Notes Payable | NOTE 7. NOTES PAYABLE Notes payable includes accrued interest and consists of the following as of March 31, 2016 and June 30, 2015: March 31, 2016 June 30, 2015 Convertible notes payable, including $1,113,226 and $2,326,609 due to related parties at March 31, 2016 and June 30, 2015, respectively. At March 31, 2016, $694,268 of the convertible notes, including $467,695 due to related parties, are in default. The notes are unsecured, interest at 5% to 10%, and due on various dates through March 2016 or on demand. The principal and accrued interest are convertible at a conversion prices ranging from $0.08 per share to $0.40 per share. On September 30, 2015, a portion of the outstanding balances were converted into shares of common stock (see (1) below), settled from sale of assets (see (2) below), or replaced (see (3) below). $ 1,339,778 $ 2,512,267 Notes payable, including $129,881 and $714,488 due to related parties at March 31, 2016 and June 30, 2015, respectively. At March 31, 2016, $318,077 of the notes payable, including $3,000 due to related parties, are in default. The notes are both secured by the Companys intellectual property, and unsecured, interest at 0% to 10%. On September 30, 2015, a portion of the outstanding balance were converted into shares of common stock (see (1) below). 445,543 1,049,740 Total $ 1,785,321 $ 3,562,707 During the three and nine months ended March 31, 2016 and 2015, the Company recorded interest expense on its convertible notes payable and notes payable of $29,663, $104,802, $44,816 and $136,129, respectively. (1) On September 30, 2015, the Company agreed to convert $1,775,433 of various convertible notes payable to The Matthews Group into 22,122,919 shares of common stock, or $0.08 per share. The Matthews Group is owned 50% by Ms. Van Tran, the Companys CEO/Executive Chair and a director, and 50% by Larry Johanns, a significant stockholder of the Company (see Note 10). The transaction included $670,038 of notes that were converted at less than their stated conversion prices which ranged from $0.10 per share to $0.33 per share. The Company determined this was an induced conversion and calculated an inducement expense of $452,770, which represents the fair value of the additional number of common shares issued as a result of the lower conversion price. The Company recorded the $452,770 in interest expense and additional paid in capital. No similar expense occurred during the same period of the prior year. (2) On September 30 2015, the Company sold its Barcode Technology assets to The Matthews Group for $670,000 in settlement of various convertible notes payables due to The Matthews Group. The cost basis of the Barcode Technology assets were zero, resulting in a gain of $670,000. As the transaction was between the Company and The Matthews Group, a related party, the Company accounted for the gain as a capital contribution. (3) On September 28, 2015, the Company agreed to replace a convertible note payable for $200,000 due to The Matthews Group that was in default (the original note) with another convertible note payable for $200,000 due to the Matthews Group (the replacement note). The original note was for $200,000, secured, 8% interest rate, and convertible into common stock at a rate of $0.25 per share. The replacement note is for $200,000, unsecured, 10% interest rate, and convertible into common stock at a rate of $0.08 per share. The Company determined that the change in the fair value of the conversion option was more than 10% of the carrying value of the original note and recorded a loss on extinguishment of $136,000. The $136,000 is included in interest expense and finance costs and additional paid in capital. No similar expense occurred during the same period of the prior year. During the nine months ended March 31, 2016, the Company issued $441,389 of convertible notes payable-related party. In addition, the Company received loans of $124,357 from The Matthews Group related to the sale of the Companys Barcode Technology to The Matthews Group (see Note 1). The convertible notes payable-related party can be converted at a price of $0.08 per share. The market price on the date some of the convertible notes payable-related party were issued was in excess of the conversion price, and as a result the Company recognized an expense of $77,188 which is included in interest expense. For the purposes of Balance Sheet presentation notes payable have been presented as follows: March 31, 2016 June 30, 2015 Notes payable $ 542,214 $ 521,610 Notes payable, related party 1,243,107 3,041,097 Total $ 1,785,321 $ 3,562,707 |