NOTE 5 - NOTES PAYABLE AND CONVERTIBLE NOTES PAYABLE, NET OF DISCOUNTS | Notes payable and convertible notes payable, all classified as current at December 31, 2016 and June 30, 2016, consist of the following: Notes and convertible notes, net of discounts December 31, 2016 June 30, 2016 Original Principal, Original Principal, Debt Issue net of Debt Issue net of Principal Discounts Discount Discounts Principal Discounts Discount Discounts LG Capital Funding, LLC $ 125,000 $ - $ - $ 125,000 $ 125,000 $ (13,905 ) $ (5,840 ) $ 105,255 LG Capital Funding, LLC 25,000 - - 25,000 125,000 (34,132 ) (7,992 ) 82,876 Global Opportunity Group, LLC 16,500 (11,075 ) (822 ) 4,603 - - - - Old Main Capital, LLC 33,333 (18,447 ) (1,845 ) 13,041 - - - - River North Equity, LLC 33,333 (11,876 ) (1,187 ) 20,270 - - - - EMA Financial, LLC 33,000 (21,247 ) (2,125 ) 9,628 Global Opportunity Group, LLC 4,643 (3,323 ) 1,320 Global Opportunity Group, LLC 10,000 (9,151 ) 849 GPL 37,463 (34,816 ) 2,647 EMA Financial, LLC 33,000 (25,225 ) 7,775 Global Opportunity Group, LLC 18,700 (12,151 ) (1,565 ) 4,984 - - - - Total $ 369,972 $ (147,311 ) $ (7,544 ) $ 215,117 $ 250,000 $ (48,037 ) $ (13,832 ) $ 188,131 On March 23, 2015, the Company issued a note to Green Construction for $30,400 with 10% interest per annum, as of June 30, 2015 the note had accrued interest of $822. The note was due on October 15, 2015. On July 30, 2015, the Company issued 26,885 to satisfy this debt. On October 22, 2015, the Company entered into a Securities Purchase Agreement ("Purchase Agreement"), dated as of October 22, 2015, with LG Capital Funding, LLC ("LG"), pursuant to which the Company sold LG a convertible note in the principal amount of $125,000 (the first of four such Convertible Notes each in the principal amount of $125,000 provided for under the Purchase Agreement), bearing interest at the rate of 8% per annum (the "Convertible Note"). Each of the Convertible Notes issuable under the Purchase Agreement provides for a 15% original issue discount ("OID"), such that the purchase price for each Convertible Note is $106,250, and at each closing LG is entitled to be paid $6,000 for legal and other expenses. The Convertible Note provides LG the right to convert the outstanding balance, including accrued and unpaid interest, of such Convertible Note into shares of the Company's common stock at a price ("Conversion Price") for each share of common stock equal to 80% of the lowest trading price of the common stock as reported on the National Quotations Bureau for the OTCQB exchange on which the Company's shares are traded or any exchange upon which the common stock may be traded in the future, for the twenty prior trading days including the day upon which a Notice of Conversion is received by the Company or its transfer agent. The Convertible Note is payable, along with interest thereon, on October 22, 2016. As of December 31, 2016, $11,253 of interest has been accrued. The convertible note has an OID of 15%, which was recorded at $18,750 of which was fully amortized as of December 31, 2016. The Company recorded a debt discount of $44,643 which, as of December 31, 2016, was fully amortized. On October 14, 2016, the Supreme Court of the State of New York County of Kings, in regards to LG Capital Funding, LLC v. EMS Find, Inc., issued a judgment against EMS Find, Inc. in favor of LG Capital Funding, LLC, in the amount of $135,202, which includes principal and interest (calculated as of September 29, 2016), in regards to the convertible promissory note dated October 22, 2015. The judgment includes an Information Subpoena with Restraining Notice, which addressed the EMS Find, Inc. bank account at TD Bank. As of the date of this filing, $1,304 was garnished. On December 3, 2015, the Company issued the second convertible note to LG, as discussed, for $125,000. As of December 31, 2016, $8,993 of interest has been accrued. The Company has recorded an OID of 15%, which was recorded at $18,750 which was fully amortized as of December 31, 2016. The Company recorded a debt discount of $85,165 which, as of December 31, 2016, was fully amortized. The Company has recorded a derivative liability of $8,993 as of December 31, 2016. On July 21, 2016, the Company entered into a convertible promissory note with Old Main Capital, LLC (Old Main) for $33,333. The note matures on July 21, 2017 and bears interest at 10%. The convertible promissory note provides for an OID of $3,333, a deduction of $1,250 for Old Mains legal fees, and $2,500 for Old Mains legal fees related to the equity purchase agreement. Therefore, the net proceeds to the Company was $26,250. The conversion price is the lower of 65% of the lowest traded price for the twenty consecutive trading days immediately preceding the applicable conversion date or the closing bid price on the original issue date. As of December 31, 2016, $1,488 of the OID had been amortized, $14,886 of the debt discount had been amortized, and there was accrued interest of $1,498. The Company has recorded a derivative liability of $78,333 as of December 31, 2016. On July 25, 2016, the Company entered into an equity purchase agreement with River North Equity, LLC (River North) for up to $2,000,000. On July 25, 2016, the Company entered into a convertible promissory note with River North for $40,000. The convertible promissory note has a maturity date of March 29, 2017 and is non-interest bearing. The conversion price is the lower of 65% of the lowest traded price for the twenty consecutive trading days immediately preceding the applicable conversion date. The convertible promissory note provides for an OID of $3,333, a deduction of $4,000 for River Norths legal fees, and a debt discount of $33,333. As of December 31, 2016, $2,146 of the OID had been amortized, $21,457 of the debt discount had been amortized, and there was accrued interest of $1,753. The Company has recorded a derivative liability of $93,728 as of December 31, 2016. On August 10, 2016, the Company entered into a securities purchase agreement with Global Opportunity Group, LLC (Global) for $16,500. The Company received net proceeds of $15,000. Additionally, the Company issued 165,000 warrants for common stock with an exercise price of $0.15 per share and have a cashless exercise option (see Note 6). The convertible promissory note provides for an OID of $1,500, a deduction of $1,000 for Globals legal fees, and a debt discount of $16,500. As of December 31, 2016, $822 of the OID had been amortized, $5,425 of the debt discount had been amortized, and there was accrued interest of $656. The Company has recorded a derivative liability of $54,330 as of December 31, 2016. On August 18, 2016, Global purchased $60,000 of the December 2015 LG note. The conversion feature was 50% of the previous 20 days lowest traded price. The acquisition was in two tranches, $30,000 each, thirty days apart. Subsequent to the acquisition of the first $30,000, LG completed the following conversions: on August 29, 2016, $5,000 ($4,500 principal and legal fees of $500) into 250,000 shares, converted at a rate of $0.02 per share, with a loss on conversion of $15,500 as the current stock price was $0.082; on September 2, 2016, $10,000 ($9,500 principal and legal fees of $500) into 500,000 shares, converted at a rate of $0.02 per share, with a loss on conversion of $25,000 as the current stock price was $0.07; on September 13, 2016, $8,500 ($8,000 principal and legal fees of $500) into 680,000 shares, converted at a rate of $0.0125 per share, with a loss on conversion of $18,700 as the current stock price was $0.04, and; on September 26, 2016, $8,500 ($8,000 principal and legal fees of $500) into 1,202,677 shares, converted at a rate of $0.0071 per share, with a loss on conversion of $31,871 as the current stock price was $0.0275 (see Note 6). On October 7, 2016, Global converted $6,000 ($5,500 principal and legal fees of $500) into 1,000,000 shares, converted at a rate of $0.006 per share, with a loss on conversion of $13,000 as the current stock price was $0.019 (see Note 9). On November 9, 2016, Global converted $7,815 ($7,315 principal and legal fees of $500) into 1,563,000 shares, converted at a rate of $0.00468 per share, with a loss on conversion of $23,445 as the current stock price was $0.02 (see Note 9). On November 22, 2016, a default fee of $8,593 was added to the principal balance. On November 28, 2016, Global converted $4,890 ($4,390 principal and legal fees of $500) into 1,420,000 shares, converted at a rate of $0.003444 per share, with a loss on conversion of $23,010 as the current stock price was $0.02 (see Note 9). On December 7, 2016, Global converted $8,550 ($8,050 principal and legal fees of $500) into 1,900,000 shares, converted at a rate of $0.004237 per share, with a loss on conversion of $29,450 as the current stock price was $0.02 (see Note 9). On December 22, 2016, Global converted $7,695 ($7,195 principal and legal fees of $500) into 1,900,000 shares, converted at a rate of $0.003787 per share, with a loss on conversion of $49,305 as the current stock price was $0.03 (see Note 9). As of December 31, 2016, the principal balance is $4,643 and the accrued interest is $95. The Company has recorded a derivative liability of $4,451 as of December 31, 2016. On August 23, 2016, the Company entered into a securities purchase agreement with EMA Financial, LLC (EMA), for $33,000. The Company received net proceeds of $29,700. The convertible promissory note provides for an OID of $3,300, a deduction of $3,000 for EMAs legal fees, and a debt discount of $33,000. As of December 31, 2016, $1,175 of the OID had been amortized, $11,753 of the debt discount had been amortized, and there was accrued interest of $1,895. The Company has recorded a derivative liability of $80,035 as of December 31, 2016. On January 17, 2017, EMS converted $5,244, consisting of $4,642 of principal, $102 of accrued interest, and $500 in legal fees, into 2,056,545 shares of common stock. See Notes 6 and 8. The conversion price was $0.00255. A loss on conversion will be recorded accordingly. On September 12, 2016, LG converted $8,500 of principal of the October 22, 2015 convertible promissory note (see Note 6) into 680,000 shares of common stock. The conversion price, based on a 50% discount, was $0.0125. A loss on conversion will be recorded accordingly. On October 6, 2016, the Company entered into a convertible promissory note with EMA for $33,000. The note matures on October 6, 2017 and bears interest at 12%. A debt discount of $33,000 was recorded. The conversion price is the lower of 50% of the lowest traded price for the twenty consecutive trading days immediately preceding the applicable conversion date or the closing bid price on the original issue date. As of December 31, 2016, $7,775 of the debt discount had been amortized, and there was accrued interest of $944. The Company has recorded a derivative liability of $54,327 as of December 31, 2016. On December 2, 2016, the Company entered into a convertible promissory note with Global for $18,700. The note matures on December 2, 2017 and bears interest at 12%. The convertible promissory note provides for an OID of $1,700. Therefore, the net proceeds to the Company was $11,500. A debt discount of $18,700 was recorded. The conversion price is the lower of 50% of the lowest traded price for the twenty consecutive trading days immediately preceding the applicable conversion date or the closing bid price on the original issue date. As of December 31, 2016, $135 of the OID had been amortized, $1,049 of the debt discount had been amortized, and there was accrued interest of $184. The Company has recorded a derivative liability of $31,890 as of December 31, 2016. On December 15, 2016, the Company entered into a convertible promissory note with GPL for $40,463. The note matures on July 15, 2017 and bears interest at 10%. A debt discount of $40,463 was recorded. The conversion price is the lower of 50% of the lowest traded price for the twenty consecutive trading days immediately preceding the applicable conversion date or the closing bid price on the original issue date. On December 22, 2016, GPL converted $3,000 into 3,000,000 shares of common stock (see Note 6). The conversion was at a rate of $0.001, which was the adjusted rate due to certain conditions of default. A loss on conversion of $87,000 was recorded. On January 17, 2017, GPL converted $4,500 into 4,500,000 shares of common stock (see Notes 6 and 8). The conversion was at a rate of $0.001, which was the adjusted rate due to certain conditions of default. A loss on conversion of $20,250 will be recorded. As of December 31, 2016, $3,054 of the debt discount had been amortized, and there was accrued interest of $188. On December 13, 2016, the Company entered into a convertible promissory note with GPL for $10,000. The note matures on July 13, 2017 and bears interest at 12%. A debt discount of $10,000 was recorded. The conversion price is the lower of 50% of the lowest traded price for the twenty consecutive trading days immediately preceding the applicable conversion date or the closing bid price on the original issue date. As of December 31, 2016, $849 of the debt discount had been amortized, and there was accrued interest of $62. The Company has recorded a derivative liability of $17,154 as of December 31, 2016. |