Annual report pursuant to Section 13 and 15(d)

CONVERTIBLE NOTE PAYABLE (Details Narrative)

v3.3.1.900
CONVERTIBLE NOTE PAYABLE (Details Narrative) - USD ($)
12 Months Ended
Dec. 31, 2015
Dec. 31, 2014
Issuance of convertible debt $ 724,500
Discount on debt issuance costs 849,909  
Common stock convertible amount 625,000  
Interest expense (441,181)
Accretion of debt discount $ 12,591
Common Stock Incentive Shares [Member]    
Common stock convertible shares 2,500,000  
Common stock convertible amount $ 250  
Securities Purchase Agreement [Member]    
Issuance date Dec. 23, 2015  
Description of terms of conversion feature

(ii) a Note with a principal amount of $1.00 for each $0.86956 for each $1.00 paid by each purchaser for such purchaser’s Note; and (iii) Warrants to purchase up to a number of shares of Common Stock equal to 100% of such purchaser’s Note principal amount divided by $0.12 (“Purchaser Conversion Price”), the conversion price in effect on the Initial Closing Date, with a per share exercise price equal to $0.30, subject to adjustment.

 
Issuance of convertible debt $ 724,500  
Discount on debt issuance costs $ 138,000  
Maturity date Jun. 23, 2017  
Interest rate 15.00%  
Conversion rate $ 0.12  
Percentage of beneficially own in excess of common shares outstanding 9.99%  
Percentage of right to participate subsequent financing 100.00%  
Description of redemption of debt intrument

The Notes provide that commencing six (6) months after the Original Issue Date, we will have the option of prepaying the outstanding principal amount of the Notes (an “Optional Redemption”), in whole or in part, by paying to the holders a sum of money in cash equal to one hundred percent (100%) of the principal amount to be redeemed, together with accrued but unpaid interest thereon, if any, and any and all other sums due, accrued or payable to the holder arising under the Note through the Redemption Payment Date and 2.8986 shares of our Common Stock for each $1.00 of Note principal amount being redeemed. A Notice of Redemption, if given, may be given on the first Trading Day following twenty (20) consecutive Trading Days during which all of the “Equity Conditions”, as defined, have been in effect.

 
Embedded derivative derivative liability $ 88,983  
Securities Purchase Agreement [Member] | Mr. Segelman [Member]    
Interest expense $ 5,000  
Securities Purchase Agreement [Member] | Common Stock Incentive Shares [Member]    
Common stock convertible shares 2,500,000  
Issuance of convertible debt $ 724,500  
Discount on debt issuance costs 849,909  
Embedded derivative derivative liability 1,153,090  
Common stock convertible amount 625,000  
Interest expense 433,590  
Accretion of debt discount $ 12,591  
Securities Purchase Agreement [Member] | Alpha Capital Anstalt and Brio Capital Master Fund Ltd. [Member]    
Conversion rate $ 0.3  
Percentage of right to participate subsequent financing 100.00%  
Trading days 5 years  
Issuance date 6 months  
Derivative liabilities $ 439,107  
Securities Purchase Agreement [Member] | Alpha Capital Anstalt and Brio Capital Master Fund Ltd. [Member] | Secured Convertible Notes [Member]    
Principle amount $ 862,500  
Securities Purchase Agreement [Member] | Alpha Capital Anstalt and Brio Capital Master Fund Ltd. [Member] | Common Stock Incentive Shares [Member]    
Common stock convertible shares 2,500,000  
Securities Purchase Agreement [Member] | Alpha Capital Anstalt and Brio Capital Master Fund Ltd. [Member] | Warrant [Member]    
Common stock convertible shares 7,187,542  
Description of terms of conversion feature

The Purchaser Warrants allow the Purchaser to purchase up to a number of shares of common stock equal to 100% of such purchaser’s Note principal amount divided by $0.12, the conversion price in effect on the Initial Closing Date, with a per share exercise price equal to $0.30, subject to adjustment.