50,000 March 2014, due March 2015, with interest at 10%. The holder of the note has the right, after the first one hundred eighty days of the note (September 18, 2014), to convert the note and accrued interest into common stock at a price per share equal to 60% of the lowest trade price in the 25 trading days previous to the conversion. The Company recorded a debt discount of $50,000 related to the conversion feature and original issue discount, along with a derivative liability at inception. Interest expense for the amortization of the debt discount is calculated on a straight-line basis over the twelve-month life of the note. During the twelve months ended December 31, 2014, total amortization was recorded in the amount of $39,042. Also during the twelve months ending December 31, 2014, total principal of $13,039 and accrued interest of $727 was converted into shares of common stock, resulting in a decrease to the debt discount of $5,454. After conversions and amortization, principal totaled $36,961, debt discount totaled $5,504, and accumulated interest totaled $2,886 at December 31, 2014. During the nine months ending September 30, 2015, total amortization was recorded in the amount of $5,504 and an additional $2,757 of interest was accrued. The balance of the note reached full maturity during the quarter ended June 30, 2015 and is currently in default. (8) The Company borrowed $165,000 March 2014, due April 2015, with interest at 10%. The holder of the note has the right to convert the note and accrued interest into common stock at a price per share equal to the lesser of $1.00 or 65% of the average of the three lowest trading prices in the 20 trading days previous to the conversion. The note has an original issue discount of $15,000 that has been added to the principal balance of the note and is being recognized in interest expense over the life of the note. The Company recorded a debt discount of $165,000 related to the conversion feature and original issue discount, along with a derivative liability at inception. Interest expense for the amortization of the debt discount is calculated on a straight-line basis over the twelve-month life of the note. During the twelve months ended December 31, 2014, total amortization was recorded in the amount of $120,417. Also during the twelve months ending December 31, 2014, total principal of $80,488 was converted into shares of common stock, resulting in a decrease to the debt discount of $37,592. After conversions and amortization, principal totaled $84,512, debt discount totaled $6,991, and accumulated interest totaled $14,328 at December 31, 2014. During the nine months ending September 30, 2015, total principal of $23,211 was converted into shares of common stock, resulting in a decrease to the debt discount of $6,991. After conversions and amortization, principal totaled $61,301, debt discount totaled $0, and accumulated interest totaled $21,644 at September 30, 2015. (9) The Company borrowed $32,000 April 2014, due April 2015, with interest at 10%. The holder of the note has the right, after the first one hundred eighty days of the note (October 1, 2014), to convert the note and accrued interest into common stock at a price per share equal to 60% of the lowest trade price in the 25 trading days previous to the conversion. The Company recorded a debt discount of $32,000 related to the conversion feature and original issue discount, along with a derivative liability at inception. Interest expense for the amortization of the debt discount is calculated on a straight-line basis over the twelve-month life of the note. During the twelve months ended December 31, 2014, total amortization was recorded in the amount of $21,216. Also during the twelve months ending December 31, 2014, total principal of $9,958 and accrued interest of $681 was converted into shares of common stock, resulting in a decrease to the debt discount of $3,074. After conversions and amortization, principal totaled $22,042, debt discount totaled $7,710, and accumulated interest totaled $835 at December 31, 2014. During the nine months ending September 30, 2015, total amortization was recorded in the amount of $7,710 and an additional $1,644 of interest was accrued. (10) The Company borrowed $46,080 April 2014, due April 2015, with interest at 10%. The holder of the note has the right, after the first one hundred eighty days of the note (October 11, 2014), to convert the note and accrued interest into common stock at a price per share equal to the lesser of $0.08 or 60% of the lowest trade price in the 25 trading days previous to the conversion. The Company has the right to prepay the note during the first ninety days following the date of the note. The Company recorded a debt discount of $46,080 related to the conversion feature and original issue discount, along with a derivative liability at inception. Interest expense for the amortization of the debt discount is calculated on a straight-line basis over the twelve-month life of the note. During the twelve months ended December 31, 2014, total amortization was recorded in the amount of $30,094. Also during the twelve months ending December 31, 2014, total principal of $40,661 was converted into shares of common stock, resulting in a decrease to the debt discount of $15,986. After conversions and amortization, principal totaled $5,419, debt discount totaled $0, and accumulated interest totaled $4,608 at December 31, 2014. During the nine months ending September 30, 2015, an additional $0 of interest was accrued. (11) The Company borrowed $42,500 May 2014, due February 2015, with interest at 8%. The holder of the note has the right, after the first one hundred eighty days of the note (November 16, 2014), to convert the note and accrued interest into common stock at a price per share equal to 61% (representing a discount rate of 39%) of the average of the lowest five trading prices for the common stock during the ten trading day period ending one trading day prior to the date of conversion notice. The Company has the right to prepay the note and accrued interest during the first one hundred eighty days following the date of the note. During that time the amount of any prepayment during the first sixty days is 130% of the outstanding amounts owed while the amount of the prepayment increases every subsequent thirty days to 135%, 140%, 145%, and 150% of the outstanding amounts owed. The Company recorded a debt discount of $42,500 related to the conversion feature of the note, along with a derivative liability at inception. Additionally, the note holder assed a $14,890 penalty due to the inability of the Company to provide conversion shares timely. The Company increased the amount of the note by $14,890 and recorded a debt discount of $14,890. Interest expense for the amortization of the debt discounts is calculated on a straight-line basis over the nine month life of the note. During the twelve months ending December 31, 2014, total amortization was recorded in the amount of $32,535. Also during the twelve months ending December 31, 2014, total principal of $36,175 was converted into shares of common stock resulting in a decrease to the debt discount of $9,739. After conversions and amortization, principal totaled $21,215, debt discount totaled $15,116, and accumulated interest totaled $1,051 at December 31, 2014. During the nine months ending September 30, 2015, total principal of $8,510 was converted into shares of common stock resulting in a decrease to the debt discount of $15,116. This note, along with notes numbered 13, 19, and 20, was settled August 27, 2015 for $80,000 to be paid at $20,000 each September 1, 2015, October 1, 2015, November 1, 2015 and December 1, 2015. This settlement for these notes resulted in a reduction of notes payable of $110,205 and accrued interest payable of $10,319 offset by a new $80,000 note payable and a gain on debt restructuring of $40,523. All payments on the $80,000 remaining note are current as of November 20, 2015. (12) The Company borrowed $55,000 May 2014, due May 2015, with interest at 12%. The holder of the note has the right to convert the note and accrued interest into common stock at a price per share equal to the lesser of $0.03 or 55% of the lowest trade price in the 25 trading days previous to the conversion. The note has an original issue discount of $5,000 that has been added to the principal balance of the note and is being recognized in interest expense over the life of the note. The Company recorded a debt discount of $55,000 related to the conversion feature and original issue discount, along with a derivative liability at inception. Interest expense for the amortization of the debt discount is calculated on a straight-line basis over the twelve-month life of the note. During the twelve months ended December 31, 2014, total amortization was recorded in the amount of $30,685. Also during the twelve months ending December 31, 2014, total principal of $8,910 was converted into shares of common stock, resulting in a decrease to the debt discount of $0. After conversions and amortization, principal totaled $46,090, debt discount totaled $24,315, and accumulated interest totaled $3,385 at December 31, 2014. During the nine months ending September 30, 2015, total amortization was recorded in the amount of $24,315 and an additional $2,131 of interest was accrued. This note was settled May 1, 2015 for $100,000, $75,000 paid in cash and the remaining $25,000 as a 10% convertible debenture due May 31, 2016. The $25,000 convertible debenture is convertible at 55% of the lowest close for the last 270 days prior to the conversion notice or $0.03, but not less than $0.001. This settlement resulted in a reduction to notes payable of $46,090 and accrued interest payable of $5,516, an increase to note payable of $100,000 and a resulting $48,394 loss on settlement of debt. (13) The Company borrowed $37,500 June 2014, due March 2015, with interest at 8%. The holder of the note has the right, after the first one hundred eighty days of the note (December 10, 2014), to convert the note and accrued interest into common stock at a price per share equal to 61% (representing a discount rate of 39%) of the average of the lowest five trading prices for the common stock during the ten trading day period ending one trading day prior to the date of conversion notice. The Company has the right to prepay the note and accrued interest during the first one hundred eighty days following the date of the note. During that time the amount of any prepayment during the first sixty days is 130% of the outstanding amounts owed while the amount of the prepayment increases every subsequent thirty days to 135%, 140%, 145%, and 150% of the outstanding amounts owed. The Company recorded a debt discount of $37,500 related to the conversion feature and original issue discount, along with a derivative liability at inception. Interest expense for the amortization of the debt discount is calculated on a straight-line basis over the twelve-month life of the note. During the twelve months ended December 31, 2014, total amortization was recorded in the amount of $27,211. After amortization, principal totaled $37,500, debt discount totaled $10,289, and accumulated interest totaled $1,652 at December 31, 2014. During the nine months ending September 30, 2015, total amortization was recorded in the amount of $10,289 and an additional $1,959 of interest was accrued. The balance of the note reached full maturity during the quarter ended June 30, 2015. This note, along with notes numbered 11, 19, and 20, was settled August 27, 2015 for $80,000 to be paid at $20,000 each September 1, 2015, October 1, 2015, November 1, 2015 and December 1, 2015. This settlement for these notes resulted in a reduction of notes payable of $110,205 and accrued interest payable of $10,319 offset by a new $80,000 note payable and a gain on debt restructuring of $40,524. All payments on the $80,000 remaining note are current as of November 20, 2015. (14) The Company borrowed $28,800 June 2014, due June 2015, with interest at 10%. The holder of the note has the right, after the first one hundred eighty days of the note (December 20, 2014), to convert the note and accrued interest into common stock at a price per share equal to the lesser of $0.08 or 60% of the lowest trade price in the 25 trading days previous to the conversion. The Company has the right to prepay the note during the first ninety days following the date of the note. The Company recorded a debt discount of $28,800 related to the conversion feature and original issue discount, along with a derivative liability at inception. Interest expense for the amortization of the debt discount is calculated on a straight-line basis over the twelve-month life of the note. During the twelve months ended December 31, 2014, total amortization was recorded in the amount of $15,070. After amortization, principal totaled $28,800, debt discount totaled $13,730, and accumulated interest totaled $2,880 at December 31, 2014. During the nine months en |
9. COMMON STOCK OPTIONS AND WAR
9. COMMON STOCK OPTIONS AND WARRANTS | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
9. COMMON STOCK OPTIONS AND WARRANTS | The Company recognizes in its financial statements compensation related to all stock-based awards, including stock options and warrants, based on their estimated grant-date fair value. The Company has estimated expected forfeitures and is recognizing compensation expense only for those awards expected to vest. All compensation is recognized by the time the award vests. The following schedule summarizes the changes in the Companys stock options during the nine months ended September 30, 2015: Options Outstanding Weighted Average Remaining Contractual Life Aggregate Intrinsic Value Weighted Average Exercise Price Per Share Number Of Shares Exercise Price Per Share Balance at December 31, 2014 8,785,000 $ 0.09-0.15 3.42 years $ - $ 0.14 Options granted - $ - - $ - Options exercised - $ - - $ - Options expired (2,950,000 ) $ 0.09-0.15 - $ 0.11 Balance at September 30, 2015 5,835,000 $ 0.12-0.15 4.24 years $ - $ 0.15 Exercisable at December 31, 2014 7,713,125 $ 0.09-0.15 3.42 years $ - $ 0.14 Exercisable at September 30, 2015 5,835,000 $ 0.12-0.15 4.24 years $ - $ 0.15 The following schedule summarizes the changes in the Companys stock warrants during the nine months ended September 30, 2015: Warrants Outstanding Weighted Average Remaining Contractual Life Aggregate Intrinsic Value Weighted Average Exercise Price Per Share Number Of Shares Exercise Price Per Share Balance at December 31, 2014 2,310,770,115 $ 0.0001-0.25 2.86 years $ - $ 0.01 Warrants granted 65,300,000 $ 0.001-0.0022 1.47 years $ 0.0012 Warrants exercised (285,604,091 ) $ 0.003 - $ 0.003 Warrants adjusted (1,360,195,089 ) (1) $ 0.0001-0.001 $ 0.0001 Warrants expired/cancelled (44,027,778 ) $ 0.001-0.25 $ 0.0228 Balance at September 30, 2015 686,243,157 $ 0.001-0.10 2.14 years $ 2,052,699 $ 0.0082 Exercisable at December 31, 2014 1,978,455,471 $ 0.0001-0.25 2.86 years $ - $ 0.01 Exercisable at September 30, 2015 686,243,157 $ 0.001-0.10 2.14 years $ 2,052,699 $ 0.0082 (1) Based upon Delaware law and on the terms and conditions set forth in the applicable Warrant Agreement, any adjustments to the warrants were limited to a floor price of $.001. Pursuant to the defective warrant exercise notice using an exercise price below $.001, the Company issued at total of 147,377,777 shares of common stock to the warrant holders, which the Company believes are voidable, and also recorded 1,600,945,089 warrants outstanding to the holder on the Companys financial statements for the year ended December 31, 2014, and for the periods ending March 31 and June 30, 2015. Management believes that the warrants were recorded in error during the periods presented, and has recorded the revised number of warrants outstanding at September 30, 2015 at 240,750,000, which reflects the number of shares of common stock purchase warrants outstanding and exercisable under the terms of the warrants at an exercise price of $0.001 per share. This net adjustment of 1,360,195,089 warrants has been reflected in the schedule for the nine month period ending September 30, 2015. While management believes that its position is reasonable, no assurances can be given that this position will not be challenged by the warrant holder. |
10. STOCKHOLDERS' EQUITY
10. STOCKHOLDERS' EQUITY | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
NOTE 10. STOCKHOLDERS' EQUITY | Common Stock Issued for Cash and the Exercise of Warrants In February 2015, the Company issued 66,000,000 shares of common stock for cashless warrants exercise. In March 2015, the Company issued 25,000,000 shares of common stock for cashless warrants exercise. In May 2015, the Company issued 97,500,000 shares of common stock for cashless warrants exercise. In June 2015, the Company issued 11,000,000 shares of common stock for cashless warrants exercise. Common Stock Issued for Convertible Debt The Company authorized, but has yet to issue due to a lack of authorized shares of common stock, 1,539,221 shares of its common stock and a convertible promissory note in the amount of $26,000 with interest payable at 10% per annum in January 2015 to our major stockholder, who is also a member of the Companys board of directors. This promissory note matures in January of 2016. The entire outstanding principal balance and any outstanding fees or interest is due and payable in full on the maturity date. At the option of the holder, the note and interest is convertible into the Companys common stock at $0.001 per share. The value of the $26,000 debt plus the $0.0004 fair market value of the 1,539,221 shares at the date of the agreement was prorated to arrive at the allocation of the original $26,000 debt and the value of the 1,539,221 shares and the beneficial conversion feature. The computation resulted in an allocation of $25,399 toward the debt and $601 to the shares and $0 to the beneficial conversion feature. The $601 value of the shares and the $0 value of the beneficial conversion feature are then amortized to interest over the twelve-month life of the debt. Interest expense of $601 has been accrued and added to the note payable bringing the total debt balance related to this convertible promissory note to $26,000 as of September 30, 2015. Additionally, $1,645 worth of interest expense on the notes principal balance has been recognized in the accompanying financial statements for the nine months ending September 30, 2015. This note was rolled into a new 8% non convertible note payable due March 31, 2017. The Company authorized, but has yet to issue due to a lack of authorized shares of common stock, 1,000,000 shares of its common stock and a convertible promissory note in the amount of $25,000 with interest payable at 10% per annum in February 2015 to our major stockholder, who is also a director of the Company. The note matures in February of 2016. The entire outstanding principal balance and any outstanding fees or interest is due and payable in full on the maturity date. At the option of the holder, the note and interest is convertible into the Companys common stock at $0.001 per share. The value of the $25,000 debt plus the $0.0007 fair market value of the 1,000,000 shares at the date of the agreement was prorated to arrive at the allocation of the original $25,000 debt and the value of the 1,000,000 shares and the beneficial conversion feature. The computation resulted in an allocation of $24,319 toward the debt and $681 to the shares and $0 to the beneficial conversion feature. The $681 value of the shares and the $0 value of the beneficial conversion feature are then amortized to interest over the twelve-month life of the debt. Interest expense of $681 has been accrued and added to the note payable bringing the total debt balance related to this convertible promissory note to $25,000 as of September 30, 2015. Additionally, $1,342 worth of interest expense on the notes principal balance has been recognized in the accompanying financial statements for the nine months ending September 30, 2015. This note was rolled into a new 8% non convertible note payable due March 31, 2017. The Company authorized, but has yet to issue due to a lack of authorized shares of common stock, 1,040,000 shares of its common stock and a convertible promissory note in the amount of $26,000 with interest payable at 10% per annum in February 2015 to our major stockholder, who is also a director of the Company. The note matures in February of 2016. The entire outstanding principal balance and any outstanding fees or interest is due and payable in full on the maturity date. At the option of the holder, the note and interest is convertible into the Companys common stock at $0.001 per share. The value of the $26,000 debt plus the $0.0008 fair market value of the 1,040,000 shares at the date of the agreement was prorated to arrive at the allocation of the original $26,000 debt and the value of the 1,400,000 shares and the beneficial conversion feature. The computation resulted in an allocation of $25,194 toward the debt and $806 to the shares and $0 to the beneficial conversion feature. The $806 value of the shares and the $0 value of the beneficial conversion feature are then amortized to interest over the twelve-month life of the debt. Interest expense of $806 has been accrued and added to the note payable bringing the total debt balance related to this convertible promissory note to $26,000 as of September 30, 2015. Additionally, $1,353 worth of interest expense on the notes principal balance has been recognized in the accompanying financial statements for the nine months ending September 30, 2015. This note was rolled into a new 8% non convertible note payable due March 31, 2017. The Company authorized, but has yet to issue due to a lack of authorized shares of common stock, 353,333 shares of its common stock and a convertible promissory note in the amount of $26,500 with interest payable at 10% per annum in April 2015 to our major stockholder, who is also a director of the Company. The note matures in April of 2016. The entire outstanding principal balance and any outstanding fees or interest is due and payable in full on the maturity date. At the option of the holder, the note and interest is convertible into the Companys common stock at $0.003 per share. The value of the $26,500 debt plus the $0.003 fair market value of the 353,333 shares at the date of the agreement was prorated to arrive at the allocation of the original $26,500 debt and the value of the 353,333 shares and the beneficial conversion feature. The computation resulted in an allocation of $24,462 toward the debt and $1,019 to the shares and $1,019 to the beneficial conversion feature. The $1,019 value of the shares and the $1,019 value of the beneficial conversion feature are then amortized to interest over the twelve-month life of the debt. Interest expense of $2,038 has been accrued and added to the note payable bringing the total debt balance related to this convertible promissory note to $26,500 as of September 30, 2015. Additionally, $1,060 worth of interest expense on the notes principal balance has been recognized in the accompanying financial statements for the nine months ending September 30, 2015. This note was rolled into a new 8% non convertible note payable due March 31, 2017. The Company authorized, but has yet to issue due to a lack of authorized shares of common stock, 400,000 shares of its common stock and a convertible promissory note in the amount of $10,000 with interest payable at 10% per annum in August 2015 to our major shareholder, who is also a director of the Company. The note matures in August of 2016. The entire outstanding principal balance and any outstanding fees or interest is due and payable in full on the maturity date. At the option of the holder, the note and interest is convertible into the Companys common stock at $0.001 per share. The value of the $10,000 debt plus the $0.001 fair market value of the 400,000 shares at the date of the agreement was prorated to arrive at the allocation of the original $10,000 debt and the value of the 400,000 shares and the beneficial conversion feature. The computation resulted in an allocation of $9,225 toward the debt and $775 to the shares and $9,225 to the beneficial conversion feature. The $775 value of the shares and the $9,225 value of the beneficial conversion feature are then amortized to interest over the twelve-month life of the debt. Interest expense of $10,000 has been accrued and added to the note payable bringing the total debt balance related to this convertible promissory note to $10,000 as of September 30, 2015. Additionally, $55 worth of interest expense on the notes principal balance has been recognized in the accompanying financial statements for the nine months ending September 30, 2015. This note was rolled into a new 8% non convertible note payable due March 31, 2017. Common Stock Issued for Debt Converted During the nine months ending September 30, 2015 the Company issued 92,051,568 shares of unrestricted common stock in exchange for convertible debt raised in 2014 resulting in a reduction in debt of $31,721, a reduction in derivative liability of $80,052 with an offset of $3,035 to debt discount and a $3,574 gain on extinguishment of debt. |
11. SUPPLEMENTAL CASH FLOW INFO
11. SUPPLEMENTAL CASH FLOW INFORMATION | 9 Months Ended |
Sep. 30, 2015 | |
Supplemental Cash Flow Elements [Abstract] | |
NOTE 11. SUPPLEMENTAL CASH FLOW INFORMATION | During the nine months ended September 30, 2014 the Company issued 100,000 shares of common stock for an extinguishment of $7,500 worth of debt. During the nine months ended September 30, 2014 the Company issued 1,269,009 shares of common stock as a loan fee of $121,906. During the nine months ended September 30, 2014, the Company issued 41,596,673 shares of common stock to settle convertible notes payable with a principal note balance, accrued interest, interest expense, debt discount, and derivative liabilities valued at $1,154,465 and the Company recognized a $75,049 loss on extinguishment of debt. During the nine months ended September 30, 2014, the Company increased additional paid in capital and increased debt discount for $119,643 for a beneficial conversion feature on a convertible note. During the nine months ended September 30, 2014, the Company decreased convertible notes payable by $31,721 and increased additional paid in capital by $17,761 and increased common stock by $92,052 due to authorization of 92,051,568 shares and warrants issued in conjunction with convertible notes for the debt discount. During the nine months ended September 30, 2015 the Company authorized 15,732,554 shares of common stock and granted 65,300,000 warrants in conjunction with convertible debt, which reduced related party payables by $4,895, and increased convertible notes by $83,045 and increased additional paid in capital by $87,940. During the nine months ended September 30, 2015, the Company issued 92,051,568 shares of common stock to settle convertible notes payable with a principal note balance, accrued interest, interest expense, debt discount, and derivative liabilities valued at $107,730 and the Company recognized a $2,083 gain on extinguishment of debt. During the nine months ended September 30, 2015 the Company issued 955,929 shares of Series A Preferred Stock in exchange for $5,933,941 debt, and accrued interest. During the nine months ended September 30, 2015, the Company authorized 30,051,568 shares of common stock but did not issue them due to a lack of sufficient authorized shares, which resulted in a decrease to additional paid in capital and an increase to a liability for lack of authorized shares for a total of $406,175. |
12. Contingencies
12. Contingencies | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
12. Contingencies | During the period ended September 30, 2015, the Company wrote off the certain accounts payable totaling approximating $141,250, which amounts accrued between October 17, 2007 and June 1, 2011. In the view of management, in consultation with counsel, such accounts payable represented either contested liabilities of the Company, represented amounts due to creditors that could not be located after reasonable efforts were made to contact them, or were, in the view of management, unenforceable. While management believes that such amounts no longer represent recognized liabilities of the Company, such creditors may subsequently assert a claim against the Company. Pursuant to the defective warrant exercise notice using an exercise price below $.001, the Company issued at total of 147,377,777 shares of common stock to the warrant holders, which the Company believes are voidable, and also recorded 1,600,945,089 warrants outstanding to the holder on the Companys financial statements for the year ended December 31, 2014, and for the periods ending March 31 and June 30, 2015. Management believes that the warrants were recorded in error during the periods presented, and has recorded the revised number of warrants outstanding at September 30, 2015 at 240,750,000, which reflects the number of shares of common stock purchase warrants outstanding and exercisable under the terms of the warrants at an exercise price of $0.001 per share. This net adjustment of 1,360,195,089 warrants has been reflected in the schedule for the nine month period ending September 30, 2015. While management believes that its position is reasonable, no assurances can be given that this position will not be challenged by the warrant holder. The Company is unable to estimate the amount of any liability related to this potential challenge. |
13. SUBSEQUENT EVENTS
13. SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2015 | |
Subsequent Events [Abstract] | |
NOTE 13. SUBSEQUENT EVENTS | Additional Financing. Voidable Issuances of Common Stock. Outstanding Notes Excess Amount We have evaluated subsequent events through the date of this filing in accordance with the Subsequent Events Topic of the FASB ASC 855, and have determined that, other than the events described above, no additional subsequent events are reasonably likely to impact the financial statements. |
1. BASIS OF PRESENTATION AND 20
1. BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Basis Of Presentation And Significant Accounting Policies Policies | |
Use of Estimates | The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments, requires disclosure of the fair value information, whether or not recognized in the balance sheet, where it is practicable to estimate that value. As of September 30, 2015 and December 31, 2014, the balances reported for cash, prepaid expenses, accounts receivable, accounts payable, and accrued expenses, approximate the fair value because of their short maturities. The Company adopted ASC Topic 820 (originally issued as SFAS 157, Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC Topic 820 established a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). These tiers include: Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. Total Level 1 Level 2 Level 3 Assets Total Assets Measured at Fair Value $ - $ - $ - $ - Liabilities Liability for lack of authorized shares 659,281 - - 659,281 Derivative Liability 2,717,152 - - 2,717,152 Total Liabilities Measured at Fair Value $ 3,376,433 $ - $ - $ 3,376,433 |
Recent Accounting Pronouncements | There are no recently issued accounting pronouncements that the Company believes are applicable or would have a material impact on the financial statements of the Company. |
1. BASIS OF PRESENTATION AND 21
1. BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Basis Of Presentation And Significant Accounting Policies Tables | |
Schedule of fair value of financial instruments | Total Level 1 Level 2 Level 3 Assets Total Assets Measured at Fair Value $ - $ - $ - $ - Liabilities Liability for lack of authorized shares 659,281 - - 659,281 Derivative Liability 2,717,152 - - 2,717,152 Total Liabilities Measured at Fair Value $ 3,376,433 $ - $ - $ 3,376,433 |
3. FIXED ASSETS (Tables)
3. FIXED ASSETS (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Fixed Assets Tables | |
Fixed assets | September 30, 2015 December 31, 2014 Production equipment $ 2,131,377 $ 2,131,377 Building 446,772 446,772 Leasehold improvements 3,235 3,235 Office equipment 32,769 32,769 2,614,153 2,614,153 Less accumulated depreciation (2,608,995 ) (2,605,400 ) $ 5,158 $ 8,753 |
Accumulated depreciation related to fixed assets | September 30, 2015 December 31, 2014 Production equipment $ 2,126,214 $ 2,123,462 Building 446,772 446,772 Leasehold improvements 3,235 3,235 Office equipment 32,774 31,931 $ 2,608,995 $ 2,605,400 |
4. INTANGIBLE ASSETS (Tables)
4. INTANGIBLE ASSETS (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Intangible Assets Tables | |
INTANGIBLE ASSETS | September 30, 2015 December 31, 2014 License Fee $ 112,500 $ 112,500 Less accumulated amortization (112,500 ) (111,161 ) - 1,339 Patents and intellectual property 35,482 35,482 Intangible assets net of accumulated amortization $ 35,482 $ 36,821 |
5. RELATED PARTY TRANSACTIONS (
5. RELATED PARTY TRANSACTIONS (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Related Party Transactions Tables | |
RELATED PARTY TRANSACTIONS | Nine months ended September 30, 2015 Nine months ended September 30, 2014 Office and warehouse lease effective August 1, 2007 Monthly rental payments $ - $ 107,139 Corporate office 13,500 13,500 Total Rental Expense $ 13,500 $ 120,639 |
8. CONVERTIBLE NOTES PAYABLE (T
8. CONVERTIBLE NOTES PAYABLE (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Convertible notes outstanding | As of September 30, 2015 and December 31, 2014 the Company had the following convertible notes outstanding: September 30, 2015 December 31, 2014 Principal (net) Accrued Interest Principal (net) Accrued Interest July and August 2012 $1,060,000 Convertible Notes, 12% interest, due December 2013 and January 2014 (18 month notes), $170,000 and $170,000 outstanding, net of debt discount of $0 and $0, respectively $ 170,000 $ 64,558 $ 170,000 $ 49,313 (1) October 2013 $97,700 Convertible Note, 8% interest, due April 2014, with a 12% original issue discount, $2,700 and $2,700 outstanding, net of debt discount of $0 and $0, respectively 2,700 6,874 2,700 6,713 (2) January 2014 $50,000 Convertible Note, 8% interest, due January 2015, $50,000 and $50,000 outstanding, net of debt discount of $0 and $3,709, respectively 50,000 6,677 46,291 3,693 (3) January 2014 $55,500 Convertible Note, 10% interest, due October 2014, with a $5,500 original issue discount, $10,990 and $10,990 outstanding, net of debt discount of $0 and $0, respectively 10,990 5,181 10,990 4,361 (4) February 2014 $46,080 Convertible Note, 10% interest, due February 2015, $0 and $0 outstanding, net of debt discount of $0 and $0, respectively - 2,358 - 2,358 (5) February 2014 $27,800 Convertible Note, 10% one-time interest, due February 2015, with a 10% original issue discount, $51,159 and $51,559 outstanding, net of debt discount of $0 and $46,566, respectively, settled remaining balance on September 30, 2015 for 5,000 shares of preferred and $20,000 cash payment due upon obtaining new financing 20,000 - 1,533 294 (6) March 2014 $50,000 Convertible Note, 10% interest, due March 2015, $36,961 and $36,961 outstanding, net of debt discount of $0 and $5,504, respectively 36,961 5,643 31,457 2,886 (7) March 2014 $165,000 Convertible Note, 10% interest, due April 2015, with a $16,450 original issue discount, $61,301 and $84,512 outstanding, net of debt discount of $0 and $15,236, respectively 61,301 21,644 77,521 14,328 (8) April 2014 $32,000 Convertible Note, 10% interest, due April 2015, $22,042 and $22,042 outstanding, net of debt discount of $0 and $7,710, respectively 22,042 2,479 14,332 835 (9) April 2014 $46,080 Convertible Note, 10% interest due April 2015, $5,419 and $5,4190 outstanding, net of debt discount of $0 and $0, respectively 5,419 4,608 5,419 4,608 (10) May 2014 $42,500 Convertible Note, 8% interest, due February 2015, $12,705 and $21,215 outstanding, net of debt discount of $0 and $15,116, respectively - - 6,099 1,051 (11) May 2014 $55,000 Convertible Note, 12% interest, due May 2015, with a $5,000 original issue discount, $46,090 and $46,090 outstanding, net of debt discount of $0 and $24,315, respectively, settled May 1, 2015 for $100,000, $75,000 paid in cash and the remaining $25,000 as a 10% convertible debenture due May 31, 2016 25,000 1,082 21,775 3,385 (12) September 30, 2015 December 31, 2014 Principal (net) Accrued Interest Principal (net) Accrued Interest June 2014 $37,500 Convertible Note, 8% interest, due March 2015, $37,500 and $37,500 outstanding, net of debt discount of $0 and $13,340, respectively - - 27,211 1,652 (13) June 2014 $28,800 Convertible Note, 10% interest due June 2015, $28,800 and $28,800 outstanding, net of debt discount of $0 and $13,730, respectively 28,800 2,880 15,070 2,880 (14) June 2014 $40,000 Convertible Note, 10% interest, due June 2015, $40,000 and $40,000 outstanding, net of debt discount of $0 and $19,398, respectively 40,000 5,043 20,602 2,060 (15) June 2014 $40,000 Convertible Note, 10% interest, due June 2015, $38,689 and $38,689 outstanding, net of debt discount of $0 and $18,554, respectively 38,689 4,879 20,135 1,993 (16) June 2014 $56,092 Convertible Note, 16% interest, due July 2015, with a $5,000 original issue discount, $56,092 and $56,092 outstanding, net of debt discount of $0 and $27,815, respectively 56,092 11,206 28,277 4,512 (17) July 2014 $37,500 Convertible Note, 12% interest, due July 2015, $37,015 and $37,015 outstanding, net of debt discount of $0 and $20,737, respectively 37,015 5,261 16,278 1,947 (18) July 2014 $37,500 Convertible Note, 8% interest, due April 2015, $37,500 and $37,500 outstanding, net of debt discount of $0 and $13,587, respectively - - 23,913 1,447 (19) August 2014 $22,500 Convertible Note, 8% interest, due May 2015, $22,500 and $22,500 outstanding, net of debt discount of $0 and $9,488, respectively, on August 27, 2015 the Company settled all of its outstanding debt with this lender for the sum of $80,000 to be paid $20,000 at each of September 1, 2015, October 1, 2015, November 1, 2015, and December 1, 2015 60,000 - 13,012 725 (20) August 2014 $36,750 Convertible Note, 10% interest, due April 2015, $36,750 and $36,750 outstanding, net of debt discount of $0 and $20,588, respectively 36,750 4,614 13,995 1,873 (21) August 2014 $33,500 Convertible Note, 4% interest, due February 2015, with a $8,500 original issue discount, $33,500 and $33,500 outstanding, net of debt discount of $0 and $10,367, respectively 33,500 - 23,133 - (22) September 2014 $37,500 Convertible Note, 12% interest, due September 2015, with a $5,000 original issue discount, $36,263 and $36,263 outstanding, net of debt discount of $0 and $25,401, respectively 36,263 4,482 10,862 1,236 (23) January 2015 $19,000 Convertible Note, 10% interest, due July 8, 2015, $19,000 and $0 outstanding, net of debt discount of $0 and $0, respectively - 1,370 - - (24) January 2015 $12,500 Convertible Note, 10% interest, due July 8, 2015, $12,500 and $0 outstanding, net of debt discount of $0 and $0, respectively - 902 - - (25) February 2015 $100,000 Convertible Note, 10% interest, due August 9, 2015, $100,000 and $0 outstanding, net of debt discount of $0 and $0, respectively - 6,339 - - (26) February 2015 $25,000 Convertible Note, 10% interest, due August 4, 2015, $25,000 and $0 outstanding, net of debt discount of $0 and $0, respectively - 1,619 - - (27) September 30, 2015 December 31, 2014 Principal (net) Accrued Interest Principal (net) Accrued Interest March 2015 $50,000 Convertible Note, 10% interest, due September 19, 2015, $50,000 and $0 outstanding, net of debt discount of $0 and $0, respectively 50,000 2,650 - - (28) March 2015 $20,000 Convertible Note, 10% interest, due September 25, 2015, $20,000 and $0 outstanding, net of debt discount of $0 and $0, respectively - 1,027 - - (29) April 2015$10,000 Convertible Note, 10% interest, due October 16, 2015, $10,000 and $0 outstanding, net of debt discount of $0 and $0 respectively - 454 - - (30) April 2015 $25,000 Convertible Note, 10% interest, due October 16, 2015, $25,000 and $0 outstanding, net of debt discount of $0 and $0, respectively - 1,134 - - (31) April 2015 $55,000 Convertible Note, 10% interest, due October 16, 2015, $55,000 and $0 outstanding, net of debt discount of $6,011 and $0, respectively 48,989 2,227 - - (32) July 2015 $15,000 Convertible Note, 10% interest, due January 7, 2016, $15,000 and $0 outstanding, net of debt discount of $0 and $0, respectively - 348 - - (33) July 2015 $75,000 Convertible Note, 10% interest, due January 13, 2016, $75,000 and $0 outstanding, net of debt discount of $0 and $0, respectively - 1,598 - - (34) September 2015 $7,500 Convertible Note, 10% interest, due March 1, 2016, $7,500 and $0 outstanding, net of debt discount of $0 and $0, respectively - 61 - - (35) September 2015 $10,000 Convertible Note, 10% interest, due March 2, 2016, $10,000 and $0 outstanding, net of debt discount of $8,462 and $0, respectively 1,538 77 - - (36) September 2015 $25,000 Convertible Note, 10% interest, due February 1, 2016, $25,000 and $0 outstanding, net of debt discount of $0 and $0, respectively - 178 - - (37) September 2015 $25,000 Convertible Note, 10% interest, due March 4, 2016, $25,000 and $0 outstanding, net of debt discount of $0 and $0, respectively - 178 - - (38) September 2015 $25,000 Convertible Note, 10% interest, due March 24, 2016, $25,000 and $0 outstanding, net of debt discount of $0 and $0, respectively - 41 - - (39) Total Convertible Notes Payable, Net $ 872,049 $ 179,672 $ 600,569 $ 114,150 (1) The Company had received $1,060,000 in cash as of December 31, 2012 in exchange for convertible debt instruments. These convertible debt instruments have an eighteen-month term, accrued interest at an annual rate of 12% and a conversion price of $0.10. In addition, the convertible debt instruments have an equal amount of $0.15, five-year common stock warrants. During the year ending December 31, 2013, the Company entered into new notes with attached warrants with an exercise price of $0.06 per share, which triggered a reset provision of the exercise price of this notes conversion price and the price of the warrants to $0.06. The convertible debt instruments also include Additional Investment Rights to enter into an additional convertible note with a corresponding amount of warrants equal to forty percent of the convertible note principal. The Company recorded a debt discount of $1,060,000 related to the conversion feature of the notes and the attached warrants, along with a derivative liability at inception. During December of 2012 the holders of the convertible debt instruments exercised their conversion rights and converted $171,500 and $37,044 of the outstanding principal and accrued interest balances, respectively, into 2,085,440 shares of the Companys common stock. During the twelve months ending December 31, 2013 the holders of the convertible debt instruments exercised their conversion rights and converted $708,500 and $153,036 of the outstanding principal and accrued interest balances. During the twelve months ending December 31, 2014 the holders of the convertible debt instruments exercised their conversion rights and converted $10,000 and $2,160 of the outstanding principal and accrued interest balances. Interest expense for the amortization of the debt discounts is calculated on a straight-line basis over the eighteen-month life of the convertible debt instruments. During 2012 total amortization was recorded in the amount of $431,154 resulting in a debt discount of $628,846 at December 31, 2012. During 2012 interest expense of $84,243 was recorded for the convertible debt Instruments. During the twelve months ending December 31, 2013, total amortization was recorded in the amount of $213,838 and principal of $708,500 was converted into shares of common stock resulting in a decrease to the debt discount of $404,627. After conversions and amortization, principal totaled $180,000 and debt discount totaled $8,576 at December 31, 2013. During the twelve months ending December 31, 2013 interest expense of $136,447 was recorded for the convertible debt instruments. During the twelve months ending December 31, 2014, total amortization was recorded in the amount of $8,576 and principal of $10,000 and accrued interest of $2,160 was converted into shares of common stock. After conversions and amortization, principal totaled $170,000 and debt discount totaled $0 at December 31, 2014. During the nine-month ending September 30, 2015 and the twelve months ending December 31, 2014 interest expense of $15,244 and $20,864 was recorded for the convertible debt instruments. The $170,000 balance of the notes reached maturity during the year ended December 31, 2014 and are currently in default. (2) The Company borrowed $97,700 October 2013, due April 2014, with interest at 8%. The holder of the note has the right, after the first ninety days of the note (January 29, 2014), to convert the note and accrued interest into common stock at a price per share equal to 60% (representing a discount rate of 40%) of the lowest trading price for the common stock during the twenty trading day period ending one trading day prior to the date of conversion notice. The Company has the right to prepay the note and accrued interest during the first one hundred eighty days following the date of the note. During that time the amount of any prepayment during the first one hundred eighty days is 130% of the outstanding amounts owed while the amount of the prepayment increases every subsequent thirty days to 135%, 140%, 145%, and 150% of the outstanding amounts owed. The Company recorded a debt discount of $97,700 related to the conversion feature of the note, along with a derivative liability at inception. Interest expense for the amortization of the debt discounts is calculated on a straight-line basis over the eighteen-month life of the note. During the twelve months ending December 31, 2013 total amortization was recorded in the amount of $32,927 resulting in a debt discount of $64,773. Also during the twelve months ending December 31, 2013, interest expense of $1,954 was recorded for the note. During the twelve months ended December 31, 2014, total amortization was recorded in the amount of $64,773. Also during the twelve months ending December 31, 2014, total principal of $95,000 was converted into shares of common stock resulting in a decrease to the debt discount of $0. After conversions and amortization, principal totaled $2,700, debt discount totaled $0, and accumulated interest totaled $6,713 at December 31, 2014. During the nine months ended September 30, 2015 the Company accrued $161 additional interest on the note. The balance of the note reached maturity during the year ended December 31, 2014 and is currently in default. (3) The Company borrowed $50,000 January 2014, due January 2015, with interest at 8%. The holder of the note has the right, after the first one hundred eighty days of the note (July 27, 2014), to convert the note and accrued interest into common stock at a price per share equal to the lesser of $0.09 or 58% of the lowest trade price in the 10 trading days previous to the conversion. The Company recorded a debt discount of $50,000 related to the conversion feature and original issue discount, along with a derivative liability at inception. Interest expense for the amortization of the debt discount is calculated on a straight-line basis over the twelve-month life of the note. During the twelve months ended December 31, 2014, total amortization was recorded in the amount of $46,291. After amortization, principal totaled $50,000, debt discount totaled $3,709, and accumulated interest totaled $3,693 at December 31, 2014. During the nine months ended September 30, 2015, total amortization was recorded in the amount of $0. After amortization, principal totaled $50,000, debt discount totaled $0. The Company accrued an additional $2,984 interest for the nine months ended September 30, 2015. The balance of the note reached full maturity during the quarter ended June 30, 2015 and is currently in default. (4) The Company borrowed $55,500 January 2014, due October 2014, with interest at 10%. The holder of the note has the right, after the first one hundred eighty days of the note (July 23, 2014), to convert the note and accrued interest into common stock at a price per share equal to the lesser of $0.28 or 60% of the lowest trade price in the 25 trading days previous to the conversion. The note has an original issue discount of $5,500 that has been added to the principal balance of the note and is being recognized in interest expense over the life of the note. The Company recorded a debt discount of $55,000 related to the conversion feature and original issue discount, along with a derivative liability at inception. Interest expense for the amortization of the debt discount is calculated on a straight-line basis over the twelve month life of the note. During the twelve months ended December 31, 2014, total amortization was recorded in the amount of $52,065. Also during the twelve months ending December 31, 2014, total principal of $44,510 was converted into shares of common stock, resulting in a decrease to the debt discount of $7,565. After conversions and amortization, principal totaled $10,990, debt discount totaled $0, and accumulated interest totaled $4,361 at December 31, 2014. The Company accrued an additional $820 interest for the nine months ended September 30, 2015. The balance of the note reached maturity during the year ended December 31, 2014, and is currently in default. (5) The Company borrowed $46,080 February 2014, due February 2015, with a one-time interest charge of 10%. The holder of the note has the right, after the first one hundred eighty days of the note (August 10, 2014), to convert the note and accrued interest into common stock at a price per share equal to the lesser of $0.08 or 60% of the lowest trade price in the 25 trading days previous to the conversion. The Company has the right to prepay the note during the first ninety days following the date of the note. The Company recorded a debt discount of $46,080 related to the conversion feature and original issue discount, along with a derivative liability at inception. Interest expense for the amortization of the debt discount is calculated on a straight-line basis over the twelve-month life of the note. During the twelve months ended December 31, 2014, Total amortization was recorded in the amount of $26,503. Also during the twelve months ending December 31, 2014, total principal of $46,080 and accrued interest of $2,250 was converted into shares of common stock, resulting in a decrease to the debt discount of $19,577. After conversions and amortization, principal totaled $0, debt discount totaled $0, and accumulated interest totaled $2,358 at September 30, 2015 and December 31, 2014. The balance of the note reached full maturity during the quarter ended June 30, 2015 and is currently in default. (6) The Company borrowed $27,800 February 2014, due February 2015, with a one-time interest charge of 10%. The holder of the note has the right to convert the note and accrued interest into common stock at a price per share equal to the lesser of $0.195 or 60% of the lowest trade price in the 25 trading days previous to the conversion. The note has an original issue discount of $2,800 that has been added to the principal balance of the note and is being recognized in interest expense over the life of the note. Additionally, the holder of the note added a market price adjustment of $53,192 on the note due to delay in issuance of conversion shares. The Company increased the amount of the note by $53,192 and recorded a debt discount of $53,192. Interest expense for the amortization of the debt discounts is calculated on a straight-line basis over the nine-month life of the note. During the twelve months ending December 31, 2014, total amortization was recorded in the amount of $22,056. Also during the twelve months ending December 31, 2014, total principal of $29,833 and accrued interest of $2,780 was converted into shares of common stock, resulting in a decrease to the debt discount of $506. After conversions and amortization, principal totaled $51,159, debt discount totaled $49,626, and accumulated interest totaled $294 at December 31, 2014. During the nine months ending September 30, 2015, total amortization was recorded in the amount of $25,877 and an additional $0 of interest was accrued. The balance of the note reached full maturity during the quarter ended June 30, 2015 and was settled September 30, 2015 for 5,000 shares of Series A Preferred Stock having a stated value of $5.00 per share and $20,000 cash payment due upon the consummation of a debt or equity financing resulting in gross proceeds to the Company of at least $500,000. (7) The Company borrowed $50,000 March 2014, due March 2015, with interest at 10%. The holder of the note has the right, after the first one hundred eighty days of the note (September 18, 2014), to convert the note and accrued interest into common stock at a price per share equal to 60% of the lowest trade price in the 25 trading days previous to the conversion. The Company recorded a debt discount of $50,000 related to the conversion feature and original issue discount, along with a derivative liability at inception. Interest expense for the amortization of the debt discount is calculated on a straight-line basis over the twelve-month life of the note. During the twelve months ended December 31, 2014, total amortization was recorded in the amount of $39,042. Also during the twelve months ending December 31, 2014, total principal of $13,039 and accrued interest of $727 was converted into shares of common stock, resulting in a decrease to the debt discount of $5,454. After conversions and amortization, principal totaled $36,961, debt discount totaled $5,504, and accumulated interest totaled $2,886 at December 31, 2014. During the nine months ending September 30, 2015, total amortization was recorded in the amount of $5,504 and an additional $2,757 of interest was accrued. The balance of the note reached full maturity during the quarter ended June 30, 2015 and is currently in default. (8) The Company borrowed $165,000 March 2014, due April 2015, with interest at 10%. The holder of the note has the right to convert the note and accrued interest into common stock at a price per share equal to the lesser of $1.00 or 65% of the average of the three lowest trading prices in the 20 trading days previous to the conversion. The note has an original issue discount of $15,000 that has been added to the principal balance of the note and is being recognized in interest expense over the life of the note. The Company recorded a debt discount of $165,000 related to the conversion feature and original issue discount, along with a derivative liability at inception. Interest expense for the amortization of the debt discount is calculated on a straight-line basis over the twelve-month life of the note. During the twelve months ended December 31, 2014, total amortization was recorded in the amount of $120,417. Also during the twelve months ending December 31, 2014, total principal of $80,488 was converted into shares of common stock, resulting in a decrease to the debt discount of $37,592. After conversions and amortization, principal totaled $84,512, debt discount totaled $6,991, and accumulated interest totaled $14,328 at December 31, 2014. During the nine months ending September 30, 2015, total principal of $23,211 was converted into shares of common stock, resulting in a decrease to the debt discount of $6,991. After conversions and amortization, principal totaled $61,301, debt discount totaled $0, and accumulated interest totaled $21,644 at September 30, 2015. (9) The Company borrowed $32,000 April 2014, due April 2015, with interest at 10%. The holder of the note has the right, after the first one hundred eighty days of the note (October 1, 2014), to convert the note and accrued interest into common stock at a price per share equal to 60% of the lowest trade price in the 25 trading days previous to the conversion. The Company recorded a debt discount of $32,000 related to the conversion feature and original issue discount, along with a derivative liability at inception. Interest expense for the amortization of the debt discount is calculated on a straight-line basis over the twelve-month life of the note. During the twelve months ended December 31, 2014, total amortization was recorded in the amount of $21,216. Also during the twelve months ending December 31, 2014, total principal of $9,958 and accrued interest of $681 was converted into shares of common stock, resulting in a decrease to the debt discount of $3,074. After conversions and amortization, principal totaled $22,042, debt discount totaled $7,710, and accumulated interest totaled $835 at December 31, 2014. During the nine months ending September 30, 2015, total amortization was recorded in the amount of $7,710 and an additional $1,644 of interest was accrued. (10) The Company borrowed $46,080 April 2014, due April 2015, with interest at 10%. The holder of the note has the right, after the first one hundred eighty days of the note (October 11, 2014), to convert the note and accrued interest into common stock at a price per share equal to the lesser of $0.08 or 60% of the lowest trade price in the 25 trading days previous to the conversion. The Company has the right to prepay the note during the first ninety days following the date of the note. The Company recorded a debt discount of $46,080 related to the conversion feature and original issue discount, along with a derivative liability at inception. Interest expense for the amortization of the debt discount is calculated on a straight-line basis over the twelve-month life of the note. During the twelve months ended December 31, 2014, total amortization was recorded in the amount of $30,094. Also during the twelve months ending December 31, 2014, total principal of $40,661 was converted into shares of common stock, resulting in a decrease to the debt discount of $15,986. After conversions and amortization, principal totaled $5,419, debt discount totaled $0, and accumulated interest totaled $4,608 at December 31, 2014. During the nine months ending September 30, 2015, an additional $0 of interest was accrued. (11) The Company borrowed $42,500 May 2014, due February 2015, with interest at 8%. The holder of the note has the right, after the first one hundred eighty days of the note (November 16, 2014), to convert the note and accrued interest into common stock at a price per share equal to 61% (representing a discount rate of 39%) of the average of the lowest five trading prices for the common stock during the ten trading day period ending one trading day prior to the date of conversion notice. The Company has the right to prepay the note and accrued interest during the first one hundred eighty days following the date of the note. During that time the amount of any prepayment during the first sixty days is 130% of the outstanding amounts owed while the amount of the prepayment increases every subsequent thirty days to 135%, 140%, 145%, and 150% of the outstanding amounts owed. The Company recorded a debt discount of $42,500 related to the conversion feature of the note, along with a derivative liability at inception. Additionally, the note holder assed a $14,890 penalty due to the inability of the Company to provide conversion shares timely. The Company increased the amount of the note by $14,890 and recorded a debt discount of $14,890. Interest expense for the amortization of the debt discounts is calculated on a straight-line basis over the nine month life of the note. During the twelve months ending December 31, 2014, total amortization was recorded in the amount of $32,535. Also during the twelve months ending December 31, 2014, total principal of $36,175 was converted into shares of common stock resulting in a decrease to the debt discount of $9,739. After conversions and amortization, principal totaled $21,215, debt discount totaled $15,116, and accumulated interest totaled $1,051 at December 31, 2014. During the nine months ending September 30, 2015, total principal of $8,510 was converted into shares of common stock resulting in a decrease to the debt discount of $15,116. This note, along with notes numbered 13, 19, and 20, was settled August 27, 2015 for $80,000 to be paid at $20,000 each September 1, 2015, October 1, 2015, November 1, 2015 and December 1, 2015. This settlement for these notes resulted in a reduction of notes payable of $110,205 and accrued interest payable of $10,319 offset by a new $80,000 note payable and a gain on debt restructuring of $40,523. All payments on the $80,000 remaining note are current as of November 20, 2015. (12) The Company borrowed $55,000 May 2014, due May 2015, with interest at 12%. The holder of the note has the right to convert the note and accrued interest into common stock at a price per share equal to the lesser of $0.03 or 55% of the lowest trade price in the 25 trading days previous to the conversion. The note has an original issue discount of $5,000 that has been added to the principal balance of the note and is being recognized in interest expense over the life of the note. The Company recorded a debt discount of $55,000 related to the conversion feature and original issue discount, along with a derivative liability at inception. Interest expense for the amortization of the debt discount is calculated on a straight-line basis over the twelve-month life of the note. During the twelve months ended December 31, 2014, total amortization was recorded in the amount of $30,685. Also during the twelve months ending December 31, 2014, total principal of $8,910 was converted into shares of common stock, resulting in a decrease to the debt discount of $0. After conversions and amortization, principal totaled $46,090, debt discount totaled $24,315, and accumulated interest totaled $3,385 at December 31, 2014. During the nine months ending September 30, 2015, total amortization was recorded in the amount of $24,315 and an additional $2,131 of interest was accrued. This note was settled May 1, 2015 for $100,000, $75,000 paid in cash and the remaining $25,000 as a 10% convertible debenture due May 31, 2016. The $25,000 convertible debenture is convertible at 55% of the lowest close for the last 270 days prior to the conversion notice or $0.03, but not less than $0.001. This settlement resulted in a reduction to notes payable of $46,090 and accrued interest payable of $5,516, an increase to note payable of $100,000 and a resulting $48,394 loss on settlement of debt. (13) The Company borrowed $37,500 June 2014, due March 2015, with interest at 8%. The holder of the note has the right, after the first one hundred eighty days of the note (December 10, 2014), to convert the note and accrued interest into common stock at a price per share equal to 61% (representing a discount rate of 39%) of the average of the lowest five trading prices for the common stock during the ten trading day period ending one trading day prior to the date of conversion notice. The Company has the right to prepay the note and accrued interest during the first one hundred eighty days following the date of the note. During that time the amount of any prepayment during the first sixty days is 130% of the outstanding amounts owed while the amount of the prepayment increases every subsequent thirty days to 135%, 140%, 145%, and 150% of the outstanding amounts owed. The Company recorded a debt discount of $37,500 related to the conversion feature and original issue discount, along with a derivative liability at inception. Interest expense for the amortization of the debt discount is calculated on a straight-line basis over the twelve-month life of the note. During the twelve months ended December 31, 2014, total amortization was recorded in the amount of $27,211. After amortization, principal totaled $37,500, debt discount totaled $10,289, and accumulated interest totaled $1,652 at December 31, 2014. During the nine months ending September 30, 2015, total amortization was recorded in the amount of $10,289 and an additional $1,959 of interest was accrued. The balance of the note reached full maturity during the quarter ended June 30, 2015. This note, along with notes numbered 11, 19, and 20, was settled August 27, 2015 for $80,000 to be paid at $20,000 each September 1, 2015, October 1, 2015, November 1, 2015 and December 1, 2015. This settlement for these notes resulted in a reduction of notes payable of $110,205 and accrued interest payable of $10,319 offset by a new $80,000 note payable and a gain on debt restructuring of $40,524. All payments on the $80,000 remaining note are current as of November 20, 2015. (14) The Company borrowed $28,800 June 2014, due June 2015, with interest at 10%. The holder of the note has the right, after the first one hundred eighty days of the note (December 20, 2014), to convert the note and accrued interest into common stock at a price per share equal to the lesser of $0.08 or 60% of the lowest trade price in the 25 trading days previous to the conversion. The Company has the right to prepay the note during the first ninety days following the date of the note. The Company recorded a debt discount of $28,800 related to the conversion feature and original issue discount, along with a derivative liability at inception. Interest expense for the amortization of the debt discount is calculated on a straight-line basis over the twelve-month life of the note. During the twelve months ended December 31, 2014, total amortization was recorded in the amount of $15,070. After amortization, principal totaled $28,800, debt discount totaled $13,730, and accumulated interest totaled $2,880 at December 31, 2014. During the nine months en |
9. COMMON STOCK OPTIONS AND W26
9. COMMON STOCK OPTIONS AND WARRANTS (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Changes in the Company's stock options | Options Outstanding Weighted Average Remaining Contractual Life Aggregate Intrinsic Value Weighted Average Exercise Price Per Share Number Of Shares Exercise Price Per Share Balance at December 31, 2014 8,785,000 $ 0.09-0.15 3.42 years $ - $ 0.14 Options granted - $ - - $ - Options exercised - $ - - $ - Options expired (2,950,000 ) $ 0.09-0.15 - $ 0.11 Balance at September 30, 2015 5,835,000 $ 0.12-0.15 4.24 years $ - $ 0.15 Exercisable at December 31, 2014 7,713,125 $ 0.09-0.15 3.42 years $ - $ 0.14 Exercisable at September 30, 2015 5,835,000 $ 0.12-0.15 4.24 years $ - $ 0.15 |
Changes in the Company's warrants | The following schedule summarizes the changes in the Companys stock warrants during the nine months ended September 30, 2015: Warrants Outstanding Weighted Average Remaining Contractual Life Aggregate Intrinsic Value Weighted Average Exercise Price Per Share Number Of Shares Exercise Price Per Share Balance at December 31, 2014 2,310,770,115 $ 0.0001-0.25 2.86 years $ - $ 0.01 Warrants granted 65,300,000 $ 0.001-0.0022 1.47 years $ 0.0012 Warrants exercised (285,604,091 ) $ 0.003 - $ 0.003 Warrants adjusted (1,360,195,089 ) (1) $ 0.0001-0.001 $ 0.0001 Warrants expired/cancelled (44,027,778 ) $ 0.001-0.25 $ 0.0228 Balance at September 30, 2015 686,243,157 $ 0.001-0.10 2.14 years $ 2,052,699 $ 0.0082 Exercisable at December 31, 2014 1,978,455,471 $ 0.0001-0.25 2.86 years $ - $ 0.01 Exercisable at September 30, 2015 686,243,157 $ 0.001-0.10 2.14 years $ 2,052,699 $ 0.0082 (1) Based upon Delaware law and on the terms and conditions set forth in the applicable Warrant Agreement, any adjustments to the warrants were limited to a floor price of $.001. Pursuant to the defective warrant exercise notice using an exercise price below $.001, the Company issued at total of 147,377,777 shares of common stock to the warrant holders, which the Company believes are voidable, and also recorded 1,600,945,089 warrants outstanding to the holder on the Companys financial statements for the year ended December 31, 2014, and for the periods ending March 31 and June 30, 2015. Management believes that the warrants were recorded in error during the periods presented, and has recorded the revised number of warrants outstanding at September 30, 2015 at 240,750,000, which reflects the number of shares of common stock purchase warrants outstanding and exercisable under the terms of the warrants at an exercise price of $0.001 per share. This net adjustment of 1,360,195,089 warrants has been reflected in the schedule for the nine month period ending September 30, 2015. While management believes that its position is reasonable, no assurances can be given that this position will not be challenged by the warrant holder. |
1. BASIS OF PRESENTATION (Detai
1. BASIS OF PRESENTATION (Details) | Sep. 30, 2015USD ($) |
Assets | |
Total Assets Measured at Fair Value | |
Liabilities | |
Liabiity for lack of authorized shares | $ 659,281 |
Derivative Liability | 2,717,152 |
Total Liabilities Measured at Fair Value | $ 3,376,433 |
Level 1 | |
Assets | |
Total Assets Measured at Fair Value | |
Liabilities | |
Liabiity for lack of authorized shares | |
Derivative Liability | |
Total Liabilities Measured at Fair Value | |
Level 2 | |
Assets | |
Total Assets Measured at Fair Value | |
Liabilities | |
Liabiity for lack of authorized shares | |
Derivative Liability | |
Total Liabilities Measured at Fair Value | |
Level 3 | |
Assets | |
Total Assets Measured at Fair Value | |
Liabilities | |
Liabiity for lack of authorized shares | $ 659,281 |
Derivative Liability | 2,717,152 |
Total Liabilities Measured at Fair Value | $ 3,376,433 |
2. GOING CONCERN AND MANAGEME28
2. GOING CONCERN AND MANAGEMENT'S PLAN (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | 21 Months Ended | 117 Months Ended | ||||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2017 | Sep. 30, 2015 | Dec. 31, 2014 | |
Net Gain (loss) | $ (2,530,741) | $ (866,787) | $ 5,613,098 | $ (3,186,179) | $ (48,634,133) | |||
Operating loss | (293,811) | (493,322) | (953,685) | (1,571,102) | ||||
Working capital required to finance operations and develop products | 7,193 | 525 | ||||||
Convertible promissory notes due and payable | 700,000 | 700,000 | 700,000 | |||||
Cash on hand | 7,396 | 7,396 | 7,396 | $ 203 | ||||
Working capital | $ (8,814,516) | $ (9,543,943) | $ (8,814,516) | $ (9,543,943) | $ (8,814,516) | |||
Minimum [Member] | ||||||||
Working capital required to finance operations and develop products | $ 15,000,000 | |||||||
Development expense | $ 5,000,000 | |||||||
Maximum [Member] | ||||||||
Development expense | $ 10,000,000 |
3. FIXED ASSETS (Details)
3. FIXED ASSETS (Details) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Property Plant And Equipment | ||
Total Fixed assets | $ 2,614,153 | $ 2,614,153 |
Less accumulated depreciation | (2,608,995) | (2,605,400) |
Net Fixed assets | 5,158 | 8,753 |
Production equipment [Member] | ||
Property Plant And Equipment | ||
Total Fixed assets | 2,131,377 | 2,131,377 |
Less accumulated depreciation | (2,126,214) | (2,123,462) |
Building [Member] | ||
Property Plant And Equipment | ||
Total Fixed assets | 446,772 | 446,772 |
Less accumulated depreciation | (446,772) | (446,772) |
Leasehold Improvements [Member] | ||
Property Plant And Equipment | ||
Total Fixed assets | 3,235 | 3,235 |
Less accumulated depreciation | (3,235) | (3,235) |
Office Equipment [Member] | ||
Property Plant And Equipment | ||
Total Fixed assets | 32,769 | 32,769 |
Less accumulated depreciation | $ (32,774) | $ (31,931) |
3. FIXED ASSETS (Details 1)
3. FIXED ASSETS (Details 1) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Property Plant And Equipment | ||
Accumulated depreciation | $ (2,608,995) | $ (2,605,400) |
Production equipment [Member] | ||
Property Plant And Equipment | ||
Accumulated depreciation | (2,126,214) | (2,123,462) |
Building [Member] | ||
Property Plant And Equipment | ||
Accumulated depreciation | (446,772) | (446,772) |
Leasehold Improvements [Member] | ||
Property Plant And Equipment | ||
Accumulated depreciation | (3,235) | (3,235) |
Office Equipment [Member] | ||
Property Plant And Equipment | ||
Accumulated depreciation | $ (32,774) | $ (31,931) |
3. FIXED ASSETS (Details Narrat
3. FIXED ASSETS (Details Narrative) - USD ($) | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Property Plant And Equipment | ||
Depreciation expense | $ 3,595 | $ 4,620 |
4. INTANGIBLE ASSETS (Details)
4. INTANGIBLE ASSETS (Details) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
INTANGIBLE ASSETS | ||
License Fee | $ 112,500 | $ 112,500 |
Less accumulated amortization | $ (112,500) | (111,161) |
License Fee, Net | 1,339 | |
Patents and intellectual property | $ 35,482 | 35,482 |
Intangible assets net of accumulated amortization | $ 35,482 | $ 36,821 |
4. INTANGIBLE ASSETS (Details N
4. INTANGIBLE ASSETS (Details Narrative) - USD ($) | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
INTANGIBLE ASSETS | ||
Amortization expense | $ 1,339 | $ 4,374 |
5. RELATED PARTY TRANSACTIONS34
5. RELATED PARTY TRANSACTIONS (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Rental Expense | $ 13,500 | $ 120,639 |
Warehouse [Member] | ||
Rental Expense | 107,139 | |
Office Building [Member] | ||
Rental Expense | $ 13,500 | $ 13,500 |
5. RELATED PARTY TRANSACTIONS35
5. RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Related party notes issued | $ 43,000 | |
Production Ctr [Member] | ||
Monthly Rental Payments | 11,904 | |
Office Building [Member] | ||
Monthly Rental Payments | $ 1,500 | |
Lease term | 12 months |
6. PREPAID EXPENSES PAID WITH36
6. PREPAID EXPENSES PAID WITH STOCK (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Prepaid Expenses [Member] | ||
Stock issued prepaid services, value | $ 78,000 | |
Stock expired, value | $ 52,000 | 26,000 |
Prepaid Expenses 2 [Member] | ||
Stock issued prepaid services, value | 69,550 | |
Stock expired, value | 63,754 | 5,796 |
Prepaid Expenses 3 [Member] | ||
Stock issued prepaid services, value | 36,000 | |
Stock expired, value | $ 3,600 | $ 0 |
7. SHORT TERM LOAN PAYABLE (Det
7. SHORT TERM LOAN PAYABLE (Details Narrative) - USD ($) | May. 15, 2014 | Jun. 06, 2014 | May. 01, 2013 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 |
Note issued | $ 350,000 | $ 349,913 | ||||
Note interest rate | 10.00% | |||||
Common stock issued | 532,609 | |||||
Conversion of debt to shares, shares issued | 16,530,974 | 92,051,568 | ||||
Warrant term | 3 years | |||||
Warrant exercise price | $ 0.046 | |||||
Interest paid for short term loan | $ 2,031 | |||||
Proceeds from short term debt | $ 168,000 | $ (349,913) | ||||
Accured interest, short term debt | 191,292 | $ 1,656,763 | ||||
Proceeds from officer related party debt | 43,000 | |||||
Short-term Debt [Member] | ||||||
Proceeds from short term debt | 182,500 | |||||
Debt converted to preferred stock | 172,500 | |||||
Short term debt outstanding | $ 10,000 | |||||
Short term debt interest rate | 10.00% | |||||
Accured interest, short term debt | $ 2,481 | |||||
Short-term Debt [Member] | Officer [Member] | ||||||
Debt converted to preferred stock | 15,500 | |||||
Accured interest, short term debt | 111 | |||||
Proceeds from officer related party debt | $ 15,500 | |||||
Related party debt interest rate | 10.00% |
8. CONVERTIBLE NOTES PAYABLE (D
8. CONVERTIBLE NOTES PAYABLE (Details) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Convertible Notes Payable, Net | $ 2,360,459 | $ 600,569 |
Convertible Notes Payable 1 [Member] | ||
Convertible Notes Payable, Net | 170,000 | 170,000 |
Accrued interest | $ 64,558 | $ 49,313 |
Convertible note interest rate | 12.00% | 12.00% |
Convertible note face amount | $ 1,060,000 | $ 1,060,000 |
Debt discount | 0 | 0 |
Convertible Notes Payable 2 [Member] | ||
Convertible Notes Payable, Net | 2,700 | 2,700 |
Accrued interest | $ 6,874 | $ 6,713 |
Convertible note interest rate | 8.00% | 8.00% |
Convertible note face amount | $ 97,700 | $ 97,700 |
Debt discount | 0 | 0 |
Convertible Notes Payable 3 [Member] | ||
Convertible Notes Payable, Net | 50,000 | 46,291 |
Accrued interest | $ 6,677 | $ 3,693 |
Convertible note interest rate | 8.00% | 8.00% |
Convertible note face amount | $ 50,000 | $ 50,000 |
Debt discount | 0 | 3,709 |
Convertible Notes Payable 4 [Member] | ||
Convertible Notes Payable, Net | 10,990 | 10,990 |
Accrued interest | $ 5,181 | $ 4,361 |
Convertible note interest rate | 10.00% | 10.00% |
Convertible note face amount | $ 55,500 | $ 55,500 |
Debt discount | $ 0 | $ 0 |
Convertible Notes Payable 5 [Member] | ||
Convertible Notes Payable, Net | ||
Accrued interest | $ 2,358 | $ 2,358 |
Convertible note interest rate | 10.00% | 10.00% |
Convertible note face amount | $ 46,080 | $ 46,080 |
Debt discount | 0 | 0 |
Convertible Notes Payable 6 [Member] | ||
Convertible Notes Payable, Net | $ 20,000 | 1,533 |
Accrued interest | $ 294 | |
Convertible note interest rate | 10.00% | 10.00% |
Convertible note face amount | $ 27,800 | $ 27,800 |
Debt discount | 0 | 46,566 |
Convertible Notes Payable 7 [Member] | ||
Convertible Notes Payable, Net | 36,961 | 31,457 |
Accrued interest | $ 5,643 | $ 2,886 |
Convertible note interest rate | 10.00% | 10.00% |
Convertible note face amount | $ 50,000 | $ 50,000 |
Debt discount | 0 | 5,504 |
Convertible Notes Payable 8 [Member] | ||
Convertible Notes Payable, Net | 61,301 | 77,521 |
Accrued interest | $ 21,644 | $ 14,328 |
Convertible note interest rate | 10.00% | 10.00% |
Convertible note face amount | $ 165,000 | $ 165,000 |
Debt discount | 0 | 15,236 |
Convertible Notes Payable 9 [Member] | ||
Convertible Notes Payable, Net | 22,042 | 14,332 |
Accrued interest | $ 2,479 | $ 835 |
Convertible note interest rate | 10.00% | 10.00% |
Convertible note face amount | $ 32,000 | $ 32,000 |
Debt discount | 0 | 7,710 |
Convertible Notes Payable 10 [Member] | ||
Convertible Notes Payable, Net | 5,419 | 5,419 |
Accrued interest | $ 4,608 | $ 4,608 |
Convertible note interest rate | 10.00% | 10.00% |
Convertible note face amount | $ 46,080 | $ 46,080 |
Debt discount | $ 0 | 0 |
Convertible Notes Payable 11 [Member] | ||
Convertible Notes Payable, Net | 6,099 | |
Accrued interest | $ 1,051 | |
Convertible note interest rate | 8.00% | 8.00% |
Convertible note face amount | $ 42,500 | $ 42,500 |
Debt discount | 0 | 15,116 |
Convertible Notes Payable 12 [Member] | ||
Convertible Notes Payable, Net | 25,000 | 21,775 |
Accrued interest | $ 1,082 | $ 3,385 |
Convertible note interest rate | 12.00% | 12.00% |
Convertible note face amount | $ 55,000 | $ 55,000 |
Debt discount | $ 0 | 24,315 |
Convertible Notes Payable 13 [Member] | ||
Convertible Notes Payable, Net | 27,211 | |
Accrued interest | $ 1,652 | |
Convertible note interest rate | 8.00% | 8.00% |
Convertible note face amount | $ 37,500 | $ 37,500 |
Debt discount | 0 | 13,340 |
Convertible Notes Payable 14 [Member] | ||
Convertible Notes Payable, Net | 28,800 | 15,070 |
Accrued interest | $ 2,880 | $ 2,880 |
Convertible note interest rate | 10.00% | 10.00% |
Convertible note face amount | $ 28,800 | $ 28,800 |
Debt discount | 0 | 13,730 |
Convertible Notes Payable 15 [Member] | ||
Convertible Notes Payable, Net | 40,000 | 20,602 |
Accrued interest | $ 5,043 | $ 2,060 |
Convertible note interest rate | 10.00% | 10.00% |
Convertible note face amount | $ 40,000 | $ 40,000 |
Debt discount | 0 | 19,398 |
Convertible Notes Payable 16 [Member] | ||
Convertible Notes Payable, Net | 38,689 | 20,135 |
Accrued interest | $ 4,879 | $ 1,993 |
Convertible note interest rate | 10.00% | 10.00% |
Convertible note face amount | $ 40,000 | $ 40,000 |
Debt discount | 0 | 18,554 |
Convertible Notes Payable 17 [Member] | ||
Convertible Notes Payable, Net | 56,092 | 28,277 |
Accrued interest | $ 11,206 | $ 4,512 |
Convertible note interest rate | 16.00% | 16.00% |
Convertible note face amount | $ 56,092 | $ 56,092 |
Debt discount | 0 | 27,815 |
Convertible Notes Payable 18 [Member] | ||
Convertible Notes Payable, Net | 37,015 | 16,278 |
Accrued interest | $ 5,261 | $ 1,947 |
Convertible note interest rate | 12.00% | 12.00% |
Convertible note face amount | $ 37,500 | $ 37,500 |
Debt discount | $ 0 | 20,737 |
Convertible Notes Payable 19 [Member] | ||
Convertible Notes Payable, Net | 23,913 | |
Accrued interest | $ 1,447 | |
Convertible note interest rate | 8.00% | 8.00% |
Convertible note face amount | $ 37,500 | $ 37,500 |
Debt discount | 0 | 13,587 |
Convertible Notes Payable 20 [Member] | ||
Convertible Notes Payable, Net | $ 60,000 | 13,012 |
Accrued interest | $ 725 | |
Convertible note interest rate | 8.00% | 8.00% |
Convertible note face amount | $ 22,500 | $ 22,500 |
Debt discount | 0 | 9,488 |
Convertible Notes Payable 21 [Member] | ||
Convertible Notes Payable, Net | 36,750 | 13,995 |
Accrued interest | $ 4,614 | $ 1,873 |
Convertible note interest rate | 10.00% | 10.00% |
Convertible note face amount | $ 36,750 | $ 36,750 |
Debt discount | 0 | 20,588 |
Convertible Notes Payable 22 [Member] | ||
Convertible Notes Payable, Net | $ 33,500 | $ 23,133 |
Accrued interest | ||
Convertible note interest rate | 4.00% | 4.00% |
Convertible note face amount | $ 33,500 | $ 33,500 |
Debt discount | 0 | 10,367 |
Convertible Notes Payable 23 [Member] | ||
Convertible Notes Payable, Net | 36,263 | 10,862 |
Accrued interest | $ 4,482 | $ 1,236 |
Convertible note interest rate | 12.00% | 12.00% |
Convertible note face amount | $ 37,500 | $ 37,500 |
Debt discount | $ 7,331 | $ 25,401 |
Convertible Notes Payable 24 [Member] | ||
Convertible Notes Payable, Net | ||
Accrued interest | $ 1,370 | |
Convertible note interest rate | 10.00% | 10.00% |
Convertible note face amount | $ 19,000 | $ 19,000 |
Debt discount | $ 0 | $ 0 |
Convertible Notes Payable 25 [Member] | ||
Convertible Notes Payable, Net | ||
Accrued interest | $ 902 | |
Convertible note interest rate | 10.00% | 10.00% |
Convertible note face amount | $ 12,500 | $ 12,500 |
Debt discount | $ 0 | $ 0 |
Convertible Notes Payable 26 [Member] | ||
Convertible Notes Payable, Net | ||
Accrued interest | $ 6,339 | |
Convertible note interest rate | 10.00% | 10.00% |
Convertible note face amount | $ 100,000 | $ 100,000 |
Debt discount | $ 0 | $ 0 |
Convertible Notes Payable 27 [Member] | ||
Convertible Notes Payable, Net | ||
Accrued interest | $ 1,619 | |
Convertible note interest rate | 10.00% | 10.00% |
Convertible note face amount | $ 25,000 | $ 25,000 |
Debt discount | 0 | $ 0 |
Convertible Notes Payable 28 [Member] | ||
Convertible Notes Payable, Net | 50,000 | |
Accrued interest | $ 2,650 | |
Convertible note interest rate | 10.00% | 10.00% |
Convertible note face amount | $ 50,000 | $ 50,000 |
Debt discount | $ 0 | $ 0 |
Convertible Notes Payable 29 [Member] | ||
Convertible Notes Payable, Net | ||
Accrued interest | $ 1,027 | |
Convertible note interest rate | 10.00% | 10.00% |
Convertible note face amount | $ 20,000 | $ 20,000 |
Debt discount | $ 0 | $ 0 |
Convertible Notes Payable 30 [Member] | ||
Convertible Notes Payable, Net | ||
Accrued interest | $ 454 | |
Convertible note interest rate | 10.00% | 10.00% |
Convertible note face amount | $ 10,000 | $ 10,000 |
Debt discount | $ 0 | $ 0 |
Convertible Notes Payable 31 [Member] | ||
Convertible Notes Payable, Net | ||
Accrued interest | $ 1,134 | |
Convertible note interest rate | 10.00% | 10.00% |
Convertible note face amount | $ 25,000 | $ 25,000 |
Debt discount | 0 | $ 0 |
Convertible Notes Payable 32 [Member] | ||
Convertible Notes Payable, Net | 48,989 | |
Accrued interest | $ 2,227 | |
Convertible note interest rate | 10.00% | 10.00% |
Convertible note face amount | $ 55,000 | $ 55,000 |
Debt discount | $ 6,011 | $ 0 |
Convertible Notes Payable 33 [Member] | ||
Convertible Notes Payable, Net | ||
Accrued interest | $ 348 | |
Convertible note interest rate | 10.00% | 10.00% |
Convertible note face amount | $ 15,000 | $ 15,000 |
Debt discount | $ 0 | $ 0 |
Convertible Notes Payable 34 [Member] | ||
Convertible Notes Payable, Net | ||
Accrued interest | $ 1,598 | |
Convertible note interest rate | 10.00% | 10.00% |
Convertible note face amount | $ 75,000 | $ 75,000 |
Debt discount | $ 0 | $ 0 |
Convertible Notes Payable 35 [Member] | ||
Convertible Notes Payable, Net | ||
Accrued interest | $ 61 | |
Convertible note interest rate | 10.00% | 10.00% |
Convertible note face amount | $ 7,500 | $ 7,500 |
Debt discount | 0 | $ 0 |
Convertible Notes Payable 36 [Member] | ||
Convertible Notes Payable, Net | 1,538 | |
Accrued interest | $ 77 | |
Convertible note interest rate | 10.00% | 10.00% |
Convertible note face amount | $ 10,000 | $ 10,000 |
Debt discount | $ 8,462 | $ 0 |
Convertible Notes Payable 37 [Member] | ||
Convertible Notes Payable, Net | ||
Accrued interest | $ 178 | |
Convertible note interest rate | 10.00% | 10.00% |
Convertible note face amount | $ 25,000 | $ 25,000 |
Debt discount | $ 0 | $ 0 |
Convertible Notes Payable 38 [Member] | ||
Convertible Notes Payable, Net | ||
Accrued interest | $ 178 | |
Convertible note interest rate | 10.00% | 10.00% |
Convertible note face amount | $ 25,000 | $ 25,000 |
Debt discount | $ 0 | $ 0 |
Convertible Notes Payable 39 [Member] | ||
Convertible Notes Payable, Net | ||
Accrued interest | $ 41 | |
Convertible note interest rate | 10.00% | 10.00% |
Convertible note face amount | $ 25,000 | $ 25,000 |
Debt discount | 0 | 0 |
Convertible Notes Payable [Member] | ||
Convertible Notes Payable, Net | 872,049 | 600,569 |
Accrued interest | $ 179,672 | $ 114,150 |
CONVERTIBLE NOTES PAYABLE (Deta
CONVERTIBLE NOTES PAYABLE (Details Narrative) | Sep. 30, 2015USD ($)$ / shares |
Debt Disclosure [Abstract] | |
Convertible notes due and payable | $ 740,000 |
Convertible note conversion price | $ / shares | $ .001 |
Penalties and interest | $ 1,488,410 |
9. COMMON STOCK OPTIONS AND W40
9. COMMON STOCK OPTIONS AND WARRANTS (Details) | 9 Months Ended |
Sep. 30, 2015USD ($)$ / sharesshares | |
Minimum [Member] | |
Weighted Average Exercise Price | |
Weighted Average Exercise Price Outstanding, Beginning | $ .0001 |
Weighted Average Exercise Price Granted | .001 |
Weighted Average Exercise Price Expired | .001 |
Weighted Average Exercise Price Outstanding, Ending | .001 |
Weighted Average Exercise Price Exercisable, end | .0001 |
Exercise Price Per Share | |
Weighted Average Exercise Price Exercisable | .0001 |
Weighted Average Exercise Price Exercisable, end | .001 |
Maximum [Member] | |
Weighted Average Exercise Price | |
Weighted Average Exercise Price Outstanding, Beginning | .25 |
Weighted Average Exercise Price Granted | .0022 |
Weighted Average Exercise Price Expired | .25 |
Weighted Average Exercise Price Outstanding, Ending | .10 |
Weighted Average Exercise Price Exercisable, end | .25 |
Exercise Price Per Share | |
Weighted Average Exercise Price Exercisable | .25 |
Weighted Average Exercise Price Exercisable, end | $ .10 |
Stock Options | |
Number of Options | |
Number Outstanding | shares | 8,785,000 |
Number of Options Granted | shares | 0 |
Number of Options Exercised | shares | 0 |
Number of Options Expired | shares | (2,950,000) |
Number Outstanding | shares | 5,835,000 |
Exercisable, beginning of period | shares | 7,713,125 |
Exercisable, end of period | shares | 5,835,000 |
Weighted Average Exercise Price | |
Weighted Average Exercise Price Granted | $ 0 |
Weighted Average Exercise Price Exercised | 0 |
Weighted Average Exercise Price Exercisable, end | $ 0.14 |
Weighted Average Remaining Contractual Life (in years) | |
Weighted Average Remaining Contractual Life (in years) Outstanding, beginning | 3 years 4 months 30 days |
Weighted Average Remaining Contractual Life (in years) Outstanding | 4 years 2 months 27 days |
Weighted Average Remaining Contractual Life (in years) Exercisable | 4 years 2 months 27 days |
Aggregate Intrinsic Value | |
Aggregate Intrinsic Value Outstanding | $ | |
Exercise Price Per Share | |
Outstanding, beginning of period | $ .14 |
Excercise Price, Options expired, Minimum | .11 |
Excercise Price, Options expired, Maximum | .15 |
Weighted Average Exercise Price Exercisable | 0.14 |
Weighted Average Exercise Price Exercisable, end | 0.15 |
Stock Options | Minimum [Member] | |
Weighted Average Exercise Price | |
Weighted Average Exercise Price Outstanding, Beginning | .09 |
Weighted Average Exercise Price Expired | .09 |
Weighted Average Exercise Price Outstanding, Ending | .12 |
Stock Options | Maximum [Member] | |
Weighted Average Exercise Price | |
Weighted Average Exercise Price Outstanding, Beginning | .15 |
Weighted Average Exercise Price Expired | .15 |
Weighted Average Exercise Price Outstanding, Ending | $ .15 |
9. COMMON STOCK OPTIONS AND W41
9. COMMON STOCK OPTIONS AND WARRANTS (Details 2) | 9 Months Ended | |
Sep. 30, 2015USD ($)$ / sharesshares | ||
Minimum [Member] | ||
Weighted Average Exercise Price | ||
Weighted Average Exercise Price Outstanding, Beginning | $ .0001 | |
Weighted Average Exercise Price Granted | .001 | |
Weighted Average Exercise Price Adjusted | .0001 | |
Weighted Average Exercise Price Expired | .001 | |
Weighted Average Exercise Price Outstanding, Ending | .001 | |
Weighted Average Exercise Price Exercisable | .0001 | |
Weighted Average Exercise Price Exercisable, end | .001 | |
Maximum [Member] | ||
Weighted Average Exercise Price | ||
Weighted Average Exercise Price Outstanding, Beginning | .25 | |
Weighted Average Exercise Price Granted | .0022 | |
Weighted Average Exercise Price Adjusted | .001 | |
Weighted Average Exercise Price Expired | .25 | |
Weighted Average Exercise Price Outstanding, Ending | .10 | |
Weighted Average Exercise Price Exercisable | .25 | |
Weighted Average Exercise Price Exercisable, end | $ .10 | |
Warrants | ||
Number of Options | ||
Number Outstanding | shares | 2,310,770,115 | |
Number Granted | shares | 65,300,000 | |
Number Exercised | shares | (285,604,091) | |
Number adjusted | shares | (1,360,195,089) | [1] |
Number Expired | shares | (44,027,778) | |
Number Outstanding | shares | 686,243,157 | |
Exercisable, beginning of period | shares | 1,978,455,471 | |
Exercisable, end of period | shares | 686,243,157 | |
Weighted Average Exercise Price | ||
Weighted Average Exercise Price Exercised | $ .003 | |
Aggregate Intrinsic Value | ||
Aggregate Intrinsic Value Outstanding | $ | $ 2,052,699 | |
Aggregate Intrinsic Value Exercisable | $ | $ 2,052,699 | |
Weighted Average Remaining Contractual Life (in years) | ||
Weighted Average Remaining Contractual Life (in years) Outstanding, beginning of period | 2 years 10 months 9 days | |
Weighted Average Remaining Contractual Life (in years) Granted | 1 year 5 months 19 days | |
Weighted Average Remaining Contractual Life (in years) Outstanding | 2 years 1 month 2 days | |
Weighted Average Remaining Contractual Life (in years) Exercisable | 2 years 1 month 2 days | |
Exercise Price Per Share | ||
Exercise Price, Minimum | $ .01 | |
Excercise Price, Warrants Granted, Minimum | .0012 | |
Excercise Price, Warrants Exercised | .003 | |
Exercise price, warrants adjusted | .0001 | |
Excercise Price, Warrants Expired, Minimum | .0228 | |
Excercise Price, Exercisable, Minimum | $ .0082 | |
[1] | Based on the terms and conditions set forth in the applicable Warrant Agreement and Delaware law, any adjustments to the warrants were limited to a floor price of $.001. Pursuant to the defective warrant exercise notice using an exercise price below $.001, the Company issued at total of 147,377,777 shares of common stock to the warrant holders, which the Company believes are voidable, and also recorded 1,600,945,089 warrants outstanding to the holder on the Company’s financial statements for the year ended December 31, 2014, and for the periods ending March 31 and June 30, 2015. Management believes that the warrants were recorded in error during the periods presented, and has recorded the revised number of warrants outstanding at September 30, 2015 at 240,750,000, which reflects the number of shares of common stock purchase warrants outstanding and exercisable under the terms of the warrants at an exercise price of $0.001 per share. This net adjustment of 1,360,195,089 warrants has been reflected in the schedule for the nine month period ending September 30, 2015. While management believes that its position is reasonable, no assurances can be given that this position will not be challenged by the warrant holder. |
10. STOCKHOLDERS' EQUITY (Detai
10. STOCKHOLDERS' EQUITY (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||||
Jun. 20, 2015 | May. 31, 2015 | Mar. 31, 2015 | Feb. 28, 2015 | Jun. 06, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Common stock value | $ 0.001 | $ 0.001 | $ 0.001 | |||||||
Accrued interest | $ 191,292 | $ 191,292 | $ 1,656,763 | |||||||
Note payable | 700,000 | 700,000 | ||||||||
Interest expense | 1,819,017 | $ 365,566 | $ 2,471,367 | $ 1,181,063 | ||||||
Unrestricted common stock issued | 16,530,974 | 92,051,568 | ||||||||
Reduction in debt | $ 31,721 | |||||||||
Reduction in derivative liability | (80,052) | |||||||||
Debt discount | $ 3,035 | 3,035 | ||||||||
Gain on extinguishment of debt | $ 3,574 | |||||||||
Director [Member] | ||||||||||
Shares issuable | 1,539,221 | 1,539,221 | ||||||||
Convertible note face amount | $ 26,000 | $ 26,000 | ||||||||
Note interest rate | 10.00% | 10.00% | ||||||||
Common stock value | $ 0.001 | $ 0.001 | ||||||||
Fair market value, shares issuable | $ 0.0004 | $ 0.0004 | ||||||||
Allocation toward debt | $ 25,399 | $ 25,399 | ||||||||
Allocation toward shares | 601 | 601 | ||||||||
Beneficial conversion feature | 0 | |||||||||
Accrued interest | 601 | 601 | ||||||||
Note payable | $ 26,000 | 26,000 | ||||||||
Interest expense | $ 1,645 | |||||||||
Stockholder [Member] | ||||||||||
Shares issuable | 1,000,000 | 1,000,000 | ||||||||
Convertible note face amount | $ 25,000 | $ 25,000 | ||||||||
Note interest rate | 10.00% | 10.00% | ||||||||
Common stock value | $ 0.001 | $ 0.001 | ||||||||
Fair market value, shares issuable | $ 0.0007 | $ 0.0007 | ||||||||
Allocation toward debt | $ 24,319 | $ 24,319 | ||||||||
Allocation toward shares | 681 | 681 | ||||||||
Beneficial conversion feature | 0 | |||||||||
Accrued interest | 681 | 681 | ||||||||
Note payable | $ 25,000 | 25,000 | ||||||||
Interest expense | $ 1,342 | |||||||||
Stockholder 2 [Member] | ||||||||||
Shares issuable | 1,040,000 | 1,040,000 | ||||||||
Convertible note face amount | $ 26,000 | $ 26,000 | ||||||||
Note interest rate | 10.00% | 10.00% | ||||||||
Common stock value | $ .001 | $ .001 | ||||||||
Fair market value, shares issuable | $ .001 | $ .001 | ||||||||
Allocation toward debt | $ 25,194 | $ 25,194 | ||||||||
Allocation toward shares | 806 | 806 | ||||||||
Beneficial conversion feature | 0 | |||||||||
Accrued interest | 806 | 806 | ||||||||
Note payable | $ 26,000 | 26,000 | ||||||||
Interest expense | $ 1,353 | |||||||||
Stockholder 3 [Member] | ||||||||||
Shares issuable | 353,333 | 353,333 | ||||||||
Convertible note face amount | $ 26,500 | $ 26,500 | ||||||||
Note interest rate | 10.00% | 10.00% | ||||||||
Common stock value | $ .003 | $ .003 | ||||||||
Fair market value, shares issuable | $ .003 | $ .003 | ||||||||
Allocation toward debt | $ 24,462 | $ 24,462 | ||||||||
Allocation toward shares | 1,019 | 1,019 | ||||||||
Beneficial conversion feature | 1,019 | |||||||||
Accrued interest | 2,038 | 2,038 | ||||||||
Note payable | $ 26,500 | 26,500 | ||||||||
Interest expense | $ 1,060 | |||||||||
NoteHolder [Member] | ||||||||||
Shares issuable | 400,000 | 400,000 | ||||||||
Convertible note face amount | $ 10,000 | $ 10,000 | ||||||||
Note interest rate | 10.00% | 10.00% | ||||||||
Common stock value | $ .001 | $ .001 | ||||||||
Fair market value, shares issuable | $ .001 | $ .001 | ||||||||
Allocation toward debt | $ 9,225 | $ 9,225 | ||||||||
Allocation toward shares | 775 | 775 | ||||||||
Beneficial conversion feature | 9,225 | |||||||||
Accrued interest | 10,000 | 10,000 | ||||||||
Note payable | $ 10,000 | 10,000 | ||||||||
Interest expense | $ 55 | |||||||||
Warrant [Member] | ||||||||||
Common stock issued upon exercise of warrant | 11,000,000 | 97,500,000 | 25,000,000 | 66,000,000 |
11. SUPPLEMENTAL CASH FLOW IN43
11. SUPPLEMENTAL CASH FLOW INFORMATION (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Jun. 06, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Shares issued for extinguishment of debt | 16,530,974 | 92,051,568 | |||
Extinguishment of debt | $ 5,933,941 | ||||
Gain (loss) on extinguishment of debt | $ 144,290 | $ (44,975) | 281,966 | $ (120,024) | |
Nonissued [Member] | |||||
Increase to additional paid in capital | (406,175) | ||||
Increase common stock issued | $ 30,051,568 | ||||
Debt [Member] | |||||
Shares issued for extinguishment of debt | 15,732,554 | 100,000 | |||
Extinguishment of debt | $ 7,500 | ||||
Increase (decrease) to convertible notes payable | $ 83,045 | ||||
Increase to additional paid in capital | $ 87,940 | ||||
Warrants issued | 65,300,000 | ||||
Related party payables (decrease) | $ (4,895) | ||||
Loan Fees [Member] | |||||
Shares issued for extinguishment of debt | 1,269,009 | ||||
Extinguishment of debt | $ 121,906 | ||||
Convertible Debt [Member] | |||||
Shares issued for extinguishment of debt | 92,051,568 | 41,596,673 | |||
Extinguishment of debt | $ 107,730 | $ 1,154,465 | |||
Gain (loss) on extinguishment of debt | $ 2,083 | $ (75,049) | |||
Convertible Debt Note Discount [Member] | |||||
Shares issued for extinguishment of debt | 955,929 | 92,051,568 | |||
Extinguishment of debt | $ 5,933,941 | ||||
Increase (decrease) to convertible notes payable | $ (31,721) | ||||
Increase to additional paid in capital | 17,761 | ||||
Increase common stock issued | $ 92,052 |
12. Contingencies (Details Narr
12. Contingencies (Details Narrative) - USD ($) | 9 Months Ended | ||
Sep. 30, 2015 | Dec. 31, 2014 | ||
Accounts payable write off | $ 141,250 | ||
Warrants | |||
Shares issued | 147,377,777 | ||
Warrants outstanding | 240,750,000 | 1,600,945,089 | |
Number adjusted | [1] | (1,360,195,089) | |
Warrant exercise price | $ .001 | ||
[1] | Based on the terms and conditions set forth in the applicable Warrant Agreement and Delaware law, any adjustments to the warrants were limited to a floor price of $.001. Pursuant to the defective warrant exercise notice using an exercise price below $.001, the Company issued at total of 147,377,777 shares of common stock to the warrant holders, which the Company believes are voidable, and also recorded 1,600,945,089 warrants outstanding to the holder on the Company’s financial statements for the year ended December 31, 2014, and for the periods ending March 31 and June 30, 2015. Management believes that the warrants were recorded in error during the periods presented, and has recorded the revised number of warrants outstanding at September 30, 2015 at 240,750,000, which reflects the number of shares of common stock purchase warrants outstanding and exercisable under the terms of the warrants at an exercise price of $0.001 per share. This net adjustment of 1,360,195,089 warrants has been reflected in the schedule for the nine month period ending September 30, 2015. While management believes that its position is reasonable, no assurances can be given that this position will not be challenged by the warrant holder. |
13. SUBSEQUENT EVENTS (Details
13. SUBSEQUENT EVENTS (Details Narrative) - USD ($) | 2 Months Ended | 9 Months Ended | ||
Nov. 19, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Proceeds from issuance of notes | $ 95,000 | $ 612,500 | $ 1,424,209 | |
Notes matured | $ 2,360,459 | $ 600,569 | ||
Note conversion price | $ .001 | |||
OutstandingNotes [Member] | ||||
Notes matured | $ 413,000 | |||
Note conversion price | $ .001 |