Convertible debt | At December 31, 2014 and March 31, 2014 convertible notes and debentures consisted of the following: December 31, 2014 December 31, 2013 Convertible notes payable $ 604,472 $ — Unamortized debt discount (412,542 ) — Carrying amount $ 191,930 $ — Less: current portion (168,962 ) — Long-term convertible notes, net $ 22,968 $ — Note issued on August 6, 2014, long-term: On August 6, 2014, the Company entered into a one year convertible debenture for $82,500 with an accredited institutional investor. The debenture is convertible at the lesser of $0.10 per share, or 60% of the lowest trade price in the 25 trading days prior to conversion. The note was issued with an original issue discount of $7,500 which was charged to current period operations as interest expense during the year ended December 31, 2014. The Company identified embedded derivatives related to the Convertible Promissory Notes entered into in August 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of the derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $190,451 of the embedded derivative. The fair value of the embedded derivative was determined using the Black-Scholes Model based on the following assumptions: Dividend yield: 0 % Volatility 105 % Risk free rate: 0.48 % The initial fair values of the embedded debt derivative of $190,451 was allocated as a debt discount up to the proceeds of the note ($82,500) with the remainder ($107,951) charged to operations as derivative liability adjustment during the year ended December 31, 2014. During the year ended December 31, 2014, the Company amortized $17,187 to current period operations as amortization of beneficial conversion feature. The fair value of the described embedded derivative of $142,317 at December 31, 2014 was determined using the Black-Scholes Model with the following assumptions: Dividend yield: 0 % Volatility 276 % Risk free rate: 0.58 % At December 31, 2014, the Company adjusted the recorded fair value of the derivative liability to market resulting in non-cash, non-operating gain of $48,134 for the year ended December 31, 2014. Note issued on August 6, 2014, current: On August 6, 2014, the Company entered into a nine month convertible debenture for $68,000 with an accredited institutional investor. The debenture is convertible at 58% of the average of the three lowest trading prices in the 10 trading days prior to conversion. The Company identified embedded derivatives related to the Convertible Promissory Notes entered into in August 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of the derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $94,657 of the embedded derivative. The fair value of the embedded derivative was determined using the Black-Scholes Model based on the following assumptions: Dividend yield: 0 % Volatility 105 % Risk free rate: 0.48 % The initial fair values of the embedded debt derivative of $94,657 was allocated as a debt discount up to the proceeds of the note ($68,000) with the remainder ($32,145) charged to operations as derivative liability adjustment during the year ended December 31, 2014. During the year ended December 31, 2014, the Company amortized $37,778 to current period operations as amortization of beneficial conversion feature. The fair value of the described embedded derivative of $90,253 at December 31, 2014 was determined using the Black-Scholes Model with the following assumptions: Dividend yield: 0 % Volatility 276 % Risk free rate: 0.03 % At December 31, 2014, the Company adjusted the recorded fair value of the derivative liability to market resulting in non-cash, non-operating gain of $4,404 for the year ended December 31, 2014. Note issued on August 11, 2014: On August 11, 2014, the Company entered into a five month convertible debenture for $45,000 with an accredited institutional investor. The debenture is convertible at 50% of the lowest traded price in the 20 days prior to the conversion. The Company identified embedded derivatives related to the Convertible Promissory Notes entered into in August 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of the derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $131,493 of the embedded derivative. The fair value of the embedded derivative was determined using the Black-Scholes Model based on the following assumptions: Dividend yield: 0 % Volatility 111 % Risk free rate: 0.05 % The initial fair values of the embedded debt derivative of $131,493 was allocated as a debt discount up to the proceeds of the note ($45,000) with the remainder ($86,493) charged to operations as derivative liability adjustment during the year ended December 31, 2014. During the year ended December 31, 2014, the Company amortized $37,500 to current period operations as amortization of beneficial conversion feature. The fair value of the described embedded derivative of $58,401 at December 31, 2014 was determined using the Black-Scholes Model with the following assumptions: Dividend yield: 0 % Volatility 276 % Risk free rate: 0.03 % At December 31, 2014, the Company adjusted the recorded fair value of the derivative liability to market resulting in non-cash, non-operating gain of $73,092 for the year ended December 31, 2014. Note issued on September 4, 2014: On September 4, 2014, the Company entered into a nine month convertible debenture for $42,500 with an accredited institutional investor. The debenture is convertible at 58% of the average of the three lowest trading prices in the 10 trading days prior to conversion. The Company identified embedded derivatives related to the Convertible Promissory Notes entered into in September 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of the derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $52,597 of the embedded derivative. The fair value of the embedded derivative was determined using the Black-Scholes Model based on the following assumptions: Dividend yield: 0 % Volatility 131 % Risk free rate: 0.48 % The initial fair values of the embedded debt derivative of $52,597 was allocated as a debt discount up to the proceeds of the note ($42,500) with the remainder ($10,097) charged to operations as derivative liability adjustment during the year ended December 31, 2014. During the year ended December 31, 2014, the Company amortized $18,889 to current period operations as amortization beneficial conversion feature. The fair value of the described embedded derivative of $59,207 at December 31, 2014 was determined using the Black-Scholes Model with the following assumptions: Dividend yield: 0 % Volatility 276 % Risk free rate: 0.03 % At December 31, 2014, the Company adjusted the recorded fair value of the derivative liability to market resulting in non-cash, non-operating loss of $6,610 for the year ended December 31, 2014. Note issued on September 5, 2014: On September 5, 2014, the Company entered into a one year convertible debenture for $52,500 with an accredited institutional investor. The debenture is convertible at 53% of the lowest trading price in the 20 trading days prior to the conversion. The Company identified embedded derivatives related to the Convertible Promissory Notes entered into in September 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of the derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $578,343 of the embedded derivative. The fair value of the embedded derivative was determined using the Black-Scholes Model based on the following assumptions: Dividend yield: 0 % Volatility 166 % Risk free rate: 0.10 % The initial fair values of the embedded debt derivative of $578,343 was allocated as a debt discount up to the proceeds of the note ($52,500) with the remainder ($525,843) charged to operations as derivative liability adjustment during the year ended December 31, 2014. During the year ended December 31, 2014, the Company amortized $17,500 to current period operations as amortization of beneficial conversion feature. The fair value of the described embedded derivative of $90,177 at December 31, 2014 was determined using the Black-Scholes Model with the following assumptions: Dividend yield: 0 % Volatility 276 % Risk free rate: 0.12 % At December 31, 2014, the Company adjusted the recorded fair value of the derivative liability to market resulting in non-cash, non-operating gain of $488,166 for the year ended December 31, 2014. Note issued on September 11, 2014: On September 11, 2014, the Company entered into a nine month convertible debenture for $56,250 with an accredited institutional investor. The debenture is convertible at 55% of the average of the two lowest trading price in the 25 trading days prior to conversion. The Company identified embedded derivatives related to the Convertible Promissory Notes entered into in September 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of the derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $300,489 of the embedded derivative. The fair value of the embedded derivative was determined using the Black-Scholes Model based on the following assumptions: Dividend yield: 0 % Volatility 240 % Risk free rate: 0.11 % The initial fair values of the embedded debt derivative of $300,489 was allocated as a debt discount up to the proceeds of the note ($56,250) with the remainder ($244,239) charged to operations as derivative liability adjustment during the year ended December 31, 2014. During the year ended December 31, 2014, the Company amortized $25,000 to current period operations as amortization of beneficial conversion feature. The fair value of the described embedded derivative of $84,645 at December 31, 2014 was determined using the Black-Scholes Model with the following assumptions: Dividend yield: 0 % Volatility 276 % Risk free rate: 0.04 % At December 31, 2014, the Company adjusted the recorded fair value of the derivative liability to market resulting in non-cash, non-operating gain of $215,844 for the year ended December 31, 2014. Note issued on October 24, 2014: On October 24, 2014, the Company entered into a twelve month convertible debenture for $55,000 with an accredited institutional investor. The debenture is convertible at 60% of the lowest closing price in the 20 trading days prior to conversion. The note was issued with an original issue discount of $5,000 which was recorded as part of deferred financing cost and amortized over the term of the note. The Company identified embedded derivatives related to the Convertible Promissory Notes entered into in October 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of the derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $162,550 of the embedded derivative. The fair value of the embedded derivative was determined using the Black-Scholes Model based on the following assumptions: Dividend yield: 0 % Volatility 260 % Risk free rate: 0.11 % The initial fair values of the embedded debt derivative of $162,550 was allocated as a debt discount up to the proceeds of the note ($55,000) with the remainder ($107,550) charged to operations as derivative liability adjustment during the year ended December 31, 2014. During the year ended December 31, 2014, the Company amortized $13,750 to current period operations as amortization of beneficial conversion feature. The fair value of the described embedded derivative of $85,215 at December 31, 2014 was determined using the Black-Scholes Model with the following assumptions: Dividend yield: 0 % Volatility 276 % Risk free rate: 0.25 % At December 31, 2014, the Company adjusted the recorded fair value of the derivative liability to market resulting in non-cash, non-operating gain of $77,335 for the year ended December 31, 2014. Note issued on October 27, 2014 – Long Term: On October 27, 2014, the Company entered into a two year convertible debenture for $33,000 with an accredited institutional investor. The debenture is convertible at lesser of (a) $0.15 or (b) 60% of the lowest trading price in the 25 trading days prior to conversion. The note was issued with an original issue discount of $3,000 which was recorded as part of deferred financing cost and amortized over the term of the note. The Company identified embedded derivatives related to the Convertible Promissory Notes entered into in October 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of the derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $100,870 of the embedded derivative. The fair value of the embedded derivative was determined using the Black-Scholes Model based on the following assumptions: Dividend yield: 0 % Volatility 260 % Risk free rate: 0.41 % The initial fair values of the embedded debt derivative of $100,870 was allocated as a debt discount up to the proceeds of the note ($33,000) with the remainder ($67,870) charged to operations as derivative liability adjustment during the year ended December 31, 2014. During the year ended December 31, 2014, the Company amortized $4,125 to current period operations as amortization of beneficial conversion feature. The fair value of the described embedded derivative of $57,747 at December 31, 2014 was determined using the Black-Scholes Model with the following assumptions: Dividend yield: 0 % Volatility 276 % Risk free rate: 0.67 % At December 31, 2014, the Company adjusted the recorded fair value of the derivative liability to market resulting in non-cash, non-operating gain of $43,123 for the year ended December 31, 2014. Note issued on October 29, 2014: On October 29, 2014, the Company entered into a twelve month convertible debenture for $55,000 with an accredited institutional investor. The debenture is convertible at lesser of (a) $0.10 or (b) 60% of the lowest trading price in the 25 trading days prior to conversion. The note was issued with an original issue discount of $5,000 which was recorded as part of deferred financing cost and amortized over the term of the note. The Company identified embedded derivatives related to the Convertible Promissory Notes entered into in October 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of the derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $142,870 of the embedded derivative. The fair value of the embedded derivative was determined using the Black-Scholes Model based on the following assumptions: Dividend yield: 0 % Volatility 260 % Risk free rate: 0.11 % The initial fair values of the embedded debt derivative of $142,870 was allocated as a debt discount up to the proceeds of the note ($55,000) with the remainder ($87,870) charged to operations as derivative liability adjustment during the year ended December 31, 2014. During the year ended December 31, 2014, the Company amortized $13,750 to current period operations as amortization of beneficial conversion feature. The fair value of the described embedded derivative of $85,491 at December 31, 2014 was determined using the Black-Scholes Model with the following assumptions: Dividend yield: 0 % Volatility 276 % Risk free rate: 0.25 % At December 31, 2014, the Company adjusted the recorded fair value of the derivative liability to market resulting in non-cash, non-operating gain of $57,379 for the year ended December 31, 2014. Note and warrants issued on November 12, 2014: On November 12, 2014, the Company entered into a twelve month convertible debenture for $75,000 and a 5 year warrant to purchase an aggregate of 1,587,302 shares with an accredited institutional investor. The debenture is convertible at 50% of the lowest trading price in the 20 trading days prior to conversion. The warrant is exercisable at $0.24 per share subject to adjustments. In accordance with ASC 470-20, the Company recognized an embedded beneficial conversion feature in the notes. The Company allocated a portion of the proceeds equal to the intrinsic value of that feature to additional paid-in capital. The Company recognized and measured an aggregate of nil of the proceeds, which is equal to the intrinsic value of the embedded beneficial conversion feature. The Company identified embedded derivatives related to the Convertible Promissory Notes entered into in November 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of the derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $324,627 of the embedded derivative. The fair value of the embedded derivative was determined using the Black-Scholes Model based on the following assumptions: Dividend yield: 0 % Volatility 261%-275 % Risk free rate: 0.14 % The initial fair values of the embedded debt derivative of $324,627 was allocated as a debt discount up to the proceeds of the note ($75,000) with the remainder ($249,627) charged to operations as derivative liability adjustment during the year ended December 31, 2014. During the year ended December 31, 2014, the Company amortized $4,795 to current period operations as amortization of beneficial conversion feature. The fair value of the described embedded derivative of $195,339 at December 31, 2014 was determined using the Black-Scholes Model with the following assumptions: Dividend yield: 0 % Volatility 276 % Risk free rate: 0.25 % At December 31, 2014, the Company adjusted the recorded fair value of the derivative liability to market resulting in non-cash, non-operating gain of $129,288 for the year ended December 31, 2014. Note issued on December 16, 2014: On December 16, 2014, the Company entered into a two year convertible debenture for $39,772 with an accredited institutional investor. The debenture is convertible at 60% of the lowest trading price in the 25 trading days prior to conversion. The Company identified embedded derivatives related to the Convertible Promissory Notes entered into in December 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of the derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $85,288 of the embedded derivative. The fair value of the embedded derivative was determined using the Black-Scholes Model based on the following assumptions: Dividend yield: 0 % Volatility 275 % Risk free rate: 0.58 % The initial fair values of the embedded debt derivative of $85,288 was allocated as a debt discount up to the proceeds of the note ($39,722) with the remainder ($45,566) charged to operations as derivative liability adjustment during the year ended December 31, 2014. During the year ended December 31, 2014, the Company amortized $1,655 to current period operations as amortization of beneficial conversion feature. The fair value of the described embedded derivative of $69,988 at December 31, 2014 was determined using the Black-Scholes Model with the following assumptions: Dividend yield: 0 % Volatility 276 % Risk free rate: 0.58 % At December 31, 2014, the Company adjusted the recorded fair value of the derivative liability to market resulting in non-cash, non-operating gain of $15,300 for the year ended December 31, 2014. |