6. Notes Payable

12 Months Ended

Mar. 31, 2014

Debt Disclosure

6. Notes Payable

Note 6. Notes Payable

Notes Payable owed by Morris consisted of the following:

	March 31, 2014		March 31, 2013
Notes payable to Daimler Truck Financial, payable in monthly installments ranging from $569 to $5,687 including interest, through May 2013, with interest rates ranging from 5.34% to 8.07%, secured by equipment	$	-	$	19,953
Notes payable to GE Financial, payable in monthly installments ranging from $2,999 to $7,535 including interest, through April 2013, with interest rates ranging from 6.69% to 8.53%, secured by equipment		149,364		487,729
Notes payable to Wells Fargo Bank, payable in monthly installments  ranging from $569 to $5,687 including interest, through March 2017, with interest rates ranging from 7.00% to 7.25%, secured by equipment		574,547		367,652
Note payable to Mack Financial Services, payable in monthly installments of $8,359 including interest, through May 2016, with interest at 7.19% secured by equipment.		203,348		287,223
Note payable to Mack Financial Services, payable in monthly installments of $2,105 including interest, through May 2016, with interest at 7.19% secured by equipment.		59,096		76,309
Notes payable to Volvo Financial Services, payable in monthly installments ranging from $1,884 to $6,408 including interest, through October 2016, with interest rates ranging from 7.00% to 7.50%,  secured by equipment		859,337		1,122,166
Totals	$	1,845,692	$	2,361,032

Notes payable owed by Smith consisted of the following:

	March 31, 2014		March 31, 2013
Notes payable to bank,  payable in monthly installments of $60,000 including interest,  through December 2012, with interest at 9%, collateralized by substantially all of Smith assets	$	977,484	$	1,015,298
Notes payable to bank,  payable in monthly installments including interest, through June 2011, with interest at 6.5%, collateralized by substantially all of Smith assets		1,447,753		1,513,705
Note payable to Floyds, payable in monthly installments of $2,084, through November 2012, with interest at 8%, secured by a vehicle.		-		36,683
Note payable to Ally, payable in monthly installments of $599 including interest, through December 2015, with interest at 6%, secured by a vehicle.		11,503		18,019
Notes payable to John Deere, payable monthly including interest, secured by equipment		5,135		15,944
Unsecured, non-interest bearing note payable to Colorado Holdings Valley Bank, payable in monthly installments of $5,000, through 2023.		701,570		701,570
Total	$	3,143,445	$	3,301,219

Notes payable owed by Integrated Freight Corporation consisted of the following:

	March 31, 2014		March 31, 2013
Various notes payable with maturity dates ranging from 05/10/10 to 12/28/11.  Interest rates ranging from 4.0% to 18%.  Various warrants issued with an exercise price ranging between $0.10 and $0.50 per share.  Various notes contain a conversion feature allowing the holder to convert the debt into shares of common stock at a strike price between $0.30 and $0.50 per share.	$	1,083,101	$	1,083,101
Note payable to a former related party, with interest at 12.00%, a default judgment has been awarded to the holder, the Company intends to comply with the judgment when funds are available.		45,115		45,115
Note payable to Robins Consulting, payable in quarterly installments of  $60,000, through March 2012 and a final payment of $222,640 on June 30, 2012, with interest at 7.50%, secured by 1,056,300 shares of Integrated Freight Corporation stock		572,500		572,500
Convertible promissory notes with an investment firm, simple interest
of 8%, due in May 2012, convertible at the option of the holder at prices as defined.		151,155		151,155
Original Issue Discount Senior Debenture with an investment firm, due
April 2012, secured by Equipment.		343,200		343,200
Convertible note payable to Wall Street Angel Partners LLC dated August 16, 2012, bearing interest at 8%, with a maturity date of December 31, 2012.		23,000		23,000
Less: unamortized discount on notes payable		-
Totals	$	2,218,071	$	2,218,071

Summary

	IFC		Morris		Smith		Total
Current portion of notes payable  & other	$	2,218,071	$	688,854	$	2,648,451	$	5,555,376
Notes payable, net of current portion		-		1,156,838		494,994		1,651,832
Total as of March 31, 2014	$	2,218,071	$	1,845,692	$	3,143,445	$	7,207,208

Principal maturities of long term debt for the next five years are as follows	Year Ending
March 31,		Total
2014		$	5,555,376
2015			1,079,110
2016			425,736
2017			117,686
2018			29,300
Thereafter			-
			7,207,208

The Company valued the Notes Payable at their face value and calculated the beneficial conversion feature of the warrants using Black Scholes in deriving a discount that is being amortized over the term of the Notes as interest expense using a straight line method.

While there are no defaults of any obligations at the Company’s two subsidiaries, the Company’s parent company has a significant amount of its long-term obligations that are in default.  The Company is currently in negotiation with these debt holders and intends to extend the terms of the maturity dates or convert the debt into equity. See Note 10 -Subsequent Events – for an overview of the results of such negotiations since March 31, 2014.

During the year ended March 31, 2011, the Company entered into convertible notes (the “Agreements”) with an investor (the “Investor”) pursuant to which the Investor purchased an aggregate principal amount of $189,000 (the “Convertible notes”). The convertible notes bear interest at 15% and maturity dates of one year from the date of issuance. The convertible notes, along with other notes from the same investor in previous years are convertible at the option of the holder at any time into shares of common stock, at a conversion price equal to $0.30, which would be approximately 3.3 million shares at March 31, 2014.

During the year ended March 31, 2012, the Company entered into convertible notes with an investor pursuant to which the Investor purchased an aggregate principal amount of $184,000 (the “Convertible notes”). These convertible notes bear interest at 8% (effective rate of 13%) and maturity dates six months from the dates of issuance. The convertible notes are convertible at the option of the holder at any time into shares of common stock, at a conversion price equal to an average of 53% of market. As of March 31, 2014, these notes had a balance of $151,155 and were convertible into approximately 14 million shares as of that date.

The conversion price of the convertible note is subject to full ratchet and anti-dilution adjustment for subsequent lower price issuances by the Company, as well as customary adjustments provisions for stock splits, stock dividends, recapitalizations and the like.

As a result of the convertible note, the Company has determined that the conversion feature of the convertible notes and the warrants issued with the convertible debentures are embedded derivative instruments pursuant to ASC 815-40-05 “Derivatives and Hedging-Contracts in Entity’s Own Equity” and ASC 815-10-05 “Derivatives and Hedging – Overall,” the accounting treatment of these derivative financial instruments requires that the Company record the derivatives at their fair values as of the inception date of the note agreements and at fair value as of each subsequent balance sheet date as a liability. Any change in fair value is recorded as non-operating, non-cash income or expense at each balance sheet date.

The fair value of the derivative liability at March 31, 2014 and March 31, 2013 was $8,874 and $29,580, respectively and are reflected on the Consolidated Balance Sheets.