Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2013 | Nov. 06, 2013 | |
Document and Entity Information: | ' | ' |
Entity Registrant Name | 'ALL GRADE MINING, INC. | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Sep-13 | ' |
Amendment Flag | 'false | ' |
Entity Central Index Key | '0000823544 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Common Stock, Shares Outstanding | ' | 7,734,011 |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Current Reporting Status | 'Yes | ' |
Entity Voluntary Filers | 'No | ' |
Entity Well-known Seasoned Issuer | 'No | ' |
Document Fiscal Year Focus | '2013 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Current Asset | ' | ' |
Cash | $676 | $359 |
PROPERTY AND EQUIPMENT - Net | 306 | 306 |
OTHER ASSETS | ' | ' |
Depository payment towards acquisition of iron ore mine | 350,000 | 350,000 |
Deposit on acquistion | 159,000 | ' |
Prepaid Expenses | ' | 470,000 |
Total Other Assets | 509,000 | 820,000 |
TOTAL ASSETS | 509,982 | 820,665 |
Current Liabilites | ' | ' |
Accounts Payable | 880,944 | 762,111 |
Taxes payable | 8,716 | 8,716 |
Accrued interest payable | 122,177 | 82,685 |
Due to stockholders | ' | 6,000 |
Loans payable | 329,660 | 311,000 |
Convertible debentures, net of debt discount of $8,700 and $0 as of September 30, 2013 and December 31, 2012 | 129,300 | 38,000 |
Derivative liability | 525,233 | 209,100 |
Total Current Liabilites | 1,996,030 | 1,417,612 |
Convertible debentures, net of debt discount of $483,500 and $291,300 as of September 30, 2013 and December 31, 2012, net of current portion | 510,810 | 362,800 |
Total liabilities | 2,506,840 | 1,780,412 |
Stockholders' Deficit (Note 8) | ' | ' |
Convertible Preferred Stock Class A, no par value, 100,000 shares authorized at September 30, 2013 and December 31, 2012. Issued and outstanding 20,000 shares at September 30, 2013 and December 31, 2012. | 46,000 | 46,000 |
Convertible Preferred Stock Class B, no par value, 400,000 shares authorized at September 30, 2013 and December 31, 2012. None issued and outstanding at September 30, 2013 and December 31, 2012. | ' | ' |
Preferred Stock Class C, no par value, 50,000 shares authorized at September 30, 2013 and December 31, 2012. Issued and outstanding 20,000 shares at September 30, 2013 and December 31, 2012. | 9,000 | 9,000 |
Common stock, par value $.001 per share; authorized 5,000,000,000 shares, issued and outstanding 3,081,452,913 and 128,824,857 shares at September 30, 2013 and December 31, 2012 | 3,081,453 | 128,825 |
Additional Paid in Capital | 9,162,711 | 11,242,054 |
Deficit Accumulated During the Development Stage | -14,296,022 | -12,385,626 |
Total Stockholders' Deficit | -1,996,858 | -959,747 |
Total Liabilities and Stockholders' Deficit | $509,982 | $820,665 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets Parenthetical (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Consolidated Balance Sheets Parenthetical | ' | ' |
Debt Discount, Current | $8,700 | ' |
Debt Discount | $483,500 | $291,300 |
Convertible Preferred Stock Class A par value | ' | ' |
Convertible Preferred Stock Class A shares authorized | 100,000 | 100,000 |
Convertible Preferred Stock Class A shares issued | 20,000 | 20,000 |
Convertible Preferred Stock Class A shares outstanding | 20,000 | 20,000 |
Convertible Preferred Stock Class B par value | ' | ' |
Convertible Preferred Stock Class B shares authorized | 400,000 | 400,000 |
Convertible Preferred Stock Class B shares issued | ' | ' |
Convertible Preferred Stock Class B shares outstanding | ' | ' |
Preferred Stock Class C par value | ' | ' |
Preferred Stock Class C shares authorized | 50,000 | 50,000 |
Preferred Stock Class C shares issued | 20,000 | 20,000 |
Preferred Stock Class C shares outstanding | 20,000 | 20,000 |
Common stock par value | $0.00 | $0.00 |
Common stock shares authorized | 5,000,000,000 | 5,000,000,000 |
Common stock shares issued | 3,081,452,913 | 128,824,857 |
Common stock shares outstanding | 3,081,452,913 | 128,824,857 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 3 Months Ended | 9 Months Ended | 88 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | |
Consolidated Statements of Operations | ' | ' | ' | ' | ' |
Net Sales | ' | ' | ' | ' | $7,500 |
Cost of Sales | ' | ' | ' | ' | 3,135 |
Gross Profit (Loss) | ' | ' | ' | ' | 4,365 |
Operating Expenses | ' | ' | ' | ' | ' |
Officers' compensation | 2,930 | 9,000 | 11,598 | 34,000 | 165,599 |
Mine related expenses | 5,000 | 55,000 | 37,600 | 437,500 | 365,100 |
Consulting fees | 187,750 | 853,478 | 840,250 | 1,731,421 | 3,159,671 |
General and administrative | 344,286 | 45,168 | 638,572 | 103,777 | 1,221,973 |
Total Operating Expenses | 539,966 | 962,646 | 1,528,020 | 2,306,698 | 4,912,343 |
Operating loss | -539,966 | -962,646 | -1,528,020 | -2,306,698 | -4,907,978 |
Interest income | ' | ' | 11 | ' | 14 |
Other income | ' | ' | ' | ' | 17,509 |
Change in fair value of derivative liability | 1,389,556 | 221,115 | 10,372 | 1,694,315 | 1,045,005 |
Interest expense | -53,950 | -57,112 | -392,759 | -266,121 | -1,310,159 |
Loss on debt conversion | ' | ' | ' | -4,730,000 | -5,089,313 |
Loss on negotiated debt settlement | ' | ' | ' | ' | -26,100 |
Loss on deposit to acquire property | ' | ' | ' | ' | -4,025,000 |
Total other income and (expenses) | 1,335,606 | 164,003 | -382,376 | -3,301,806 | -9,388,044 |
Net loss | $795,640 | ($798,643) | ($1,910,396) | ($5,608,504) | ($14,296,022) |
Loss Per Common Share: | ' | ' | ' | ' | ' |
Basic and Diluted Loss Per Common Share | $0 | ($0.01) | ($0.01) | ($0.06) | ' |
Weighted average number of common shares outstanding: | ' | ' | ' | ' | ' |
Basic and Diluted Weighted average number of common shares outstanding | 836,263,644 | 109,764,960 | 368,588,111 | 96,059,330 | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | 88 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ' | ' | ' |
Net Income (Loss) | ($1,910,396) | ($5,608,504) | ($14,296,022) |
Depreciation expense | ' | 44 | 9,260 |
Impairment of equipment | ' | ' | 3,907 |
Issuance of stock for services | 74,250 | 992,300 | 2,022,750 |
Amortization of debt discount | 142,053 | 54,400 | 266,953 |
Change in fair value of derivative liability | -10,372 | -1,694,315 | -1,045,005 |
Non-cash Interest Expense (Income) | 189,538 | 159,298 | 884,071 |
Issuance of stock for mine costs | ' | 377,500 | ' |
Loss on conversion of debt | 465,843 | 4,730,000 | 5,555,156 |
Loss on deposit to acquire property | ' | ' | 4,025,000 |
(Increase) Decrease in prepaid expenses | 470,000 | -300 | ' |
Increase in Accounts Payable | 243,991 | 458,931 | 1,065,077 |
Increase in Accrued interest payable | 57,660 | 45,322 | 163,245 |
Increase in Payroll taxes payable | ' | ' | 8,716 |
NET CASH USED IN OPERATING ACTIVITES | -277,433 | -485,324 | -1,336,892 |
CASH FLOWS FROM INVESTING ACTIVITIES | ' | ' | ' |
Purchase of property and equipment | ' | ' | -13,473 |
Depository payment towards acquisition of iron ore mine | ' | -100,000 | -350,000 |
Depository payment towards acquisition | -159,000 | ' | -159,000 |
NET CASH USED IN INVESTING ACTIVITIES | -159,000 | -100,000 | -522,473 |
CASH FLOWS FROM FINANCING ACTIVITIES | ' | ' | ' |
Cash Proceeds (repayment) from advances | ' | -1,302 | 6,000 |
Cash Proceeds from loans | 55,000 | 86,000 | 378,900 |
Cash Proceeds, net of repayments, from issuance of convertible debentures | 381,750 | 499,600 | 1,384,750 |
Issuance of common stock for cash | ' | ' | 90,391 |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 436,750 | 584,298 | 1,860,041 |
(DECREASE) INCREASE IN CASH | 317 | -1,026 | 676 |
CASH - BEGINNING OF PERIOD | 359 | 1,040 | ' |
CASH - END OF PERIOD | 676 | 14 | 676 |
Supplemental Disclosure: | ' | ' | ' |
Cash Paid for Interest | ' | ' | ' |
Cash Paid for Income Taxes | ' | ' | ' |
Non-cash investing and financing activities: | ' | ' | ' |
Debt discount related to convertible debentures | $381,750 | $443,600 | $1,068,350 |
Issuance of common stock for the settlement of debt | 2,751,565 | 226,383 | 3,007,322 |
1_Nature_of_Business_and_Basis
1) Nature of Business and Basis of Presentation | 9 Months Ended |
Sep. 30, 2013 | |
Notes | ' |
1) Nature of Business and Basis of Presentation | ' |
1) NATURE OF BUSINESS AND BASIS OF PRESENTATION | |
All Grade Mining, Inc. and Subsidiary (a development stage company) (“the Company”) is a corporation organized under the laws of the State of Colorado. The Company is currently engaged in the acquisition and exploration of mining properties and maintains its corporate offices in Hackensack, New Jersey. | |
The Company has generated nominal revenues to date; accordingly, the Company is considered a development stage enterprise as defined in the Accounting Standards Codification 915 “Development Stage Entities.” The Company is subject to a number of risks similar to those of other companies in an early stage of development. | |
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information. Accordingly, these interim financial statements do not include all of the information and footnotes required for annual financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary to make the financial statements not misleading have been included. The accompanying condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2012 included in the Company’s Annual Report on Form 10-K as filed with the SEC on July 8, 2013. | |
The results for the nine month periods ended September 30, 2013, are not necessarily indicative of the results to be expected for any subsequent quarter or the entire fiscal year. The balance sheet at December 31, 2012 has been derived from the audited financial statements at that date. |
2_Going_Concern
2) Going Concern | 9 Months Ended |
Sep. 30, 2013 | |
Notes | ' |
2) Going Concern | ' |
2) GOING CONCERN | |
The accompanying condensed consolidated financial statements have been prepared assuming that the Company will continue as a going concern which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has incurred operating losses and negative operating cash flow since inception and future losses are anticipated. In addition the company is not in compliance with its acquisition agreement regarding its purchase of the mine. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern. The Company’s plan of operations, even if successful, may not result in cash flow sufficient to finance and expand its business. | |
Realization of assets is dependent upon continued operations of the Company, which in turn is dependent upon management’s plans to meet its financing requirements and the success of its future operations. The ability of the Company to continue as a going concern is dependent on improving the Company’s profitability and cash flow and securing additional financing. | |
Management is presently seeking to raise permanent equity capital in the capital markets to eliminate negative working capital and raise the necessary funds to satisfy its commitment for the mining rights. Failure to raise equity capital or secure some other form of long-term debt arrangement will cause the Company to further increase its negative working capital deficit and loss of the ability to acquire the iron ore mine. | |
The Company believes in the viability of its strategy to generate revenues and profitability and in its ability to raise additional funds, and believes that the actions presently being taken by the Company provide the opportunity for it to continue as a going concern. However, the Company can give no assurance that such financing will be available on terms advantageous to it, or at all. Should the Company not be successful in obtaining the necessary financing to fund its operations, the Company would need to curtail certain or all of its operational activities. The accompanying unaudited condensed consolidated financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern. |
3_Summary_of_Significant_Accou
3) Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2013 | |
Notes | ' |
3) Summary of Significant Accounting Policies | ' |
3) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Use of Estimates | |
The preparation of the condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosures of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. | |
Management bases its estimates on historical experience and on various assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. The most significant estimates, among other things, are used in accounting for allowances are for deferred income taxes, expected realizable values for long-lived assets (primarily property and equipment), derivative liability and contingencies, as well as the recording and presentation of its common stock issuances. Estimates and assumptions are periodically reviewed and the effects of any material revisions are reflected in the condensed consolidated financial statements in the period that they are determined to be necessary. Actual results could differ from those estimates and assumptions. | |
Principle of Consolidation | |
The condensed consolidated financial statements of All Grade Mining, Inc. and Subsidiary include accounts of the Company and its wholly-owned foreign subsidiary, All Grade Mining Chile, SA. Intercompany transactions and balances are eliminated in consolidation. All Grade Mining Chile, S.A. was formed in November 2011, has yet to commence operations, and has minimal assets. | |
Derivative Financial Instruments | |
In connection with the issuance of certain convertible debentures, the terms of the convertible debentures included an embedded conversion feature which provided for a conversion of the convertible debentures into shares of common stock at a rate which was determined to be variable. The Company determined that the conversion feature was an embedded derivative instrument pursuant to ASC 815 “Derivatives and Hedging”. | |
The accounting treatment of derivative financial instruments requires that the Company record the conversion options at their fair values as of the inception date of the convertible debenture agreements and at fair value as of each subsequent balance sheet date. As a result of entering into the convertible promissory note, the Company was required to classify all other conversion options as derivative liabilities and record them at their fair values at each balance sheet date. Any change in fair value was recorded as a change in fair value of derivative liability for each reporting period at each balance sheet date. The Company reassesses the classification at each balance sheet date. If the classification changes as a result of events during the period, the contract is reclassified as of the date of the event that caused the reclassification. | |
The fair value of conversion options at a fixed number of shares are recorded using the intrinsic value method and conversion options at variable rates are deemed to be a “down-round protection” and therefore, do not meet the scope exception for treatment as a derivative under ASC 815. Since, “down-round protection” is not an input into the calculation of the fair value of the conversion option and cannot be considered “indexed to the Company’s own stock” which is a requirement for the scope exception as outlined under ASC 815. | |
Reclassification | |
Certain accounts in the prior year’s financial statements have been reclassified for comparative purposes to conform to the presentation in the current year’s financial statements. These reclassifications have no effect on previously reported earnings. | |
Recent Accounting Pronouncements | |
The FASB, the Emerging Issues Task Force and the SEC have issued certain accounting standards updates and regulations as of September 30, 2013 that will become effective in subsequent periods; however, management of the Company does not believe that any of those updates would have significantly affected the Company’s financial accounting measures or disclosures had they been in effect during the periods reported upon, and it does not believe that any of those pronouncements will have a significant impact on the Company’s consolidated financial statements at the time they become effective. |
4_Fair_Value
4) Fair Value | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Notes | ' | |||||||||||||
4) Fair Value | ' | |||||||||||||
4) FAIR VALUE | ||||||||||||||
ASC 820 “Fair Value Measurements and Disclosures” defines fair value, establishes a framework for measuring fair value and requires enhanced disclosures about fair value measurements. As defined in ASC 820, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. This guidance clarifies that the exchange price is the price in an orderly transaction between market participants to sell an asset or transfer a liability at the measurement date and emphasizes that fair value is a market-based measurement and not an entity-specific measurement. | ||||||||||||||
ASC 820 establishes the following hierarchy used in fair value measurements and expands the required disclosures of assets and liabilities measured at fair value: | ||||||||||||||
Level 1 Inputs use quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. | ||||||||||||||
Level 2 Inputs use other inputs that are observable, either directly or indirectly. These inputs include quoted prices for similar assets and liabilities in active markets as well as other inputs such as interest rates and yield curves that are observable at commonly quoted intervals. | ||||||||||||||
Level 3 Inputs are unobservable inputs, including inputs that are available in situations where there is little, if any, market activity for the related asset or liability. | ||||||||||||||
In instances where inputs used to measure fair value fall into different levels in the above fair value hierarchy, fair value measurements in their entirety are categorized based on the lowest level input that is significant to the valuation. The Company’s assessment of the significance of particular inputs to these fair measurements requires judgment and considers factors specific to each asset or liability. | ||||||||||||||
Liabilities measured at fair value on a recurring basis at September 30, 2013 and December 31, 2012 are as follows: | ||||||||||||||
$ | Quoted Prices in Active Markets for Identical Liabilities | $ | Significant Other Observable Inputs | $ | Significant Observable Inputs | $ | Balance at September 30, 2013 | |||||||
(Level 1) | (Level 2) | (Level 3) | ||||||||||||
Embedded conversion feature – September 30, 2013 | - | - | 525,233 | 525,233 | ||||||||||
$ | Quoted Prices in Active Markets for Identical Liabilities | $ | Significant Other Observable Inputs | $ | Significant Observable Inputs | $ | Balance at December 31, 2012 | |||||||
(Level 1) | (Level 2) | (Level 3) | ||||||||||||
Embedded conversion feature – December 31, 2012 | - | - | 209,100 | 209,100 | ||||||||||
Financial assets are considered Level 3 when their fair values are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable. The Company’s Level 3 liabilities consist of derivative liabilities associated with the convertible debt that contains an indeterminable conversion share price and the tainted conversion to other outstanding convertible debt as the Company cannot determine if it will have sufficient authorized common stock to settle such arrangements. | ||||||||||||||
The following table provides a summary of the changes in fair value, including net transfers in and/or out, of all financial assets measured at fair value on a recurring basis using significant unobservable inputs during the nine month period ended September 30, 2013. | ||||||||||||||
Embedded Conversion Feature | ||||||||||||||
Balance - December 31, 2012 | $ | 209,100 | ||||||||||||
Included in other income/expense | - | |||||||||||||
Change in fair value of derivative liability | (10,372) | |||||||||||||
Conversion | -19,032 | |||||||||||||
Included in liabilities | 345,537 | |||||||||||||
Included in stockholders' equity | - | |||||||||||||
Transfers in and/or out of Level 3 | - | |||||||||||||
Balance - September 30, 2013 | $ | 525,233 |
5_Depository_Payment_Towards_A
5) Depository Payment Towards Acquisition of Iron Ore Mine | 9 Months Ended | ||
Sep. 30, 2013 | |||
Notes | ' | ||
5) Depository Payment Towards Acquisition of Iron Ore Mine | ' | ||
5) DEPOSITORY PAYMENT TOWARDS ACQUISITION OF IRON ORE MINE | |||
On September 21, 2011, the Company entered into an agreement to acquire title to an iron ore mine in the Republic of Chile at an acquisition cost of $3,250,000 as of September 30, 2013 and paid an initial deposit of $250,000 to the seller. The agreement provides for the participation of the Republic of Chile in 15% of the mining profits. | |||
On April 26, 2012, the Company amended the payment terms of the agreement and paid an additional deposit of $100,000 upon execution of the amended agreement. Under the terms of the amended agreement, the Company is required to remit the remaining balance of $2,900,000 over a three year period as follows: | |||
Amount | |||
31-May-12 | $ | 400,000 | |
31-Aug-12 | 500,000 | ||
28-Feb-13 | 500,000 | ||
31-Aug-13 | 500,000 | ||
28-Feb-14 | 500,000 | ||
31-Aug-14 | 500,000 | ||
Total | $ | 2,900,000 | |
As of September 30, 2013, the Company is not in compliance with the terms of this agreement due to non-payment of the amounts due on May 31, 2012, August 31, 2012 and February 28, 2013. However, the seller has not issued the Company a formal notice of default. |
6_Related_Party_Transactions
6) Related Party Transactions | 9 Months Ended |
Sep. 30, 2013 | |
Notes | ' |
6) Related Party Transactions | ' |
6) RELATED PARTY TRANSACTIONS | |
During 2007, Martin Honig, a former Director and current stockholder of the Company loaned the Company $8,000 on a non-interest bearing basis in order to provide the Company with working capital. In July 2008 this same individual loaned the Company an additional $5,000 to be used for working capital. The Company repaid $7,000 to Mr. Honig. In March 2012, Mr. Honig loaned the Company an additional $6,000. In May 2012, Mr. Honig elected to convert his $6,000, 10.0% Loan into common stock of the Company. In the conversion transaction, Mr. Honig received 6,000,000 shares of common stock in exchange for the loan and no accrued interest, resulting in a balance of $6,000 due him as of June 30, 2013. In July 2013, Mr. Honig elected to convert his $6,000, 10.0% Loan into common stock of the Company. In the conversion transaction, Mr. Honig received 14,845,000 shares of common stock in exchange for the loan, Accounts payable of $13,700 and $1,935 accrued interest, resulting in a balance of $ -0- due him as of September 30, 2013. | |
Marshal Shichtman, the Company’s securities counsel and a stockholder of 13,000,000 common shares has billed the Company $90,000 for legal services performed thru September 30, 2013. Marshal Shichtman received 8,000,000 shares of common stock for payment valued at $8,000 applied against account payable and received $17,000 for the period ended September 30, 2013. $242,000 is currently outstanding and reported in accounts payable in the accompanying financial statements. The Company incurred legal fees for services provided by Marshal Shichtman in the amounts of $90,000 and $90,000 for the nine month periods ended September 30, 2013 and 2012, respectively. | |
7_Convertible_Debentures
7) Convertible Debentures | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Notes | ' | ||||||
7) Convertible Debentures | ' | ||||||
7) CONVERTIBLE DEBENTURES | |||||||
1On January 24, 2013, the Company borrowed $100,000 from an unrelated party pursuant to convertible debenture agreements. The debentures bear interest at 8.0% per annum and have a term of one year, maturing on January 24, 2014. The loan agreement provides for the right of the holder to convert the loan principal and interest into shares of common stock at a stated conversion price of the average of the three lowest daily trades in the previous 20 days with a 50% discount. | |||||||
2On April 22, 2013 the Company borrowed $15,000 from an unrelated party pursuant to convertible debenture agreement. The debentures bear interest at 6% per annum and have a term of one and a quarter years, maturing on August 31, 2014. The debentures are convertible into common stock at $0.25 per share. | |||||||
3On May 24, 2013, the Company borrowed $30,000 from an unrelated party pursuant to convertible debenture agreements. The debentures bear interest at 10% per annum and have a term of one year, maturing on May 24, 2014. The loan agreement provides for the right of the holder to convert the loan principal and interest into shares of common stock at a stated conversion price of the average of the three lowest daily trades in the previous 20 days with a 50% discount. | |||||||
4On July 19, 2013, the Company borrowed $40,000 from an unrelated party pursuant to convertible debenture agreements. The debentures bear interest at 10% per annum and have a term of one year, maturing on July 19, 2014. The loan agreement provides for the right of the holder to convert the loan principal and interest into shares of common stock at a stated conversion price of the average of the three lowest daily trades in the previous 20 days with a 50% discount. | |||||||
5On July 31, 2013, the Company borrowed $53,000 from an unrelated party pursuant to convertible debenture agreements. The debentures bear interest at 8% per annum and have a term of nine months, maturing on April 24, 2014. The loan agreement provides for the right of the holder to convert the loan principal and interest into shares of common stock at a stated conversion price of the average of the two lowest daily trades in the previous 20 days with a 49% discount. | |||||||
6On August 8, 2013 the Company borrowed $19,000 from a unrelated party pursuant to convertible debenture agreement. The debentures bear interest at 6% per annum and have a term of one year, maturing on August 8, 2014. The debentures are convertible into common stock at $0.25 per share. | |||||||
7On August 13, 2013, the Company borrowed $30,000 from an unrelated party pursuant to convertible debenture agreements. The debentures bear interest at 10% per annum and have a term of one year, maturing on September 19, 2014. The loan agreement provides for the right of the holder to convert the loan principal and interest into shares of common stock at a stated conversion price of the average of the three lowest daily trades in the previous 20 days with a 50% discount. | |||||||
8On August 16, 2013, the Company borrowed $10,000 from an unrelated party pursuant to convertible debenture agreements. The debentures bear interest at 10% per annum and have a term of one year, maturing on September 19, 2014. The loan agreement provides for the right of the holder to convert the loan principal and interest into shares of common stock at a stated conversion price of the average of the three lowest daily trades in the previous 20 days with a 50% discount. | |||||||
9On August 21, 2013, the Company borrowed $35,000 from an unrelated party pursuant to convertible debenture agreements. The debentures bear interest at 10% per annum and have a term of one year, maturing on September 19, 2014. The loan agreement provides for the right of the holder to convert the loan principal and interest into shares of common stock at a stated conversion price of the average of the three lowest daily trades in the previous 20 days with a 50% discount. | |||||||
10On September 4, 2013 the Company borrowed $4,750 from a unrelated party pursuant to convertible debenture agreement. The debentures bear interest at 6% per annum and have a term of one year, maturing on August 8, 2014. The debentures are convertible into common stock at $0.25 per share. | |||||||
11On September 10, 2013, the Company borrowed $45,000 from an unrelated party pursuant to convertible debenture agreements. The debentures bear interest at 10% per annum and have a term of one year, maturing on September 19, 2014. The loan agreement provides for the right of the holder to convert the loan principal and interest into shares of common stock at a stated conversion price of the average of the three lowest daily trades in the previous 20 days with a 50% discount. | |||||||
As of September 30, 2013 and December 31, 2012 convertible debentures consist of the following: | |||||||
30-Sep-13 | 31-Dec-12 | ||||||
Convertible Debentures | $ | 940,110 | $ | 868,000 | |||
Less current portion | 129,300 | 38,000 | |||||
Less debt discount | 300,000 | 467,200 | |||||
Long term Convertible Debentures, net of current portion and debt discount | $ | 510,810 | $ | 362,800 | |||
The Company accounted for the issuance of the convertible debenture in accordance with ASC 815” Derivatives and Hedging.” The debenture is convertible into an indeterminate number of shares for which the Company cannot determine if it has sufficient authorized shares to settle the transaction with. Accordingly, the embedded conversion option is a derivative liability and is marked to market through earnings at the end of each reporting period. |
8_Loans_Payable
8) Loans Payable | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Notes | ' | ||||||
8) Loans Payable: | ' | ||||||
8) LOANS PAYABLE: | |||||||
Loans payable consist of the following at September 30, 2013 and December 31, 2012: | |||||||
30-Sep-13 | 31-Dec-12 | ||||||
Loan payable to Louis Savaglio | $ | 1,000 | $ | 1,000 | |||
Loan payable to unrelated parties | 150,000 | 150,000 | |||||
Loan payable to unrelated parties | 178,660 | 160,000 | |||||
Total | $ | 329,660 | $ | 311,000 | |||
(a) In 2006, the Company borrowed the sum of $16,000 from Louis Savaglio, an independent third party. The loan is payable on demand and bears interest at the rate of 6.75% per annum. On November 30, 2009, the Company had repaid $5,000 with the issuance of 99,100 shares of common stock. On July 14, 2011 Mr. Savaglio assigned $10,000 of his debt together with accrued interest of $3,156 to four entities unrelated to the Company. Each new entity has a note for $3,289 carrying interest at 6%. Subsequently those four entities converted their loans into 13,462,000 shares of the Company’s common stock. The balance due to Mr. Savaglio as of September 30, 2013 and December 31, 2012 was $1,000. | |||||||
(b) On September 15, 2011, the Company borrowed $150,000 from an unrelated third party. The loan was due on October 15, 2011 together with interest at a rate of 25% per annum. As of September 30, 2013, the accumulated interest on this loan was $56,365. The Company is not in compliance with the repayment terms of the loan as it was not repaid on its maturity date and is currently in technical default. | |||||||
(c) On November 15, 2011 and June 30, 2012, the Company borrowed $50,000 and $25,000 from an unrelated third party. On August 14, 2013, the Company had repaid $4,500 with the issuance of 6,923,076 shares of common stock. The loan was due and payable upon the Company filing its Regulation D Offering with the SEC which occurred on August 1, 2011. The note accrues interest at a rate of 4.0% per annum. As of September 30, 2013, the accumulated interest on this loan was $5,155; the Company is not in compliance with the repayment terms of the loan and is currently in technical default. | |||||||
(d) On September 25, 2012, September 30, 2012, and August 1, 2013. The Company borrowed $15,000, $50,000 and $25,000 In September, 2013, the Company had repaid $6,840 with the issuance of 155,000,000 shares of common stock. These notes accrue interest at a rate of 0% per annum. | |||||||
(e) On July 25, 2013, the Company borrowed $25,000 from an unrelated third party. The loan was due July 26, 2014 with interest at a rate of 12% per annum. As of September 30, 2013, the accumulated interest on this loan was $750. | |||||||
9_Common_Stock
9) Common Stock | 9 Months Ended |
Sep. 30, 2013 | |
Notes | ' |
9) Common Stock | ' |
9) COMMON STOCK | |
There were 5,000,000,000 shares of common stock authorized, with 3,081,452,913 shares issued and outstanding at September 30, 2013 and December 31, 2012, respectively. The par value for the common stock is $.001 per share. | |
There were common stock transactions for the nine months ended September 30, 2013. | |
In June 2013, The Company issued 33,000,000 shares of common stock on settlement of accounts payable of $33,000. The fair market value of the shares at the date of issuance aggregated $222,500, the excess of the fair value over the amount of the payable amounted to $189,500 and has been charged to operations and is included in General and administrative expenses on the accompanying consolidated statement of operations. | |
For the third quarter ended 2013, the Company issued 297,368,076 shares of common stock on settlement of accounts payable of $90,700, officers loan of $6,000.00, note payable of $4,500 and accrued interest of $1,935.00. The fair market value of the shares at the date of issuance aggregated $355,906, the excess of the fair value over the amount of the payable and others amounted to $257,271 and has been charged to operations and is included in General and administrative expenses on the accompanying consolidated statement of operations. | |
Then, for the third quarter ended 2013, The Company issued 201,064,316 shares of common stock for the payment of consulting fees of $74,250. The fair market value of the shares at the date of issuance aggregated $92,977, the excess of the fair value over the amount of the expense amounted to $18,727 and has been charged to operations and is included in General and administrative expenses on the accompanying consolidated statement of operations. | |
Finally, for the third quarter ended 2013, the Company issued 2,421,195,644 shares of common stock on settlement of convertible loans of $341,480, accrued interest of $16,233 and miscellaneous expense of $1,457. |
10_Commitments_and_Contingenci
10) Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2013 | |
Notes | ' |
10) Commitments and Contingencies | ' |
10) COMMITMENTS AND CONTINGENCIES | |
a) Depository payment towards acquisition of iron ore mine | |
See disclosures in Note 5 regarding obligations in connection with the acquisition of an iron ore mine. | |
b) Litigation | |
Certain conditions may exist as of the date the consolidated financial statements are issued, which may result in a loss to the Company but which will only be resolved when one or more future events occur or fail to occur. The Company assesses such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or unasserted claims that may result in such proceedings, the Company evaluates the perceived merits of any legal proceedings or unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein. | |
If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s consolidated financial statements. If the assessment indicates that a potentially material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, and an estimate of the range of possible losses, if determinable and material, would be disclosed. | |
Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the guarantees would be disclosed. There can be no assurance that such matters will not materially and adversely affect the Company’s business, financial position, and results of operations or cash flows. As of September 30, 2013, the Company has not accrued any amounts for loss contingencies. |
11_Subsequent_Events
11) Subsequent Events | 9 Months Ended |
Sep. 30, 2013 | |
Notes | ' |
11) Subsequent Events | ' |
11) SUBSEQUENT EVENTS | |
The Company has entered into an agreement to purchase 20% of Santa Ema Mining, LLC on or about 10 October 2013, in exchange for payments of $35,000 per month to end December 2013. Santa Ema Mining, L.L.C. Santa Ema Mining, L.L.C. is expected to acquire and operate metal mines. To date the company has paid $159,000 in consideration of this agreement. | |
The Company underwent a reverse split of 1:500 of its common shares outstanding shares, effective as of November 1, 2013. As of November 6, 2013, the Company has 10,000,000 authorized shares and 7,734,011 issued and outstanding. | |
During the period from October 1, 2013 to November 6, 2013, the Company issued 785,527,611 common shares, unadjusted, 1,571,055 split adjusted, to five investors from conversions from convertible instruments. | |
On or about October 2013, the Company purchased the interest in La Plateada, L.L.C for convertible debentures from the Company, in the amount of $1,500,000 bearing a 5% interest and convertible at 60% average of the three preceding lowest bids. La Plateada, L.L.C. is a holding company that contains an option to purchase the La Plateada mining project. | |
3_Summary_of_Significant_Accou1
3) Summary of Significant Accounting Policies: Use of Estimates (Policies) | 9 Months Ended |
Sep. 30, 2013 | |
Policies | ' |
Use of Estimates | ' |
Use of Estimates | |
The preparation of the condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosures of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. | |
Management bases its estimates on historical experience and on various assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. The most significant estimates, among other things, are used in accounting for allowances are for deferred income taxes, expected realizable values for long-lived assets (primarily property and equipment), derivative liability and contingencies, as well as the recording and presentation of its common stock issuances. Estimates and assumptions are periodically reviewed and the effects of any material revisions are reflected in the condensed consolidated financial statements in the period that they are determined to be necessary. Actual results could differ from those estimates and assumptions. |
3_Summary_of_Significant_Accou2
3) Summary of Significant Accounting Policies: Principle of Consolidation (Policies) | 9 Months Ended |
Sep. 30, 2013 | |
Policies | ' |
Principle of Consolidation | ' |
Principle of Consolidation | |
The condensed consolidated financial statements of All Grade Mining, Inc. and Subsidiary include accounts of the Company and its wholly-owned foreign subsidiary, All Grade Mining Chile, SA. Intercompany transactions and balances are eliminated in consolidation. All Grade Mining Chile, S.A. was formed in November 2011, has yet to commence operations, and has minimal assets. |
3_Summary_of_Significant_Accou3
3) Summary of Significant Accounting Policies: Derivative Financial Instruments (Policies) | 9 Months Ended |
Sep. 30, 2013 | |
Policies | ' |
Derivative Financial Instruments | ' |
Derivative Financial Instruments | |
In connection with the issuance of certain convertible debentures, the terms of the convertible debentures included an embedded conversion feature which provided for a conversion of the convertible debentures into shares of common stock at a rate which was determined to be variable. The Company determined that the conversion feature was an embedded derivative instrument pursuant to ASC 815 “Derivatives and Hedging”. | |
The accounting treatment of derivative financial instruments requires that the Company record the conversion options at their fair values as of the inception date of the convertible debenture agreements and at fair value as of each subsequent balance sheet date. As a result of entering into the convertible promissory note, the Company was required to classify all other conversion options as derivative liabilities and record them at their fair values at each balance sheet date. Any change in fair value was recorded as a change in fair value of derivative liability for each reporting period at each balance sheet date. The Company reassesses the classification at each balance sheet date. If the classification changes as a result of events during the period, the contract is reclassified as of the date of the event that caused the reclassification. | |
The fair value of conversion options at a fixed number of shares are recorded using the intrinsic value method and conversion options at variable rates are deemed to be a “down-round protection” and therefore, do not meet the scope exception for treatment as a derivative under ASC 815. Since, “down-round protection” is not an input into the calculation of the fair value of the conversion option and cannot be considered “indexed to the Company’s own stock” which is a requirement for the scope exception as outlined under ASC 815. |
3_Summary_of_Significant_Accou4
3) Summary of Significant Accounting Policies: Reclassification (Policies) | 9 Months Ended |
Sep. 30, 2013 | |
Policies | ' |
Reclassification | ' |
Reclassification | |
Certain accounts in the prior year’s financial statements have been reclassified for comparative purposes to conform to the presentation in the current year’s financial statements. These reclassifications have no effect on previously reported earnings. |
3_Summary_of_Significant_Accou5
3) Summary of Significant Accounting Policies: Recent Accounting Pronouncements (Policies) | 9 Months Ended |
Sep. 30, 2013 | |
Policies | ' |
Recent Accounting Pronouncements | ' |
Recent Accounting Pronouncements | |
The FASB, the Emerging Issues Task Force and the SEC have issued certain accounting standards updates and regulations as of September 30, 2013 that will become effective in subsequent periods; however, management of the Company does not believe that any of those updates would have significantly affected the Company’s financial accounting measures or disclosures had they been in effect during the periods reported upon, and it does not believe that any of those pronouncements will have a significant impact on the Company’s consolidated financial statements at the time they become effective. |
4_Fair_Value_Fair_Value_Liabil
4) Fair Value: Fair Value, Liabilities Measured on Recurring Basis (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Tables/Schedules | ' | |||||||||||||
Fair Value, Liabilities Measured on Recurring Basis | ' | |||||||||||||
$ | Quoted Prices in Active Markets for Identical Liabilities | $ | Significant Other Observable Inputs | $ | Significant Observable Inputs | $ | Balance at September 30, 2013 | |||||||
(Level 1) | (Level 2) | (Level 3) | ||||||||||||
Embedded conversion feature – September 30, 2013 | - | - | 525,233 | 525,233 | ||||||||||
$ | Quoted Prices in Active Markets for Identical Liabilities | $ | Significant Other Observable Inputs | $ | Significant Observable Inputs | $ | Balance at December 31, 2012 | |||||||
(Level 1) | (Level 2) | (Level 3) | ||||||||||||
Embedded conversion feature – December 31, 2012 | - | - | 209,100 | 209,100 |
4_Fair_Value_Schedule_of_Chang
4) Fair Value: Schedule of Changes in Fair Value of Plan Assets (Tables) | 9 Months Ended | |||
Sep. 30, 2013 | ||||
Tables/Schedules | ' | |||
Schedule of Changes in Fair Value of Plan Assets | ' | |||
Embedded Conversion Feature | ||||
Balance - December 31, 2012 | $ | 209,100 | ||
Included in other income/expense | - | |||
Change in fair value of derivative liability | (10,372) | |||
Conversion | -19,032 | |||
Included in liabilities | 345,537 | |||
Included in stockholders' equity | - | |||
Transfers in and/or out of Level 3 | - | |||
Balance - September 30, 2013 | $ | 525,233 |
5_Depository_Payment_Towards_A1
5) Depository Payment Towards Acquisition of Iron Ore Mine: Schedule of depository payments towards acquisition of Iron Ore Mine (Tables) | 9 Months Ended | ||
Sep. 30, 2013 | |||
Tables/Schedules | ' | ||
Schedule of depository payments towards acquisition of Iron Ore Mine | ' | ||
Amount | |||
31-May-12 | $ | 400,000 | |
31-Aug-12 | 500,000 | ||
28-Feb-13 | 500,000 | ||
31-Aug-13 | 500,000 | ||
28-Feb-14 | 500,000 | ||
31-Aug-14 | 500,000 | ||
Total | $ | 2,900,000 |
7_Convertible_Debentures_Sched
7) Convertible Debentures: Schedule of Long-term Debt Instruments (Tables) | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Tables/Schedules | ' | ||||||
Schedule of Long-term Debt Instruments | ' | ||||||
30-Sep-13 | 31-Dec-12 | ||||||
Convertible Debentures | $ | 940,110 | $ | 868,000 | |||
Less current portion | 129,300 | 38,000 | |||||
Less debt discount | 300,000 | 467,200 | |||||
Long term Convertible Debentures, net of current portion and debt discount | $ | 510,810 | $ | 362,800 | |||
8_Loans_Payable_Schedule_of_Sh
8) Loans Payable: Schedule of Short-term Debt (Tables) | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Tables/Schedules | ' | ||||||
Schedule of Short-term Debt | ' | ||||||
30-Sep-13 | 31-Dec-12 | ||||||
Loan payable to Louis Savaglio | $ | 1,000 | $ | 1,000 | |||
Loan payable to unrelated parties | 150,000 | 150,000 | |||||
Loan payable to unrelated parties | 178,660 | 160,000 | |||||
Total | $ | 329,660 | $ | 311,000 | |||
4_Fair_Value_Fair_Value_Liabil1
4) Fair Value: Fair Value, Liabilities Measured on Recurring Basis (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Details | ' | ' |
Trading Liabilities, Fair Value Disclosure | $525,233 | $209,100 |
4_Fair_Value_Schedule_of_Chang1
4) Fair Value: Schedule of Changes in Fair Value of Plan Assets (Details) (USD $) | 3 Months Ended | 9 Months Ended | 88 Months Ended | |||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | |
Details | ' | ' | ' | ' | ' | ' |
Trading Liabilities, Fair Value Disclosure | $525,233 | ' | $525,233 | ' | $525,233 | $209,100 |
Change in fair value of derivative liability | -1,389,556 | -221,115 | -10,372 | -1,694,315 | -1,045,005 | ' |
Conversion | ' | ' | -19,032 | ' | ' | ' |
Included in liabilities | ' | ' | $345,537 | ' | ' | ' |
5_Depository_Payment_Towards_A2
5) Depository Payment Towards Acquisition of Iron Ore Mine (Details) (USD $) | Sep. 30, 2013 | Apr. 26, 2012 | Sep. 21, 2011 |
Details | ' | ' | ' |
Acquisition Costs, Cumulative | $3,250,000 | $2,900,000 | ' |
Security Deposit | ' | $100,000 | $250,000 |
5_Depository_Payment_Towards_A3
5) Depository Payment Towards Acquisition of Iron Ore Mine: Schedule of depository payments towards acquisition of Iron Ore Mine (Details) (USD $) | Aug. 31, 2014 | Feb. 28, 2014 | Aug. 31, 2013 | Feb. 28, 2013 | Aug. 31, 2012 | 31-May-12 | Apr. 26, 2012 |
Details | ' | ' | ' | ' | ' | ' | ' |
Acquisition Payments | $500,000 | $500,000 | $500,000 | $500,000 | $500,000 | $400,000 | $2,900,000 |
6_Related_Party_Transactions_D
6) Related Party Transactions (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Jul. 31, 2013 | 31-May-12 | Mar. 31, 2012 | Jul. 31, 2008 | Dec. 31, 2007 | Sep. 30, 2013 | Jun. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 |
MartinHonig | MartinHonig | MartinHonig | MartinHonig | MartinHonig | MartinHonig | MartinHonig | MarshalShichtmanMember | MarshalShichtmanMember | |||
Proceeds from Related Party Debt | ' | ' | ' | ' | $6,000 | $5,000 | $8,000 | ' | ' | ' | ' |
Repayments of Related Party Debt | ' | ' | ' | ' | ' | 7,000 | ' | ' | ' | ' | ' |
Shares Issued for debt | ' | ' | 14,845,000 | 6,000,000 | ' | ' | ' | ' | ' | 8,000,000 | ' |
Balance Due | ' | ' | ' | ' | ' | ' | ' | ' | 6,000 | ' | ' |
Accounts Payable | 880,944 | 762,111 | ' | ' | ' | ' | ' | 13,700 | ' | 242,000 | ' |
Accrued interest payable | 122,177 | 82,685 | ' | ' | ' | ' | ' | 1,935 | ' | ' | ' |
Common Shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | 13,000,000 | ' |
Legal Fees | ' | ' | ' | ' | ' | ' | ' | ' | ' | 90,000 | 90,000 |
Stock Issued During Period, Value, Other | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8,000 | ' |
Legal Fees Paid | ' | ' | ' | ' | ' | ' | ' | ' | ' | $17,000 | ' |
7_Convertible_Debentures_Detai
7) Convertible Debentures (Details) (USD $) | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | |||||||||||
Jan. 31, 2013 | Jan. 24, 2013 | Apr. 30, 2013 | Apr. 22, 2013 | 31-May-13 | 24-May-13 | Jul. 31, 2013 | Jul. 19, 2013 | Jul. 31, 2013 | Aug. 31, 2013 | Aug. 08, 2013 | Aug. 31, 2013 | Aug. 13, 2013 | Aug. 31, 2013 | Aug. 16, 2013 | Aug. 31, 2013 | Aug. 21, 2013 | Sep. 30, 2013 | Sep. 04, 2013 | Sep. 30, 2013 | Sep. 10, 2013 | |
Debenture 1 | Debenture 1 | Debenture 2 | Debenture 2 | Debenture 3 | Debenture 3 | Debenture 4 | Debenture 4 | Debenture 5 | Debenture 6 | Debenture 6 | Debenture 7 | Debenture 7 | Debenture 8 | Debenture 8 | Debenture 9 | Debenture 9 | Debenture 10 | Debenture 10 | Debenture 11 | Debenture 11 | |
Debt Instrument, Face Amount | ' | $100,000 | ' | $15,000 | ' | $30,000 | ' | $40,000 | $53,000 | ' | $19,000 | ' | $30,000 | ' | $10,000 | ' | $35,000 | ' | $4,750 | ' | $45,000 |
Debt Instrument, Interest Rate During Period | 8.00% | ' | 6.00% | ' | 10.00% | ' | 10.00% | ' | 8.00% | 6.00% | ' | 10.00% | ' | 10.00% | ' | 10.00% | ' | 6.00% | ' | 10.00% | ' |
Debt Instrument, Maturity Date | 24-Jan-14 | ' | 31-Aug-14 | ' | 24-May-14 | ' | 19-Jul-14 | ' | 24-Apr-14 | 8-Aug-14 | ' | 19-Sep-14 | ' | 19-Sep-14 | ' | 19-Sep-14 | ' | 8-Aug-14 | ' | 19-Sep-14 | ' |
Debt Instrument, Convertible, Conversion Price | ' | ' | ' | $0.25 | ' | ' | ' | ' | ' | ' | $0.25 | ' | ' | ' | ' | ' | ' | ' | $0.25 | ' | ' |
7_Convertible_Debentures_Sched1
7) Convertible Debentures: Schedule of Long-term Debt Instruments (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Details | ' | ' |
Convertible debentures, net of debt discount of $8,700 and $0 as of September 30, 2013 and December 31, 2012 | $940,110 | $868,000 |
Convertible debentures, net of debt discount of $8,700 and $0 as of September 30, 2013 and December 31, 2012 | 129,300 | 38,000 |
Debt Instrument Unamortized Discount Current and NonCurrent | 300,000 | 467,200 |
Convertible debentures, net of debt discount of $483,500 and $291,300 as of September 30, 2013 and December 31, 2012, net of current portion | $510,810 | $362,800 |
8_Loans_Payable_Schedule_of_Sh1
8) Loans Payable: Schedule of Short-term Debt (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Loans Payable, Current | $329,660 | $311,000 |
LouisSavaglioMember | ' | ' |
Loans Payable, Current | 1,000 | 1,000 |
UnrelatedParties1Member | ' | ' |
Loans Payable, Current | 150,000 | 150,000 |
UnrelatedParties2Member | ' | ' |
Loans Payable, Current | $178,660 | $160,000 |
8_Loans_Payable_Louis_Savaglio
8) Loans Payable: Louis Savaglio (Details) (LouisSavaglioMember, USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Jul. 14, 2011 | Nov. 30, 2009 | Dec. 31, 2006 |
LouisSavaglioMember | ' | ' | ' | ' | ' |
Debt Instrument, Face Amount | ' | ' | ' | ' | $16,000 |
Convertible Debt Interest Rate | ' | ' | ' | ' | 6.75% |
Payment on Debt | ' | ' | ' | 5,000 | ' |
Debt Assigned | ' | ' | 10,000 | ' | ' |
Accrued Interest of Debt Assigned | ' | ' | 3,156 | ' | ' |
Note for each new entity | ' | ' | 3,289 | ' | ' |
Interest rate on note for each new entity | ' | ' | 6.00% | ' | ' |
Shares Issued for converted loan | ' | ' | 13,462,000 | ' | ' |
Loan Balance | $1,000 | $1,000 | ' | ' | ' |
8_Loans_Payable_Unrelated_Part
8) Loans Payable: Unrelated Parties 1 (Details) (UnrelatedParties1Member, USD $) | Sep. 30, 2013 | Jun. 30, 2013 | Sep. 15, 2011 |
UnrelatedParties1Member | ' | ' | ' |
Debt Instrument, Face Amount | ' | ' | $150,000 |
Convertible Debt Interest Rate | ' | 25.00% | ' |
Accumulated interest | $56,365 | ' | ' |
8_Loans_Payable_Unrelated_Part1
8) Loans Payable: Unrelated Parties 2 (Details) (UnrelatedParties2Member, USD $) | 1 Months Ended | |||
Aug. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2012 | Nov. 15, 2011 | |
UnrelatedParties2Member | ' | ' | ' | ' |
Debt Instrument, Face Amount | ' | ' | $25,000 | $50,000 |
Repayments of Debt | 4,500 | ' | ' | ' |
Shares Issued for debt | 6,923,076 | ' | ' | ' |
Convertible Debt Interest Rate | ' | 4.00% | ' | ' |
Accumulated interest | ' | $5,155 | ' | ' |
8_Loans_Payable_Unrelated_Part2
8) Loans Payable: Unrelated Parties 3 (Details) (UnrelatedParties3, USD $) | 1 Months Ended | |||
Sep. 30, 2013 | Aug. 01, 2013 | Sep. 30, 2012 | Sep. 25, 2012 | |
UnrelatedParties3 | ' | ' | ' | ' |
Debt Instrument, Face Amount | ' | $25,000 | $50,000 | $15,000 |
Repayments of Debt | $6,840 | ' | ' | ' |
Shares Issued for debt | 155,000,000 | ' | ' | ' |
Convertible Debt Interest Rate | 0.00% | ' | ' | ' |
8_Loans_Payable_Unrelated_Part3
8) Loans Payable: Unrelated Parties 4 (Details) (UnrelatedParties4Member, USD $) | Sep. 30, 2013 | Jul. 25, 2013 |
UnrelatedParties4Member | ' | ' |
Debt Instrument, Face Amount | ' | $25,000 |
Convertible Debt Interest Rate | 12.00% | ' |
Accumulated interest | $750 | ' |
9_Common_Stock_Details
9) Common Stock (Details) (USD $) | 1 Months Ended | 3 Months Ended |
Jun. 30, 2013 | Sep. 30, 2013 | |
Details | ' | ' |
Stock Issued During Period, Shares, New Issues | 33,000,000 | 297,368,076 |
Settlement of accounts payable | $33,000 | $90,700 |
Settlement of officers loans | ' | 6,000 |
Settlement of notes payable | ' | 4,500 |
Settlement of accrued interest | ' | 1,935 |
Stock issued for payment of consulting fees | ' | 201,064,316 |
Settlement of consulting fees | ' | 74,250 |
Stock issued for settlement of convertible loans and various expenses | ' | 2,421,195,644 |
Settlement of convertible loans | ' | 341,480 |
Settlement of accrued interest1 | ' | 16,233 |
Settlement of miscellaneous expense | ' | $1,457 |
11_Subsequent_Events_Details
11) Subsequent Events (Details) (USD $) | 1 Months Ended | 3 Months Ended | 9 Months Ended | |
Oct. 31, 2013 | Dec. 31, 2013 | Sep. 30, 2013 | ||
Details | ' | ' | ' | |
Payments to Acquire Other Real Estate | ' | $35,000 | $159,000 | |
Stockholders' Equity, Reverse Stock Split | ' | ' | 'The Company underwent a reverse split of 1:500 of its common shares outstanding shares, effective as of November 1, 2013. As of November 6, 2013, the Company has 10,000,000 authorized shares and 7,734,011 issued and outstanding. During the period from October 1, 2013 to November 6, 2013, the Company issued 785,527,611 common shares, unadjusted, 1,571,055 split adjusted, to five investors from conversions from convertible instruments. | |
Interest purchased in La Plateada, LLC for convertible debentures | $1,500,000 | [1] | ' | ' |
[1] | Bearing a 5% interest and convertible at 60% average of the three preceding lowest bids |