4. NOTES PAYABLE | Convertible Notes Payable In accounting for its convertible notes payable, proceeds from the sale of a convertible debt instrument with Common Stock purchase warrants are allocated to the two elements based on the relative fair values of the debt instrument without the warrants and of the warrants themselves at time of issuance. The portions of the proceeds allocated to the warrants are accounted for as paid-in capital with an offset to debt discount. The remainder of the proceeds are allocated to the debt instrument portion of the transaction as prescribed by ASC 470-25-20. The Company then calculates the effective conversion price of the note based on the relative fair value allocated to the debt instrument to determine the fair value of any beneficial conversion feature (“BCF”) associated with the convertible note in accordance with ASC 470-20-30. The BCF is recorded to additional paid-in capital with an offset to debt discount. Both the debt discount related to the issuance of warrants and related to a BCF is amortized over the life of the note. Convertible Notes Payable – Related Parties Convertible notes payable due to related parties consisted of the following as of September 30, 2019 and June 30, 2019, respectively: September 30, June 30, 2019 2019 $30,000 face value, issued in August 2016, interest rate of 0% and is convertible into shares of the Company’s Common stock at $0.40 per share, matured June 30, 2019. The note is currently in default. $ 30,000 $ 30,000 Various term notes with total face value of $89,500 issued from September 2017 to February 2018, interest rates of 0% and are convertible into shares of the Company’s common stock at $0.10 per share, matured from January 2019 to June 30, 2019. The notes are currently in default. 89,500 89,500 Total convertible notes payable – related parties 119,500 119,500 Less current portion 119,500 119,500 Convertible notes payable – related parties, long-term $ - $ - Convertible Notes Payable - Non-Related Parties Convertible notes payable due to non-related parties consisted of the following as of September 30, 2019 and June 30, 2019, respectively: September 30, June 30, 2019 2019 Various term notes with total face value of $2,049,000, issued from July 2014 to March 2018, interest rates from 0% to 10% and are convertible into shares of the Company’s common stock from $0.10 to $0.40 per share, matured from October 2018 to June 2019. One of the notes and accrued interest was assigned to non-related party notes payable in September 2019. The notes are currently in default. $ 2,029,000 $ 2,049,000 Two Term notes with total face value of $373,000, issued in February 2017, interest rates of 10% and are convertible into shares of the Company’s common stock at lesser of 40% of the average three lowest closing bids twenty (20) days prior to the conversion date or $0.40 per share, matured June 2018, with additional extension fees of $81,000 added to principal. A total of $187,403 has been converted and $85,654 has been paid. The note is currently in default. 180,943 186,597 $265,000 face value, issued in May 2017, interest rate of 10% and is convertible into shares of the Company’s common stock at the lesser of $0.31 or 60% of the lowest closing bids twenty-five (25) days prior to the conversion date, matured February 2018, of which $116,328 was converted. The note is currently in default. 104,845 104,845 Two term notes with total face value of $131,000 face value, issued on July 2017 and August 2017, interest rates of 12% and are convertible into shares of the Company’s common stock at 61% of the lowest two trading prices during the fifteen (15) trading day period ending to the date of conversion, matured May 2018 and June 2018, of which $72,000 was converted. The note is currently in default. 59,000 59,000 $115,000 face value, issued in November 2017, interest rate of 10% and is convertible into shares of the Company’s common stock at 57.5% of the lowest closing bids thirty (30) days prior to the conversion per share, matured August 2018. The note is currently in default. 115,000 115,000 $115,000 face value, issued in January 2018, interest rate of 10% and is convertible into shares of the Company’s common stock at the lesser of $0.12 and 57.5% of the lowest trading price during the prior thirty (30) days, matured October 2018. The note is currently in default. 115,000 115,000 $150,000 face value, issued in April 2018, interest rate of 10% and is convertible into shares of the Company’s common stock at the lesser of $0.05 or 57.5% of the lowest closing bids twenty (20) days prior to the conversion date, matured January 2019. The note is currently in default. 160,000 160,000 Two term notes with total face value of $415,000 face value, issued from an assignment in April 2018 of $370,000 in principal and an OID of $45,000, interest rates of 10% and are convertible into shares of the Company’s common stock at rate of 55% of the average trading price for the prior three (3) trading days, matured April 2019, of which $223,198 has been converted. The notes are currently in default. 191,802 191,802 Various term notes with total face value of $502,504, issued from May 2018 to June 2018, interest rates of 12% and are convertible into shares of the Company’s common stock at 61% of the lowest two trading prices during the fifteen (15) trading day period ending to the date of conversion, matured from October 2018 to June 2019, of which $69,898 has been converted and $164,499 has been paid. The note is currently in default. 268,137 268,137 $15,651 face value, issued in June 2018, interest rate of 12% and is convertible into shares of the Company’s common stock at 60% of the lowest trading price during the previous twenty (20) days to the date of conversion, matured June 30, 2019. The note is currently in default. 15,651 15,651 $120,000 face value, issued in July 2018 for prepaid services, interest rate of 15% and is convertible into shares of the Company’s common stock at 70% of the lowest closing price during the twenty (20) days prior to the conversion per share, matures July 2019. The note is currently in default. 120,000 120,000 $39,759 face value, issued from an assignment in August 2018, interest rate of 12% and is convertible into shares of the Company’s common stock at 55% of the lowest sales price for common stock on principal market during the twenty-five (25) consecutive trading days immediately preceding the conversion date, matured November 2018. The note is currently in default. 39,759 39,759 $23,000 face value, issued in August 2018 of $20,000 in principal and an OID of $3,000, interest rate of 12% and is convertible into shares of the Company’s common stock at 55% of the average of the three (3) lowest closing price during the 25 days prior to the conversion per share, matures August 2019, net unamortized discount of $0 and $3,214 as of September 30, 2019 and June 30, 2019, respectively. 23,000 19,786 Various term notes total value of $1,115,646 face value, issued from August 2018 to December 2018, of which $995,500 in principal and an OID of $160,146, interest rates of 10% and are convertible into shares of the Company’s common stock at equal the lesser of $0.12 and 70% of the lowest trading price for the common stock during the thirty (30) trading day period ending on the latest complete trading day prior to the conversion date, matures from August 2019 to December 2019, net unamortized discount of $69,201 and $273,843 as of September 30, 2019 and June 30, 2019, respectively. One note totaling $575,000 in principal is currently in default. 1,042,695 838,053 Two term notes total value of $64,850, issued in August 2018, of which $61,850 in principal and an OID of $3,000, interest rate of 12% and is convertible into shares of the Company’s common stock at 61% of the lowest trading price for the prior fifteen (15) trading days immediately preceding the conversion date, matures August 2019, net unamortized discount of $0 and $6,998 as of September 30, 2019 and June 30, 2019, respectively, of which $26,000 has been paid. 60,300 57,852 Two term notes total value of $178,000, issued from March 2019 to August 2019, of $160,000 in principal and an OID of $18,000, interest rate of 10% and is convertible into shares of the Company’s common stock at 58% of the lowest trading price for the common stock during the twenty-five (25) trading day period ending on the latest complete trading day prior to the conversion date, matures from March 2020 and August 2020, net unamortized discount of $118,180 and $65,899 as of September 30, 2019 and June 30, 2019, respectively. 59,820 23,101 Various term notes with total value of $562,500, issued from March 2019 to June 2019, of which $535,500 in principal and an OID of $27,000, interest rates of 12% and are convertible into shares of the Company’s common stock at 58% of the lowest trading price for the common stock during the twenty (20) trading day period ending on the latest complete trading day prior to the conversion date, matures from March 2020 and June 2020, net unamortized discount of $367,950 and $509,344 as of September 30, 2019 and June 30, 2019, respectively, of which $100,000 has been paid. 94,550 53,156 Two term notes with total value of $154,000, issued in April 2019 and June 2019,of which $143,000 in principal and an OID of $11,000, interest rates of 12% and is convertible into shares of the Company’s common stock at 60% of the lowest trading price for the common stock during the twenty (20) trading day period ending on the latest complete trading day prior to the conversion date, matures April 2020, net unamortized discount of $95,725 and $134,435 as of September 30, 2019 and June 30, 2019, respectively. 58,275 19,565 Two term notes total value $71,500, issued from April 2019 to July 2019 of $58,750 in principal and an OID of $12,750, interest rate of 12% and is convertible into shares of the Company’s common stock at the lesser of 55% of the lowest trading price for the common stock during the twenty (20) trading day period ending on the latest complete trading day prior to the issuance date or 55% of the lowest trading price for the common stock during the twenty (20) trading day period ending on the latest complete trading day prior to the conversion date, matures from February 2020 to July 2020, net unamortized discount of $43,921 and $30,967 as of September 30, 2019 and June 30, 2019, respectively. 27,579 7,533 Total convertible notes payable – non-related parties 4,765,356 4,443,837 Less current portion 4,765,356 4,443,837 Convertible notes payable – non-related parties, long-term $ - $ - During the three months ended September 30, 2019, The Company evaluated the amendments under ASC 470-50, “ Debt - Modification and Extinguishment” From July 12, 2019 through August 2, 2019, the Company issued two convertible notes to non-related parties for a total of $122,000, of which $107,250 in principal and $14,750 in OID, that mature from July 12, 2020 to August 2, 2020. The notes bear between 10% to 12% interest per annum. During the three months ended September 30, 2019, the Company made cash payment of $110,204 toward principal various notes discussed above and assigned one note for 20,000 in principal and $3,468 in accrued interest into a non-related party note payable. Notes Payable – Related Parties Notes payable due to related parties consisted of the following as of September 30, 2019 and June 30, 2019, respectively: September 30, June 30, 2019 2019 $5,000 face value, issued in November 2016, interest rate of 0%, which is due on demand. $ 5,000 $ 5,000 Various term notes with total face value of $213,000, issued from February 2017 to April 2019, interest rates of 0%, matured June 30, 2019. The notes are currently in default. 213,000 213,000 $52,000 face value, issued from June 2019 to August 2019, interest rate of 0%, matures June 2020. 52,000 12,000 Total notes payable – related parties 270,000 230,000 Less current portion 270,000 230,000 Notes payable – related parties, long term $ - $ - From July 15, 2019 through August 30, 2019, the Company issued notes to a related party for a total of $40,000 that all mature on June 30, 2020. The notes bear 0% interest per annum. The Company evaluated the notes for imputed interest and found it to be immaterial. Notes Payable – Non-Related Parties Notes payable due to non-related parties consisted of the following as of September 30, 2019 and June 30, 2019, respectively: September 30, June 30, 2019 2019 Various term notes with a total face value of $252,250 issued from August 2017 to September 2019, of which $300,000 in principal, $2,750 of extension fees, and an OID of $3,250, interest rate of 0%, matured from December 2018 to October 2019 net of unamortized discount of $1,000 and $992 as of September 30, 2019 and June 30, 2019, respectfully. A total of $41,500 has been paid on principal. All but two notes are currently in default. $ 263,500 $ 209,758 Two term notes with a total face value of $102,000 issued from August 2017 to March 2018, interest rate of 10%, matured from December 2018 through February 2019 net of unamortized discount of $0 as of September 30, 2019 and June 30, 2019. The notes are currently in default. 102,000 102,000 Two term notes with total face value of $107,000, issued from September 2017 through March 2019, interest rate of 8% per month, matured from September 2018 and April 2019 net of unamortized discount of $0 as of September 30, 2019 and June 30, 2019. One of the notes and accrued interest were assigned in September 2019. The note is currently in default. 26,000 107,000 $225,000 face value, issued in March 2018, interest rate of 30%, matured March 2019 net of unamortized discount of $0 as of September 30, 2019 and June 30, 2019. The note and accrued interest were assigned in September 2019. - 225,000 $260,000 face value, issued in June 2018, an additional $21,000 was added to principal by the noteholder, interest rate of 0%, matured December 2018 net of unamortized discount of $0 as of September 30, 2019 and June 30, 2019, of which $31,000 has been paid. The note and accrued interest were assigned in September 2019. - 250,000 $160,000 face value, issued in November 2018, interest rate of 5% per month, matured February 2019 net of unamortized discount of $0 as of September 30, 2019 and June 30, 2019. The note and accrued interest were assigned in September 2019. - 160,000 Four notes and one convertible note were assigned totaling $900,204 were issued in September 2019, interest rate of 15%, matures April 2020 net of unamortized discount of $0 as of September 30, 2019. 900,204 - Total note payable – non-related parties 1,291,704 1,053,758 Less current portion 1,291,704 1,053,758 Notes payable – non-related parties, long-term $ - $ - During the three months ended September 30, 2019, The Company evaluated the amendments under ASC 470-50, “ Debt - Modification and Extinguishment” On September 30, 2019, the Company issued a note to non-related parties for a total of $51,000, of which $50,000 in principal and $1,000 in OID, that matures October 14, 2019. The notes bear a 0% interest per annum. The Company evaluated the notes for imputed interest and found it to be immaterial. During the three months ended September 30, 2019, the Company assigned five non-related party notes totaling $716,000 in principal and $160,736 in accrued interest as well as a non-related party convertible note for 20,000 in principal and $3,468 in accrued interest into a non-related party note payable totaling $900,204. |