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Debt
3 Months Ended
Oct. 31, 2012
Debt:  
Debt Disclosure

The following details the significant terms and balances of notes payable, net of debt discounts:

October 31, 2012 (unaudited)

July 31,2012

 

Asher Enterprises:

On April 23, 2012, the Company issued its promissory note in the amount of $32,500 to an unrelated third party for additional working capital.  The note is due January 25, 2013 and carries interest at 8 percent per annum, payable at maturity.  The note is convertible into common stock of the Company after 180 days, at the election of the Holder, at 55 percent of the average of the three lowest closing bid prices of the common stock for the ten trading days prior to the date of the election to convert. The Company analyzed the conversion option for derivative accounting consideration under ASC 815-15 “Derivatives and Hedging” and determined that the instrument should be classified as liabilities once the conversion option became effective after 180 days due to there being no explicit limit to the number of shares to be delivered upon settlement of the above conversion options. As of October 31, 2012, a derivative liability associated with the note totaled $86,641 and accrued interest was $1,361. The carrying amount of the debt discount was $28,814 and $0, respectively.

 $        3,686

 $        -

 

On June 11, 2012, the Company issued its promissory note in the amount of $32,500 to an unrelated third party for additional working capital.  The note is due March 7, 2013 and carries interest at 8 percent per annum, payable at maturity.  The note is convertible into common stock of the Company after 180 days, at the election of the Holder, at 55 percent of the average of the three lowest closing bid prices of the common stock for the ten trading days prior to the date of the election to convert. The Company analyzed the conversion option for derivative accounting consideration under ASC 815-15 “Derivatives and Hedging” and determined that the instrument should be classified as liabilities once the conversion option became effective after 180 days due to there being no explicit limit to the number of shares to be delivered upon settlement of the above conversion options. As of October 31, 2012, no derivative liability or debt discount has been recorded as instrument is not yet convertible. Interest of $1,012 was accrued on this note as of October 31, 2012.

                           32,500

                     -

 

Crystal Falls Investments:

On March 9, 2012, one of the Company’s related parties sold its $204,601 convertible note to an unrelated party for $206,170, representing the original principal plus accrued interest through March 8, 2012. The original effective issuance date of the promissory note was February 17, 2012. During the nine months ended October 31, 2012, the unrelated party transferred $20,000 of the principal of the note to another unrelated party.  The note is due February 17, 2015 and carries interest at 14 percent per annum, payable at maturity.  The note is convertible into common stock of the Company at any time after issuance of the note, at the election of the Holder, at $0.007 per share.  Interest of $14,597 was accrued on this note as of October 31, 2012.

184,601

                        -

On October 1, 2011, the Company converted $137,600 of accounts payable due to CF Consulting, LLC into a 5% convertible note. On March 1, 2012, the Company replaced the $137,600 convertible note to CF Consulting, LLC with a 5% convertible note for $140,463 due March 1, 2013, representing the original principal plus accrued interest of $2,863 through February 29, 2012. $90,000 of this new note balance was then assigned to an unrelated party and the remaining balance of $50,463 was assigned to another unrelated party. The note balance of $50,463 is due December 1, 2013 and carries interest at 5 percent per annum, payable at maturity. The note is convertible into common stock of the Company at any time after issuance of the note, at the election of the Holder, at $0.006 per share. The Company converted $8,737 of this note into 1,456,132 shares during the nine months ended October 31, 2012, leaving $41,726 as the remaining loan balance. The carrying amount of the debt discount was $22,502 and $0, respectively. Interest of $629 was accrued on this note as of October 31, 2012.

19,224

                                137,600

During the nine months ended October 31, 2012, the Company issued four (4) promissory notes totaling $16,500 to an unrelated third party for additional working capital advances.  The notes are due April 30, 2013 and bear interest at 8 percent per annum, payable at maturity.  Interest of $491 was accrued on these notes as of October 31, 2012.

                16,500

                                -

Lotus Capital Investments:

On April 12, 2012, the Company issued its promissory note in the amount of $90,000 to an unrelated third party for additional working capital. The note is due April 12, 2013 and carries interest at 5 percent per annum, payable at maturity. The note is convertible into common stock of the Company at any time after issuance of the note, at the election of the Holder, at the lesser of 50 percent of the average of the ten lowest closing bid prices of the common stock for the ten trading days prior to the date of the election to convert or $0.05 per share. The Company analyzed the conversion option for derivative accounting consideration under ASC 815-15 “Derivatives and Hedging” and determined that the instrument should be classified as liabilities once the conversion option became effective due to there being no explicit limit to the number of shares to be delivered upon settlement of the above conversion options. The Company converted $7,200 of this note into 1,454,545 shares during the nine months ended October 31, 2012, leaving $82,800 as the remaining loan balance. As of October 31, 2012, a derivative liability associated with the note totaled $189,072 and accrued interest was $2,291. The carrying amount of the debt discount was $29,520 and $0, respectively.

53.280

                                -

On June 14, 2012, the Company issued its promissory note in the amount of $20,000 (with original issue date of February 15, 2012) to an unrelated third party for additional working capital. The note is due February 15, 2015 and carries interest at 14 percent per annum, payable at maturity. The note is convertible into common stock of the Company at any time after issuance of the note, at the election of the Holder, at $0.007 per share. Interest of $1,412 was accrued on this note as of October 31, 2012. The carrying amount of the debt discount was $17,157 and $0, respectively.

2,843

                        -

Total Debt

312,634

137,600

Less current portion

(105,966)

-

$         206,668

$        137,600