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4. Convertible Notes Payable
3 Months Ended
Sep. 30, 2012
Notes  
4. Convertible Notes Payable

4. Convertible Notes Payable

The following summarized the outstanding convertible notes payable activity through the period of June 30, 2012:

·         During August 2011, we issued a $25,000 convertible note to an unrelated, accredited third party in exchange for cash.  The note matures two years from the date of issuance and may be extended by an additional 180 days at the discretion of the Company.  The note bears interest at a rate of 8.0% per annum and is convertible at any time, with accrued interest, at the discretion of the investor to shares of our common stock at a rate of $1.50 per share. Based on our share price at the time the note agreement was entered into, there was no beneficial conversion feature associated with this convertible note. 

During September of 2012, $2,782 of principal and $2,267 of accrued interest was paid.

 

·         During October 2011, we issued a $10,000 convertible note to an unrelated, accredited third party in exchange for cash.  The note matured three months from the date of issuance and was extended by an additional 30 days.  The note bears interest at a rate of 10.0% per annum and is convertible at any time, with accrued interest, at the discretion of the investor into shares of our common stock at a rate of $1.25 per share. Based on our share price at the time the note agreement was entered into, we recognized a beneficial conversion feature of $5,200 for this convertible note.  Although this note is past its maturity, the holder has verbally agreed to exercise the conversion feature.

 

·         During December 2011, we issued a $25,000 convertible note to an unrelated, accredited third party in exchange for cash.  The note matured six months from the date of issuance and was extended by an additional 30 days.  The note bears interest at a rate of 10.0% per annum and is convertible at any time, with accrued interest, at the discretion of the investor into shares of our common stock at a rate of $1.25 per share. Based on our share price at the time the note agreement was entered into, we recognized a beneficial conversion feature of $25,000 for this convertible note.  The note has a default penalty interest rate of 12%.  Although this note is past its maturity, the holder has verbally agreed to exercise the conversion feature.

 

·         During January 2012, we issued a $25,000 convertible note to an unrelated, accredited third party in exchange for cash.  The note matured six months from the date of issuance and was extended by an additional 30 days.  The note bears interest at a rate of 10.0% per annum and is convertible at any time, with accrued interest, at the discretion of the investor into shares of our common stock at a rate of $1.25 per share. Based on our share price at the time the note agreement was entered into, we recognized a beneficial conversion feature of $9,500 for this convertible note.  The note has a default penalty interest rate of 12%.  Although this note is past its maturity, the holder has verbally agreed to exercise the conversion feature.

 

·         During February 2012, we issued a $24,000 convertible note to an unrelated, accredited third party in exchange for cash.  The note matures two years from the date of issuance and may be extended by an additional 180 days at the discretion of the Company.  The note bears interest at a rate of 8.0% per annum and is convertible at any time, with accrued interest, at the discretion of the investor into shares of our common stock at a rate of $1.25 per share. Based on our share price at the time the note agreement was entered into, we recognized a beneficial conversion feature of $4,800 for this convertible note.  During September 2012, $1,368 of accrued interest was paid.

 

·         During February 2012, we issued a $24,000 convertible note to an unrelated, accredited third party in exchange for cash.  The note matures two years from the date of issuance and may be extended by an additional 180 days at the discretion of the Company.  The note bears interest at a rate of 8.0% per annum and is convertible at any time, with accrued interest, at the discretion of the investor into shares of our common stock at a rate of $1.25 per share. Based on our share price at the time the note agreement was entered into, we recognized a beneficial conversion feature of $6,720 for this convertible note.  During September 2012, $1,120 of accrued interest was paid.

 

 

·         During March 2012, we issued a $5,000 convertible note to an unrelated, accredited third party in exchange for cash.  The note matures two years from the date of issuance and may be extended by an additional 180 days at the discretion of the Company.  The note bears interest at a rate of 8.0% per annum and is convertible at any time, with accrued interest, at the discretion of the investor into shares of our common stock at a rate of $1.25 per share. Based on our share price at the time the note agreement was entered into, we recognized a beneficial conversion feature of $2,400 for this convertible note.  During September 2012, $213 of accrued interest was paid.

 

·         During April 2012, we issued a $5,000 convertible note to an unrelated, accredited third party in exchange for cash.  The note matured six months from the date of issuance and was extended by an additional 30 days.  The note bears interest at a rate of 10.0% per annum and is convertible at any time, with accrued interest, at the discretion of the investor into shares of our common stock at a rate of $1.75 per share. Based on our share price at the time the note agreement was entered into, we recognized a beneficial conversion feature of $2,712 for this convertible note.  This note went into default on October 4, 2012.  The holder has verbally agreed to exercise the conversion feature.

 

 

The following summarizes convertible notes payable activity during the quarter ended September 30, 2012:

·         During August 2012, we issued a $10,000 convertible note to an unrelated, accredited third party in exchange for cash.  The note matures six months from the date of issuance and may be extended by an additional 30 days at the discretion of the   Company.  The note bears interest at a rate of 10.0% per annum and is convertible at any time, with accrued interest, at the discretion of the investor into shares of our common stock at a rate of $1.25 per share. Based on our share price at the time the note agreement was entered into, we recognized a beneficial conversion feature of $6,400 for this convertible note.

 

·         During September 2012, we issued a $10,000 convertible note to an unrelated, accredited third party in exchange for cash.  The note matures six months from the date of issuance and may be extended by an additional 30 days at the discretion of the Company.  The note bears interest at a rate of 10.0% per annum and is convertible at any time, with accrued interest, at the discretion of the investor into shares of our common stock at a rate of $1.25 per share. Based on our share price at the time the note agreement was entered into, we recognized a beneficial conversion feature of $8,600 for this convertible note.

 

·         During September 2012, we issued a $12,500 convertible note to an unrelated, accredited third party in exchange for cash.  The note matures six months from the date of issuance and may be extended by an additional 30 days at the discretion of the Company.  The note bears interest at a rate of 10.0% per annum and is convertible at any time, with accrued interest, at the discretion of the investor into shares of our common stock at a rate of $1.25 per share. Based on our share price at the time the note agreement was entered into, we recognized a beneficial conversion feature of $10,750 for this convertible note.

 

·         During September 2012, we issued a $20,000 convertible note to an unrelated, accredited third party in exchange for cash.  The note matures six months from the date of issuance and may be extended by an additional 30 days at the discretion of the Company.  The note bears interest at a rate of 10.0% per annum and is convertible at any time, with accrued interest, at the discretion of the investor into shares of our common stock at a rate of $1.25 per share. Based on our share price at the time the note agreement was entered into, we recognized a beneficial conversion feature of $12,800 for this convertible note.

 

·         During September 2012, we issued a $25,000 convertible note to an unrelated, accredited third party in exchange for cash.  The note matures six months from the date of issuance and may be extended by an additional 30 days at the discretion of the   Company.  The note bears interest at a rate of 10.0% per annum and is convertible at any time, with accrued interest, at the discretion of the investor into shares of our common stock at a rate of $1.25 per share. Based on our share price at the time the note agreement was entered into, we recognized a beneficial conversion feature of $17,500 for this convertible note.

 

As of September 30, 2012, the convertible notes payable and associated accrued interest described above are convertible into a total of approximately 174,416 common shares.

The intrinsic value of a beneficial conversion feature inherent to a convertible note payable, which is not bifurcated and accounted for separately from the convertible note payable and may not be settled in cash upon conversion, is treated as a discount to the convertible note payable. This discount is amortized over the period from the date of issuance to the date the note is due using the effective interest method. If the note payable is retired prior to the end of its contractual term, the unamortized discount is expensed in the period of retirement to interest expense. In general, the beneficial conversion feature is measured by comparing the effective conversion price, after considering the relative fair value of detachable instruments included in the financing transaction, if any, to the fair value of the common shares at the commitment date to be received upon conversion.