Note 7 - Notes and Loans Payable | NOTE 7 Notes and Loans Payable Notes and loans payable consist of: June 30, 2017 December 31, 2016 Convertible note payable to lender dated February 1, 2016 (as amended December 21, 2016), interest at 12% per annum, due February 1, 2017, convertible into Common Stock at a Conversion Price equal to the Lesser of (i) $0.01 per share or (ii) 50% of the lowest Bid Price of the Common Stock for the 30 Trading Days preceding the Conversion Date fully converted at February 13, 2017 $ - $ 3,571 Convertible notes payable to lender dated from March 15, 2016 (as amended June 2, 2016) to February 27, 2017, interest at rates ranging from 12% to 14.99% per annum, due from April 6, 2017 to October 7, 2017, partially converted at March 22, 2017 and the remaining notes convertible into Common Stock at a Conversion Price equal to the lesser of (i) $0.01 per share or (ii) 50% of the lowest Closing Bid Price of the Common Stock for the 30 Trading Days preceding the Conversion Date net of unamortized debt discount of $2,573 and $34,411, respectively 32,677 39,839 Convertible notes payable to lender dated February 1, 2016 (as amended December 21, 2016) and December 21, 2016, interest at 12% per annum, due February 1, 2017 and May 20, 2017, convertible into Common Stock at a Conversion Price equal to the lesser of (i) $0.01 per share or (ii) 50% of the lowest Closing Bid Price of the Common Stock for the 30 Trading Days preceding the Conversion Date net of unamortized debt discount of $0 and $58,095 65,000 6,905 Convertible notes payable to Pasquale and Rosemary Ferro dated from March 16, 2017 to June 8, 2017, interest at rates ranging from 12% to 14.99% per annum, due from September 16, 2017 to May 7, 2018, convertible into Common Stock at a Conversion Price equal to the lesser of (i) $0.01 per share or (ii) 50% of the lowest Closing Bid Price of the Common Stock for the 30 Trading Days preceding the Conversion Date net of unamortized debt discount of $72,257 and $0 40,743 - Note payable to the brother of Marco Alfonsi, Chief Executive Officer of the Company, interest at 10% per annum, due August 22, 2016 (now past due) 5,000 5,000 Loan payable to Mckenzie Webster Limited (MWL), an entity controlled by the Chairman of the Board of Directors of the Company, non-interest bearing, due on demand 3,000 3,000 Total $ 146,420 $ 58,315 The derivative liability of the convertible notes payable at June 30, 2017 consisted of: Face Value Derivative Liability Convertible notes payable to lender dated from March 15, 2016 (as amended June 2, 2016) to February 27, 2017, due from April 6, 2017 to July 28, 2017 $ 35,250 $ 82,863 Convertible notes payable to lender dated February 1, 2016 (as amended December 21, 2016) and December 21, 2016, due February 1, 2017 and May 20, 2017 65,000 151,667 Convertible notes payable to Pasquale and Rosemary Ferro dated from March 16, 2017 to June 8, 2017, due from September 16, 2017 to May 7, 2018 113,000 295,813 Totals $ 213,250 530,343 The above convertible notes contain a variable conversion feature based on the future trading price of the Company common stock. Therefore, the number of shares of common stock issuable upon conversion of the notes is indeterminate. Accordingly, we have recorded the fair value of the embedded conversion features as a derivative liability at the respective issuance dates (or amendment dates) of the notes ($267,660 total for the six months ended June 30, 2017) and charged the applicable amounts to debt discounts ($124,000 total for the six months ended June 30, 2017) and the remainder to other expense ($143,660 total for the six months ended June 30, 2017). The increase (decrease) in the fair value of the derivative liability from the respective issuance dates (or amendment dates) of the notes to the measurement date ($58,143 total increase for the six months ended June 30, 2017) is charged (credited) to other expense (income). The fair value of the derivative liability of the notes is measured at the respective issuance dates and quarterly thereafter using the Black Scholes option pricing model. Assumptions used for the calculations of the derivative liability of the notes at June 30, 2017 include (1) stock price of $0.025 per share, (2) exercise price of $0.0075 per share, (3) terms ranging from 0 days to 311 days, (4) expected volatility of 267% and (5) risk free interest rates ranging from 0.00% to 1.21%. |