Quarterly report pursuant to Section 13 or 15(d)

Related Party Transactions

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Related Party Transactions
9 Months Ended
Sep. 30, 2013
Related Party Transactions  
Related Party Transactions

NOTE 2 - RELATED PARTY TRANSACTIONS

 

In prior years, Joseph Fiore, CEO of the Company, and Berkshire Capital, which is controlled by Mr. Fiore, paid expenses and made advances to the Company.  All expenses paid on behalf of the company have been recorded in the consolidated statements of operations for the period incurred.  At September 30, 2013 and December 31, 2012, $1,568,871 and $1,513,260 was due on this loan, respectively (including accrued interest at 6%).

 

On August 8, 2003, the Board resolved to enter into an agreement with Berkshire Capital Management Co., Inc., a related party, for the purpose of utilizing the Company’s tax loss carry forward to sell Berkshire’s acquired free trading stock in other public companies.  This loan was paid off in 2012.

 

On May 16, 2007, the Company acquired 3,000,000 shares of Sustainable Power Corp. from Berkshire Capital Management in exchange for a demand note in the amount of $210,000, carrying an interest rate of 6% A.P.R. During the year ended December 31, 2010, the Company paid $210,000 towards this loan. This loan was paid off in 2012.

 

On September 14, 2007, the Company acquired 1,000,000 shares of International Oil & Gas Holdings Corp. from Berkshire Capital Management in exchange for a demand note in the amount of $125,000, carrying an interest rate of 6% A.P.R.  At September 30, 2013 and December 31, 2012, $182,063 and $174,185 was due on, this loan, respectively.  

 

On July 17, 2007, the Company acquired 3,000,000 shares of International Oil & Gas Holdings Corp. from Berkshire Capital Management in exchange for a demand note in the amount of $465,000, carrying an interest rate of 6% A.P.R.  On January 8, 2008, $375,156 was paid on this note.  At September 30, 2013 and December 31, 2012, $145,477 and $139,182 was due on this loan, respectively.  

 

On August 22, 2007, the Company acquired 2,000,000 shares of International Oil & Gas Holdings Corp. from Berkshire Capital Management in exchange for a demand note in the amount of $160,000, carrying an interest rate of 6% A.P.R.  At September 30, 2013 and December 31, 2012, $230,462 and $220,491 was due on this loan, respectively.

 

  On September 20, 2007, the Company acquired 1,000,000 shares of International Oil & Gas Holdings Corp. from Berkshire Capital Management in exchange for a demand note in the amount of $55,000, carrying an interest rate of 6% A.P.R.  At September 30, 2013 and December 31, 2012, $78,840 and $75,429, respectively, was due on this loan.

 

  On January 11, 2008, the Company acquired 1,000,000 shares of Sustainable Power Corp from Berkshire Capital Management in exchange for a demand note in the amount of $47,000, carrying an interest rate of 6% A.P.R.  This loan was paid off in the period ended September 30, 2013.

 

  On February 29, 2008, the Company acquired 2,000,000 shares of Sustainable Power Corp. from Berkshire Capital Management in exchange for a demand note in the amount of $126,000, carrying an interest rate of 6% A.P.R. At September 30, 2013 and December 31, 2012, $99,249 and $168,268, respectively, was due on this loan.

 

On April 24, 2008, the Company acquired 2,000,000 shares of Sustainable Power Corp. from Berkshire Capital Management in exchange for a demand note in the amount of $71,000, carrying an interest rate of 6% A.P.R. This loan was paid off in the period ended September 30, 2013.

 

On April 24, 2008, the Company acquired 862,500 shares of EFoodSafety.Com from Berkshire Capital Management in exchange for a demand note in the amount of $163,875, carrying an interest rate of 6% A.P.R. On January 3, 2013 $20,000 was paid on this note.  This loan was paid off in the quarter ended September 30, 2013.

 

On July 1, 2008, the Company acquired 2,000,000 shares of Sustainable Power Corp. from Berkshire Capital Management in exchange for a demand note in the amount of $63,000, carrying an interest rate of 6% A.P.R.  This loan was paid off in the period ended September 30, 2013.

 

On May 31, 2013 the Company acquired 16,230,637 shares of Nuvilex, Inc. and 1,000,000 shares of Inscor, Inc. from Berkshire Capital Management in exchange for a demand note in the amount of $202,306, carrying an interest rate of 6% A.P.R.  During the quarter ended September 30, 2013, $150,000 was repaid on this loan. At September 30, 2013 $54,796, was due on this loan.

  

A summary of the above related party transactions is presented below.

 

Related Party   Date of loan   September 30, 2013   December 31, 2012
Berkshire Capital Management     May 31, 2013     $ 54,796     $ —    
Joseph Fiore     2010 & 2011       1,568,871       1,513,260  
Berkshire Capital Management     September 14, 2007       182,063       174,185  
Berkshire Capital Management     July 17, 2007       145,477       139,182  
Berkshire Capital Management     August 22, 2007       230,462       220,491  
Berkshire Capital Management     September 20, 2007       78,840       75,429  
Berkshire Capital Management     January 11, 2008       —         24,932  
Berkshire Capital Management     February 29, 2008       99,249       168,268  
Berkshire Capital Management     April 24, 2008       —         93,969  
Berkshire Capital Management     April 24, 2008       —         28,843  
Berkshire Capital Management     July 1, 2008       —         82,467  
            $ 2,539,758     $ 2,521,026  

 

During the year ended December 31, 2012, the Company issued 10,000,000 shares of common stock to its CEO for services rendered. The shares were valued at $0.006, the closing price on the date of grant, for a total expense of $60,000.

 

During the year ended December 31, 2012, the Company issued 12,500,000 shares of common stock to two of its Board Members for services rendered. The shares were valued at $0.006, the closing price on the date of grant, for a total expense of $75,000.