11. Notes payable

9 Months Ended

Sep. 30, 2012

Notes Payable [Abstract]

NOTE 11 - Notes payable

	September 30,		December 31,
	2012		2011
Notes payable from ProElite to various individuals dated October 20, 2011 with   maturity of July 20, 2012, plus interest at 8%, convertible into common stock of ProElite at noteholder's election.  These notes are currently in default.  Secured by the assets of ProElite.	$	1,063,000	$	415,000
Note payable to a shareholder upon the earlier of completion of $1,000,000 in funding, or May 24, 2012, plus interest at 0.19%, secured by the assets of ProElite.  This note is in default. The noteholder has a warrant to purchase ProElite shares at $0.05 per share that increases each month when the loan is in default.  As of September 30, 2012, the noteholder had a resulting warrant to purchase 15.5 percent of ProElite.		1,000,000		–
Note payable to the Company's outside law firm and represents the corporate and litigation fees as of June 30, 2012.  This note is presented net of $249,824 of assumed remibursements from the Company's D&O carrier.  This note bears interest at 3% and is due December 31, 2012.		364,317		–
Notes payable to three holders dated May 11, 2012 with maturity of the earlier of November 11, 2012 or when a finacing is completed of $2,000,000 or more, plus interest at 10%, secured by the assets of the Company.  This note is in default.		350,000		–
Notes payable to 11 investors dated July 9, 2012 with maturity date on the earlier of a $2 million capital raise by the company, or February 6, 2013, and bear interest at 8%.		309,000		–
Notes payable to one holder dated April 4, 2012 with maturity on October 4, 2012, plus interest at 10%. Unsecured.  This note is in default.		249,999		–
Note payable to a shareholder dated January 14, 2005, with maturity of May 14, 2005, plus interest at 10%.  Unsecured.  This note is in default.		70,000		70,000
Note payable to a shareholder dated February 1, 2005 with maturity of June 1, 2005, plus interest at 10%.  Unsecured.  This note is in default.		10,000		10,000
Note payable to non-shareholder.  Payable on demand and does not bear interest		10,000		60,000
	$	3,426,316	$	555,000

On April 4, 2012, SMDI issued a promissory note for $249,999. This note bears interest at 10% with principal and interest due on October 4, 2012. Until the note is paid, the holder has the right to convert some or all of the principal balance of the note into the Company’s common stock at $0.30 per share. In consideration of the loan to the Company, the Company issued a five-year warrant to purchase 833,330 shares of the Company’s common stock at $0.40 per share and a five-year warrant to purchase from the Company 12,500,000 shares of the common stock of PEI owned by the Company at an exercise price of $0.02 per share. The warrant shares are before the anticipated 1:25 reverse split of the Common Stock of PEI. All of the underlying shares related to this note carry “piggyback” registration rights. As of the filing of this report, this note is in default.

On May 11, 2012, SMDI issued three promissory notes in the aggregate principal amount of $350,000. These notes bear interest at 10% with principal and interest due on the earlier of November 11, 2012, or the receipt by the Company of $2,000,000 or more of gross proceeds from the sale of equity securities. These notes are secured by the assets of the Company on a pari passu basis with the holders of the Company’s Series E Preferred Stock. As of the filing of this report, this note is in default.

Between July and September 2012, the Company issued notes payable to 11 investors dated July 9, 2012 with maturity date on the earlier of a $2 million capital raise by the Company, or February 6, 2013, and bear interest at 8%. These notes are unsecured.

Interest expense on these notes for the nine months ended September 30, 2012 and 2011 was $36,484 and $26,510, respectively. Interest expense on these notes for the three months ended September 30, 2012 was $22,161 and $4,500, respectively.