Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Dec. 31, 2014 | Feb. 10, 2015 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | FALSE | |
Document Period End Date | 31-Dec-14 | |
Entity Registrant Name | Rainbow Coral Corp. | |
Entity Central Index Key | 1499790 | |
Current Fiscal Year End Date | -28 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2015 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Units Outstanding | 34,210,257 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2014 | Mar. 31, 2014 |
CURRENT ASSETS | ||
Cash and cash equivalents | $31,262 | $65,373 |
Prepaid expenses | 350 | 841 |
Inventory | 8,322 | 5,249 |
Total current assets | 39,934 | 71,463 |
Fixed assets, net of accumulated depreciation of $11,395 and $7,615, respectively | 2,502 | 6,282 |
TOTAL ASSETS | 42,436 | 77,745 |
CURRENT LIABILITIES | ||
Accounts payable and accrued expenses | 195,337 | 191,780 |
Advances payable | 149,453 | |
Related party advances payable | 153,431 | 131,505 |
Current portion of notes payable | 11,369 | 2,843 |
Total current liabilities | 360,137 | 475,581 |
Convertible notes payable, net of discount of $232,630 and $215,716, respectively | 161,141 | 13,111 |
Notes payable | 42,561 | 47,157 |
Accrued interest payable | 5,799 | 11,201 |
TOTAL LIABILITIES | 569,638 | 547,050 |
COMMITMENTS AND CONTINGENCIES | ||
STOCKHOLDERS' DEFICIT | ||
Preferred stock, $0.0001 par value; 10,000,000 shares authorized; no shares issued and outstanding | ||
Common stock, $0.0001 par value; 250,000,000 shares authorized; 33,134,943 and 22,851,900 shares issued and outstanding at December 31, 2014 and March 31, 2014, respectively | 3,313 | 2,285 |
Additional paid-in capital | 3,189,558 | 2,460,965 |
Accumulated deficit | -3,720,073 | -2,932,555 |
Total stockholders' deficit | -527,202 | -469,305 |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $42,436 | $77,745 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parentheticals) (USD $) | Dec. 31, 2014 | Mar. 31, 2014 |
CONSOLIDATED BALANCE SHEETS [Abstract] | ||
Accumulated depreciation | $11,395 | $7,615 |
Noncurrent convertible notes payable discount | $232,630 | $215,716 |
Preferred Stock, par value per share | $0.00 | $0.00 |
Preferred Stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred Stock, shares issued | 0 | 0 |
Preferred Stock, shares outstanding | 0 | 0 |
Common Stock, par value per share | $0.00 | $0.00 |
Common Stock, shares authorized | 250,000,000 | 250,000,000 |
Common Stock, shares issued | 33,134,943 | 22,851,900 |
Common Stock, shares outstanding | 33,134,943 | 22,851,900 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | |
CONSOLIDATED STATEMENTS OF OPERATIONS [Abstract] | ||||
REVENUE | $28,182 | $25,491 | $99,503 | $84,044 |
COST OF GOODS SOLD | 10,592 | 22,630 | 48,327 | 57,506 |
GROSS PROFIT | 17,590 | 2,861 | 51,176 | 26,538 |
OPERATING EXPENSES | ||||
Expenses related to joint ventures and business development activities | 10,000 | 70,000 | 55,000 | |
General and administrative expenses | 137,213 | 165,140 | 408,144 | 421,084 |
LOSS FROM OPERATIONS | -129,623 | -162,279 | -426,968 | -449,546 |
OTHER EXPENSE | ||||
Interest expense | -121,858 | -53,710 | -360,550 | -234,389 |
NET LOSS | ($251,481) | ($215,989) | ($787,518) | ($683,935) |
NET LOSS PER COMMON SHARE - Basic and diluted | ($0.01) | ($0.01) | ($0.03) | ($0.04) |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - Basic and diluted | 32,587,117 | 17,656,269 | 29,061,197 | 16,238,095 |
CONSOLIDATED_STATEMENT_OF_CHAN
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' DEFICIT (USD $) | Total | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] |
BALANCE at Mar. 31, 2014 | ($469,305) | $2,285 | $2,460,965 | ($2,932,555) |
BALANCE, SHARES at Mar. 31, 2014 | 22,851,900 | 22,851,900 | ||
Shares issued for conversion of notes payable | 369,322 | 1,028 | 368,294 | |
Shares issued for conversion of notes payable, shares | 10,283,043 | 10,283,043 | ||
Discount on issuance of convertible notes payable | 360,299 | 360,299 | ||
Net loss | -787,518 | -787,518 | ||
BALANCE at Dec. 31, 2014 | ($527,202) | $3,313 | $3,189,558 | ($3,720,073) |
BALANCE, SHARES at Dec. 31, 2014 | 33,134,943 | 33,134,943 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 9 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
CASH FLOW FROM OPERATING ACTIVITIES: | ||
Net loss | ($787,518) | ($683,935) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Amortization of discount on convertible notes payable | 343,385 | 215,122 |
Depreciation | 3,780 | 2,867 |
Changes in operating assets and liabilities: | ||
Inventory | -3,073 | |
Prepaid expenses | 491 | |
Accounts payable and accrued expenses | 128,616 | 52,929 |
Accrued interest payable | 17,165 | 20,923 |
NET CASH USED IN OPERATING ACTIVITIES | -297,154 | -392,094 |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from advances | 237,187 | 330,280 |
Proceeds from related party advances | 21,926 | 36,756 |
Repayments of related party advances | -1,686 | |
Proceeds from notes payable | 3,930 | 50,000 |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 263,043 | 415,350 |
NET INCREASE (DECREASE) IN CASH | -34,111 | 23,256 |
CASH, at the beginning of the period | 65,373 | 84,592 |
CASH, at the end of the period | 31,262 | 107,848 |
Supplemental Disclosures of Cash Flow Information: | ||
Cash paid during the period for: Interest | ||
Cash paid during the period for: Taxes | ||
Noncash Investing and Financing Activities: | ||
Refinance of advances into convertible notes payable | 386,640 | 175,136 |
Refinance Of Accounts Payable Into Convertible Note Payable | 125,059 | |
Beneficial conversion discount on convertible notes | 360,299 | 300,526 |
Conversion of convertible notes and accrued interest to common stock | $369,322 | $300,526 |
General_Organization_and_Busin
General Organization and Business | 9 Months Ended |
Dec. 31, 2014 | |
General Organization and Business [Abstract] | |
General Organization and Business | Note 1. General Organization and Business |
RAINBOW CORAL CORP. (the “Company”), a Florida corporation, was formed to build a coral farm facility to develop and propagate (or grow) live coral, independent of the oceans, as a future farm reserve against the decline of natural wild reefs. We intend to grow, harvest and distribute as many varieties of hard and soft sizes as possible of captive-bred corals that are attractive, to as many consumers as possible who can maintain them in a healthy ecosystem aquarium. We believe that coral and other marine aquarium livestock should be supplied by farms or captive breeders, rather than removed from the natural reefs. The additional uses for coral as a source of potential leading edge medical discoveries are an attractive opportunity for the Company's coral farming activity. We believe that the world of bioresearch is a natural continuation of our core coral propagation business. Accordingly on October 23, 2011, the Company formed a subsidiary, Rainbow Biosciences, LLC to look into the opportunities within the bioscience market. Rainbow Biosciences, LLC will continue to research opportunities into the bioscience markets. | |
The Company was incorporated on August 13, 2010 with its corporate headquarters located in Miramar Beach, Florida. The Company's fiscal year end is March 31. | |
Joint Ventures | |
On March 13, 2012, the Company entered into a stock purchase agreement (“2012 N3D Stock Purchase Agreement”) with Nano3D Biosciences, Inc. (“N3D”), a Texas corporation that has developed a unique concept in three dimensional cell research tools. Under the terms of the 2012 N3D Stock Purchase Agreement, the Company agreed to acquire 604 shares of common stock of N3D, representing approximately 5% of the outstanding shares on the date of the agreement, for a price of $413.62 per share. The total purchase price of $249,826 was to be paid by making weekly payments of $5,000 until fully paid. Under the terms of the 2012 N3D Stock Purchase Agreement, we could discontinue payment of the purchase price at any time by providing written notice to N3D. The Company discontinued payments to N3D in May 2012 because of their delay in reaching certain milestones in the commercialization process. The Company wrote off the investment in full due to the uncertainty about whether the carrying amount is recoverable. The Company began made additional payments under the 2012 N3D Stock Purchase Agreement during 2014. The Company has acquired 228 shares of N3D's common stock. During the nine months ended December 31, 2014, the Company provided $40,000 of additional funding to N3D and expensed $50,000 pursuant to this investment. | |
On December 15, 2014, the Company entered into a new stock purchase agreement with N3D (“2014 N3D Stock Purchase Agreement”) which replaced the previous agreement. Under the terms of the 2014 N3D Stock Purchase Agreement, the Company agreed to acquire 241 shares of common stock of N3D for a price of $413.62 per share. The total purchase price of $100,000 will be made by making monthly payments of $10,000 until fully paid. The first payment was made on January 8, 2015. The Company can discontinue payment of the purchase price at any time by providing written notice to N3D. All amounts invested in N3D have been written off and expensed due to uncertainty about whether the cost is recoverable. | |
On February 1, 2013, the Company entered into a joint venture agreement with TheraKine Ltd. (“TheraKine”) in order to explore potential business opportunities to exploit TheraKine's novel drug delivery technologies. TheraKine is the developer of a revolutionary, sustained-release drug delivery platform that could soon make local delivery of biologic agents and small molecules safer, more effective and more convenient than ever before. During the nine months ended December 31, 2014, the Company paid and expensed $20,000 pursuant to this joint venture. | |
Going_Concern
Going Concern | 9 Months Ended |
Dec. 31, 2014 | |
Going Concern [Abstract] | |
Going Concern | Note 2. Going Concern |
The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. For the nine months ended December 31, 2014, the Company had a net loss of $787,518 and negative cash flow from operating activities of $297,154. As of December 31, 2014, the Company had negative working capital of $320,203. Management does not anticipate having positive cash flow from operations in the near future. | |
These factors raise a substantial doubt about the Company's ability to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result from the possible inability of the Company to continue as a going concern. | |
The Company does not have the resources at this time to repay its credit and debt obligations, make any payments in the form of dividends to its shareholders or fully implement its business plan. Without additional capital, the Company will not be able to remain in business. | |
Management has plans to address the Company's financial situation as follows: | |
In the near term, management plans to continue to focus on raising the funds necessary to implement the Company's business plan. Management will continue to seek out debt financing to obtain the capital required to meet the Company's financial obligations. There is no assurance, however, that lenders will continue to advance capital to the Company or that the new business operations will be profitable. The possibility of failure in obtaining additional funding and the potential inability to achieve profitability raise doubts about the Company's ability to continue as a going concern. | |
In the long term, management believes that the Company's projects and initiatives will be successful and will provide cash flow to the Company, which will be used to finance the Company's future growth. However, there can be no assurances that the Company's planned activities will be successful, or that the Company will ultimately attain profitability. The Company's long-term viability depends on its ability to obtain adequate sources of debt or equity funding to meet current commitments and fund the continuation of its business operations, and the ability of the Company to achieve adequate profitability and cash flows from operations to sustain its operations. | |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 9 Months Ended | ||
Dec. 31, 2014 | |||
Summary of Significant Accounting Policies [Abstract] | |||
Summary of Significant Accounting Policies | Note 3. Summary of Significant Accounting Policies | ||
Basis of Presentation | |||
The financial statements and related disclosures have been prepared pursuant to the rules and regulations of the SEC. The financial statements have been prepared using the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“GAAP”). | |||
Interim Financial Statements | |||
The accompanying unaudited financial statements have been prepared in accordance with GAAP for interim financial information and with the instructions to Form 10-Q and Regulation S-X. Accordingly, the consolidated financial statements do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included and such adjustments are of a normal recurring nature. These consolidated financial statements should be read in conjunction with the consolidated financial statements for the fiscal year ended March 31, 2014 and notes thereto and other pertinent information contained in our Form 10-K filed with the Securities and Exchange Commission (the “SEC”). | |||
The results of operations for the nine-month period ended December 31, 2014 are not necessarily indicative of the results to be expected for the full fiscal year ending March 31, 2015. | |||
Principles of Consolidation | |||
The consolidated financial statements include the accounts and operations of Rainbow Coral Corp., and its wholly owned subsidiaries, Rainbow Biosciences, LLC and Father Fish Aquarium, Inc. (collectively referred to as the “Company”). All material intercompany accounts and transactions have been eliminated in consolidation. | |||
Use of Estimates | |||
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. | |||
Cash and Cash Equivalents | |||
For the purpose of the financial statements, cash equivalents include all highly liquid investments with maturity of three months or less. Cash and cash equivalents were $31,262 and $65,373 at December 31, 2014 and March 31, 2014, respectively. | |||
Inventory | |||
Inventory represents aquarium products and other pet supply items valued at the lower of cost or net realizable value determined using the weighted average cost method, and with market defined as the lower of replacement cost or realizable value. The cost of inventory includes all costs to purchase, costs of conversion and other costs incurred in bringing the inventory to its present location and condition. Inventory is reduced for the estimated losses due to obsolescence. | |||
Fixed Assets | |||
Fixed assets of the Company include vehicles and computer equipment and are stated at cost. Expenditures for fixed assets that substantially increase the useful lives of existing assets are capitalized at cost and depreciated. Routine expenditures for repairs and maintenance are expensed as incurred. | |||
Depreciation is provided principally on the straight-line method over the estimated useful lives of three to five years for financial reporting purposes. | |||
Impairment of Long-Lived Assets | |||
Long-lived assets, including fixed assets and intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the long-lived asset may not be recoverable. The carrying amount of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. If it is determined that an impairment loss has occurred, the loss is measured as the amount by which the carrying amount of the long-lived asset exceeds its fair value. The Company determined that there was no impairment of long-lived assets during the nine months ended December 31, 2014. | |||
Revenue and Cost Recognition | |||
The Company recognizes revenue when persuasive evidence of an arrangement exists, product delivery has occurred or the services have been rendered, the price is fixed or determinable and collectability is reasonably assured. Revenue is generated from the sales of live coral and other related products in a retail setting. Revenue is recognized net of sales returns and allowances. | |||
Costs of goods sold represents product costs associated with generating revenue. It includes all costs of purchase, costs of conversion and other costs of acquiring products that have been sold. | |||
Advertising Costs | |||
The Company's policy regarding advertising is to expense advertising costs as incurred. The Company incurred $5,985 and $9,099 of advertising costs for the nine months ended December 31, 2014 and December 31, 2013, respectively. | |||
Income Taxes | |||
The Company accounts for income taxes under ASC 740 Income Taxes. Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations. No deferred tax assets or liabilities were recognized as of December 31, 2014 or March 31, 2014. | |||
Earnings (Loss) per Common Share | |||
The Company computes basic and diluted earnings per common share amounts in accordance with ASC Topic 260, Earnings per Share. The basic earnings (loss) per common share are calculated by dividing the Company's net income available to common shareholders by the weighted average number of common shares outstanding during the year. The diluted earnings (loss) per common share are calculated by dividing the Company's net income (loss) available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted as of the first of the year for any potentially dilutive debt or equity. There are no dilutive shares outstanding for any periods reported. | |||
In periods in which a net loss has been incurred, all potentially dilutive common shares are considered anti-dilutive and thus are excluded from the calculation. The Company's convertible debt is considered anti-dilutive due to the Company's net loss for the nine months ended December 31, 2014 and 2013. As a result, the Company did not have any potentially dilutive common shares for those periods. For the three months ended October 31, 2014 and 2013, potentially issuable shares as a result of conversions of convertible notes payable have been excluded from the calculation. At December 31, 2014 and December 31, 2013, the Company had 28,260,400 and 10,801,058, respectively, potentially issuable shares upon the conversion of convertible notes payable and interest. | |||
Financial Instruments | |||
The Company's balance sheet includes certain financial instruments. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period between the origination of these instruments and their expected realization. | |||
Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 820 Fair Value Measurements and Disclosures (ASC 820) defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity's own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below: | |||
Level 1 - | Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. | ||
Level 2 - | Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means. | ||
Level 3 - | Inputs that are both significant to the fair value measurement and unobservable. | ||
Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of December 31, 2014. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments. These financial instruments include accounts payable, and accrued expenses. The fair value of the Company's notes payable is estimated based on current rates that would be available for debt of similar terms that is not significantly different from its stated value. | |||
Subsequent events | |||
The Company evaluated material events occurring between December 31, 2014 and through the date when the consolidated financial statements were available to be issued for disclosure consideration. | |||
Recently Issued Accounting Pronouncements | |||
Recently issued accounting pronouncements are not expected to, or did not have, a material impact on our financial position, results of operations or cash flows. | |||
Advances
Advances | 9 Months Ended |
Dec. 31, 2014 | |
Advances [Abstract] | |
Advances | Note 4. Advances |
During the nine months ended December 31, 2014, Vista View Ventures, Inc. advanced $237,187 to the Company for working capital. These advances are non-interest bearing and payable on demand. During the same period, the Company refinanced $386,640 of advances into convertible notes payable with Vista View Ventures, Inc. As of December 31, 2014 and March 31, 2014, advances in the amount of $0 and $149,453, respectively, are included in current liabilities on the consolidated balance sheets. | |
Convertible_Notes_Payable
Convertible Notes Payable | 9 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Convertible Notes Payable [Abstract] | ||||||||||||
Convertible Notes Payable | Note 5. Convertible Notes Payable | |||||||||||
Convertible notes payable consist of the following as of December 31, 2014 and March 31, 2014: | ||||||||||||
31-Dec-14 | 31-Mar-14 | |||||||||||
Convertible note payable, dated June 30, 2013, bearing interest at 10% per annum, matures on June 30, 2015 and convertible into shares of common stock at $0.04 per share | $ | — | $ | 4,742 | ||||||||
Convertible note payable, dated September 30, 2013, bearing interest at 10% per annum, matures on September 30, 2015 and convertible into shares of common stock at $0.04 per share | — | 224,085 | ||||||||||
Convertible note payable, dated April , bearing interest at 10% per annum, matures on March 31, 2016 and convertible into shares of common stock at $0.03 per share | 31,525 | — | ||||||||||
Convertible note payable, dated June 30, 2014, bearing interest at 10% per annum, matures on June 30, 2016 and convertible into shares of common stock at $0.02 per share | 62,980 | — | ||||||||||
Convertible note payable, dated December 31, 2014, bearing interest at 10% per annum, matures on September 30, 2016 and convertible into shares of common stock at $0.01 per share | 80,133 | — | ||||||||||
Convertible notes payable, dated December 31, 2014, bearing interest at 10% per annum, matures on December 31, 2016 and convertible into shares of common stock at $0.01 - $0.02 per share | 219,133 | — | ||||||||||
Total convertible notes payable | $ | 393,771 | $ | 228,827 | ||||||||
Less: discount on convertible notes payable | -232,630 | -215,716 | ||||||||||
Convertible notes payable, net of discount | $ | 161,141 | $ | 13,111 | ||||||||
Convertible notes issued | ||||||||||||
During the nine months ended December 31, 2014, the Company signed convertible promissory notes of $386,640 in total with Vista View Ventures Inc., which refinanced non-interest bearing advances. These notes are payable at maturity and bear interest at 10% per annum. The holder of the notes may not convert the convertible promissory note into common stock if that conversion would result in the holder owing more than 4.99% of the number of shares of common stock outstanding on the conversion date. The convertible promissory notes are convertible into common stock at rates of between $0.03 and $0.01 per share at the option of the holder. | ||||||||||||
Date Issued | Maturity Date | Interest Rate | Conversion Rate | Amount of Note | ||||||||
1-Apr-14 | 31-Mar-16 | 10 | % | $ | 0.03 | $ | 149,453 | |||||
30-Jun-14 | 30-Jun-16 | 10 | % | $ | 0.02 | 62,980 | ||||||
30-Sep-14 | 30-Sep-16 | 10 | % | $ | 0.01 | 80,133 | ||||||
31-Dec-14 | 31-Dec-16 | 10 | % | $ | 0.01 | 94,074 | ||||||
Total | $ | 386,640 | ||||||||||
Also on December 31, 2014, the Company issued a convertible note payable to a third party in the amount of $125,059 in exchange for that third party paying off accounts payable in the same amount. The note bears interest at 10% per year and is convertible into common stock of the Company at the rate of $0.02 per share. All principal and accrued interest is payable on December 31, 2016. | ||||||||||||
The Company evaluated the terms of all the convertible notes in accordance with ASC Topic No. 815 – 40, Derivatives and Hedging - Contracts in Entity's Own Stock and determined that the underlying common stock is indexed to the Company's common stock. The Company determined that the conversion features did not meet the definition of a liability and therefore did not bifurcate the conversion feature and account for it as a separate derivative liability. The Company evaluated the conversion features for a beneficial conversion feature. The effective conversion price was compared to the market price on the date of the notes and was deemed less than the market value of underlying common stock at the inception of the note. Therefore, the Company recognized a discount for the beneficial conversion feature in the amount of $360,299, in aggregate, on the date the notes were signed. The beneficial conversion feature was recorded as an increase in additional paid-in capital and a discount to the convertible notes payable. The discount to the convertible notes payable will be amortized to interest expense over the life of the notes. | ||||||||||||
Conversions to Common Stock | ||||||||||||
During nine months ended December 31, 2014, the holders of the convertible note payable dated June 30, 2013 elected to convert principal of $4,742 and accrued interest of $212 into shares of the Company's common stock. On the conversion date, the unamortized discount related to the principal amount converted was immediately amortized to interest expense. | ||||||||||||
During nine months ended December 31, 2014, the holders of the convertible note payable dated September 30, 2013 elected to convert principal of $224,085 and accrued interest of $14,283 into shares of the Company's common stock. On the conversion date, the unamortized discount related to the principal amount converted was immediately amortized to interest expense. | ||||||||||||
During nine months ended December 31, 2014, the holders of the convertible note payable dated April 1, 2014 elected to convert principal of $117,928 and accrued interest of $8,072 into shares of the Company's common stock. On the conversion date, the unamortized discount related to the principal amount converted was immediately amortized to interest expense. | ||||||||||||
Notes_payable
Notes payable | 9 Months Ended |
Dec. 31, 2014 | |
Notes payable [Abstract] | |
Notes payable | Note 6. Notes payable |
On December 30, 2013, the Company entered into a promissory note for $50,000 with a third party bearing interest at 5% per annum. Under the terms of the note payable, the Company is required to make monthly payments on the note payable beginning on January 1, 2015 over a period of 4 years. At December 31, 2014 and March 31, 2014, the Company owed the noteholder $50,000 and $50,000, respectively. | |
During the nine months ended December 31, 2014, the Company entered into a promissory note for $5,000 with a third party bearing interest at 5% per annum. Under the terms of the note payable, the Company is required to repay the note in twenty-six equal monthly installments beginning in October 2014. At December 31, 2014 the Company owed the noteholder $3,930. | |
Related_Party_Transactions
Related Party Transactions | 9 Months Ended |
Dec. 31, 2014 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 7. Related Party Transactions. |
As of December 31, 2014 and March, 31, 2014, related party advances payable totaled $153,431 and $131,505. Transactions consisted solely of advances payable to Mr. Foxwell for amounts advanced to Father Fish, its wholly-owned subsidiary, for working capital. | |
Stockholders_Deficit
Stockholders' Deficit | 9 Months Ended |
Dec. 31, 2014 | |
Stockholders' Deficit [Abstract] | |
Stockholders' Deficit | Note 8. Stockholders' Deficit |
During nine months ended December 31, 2014, the holders of our convertible notes elected to convert principal and interest of $369,322 into 10,283,043 shares of common stock. | |
Commitments
Commitments | 9 Months Ended |
Dec. 31, 2014 | |
Commitments [Abstract] | |
Commitments | Note 9. Commitments |
The Company has an arrangement with a third party whereby the third party provides the Company with office space, legal services, accounting services, fundraising and management services. During the nine months ending December 31, 2014, the Company incurred $127,264 of fees related to the third party. At December 31, 2014, The Company owed the third party $172,246, which is recorded in accounts payable and accrued expenses. |
Business_Segments
Business Segments | 9 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Business Segments [Abstract] | ||||||||||||
Business Segments | Note 10. Business Segments | |||||||||||
The Company has two reportable operating segments: (1) aquarium and aquarium supplies and (2) medical technology. These reportable segments are managed separately due to differences in their products. | ||||||||||||
The only segment that generates revenue is aquarium and aquarium supplies. Management evaluates and monitors performance of this segment primarily through, among other measures, gross profit. The medical technology segment is in the development stage and not begun to generate revenue. | ||||||||||||
The results of operations and financial position of the two reportable operating segments and corporate were as follows: | ||||||||||||
Results of Operations: | ||||||||||||
Nine months ended | Three months ended | |||||||||||
December 31, | December 31, | |||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||
REVENUE | ||||||||||||
Aquarium and aquarium supplies | $ | 99,503 | $ | 84,044 | $ | 28,182 | $ | 25,491 | ||||
Medical technology | — | — | — | — | ||||||||
Total | $ | 99,503 | $ | 84,044 | $ | 28,182 | $ | 25,491 | ||||
GROSS PROFIT | ||||||||||||
Aquarium and aquarium supplies | $ | 51,176 | $ | 26,538 | $ | 17,590 | $ | 2,861 | ||||
Medical technology | — | — | — | — | ||||||||
Total | $ | 51,176 | $ | 26,538 | $ | 17,590 | $ | 2,861 | ||||
OPERATING EXPENSE | ||||||||||||
Aquarium and aquarium supplies | $ | 83,376 | $ | 84,078 | $ | 23,902 | $ | 32,401 | ||||
Medical technology | 70,000 | 55,000 | 10,000 | — | ||||||||
Corporate | 324,768 | 337,006 | 113,311 | 132,739 | ||||||||
Total | $ | 478,144 | $ | 476,084 | $ | 147,213 | $ | 165,140 | ||||
Corporate operating expense includes general and administrative costs not allocated to operating segments. | ||||||||||||
31-Dec-14 | 31-Mar-14 | |||||||||||
TOTAL ASSETS | ||||||||||||
Aquarium and aquarium supplies | $ | 12,297 | $ | 24,756 | ||||||||
Medical technology | — | — | ||||||||||
Corporate | 30,139 | 52,989 | ||||||||||
Total | $ | 42,436 | $ | 77,745 |
Subsequent_Events
Subsequent Events | 9 Months Ended |
Dec. 31, 2014 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 11. Subsequent Events |
Conversion of convertible promissory note to common stock | |
On January 15, 2015, the holders of the convertible promissory note dated April 1, 2014 elected to convert $32,259 of principal and accrued interest into 1,075,314 shares of the Company's common stock. | |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policy) | 9 Months Ended | ||
Dec. 31, 2014 | |||
Summary of Significant Accounting Policies [Abstract] | |||
Basis of Presentation | Basis of Presentation | ||
The financial statements and related disclosures have been prepared pursuant to the rules and regulations of the SEC. The financial statements have been prepared using the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“GAAP”). | |||
Interim Financial Statements | Interim Financial Statements | ||
The accompanying unaudited financial statements have been prepared in accordance with GAAP for interim financial information and with the instructions to Form 10-Q and Regulation S-X. Accordingly, the consolidated financial statements do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included and such adjustments are of a normal recurring nature. These consolidated financial statements should be read in conjunction with the consolidated financial statements for the fiscal year ended March 31, 2014 and notes thereto and other pertinent information contained in our Form 10-K filed with the Securities and Exchange Commission (the “SEC”). | |||
The results of operations for the nine-month period ended December 31, 2014 are not necessarily indicative of the results to be expected for the full fiscal year ending March 31, 2015. | |||
Principles of Consolidation | Principles of Consolidation | ||
The consolidated financial statements include the accounts and operations of Rainbow Coral Corp., and its wholly owned subsidiaries, Rainbow Biosciences, LLC and Father Fish Aquarium, Inc. (collectively referred to as the “Company”). All material intercompany accounts and transactions have been eliminated in consolidation. | |||
Use of Estimates | Use of Estimates | ||
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. | |||
Cash and Cash Equivalents | Cash and Cash Equivalents | ||
For the purpose of the financial statements, cash equivalents include all highly liquid investments with maturity of three months or less. Cash and cash equivalents were $31,262 and $65,373 at December 31, 2014 and March 31, 2014, respectively. | |||
Inventory | Inventory | ||
Inventory represents aquarium products and other pet supply items valued at the lower of cost or net realizable value determined using the weighted average cost method, and with market defined as the lower of replacement cost or realizable value. The cost of inventory includes all costs to purchase, costs of conversion and other costs incurred in bringing the inventory to its present location and condition. Inventory is reduced for the estimated losses due to obsolescence. | |||
Fixed Assets | Fixed Assets | ||
Fixed assets of the Company include vehicles and computer equipment and are stated at cost. Expenditures for fixed assets that substantially increase the useful lives of existing assets are capitalized at cost and depreciated. Routine expenditures for repairs and maintenance are expensed as incurred. | |||
Depreciation is provided principally on the straight-line method over the estimated useful lives of three to five years for financial reporting purposes. | |||
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets | ||
Long-lived assets, including fixed assets and intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the long-lived asset may not be recoverable. The carrying amount of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. If it is determined that an impairment loss has occurred, the loss is measured as the amount by which the carrying amount of the long-lived asset exceeds its fair value. The Company determined that there was no impairment of long-lived assets during the nine months ended December 31, 2014. | |||
Revenue and Cost Recognition | Revenue and Cost Recognition | ||
The Company recognizes revenue when persuasive evidence of an arrangement exists, product delivery has occurred or the services have been rendered, the price is fixed or determinable and collectability is reasonably assured. Revenue is generated from the sales of live coral and other related products in a retail setting. Revenue is recognized net of sales returns and allowances. | |||
Costs of goods sold represents product costs associated with generating revenue. It includes all costs of purchase, costs of conversion and other costs of acquiring products that have been sold. | |||
Advertising Costs | Advertising Costs | ||
The Company's policy regarding advertising is to expense advertising costs as incurred. The Company incurred $5,985 and $9,099 of advertising costs for the nine months ended December 31, 2014 and December 31, 2013, respectively. | |||
Income Taxes | Income Taxes | ||
The Company accounts for income taxes under ASC 740 Income Taxes. Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations. No deferred tax assets or liabilities were recognized as of December 31, 2014 or March 31, 2014. | |||
Earnings (Loss) per Common Share | Earnings (Loss) per Common Share | ||
The Company computes basic and diluted earnings per common share amounts in accordance with ASC Topic 260, Earnings per Share. The basic earnings (loss) per common share are calculated by dividing the Company's net income available to common shareholders by the weighted average number of common shares outstanding during the year. The diluted earnings (loss) per common share are calculated by dividing the Company's net income (loss) available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted as of the first of the year for any potentially dilutive debt or equity. There are no dilutive shares outstanding for any periods reported. | |||
In periods in which a net loss has been incurred, all potentially dilutive common shares are considered anti-dilutive and thus are excluded from the calculation. The Company's convertible debt is considered anti-dilutive due to the Company's net loss for the nine months ended December 31, 2014 and 2013. As a result, the Company did not have any potentially dilutive common shares for those periods. For the three months ended October 31, 2014 and 2013, potentially issuable shares as a result of conversions of convertible notes payable have been excluded from the calculation. At December 31, 2014 and December 31, 2013, the Company had 28,260,400 and 10,801,058, respectively, potentially issuable shares upon the conversion of convertible notes payable and interest. | |||
Financial Instruments | Financial Instruments | ||
The Company's balance sheet includes certain financial instruments. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period between the origination of these instruments and their expected realization. | |||
Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 820 Fair Value Measurements and Disclosures (ASC 820) defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity's own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below: | |||
Level 1 - | Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. | ||
Level 2 - | Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means. | ||
Level 3 - | Inputs that are both significant to the fair value measurement and unobservable. | ||
Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of December 31, 2014. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments. These financial instruments include accounts payable, and accrued expenses. The fair value of the Company's notes payable is estimated based on current rates that would be available for debt of similar terms that is not significantly different from its stated value. | |||
Subsequent events | Subsequent events | ||
The Company evaluated material events occurring between December 31, 2014 and through the date when the consolidated financial statements were available to be issued for disclosure consideration. | |||
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements | ||
Recently issued accounting pronouncements are not expected to, or did not have, a material impact on our financial position, results of operations or cash flows. | |||
Convertible_Notes_Payable_Tabl
Convertible Notes Payable (Tables) | 9 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Convertible Notes Payable [Abstract] | ||||||||||||
Schedule of Convertible Notes Payable | Convertible notes payable consist of the following as of December 31, 2014 and March 31, 2014: | |||||||||||
31-Dec-14 | 31-Mar-14 | |||||||||||
Convertible note payable, dated June 30, 2013, bearing interest at 10% per annum, matures on June 30, 2015 and convertible into shares of common stock at $0.04 per share | $ | — | $ | 4,742 | ||||||||
Convertible note payable, dated September 30, 2013, bearing interest at 10% per annum, matures on September 30, 2015 and convertible into shares of common stock at $0.04 per share | — | 224,085 | ||||||||||
Convertible note payable, dated April , bearing interest at 10% per annum, matures on March 31, 2016 and convertible into shares of common stock at $0.03 per share | 31,525 | — | ||||||||||
Convertible note payable, dated June 30, 2014, bearing interest at 10% per annum, matures on June 30, 2016 and convertible into shares of common stock at $0.02 per share | 62,980 | — | ||||||||||
Convertible note payable, dated December 31, 2014, bearing interest at 10% per annum, matures on September 30, 2016 and convertible into shares of common stock at $0.01 per share | 80,133 | — | ||||||||||
Convertible notes payable, dated December 31, 2014, bearing interest at 10% per annum, matures on December 31, 2016 and convertible into shares of common stock at $0.01 - $0.02 per share | 219,133 | — | ||||||||||
Total convertible notes payable | $ | 393,771 | $ | 228,827 | ||||||||
Less: discount on convertible notes payable | -232,630 | -215,716 | ||||||||||
Convertible notes payable, net of discount | $ | 161,141 | $ | 13,111 | ||||||||
Schedule of Convertible Notes Issued | ||||||||||||
Date Issued | Maturity Date | Interest Rate | Conversion Rate | Amount of Note | ||||||||
1-Apr-14 | 31-Mar-16 | 10 | % | $ | 0.03 | $ | 149,453 | |||||
30-Jun-14 | 30-Jun-16 | 10 | % | $ | 0.02 | 62,980 | ||||||
30-Sep-14 | 30-Sep-16 | 10 | % | $ | 0.01 | 80,133 | ||||||
31-Dec-14 | 31-Dec-16 | 10 | % | $ | 0.01 | 94,074 | ||||||
Total | $ | 386,640 |
Business_Segments_Tables
Business Segments (Tables) | 9 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Business Segments [Abstract] | ||||||||||||
Schedule of Results of Operations by Reporting Segment | The results of operations and financial position of the two reportable operating segments and corporate were as follows: | |||||||||||
Results of Operations: | ||||||||||||
Nine months ended | Three months ended | |||||||||||
December 31, | December 31, | |||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||
REVENUE | ||||||||||||
Aquarium and aquarium supplies | $ | 99,503 | $ | 84,044 | $ | 28,182 | $ | 25,491 | ||||
Medical technology | — | — | — | — | ||||||||
Total | $ | 99,503 | $ | 84,044 | $ | 28,182 | $ | 25,491 | ||||
GROSS PROFIT | ||||||||||||
Aquarium and aquarium supplies | $ | 51,176 | $ | 26,538 | $ | 17,590 | $ | 2,861 | ||||
Medical technology | — | — | — | — | ||||||||
Total | $ | 51,176 | $ | 26,538 | $ | 17,590 | $ | 2,861 | ||||
OPERATING EXPENSE | ||||||||||||
Aquarium and aquarium supplies | $ | 83,376 | $ | 84,078 | $ | 23,902 | $ | 32,401 | ||||
Medical technology | 70,000 | 55,000 | 10,000 | — | ||||||||
Corporate | 324,768 | 337,006 | 113,311 | 132,739 | ||||||||
Total | $ | 478,144 | $ | 476,084 | $ | 147,213 | $ | 165,140 | ||||
Corporate operating expense includes general and administrative costs not allocated to operating segments. | ||||||||||||
31-Dec-14 | 31-Mar-14 | |||||||||||
TOTAL ASSETS | ||||||||||||
Aquarium and aquarium supplies | $ | 12,297 | $ | 24,756 | ||||||||
Medical technology | — | — | ||||||||||
Corporate | 30,139 | 52,989 | ||||||||||
Total | $ | 42,436 | $ | 77,745 |
General_Organization_and_Busin1
General Organization and Business (Details) (USD $) | 3 Months Ended | 9 Months Ended | 1 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2012 | |
Related Party Transaction [Line Items] | |||||
Expenses related to joint ventures and business development activities | $10,000 | $70,000 | $55,000 | ||
Nano3D Biosciences, Inc. ("N3D") [Member] | 2012 N3D Stock Purchase Agreement [Member] | |||||
Related Party Transaction [Line Items] | |||||
Shares acquired of joint venture's common stock | 228 | ||||
Payments to joint venture | 40,000 | ||||
Expenses related to joint ventures and business development activities | 50,000 | ||||
Nano3D Biosciences, Inc. ("N3D") [Member] | Scenario, Plan [Member] | 2012 N3D Stock Purchase Agreement [Member] | |||||
Related Party Transaction [Line Items] | |||||
Shares acquired of joint venture's common stock | 604 | ||||
Percentage of outstanding stock acquired | 5.00% | ||||
Common stock, price per share | $413.62 | ||||
Payments to joint venture | 249,826 | ||||
Weekly payments to joint venture | 5,000 | ||||
Nano3D Biosciences, Inc. ("N3D") [Member] | Scenario, Plan [Member] | 2014 N3D Stock Purchase Agreement [Member] | |||||
Related Party Transaction [Line Items] | |||||
Shares acquired of joint venture's common stock | 241 | ||||
Common stock, price per share | $413.62 | $413.62 | |||
Payments to joint venture | 100,000 | ||||
Monthly payments to joint venture | 10,000 | ||||
TheraKine Ltd. ("TheraKine") [Member] | |||||
Related Party Transaction [Line Items] | |||||
Expenses related to joint ventures and business development activities | $20,000 |
Going_Concern_Details
Going Concern (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | |
Going Concern [Abstract] | ||||
Net loss | $251,481 | $215,989 | $787,518 | $683,935 |
Net cash used in operating activities | 297,154 | 392,094 | ||
Negative working capital | $320,203 | $320,203 |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Details) (USD $) | 9 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | |
Summary of Significant Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $31,262 | $107,848 | $65,373 | $84,592 |
Advertising costs | 5,985 | 9,099 | ||
Potentially issuable shares upon the conversion of convertible notes payable and interest | 28,260,400 | 10,801,058 | ||
Commitments and contingencies | ||||
Minimum [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Estimated Useful Lives | 3 years | |||
Maximum [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Estimated Useful Lives | 5 years |
Advances_Details
Advances (Details) (USD $) | 9 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | |
Advances [Abstract] | |||
Proceeds from advances | $237,187 | $330,280 | |
Refinance of advances into convertible notes payable | 386,640 | 175,136 | |
Advances payable | $149,453 |
Convertible_Notes_Payable_Sche
Convertible Notes Payable (Schedule of Convertible Notes Payable) (Details) (USD $) | 9 Months Ended | |
Dec. 31, 2014 | Mar. 31, 2014 | |
Debt Instrument [Line Items] | ||
Convertible notes payable, net of discount | $161,141 | $13,111 |
Refinance Non-Interest Bearing Advances [Member] | ||
Debt Instrument [Line Items] | ||
Total convertible notes payable | 393,771 | 228,827 |
Less: discount on convertible notes payable | -232,630 | -215,716 |
Convertible notes payable, net of discount | 161,141 | 13,111 |
Debt instrument, interest rate | 10.00% | |
Maximum [Member] | Refinance Non-Interest Bearing Advances [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, conversion price per share | $0.03 | |
Minimum [Member] | Refinance Non-Interest Bearing Advances [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, conversion price per share | $0.01 | |
Convertible Note Payable Dated June 30, 2013 [Member] | Refinance Non-Interest Bearing Advances [Member] | ||
Debt Instrument [Line Items] | ||
Total convertible notes payable | 4,742 | |
Debt instrument, maturity date | 30-Jun-15 | |
Debt instrument, issuance date | 30-Jun-13 | |
Debt instrument, interest rate | 10.00% | |
Debt instrument, conversion price per share | $0.04 | |
Convertible Note Payable Dated September 30, 2013 [Member] | Refinance Non-Interest Bearing Advances [Member] | ||
Debt Instrument [Line Items] | ||
Total convertible notes payable | 224,085 | |
Debt instrument, maturity date | 30-Sep-15 | |
Debt instrument, issuance date | 30-Sep-13 | |
Debt instrument, interest rate | 10.00% | |
Debt instrument, conversion price per share | $0.04 | |
Convertible Note Payable Dated April 1, 2014 [Member] | Refinance Non-Interest Bearing Advances [Member] | ||
Debt Instrument [Line Items] | ||
Total convertible notes payable | 31,525 | |
Debt instrument, maturity date | 31-Mar-16 | |
Debt instrument, issuance date | 1-Apr-14 | |
Debt instrument, interest rate | 10.00% | |
Debt instrument, conversion price per share | $0.03 | |
Convertible Note Payable Dated June 30, 2014 [Member] | Refinance Non-Interest Bearing Advances [Member] | ||
Debt Instrument [Line Items] | ||
Total convertible notes payable | 62,980 | |
Debt instrument, maturity date | 30-Jun-16 | |
Debt instrument, issuance date | 30-Jun-14 | |
Debt instrument, interest rate | 10.00% | |
Debt instrument, conversion price per share | $0.02 | |
Convertible Note Payable Dated September 20, 2014 [Member] | Refinance Non-Interest Bearing Advances [Member] | ||
Debt Instrument [Line Items] | ||
Total convertible notes payable | 80,133 | |
Debt instrument, maturity date | 30-Sep-16 | |
Debt instrument, issuance date | 30-Sep-14 | |
Debt instrument, interest rate | 10.00% | |
Debt instrument, conversion price per share | $0.01 | |
Convertible Note Payable Dated December 31, 2014 [Member] | Refinance Non-Interest Bearing Advances [Member] | ||
Debt Instrument [Line Items] | ||
Total convertible notes payable | $219,133 | |
Debt instrument, maturity date | 31-Dec-16 | |
Debt instrument, issuance date | 31-Dec-14 | |
Debt instrument, interest rate | 10.00% | |
Convertible Note Payable Dated December 31, 2014 [Member] | Maximum [Member] | Refinance Non-Interest Bearing Advances [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, conversion price per share | $0.02 | |
Convertible Note Payable Dated December 31, 2014 [Member] | Minimum [Member] | Refinance Non-Interest Bearing Advances [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, conversion price per share | $0.01 |
Convertible_Notes_Payable_Sche1
Convertible Notes Payable (Schedule of Convertible Notes Issued) (Details) (USD $) | 9 Months Ended |
Dec. 31, 2014 | |
Refinance Non-Interest Bearing Advances [Member] | |
Debt Instrument [Line Items] | |
Debt instrument, face amount | $386,640 |
Debt instrument, interest rate | 10.00% |
Maximum ownership percentage allowed after converting | 4.99% |
Maximum [Member] | Refinance Non-Interest Bearing Advances [Member] | |
Debt Instrument [Line Items] | |
Debt instrument, conversion price per share | $0.03 |
Minimum [Member] | Refinance Non-Interest Bearing Advances [Member] | |
Debt Instrument [Line Items] | |
Debt instrument, conversion price per share | $0.01 |
Convertible Note Payable Dated April 1, 2014 [Member] | Refinance Non-Interest Bearing Advances [Member] | |
Debt Instrument [Line Items] | |
Debt instrument, face amount | 149,453 |
Debt instrument, issuance date | 1-Apr-14 |
Debt instrument, maturity date | 31-Mar-16 |
Debt instrument, interest rate | 10.00% |
Debt instrument, conversion price per share | $0.03 |
Convertible Note Payable Dated June 30, 2014 [Member] | Refinance Non-Interest Bearing Advances [Member] | |
Debt Instrument [Line Items] | |
Debt instrument, face amount | 62,980 |
Debt instrument, issuance date | 30-Jun-14 |
Debt instrument, maturity date | 30-Jun-16 |
Debt instrument, interest rate | 10.00% |
Debt instrument, conversion price per share | $0.02 |
Convertible Note Payable Dated September 20, 2014 [Member] | Refinance Non-Interest Bearing Advances [Member] | |
Debt Instrument [Line Items] | |
Debt instrument, face amount | 80,133 |
Debt instrument, issuance date | 30-Sep-14 |
Debt instrument, maturity date | 30-Sep-16 |
Debt instrument, interest rate | 10.00% |
Debt instrument, conversion price per share | $0.01 |
Convertible Note Payable Dated December 31, 2014 [Member] | Paying Off Accounts Payable [Member] | |
Debt Instrument [Line Items] | |
Debt instrument, face amount | 125,059 |
Debt instrument, interest rate | 10.00% |
Debt instrument, conversion price per share | $0.02 |
Convertible Note Payable Dated December 31, 2014 [Member] | Refinance Non-Interest Bearing Advances [Member] | |
Debt Instrument [Line Items] | |
Debt instrument, face amount | $94,074 |
Debt instrument, issuance date | 31-Dec-14 |
Debt instrument, maturity date | 31-Dec-16 |
Debt instrument, interest rate | 10.00% |
Convertible Note Payable Dated December 31, 2014 [Member] | Maximum [Member] | Refinance Non-Interest Bearing Advances [Member] | |
Debt Instrument [Line Items] | |
Debt instrument, conversion price per share | $0.02 |
Convertible Note Payable Dated December 31, 2014 [Member] | Minimum [Member] | Refinance Non-Interest Bearing Advances [Member] | |
Debt Instrument [Line Items] | |
Debt instrument, conversion price per share | $0.01 |
Convertible_Notes_Payable_Conv
Convertible Notes Payable (Conversions to Common Stock) (Details) (USD $) | 9 Months Ended |
Dec. 31, 2014 | |
Convertible Note Payable Dated June 30, 2013 [Member] | |
Debt Conversion [Line Items] | |
Amount of note principal converted | $4,742 |
Amount of note interest converted | 212 |
Convertible Note Payable Dated September 30, 2013 [Member] | |
Debt Conversion [Line Items] | |
Amount of note principal converted | 224,085 |
Amount of note interest converted | 14,283 |
Convertible Note Payable Dated April 1, 2014 [Member] | |
Debt Conversion [Line Items] | |
Amount of note principal converted | 117,928 |
Amount of note interest converted | $8,072 |
Notes_payable_Details
Notes payable (Details) (Promissory Note [Member], USD $) | 9 Months Ended | |
Dec. 31, 2014 | Mar. 31, 2014 | |
Promissory Note, Dated December 30, 2013 [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, face amount | $50,000 | |
Debt instrument, interest rate | 5.00% | |
Debt instrument, frequency of payment | monthly | |
Debt instrument, term | 4 years | |
Debt instrument, installment payments start date | 1-Jan-15 | |
Notes payable | 50,000 | 50,000 |
Promissory Note, Dated September 30, 2014 [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, face amount | 5,000 | |
Debt instrument, interest rate | 5.00% | |
Debt instrument, frequency of payment | monthly | |
Debt instrument, installment payments start date | 1-Oct-14 | |
Notes payable | $3,930 |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | Dec. 31, 2014 | Mar. 31, 2014 |
Related Party Transactions [Abstract] | ||
Related party advances payable | $153,431 | $131,505 |
Stockholders_Deficit_Details
Stockholders' Deficit (Details) (USD $) | 9 Months Ended |
Dec. 31, 2014 | |
Debt Conversion [Line Items] | |
Shares issued for conversion of notes payable | $369,322 |
Shares issued for conversion of notes payable, shares | 10,283,043 |
Commitments_Details
Commitments (Details) (Office Space, Legal Services, Accounting Services, Fundraising and Management Services [Member], USD $) | 9 Months Ended |
Dec. 31, 2014 | |
Office Space, Legal Services, Accounting Services, Fundraising and Management Services [Member] | |
Other Commitments [Line Items] | |
Fees incurred in the period | $127,264 |
Commitments recorded as accounts payable and accrued expenses | $172,246 |
Business_Segments_Details
Business Segments (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | |
Segment Reporting Information [Line Items] | |||||
REVENUE | $28,182 | $25,491 | $99,503 | $84,044 | |
GROSS PROFIT | 17,590 | 2,861 | 51,176 | 26,538 | |
OPERATING EXPENSES | 147,213 | 165,140 | 478,144 | 476,084 | |
TOTAL ASSETS | 42,436 | 42,436 | 77,745 | ||
Aquarium and Aquarium Supplies [Member] | |||||
Segment Reporting Information [Line Items] | |||||
REVENUE | 28,182 | 25,491 | 99,503 | 84,044 | |
GROSS PROFIT | 17,590 | 2,861 | 51,176 | 26,538 | |
OPERATING EXPENSES | 23,902 | 32,401 | 83,376 | 84,078 | |
TOTAL ASSETS | 12,297 | 12,297 | 24,756 | ||
Medical Technology [Member] | |||||
Segment Reporting Information [Line Items] | |||||
REVENUE | |||||
GROSS PROFIT | |||||
OPERATING EXPENSES | 10,000 | 70,000 | 55,000 | ||
TOTAL ASSETS | |||||
Corporate [Member] | |||||
Segment Reporting Information [Line Items] | |||||
OPERATING EXPENSES | 113,311 | 132,739 | 324,768 | 337,006 | |
TOTAL ASSETS | $30,139 | $30,139 | $52,989 |
Subsequent_Events_Details
Subsequent Events (Details) (USD $) | 9 Months Ended | 1 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | Jan. 31, 2015 | |
Subsequent Event [Line Items] | |||
Conversion of convertible notes and accrued interest to common stock | $369,322 | $300,526 | |
Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Conversion of convertible notes and accrued interest to common stock | $32,259 | ||
Conversion of convertible notes and interest into common stock, shares | 1,075,314 |