Debt
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9 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Apr. 30, 2012
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Note 4 - Notes Payable To The Cellular Connection Ltd. and Larry Burke | NOTE 4 - NOTES PAYABLE TO THE CELLULAR CONNECTION LTD. AND LARRY BURKE
As of April 30, 2012 and July 31, 2011notes payable are recorded net of unamortized debt discount of $78,676 and $68,394, respectively.
On September 28, 2011, Promissory Note 8 renewed for an additional year under the terms outlined in the original Note. The modification of the Note upon renewal has been accounted for as debt extinguishment and the issuance of a new debt instrument. Accordingly, in connection with extinguishment of the original debt, the Company recognized a $4,800 gain.
On November 18, 2011, Promissory Note 4 renewed for an additional year under the terms outlined in the original Note. The modification of the Note upon renewal has been accounted for as debt extinguishment and the issuance of a new debt instrument. Accordingly, in connection with extinguishment of the original debt, the Company recognized a $12,000 gain.
On November 29, 2011, Promissory Note 9 renewed for an additional year under the terms outlined in the original Note. The modification of the Note upon renewal has been accounted for as debt extinguishment and the issuance of a new debt instrument. Accordingly, in connection with extinguishment of the original debt, the Company recognized a $19,600 gain.
On December 10, 2011, Promissory Note 10 renewed for an additional year under the terms outlined in the original Note. The modification of the Note upon renewal has been accounted for as debt extinguishment and the issuance of a new debt instrument. Accordingly, in connection with extinguishment of the original debt, the Company recognized a $4,000 gain.
On April 7, 2012, Promissory Note 12 renewed for an additional year under the terms outlined in the original Note. The modification of the Note upon renewal has been accounted for as debt extinguishment and the issuance of a new debt instrument. Accordingly, in connection with extinguishment of the original debt, the Company recognized a $12,800 gain.
On February 24, 2012, the Company agreed to amend the terms of Promissory Notes 3, 4, 5, 6, 8, 10 and 11 issued to the Cellular Connection Ltd. Under the terms of the Side Letter Agreement, the Promissory Notes were combined into one new Promissory Note (Promissory Note 13) with an issue amount of $147,936 and face amount of $177,523. The conversion feature of the Promissory Note 13has a fixed conversion price of $0.0002 per share of common stock of the Company. The face amount of the new Promissory Note is payable February 24, 2013. The outstanding face amount of Promissory Note 13 shall increase by another 20% on February 24, 2014 and again on each one year anniversary of February 24, 2014 until the new Promissory Note has been paid in full. The amendment of the terms of these notes resulted in a beneficial conversion feature of $88,762 since the closing price of common stock on February 24, 2012 exceeded the fixed conversion price. The beneficial conversion feature of $88,762 is included in additional paid-in capital. The amendment of the terms of the note was accounted for as a debt extinguishment and the issuance of a new debt instrument. Accordingly, in connection with extinguishment of the original debt, the Company recognized a $14,728 gain. Commencing on March 20, 2012 and ending on April 26, 2012 the holder of the note converted $95,800 of principal and interest of Promissory Note 13 into 479,000,000 shares of the Companys common stock.
Each of the notes bear interest at 20% per annum and allow for the lender to secure a portion of the Company assets up to 200% of the face value of the note and mature one year from the day of their respective issuance. Unless otherwise indicated, the holder has the right to convert the Notes plus accrued interest into shares of the Company's common stock at any time prior to the Maturity Date. The number of common stock to be issued will be determined using a conversion price based on 75% of the average of the lowest closing bid price during the fifteen trading days immediately prior to conversion. |
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