NOTE F – EQUITY TRANSACTIONS

12 Months Ended

Apr. 30, 2016

Stockholders' Equity Note [Abstract]

Stockholders' Equity Note Disclosure [Text Block]

NOTE F – EQUITY TRANSACTIONS

On May 18, 2014, the Company’s Board of Directors declared effective a one for seventy-five reverse common stock split. All per share amounts in these unaudited condensed consolidated financial statements and accompanying notes have been retroactively adjusted to the earliest period presented for the effect of this reverse stock split.

The Company is authorized to issue 10,000,000 shares of preferred stock with $0.001 par value per share, of which 35,850 shares have been designated as Series A convertible preferred stock with a $100 stated value per share, 1,000 shares have been designated as Series B Preferred Stock with a $10,000 per share liquidation value, and 200,000 shares have been designated as Series C Preferred Stock with a $10 per share liquidation value, and 750,000,000 shares of common stock with $0.001 par value per share.  The Company had 125 shares of Series A preferred stock issued and outstanding as of April 30, 2016 and 2015.  The Company had no shares of Series B preferred stock issued and outstanding as of April 30, 2016 and 2015.  The Company had no shares of Series C preferred stock issued and outstanding as of April 30, 2016 and 2015.  The Company had 419,912,451 and 43,238,320 shares of common stock issued and outstanding as of April 30, 2016 and 2015, respectively.

Preferred Stock Series A.

The Series A preferred stock has a stated value of $100 per share, carries a 6% annual cumulative dividend, payable semi-annually in arrears, and is convertible into shares of common stock at the rate of one preferred share into 8.55 shares of common stock.  There were no transactions of the Series A Preferred Stock during the years ended April 30, 2016 and 2015.

Accrued dividends payable on the Series A Preferred were $8,326 and $7,562 at April 30, 2016 and 2015, respectively. At the Company’s option, these dividends may be paid in shares of the Company’s Common Stock.

Preferred Stock Series B

On July 24, 2009, the Company designated 1,000 shares as Series B Preferred Stock.  The Series B Preferred Stock, with respect to dividend rights and rights upon liquidation, winding-up or dissolution, rank senior to the Company’s common stock and any other class or series of preferred stock, and junior to all of the Company’s existing and future indebtedness.  The Series B Preferred Stock accrues dividends at an annual rate of 10%.  Accrued dividends are payable upon redemption of the Series B Preferred Stock.  The Company’s common stock may not be redeemed while shares of Series B Preferred Stock are outstanding.  The Series B Preferred Stock certificate of designations provides that, without the approval of a majority of the shares of Series B Preferred Stock, the Company cannot authorize or create any class of stock ranking as to distribution of assets upon a liquidation senior to or otherwise pari passu with the Series B Preferred Stock, liquidate, dissolve or wind-up the Company’s business and affairs, or effect certain fundamental corporate transactions, or otherwise alter or change adversely the powers, preferences or rights given to the Series B Preferred Stock.  The Series B Preferred Stock have a liquidation preference per share equal to the original price per share thereof plus all accrued dividends thereon upon liquidation, including upon consummation of certain fundamental corporate transactions, dissolution, or winding up of the Company’s business.  The shares of Series B Preferred Stock are redeemable at the Company’s option on or after the fifth anniversary of the date of its issuance.  During the year ended April 30, 2015, pursuant to the terms of the Series B Preferred Stock, the Company redeemed and returned to treasury all shares of Series B Preferred Stock and all shares of to be issued Series B Preferred Stock by exchanging the shares for $2,118,309 of note subscription receivables and $193,011 of interest receivable thereon. Subsequent to this redemption, there were no shares of Series B Preferred Stock outstanding and there were no shares of Series B Preferred Stock payable.There were no transactions of the Series B Preferred Stock during the year ended April 30, 2016.

Preferred Stock Series C

In November 2009, the Company authorized a new series of 200,000 shares of preferred stock designated as Series C Convertible Preferred Stock, each share having a par value of $0.001 per share.  The Series C Preferred Stock shall, upon liquidation, winding-up or dissolution, rank: (a) senior to the Company’s common stock and any other class or series of preferred stock of the Company which by their terms are junior to the Series C Preferred Stock (collectively, together with any warrants, rights, calls or options exercisable for or convertible into such Preferred Stock, the “Junior Shares”); (b) junior to all existing and future indebtedness of the Company; and (c) junior to the Company’s Series A and Series B Preferred Stock.  The Series C Preferred Stock is not entitled to receive any dividends, has a liquidation value of $10.00 per share, redeemable at the Company’s option at $10.00 per share, and is convertible at the option of the holder into shares of common stock as follows: the number of such shares of common stock to be received for each share of Series C Preferred Stock so converted shall be determined by (A) dividing the number of shares of Series C Preferred Stock to be converted by the weighted average closing price per share of the Company’s common stock for the ten (10) trading days immediately preceding the date on which the Company agrees to issue shares of Series C Preferred Stock to such holder multiplied by (B) the Series C liquidation value. There were no transactions of the Series A Preferred Stock during the years ended April 30, 2016 and 2015 and no shares issued and outstanding at April 30, 2016 and 2015.

Common Stock

During the year ended April 30, 2016, the Company expensed $227,159 for non-cash charges related to stock and option compensation expense. 

During the year ended April 30, 2016, the Company:

· issued 2,356,598 shares of common stock which had been classified as to be issued at April 30, 2015,

· sold 760,456 shares of restricted common stock to an accredited investor for $20,000,

· issued 321,955,811 shares of common stock and accrued 1,842,500 shares of common stock for the conversion of $1,557,057 of note principal and accrued interest  and accounts payable,

· issued 13,346,868 shares of common stock and accrued 7,762,500 shares of common stock valued at $139,877 pursuant to terms of various notes,

· issued 40,576,000 shares of common stock valued at $227,095 pursuant to consulting agreements as stock-based compensation for the consulting services,

· issued 35,056 shares of common stock to three employees pursuant to vesting provisions of prior stock awards valued at $64.

During the fiscal year ended April 30, 2015, the Company:

· sold 9,655,415 shares of common stock to eighteen accredited investors for $978,866,

· issued 9,487,478 shares of common stock upon the conversion of convertible notes and accrued interest in the amount of $684,788, of which 122,451 shares were classified as to be issued at April 30, 2014 and 1,963,350 shares remained to be issued at April 30, 2015,

· issued 1,353,830 shares of common stock with 51,000 shares of common stock to be issued at April 30, 2015 valued at $181,912 pursuant to terms of various notes of which 24,809 shares were classified as to be issued at April 30, 2014,

· issued 1,234,959 shares of common stock valued at $352,942 pursuant to consulting agreements, of which 60,000 shares remained to be issued,

· issued 538,160 shares of common stock in payment of $80,154 in accounts payable of which 20,000 shares were classified as to be issued at April 30, 2014, and 100,000 were classified as to be issued at April 30, 2015.

· issued 31,780 shares of common stock valued at $77,460 to three employees in exchange for their outstanding stock purchase options.