Convertible Notes | 3 Months Ended |
Jul. 31, 2014 |
Notes to Financial Statements | ' |
NOTE 7 - Convertible Notes | ' |
The Company had the following notes payable outstanding as of July 31, 2014 and April 30, 2014: |
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| | | 31-Jul-14 | | | 30-Apr-14 | |
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Promissory note payable, dated October 31, 2013 to CRDF Global including accrued interest of $42,359 and $27,976 as of July 31, 2013 and April 30, 2014, respectively. | | | $ | 400,000 | | | $ | 400,000 | |
Promissory note payable, dated January 9, 2014 to Anton Group Hill Ltd. including accrued interest of $2,786 and $1,612 as of July 31, 2013 and April 30, 2014, respectively. | | | | 25,000 | | | | 41,663 | |
Promissory note payable, dated February 26, 2014 to Anton Group Hill Ltd. including accrued interest of $1,531 and $614 as of July 31, 2013 and April 30, 2014, respectively. | | | | 20,000 | | | | 20,000 | |
Promissory note payable, dated March 18, 2014 to Anton Group Hill Ltd. including accrued interest of $997 and $314 as of July 31, 2013 and April 30, 2014, respectively. | | | | 15,000 | | | | 15,000 | |
Promissory note payable, dated April 15, 2014 to Anton Group Hill Ltd. including accrued interest of $785 and $110 as of July 31, 2013 and April 30, 2014, respectively. | | | | 15,000 | | | | 15,000 | |
Promissory note payable, dated June 20, 2014 to LG Capital LLC including accrued interest of $1,485 as of July 31, 2013. | | | | 50,000 | | | | - | |
Promissory note payable, dated July 29, 2014 to Actus Private Equity Fund LLC including accrued interest of $82 as of July 31, 2013. | | | | 56,250 | | | | - | |
| | | | 581,250 | | | | 491,663 | |
Less: Debt discount | | | | (158,429 | ) | | | (94,682 | ) |
Total note payable | | | $ | 422,821 | | | $ | 396,981 | |
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CRDF Global |
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On October 24, 2013, the Company obtained financing for further research on the first patent that it filed on October 28, 2013, for pure hydrogen production. At the same time, two hundred and twenty two thousand dollars ($222,000) was paid to CRDF Global (U.S. Civilian Research & Development Foundation) to manage and facilitate the research. |
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The sum of $200,000 of the $220,000 paid to CRDF Global has been recorded on the balance sheet as a “prepaid expense”. This is advance payment for further research on the Company’s first patent on pure hydrogen production. |
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This financing is in the form of an “Unsecured Convertible Promissory Note” (the Note). The principle sum is three hundred thousand dollars ($300,000) and carries a simple interest rate of ten per cent (10%) per annum payable quarterly in arrears. The principle loan can be repaid in whole but not in part with accrued interest, at any time without penalty on the production of a written notice ten days in advance. |
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The note holder has the option to convert the principle sum plus any accrued interest into non-assessable common shares of stock at a conversion price of seventy-five per cent (75%) of the fair market value of the shares, five days prior to the conversion date. Once the conversion has taken place, it is irrevocable. |
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The Company has recorded a beneficial conversion feature of $100,000 which will amortize over the life of the loan. The balance of the accrued interest and note discount was $97,597 as of July 31, 2014 and $100,188 at April 30, 2014. |
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Anton Group Hill Ltd. #1 |
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On December 20, 2013, the Company issued an Unsecured Convertible Promissory Note (The “Note”) to Anton Group Hill Ltd., or it’s permitted assigns in the principle sum of Twenty Five Thousand Dollars ($25,000). This is a working capital loan which carries a simple interest rate of 10% per annum payable quarterly in arrears and matures in two (2) years from the date of issue. |
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The principle can be repaid in whole but not in part with accrued interest, at any time without penalty on the production of a written notice ten days in advance. |
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The “Note” holder has the option to convert the principle sum plus any accrued interest into no-assessable common shares of stock at a conversion price of seventy-five per cent (75%) of the fair market value of the shares, five days prior to the conversion date. Once the conversion has taken place, it is irrevocable. |
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The Company has recorded a beneficial conversion feature of $8,333 which will amortize over the life of note. The balance of the accrued interest and note discount was $8,282 as of July 31, 2014 and $8,388 at April 30, 2014. |
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Anton Group Hill Ltd. #2 |
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On February 26, 2014, the Company issued an Unsecured Convertible Promissory Note (The “Note”) to Anton Group Hill Ltd. Or its permitted assigns (“Holder”) in the principle sum of twenty thousand ($20,000), plus simple interest thereon from the date of this note until fully paid at the rate of ten percent (10%) per annum payable in arrears and matures in two (2) years from the date of issue. Interest on this note shall be computed on the basis of a 360 day year and a 30 day month. This is a working capital loan. |
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The principle can be repaid in whole but not in part with accrued interest, at any time without penalty on production of a written notice ten days in advance. |
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The “Note” holder has the option to convert the principle sum plus any accrued interest into no-assessable common shares of stock at a conversion price of seventy-five per cent (75%) of the fair market value of the shares, five days prior to the conversion date. Once the conversion has taken place, it is irrevocable. |
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The Company has recorded a beneficial conversion feature of $6,667 which will amortize over the life of the note. The balance of accrued interest and note discount was $7,622 as of July 31, 2014 and $6,705 at April 30, 2014. |
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Anton Group Hill Ltd. #3 |
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On March 18, 2014, the Company issued an Unsecured Convertible Promissory Note (The “Note”) to Anton Group Hill Ltd. Or its permitted assigns (“Holder”) in the principle sum of fifteen thousand ($15,000), plus simple interest thereon from the date of this note until fully paid at the rate of ten percent (10%) per annum payable in arrears and matures in two (2) years from the date of issue. Interest on this note shall be computed on the basis of a 360 day year and a 30 day month. This is a working capital loan. |
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The principle can be repaid in whole but not in part with accrued interest, at any time without penalty on production of a written notice ten days in advance. |
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The “Note” holder has the option to convert the principle sum plus any accrued interest into no-assessable common shares of stock at a conversion price of seventy-five per cent (75%) of the fair market value of the shares, five days prior to the conversion date. Once the conversion has taken place, it is irrevocable. |
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The Company has recorded a beneficial conversion feature of $5,000 which will amortize over the life of the loan. The balance of accrued interest and note discount was $5,703 as of July 31, 2014 and $5,020 at April 30, 2014. |
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Anton Group Hill Ltd. #4 |
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On April 15, 2014, the Company issued an Unsecured Convertible Promissory Note (The “Note”) to Anton Group Hill Ltd. or its permitted assigns (“Holder”) in the principle sum of fifteen thousand ($15,000), plus simple interest thereon from the date of this note until fully paid at the rate of ten percent (10%) per annum payable in arrears and matures in two (2) years from the date of issue. Interest on this note shall be computed on the basis of a 360 day year and a 30 day month. This is a working capital loan. |
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The principle can be repaid in whole but not in part with accrued interest, at any time without penalty on production of a written notice ten days in advance. |
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The “Note” holder has the option to convert the principle sum plus any accrued interest into non-assessable common shares of stock at a conversion price of seventy-five per cent (75%) of the fair market value of the shares, five days prior to the conversion date. Once the conversion has taken place, it is irrevocable. |
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The Company has recorded a beneficial conversion feature of $5,000 which will amortize over the life of the note. The balance of the accrued interest and note discount was $5,683 as of July 31, 2014 and $5,007 at April 30, 2014. |
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LG Capital Funding LLC |
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On June 20, 2014, the Company issued a Convertible Redeemable Note (“The Note”) to LG Capital Funding, LLC., or its permitted assigns (“Holder”) in the principle sum of fifty thousand dollars ($50,000), plus simple interest thereon from the date of this “Note” until fully paid at the rate of eight percent (8%) per annum payable in arrears and matures in one (1) year from the date of issue. This is a working capital loan. |
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During the first 180 days that this “Note” is in effect, it may be prepaid at 150% of the face amount plus any accrued interest. This “Note” may not be prepaid after the 180th day. |
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The “Note” holder has the option to convert the principle sum plus any accrued interest into non-assessable common shares of stock at a conversion price of fifty-five per cent (55%) of the lowest daily closing bid , fifteen days prior to the conversion date. Once the conversion has taken place, it is irrevocable. In the event the Company experiences a DTC “Chill” on its shares, the conversion price shall be decreased to 45% instead of 55% while that “Chill” is in effect. |
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The Company has recorded a beneficial conversion feature of $40,909 which will amortize over the life of the “Note”. The balance of the accrued interest and “Note” discount was 37,799 at July 31, 2014. |
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Auctus Private Equity Fund LLC |
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On July 29, 2014, the Company issued a Convertible Promissory Note (The “Note”) to Auctus Private Equity Fund, LLC, or its permitted assigns (“Holder”) in the principle sum of fifty six thousand, two hundred and fifty dollars ($56,250) , plus simple interest thereon from the date of this “Note” until fully paid at the rate of eight percent (8%) per annum payable in arrears and matures in nine (9) months from the date of issue, namely April 29, 2015. This is a working capital loan. |
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This “Note” may not be prepaid in whole or part without permission of the “Holder” which may be withheld for any or no reason. |
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The “Note” holder has the option to convert the principle sum and any accrued interest into non-assessable common shares of stock at a conversion price of fifty five percent (55%) of the lowest daily closing bid, twenty five days prior to the conversion date. One the conversion has taken place it is irrevocable. In the event that the Company experiences a DTC “Chill” on its shares, the conversion price shall be subject to a further fifteen percent (15%) discount while the “Chill” is in effect. |
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The Company has recorded a beneficial conversion feature of $46,023 which will amortize over the life of the “Note”. The balance of the accrued interest and “Note” discount was $45,768 at July 31, 2014. |