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NOTES PAYABLE - OTHER
9 Months Ended
Sep. 30, 2015
Notes to Financial Statements  
Note 6. NOTES PAYABLE - OTHER

From October 21, 2011 to April 26, 2012, the Company issued convertible notes for $600,000 (the "Convertible Notes") of which $200,000 was received on October 21, 2011, $100,000 was received on January 31, 2012 and $300,000 was received on April 26, 2012. The holder of the notes has not converted any portion of the notes as of September 30, 2015 and December 31, 2013. Additionally, the note holder was issued warrants for 6,000,000 shares of the Company's common stock with an exercise price of $0.05 that expire on October 15, 2015 ("Warrants"). During September 2015, the Company and the holder mutually agreed to extend the expiration of the 6,000,000 warrants to October 15, 2018, the rest of the terms of the warrants remained the same. The incremental fair value for the modification of the warrants was valued at $190,000 and recorded to additional paid in capital. The conversion feature to the note payable has been accounted for as an original issue discount approximating $296,000 which has been fully accreted as of December 31, 2012. The warrant associated with the note has been accounted for as a debt discount with an approximate value of $296,000 which has been allocated to the note's fully accreted value of $896,000 (original note amount plus original debt discount) on proportionate basis which amounted to $195,000. The warrant value of $252,000 was determined using the Black-Scholes option pricing model based on the following assumptions: 2 year term; volatility rate of 134% to 135%; and discount rate of 2.5%. For the year ended December 31, 2012, the Company has recorded an expense associated with original debt discount and expense associated with the debt discount (warrants) of $422,000. Accordingly, the carrying net value of this note at September 30, 2015 and December 31, 2014 totals $896,000, comprising of $600,000 (original face value) plus the fully accreted original debt discount of $296,000. As of September 30, 2015, the Company recorded a stock payable of $896,000 for the 10,285,714 shares of common stock owed to the convertible note holders and extinguish both the $600,000 face value of the convertible notes and $296,000 of original debt discount. In October 2015, the Company had issued 15,045,513 shares of common stock related to the stock payable.

 

During 2014 and 2013, the Company issued convertible notes for $2,500,000 through its wholly-owned subsidiary, Senior Scientific, LLC. The convertible notes bear interest at 8%, mature four years from the date of issuance, and are convertible into either: (1) membership interests of Senior Scientific, LLC equal to the quotient of the principal due of the convertible notes divided by $2,500,000 multiplied by 18% of the total equity of Senior Scientific, LLC outstanding as of the date hereof; or (2) the number of shares of common stock of the Company equal to the quotient of the principal and interest payable due of the convertible notes divided by a conversion price of $0.055 per share. The Company may not prepay the convertible notes. In the event of a default and so long as the default exists, interest on the convertible notes will accrue at 10%. The Company must account for all accrued interest on the convertible notes on the first calendar day of each quarter which $-0- and $49,000 has been recorded as accrued interest payable as of September 30, 2015 and December 31, 2014, respectively. As of September 30, 2015, the Company had paid the required interest. The conversion feature to the note payable has been accounted for as an original issue discount approximating $1,045,000 which $357,000 has been accreted as of September 30, 2015. The Company has recorded the accreted original issue discount as interest expense totaling $66,000 and $130,000, and $28,000 and $75,000 for the three and nine months ended September 30, 2015 and 2014. Accordingly, the carrying net value of these notes at September 30, 2015 and December 31, 2014 totals $1,812,000 and $1,566,000, respectively, comprising of $2,500,000 (original face value) plus the unamortized debt discount of $688,000 at September 30, 2015, and unamortized original debt discount of $884,000 at December 31, 2014.