| NOTE 5 - CONVERTIBLE NOTES PAYABLE | Convertible
notes payable, all classified as current, consist of the following:
March
31, 2017 June
30, 2016
Original Original
Debt Issue Debt Issue
Principal Discount Discount Net Principal Discount Discount Net
LG
Capital Funding, LLC $ 125,000 $ - $ - $ 125,000 $ 125,000 $ (13,905 ) $ (5,840 ) $ 105,525
LG
Capital Funding, LLC - - - - 125,000 (34,132 ) $ (7,992 ) 82,876
Old
Main Capital, LLC 33,333 (10,228 ) (1,023 ) 22,082 - - - -
River
North Equity, LLC 31,297 - - 31,297 - - - -
EMA
Financial, LLC 16,341 - - 16,341 - - - -
Global
Opportunity Group, LLC 18,700 (7,540 ) (1,146 ) 10,014 - - - -
GPL
Ventures, LLC 39,193 (17,638 ) - 21,555 - - - -
EMA
Financial, LLC 33,000 (17,088 ) - 15,912 - - - -
GPL
Ventures, LLC 10,000 (4,906 ) - 5,094 - - - -
Global
Opportunity Group, LLC 10,000 (8,740 ) (874 ) 386 - - - -
Global
Opportunity Group, LLC 15,840 (2,975 ) - 12,865 - - - -
Howard
Schraub 8,638 (8,306 ) - 332 - - - -
Howard
Schraub 16,500 (16,364 ) - 136 - - - -
Global
Opportunity Group, LLC 18,150 (18,002 ) (1,736 ) (1,588 ) - - - -
Total $ 375,992 $ (111,788 ) $ (4,779 ) $ 259,426 $ 250,000 $ (48,037 ) $ (13,832 ) $ 188,131 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 Companys 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 Companys 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 and is in default. As of March 31, 2017, $13,255 of interest
has been accrued. The convertible note has an OID of 15%, which was recorded at $18,750 and which was fully amortized as of March
31, 2017. The Company recorded a debt discount of $44,643, which was fully amortized as of March 31, 2017. The Company has recorded
a derivative liability of $139,055 as of March 31, 2017. 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 for $125,000. As of March 31, 2017, $9,278 of interest
has been accrued. The Company has recorded an OID of 15%, which was recorded at $18,750 and which was fully amortized as of March
31, 2017. The Company has recorded a debt discount of $85,165, which was fully amortized as of March 31, 2017. The Company sold
$60,000 principal of the note to Global Opportunity Group, LLC (Global) on August 18, 2016, $40,000 principal of
the note and $462 accrued interest to GPL Ventures, LLC (GPL) on December 15, 2016 and sold $50,000 principal of
the note (including a $25,000 penalty added to principal) to Global on February 21, 2017. The note has been repaid in full and
no related derivative liability was recorded as of March 31, 2017. 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 provided 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 Company recorded a debt discount of $33,333. 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 March 31, 2017, $2,310 of the OID had been amortized,
$23,105 of the debt discount had been amortized, and there was accrued interest of $2,320. The Company has recorded a derivative
liability of $46,420 as of March 31, 2017. Subsequent to March 31, 2017, the Company and Old Main entered into a Settlement Agreement
& Mutual Release with respect to this note (see Note 8). 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 $33,333. The
convertible promissory note has a maturity date of March 29, 2017 and bears interest at 10%. The convertible promissory note provided
for an OID of $3,333, a deduction of $4,000 for River Norths legal fees, and a debt discount of $33,333. 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. On February 1, 2017, River North converted $2,036 principal and $1,744 accrued interest into 2,643,876 common
shares of the Company. As of March 31, 2017, the OID and the debt discount had been fully amortized and there was accrued interest
of $2,310. The Company has recorded a derivative liability of $43,042 as of March 31, 2017. On
August 10, 2016, the Company entered into a convertible promissory note with Global for $16,500. The convertible promissory note
has a maturity date of August 10, 2017 and bears interest at 12%. The convertible promissory note provided for an OID of $1,500,
a deduction of $1,000 for Globals legal fees, and a debt discount of $16,500. The Company received net proceeds of $15,000.
Additionally, the Company issued 165,000 five-year warrants for common stock with an exercise price of $0.15 per share, subject
to certain adjustments, and a cashless exercise option. The Company sold $16,500 principal of the note to Howard Schraub (Schraub)
on March 16, 2017. As of March 31, 2017, the OID and the debt discount had been fully amortized and there was accrued interest
of $1,063. The note has been repaid in full and no related derivative liability was recorded as of March 31, 2017. On
August 18, 2016, Global purchased $60,000 of the December 2015 LG convertible promissory note. The replacement convertible promissory
note had a conversion feature of 50% of the previous 20 days lowest traded price. The acquisition was in two tranches,
$30,000 each, thirty days apart. In a series of transactions during August 2016 through January 2017, Global converted $68,593
principal (including a penalty of $8,593 added to principal), $101 accrued interest payable and $5,000 in fees into 12,472,222
shares of the Companys common stock, recording a total loss on conversion of $236,845. The replacement note has been repaid
in full and no related derivative liability was recorded as of March 31, 2017. On
August 23, 2016, the Company entered into a convertible promissory note with EMA Financial, LLC (EMA), for $33,000.
The convertible promissory note has a maturity date of August 23, 2017 and bears interest at 16%. The convertible promissory note
provided for an OID of $3,300, a deduction of $3,000 for EMAs legal fees, and a debt discount of $33,000. The Company received
net proceeds of $29,700. Pursuant to three conversions in March 2017, EMA converted $16,659 principal and $261 in fees into 10,576,500
shares of the Companys common stock, recording a total loss on conversion of $92,798. As of March 31, 2017, the OID and
the debt discount had been fully amortized and there was accrued interest of $3,111. The Company has recorded a derivative liability
of $26,292 as of March 31, 2017. 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 March 31, 2017, $15,912 of the debt discount had been amortized, and there was accrued interest
of $2,246. The Company has recorded a derivative liability of $64,533 as of March 31, 2017. 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 $17,000. 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 March 31, 2017, $554 of the OID had been amortized, $11,760 of the debt discount had been amortized
and there was accrued interest of $738. The Company has recorded a derivative liability of $37,013 as of March 31, 2017. Additionally,
the Company issued 82,500 five-year warrants for common stock with an exercise price of $0.15 per share, subject to certain adjustments,
and a cashless exercise option. 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 March 31, 2017, $5,094 of the debt discount had been amortized, and there was accrued interest
of $358. The Company has recorded a derivative liability of $18,617 as of March 31, 2017. On
December 15, 2016, GPL purchased $40,000 principal and $462 accrued interest of the December 2015 LG convertible promissory note.
The replacement convertible promissory note with GPL for $40,462 matures on July 15, 2017 and bears interest at 10%. A debt discount
of $40,462 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. Pursuant to three
conversions in December 2016 through February 2017, GPL converted $1,270 principal into 12,700,000 shares of the Companys
common stock, recording a total loss on conversion of $129,670. As of March 31, 2017, $23,005 of the debt discount had been amortized,
and there was accrued interest of $1,153. The Company has recorded a derivative liability of $70,599 as of March 31, 2017. On
February 13, 2017, the Company entered into a convertible promissory note with Global for $10,000. The note matures on February
13, 2018 and bears interest at 2%. The convertible promissory note provides for an OID of $1,000. Therefore, the net proceeds
to the Company was $9,000. A debt discount of $10,000 was recorded. The conversion price is 50% of the lowest traded price for
the twenty consecutive trading days immediately preceding the applicable conversion date. As of March 31, 2017, $126 of the OID
had been amortized, $1,260 of the debt discount had been amortized and there was accrued interest of $25. The Company has recorded
a derivative liability of $19,228 as of March 31, 2017. Additionally, the Company issued 33,333 seven-year warrants for common
stock with an exercise price of $0.01 per share, subject to certain adjustments, and a cashless exercise option. On
February 21, 2017, Global purchased $50,000 principal of the December 2015 LG convertible promissory note. The $50,000 replacement
note matures on February 21, 2018 and interest does not accrue prior to an event of default or the maturity date. A debt discount
of $50,000 was recorded. The conversion price is 50% of the lowest traded price for the twenty consecutive trading days immediately
preceding the applicable conversion date. Pursuant to four conversions in February 2017 through March 2017, Global converted $34,159
principal and $2,000 in fees into 17,923,000 shares of the Companys common stock, recording a total loss on conversion
of $171,586. As of March 31, 2017, $30,458 of the debt discount had been amortized. The Company has recorded a derivative liability
of $30,458 as of March 31, 2017. On
March 16, 2017, Schraub purchased $16,500 principal of the August 10, 2016 Global convertible promissory note. The $16,500 replacement
note matures on March 16, 2018 and bears interest at 12%. A debt discount of $16,500 was recorded. The conversion price is 50%
of the lowest traded price for the twenty consecutive trading days immediately preceding the applicable conversion date. Pursuant
to a conversion in March 2017, Schraub converted $7,862 principal and $400 in fees into 4,590,000 shares of the Companys
common stock, recording a loss on conversion of $33,048. As of March 31, 2017, $8,194 of the debt discount had been amortized
and there was accrued interest of $45. The Company has recorded a derivative liability of $16,755 as of March 31, 2017. On
March 28, 2017, the Company entered into a convertible promissory note with Schraub for $16,500. The note matures on March 28,
2018 and bears interest at 10%. A debt discount of $16,500 was recorded. The conversion price is 50% of the lowest traded price
for the twenty consecutive trading days immediately preceding the applicable conversion date. As of March 31, 2017, $136 of the
debt discount had been amortized and there was accrued interest of $14. The Company has recorded a derivative liability of $31,949
as of March 31, 2017. Additionally, the Company issued 605,000 seven-year warrants for common stock with an exercise price of
$0.01 per share, subject to certain adjustments, and a cashless exercise option. On
March 28, 2017, the Company entered into a convertible promissory note with Global for $18,150. The note matures on March 28,
2018 and bears interest at 10%. The convertible promissory note provides for an OID of $1,750. Therefore, the net proceeds to
the Company was $16,400. A debt discount of $18,150 was recorded. The conversion price is 50% of the lowest traded price for the
twenty consecutive trading days immediately preceding the applicable conversion date. As of March 31, 2017, $149 of the OID had
been amortized, $14 of the debt discount had been amortized and there was accrued interest of $15. The Company has recorded a
derivative liability of $35,144 as of March 31, 2017. Additionally, the Company issued 605,000 seven-year warrants for common
stock with an exercise price of $0.01 per share, subject to certain adjustments, and a cashless exercise option. As
detailed above, during the nine months ended March 31, 2017, a total of 60,905,098 shares of the Companys common stock,
valued at $808,452, were issued in conversion of $130,579 principal, $1,845 accrued interest payable, $7,400 in fees, $5,709 adjustment
to debt discount and $662,919 loss on conversion of debt into common stock. |
