Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Mar. 31, 2015 | Jul. 09, 2015 | Sep. 30, 2014 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | Truli Media Group, Inc. | ||
Entity Central Index Key | 1,462,223 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --03-31 | ||
Document Type | 10-K | ||
Document Period End Date | Mar. 31, 2015 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,015 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 311,042 | ||
Entity Common Stock, Shares Outstanding | 2,553,990 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Mar. 31, 2015 | Mar. 31, 2014 |
Current Assets | ||
Cash and cash equivalents | $ 13,393 | $ 4,249 |
Total Current Assets | 13,393 | 4,249 |
Total Assets | 13,393 | 4,249 |
Current Liabilities: | ||
Accounts payable and accrued liabilities | 338,935 | 311,089 |
Accrued interest, related party | 92,313 | 49,123 |
Notes payable - officers | 1,428,609 | 673,609 |
Notes payable, other | 82,975 | 82,975 |
Convertible note, net of unamortized debt discount of $0 and $38,881 | 92,500 | $ 780,625 |
Debt settlement payable | 90,000 | |
Derivative liability | 284,033 | $ 2,075,434 |
Total Current Liabilities | 2,409,365 | $ 3,972,855 |
Long-Term Liabilities: | ||
Debt settlement payable | 45,000 | |
Total Liabilities | $ 2,454,365 | $ 3,972,855 |
Commitments and Contingencies | ||
Stockholders' Deficit: | ||
Preferred stock, $0.0001 par value; 10,000,000 shares authorized; no shares issued and outstanding as of March 31, 2015 and 2014 | ||
Common stock, $0.0001 par value; 100,000,000 shares authorized; 2,553,990 and 1,883,033 shares issued and outstanding as of March 31, 2015 and 2014, respectively | $ 255 | $ 188 |
Additional paid in capital | $ 2,569,589 | 2,128,913 |
Common stock to be issued | 16,250 | |
Accumulated deficit | $ (5,010,816) | (6,113,957) |
Total stockholders' deficit | (2,440,972) | (3,968,606) |
Total Liabilities and Stockholders' Deficit | $ 13,393 | $ 4,249 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Mar. 31, 2015 | Mar. 17, 2015 | Mar. 31, 2014 |
Balance Sheets [Abstract] | |||
Convertible note, net of unamortized debt discount | $ 38,881 | ||
Preferred stock, par value | $ 0.0001 | $ 0.001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 5,000,000 | 10,000,000 |
Preferred stock, shares issued | |||
Preferred stock, shares outstanding | |||
Common stock, par value | $ 0.0001 | $ 0.001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 495,000,000 | 100,000,000 |
Common stock, shares issued | 2,553,990 | 1,883,033 | |
Common stock, shares outstanding | 2,553,990 | 1,883,033 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Operating expenses: | ||
Selling, general and administrative | $ 393,258 | $ 1,420,086 |
Total operating expenses | 393,258 | 1,420,086 |
Loss from operations | (393,258) | (1,420,086) |
Other income (expense): | ||
Interest expense | (349,005) | (3,848,094) |
Gain on change in fair value of derivative liability | 1,087,275 | $ 1,576,393 |
Gain on extinguishment of debt | 759,250 | |
Loss on debt conversion | $ (1,121) | $ (791) |
Loss on default | (250,669) | |
Total other income (expense) | $ 1,496,399 | (2,523,161) |
Income (loss) from operations before income taxes | $ 1,103,141 | $ (3,943,247) |
Provision for income taxes | ||
Net income (loss) | $ 1,103,141 | $ (3,943,247) |
Net earnings (loss) per share - basic and diluted | $ 0.47 | $ (2.23) |
Weighted average common shares - basic and diluted | 2,329,775 | 1,767,580 |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity Deficit - USD ($) | Total | Common stock | Common stock to be issued | Additional Paid in Capital | Accumulated Deficit |
Balance at Mar. 31, 2013 | $ (642,646) | $ 167 | $ 1,527,897 | $ (2,170,710) | |
Balance, Shares at Mar. 31, 2013 | 1,673,030 | ||||
Common stock to be issued for services | 16,250 | $ 16,250 | |||
Common stock to be issued for services, shares | 11,938 | ||||
Common stock issued for services | 349,125 | $ 19 | $ 349,106 | ||
Common stock issued for services, shares | 191,985 | ||||
Common stock issued upon debt conversion | 18,019 | $ 2 | 18,017 | ||
Common stock issued upon debt conversion, shares | 18,018 | ||||
Fair value of vested stock options | 33,751 | 33,751 | |||
Fair value of warrant issued for service | 584 | 584 | |||
Extinguished derivative liability | 199,558 | $ 199,558 | |||
Net income (loss) | (3,943,247) | $ (3,943,247) | |||
Balance at Mar. 31, 2014 | (3,968,606) | $ 188 | $ 16,250 | $ 2,128,913 | (6,113,957) |
Balance, Shares at Mar. 31, 2014 | 1,883,033 | 11,938 | |||
Common stock issued in exchange for cancellation of warrants | 360,529 | $ 63 | 360,466 | ||
Common stock issued in exchange for cancellation of warrants, shares | 630,613 | ||||
Common stock issued upon debt conversion | $ 24,000 | $ 4 | $ 23,996 | ||
Common stock issued upon debt conversion, shares | 40,000 | ||||
Adjustment for fractional shares | 344 | ||||
Fair value of vested stock options | $ 9,582 | $ 9,582 | |||
Compensation shares waived | $ (16,250) | 16,250 | |||
Compensation shares waived, shares | (11,938) | ||||
Extinguished derivative liability | $ 30,382 | $ 30,382 | |||
Net income (loss) | 1,103,141 | 1,103,141 | |||
Balance at Mar. 31, 2015 | $ (2,440,972) | $ 255 | $ 2,569,589 | $ (5,010,816) | |
Balance, Shares at Mar. 31, 2015 | 2,553,990 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Cash Flows from Operating Activities | ||
Net income (loss) | $ 1,103,141 | $ (3,943,247) |
Adjustments to reconcile net loss to net cash used in operating activities | ||
Operating expenses incurred by related party on behalf of the Company | 24,903 | |
Operating expenses paid directly through financings | 114,160 | |
Amortization of discount on convertible debt | $ 37,246 | 676,647 |
Equity based compensation expense | 9,582 | 479,359 |
Change in fair market value of derivative liability | (1,087,275) | (1,576,393) |
Loss on excess fair value of derivative liability at inception | 148,373 | 3,063,436 |
Loss on debt conversion | $ 1,121 | 791 |
Loss on default of convertible note | $ 250,669 | |
Gain on forgiveness of debt and default penalty | $ (765,250) | |
Changes in operating assets and liabilities: | ||
Increase in prepaid expenses | $ 77,033 | |
Increase in accounts payable and accrued liabilities | $ 193,543 | 220,091 |
Net cash used in operating activities | $ (359,519) | $ (612,551) |
Cash Flows from Investing Activities | ||
Cash Flows from Financing Activities | ||
Proceeds from notes payable, long term | $ 40,000 | |
Proceeds from notes payable, related party | $ 755,000 | 112,164 |
Proceeds from convertible notes | 503,340 | |
Payments on debt settlement | $ (45,000) | |
Repayments of convertible notes | (341,337) | (40,000) |
Net cash provided by financing activities | 368,663 | 615,504 |
Net increase in cash and cash equivalents | 9,144 | 2,953 |
Cash and Cash Equivalents, beginning of period | 4,249 | 1,296 |
Cash and Cash Equivalents, end of period | $ 13,393 | $ 4,249 |
Supplemental disclosures of cash flow information: | ||
Cash paid during the period for interest | ||
Cash paid during the period for income taxes | ||
Supplemental schedule of non-cash investing and financing activities: | ||
Extinguished derivative liability | $ 852,501 | $ 210,095 |
Common stock issued upon conversion of debt | 24,000 | $ 18,109 |
Debt converted to common stock | 15,000 | |
Derivative liability at inception | 148,375 | $ 2,298,167 |
Common stock issued for cancellation of warrants | 360,529 | |
Compensation shares waived | $ 16,250 | |
Conversion of accrued interest into convertible note payable | $ 1,337 |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | 12 Months Ended |
Mar. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 1 — ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES General Truli Media Group, Inc., headquartered in Beverly Hills, California, is focused on the on-demand media and social networking markets. Truli, with a website and multi-screen platform, has commenced operations as an aggregator of family-friendly, faith-based Christian content, media, music and Internet Protocol Television (“IPTV”) programming. From its inception (October 19, 2011) through the date of these consolidated financial statements, the Company has not generated any revenues and has incurred significant expenses. The Company is in the process of raising additional debt or equity capital to support the completion of its development activities. Consequently, its operations are subject to all the risks and uncertainties inherent in the establishment of a new business enterprise, including failing to secure additional funding to carry out the company’s business plan. Merger and Reverse Stock Split Truli Media Group, Inc. (“Truli OK”), formerly known as SA Recovery Corp., was incorporated on July 28, 2008 in the State of Oklahoma. On March 17, 2015 (“Effective Date”), Truli OK effected a merger with its newly formed wholly-owned subsidiary, Truli Media Group, Inc., a Delaware corporation (“TMG”, “Truli” or, the “Company”) for the purposes of changing its state of incorporation to Delaware (the “Merger”). On the Effective Date, Truli OK also completed a reverse stock split as described below. Prior to the Merger, Truli OK was the sole stockholder of TMG. Upon completion of the Merger, TMG will be the surviving entity. The Merger was effected through an agreement and plan of merger (“Merger Agreement”). The Merger, including the Merger Agreement, was approved by the board of directors of the Company and a majority of the outstanding capital stock pursuant to a written consent of the stockholders. A certificate of merger was filed with both the Oklahoma Secretary of State and the Delaware Secretary of State on February 27, 2015. As a result of the Merger, the Company is subject to the certificate of incorporation and bylaws of TMG and shall be further governed by the Delaware General Corporation Law. On the Effective Date, every fifty shares of Truli OK’s issued and outstanding common stock (“Common Stock”) was converted into one share of TMG common stock (“TMG Stock”) (the “Stock Split”). Every option and right to acquire Truli OK’s Common Stock and every outstanding warrant or right outstanding to purchase Truli OK’s Common Stock was automatically converted into options, warrants and rights to purchase TMG Stock whereby each option, warrant or right to purchase fifty shares of Common Stock was converted into an option, warrant or right to purchase one share of TMG Stock at 5,000% of the applicable exercise, conversion or strike price of such converted securities. The stockholders of the Company received no fractional shares of TMG and instead had every fractional share, option, warrant or right to purchase TMG Stock rounded up to the next whole number. Additionally, all debts and obligations of Truli OK were assumed by TMG. All references to common stock, share and per share amounts have been retroactively restated to reflect the 1:50 reverse stock split as if it had taken place as of the beginning of the earliest period presented. Cash and Cash Equivalents The Company considers all short-term highly liquid investments with a remaining maturity at the date of purchase of three months or less to be cash equivalents. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Income Taxes The Company follows Accounting Standards Codification subtopic 740-10, Income Taxes (“ASC 740-10”) for recording the provision for income taxes. Deferred tax assets and liabilities are computed based upon the difference between the financial statement and income tax basis of assets and liabilities using the enacted marginal tax rate applicable when the related asset or liability is expected to be realized or settled. Deferred income tax expense or benefit are based on the changes in the asset or liability during each period. If available evidence suggests that it is more likely than not that some portion or all of the deferred tax assets will not be realized, a valuation allowance is required to reduce the deferred tax assets to the amount that is more likely than not to be realized. Future changes in such valuation allowance are included in the provision for deferred income taxes in the period of change. Deferred income taxes may arise from temporary differences resulting from income and expense items reported for financial accounting and tax purposes in different periods. Deferred taxes are classified as current or non-current, depending on the classification of assets and liabilities to which they relate. Deferred taxes arising from temporary differences that are not related to an asset or liability are classified as current or non-current depending on the periods in which the temporary differences are expected to reverse and relate primarily to stock based compensation basis differences. As of March 31 2015 and 2014, the Company has provided a 100% valuation against the deferred tax benefits. Earnings (Loss) Per Share The Company follows ASC 260, “Earnings Per Share” for calculating the basic and diluted earnings (loss) per share. Basic earnings (loss) per share are computed by dividing earnings (loss) available to common shareholders by the weighted-average number of common shares outstanding. Diluted earnings (loss) per share is computed similar to basic loss per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. Common share equivalents are excluded from the diluted earnings (loss) per share computation if their effect is anti-dilutive. There were 4,365,824 and 2,897,095 outstanding common share equivalents at March 31, 2015 and 2014, respectively. March 31, March 31, 2015 2014 Options 93,040 74,760 Warrants 358,205 1,378,785 Convertible notes payable 3,914,579 1,443,550 4,365,824 2,897,095 Web-site Development Costs The Company has elected to expense web-site development costs as incurred. Research and Development The Company accounts for research and development costs in accordance with the Accounting Standards Codification subtopic 730-10, Research and Development (“ASC 730-10”). Under ASC 730-10, all research and development costs must be charged to expense as incurred. Accordingly, internal research and development costs are expensed as incurred. Third-party research and developments costs are expensed when the contracted work has been performed or as milestone results have been achieved. Company-sponsored research and development costs related to both present and future products are expensed in the period incurred. Fair Value Accounting Standards Codification subtopic 825-10, Financial Instruments (“ASC 825-10”) requires disclosure of the fair value of certain financial instruments. The carrying amount reported in the consolidated balance sheet for accounts payable and accrued expenses and notes payable approximates fair value because of the immediate or short-term maturity of these financial instruments. Convertible Instruments The Company evaluates and accounts for conversion options embedded in its convertible instruments in accordance with professional standards for “Accounting for Derivative Instruments and Hedging Activities”. Professional standards generally provides three criteria that, if met, require companies to bifurcate conversion options from their host instruments and account for them as free standing derivative financial instruments. These three criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under otherwise applicable generally accepted accounting principles with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument. Professional standards also provide an exception to this rule when the host instrument is deemed to be conventional as defined under professional standards as “The Meaning of “Conventional Convertible Debt Instrument”. The Company accounts for convertible instruments (when it has determined that the embedded conversion options should not be bifurcated from their host instruments) in accordance with professional standards when “Accounting for Convertible Securities with Beneficial Conversion Features,” as those professional standards pertain to “Certain Convertible Instruments.” Accordingly, the Company records, when necessary, discounts to convertible notes for the intrinsic value of conversion options embedded in debt instruments based upon the differences between the fair value of the underlying common stock at the commitment date of the note transaction and the effective conversion price embedded in the note. Debt discounts under these arrangements are amortized over the term of the related debt to their earliest date of redemption. The Company also records when necessary deemed dividends for the intrinsic value of conversion options embedded in preferred shares based upon the differences between the fair value of the underlying common stock at the commitment date of the note transaction and the effective conversion price embedded in the note. ASC 815-40 provides that, among other things, generally, if an event is not within the entity’s control could or require net cash settlement, then the contract shall be classified as an asset or a liability. Stock-Based Compensation The Company utilizes the Black-Scholes option-pricing model to determine fair value of options and warrants granted as stock-based compensation, which requires us to make judgments relating to the inputs required to be included in the model. In this regard, the expected volatility is based on the historical price volatility of the Company’s common stock. The dividend yield represents the Company’s anticipated cash dividend on common stock over the expected life of the stock options. The U.S. Treasury bill rate for the expected life of the stock options is utilized to determine the risk-free interest rate. The expected term of stock options represents the period of time the stock options granted are expected to be outstanding. Recently Issued Accounting Pronouncements ASU 2015-03 In April 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update (“ASU”) No. 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. The amendments in this ASU require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this ASU. The amendments are effective for financial statements issued for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. The amendments are to be applied on a retrospective basis, wherein the balance sheet of each individual period presented is adjusted to reflect the period-specific effects of applying the new guidance. We do not expect the adoption of ASU 2015-03 to have a material effect on our financial position, results of operations or cash flows. ASU 2015-02 In February 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis, which is intended to improve targeted areas of consolidation guidance for legal entities such as limited partnerships, limited liability corporations, and securitization structures (collateralized debt obligations, collateralized loan obligations, and mortgage-backed security transactions). The ASU focuses on the consolidation evaluation for reporting organizations that are required to evaluate whether they should consolidate certain legal entities. In addition to reducing the number of consolidation models from four to two, the new standard simplifies the FASB Accounting Standards Codification and improves current U.S. GAAP by placing more emphasis on risk of loss when determining a controlling financial interest, reducing the frequency of the application of related-party guidance when determining a controlling financial interest in a variable interest entity (“VIE”), and changing consolidation conclusions for companies in several industries that typically make use of limited partnerships or VIEs. The ASU will be effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted, including adoption in an interim period. We do not expect the adoption of ASU 2015-02 to have a material effect on our financial position, results of operations or cash flows. ASU 2015-01 In January 2015, the FASB issued ASU No. 2015-01, “Income Statement - Extraordinary and Unusual Items (Subtopic 225-20): Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items.” This ASU eliminates from U.S. GAAP the concept of extraordinary items. ASU 2015-01 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. A reporting entity may apply the amendments prospectively. We do not expect the adoption of ASU 2015-01 to have a material effect on our financial position, results of operations or cash flows. ASU 2014-17 In November 2014, the FASB issued ASU No. 2014-17, “Business Combinations (Topic 805): Pushdown Accounting.” This ASU provides an acquired entity with an option to apply pushdown accounting in its separate financial statements upon occurrence of an event in which an acquirer obtains control of the acquired entity. An acquired entity may elect the option to apply pushdown accounting in the reporting period in which the change-in-control event occurs. If pushdown accounting is applied to an individual change-in-control event, that election is irrevocable. ASU 2014-17 was effective on November 18, 2014. The adoption of ASU 2014-17 did not have any effect on our financial position, results of operations or cash flows. ASU 2014-16 In November 2014, the FASB issued ASU 2014-16, “Derivatives and Hedging (Topic 815).” ASU 2014-16 addresses whether the host contract in a hybrid financial instrument issued in the form of a share should be accounted for as debt or equity. ASU 2014-16 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. We do not currently have issued, nor are we investors in, hybrid financial instruments. Accordingly, we do not expect the adoption of ASU 2014-16 to have any effect on our financial position, results of operations or cash flows. ASU 2014-15 In August 2014, the FASB issued ASU No. 2014-15, "Presentation of Financial Statements - Going Concern (Subtopic 205-40)". ASU 2014-15 provides guidance related to management's responsibility to evaluate whether there is substantial doubt about an entity's ability to continue as a going concern and to provide related footnote disclosure. ASU 2014-15 is effective for annual periods ending after December 15, 2016, and for interim and annual periods thereafter. Early application is permitted. We do not expect the adoption of ASU 2014-15 to have a material effect on our financial position, results of operations or cash flows. ASU 2014-12 In June 2014, the FASB issued ASU No. 2014-12, “Compensation – Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period.” This ASU requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. ASU 2014-12 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. We do not expect the adoption of ASU 2014-12 to have a material effect on our financial position, results of operations or cash flows. ASU 2014-09 In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606).” ASU 2014-09 affects any entity using U.S. GAAP that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards (e.g., insurance contracts or lease contracts). ASU 2014-09 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. We are still evaluating the effect of the adoption of ASU 2014-09. On April 1, 2015, the FASB voted to propose to defer the effective date of the new revenue recognition standard by one year. ASU 2014-08 In April 2014, the FASB issued ASU No. 2014-08, "Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360) and Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity." ASU 2014-08 amends the definition for what types of asset disposals are to be considered discontinued operations, as well as amending the required disclosures for discontinued operations and assets held for sale. ASU 2014-08 is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2014. The adoption of ASU 2014-08 did not have any effect on our financial position, results of operations or cash flows. The Company has reviewed all other recently issued, but not yet effective, accounting pronouncements and does not expect the future adoption of any such pronouncements to have a significant impact on its results of operations, financial condition or cash flow. |
Notes Payable, Related Party
Notes Payable, Related Party | 12 Months Ended |
Mar. 31, 2015 | |
Notes Payable, Related Party [Abstract] | |
NOTES PAYABLE, RELATED PARTY | NOTE 2 — NOTES PAYABLE, RELATED PARTY The Company’s Founder and Chief Executive Officer has advanced funds to the Company in the form of an unsecured term note, aggregating $1,428,609 and $673,609 payable as of March 31, 2015 and 2014, respectively. The note, which may be increased as additional funds may be loaned to the Company by the Company’s Chief Executive Officer, bears interest at 4% per annum commencing. The Company has charged to operations interest expense of $43,190 and $23,721 for the years ended March 31, 2015 and 2014, respectively. Accrued interest payable is $92,313 and $49,123 at March 31, 2015 and 2014, respectively. The Company is obligated to repay the principal balance of the note along with accrued and unpaid interest payable over 36 months beginning in September 2012. No payments have been made. |
Notes Payable, Other
Notes Payable, Other | 12 Months Ended |
Mar. 31, 2015 | |
Notes Payable, Other / Convertible Notes [Abstract] | |
NOTES PAYABLE, OTHER | NOTE 3 — NOTES PAYABLE, OTHER On December 1, 2012, the Company entered into Unsecured Line of Credit agreement with an investor. Pursuant to the terms of the agreement, the Company promised to pay the sum up to $500,000, or the total sums advanced, together with accrued interest at the rate of 5% per annum from the date of the advance. The notes matured on December 31, 2014 and are currently in default. The Company has issued nine 5% promissory notes to the investor aggregating $82,975 as of March 31, 2015 and 2014. |
Convertible Notes
Convertible Notes | 12 Months Ended |
Mar. 31, 2015 | |
Notes Payable, Other / Convertible Notes [Abstract] | |
CONVERTIBLE NOTES | NOTE 4 — CONVERTIBLE NOTES At March 31, 2015 and 2014 convertible notes and debentures consisted of the following: March 31, 2015 March 31, 2014 Convertible notes payable $ 92,500 $ 819,506 Unamortized debt discount - (38,881 ) Carrying amount $ 92,500 $ 780,625 Debentures issued on July 26, 2013: On July 26, 2013, the Company entered into a securities purchase agreement (the " July 2013 Agreement") with an accredited investor (the "July 2013 Investor") pursuant to which the July 2013 Investor purchased an 8% Convertible Debenture for an aggregate purchase price of $100,000 (the "July 2013 Debenture"). The July 2013 Debenture bore interest at a rate of 8% per annum and was payable upon any principal being converted on any voluntary conversion date (as to that principal amount then being converted) and the earlier of (i) July 26, 2014 or (ii) one business day after the consummation of a Subsequent Financing (as defined and described in the July 2013Agreement). The July 2013 Debenture was convertible at the option of the July 2013 Investor at any time into shares of the Company's common stock at a conversion price equal to sixty-five percent (65%) of the average of the lowest three closing bid prices of the Company's common stock for the ten trading days immediately prior to a voluntary conversion date, subject to adjustment. In connection with the July 2013 Agreement, the July 2013 Investor received a warrant to purchase ten thousand shares of common stock (the “July 2013 Warrant”). The July 2013 Warrant was exercisable for a period of three years from the date of issuance, with an exercise price of $2.00, subject to adjustment. On September 10, 2013, the Company cancelled the July 2013 Debenture, in the principal amount of $100,000, along with related accrued interest of $1,337, and issued a new convertible debenture in the principal amount of $101,337 with fixed conversion price of $1.00 per share as described below under “Debenture issued on September 10, 2013”. Also, the Company cancelled the 10,000 warrants issued with the debenture. Note issued on August 28, 2013: On August 28, 2013, the Company issued an 8% convertible promissory note in the aggregate principal amount of $42,500 to an accredited investor (“August 2013 Note”). The note has a maturity date of May 30, 2014. The note is convertible into shares of our common stock at a conversion price of 55% of the average of the three lowest per share market values during the ten trading days immediately preceding a conversion date. We are currently in default on this convertible note and, accordingly, the Company charged to operations penalty at 50% of unpaid principal and accrued interest on the date of default of $9,886 during the year ended March 31, 2015. The Company is recording interest at 22% from the date of default. During April 2014, $15,000 of principal was converted into 40,000 shares of common stock, with a value of $24,000. The Company recorded a loss on conversion of $1,121 during the year ended March 31, 2015. During March 2014 $10,000 of principal was converted into 18,018 shares of common stock, with a value of $18,019. The Company recorded a loss on conversion of $791 during the year ended March 31, 2014. During the years ended March 31, 2015 and 2014, the Company recorded amortization of debt discount of $5,454 and $32,100, respectively, as interest expense. Debentures issued on September 10, 2013: On September 10, 2013, the Company entered into securities purchase agreements with accredited investors pursuant to which the investors purchased 12% convertible debentures for aggregate gross proceeds of $501,337, which consisted of $400,000 of cash and the exchange and cancellation of an 8% convertible debenture (bearing principal and interest totaling $101,337) (“September 2013 Debentures”). The debentures bear interest at a rate of 12% per annum and their principal amounts were due on September 10, 2014. The September 2013 Debentures are payable upon any principal being converted on any voluntary conversion date (as to that principal amount then being converted). The Company may pay interest due either in cash or, at its option, through an increase in the principal amount of the September 2013 Debentures then outstanding by an amount equal to the interest then due and payable. The September 2013 Debentures were convertible at the option of the investor at any time into shares of the Company’s common stock at a conversion price equal to (i) $1.00, on any conversion date through the date that is one hundred eighty days from September 10, 2013, subject to adjustment and (ii) beginning one hundred eighty one days after September 10, 2013, it shall be equal to the lower of (A) the initial conversion price or (B) 65% of the average of the lowest three closing bid prices of the common stock for the ten trading days immediately prior to a conversion date, subject to adjustment. In connection with the securities purchase agreements and issuance of the September 2013 Debentures, the investors collectively received warrants to purchase an aggregate of 501,337 shares of common stock (“September 2013 Debenture Warrants”). The warrants are exercisable for a period of three years from the date of issuance at an exercise price of $2.50 per share, subject to adjustment. The investors may exercise the warrants on a cashless basis at any time after the date of issuance. In the event the investors exercise the warrants on a cashless basis we will not receive any proceeds. In connection with the above $501,337 of September 2013 Debentures, the Company made certain statements or omissions in the transaction documents that were incorrect as of the date made. Such statements or omissions resulted in an event of default under the terms of the transaction documents and the September 2013 Debentures. Upon such event of default: (i) the principal and accrued interest balance on the debentures increased to 150% of original face value, (ii) the interest rate increased to 18% (commencing 5 days after the event of default), and (iii) the amounts due under the September 2013 Debentures were accelerated and became immediately due and payable. Accordingly, the Company charged to operations loss on default of convertible note of $250,669 during the year ended March 31, 2014 and increased the principal amount of the September 2013 Debentures to $752,006. During March 2014, the Company repaid $40,000 of principal to the debenture holders. During April and May of 2014, the Company repaid $40,000 of principal to the September 2013 Debentures holders. Additionally, $6,000 of penalty was forgiven. On August 7, 2014 we entered into a settlement agreement and release of claims with the holders of our September 2013 Debentures. At the time of settlement, the aggregate outstanding amount due was $780,513. Pursuant to the settlement we paid an initial payment of $301,337. We additionally owe another $180,000 to be paid over 24 monthly payments beginning on October 10, 2014. In the event we default on any payment under this settlement agreement, we would be subject to substantial penalties and interest, which could have a material adverse effect on the Company’s business and financial condition. We have also extinguished the derivative liability associated with the debentures of $452,075. We have recorded a gain of $751,250 as a result of the debt extinguishment during the year ended March 31, 2015. During the year ended March 31, 2015, the Company made payments on the settlement amount aggregating $45,000. Note issued on October 2, 2013: On October 2, 2013, the Company issued an 8% convertible promissory note in the aggregate principal amounts of $32,500 to an accredited investor (“October 2013 Note”). The note has a maturity date of July 5, 2014. The note is convertible into shares of common stock at a conversion price of 55% of the average of the three lowest per share market values during the ten trading days immediately preceding a conversion date. We are currently in default on this convertible note and, accordingly, the Company charged to operations penalty at 50% of unpaid principal and accrued interest on the date of default of $17,233 during the year ended March 31, 2015. The Company is recording interest at 22% from the date of default. During the years ended March 31, 2015 and 2014, the Company amortized debt discount of $11,304 and $21,196, respectively, to current period operations as interest expense. Note issued on November 7, 2013: On November 7, 2013, the Company issued an 8% convertible promissory note in the aggregate principal amount of $42,500 to an accredited investor (“November 2013 Note”). The note has a maturity date of August 12, 2014. The note is convertible into shares of our common stock at a conversion price of 55% of the average of the three lowest per share market values during the ten trading days immediately preceding a conversion date. We are currently in default on this convertible note. This note is in default and accordingly the Company charged to operations penalty at 50% of unpaid principal and accrued interest on the date of default of $22,545 during the year ended March 31, 2015. The Company is recording interest at 22% from the date of default. During the years ended March 31, 2015 and 2014, the Company amortized debt discount of $20,486 and $22,014, respectively, to current period operations as interest expense. |
Derivatives
Derivatives | 12 Months Ended |
Mar. 31, 2015 | |
Derivatives [Abstract] | |
DERIVATIVES | NOTE 5 — DERIVATIVES The Company has identified certain embedded derivatives related to its convertible notes and common stock purchase warrants. Since certain of the notes are convertible into a variable number of shares or have a price reset feature, the conversion features of those debentures are recorded as derivative liabilities. Since the warrants have a price reset feature, they are recorded as derivative liabilities. The accounting treatment of derivative financial instruments requires that the Company record fair value of the derivatives as of the inception date and to adjust to fair value as of each subsequent balance sheet date. The Company has identified certain embedded derivatives related to its convertible notes, debentures and common stock purchase warrants. Since certain of the notes and debentures are convertible into a variable number of shares or have a price reset feature, the conversion features of those debentures are recorded as derivative liabilities. Since the warrants have a price reset feature, they are recorded as derivative liabilities. The accounting treatment of derivative financial instruments requires that the Company record fair value of the derivatives as of the inception date and to adjust to fair value as of each subsequent balance sheet date. July 2013 Debenture (issued on July 26, 2013): The Company identified embedded derivatives related to the July 2013 Debenture. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of the derivatives as of the inception date of the July 2013 Debenture and to adjust the fair value as of each subsequent balance sheet date. At the inception of the July 2013 Debenture, the Company determined a fair value of $155,502 of the embedded derivative. The fair value of the embedded derivative was determined using the Black Scholes Model based on the following assumptions: (1) risk free interest rate of 0.11%; (2) dividend yield of 0%; (3) volatility factor of the expected market price of our common stock of 288%; and (4) an expected life of 1 year. The initial fair value of the embedded debt derivative of $155,502 was allocated as a debt discount up to the proceeds of the debenture ($100,000) with the remainder ($55,502) charged to operations as interest expense during the year ended March 31, 2014. On September 10, 2013, the Company cancelled the July 2013 Debenture in the principal amount of $100,000, along with related accrued interest of $1,337, and issued a debenture in the principal amount of $101,337 with fixed conversion price of $1.00 per share as described above under “Debentures issued on September 10, 2013”. Also, the Company cancelled the 10,000 warrants issued with the debenture. Accordingly, the Company extinguished the derivative liability on this note and reclassified the balance of $155,502 to additional paid in capital. August 2013 Note (issued on August 28, 2013): The Company identified embedded derivatives related to the August 2013 Note. These embedded derivatives included certain conversion features. At the inception of the convertible promissory note, the Company determined a fair value of $69,488 of the embedded derivative. The fair value of the embedded derivative was determined using the Black Scholes Model based on the following assumptions: (1) risk free interest rate of 0.11%; (2) dividend yield of 0%; (3) volatility factor of the expected market price of our common stock of 280%; and (4) an expected life of 0.75 year. The initial fair value of the embedded debt derivative of $69,488 was allocated as a debt discount up to the proceeds of the note ($42,500) with the remainder ($26,988) charged to operations as interest expense. During March 2014, $10,000 of principal was converted into 18,018 shares of common stock. The derivative liability was reduced by $10,537 as a result of this conversion. During the year ended March 31, 2014, we recorded additions to our derivative conversion liabilities related to the conversion feature attributable to interest accrued during the period. These additions aggregated $2,046 which has been charged to interest expense. During the year ended March 31, 2014, the Company recorded $24,809 of income related to the change in the fair value of the derivative. The fair value of the remaining embedded derivative was $36,188 at March 31, 2014, determined using the Black Scholes Model with the following assumptions: (1) risk free interest rate of 0.046%; (2) dividend yield of 0%; (3) volatility factor of the expected market price of our common stock of 254%; and (4) an expected life of 0.17 year. During April 2014, $15,000 of principal was converted into 40,000 shares of common stock. The derivative liability was reduced by $9,515 as a result of this conversion. During the year ended March 31, 2015, we recorded additions to our derivative conversion liabilities related to the conversion feature attributable to interest and penalties accrued during the period. These additions aggregated $15,761 for the year ended March 31, 2015 which has been charged to interest expense. During the year ended March 31, 2015, the Company recorded $10,878 of expense related to the change in the fair value of the derivative. The fair value of the remaining embedded derivative was $53,312 at March 31, 2015, determined using the Black Scholes Model with the following assumptions: (1) risk free interest rate of 0.02%; (2) dividend yield of 0%; (3) volatility factor of the expected market price of our common stock of 484%; and (4) an expected life of three months. September 2013 Debentures (issued on September 10, 2013): The Company identified embedded derivatives related to the September 2013 Debentures, resulting from the price reset features of these instruments. At the inception of the debentures, the Company determined a fair value of $1,086,647 of the embedded derivative. The fair value of the embedded derivative was determined using the Black Scholes Model based on the following assumptions: (1) risk free interest rate of 0.122%; (2) dividend yield of 0%; (3) volatility factor of the expected market price of our common stock of 195%; and (4) an expected life of 1 year. The initial fair value of the embedded debt derivative of $1,086,647 was allocated as a debt discount up to the proceeds of the debentures ($501,337) with the remainder ($585,310) charged to operations as interest expense. During March 2014, the Company repaid $40,000 of principal to the debenture holders. As a result, $44,057 of derivative liability was reclassified to paid-in capital. During the year ended March 31, 2014, the Company recorded $244,273 of income related to the change in the fair value of the derivative. The fair value of the remaining embedded derivative was $798,317 at March 31, 2014, determined using the Black Scholes Model with the following assumptions: (1) risk free interest rate of 0.081%; (2) dividend yield of 0%; (3) volatility factor of the expected market price of our common stock of 288%; and (4) an expected life of 0.4375 year. During April and May 2014, the Company repaid $40,000 of principal to the 12% debenture holders. As a result, $30,382 of derivative liability was reclassified to paid-in capital. On August 7, 2014, we entered into a settlement agreement with the debenture holders and the convertible debentures were extinguished. As a result, $452,075 of derivative liability was also extinguished. During the year ended March 31, 2015, the Company recorded $315,860 of income related to the change in the fair value of the derivative. September 2013 Debenture Warrants (issued on September 10, 2013): The Company issued 501,337 September 2013 Debenture Warrants in conjunction with the September 2013 Debentures. The warrants had an initial exercise price of $2.50 per shares and a term of three years. The Company identified embedded derivatives related to these 501,337 September 2013 Warrants, resulting from the price reset features of these instruments. As a result, we have classified these instruments as derivative liabilities in the financial statements. In connection with the issuance of these warrants, we have recorded a warrant liability of $796,471, with a corresponding charge to interest expense. The value of the warrant liability was determined using the Black-Scholes method based on the following assumptions: (1) risk free interest rate of 0.875%; (2) dividend yield of 0%; (3) volatility factor of the expected market price of our common stock of 171%; and (4) an expected life of 3 years. The warrants issued with the September 2013 Debentures have been adjusted due to the subsequent issuance of debt. As a result, those warrants totaled 1,253,343 with an exercise price of $1.00. The Company has also recorded an expense of $1,416,749 due to the increase in the fair value of the warrants as a result of the modifications. During the year ended March 31, 2014, the Company recorded $1,173,551 of income related to the change in the fair value of the derivative. The fair value of the embedded derivative was $1,039,670 at March 31, 2014, determined using the Black Scholes Model with the following assumptions: (1) risk free interest rate of 0.875%; (2) dividend yield of 0%; (3) volatility factor of the expected market price of our common stock of 228%; and (4) an expected life of 2.438 years. On August 7, 2014, the warrants were cancelled, in exchange for the issuance of 630,613 shares of our common stock. As a result, $360,529 of derivative liability was reclassified to paid-in capital. During the year ended March 31, 2015, the Company recorded $679,141 of income related to the change in the fair value of the derivative. Compensation Warrants (issued on September 10, 2013): During September 2013 the Company granted 50,134 warrants as compensation for consulting services. The warrants had an initial exercise price of $2.50 per shares and a term of three years. The Company identified embedded derivatives related to these 50,134 September 2013 Compensation Warrants, resulting from the price reset features of these instruments. As a result, we have classified these instruments as derivative liabilities in the financial statements. At issue, we have recorded a warrant liability of $79,647, with a corresponding charge to consulting fees. The value of the warrant liability was determined using the Black-Scholes method based on the following assumptions: (1) risk free interest rate of 0.875%; (2) dividend yield of 0%; (3) volatility factor of the expected market price of our common stock of 171%; and (4) an expected life of 3 years. The compensation warrants have been adjusted due to the subsequent issuance of debt. As a result, those warrants totaled 125,334 with an exercise price of $1.00. The Company has recorded an expense of $141,675 due to the increase in the fair value of the warrants as a result of the modifications. During the year ended March 31, 2014, the Company recorded $117,355 of income related to the change in the fair value of the derivative. The fair value of the embedded derivative was $103,967 at March 31, 2014, determined using the Black Scholes Model with the following assumptions: (1) risk free interest rate of 0.875%; (2) dividend yield of 0%; (3) volatility factor of the expected market price of our common stock of 228%; and (4) an expected life of 2.438 years. During the three months ended September 30, 2014, the Company recorded a further adjustment due to the issuance of equity instruments at a price below the exercise price of the warrants. As a result, those warrants now total 358,097 with an exercise price of $0.35. The Company has recorded an expense of $74,485 due to the increase in the fair value of the warrants as a result of the modifications during the year ended March 31, 2015. During the year ended March 31, 2015, the Company recorded $155,966 of income related to the change in the fair value of the derivative. The fair value of the embedded derivative was $22,486 at March 31, 2015, determined using the Black Scholes Model with the following assumptions: (1) risk free interest rate of 0.38%; (2) dividend yield of 0%; (3) volatility factor of the expected market price of our common stock of 266%; and (4) an expected life of 1.44 years. October 2013 Note (issued on October 2, 2013): The Company identified embedded derivatives related to the October 2013 Note. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of the derivatives as of the inception date of the note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the note, the Company determined a fair value of $47,967 of the embedded derivative. The fair value of the embedded derivative was determined using the Black Scholes Model based on the following assumptions: (1) risk free interest rate of 0.08%; (2) dividend yield of 0%; (3) volatility factor of the expected market price of our common stock of 196%; and (4) an expected life of 0.75 year. The initial fair value of the embedded debt derivative of $47,967 was allocated as a debt discount up to the proceeds of the note ($32,500) with remained ($15,467) charged to operations as interest expense. During the year ended March 31, 2014, we recorded additions to our derivative conversion liabilities related to the conversion feature attributable to interest accrued during the period. These additions aggregated $1,473 which has been charged to interest expense. During the year ended March 31, 2014, the Company recorded $10,883 of income related to the change in the fair value of the derivative. The fair value of the described embedded derivative of $38,557 at March 31, 2014 was determined using the Black Scholes Model with the following assumptions: (1) risk free interest rate of 0.046%; (2) dividend yield of 0%; (3) volatility factor of the expected market price of our common stock of 255%; and (4) an expected life of 0.25 year. During the year ended March 31, 2015, we recorded additions to our derivative conversion liabilities related to the conversion feature attributable to interest and penalties accrued during the period. These additions aggregated $26,564 for the year ended March 31, 2015, respectively, which has been charged to interest expense. During the year ended March 31, 2015, the Company recorded $26,112 of expense related to the change in the fair value of the derivative. The fair value of the described embedded derivative of $91,233 at March 31, 2015 was determined using the Black Scholes Model with the following assumptions: (1) risk free interest rate of 0.02%; (2) dividend yield of 0%; (3) volatility factor of the expected market price of our common stock of 484%; and (4) an expected life of three months. November 2013 Note (issued on November 7, 2013): The Company identified embedded derivatives related to the November 2013 Note. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of the derivatives as of the inception date of the note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the note, the Company determined a fair value of $62,445 of the embedded derivative. The fair value of the embedded derivative was determined using the Black Scholes Model based on the following assumptions: (1) risk free interest rate of 0.10%; (2) dividend yield of 0%; (3) volatility factor of the expected market price of our common stock of 193%; and (4) an expected life of 0.75 year. The initial fair value of the embedded debt derivative of $62,445 was allocated as a debt discount up to the proceeds of the note ($42,500) with remained ($19,945) charged to operations as interest expense. During the year ended March 31, 2014, we recorded additions to our derivative conversion liabilities related to the conversion feature attributable to interest accrued during the period. These additions aggregated $1,812 which has been charged to interest expense. During the year ended March 31, 2014, the Company recorded $5,522 of income related to the change in the fair value of the derivative. The fair value of the described embedded derivative of $58,735 at March 31, 2014 was determined using the Black Scholes Model with the following assumptions: (1) risk free interest rate of 0.066%; (2) dividend yield of 0%; (3) volatility factor of the expected market price of our common stock of 296%; and (4) an expected life of 0.375 year. During the year ended March 31, 2015, we recorded additions to our derivative conversion liabilities related to the conversion feature attributable to interest and penalties accrued during the period. These additions aggregated $31,563 for the year ended March 31, 2015, which has been charged to interest expense. During the year ended March 31, 2015, the Company recorded $26,704 of expense, related to the change in the fair value of the derivative. The fair value of the described embedded derivative of $117,002 at March 31, 2015 was determined using the Black Scholes Model with the following assumptions: (1) risk free interest rate of 0.02%; (2) dividend yield of 0%; (3) volatility factor of the expected market price of our common stock of 484%; and (4) an expected life of three months. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Mar. 31, 2015 | |
Fair Value of Financial Instruments [Abstract] | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | NOTE 6 — FAIR VALUE OF FINANCIAL INSTRUMENTS ASC 825-10 defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact and considers assumptions that market participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of nonperformance. ASC 825-10 establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 825-10 establishes three levels of inputs that may be used to measure fair value: Level 1 - Quoted prices in active markets for identical assets or liabilities. Level 2 - Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 - Unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement is disclosed is determined based on the lowest level input that is significant to the fair value measurement. Items recorded or measured at fair value on a recurring basis in the accompanying consolidated financial statements consisted of the following items as of March 31, 2015: Fair Value Measurements at March 31, 2015 using: March 31, 2015 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs Significant Unobservable Inputs (Level 3) Liabilities: Debt and Warrant Derivative Liabilities $ 284,033 - - $ 284,033 The debt derivative liabilities is measured at fair value using quoted market prices and estimated volatility factors based on historical prices for the Company’s common stock and are classified within Level 3 of the valuation hierarchy. The following table provides a summary of changes in fair value of the Company’s Level 3 derivative liabilities for the years ended March 31, 2015 and 2014: March 31, March 31, 2015 2014 Balance, beginning of year $ 2,075,434 $ - Additions 148,375 3,861,922 Extinguished derivative liability (852,501 ) (210,095 ) Change in fair value of derivative liabilities (1,087,275 ) (1,576,393 ) $ 284,033 $ 2,075,434 |
Going Concern
Going Concern | 12 Months Ended |
Mar. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GOING CONCERN | NOTE 7 — GOING CONCERN The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has not yet established any sources of revenue to cover its operating expenses. The Company has not generated any revenue for the period from October 19, 2011 (date of inception) through March 31, 2015. The Company has recurring net losses, an accumulated deficit of $5,010,816 and a working capital deficit (current liabilities exceeded current assets) at March 31, 2015 of $2,395,972. Additionally, the current development stage of the company and current economic conditions create significant challenges to attaining sufficient funding for the company to continue as a going concern. The Company’s ability to continue existence is dependent upon commencing its planned operations, management’s ability to develop and achieve profitable operations and/or upon obtaining additional financing to carry out its planned business. The Company intends to fund its business development, acquisition endeavors and operations through equity and debt financing arrangements. The Company is dependent upon its majority shareholder and founder to provide financing for working capital purposes. However, there can be no assurance that these arrangements will be sufficient to fund its ongoing capital expenditures, working capital, and other cash requirements. The outcome of these matters cannot be predicted at this time. These matters raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments that might necessary should the Company be unable to continue as a going concern. |
Shareholders Equity and Control
Shareholders Equity and Control | 12 Months Ended |
Mar. 31, 2015 | |
Shareholders Equity and Control [Abstract] | |
SHAREHOLDERS EQUITY AND CONTROL | NOTE 8 — SHAREHOLDERS EQUITY AND CONTROL Common stock The Company is authorized to issue 100,000,000 shares of common stock, par value $0.0001 per share. As of March 31, 2015 and 2014 the Company had 2,553,990 and 1,883,033 shares of common stock issued and outstanding, respectively. Prior to merger with Truli Delaware on March 17, 2015, Truli OK was authorized to issue 495,000,000 shares of common stock, par value $0.001 per share. On March 17, 2015, the Company completed a one-for-fifty reverse split of its common stock. All references to common stock, share and per share amounts have been retroactively restated to reflect the 1:50 reverse stock split as if it had taken place as of the beginning of the earliest period presented. During April 2014, an aggregate of $15,000 of principal related to the August 2013 Note was converted into 40,000 shares of common stock valued at $24,000. On August 7, 2014 we issued 630,613 shares of our common stock in exchange for the cancellation of the 1,253,343 September 2013 Debenture Warrants described in Notes 4 and 5. As a result, $360,529 of derivative liability was reclassified to paid-in capital. During the year ended March 31, 2014, the Company issued 191,985 shares of its common stock for services valued at $349,125. During March 2014 the Company issued 18,018 shares of common stock, valued at $18,019, upon conversion of $10,000 of debt. Preferred stock The Company is authorized to issue 10,000,000 shares of $0.0001 par value preferred stock. As of March 31, 2015 and 2014, the Company has no shares of preferred stock issued and outstanding. Prior to merger with Truli Delaware on March 17, 2015, Truli OK was authorized to issue 5,000,000 shares of common stock, par value $0.001 per share. Stock Options During August and September 2014 we granted a total of 16,000 stock options to two consultants and a director. Of these grants, 11,000 options vested upon grant and 5,000 vested over a six week period. The options have a weighted average exercise price of $0.40 and a weighted average life of 3.52 years. We have recorded an expense of $5,010 related to these options determined using the Black Scholes Model with the following weighted average assumptions: (1) risk free interest rate of 0.875-1.625%; (2) dividend yield of 0%; (3) volatility factor of the expected market price of our common stock of 184-210%; and (4) an expected life of 3.52 years. During October 2014 we granted a total of 3,000 stock options to two consultants. These options vested upon grant. The options have an exercise price of $0.50 and a life of 3 years. We have recorded an expense of $794 related to these options determined using the Black Scholes Model with the following assumptions: (1) risk free interest rate of 0.875%; (2) dividend yield of 0%; (3) volatility factor of the expected market price of our common stock of 210-211%; and (4) an expected life of 3 years. Common stock to be issued During the year ended March 31, 2014, the Company charged to operations $16,250 as fair value of 11,938 common shares to be issued to a consultant for services rendered. During the year ended March 31, 2015, the consultant waived any claim on the shares, pursuant to a debt settlement agreement. As a result, $16,250 was reclassified to additional paid in capital. |
Stock Options and Warrants
Stock Options and Warrants | 12 Months Ended |
Mar. 31, 2015 | |
Stock Options and Warrants [Abstract] | |
STOCK OPTIONS AND WARRANTS | NOTE 9 — STOCK OPTIONS AND WARRANTS Stock options The following table summarizes the changes in options outstanding and the related exercise prices for the shares of the Company’s common stock issued to employees and consultants at March 31, 2015: Options Outstanding Options Exercisable Exercise Prices ($) Number Outstanding Weighted Average Remaining Contractual Life (Years) Weighted Average Exercise Price ($) Number Exercisable Weighted Average Exercise Price $ 0.35 - 0.50 19,000 2.94 $ 0.41 19,000 $ 0.41 $ 8.50 74,040 2.72 $ 8.50 74,040 $ 8.50 The stock option activity for the two years ended March 31, 2015 is as follows: Options Outstanding Weighted Average Exercise Price Outstanding at March 31, 2013 74,760 $ 8.50 Granted - - Exercised - - Expired or canceled - - Outstanding at March 31, 2014 74,760 8.50 Granted 19,000 0.41 Exercised - - Expired or canceled (720 ) 8.50 Outstanding at March 31, 2015 93,040 $ 6.85 Warrants The following table summarizes the warrants outstanding and the related exercise prices for the shares of the Company’s common stock at March 31, 2015: Exercise Price Number Outstanding Warrants Outstanding Weighted Average Remaining Contractual Life (years) Weighted Average Exercise Number Exercisable Warrants Exercisable Weighted Average Exercise $ 0.35-0.50 358,205 1.4 $ 0.35 358,205 $ 0.35 Warrant activity for the two years ended March 31, 2015 is as follows: Number of Shares Weighted Average Price Per Share Outstanding at March 31, 2013 - $ - Issued 561,579 2.50 Modifications 827,206 1.00 Exercised - - Expired or cancelled (10,000 ) 2.00 Outstanding at March 31, 2014 1,378,785 1.00 Issued - - Modifications 232,763 0.35 Exercised - - Expired or cancelled (1,253,343 ) (1.00 ) Outstanding at March 31, 2015 358,205 $ 0.35 |
Accounts Payable and Accrued Li
Accounts Payable and Accrued Liabilities | 12 Months Ended |
Mar. 31, 2015 | |
Accounts Payable and Accrued Liabilities [Abstract] | |
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES | NOTE 10 — ACCOUNTS PAYABLE AND ACCRUED LIABILITIES As of March 31, 2015 and 2014, accounts payable and accrued liabilities for the period ending are comprised of the following: March 31, March 31, 2015 2014 Legal and professional fees payable $ 148,373 $ 133,534 Consulting fees payable 38,500 52,500 Accrued interest 87,975 82,551 Other payables 64,087 42,504 $ 338,935 $ 311,089 |
Income Taxes
Income Taxes | 12 Months Ended |
Mar. 31, 2015 | |
Income Taxes [Abstract] | |
INCOME TAXES | NOTE 11 — INCOME TAXES The Company has had losses to date, and therefore has paid no income taxes. There is no temporary timing difference in the recognition of income and expenses for financial reporting and tax purposes, and there is no permanent difference. The Company follows Accounting Standards Codification subtopic 740-10, Income Taxes (“ASC 740-10”) which requires the recognition of deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statement or tax returns. Under this method, deferred tax liabilities and assets are determined based on the difference between financial statements and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Temporary differences between taxable income reported for financial reporting purposes and income tax purposes include, but not limited to, accounting for intangibles, debt discounts associated with convertible debt, equity based compensation and depreciation and amortization. At March 31, 2015, the Company has available for federal income tax purposes a net operating loss carry forward of approximately $3,218,000, which expire in the year 2035, that may be used to offset future taxable income. The Company has provided a valuation reserve against the full amount of the net operating loss benefit, since in the opinion of management based upon the earnings history of the Company; it is more likely than not that the benefits will not be realized. Based upon the change in ownership rules under section 382 of the Internal Revenue Code of 1986, if in the future the Company issues common stock or additional equity instruments convertible in common shares which result in an ownership change exceeding the 50% limitation threshold imposed by that section, all of the Company’s net operating losses carry forwards may be significantly limited as to the amount of use in a particular years. All or portion of the remaining valuation allowance may be reduced in future years based on an assessment of earnings sufficient to fully utilize these potential tax benefits. At March 31, 2015 and 2014, the significant components of the deferred tax assets (liabilities) are summarized below: 2015 2014 Deferred tax assets: Net operating loss carryover $ 1,311,000 $ 1,086,000 Valuation allowance (1,311,000 ) (1,086,000 ) Net deferred tax assets $ - $ - Statutory federal income tax rate (35 )% (35 )% State income taxes, net of federal taxes (6 )% (6 )% Valuation allowance 41 % 41 % Effective income tax rate 0 % 0 % The Company has not filed its tax returns for prior years and is in the process of bringing its filings current. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Mar. 31, 2015 | |
Commitments and Contingencies [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 12 — COMMITMENTS AND CONTINGENCIES The Company is subject to legal proceedings and claims from time to time which arise in the ordinary course of its business. Although occasional adverse decisions or settlements may occur, the Company believes that the final disposition of such matters should not have a material adverse effect on its consolidated financial position, results of operations or liquidity. |
Organization and Summary of S19
Organization and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Mar. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
General | General Truli Media Group, Inc., headquartered in Beverly Hills, California, is focused on the on-demand media and social networking markets. Truli, with a website and multi-screen platform, has commenced operations as an aggregator of family-friendly, faith-based Christian content, media, music and Internet Protocol Television (“IPTV”) programming. From its inception (October 19, 2011) through the date of these consolidated financial statements, the Company has not generated any revenues and has incurred significant expenses. The Company is in the process of raising additional debt or equity capital to support the completion of its development activities. Consequently, its operations are subject to all the risks and uncertainties inherent in the establishment of a new business enterprise, including failing to secure additional funding to carry out the company’s business plan. |
Merger and Reverse Stock Split | Merger and Reverse Stock Split Truli Media Group, Inc. (“Truli OK”), formerly known as SA Recovery Corp., was incorporated on July 28, 2008 in the State of Oklahoma. On March 17, 2015 (“Effective Date”), Truli OK effected a merger with its newly formed wholly-owned subsidiary, Truli Media Group, Inc., a Delaware corporation (“TMG”, “Truli” or, the “Company”) for the purposes of changing its state of incorporation to Delaware (the “Merger”). On the Effective Date, Truli OK also completed a reverse stock split as described below. Prior to the Merger, Truli OK was the sole stockholder of TMG. Upon completion of the Merger, TMG will be the surviving entity. The Merger was effected through an agreement and plan of merger (“Merger Agreement”). The Merger, including the Merger Agreement, was approved by the board of directors of the Company and a majority of the outstanding capital stock pursuant to a written consent of the stockholders. A certificate of merger was filed with both the Oklahoma Secretary of State and the Delaware Secretary of State on February 27, 2015. As a result of the Merger, the Company is subject to the certificate of incorporation and bylaws of TMG and shall be further governed by the Delaware General Corporation Law. On the Effective Date, every fifty shares of Truli OK’s issued and outstanding common stock (“Common Stock”) was converted into one share of TMG common stock (“TMG Stock”) (the “Stock Split”). Every option and right to acquire Truli OK’s Common Stock and every outstanding warrant or right outstanding to purchase Truli OK’s Common Stock was automatically converted into options, warrants and rights to purchase TMG Stock whereby each option, warrant or right to purchase fifty shares of Common Stock was converted into an option, warrant or right to purchase one share of TMG Stock at 5,000% of the applicable exercise, conversion or strike price of such converted securities. The stockholders of the Company received no fractional shares of TMG and instead had every fractional share, option, warrant or right to purchase TMG Stock rounded up to the next whole number. Additionally, all debts and obligations of Truli OK were assumed by TMG. All references to common stock, share and per share amounts have been retroactively restated to reflect the 1:50 reverse stock split as if it had taken place as of the beginning of the earliest period presented. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all short-term highly liquid investments with a remaining maturity at the date of purchase of three months or less to be cash equivalents. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. |
Income Taxes | Income Taxes The Company follows Accounting Standards Codification subtopic 740-10, Income Taxes (“ASC 740-10”) for recording the provision for income taxes. Deferred tax assets and liabilities are computed based upon the difference between the financial statement and income tax basis of assets and liabilities using the enacted marginal tax rate applicable when the related asset or liability is expected to be realized or settled. Deferred income tax expense or benefit are based on the changes in the asset or liability during each period. If available evidence suggests that it is more likely than not that some portion or all of the deferred tax assets will not be realized, a valuation allowance is required to reduce the deferred tax assets to the amount that is more likely than not to be realized. Future changes in such valuation allowance are included in the provision for deferred income taxes in the period of change. Deferred income taxes may arise from temporary differences resulting from income and expense items reported for financial accounting and tax purposes in different periods. Deferred taxes are classified as current or non-current, depending on the classification of assets and liabilities to which they relate. Deferred taxes arising from temporary differences that are not related to an asset or liability are classified as current or non-current depending on the periods in which the temporary differences are expected to reverse and relate primarily to stock based compensation basis differences. As of March 31 2015 and 2014, the Company has provided a 100% valuation against the deferred tax benefits. |
Earnings (Loss) Per Share | Earnings (Loss) Per Share The Company follows ASC 260, “Earnings Per Share” for calculating the basic and diluted earnings (loss) per share. Basic earnings (loss) per share are computed by dividing earnings (loss) available to common shareholders by the weighted-average number of common shares outstanding. Diluted earnings (loss) per share is computed similar to basic loss per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. Common share equivalents are excluded from the diluted earnings (loss) per share computation if their effect is anti-dilutive. There were 4,365,824 and 2,897,095 outstanding common share equivalents at March 31, 2015 and 2014, respectively. March 31, March 31, 2015 2014 Options 93,040 74,760 Warrants 358,205 1,378,785 Convertible notes payable 3,914,579 1,443,550 4,365,824 2,897,095 |
Web-site Development Costs | Web-site Development Costs The Company has elected to expense web-site development costs as incurred. |
Research and Development | Research and Development The Company accounts for research and development costs in accordance with the Accounting Standards Codification subtopic 730-10, Research and Development (“ASC 730-10”). Under ASC 730-10, all research and development costs must be charged to expense as incurred. Accordingly, internal research and development costs are expensed as incurred. Third-party research and developments costs are expensed when the contracted work has been performed or as milestone results have been achieved. Company-sponsored research and development costs related to both present and future products are expensed in the period incurred. |
Fair Value | Fair Value Accounting Standards Codification subtopic 825-10, Financial Instruments (“ASC 825-10”) requires disclosure of the fair value of certain financial instruments. The carrying amount reported in the consolidated balance sheet for accounts payable and accrued expenses and notes payable approximates fair value because of the immediate or short-term maturity of these financial instruments. |
Convertible Instruments | Convertible Instruments The Company evaluates and accounts for conversion options embedded in its convertible instruments in accordance with professional standards for “Accounting for Derivative Instruments and Hedging Activities”. Professional standards generally provides three criteria that, if met, require companies to bifurcate conversion options from their host instruments and account for them as free standing derivative financial instruments. These three criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under otherwise applicable generally accepted accounting principles with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument. Professional standards also provide an exception to this rule when the host instrument is deemed to be conventional as defined under professional standards as “The Meaning of “Conventional Convertible Debt Instrument”. The Company accounts for convertible instruments (when it has determined that the embedded conversion options should not be bifurcated from their host instruments) in accordance with professional standards when “Accounting for Convertible Securities with Beneficial Conversion Features,” as those professional standards pertain to “Certain Convertible Instruments.” Accordingly, the Company records, when necessary, discounts to convertible notes for the intrinsic value of conversion options embedded in debt instruments based upon the differences between the fair value of the underlying common stock at the commitment date of the note transaction and the effective conversion price embedded in the note. Debt discounts under these arrangements are amortized over the term of the related debt to their earliest date of redemption. The Company also records when necessary deemed dividends for the intrinsic value of conversion options embedded in preferred shares based upon the differences between the fair value of the underlying common stock at the commitment date of the note transaction and the effective conversion price embedded in the note. ASC 815-40 provides that, among other things, generally, if an event is not within the entity’s control could or require net cash settlement, then the contract shall be classified as an asset or a liability. |
Stock-Based Compensation | Stock-Based Compensation The Company utilizes the Black-Scholes option-pricing model to determine fair value of options and warrants granted as stock-based compensation, which requires us to make judgments relating to the inputs required to be included in the model. In this regard, the expected volatility is based on the historical price volatility of the Company’s common stock. The dividend yield represents the Company’s anticipated cash dividend on common stock over the expected life of the stock options. The U.S. Treasury bill rate for the expected life of the stock options is utilized to determine the risk-free interest rate. The expected term of stock options represents the period of time the stock options granted are expected to be outstanding. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements ASU 2015-03 In April 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update (“ASU”) No. 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. The amendments in this ASU require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this ASU. The amendments are effective for financial statements issued for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. The amendments are to be applied on a retrospective basis, wherein the balance sheet of each individual period presented is adjusted to reflect the period-specific effects of applying the new guidance. We do not expect the adoption of ASU 2015-03 to have a material effect on our financial position, results of operations or cash flows. ASU 2015-02 In February 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis, which is intended to improve targeted areas of consolidation guidance for legal entities such as limited partnerships, limited liability corporations, and securitization structures (collateralized debt obligations, collateralized loan obligations, and mortgage-backed security transactions). The ASU focuses on the consolidation evaluation for reporting organizations that are required to evaluate whether they should consolidate certain legal entities. In addition to reducing the number of consolidation models from four to two, the new standard simplifies the FASB Accounting Standards Codification and improves current U.S. GAAP by placing more emphasis on risk of loss when determining a controlling financial interest, reducing the frequency of the application of related-party guidance when determining a controlling financial interest in a variable interest entity (“VIE”), and changing consolidation conclusions for companies in several industries that typically make use of limited partnerships or VIEs. The ASU will be effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted, including adoption in an interim period. We do not expect the adoption of ASU 2015-02 to have a material effect on our financial position, results of operations or cash flows. ASU 2015-01 In January 2015, the FASB issued ASU No. 2015-01, “Income Statement - Extraordinary and Unusual Items (Subtopic 225-20): Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items.” This ASU eliminates from U.S. GAAP the concept of extraordinary items. ASU 2015-01 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. A reporting entity may apply the amendments prospectively. We do not expect the adoption of ASU 2015-01 to have a material effect on our financial position, results of operations or cash flows. ASU 2014-17 In November 2014, the FASB issued ASU No. 2014-17, “Business Combinations (Topic 805): Pushdown Accounting.” This ASU provides an acquired entity with an option to apply pushdown accounting in its separate financial statements upon occurrence of an event in which an acquirer obtains control of the acquired entity. An acquired entity may elect the option to apply pushdown accounting in the reporting period in which the change-in-control event occurs. If pushdown accounting is applied to an individual change-in-control event, that election is irrevocable. ASU 2014-17 was effective on November 18, 2014. The adoption of ASU 2014-17 did not have any effect on our financial position, results of operations or cash flows. ASU 2014-16 In November 2014, the FASB issued ASU 2014-16, “Derivatives and Hedging (Topic 815).” ASU 2014-16 addresses whether the host contract in a hybrid financial instrument issued in the form of a share should be accounted for as debt or equity. ASU 2014-16 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. We do not currently have issued, nor are we investors in, hybrid financial instruments. Accordingly, we do not expect the adoption of ASU 2014-16 to have any effect on our financial position, results of operations or cash flows. ASU 2014-15 In August 2014, the FASB issued ASU No. 2014-15, "Presentation of Financial Statements - Going Concern (Subtopic 205-40)". ASU 2014-15 provides guidance related to management's responsibility to evaluate whether there is substantial doubt about an entity's ability to continue as a going concern and to provide related footnote disclosure. ASU 2014-15 is effective for annual periods ending after December 15, 2016, and for interim and annual periods thereafter. Early application is permitted. We do not expect the adoption of ASU 2014-15 to have a material effect on our financial position, results of operations or cash flows. ASU 2014-12 In June 2014, the FASB issued ASU No. 2014-12, “Compensation – Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period.” This ASU requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. ASU 2014-12 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. We do not expect the adoption of ASU 2014-12 to have a material effect on our financial position, results of operations or cash flows. ASU 2014-09 In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606).” ASU 2014-09 affects any entity using U.S. GAAP that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards (e.g., insurance contracts or lease contracts). ASU 2014-09 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. We are still evaluating the effect of the adoption of ASU 2014-09. On April 1, 2015, the FASB voted to propose to defer the effective date of the new revenue recognition standard by one year. ASU 2014-08 In April 2014, the FASB issued ASU No. 2014-08, "Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360) and Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity." ASU 2014-08 amends the definition for what types of asset disposals are to be considered discontinued operations, as well as amending the required disclosures for discontinued operations and assets held for sale. ASU 2014-08 is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2014. The adoption of ASU 2014-08 did not have any effect on our financial position, results of operations or cash flows. The Company has reviewed all other recently issued, but not yet effective, accounting pronouncements and does not expect the future adoption of any such pronouncements to have a significant impact on its results of operations, financial condition or cash flow. |
Organization and Summary of S20
Organization and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Mar. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Earnings (Loss) Per Share | March 31, March 31, 2015 2014 Options 93,040 74,760 Warrants 358,205 1,378,785 Convertible notes payable 3,914,579 1,443,550 4,365,824 2,897,095 |
Convertible Notes (Tables)
Convertible Notes (Tables) | 12 Months Ended |
Mar. 31, 2015 | |
Notes Payable, Other / Convertible Notes [Abstract] | |
Schedule of convertible notes | March 31, 2015 March 31, 2014 Convertible notes payable $ 92,500 $ 819,506 Unamortized debt discount - (38,881 ) Carrying amount $ 92,500 $ 780,625 |
Fair Value of Financial Instr22
Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Mar. 31, 2015 | |
Fair Value of Financial Instruments [Abstract] | |
Schedule of fair value of on recurring basis in the accompanying financial statement | Fair Value Measurements at March 31, 2015 using: March 31, 2015 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs Significant Unobservable Inputs (Level 3) Liabilities: Debt and Warrant Derivative Liabilities $ 284,033 - - $ 284,033 |
Schedule of fair value of financial liabilities | March 31, March 31, 2015 2014 Balance, beginning of year $ 2,075,434 $ - Additions 148,375 3,861,922 Extinguished derivative liability (852,501 ) (210,095 ) Change in fair value of derivative liabilities (1,087,275 ) (1,576,393 ) $ 284,033 $ 2,075,434 |
Stock Options and Warrants (Tab
Stock Options and Warrants (Tables) | 12 Months Ended |
Mar. 31, 2015 | |
Stock Options and Warrants [Abstract] | |
Summary of the changes in options outstanding and related prices for shares of company's common stock issued to employees and consultants under stock option plan | Options Outstanding Options Exercisable Exercise Prices ($) Number Outstanding Weighted Average Remaining Contractual Life (Years) Weighted Average Exercise Price ($) Number Exercisable Weighted Average Exercise Price $ 0.35 - 0.50 19,000 2.94 $ 0.41 19,000 $ 0.41 $ 8.50 74,040 2.72 $ 8.50 74,040 $ 8.50 |
Summary of stock option activity | Options Outstanding Weighted Average Exercise Price Outstanding at March 31, 2013 74,760 $ 8.50 Granted - - Exercised - - Expired or canceled - - Outstanding at March 31, 2014 74,760 8.50 Granted 19,000 0.41 Exercised - - Expired or canceled (720 ) 8.50 Outstanding at March 31, 2015 93,040 $ 6.85 |
Schedule of changes in warrants outstanding | Exercise Price Number Outstanding Warrants Outstanding Weighted Average Remaining Contractual Life (years) Weighted Average Exercise Number Exercisable Warrants Exercisable Weighted Average Exercise $ 0.35-0.50 358,205 1.4 $ 0.35 358,205 $ 0.35 |
Schedule of warrants issuance activity | Number of Shares Weighted Average Price Per Share Outstanding at March 31, 2013 - $ - Issued 561,579 2.50 Modifications 827,206 1.00 Exercised - - Expired or cancelled (10,000 ) 2.00 Outstanding at March 31, 2014 1,378,785 1.00 Issued - - Modifications 232,763 0.35 Exercised - - Expired or cancelled (1,253,343 ) (1.00 ) Outstanding at March 31, 2015 358,205 $ 0.35 |
Accounts Payable and Accrued 24
Accounts Payable and Accrued Liabilities (Tables) | 12 Months Ended |
Mar. 31, 2015 | |
Accounts Payable and Accrued Liabilities [Abstract] | |
Summary of accounts payable and accrued liabilities | March 31, March 31, 2015 2014 Legal and professional fees payable $ 148,373 $ 133,534 Consulting fees payable 38,500 52,500 Accrued interest 87,975 82,551 Other payables 64,087 42,504 $ 338,935 $ 311,089 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Mar. 31, 2015 | |
Income Taxes [Abstract] | |
Schedule of deferred tax assets (liabilities) | 2015 2014 Deferred tax assets: Net operating loss carryover $ 1,311,000 $ 1,086,000 Valuation allowance (1,311,000 ) (1,086,000 ) Net deferred tax assets $ - $ - Statutory federal income tax rate (35 )% (35 )% State income taxes, net of federal taxes (6 )% (6 )% Valuation allowance 41 % 41 % Effective income tax rate 0 % 0 % |
Organization and Summary of S26
Organization and Summary of Significant Accounting Policies (Details) - shares | 12 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Common shares equivalents, outstanding | 4,365,824 | 2,897,095 |
Convertible notes payable [Member] | ||
Common shares equivalents, outstanding | 3,914,579 | 1,443,550 |
Warrants [Member] | ||
Common shares equivalents, outstanding | 358,205 | 1,378,785 |
Options [Member] | ||
Common shares equivalents, outstanding | 93,040 | 74,760 |
Organization and Summary of S27
Organization and Summary of Significant Accounting Policies (Details Textual) - shares | 1 Months Ended | 12 Months Ended | |
Mar. 17, 2015 | Mar. 31, 2015 | Mar. 31, 2014 | |
Organization and Summary of Significant Accounting Policies (Textual) | |||
Percentage of valuation against deferred tax benefits | 100.00% | 100.00% | |
Common shares equivalents, outstanding | 4,365,824 | 2,897,095 | |
Reverse Stock Split, Description | Every option and right to acquire Truli OK's Common Stock and every outstanding warrant or right outstanding to purchase Truli OK's Common Stock was automatically converted into options, warrants and rights to purchase TMG Stock whereby each option, warrant or right to purchase fifty shares of Common Stock will be converted into an option, warrant or right to purchase one share of TMG Stock at 5,000% of the of the exercise, conversion or strike price of such converted options, warrants and rights. The stockholders of the Company will receive no fractional shares of TMG and shall instead have every fractional share, option, warrant or right to purchase TMG Stock rounded up to the next whole number. Additionally, all debts and obligations of Truli OK will be assumed by TMG. | ||
Common Stock [Member] | |||
Organization and Summary of Significant Accounting Policies (Textual) | |||
Stock split description | 1:50 |
Notes Payable, Related Party (D
Notes Payable, Related Party (Details) - USD ($) | 12 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Notes Payable, Related Party (Textual) | ||
Unsecured note payable to officers | $ 1,428,609 | $ 673,609 |
Operations interest expense | 43,190 | 23,721 |
Accrued interest, related party | $ 92,313 | $ 49,123 |
Notes Payable [Member] | ||
Notes Payable, Related Party (Textual) | ||
Stated Interest rate | 4.00% | |
Debt repayment schedule description | 36 months beginning in September 2012. |
Notes Payable, Other (Details)
Notes Payable, Other (Details) - USD ($) | Dec. 01, 2012 | Mar. 31, 2015 | Mar. 31, 2014 |
Notes Payable Long Term (Textual) | |||
Notes payable to investor | $ 82,975 | $ 82,975 | |
Unsecured line of credit agreement [Member] | |||
Notes Payable Long Term (Textual) | |||
Maximum amount promised to pay by company | $ 500,000 | ||
Accrued interest rate | 5.00% | ||
Debt instrument maturity date | Dec. 31, 2014 | ||
Promissory Note [Member] | |||
Notes Payable Long Term (Textual) | |||
Interest rate | 5.00% |
Convertible Notes (Details)
Convertible Notes (Details) - USD ($) | Mar. 31, 2015 | Mar. 31, 2014 |
Notes Payable, Other / Convertible Notes [Abstract] | ||
Convertible notes payable | $ 92,500 | $ 819,506 |
Unamortized debt discount | (38,881) | |
Carrying amount | $ 92,500 | $ 780,625 |
Convertible Notes (Details Text
Convertible Notes (Details Textual) - USD ($) | Aug. 07, 2014 | Nov. 07, 2013 | Oct. 02, 2013 | Sep. 10, 2013 | May. 31, 2014 | Apr. 30, 2014 | Aug. 28, 2013 | Jul. 31, 2013 | Jul. 26, 2013 | Mar. 31, 2015 | Mar. 31, 2014 | Sep. 30, 2013 |
Convertible Notes (Textual) | ||||||||||||
Convertible debt amount | $ 10,000 | |||||||||||
Common stock issued upon debt conversion | $ 24,000 | |||||||||||
Interest expense | 349,005 | 3,848,094 | ||||||||||
Purchase of convertible debentures in cash | 92,500 | $ 819,506 | ||||||||||
Repayments of Debt | 45,000 | |||||||||||
Gain on extinguishment of debt | 759,250 | |||||||||||
Securities Purchase Agreement [Member] | ||||||||||||
Convertible Notes (Textual) | ||||||||||||
Interest rate | 8.00% | 12.00% | ||||||||||
Aggregate principal amount | $ 501,337 | |||||||||||
Warrants exercise price | $ 0.05 | |||||||||||
Convertible debt amount | $ 501,337 | |||||||||||
Debt instrument maturity date | Sep. 10, 2014 | |||||||||||
July 2013 Debenture issued on July 26, 2013 [Member] | Debt [Member] | ||||||||||||
Convertible Notes (Textual) | ||||||||||||
Interest payable | $ 1,337 | |||||||||||
Convertible debt amount | $ 101,337 | |||||||||||
Conversion price | $ 1 | |||||||||||
Debt instrument cancelled | $ 100,000 | |||||||||||
Warrant cancelled | 10,000 | |||||||||||
July 2013 Debenture issued on July 26, 2013 [Member] | Securities Purchase Agreement [Member] | ||||||||||||
Convertible Notes (Textual) | ||||||||||||
Interest rate | 8.00% | |||||||||||
Aggregate principal amount | $ 100,000 | |||||||||||
Debt conversion, Description | (i) July 26, 2014 or (ii) one business day after the consummation of a Subsequent Financing (as defined and described in the July 2013Agreement). The July 2013 Debenture was convertible at the option of the July 2013 Investor at any time into shares of the Company's common stock at a conversion price equal to sixty-five percent (65%) of the average of the lowest three closing bid prices of the Company's common stock for the ten trading days immediately prior to a voluntary conversion date, subject to adjustment. | |||||||||||
Warrants exercise price | $ 2 | |||||||||||
Warrants to purchase common stock | 10,000 | |||||||||||
Term of warrants | 3 years | |||||||||||
August 2013 Note issued on August 28, 2013 [Member] | ||||||||||||
Convertible Notes (Textual) | ||||||||||||
Interest rate | 8.00% | |||||||||||
Aggregate principal amount | $ 15,000 | $ 42,500 | $ 10,000 | |||||||||
Debt conversion, Description | The note is convertible into shares of our common stock at a conversion price of 55% of the average of the three lowest per share market values during the ten trading days immediately preceding a conversion date. We are currently in default on this convertible note and, accordingly, the Company charged to operations penalty at 50% of unpaid principal and accrued interest. | |||||||||||
Debt instrument maturity date | May 30, 2014 | |||||||||||
Convertible note, Default amount | $ 9,886 | |||||||||||
Interest rate from the date of default | 22.00% | |||||||||||
Common stock issued upon debt conversion, shares | 40,000 | 18,018 | ||||||||||
Common stock issued upon debt conversion | $ 24,000 | $ 18,019 | ||||||||||
Interest expense | 5,454 | 32,100 | ||||||||||
Debt instrument, Loss on conversion | $ 1,121 | $ 791 | ||||||||||
August 2013 Note issued on August 28, 2013 [Member] | Debt [Member] | ||||||||||||
Convertible Notes (Textual) | ||||||||||||
Interest rate | 22.00% | |||||||||||
Common stock issued upon debt conversion, shares | 40,000 | 18,018 | ||||||||||
Common stock issued upon debt conversion | $ 15,000 | $ 10,000 | ||||||||||
September 2013 Debentures issued on September 10, 2013 [Member] | ||||||||||||
Convertible Notes (Textual) | ||||||||||||
Interest rate | 12.00% | 12.00% | 12.00% | |||||||||
Aggregate principal amount | $ 780,513 | $ 101,337 | ||||||||||
Debt conversion, Description | (i) July 26, 2014 or (ii) one business day after the consummation of a Subsequent Financing (as defined and described in the July 2013Agreement). The July 2013 Debenture was convertible at the option of the July 2013 Investor at any time into shares of the Company's common stock at a conversion price equal to sixty-five percent (65%) of the average of the lowest three closing bid prices of the Company's common stock for the ten trading days immediately prior to a voluntary conversion date, subject to adjustment. | |||||||||||
Warrants exercise price | $ 2.5 | |||||||||||
Conversion price | $ 1 | |||||||||||
Debt instrument maturity date | Sep. 10, 2014 | |||||||||||
Purchase of convertible debentures in cash | $ 400,000 | |||||||||||
Aggregate gross proceeds of convertible debt | $ 501,337 | |||||||||||
Debt instrument, Description | (i) the principal and accrued interest balance on the debentures increased to 150% of original face value, (ii) the interest rate increased to 18% (commencing 5 days after the event of default), and (iii) the amounts due under the September 2013 Debentures were accelerated and became immediately due and payable. | |||||||||||
Increase in the principal amount of debt | 752,006 | |||||||||||
Repayments of Debt | 45,000 | $ 40,000 | $ 40,000 | 40,000 | ||||||||
Forgiveness of debt | 6,000 | 6,000 | ||||||||||
Gain on extinguishment of debt | 452,075 | $ 751,250 | ||||||||||
Warrants to purchase common stock | 501,337 | |||||||||||
Term of warrants | 3 years | |||||||||||
Debt instrument, Loss on conversion | 250,669 | |||||||||||
Debt instrument intial payment | 301,337 | |||||||||||
Additional debt | 180,000 | |||||||||||
September 2013 Debentures issued on September 10, 2013 [Member] | Debt [Member] | ||||||||||||
Convertible Notes (Textual) | ||||||||||||
Repayments of Debt | $ 40,000 | $ 40,000 | 40,000 | |||||||||
Gain on extinguishment of debt | $ 452,075 | |||||||||||
September 2013 Debentures issued on September 10, 2013 [Member] | Securities Purchase Agreement [Member] | ||||||||||||
Convertible Notes (Textual) | ||||||||||||
Interest rate | 12.00% | |||||||||||
Aggregate principal amount | $ 101,337 | |||||||||||
Debt conversion, Description | (i) $1.00, on any conversion date through the date that is one hundred eighty days from September 10, 2013, subject to adjustment and (ii) beginning one hundred eighty one days after September 10, 2013, it shall be equal to the lower of (A) the initial conversion price or (B) 65% of the average of the lowest three closing bid prices of the common stock for the ten trading days immediately prior to a conversion date, subject to adjustment. | |||||||||||
Conversion price | $ 1 | |||||||||||
October 2013 Note issued on October 2, 2013 [Member] | ||||||||||||
Convertible Notes (Textual) | ||||||||||||
Interest rate | 8.00% | |||||||||||
Aggregate principal amount | $ 42,500 | $ 32,500 | ||||||||||
Debt conversion, Description | The note is convertible into shares of common stock at a conversion price of 55% of the average of the three lowest per share market values during the ten trading days immediately preceding a conversion date. We are currently in default on this convertible note and, accordingly, the Company charged to operations penalty at 50% of unpaid principal and accrued interest. | |||||||||||
Debt instrument maturity date | Aug. 12, 2014 | Jul. 5, 2014 | ||||||||||
Convertible note, Default amount | $ 17,233 | |||||||||||
Interest rate from the date of default | 22.00% | |||||||||||
Interest expense | $ 11,304 | 21,196 | ||||||||||
October 2013 Note issued on October 2, 2013 [Member] | Debt [Member] | ||||||||||||
Convertible Notes (Textual) | ||||||||||||
Interest rate | 22.00% | |||||||||||
November 2013 Note issued on November 7, 2013 [Member] | ||||||||||||
Convertible Notes (Textual) | ||||||||||||
Interest rate | 8.00% | |||||||||||
Aggregate principal amount | $ 42,500 | |||||||||||
Debt conversion, Description | The note has a maturity date of August 12, 2014. The note is convertible into shares of our common stock at a conversion price of 55% of the average of the three lowest per share market values during the ten trading days immediately preceding a conversion date. We are currently in default on this convertible note. This note is in default and accordingly the Company charged to operations penalty at 50% of unpaid principal and accrued interest. | |||||||||||
Debt instrument maturity date | Aug. 12, 2014 | |||||||||||
Convertible note, Default amount | $ 22,545 | |||||||||||
Interest rate from the date of default | 22.00% | |||||||||||
Interest expense | $ 20,486 | $ 22,014 |
Derivatives (Details)
Derivatives (Details) - USD ($) | Aug. 07, 2014 | Nov. 07, 2013 | Oct. 02, 2013 | Sep. 10, 2013 | Sep. 30, 2014 | May. 31, 2014 | Apr. 30, 2014 | Aug. 28, 2013 | Jul. 26, 2013 | Mar. 31, 2015 | Mar. 31, 2014 |
Derivatives (Textual) | |||||||||||
Convertible note, net of unamortized debt discount | $ 38,881 | ||||||||||
Convertible debt amount | 10,000 | ||||||||||
Additional paid in capital | $ 16,250 | ||||||||||
Common stock issued upon debt conversion | 24,000 | ||||||||||
Gain on change in fair value of derivative liability | 1,087,275 | $ 1,576,393 | |||||||||
Repayments of debt | 45,000 | ||||||||||
Extinguished of derivative liability | 759,250 | ||||||||||
July 2013 Debenture issued on July 26, 2013 [Member] | Derivatives [Member] | |||||||||||
Derivatives (Textual) | |||||||||||
Fair value of embedded derivative | $ 155,502 | ||||||||||
Risk free rate | 0.11% | ||||||||||
Dividend yield | 0.00% | ||||||||||
Volatility | 288.00% | ||||||||||
Expected term | 1 year | ||||||||||
Convertible note, net of unamortized debt discount | $ (100,000) | ||||||||||
Convertible debt interest expense | (55,502) | ||||||||||
Interest payable | $ 1,337 | ||||||||||
Convertible debt amount | $ 101,337 | ||||||||||
Conversion price | $ 1 | ||||||||||
Additional paid in capital | $ 155,502 | ||||||||||
Debt instrument cancelled | $ 100,000 | ||||||||||
Warrant cancelled | 10,000 | ||||||||||
August 2013 Note issued on August 28, 2013 [Member] | |||||||||||
Derivatives (Textual) | |||||||||||
Common stock issued upon debt conversion | $ 24,000 | $ 18,019 | |||||||||
Common stock issued upon debt conversion, shares | 40,000 | 18,018 | |||||||||
August 2013 Note issued on August 28, 2013 [Member] | Derivatives [Member] | |||||||||||
Derivatives (Textual) | |||||||||||
Fair value of embedded derivative | $ 69,488 | $ 53,312 | $ 36,188 | ||||||||
Risk free rate | 0.11% | 0.02% | 0.046% | ||||||||
Dividend yield | 0.00% | 0.00% | 0.00% | ||||||||
Volatility | 280.00% | 484.00% | 254.00% | ||||||||
Expected term | 9 months | 3 months | 2 months 1 day | ||||||||
Convertible note, net of unamortized debt discount | $ (42,500) | ||||||||||
Convertible debt interest expense | $ (26,988) | $ 15,761 | $ 2,046 | ||||||||
Common stock issued upon debt conversion | $ 15,000 | $ 10,000 | |||||||||
Common stock issued upon debt conversion, shares | 40,000 | 18,018 | |||||||||
Reduction in derivative liability | $ 9,515 | $ 10,537 | |||||||||
Gain on change in fair value of derivative liability | 10,878 | 24,809 | |||||||||
September 2013 Debentures issued on September 10, 2013 [Member] | |||||||||||
Derivatives (Textual) | |||||||||||
Conversion price | $ 1 | ||||||||||
Repayments of debt | $ 45,000 | $ 40,000 | 40,000 | 40,000 | |||||||
Extinguished of derivative liability | 452,075 | 751,250 | |||||||||
Warrants exercise price | $ 2.5 | ||||||||||
Term of warrants | 3 years | ||||||||||
September 2013 Debentures issued on September 10, 2013 [Member] | Derivatives [Member] | |||||||||||
Derivatives (Textual) | |||||||||||
Fair value of embedded derivative | $ 1,086,647 | $ 798,317 | |||||||||
Risk free rate | 0.122% | 0.081% | |||||||||
Dividend yield | 0.00% | 0.00% | |||||||||
Volatility | 195.00% | 288.00% | |||||||||
Expected term | 1 year | 5 months 8 days | |||||||||
Convertible note, net of unamortized debt discount | $ (501,337) | ||||||||||
Convertible debt interest expense | (585,310) | ||||||||||
Additional paid in capital | 30,382 | $ 44,057 | |||||||||
Gain on change in fair value of derivative liability | 315,860 | 244,273 | |||||||||
Repayments of debt | $ 40,000 | $ 40,000 | 40,000 | ||||||||
Interest rate | 12.00% | 12.00% | |||||||||
Extinguished of derivative liability | 452,075 | ||||||||||
September 2013 Debenture Warrants issued on September 10, 2013 [Member] | Derivatives [Member] | |||||||||||
Derivatives (Textual) | |||||||||||
Fair value of embedded derivative | $ 796,471 | $ 1,039,670 | |||||||||
Risk free rate | 0.875% | 0.875% | |||||||||
Dividend yield | 0.00% | 0.00% | |||||||||
Volatility | 171.00% | 228.00% | |||||||||
Expected term | 3 years | 2 years 5 months 8 days | |||||||||
Additional paid in capital | $ 360,529 | ||||||||||
Gain on change in fair value of derivative liability | $ 679,141 | $ 1,173,551 | |||||||||
Warrants issued | 501,337 | 1,253,343 | |||||||||
Warrants exercise price | $ 2.50 | $ 1 | |||||||||
Issuance shares of common stock in exchange for the cancellation | 630,613 | ||||||||||
Term of warrants | 3 years | ||||||||||
Expenses incurred due to fair value increment | $ 1,416,749 | ||||||||||
Compensation Warrants issued on September 10, 2013 [Member] | Derivatives [Member] | |||||||||||
Derivatives (Textual) | |||||||||||
Fair value of embedded derivative | $ 79,647 | $ 22,486 | $ 103,967 | ||||||||
Risk free rate | 0.875% | 0.38% | 0.875% | ||||||||
Dividend yield | 0.00% | 0.00% | 0.00% | ||||||||
Volatility | 171.00% | 266.00% | 228.00% | ||||||||
Expected term | 3 years | 1 year 5 months 9 days | 2 years 5 months 8 days | ||||||||
Gain on change in fair value of derivative liability | $ 155,966 | $ 117,355 | |||||||||
Warrants issued | 50,134 | 358,097 | 125,334 | ||||||||
Warrants exercise price | $ 2.50 | $ 0.35 | $ 1 | ||||||||
Expense due to increase in fair value of warrants | $ 74,485 | ||||||||||
Term of warrants | 3 years | ||||||||||
Expenses incurred due to fair value increment | 141,675 | ||||||||||
October 2013 Note issued on October 2, 2013 [Member] | Derivatives [Member] | |||||||||||
Derivatives (Textual) | |||||||||||
Fair value of embedded derivative | $ 47,967 | $ 91,233 | $ 38,557 | ||||||||
Risk free rate | 0.08% | 0.02% | 0.046% | ||||||||
Dividend yield | 0.00% | 0.00% | 0.00% | ||||||||
Volatility | 196.00% | 484.00% | 255.00% | ||||||||
Expected term | 9 months | 3 years | 3 months | ||||||||
Convertible note, net of unamortized debt discount | $ (32,500) | ||||||||||
Convertible debt interest expense | $ (15,467) | $ 26,564 | $ 1,473 | ||||||||
Gain on change in fair value of derivative liability | 26,112 | 10,883 | |||||||||
November 2013 Note issued on November 7, 2013 [Member] | Derivatives [Member] | |||||||||||
Derivatives (Textual) | |||||||||||
Fair value of embedded derivative | $ 62,445 | $ 117,002 | $ 58,735 | ||||||||
Risk free rate | 0.10% | 0.02% | 0.066% | ||||||||
Dividend yield | 0.00% | 0.00% | 0.00% | ||||||||
Volatility | 193.00% | 484.00% | 296.00% | ||||||||
Expected term | 9 years | 3 years | 4 months 15 days | ||||||||
Convertible note, net of unamortized debt discount | $ (42,500) | ||||||||||
Convertible debt interest expense | $ (19,945) | $ 31,563 | $ 1,812 | ||||||||
Gain on change in fair value of derivative liability | $ 26,704 | $ 5,522 |
Fair Value of Financial Instr33
Fair Value of Financial Instruments (Details) - USD ($) | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2013 |
Fair Value, Option, Qualitative Disclosures Related to Election [Line Items] | |||
Debt and Warrant Derivative Liabilities | $ 284,033 | $ 2,075,434 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | |||
Fair Value, Option, Qualitative Disclosures Related to Election [Line Items] | |||
Debt and Warrant Derivative Liabilities | |||
Significant Other Observable Inputs (Level 2) [Member] | |||
Fair Value, Option, Qualitative Disclosures Related to Election [Line Items] | |||
Debt and Warrant Derivative Liabilities | |||
Significant Unobservable Inputs (Level 3) [Member] | |||
Fair Value, Option, Qualitative Disclosures Related to Election [Line Items] | |||
Debt and Warrant Derivative Liabilities | $ 284,033 | $ 2,075,434 |
Fair Value of Financial Instr34
Fair Value of Financial Instruments (Details 1) - USD ($) | 12 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Fair Value, Option, Qualitative Disclosures Related to Election [Line Items] | ||
Balance, Beginning | $ 2,075,434 | |
Extinguished derivative liability | 852,501 | $ 210,095 |
Change in fair value of derivative liabilities | 1,087,275 | 1,576,393 |
Balance, Ending | 284,033 | $ 2,075,434 |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Option, Qualitative Disclosures Related to Election [Line Items] | ||
Balance, Beginning | 2,075,434 | |
Additions | 148,375 | $ 3,861,922 |
Extinguished derivative liability | (852,501) | (210,095) |
Change in fair value of derivative liabilities | (1,087,275) | (1,576,393) |
Balance, Ending | $ 284,033 | $ 2,075,434 |
Going Concern (Details)
Going Concern (Details) - USD ($) | Mar. 31, 2015 | Mar. 31, 2014 |
Going Concern (Textual) | ||
Accumulated deficit | $ (5,010,816) | $ (6,113,957) |
Working capital deficit | $ 2,395,972 |
Shareholders Equity and Contr36
Shareholders Equity and Control (Details) - USD ($) | Aug. 07, 2014 | Mar. 17, 2015 | Oct. 31, 2014 | Sep. 30, 2014 | Aug. 31, 2014 | Apr. 30, 2014 | Mar. 31, 2015 | Mar. 31, 2014 |
Shareholders Equity and Control (Textual) | ||||||||
Common stock, shares authorized | 495,000,000 | 100,000,000 | 100,000,000 | |||||
Common stock, par value | $ 0.001 | $ 0.0001 | $ 0.0001 | |||||
Common stock, shares issued | 2,553,990 | 1,883,033 | ||||||
Common stock, shares outstanding | 2,553,990 | 1,883,033 | ||||||
Common stock issued for services | $ 349,125 | |||||||
Derivative liability | $ 284,033 | $ 2,075,434 | ||||||
Common stock issued upon debt conversion | $ 24,000 | |||||||
Preferred stock, shares authorized | 5,000,000 | 10,000,000 | 10,000,000 | |||||
Preferred stock, par value | $ 0.001 | $ 0.0001 | $ 0.0001 | |||||
Preferred stock, shares issued | ||||||||
Preferred stock, shares outstanding | ||||||||
Convertible debt | $ 10,000 | |||||||
Additional paid in capital | $ 16,250 | |||||||
Stock option granted consultants and a director | 19,000 | |||||||
Exercise price | $ 0.41 | $ 0.41 | ||||||
Common stock issued upon conversion of debt | $ 24,000 | $ 18,109 | ||||||
Consultant [Member] | ||||||||
Shareholders Equity and Control (Textual) | ||||||||
Common stock issued for services, shares | 11,938 | |||||||
Common stock issued for services | $ 16,250 | |||||||
Stock Option [Member] | ||||||||
Shareholders Equity and Control (Textual) | ||||||||
Stock option granted consultants and a director | 3,000 | 16,000 | ||||||
Exercise price | $ 0.50 | $ 0.40 | ||||||
Expected life years | 3 years | 3 years 6 months 7 days | ||||||
Stock options expense determined | $ 794 | $ 5,010 | ||||||
Risk free interest rate | 0.875% | |||||||
Expected dividend rate | 0.00% | 0.00% | ||||||
Stock Option [Member] | Consultants and Director [Member] | ||||||||
Shareholders Equity and Control (Textual) | ||||||||
Stock option vested consultants and a director | 11,000 | 5,000 | ||||||
Minimum [Member] | Stock Option [Member] | ||||||||
Shareholders Equity and Control (Textual) | ||||||||
Risk free interest rate | 0.875% | |||||||
Expected volatality rate | 210.00% | 184.00% | ||||||
Maximum [Member] | Stock Option [Member] | ||||||||
Shareholders Equity and Control (Textual) | ||||||||
Risk free interest rate | 1.625% | |||||||
Expected volatality rate | 211.00% | 210.00% | ||||||
Common Stock [Member] | ||||||||
Shareholders Equity and Control (Textual) | ||||||||
Forward stock split description | 1:50 | |||||||
Common stock issued for services, shares | 191,985 | |||||||
Common stock issued for services | $ 19 | |||||||
Issuance shares of common stock in exchange for the cancellation | 630,613 | 40,000 | 18,018 | |||||
Cancellation of debenture warrants | 1,253,343 | |||||||
Common stock issued upon debt conversion | $ 15,000 | $ 4,000 | $ 18,018 | |||||
Common stock issued upon debt conversion, shares | 40,000 | 40,000 | 18,019 | |||||
Additional paid in capital | $ 360,529 | |||||||
Common stock issued upon conversion of debt | $ 24,000 |
Stock Options and Warrants (Det
Stock Options and Warrants (Details) - Mar. 31, 2015 - $ / shares | Total |
0.35 - 0.50 [Member] | |
Summary of the changes in options outstanding and related prices for shares of Company's common stock issued to employees and consultants under stock option plan | |
Options Outstanding Number Outstanding | 19,000 |
Options Outstanding Weighted Average Remaining Contractual Life (Years) | 2 years 11 months 9 days |
Options Outstanding Weighted Average Exercise Price ($) | $ 0.41 |
Options Exercisable Number Exercisable | 19,000 |
Options Exercisable Weighted Average Exercise Price | $ 0.41 |
0.35 - 0.50 [Member] | Maximum [Member] | |
Summary of the changes in options outstanding and related prices for shares of Company's common stock issued to employees and consultants under stock option plan | |
Options Outstanding Exercise Prices ($) | 0.50 |
0.35 - 0.50 [Member] | Minimum [Member] | |
Summary of the changes in options outstanding and related prices for shares of Company's common stock issued to employees and consultants under stock option plan | |
Options Outstanding Exercise Prices ($) | 0.35 |
8.50 [Member] | |
Summary of the changes in options outstanding and related prices for shares of Company's common stock issued to employees and consultants under stock option plan | |
Options Outstanding Exercise Prices ($) | $ 8.50 |
Options Outstanding Number Outstanding | 74,040 |
Options Outstanding Weighted Average Remaining Contractual Life (Years) | 2 years 8 months 19 days |
Options Outstanding Weighted Average Exercise Price ($) | $ 8.50 |
Options Exercisable Number Exercisable | 74,040 |
Options Exercisable Weighted Average Exercise Price | $ 8.50 |
Stock Options and Warrants (D38
Stock Options and Warrants (Details 1) - $ / shares | 1 Months Ended | 12 Months Ended | |
Sep. 30, 2014 | Mar. 31, 2015 | Mar. 31, 2014 | |
Summary of stock option activity | |||
Option Outstanding Beginning | 74,760 | 74,760 | |
Options Outstanding Granted | 19,000 | ||
Options Outstanding Exercised | |||
Options Outstanding Expired or canceled | (720) | ||
Option Outstanding Ending | 93,040 | 74,760 | |
Weighted Average Exercise Price Outstanding Beginning | $ 8.50 | $ 8.50 | |
Weighted Average Exercise Price Granted | $ 0.41 | $ 0.41 | |
Weighted Average Exercise Price Exercised | |||
Weighted Average Exercise Price Expired or canceled | $ 8.50 | ||
Weighted Average Exercise Price Outstanding Ending | $ 6.85 | $ 8.50 |
Stock Options and Warrants (D39
Stock Options and Warrants (Details 2) - Warrant [Member] - $ / shares | 12 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2013 | |
Schedule Of Changes In Warrants Outstanding [Abstract] | |||
Exercise Prices Lower Range Limit | $ 0.35 | ||
Exercise Prices Upper Range Limit | $ 0.50 | ||
Number Outstanding | 358,205 | 1,378,785 | |
Warrants Outstanding Weighted Average Remaining Contractual Life (years) | 1 year 4 months 24 days | ||
Weighted Average Exercise Price | $ 0.35 | $ 1 | |
Number Exercisable | 358,205 | ||
Warrants Exercisable Weighted Average Exercise Price | $ 0.35 |
Stock Options and Warrants (D40
Stock Options and Warrants (Details 3) - Warrant [Member] - $ / shares | 12 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Schedule Of Warrant Issuance [Abstract] | ||
Outstanding, Beginning | 1,378,785 | |
Issued | 561,579 | |
Modifications | 232,763 | 827,206 |
Exercised | ||
Expired or cancelled | (1,253,343) | (10,000) |
Outstanding, Ending | 358,205 | 1,378,785 |
Weighted Average Price Per Share, Outstanding Beginning | $ 1 | |
Weighted Average Price Per Share, Issued | $ 2.50 | |
Weighted Average Price Per Share, Modifications | 0.35 | 1 |
Weighted Average Price Per Share, Exercised | ||
Weighted Average Price Per Share, Expired or cancelled | $ (1) | $ 2 |
Weighted Average Price Per Share, Outstanding Ending | $ 0.35 | $ 1 |
Accounts Payable and Accrued 41
Accounts Payable and Accrued Liabilities (Details) - USD ($) | Mar. 31, 2015 | Mar. 31, 2014 |
Summary of account payable and accrued liabilities | ||
Legal and professional fees payable | $ 148,373 | $ 133,534 |
Consulting fees payable | 38,500 | 52,500 |
Accrued interest | 87,975 | 82,551 |
Other payables | 64,087 | 42,504 |
Total accounts payable and accrued liabilities | $ 338,935 | $ 311,089 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 12 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Deferred tax assets: | ||
Net operating loss carryover | $ 1,311,000 | $ 1,086,000 |
Valuation allowance | $ (1,311,000) | $ (1,086,000) |
Net deferred tax assets | ||
Statutory federal income tax rate | (35.00%) | (35.00%) |
State income taxes, net of federal taxes | (6.00%) | (6.00%) |
Valuation allowance | 41.00% | 41.00% |
Effective income tax rate | 0.00% | 0.00% |
Income Taxes (Details Textual)
Income Taxes (Details Textual) - Mar. 31, 2015 - USD ($) | Total |
Income Taxes [Abstract] | |
Net operating loss carry forward | $ 3,218,000 |
Net operating loss carry forward expiration date | Mar. 31, 2035 |