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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Stevia Corporation (PK) | USOTC:STEV | OTCMarkets | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
-0.0007 | -20.59% | 0.0027 | 0.0027 | 0.0034 | 0.0034 | 0.0027 | 0.0027 | 22,294 | 16:21:06 |
(i)
|
24,602,792 shares of common stock issuable upon conversion of the principal amount of the registrant’s Senior Convertible Note issued March 3, 2014 (the “Nomis Bay Note Shares”). Based upon current market price of the Company’s common stock, the amount of Nomis Bay Note Shares being registered may be in excess of the number of shares into which the Senior Convertible Note may currently be converted, however the parties have agreed upon the aggregate number of shares to be registered to account for market fluctuations;
|
(ii)
|
23,026,318 shares of common stock issuable following the exercise of certain warrants issued in accordance with a Warrant Exercise Reset Offer Letter Agreement entered into on May 3, 2013 as adjusted pursuant to its terms for certain dilutive issuances, less 5,290,665 shares of common stock previously registered pursuant to the registrant’s Registration Statement on Form S-1/A filed December 30, 2013 (the “Anson Reset Shares”);
|
(iii)
|
2,560,486 shares of common stock issuable following the exercise of certain warrants issued to a selling stockholder in accordance with a Securities Purchase Agreement entered into on August 1, 2012, as adjusted pursuant to the anti-dilution provision contained therein and the Common Stock Purchase Warrant issued February 20, 2014, less 683,202 shares of common stock previously registered pursuant to the registrant’s Registration Statement on Form S-1/A filed December 30, 2013, plus an additional 683,202 shares of common stock issuable following the exercise of the warrant issued February 20, 2014 with an exercise price of $0.053365 per share (the “Cranshire Warrant Shares”); and
|
(iv)
|
3,000,000 shares of common stock issuable upon the conversion of the registrant’s $400,000 Promissory Note issued July 10, 2013 (the “JMJ Note Shares”);
|
Nevada
|
98-0537233
|
||
(State or Other Jurisdiction of
|
(I.R.S. Employer
|
||
Incorporation or Organization)
|
Identification Number)
|
||
7117 US 31 S, Indianapolis, IN
|
46227
|
||
(Address of Principal Executive Offices)
|
(Zip Code)
|
None
|
None
|
|
(Title of each class)
|
(Name of each exchange on which registered)
|
|
Page
|
PART I
|
|
ITEM 1 — BUSINESS
|
3
|
ITEM 1A — RISK FACTORS
|
20
|
ITEM 1B — UNRESOLVED STAFF COMMENTS
|
31
|
ITEM 2 — PROPERTIES
|
31
|
ITEM 3 — LEGAL PROCEEDINGS
|
31
|
ITEM 4 — MINE SAFETY DISCLOSURES
|
31
|
PART II
|
|
ITEM 5 — MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
|
31
|
ITEM 6 — SELECTED FINANCIAL DATA
|
33
|
ITEM 7 — MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
33
|
ITEM 7A — QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
53
|
ITEM 8 — FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
|
53
|
ITEM 9 — CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
|
53
|
ITEM 9A — CONTROLS AND PROCEDURES
|
53
|
ITEM 9B — OTHER INFORMATION
|
54
|
PART III
|
|
ITEM 10 — DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE
|
54
|
ITEM 11 — EXECUTIVE COMPENSATION
|
57
|
ITEM 12 — SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
|
58
|
ITEM 13 — CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
|
59
|
ITEM 14 — PRINCIPAL ACCOUNTING FEES AND SERVICES
|
61
|
PART IV
|
|
ITEM 15 — EXHIBITS, FINANCIAL STATEMENT SCHEDULES
|
61
|
SIGNATURES
|
62
|
INDEX TO FINANCIAL STATEMENTS
|
F-1
|
·
|
Incorporating Southern Hemisphere production provides two major growing seasons;
|
·
|
Incorporation Equatorial production provides for year round production;
|
·
|
Enables better control of leaf quality where major propagation of stevia varieties is controlled;
|
·
|
Provides protection against country-specific political, regulatory, disease, and natural disaster risk; and
|
·
|
Provides operations closer to end markets.
|
Country
|
Type of Approval
|
|
North America
|
||
USA
|
Food additive
|
|
Canada
|
Food additive
|
|
Mexico
|
Food additive
|
|
Latin America
|
||
Argentina
|
Food additive
|
|
Brazil
|
Food additive
|
|
Chile
|
Food additive
|
|
Colombia
|
Food additive
|
|
Ecuador
|
Food additive
|
|
Paraguay
|
Food additive
|
|
Peru
|
Food additive
|
|
Uruguay
|
Food additive
|
|
Venezuela
|
Food additive
|
|
Asia Pacific
|
||
Australia
|
Food additive
|
|
Brunei
|
Food additive
|
|
China
|
Food additive
|
|
Hong Kong
|
Food additive
|
|
Indonesia
|
Food additive
|
|
Japan
|
Food additive
|
|
Malaysia
|
Food additive
|
|
New Zealand
|
Food additive
|
|
Singapore
|
Food additive
|
|
South Korea
|
Food additive
|
|
Taiwan
|
Food additive
|
|
Thailand
|
Food additive
|
|
Vietnam
|
Food additive
|
Europe
|
||
Austria
|
Food additive
|
|
Belgium
|
Food additive
|
|
Bulgaria
|
Food additive
|
|
Cyprus
|
Food additive
|
|
Czech Republic
|
Food additive
|
|
Denmark
|
Food additive
|
|
Estonia
|
Food additive
|
|
Finland
|
Food additive
|
|
France
|
Food additive
|
|
Germany
|
Food additive
|
|
Hungary
|
Food additive
|
|
Ireland
|
Food additive
|
|
Italy
|
Food additive
|
|
Latvia
|
Food additive
|
|
Lithuania
|
Food additive
|
|
Luxembourg
|
Food additive
|
|
Malta
|
Food additive
|
|
The Netherlands
|
Food additive
|
|
Poland
|
Food additive
|
|
Portugal
|
Food additive
|
|
Romania
|
Food additive
|
|
Slovakia
|
Food additive
|
|
Slovenia
|
Food additive
|
|
Spain
|
Food additive
|
|
Sweden
|
Food additive
|
|
Switzerland
|
Food additive
|
|
Russia
|
Food additive
|
|
United Kingdom
|
Food additive
|
|
1.
|
Increase farming efficiencies
. The more efficient and scaled farming becomes, the higher the economic hurdle will be for other methods of production. We believe that our intellectual property and continued research and development activities will allow our farms and those of our customers to increase efficiencies, decrease cost of production and produce better quality leaf.
|
|
2.
|
Intellectual Property Protections.
We have a strong focus on developing protectable intellectual property which we believe should create barriers to entry and protect our methodologies. Additionally, where applicable we will continue to consider the acquisition of potentially synergistic intellectual property.
|
|
3.
|
Crop Diversification.
Our farm management infrastructure and the majority of our intellectual property is applicable to most crops providing us with the flexibility to diversify our crops and the customer base for our farm management solutions.
|
|
4.
|
Product Diversification
. We will explore additional markets and uses for stevia and seek to acquire technology to diversify its applications.
|
|
the availability of alternative services from our competitors;
|
|
the price and reliability of the our services relative to that of our competitors; and
|
|
the timing of our market entry.
|
Fiscal Year Ended March 31, 2014
|
High
|
Low
|
||||||
First Quarter (June 30, 2013)
|
$
|
0.349
|
$
|
0.20
|
||||
Second Quarter (September 30, 2013)
|
$
|
0.2595
|
$
|
0.1234
|
||||
Third Quarter (December 31, 2013)
|
$
|
0.164
|
$
|
0.097
|
||||
Fourth Quarter (March 31, 2014)
|
$
|
0.29
|
$
|
0.083
|
Fiscal Year Ended March 31, 2013
|
High
|
Low
|
||||||
First Quarter (June 30, 2012)
|
$
|
1.69
|
$
|
.75
|
||||
Second Quarter (September 30, 2012)
|
$
|
0.83
|
$
|
0.26
|
||||
Third Quarter (December 31, 2012)
|
$
|
0.341
|
$
|
.101
|
||||
Fourth Quarter (March 31, 2013)
|
$
|
0.41
|
$
|
0.146
|
(i)
|
Assumption as a going concern
:
Management assumes that the Company will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business
.
|
(ii)
|
Allowance for doubtful accounts
:
Management’s
estimate of the allowance for doubtful accounts is based on historical sales, historical loss levels, and an analysis of the collectability of individual accounts;
and general economic conditions that may affect a client’s ability to pay
.
The Company evaluated the key factors and assumptions used to develop the allowance in determining that it is reasonable in relation to the financial statements taken as a whole.
|
(iii)
|
Fair value of long-lived assets
:
Fair value is generally determined using the asset’s expected future discounted cash flows or market value, if readily determinable. If long-lived assets are determined to be recoverable, but the newly determined remaining estimated useful lives are shorter than originally estimated, the net book values of the long-lived assets are depreciated over the newly determined remaining estimated useful lives. The Company considers the following to be some examples of important indicators that may trigger an impairment review: (i) significant under-performance or losses of assets relative to expected historical or projected future operating results; (ii) significant changes in the manner or use of assets or in the Company’s overall strategy with respect to the manner or use of the acquired assets or changes in the Company’s overall business strategy; (iii) significant negative industry or economic trends; (iv) increased competitive pressures; (v) a significant decline in the Company’s stock price for a sustained period of time; and (vi) regulatory changes. The Company evaluates acquired assets for potential impairment indicators at least annually and more frequently upon the occurrence of such events.
|
(iv)
|
Valuation allowance for deferred tax assets
:
Management assumes that the realization of the Company’s net deferred tax assets resulting from its net operating loss (“NOL”) carry–forwards for Federal income tax purposes that may be offset against future taxable income was not considered more likely than not and accordingly, the potential tax benefits of the net loss carry
-
forwards are offset by a full valuation allowance. Management made this assumption based on (a) the Company has incurred recurring losses, (b) general economic conditions, and (c) its ability to raise additional funds to support its daily operations by way of a public or private offering, among other factors.
|
(v)
|
Estimates and assumptions used in valuation of equity instruments
: Management estimates
expected term of share options and similar instruments, expected volatility of the Company’s common shares and the method used to estimate it, expected annual rate of quarterly dividends, and risk free rate(s) to value share options and similar instruments
.
|
Name of consolidated
subsidiary or entity
|
State or other
jurisdiction of
incorporation or organization
|
Date of incorporation or
formation
(date of acquisition,
if applicable)
|
Attributable interest
|
|||
Stevia Ventures International Ltd.
|
The Territory of the British Virgin Islands
|
April 11, 2011
|
100%
|
|||
Stevia Asia Limited
|
Hong Kong SAR
|
March 19, 2012
|
100%
|
|||
Stevia Technew Limited
|
Hong Kong SAR
|
April 28, 2012
|
70%
|
|||
SC Brands Pte Ltd | Singapore | October 1, 2013 | ||||
Real Hemp, LLC | State of Indiana | February 24, 2014 |
Level 1
|
Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.
|
|
Level 2
|
Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.
|
|
Level 3
|
Pricing inputs that are generally observable inputs and not corroborated by market data.
|
Estimated Useful
Life (Years)
|
||||
Acquired technology
|
15 | |||
Website development costs
|
5 |
·
|
Expected term of share options and similar instruments: The expected life of options and similar instruments represents the period of time the option and/or warrant are expected to be outstanding. Pursuant to Paragraph 718-10-50-2(f)(2)(i) of the FASB Accounting Standards Codification the expected term of share options and similar instruments represents the period of time the options and similar instruments are expected to be outstanding taking into consideration of the contractual term of the instruments and employees’ expected exercise and post-vesting employment termination behavior into the fair value (or calculated value) of the instruments. Pursuant to paragraph 718-10-S99-1, it may be appropriate to use the
simplified method
,
i.e.,
expected term = ((vesting term + original contractual term) / 2)
, if (i) A company does not have sufficient historical exercise data to provide a reasonable basis upon which to estimate expected term due to the limited period of time its equity shares have been publicly traded; (ii) A company significantly changes the terms of its share option grants or the types of employees that receive share option grants such that its historical exercise data may no longer provide a reasonable basis upon which to estimate expected term; or (iii) A company has or expects to have significant structural changes in its business such that its historical exercise data may no longer provide a reasonable basis upon which to estimate expected term. The Company uses the simplified method to calculate expected term of share options and similar instruments as the company does not have sufficient historical exercise data to provide a reasonable basis upon which to estimate expected term.
|
·
|
Expected volatility of the entity’s shares and the method used to estimate it. Pursuant to ASC Paragraph 718-10-50-2(f)(2)(ii) a thinly-traded or nonpublic entity that uses the calculated value method shall disclose the reasons why it is not practicable for the Company to estimate the expected volatility of its share price, the appropriate industry sector index that it has selected, the reasons for selecting that particular index, and how it has calculated historical volatility using that index. The Company uses the average historical volatility of the comparable companies over the expected contractual life of the share options or similar instruments as its expected volatility. If shares of a company are thinly traded the use of weekly or monthly price observations would generally be more appropriate than the use of daily price observations as the volatility calculation using daily observations for such shares could be artificially inflated due to a larger spread between the bid and asked quotes and lack of consistent trading in the market.
|
·
|
Expected annual rate of quarterly dividends. An entity that uses a method that employs different dividend rates during the contractual term shall disclose the range of expected dividends used and the weighted-average expected dividends. The expected dividend yield is based on the Company’s current dividend yield as the best estimate of projected dividend yield for periods within the expected term of the share options and similar instruments.
|
·
|
Risk-free rate(s). An entity that uses a method that employs different risk-free rates shall disclose the range of risk-free rates used. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for periods within the expected term of the share options and similar instruments.
|
·
|
Expected term of share options and similar instruments: Pursuant to Paragraph 718-10-50-2 of the FASB Accounting Standards Codification the expected term of share options and similar instruments represents the period of time the options and similar instruments are expected to be outstanding taking into consideration of the contractual term of the instruments and holder’s expected exercise behavior into the fair value (or calculated value) of the instruments. The Company uses historical data to estimate holder’s expected exercise behavior. If the Company is a newly formed corporation or shares of the Company are thinly traded the contractual term of the share options and similar instruments is used as the expected term of share options and similar instruments as the Company does not have sufficient historical exercise data to provide a reasonable basis upon which to estimate expected term.
|
·
|
Expected volatility of the entity’s shares and the method used to estimate it. An entity that uses a method that employs different volatilities during the contractual term shall disclose the range of expected volatilities used and the weighted-average expected volatility. A thinly-traded or nonpublic entity that uses the calculated value method shall disclose the reasons why it is not practicable for the Company to estimate the expected volatility of its share price, the appropriate industry sector index that it has selected, the reasons for selecting that particular index, and how it has calculated historical volatility using that index. The Company uses the average historical volatility of the comparable companies over the expected contractual life of the share options or similar instruments as its expected volatility. If shares of a company are thinly traded the use of weekly or monthly price observations would generally be more appropriate than the use of daily price observations as the volatility calculation using daily observations for such shares could be artificially inflated due to a larger spread between the bid and asked quotes and lack of consistent trading in the market.
|
·
|
Expected annual rate of quarterly dividends. An entity that uses a method that employs different dividend rates during the contractual term shall disclose the range of expected dividends used and the weighted-average expected dividends. The expected dividend yield is based on the Company’s current dividend yield as the best estimate of projected dividend yield for periods within the expected contractual life of the option and similar instruments.
|
·
|
Risk-free rate(s). An entity that uses a method that employs different risk-free rates shall disclose the range of risk-free rates used. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for periods within the contractual life of the option and similar instruments.
|
1.
|
Identify the contract(s) with the customer
|
2.
|
Identify the performance obligations in the contract
|
3.
|
Determine the transaction price
|
4.
|
Allocate the transaction price to the performance obligations in the contract
|
5.
|
Recognize revenue when (or as) the entity satisfies a performance obligations
|
1.
|
Contracts with customers
– including revenue and impairments recognized, disaggregation of revenue, and information about contract balances and performance obligations (including the transaction price allocated to the remaining performance obligations)
|
2.
|
Significant judgments and changes in judgments
– determining the timing of satisfaction of performance obligations (over time or at a point in time), and determining the transaction price and amounts allocated to performance obligations
|
3.
|
Assets recognized from the costs to obtain or fulfill a contract.
|
|
i)
|
We have not achieved the optimal level of segregation of duties relative to key financial reporting functions.
|
|
ii)
|
We did not have an audit committee or an independent audit committee financial expert. While not being legally obligated to have an audit committee or independent audit committee financial expert, it is the management’s view that to have an audit committee, comprised of independent board members, and an independent audit committee financial expert is an important entity-level control over our financial statements.
|
Person
|
Age
|
Position
|
||
George Blankenbaker
|
48
|
Director, President, Secretary and Treasurer
|
||
Dr. Pablo Erat
|
42
|
Director
|
||
Thomas Ong
|
42
|
Director
|
Name and Principal Position (a)
|
Year
(b)
|
Salary
($)
(c)
|
Bonus
($)
(d)
|
Stock
Awards
($)
(e)
|
Option
Awards
($)
(f)
|
Non
Equity
Incentive
Plan
Compensation
($)
(g)
|
Non-qualified
Deferred
Compensation
Earnings
($)
(h)
|
All Other
Compensation
($)
(i)
|
Total
($)
(j)
|
|||||||||||||||||||||||||
George Blankenbaker
|
2014
|
$
|
0
|
$
|
0
|
$
|
213,460
|
$
|
0
|
$
|
0
|
$
|
0
|
$
|
0
|
$
|
213.460
|
|||||||||||||||||
President, Secretary, Treasurer, Director
(Principal Executive Officer and Principal Financial Officer)
|
2013
|
$
|
0
|
$
|
0
|
$
|
0
|
$
|
0
|
$
|
0
|
$
|
0
|
$
|
0
|
$
|
0
|
Name and Address
of Beneficial Owner (1)
|
Amount and Nature
of Beneficial Ownership
|
Percentage
of Class (2)
|
||||||
George Blankenbaker
President, Secretary, Treasurer, and Director
6451 Buck Creek Pkwy
Indianapolis, IN 46227
|
52,244,682
|
(3)
|
28.92 |
%
|
||||
Thomas Ong
Director
7117 US 31S
Indianapolis, IN 46227
|
5,000,000
|
(4)
|
2.77 |
%
|
Pablo Erat
Director
Ludretikonerstrasse 53
880 Thalwil
Switzerland
|
1,500,000
|
0.83 |
%
|
|||||
All Officers and Directors as a Group
|
55,244,982
|
30.58 |
%
|
(1)
|
Beneficial ownership has been determined in accordance with Rule 13d-3 under the Exchange Act. Pursuant to the rules of the SEC, shares of common stock which an individual or group has a right to acquire within 60 days pursuant to the exercise of options or warrants are deemed to be outstanding for the purpose of computing the percentage ownership of such individual or group, but are not deemed to be beneficially owned and outstanding for the purpose of computing the percentage ownership of any other person shown in the table.
|
(2)
|
Based on 180,632,403 shares of our common stock outstanding as of July 14, 2014.
|
(3)
|
Mr. Blankenbaker is the beneficial owner of 52,244,982 shares of common stock. Mr. Blankenbaker owns 12,000,000 shares of common stock directly. 3,500,000 shares of common stock are owned by Growers Synergy Pte Ltd. (“Growers Synergy”). Mr. Blankenbaker is the managing director of Growers Synergy. Growers Fresh Pte Ltd (“Growers Fresh) owns a 51% interest in Growers Synergy and the Reporting Person controls a 49% interest in Growers Fresh. Mr. Blankenbaker may be deemed to be the indirect beneficial owner of the shares held by Growers Synergy under Rule 13d-3(a) promulgated under the Securities Exchange Act of 1934 (the “Exchange Act”). However, pursuant to Rule 13d-4 promulgated under the Exchange Act, Mr. Blankenbaker disclaims that he is a beneficial owner of such shares, except to the extent of his pecuniary interest herein. 36,744,682 shares of common stock are owned by Blankenbaker Ventures (Asia) Pte. Ltd. (“BV Asia”). Mr. Blankenbaker owns a 65% controlling interest in BV Asia.
|
(4)
|
Mr. Ong is the beneficial owner of 5,000,000 shares of common stock. Mr. Ong owns 1,500,000 shares of common stock directly and 3,500,000 shares of common stock are owned by Growers Synergy. Mr. Ong, a director of the Company, is a director of Growers Synergy and is also a 25% shareholder of Agriventure Pte Ltd., which is a 49% shareholder of Growers Synergy. Mr. Ong may be deemed to be the indirect beneficial owner of the shares held by Growers Synergy under Rule 13d-3(a) promulgated under the Securities Exchange Act of 1934 (the “Exchange Act”). However, pursuant to Rule 13d-4 promulgated under the Exchange Act, Mr. Ong disclaims that he is a beneficial owner of such shares, except to the extent of his pecuniary interest herein.
|
March 31, 2014
|
March 31, 2013
|
|||||||
Audit Fees
|
$
|
35,500
|
$
|
35,500
|
||||
Audit — Related Fees
|
0
|
0
|
||||||
Tax Fees
|
0
|
0
|
||||||
All Other Fees
|
1,700
|
1,700
|
||||||
Total
|
$
|
37,200
|
$
|
37,200
|
Dated: July 15, 2014
|
/s/ George Blankenbaker
|
By: George Blankenbaker
|
|
Its: President
|
|
(Principal Executive Officer)
|
Signature
|
Capacity
|
Date
|
||
/s/ George Blankenbaker
|
President and Director
|
July 15, 2014
|
||
George Blankenbaker
|
(Principal Financial Officer and Principal Accounting Officer)
|
|||
/s/ Thomas Ong
|
Director
|
July 15, 2014
|
||
Thomas Ong
|
Contents
|
Page(s)
|
Report of Independent Registered Public Accounting Firm
|
F-2
|
Consolidated Balance Sheets at March 31, 2014 and 2013
|
F-3
|
Consolidated Statements of Operations for the Fiscal Year Ended March 31, 2014 and 2013
|
F-4
|
Consolidated Statement of Equity (Deficit) for the Fiscal Year Ended March 31, 2014 and 2013
|
F-5
|
Consolidated Statements of Cash Flows for the Fiscal Year Ended March 31, 2014 and 2013
|
F-6
|
Notes to the Consolidated Financial Statements
|
F-7 |
March 31, 2014
|
March 31, 2013
|
|||||||
Assets
|
||||||||
Current assets:
|
||||||||
Cash | $ | 735,044 | $ | 424,475 | ||||
Accounts receivable
|
673,039 | 158,008 | ||||||
Prepaid fertilizer
|
1,498,008 | - | ||||||
Other current assets
|
2,041 | 33,096 | ||||||
Total current assets | 2,908,132 | 615,579 | ||||||
Non-current assets:
|
||||||||
Property and equipment
|
24,400 | 7,925 | ||||||
Accumulated depreciation
|
(5,627 | ) | (1,234 | ) | ||||
Property and equipment, net | 18,773 | 6,691 | ||||||
Acquired technology | 1,635,300 | 1,635,300 | ||||||
Accumulatd amortization | (190,785 | ) | (81,765 | ) | ||||
Acquired technology, net | 1,444,515 | 1,553,535 | ||||||
Website development costs | 6,203 | 5,315 | ||||||
Accumulated amortization | (2,937 | ) | (1,869 | ) | ||||
Website development costs, net | 3,266 | 3,446 | ||||||
Security deposit | 15,000 | 15,000 | ||||||
Total assets | $ | 4,389,686 | $ | 2,194,251 | ||||
Liabilities and equity (deficit)
|
||||||||
Current liabilities:
|
||||||||
Accounts payable
|
$ | 540,144 | $ | 948,073 | ||||
Accounts payable - president and CEO
|
252,486 | 89,193 | ||||||
Accrued expenses
|
17,500 | 19,700 | ||||||
Accrued interest
|
89,490 | 21,627 | ||||||
Advances from president and significant stockholder
|
852 | 21,238 | ||||||
Convertible notes payable - net of discount
|
455,761 | 357,700 | ||||||
Current portion of derivative liability
|
- | - | ||||||
Total current liabilities | 1,356,233 | 1,457,531 | ||||||
Non-Current liabilities:
|
||||||||
Derivative note liabilities
|
1,027,434 | - | ||||||
Derivative warrant liabilities
|
4,364,190 | 486,113 | ||||||
Total non-current liabilities | 5,391,624 | 486,113 | ||||||
Total liabilities | 6,747,857 | 1,943,644 | ||||||
Equity (Deficit)
|
||||||||
Stevia Corp stockholders' equity (deficit):
|
||||||||
Preferred stock par value $0.001: 1,000,000 shares authorized;
|
||||||||
none issued or outstanding | - | - | ||||||
Common stock par value $0.001: 250,000,000 shares authorized,
|
||||||||
149,109,271 and 63,555,635 shares issued and outstanding, respectively | 149,108 | 63,556 | ||||||
Additional paid-in capital
|
11,383,415 | 4,760,624 | ||||||
Common stock to be issued
|
- | - | ||||||
Accumulated deficit
|
(13,597,941 | ) | (4,359,415 | ) | ||||
Total Stevia Corp stockholders' equity (deficit) | (2,065,418 | ) | 464,765 | |||||
Non-controlling interest in subsidiary
|
||||||||
Noncontrolling interest - retained earnings in consolidated subsidiaries
|
(292,753 | ) | (214,158 | ) | ||||
Non-controlling interest in subsidiary
|
(292,753 | ) | (214,158 | ) | ||||
Total Equity (Deficit) | (2,358,171 | ) | 250,607 | |||||
Total Liabilities and Equity (Deficit) | $ | 4,389,686 | $ | 2,194,251 |
For the Fiscal Year
|
For the Fiscal Year
|
|||||||
Ended
|
Ended
|
|||||||
March 31, 2014
|
March 31, 2013
|
|||||||
Revenues
|
$ | 6,373,199 | $ | 2,168,093 | ||||
Cost of revenues
|
||||||||
Farm produce
|
5,118,943 | 1,789,034 | ||||||
Farm expenses
|
323,073 | 94,547 | ||||||
Farm field lease
|
- | 21,250 | ||||||
Farm management services - related parties
|
240,000 | 712,550 | ||||||
Total cost of revenues
|
5,682,016 | 2,617,381 | ||||||
Gross margin
|
691,183 | (449,288 | ) | |||||
Operating expenses:
|
||||||||
Directors' fees
|
218,750 | 375,000 | ||||||
Professional fees
|
1,132,151 | 454,958 | ||||||
Research and development
|
288,357 | 177,169 | ||||||
Salary and compensation - officer
|
813,460 | - | ||||||
Salary and compensation - others
|
66,594 | 190,549 | ||||||
General and administrative expenses
|
490,361 | 412,409 | ||||||
Total operating expenses
|
3,009,673 | 1,610,085 | ||||||
Loss from operations
|
(2,318,490 | ) | (2,059,373 | ) | ||||
Other (income) expense:
|
||||||||
Change in fair value of derivative liability
|
5,290,703 | 74,308 | ||||||
Debt discount
|
773,305 | 32,050 | ||||||
Debt settlement loss
|
561,077 | - | ||||||
Excess of fair value of warrants over notes, net of OID
|
38,075 | - | ||||||
Financing cost
|
54,400 | 28,625 | ||||||
Foreign currency transaction gain (loss)
|
- | 1,316 | ||||||
Interest expense
|
197,728 | 54,350 | ||||||
Other (income) expense
|
83,343 | - | ||||||
Other (income) expense, net
|
6,998,631 | 190,649 | ||||||
Loss before income tax provision and non-controlling interest
|
(9,317,121 | ) | (2,250,022 | ) | ||||
Income tax provision
|
- | - | ||||||
Net loss
|
||||||||
Net loss before non-controlling interest
|
(9,317,121 | ) | (2,250,022 | ) | ||||
Net loss attributable to the non-controlling interest
|
(78,595 | ) | (214,158 | ) | ||||
Net loss attributable to Stevia Corp.
|
$ | (9,238,526 | ) | $ | (2,035,864 | ) | ||
Net loss per common share
|
||||||||
- Basic and diluted: | $ | (0.11 | ) | $ | (0.03 | ) | ||
Weighted average common shares outstanding | ||||||||
- Basic and diluted | 81,867,804 | 62,092,487 |
Total STEV
|
Total
|
||||||||||||||||||||||||||||||
Common Stock Par Value $0.001
|
Additional
|
Common Stock | Accumulated |
Stockholders'
|
Non-controlling
|
Equity
|
|||||||||||||||||||||||||
Number of Shares
|
Amount
|
Paid-in Capital
|
to be Issued |
Deficit
|
Equity (Deficit)
|
Interest
|
(Deficit)
|
||||||||||||||||||||||||
Balance, March 31, 2012
|
58,354,775 | $ | 58,355 | $ | 1,474,751 | $ | - | $ | (2,323,551 | ) | $ | (790,445 | ) | $ | - | $ | (790,445 | ) | |||||||||||||
Restricted common shares issued for farm management services to
|
|||||||||||||||||||||||||||||||
a related party valued at $0.79 per share discounted at 69%
|
|||||||||||||||||||||||||||||||
on July 5, 2012
|
500,000 | 500 | 272,050 | 272,550 | 272,550 | ||||||||||||||||||||||||||
Restricted common shares issued for technology rights
|
|||||||||||||||||||||||||||||||
valued at $0.79 per share discounted at 69%
|
|||||||||||||||||||||||||||||||
on July 5, 2012
|
3,000,000 | 3,000 | 1,632,300 | 1,635,300 | 1,635,300 | ||||||||||||||||||||||||||
Common shares issued for notes conversion
|
|||||||||||||||||||||||||||||||
at $0.832143 per share on July 6, 2012
|
600,858 | 601 | 499,399 | 500,000 | 500,000 | ||||||||||||||||||||||||||
Common shares issued for conversion of accrued interest
|
|||||||||||||||||||||||||||||||
at $0.832143 per share on July 6, 2012
|
33,335 | 33 | 27,707 | 27,740 | 27,740 | ||||||||||||||||||||||||||
Common shares and warrants issued to two investors for cash
|
|||||||||||||||||||||||||||||||
at $0.46875 per unit on August 6, 2012
|
1,066,667 | 1,067 | 498,933 | 500,000 | 500,000 | ||||||||||||||||||||||||||
Warrants issued to investors in connection with the sale of
|
|||||||||||||||||||||||||||||||
equity units on August 6, 2012 classified as derivative liability
|
(381,300 | ) | (381,300 | ) | (381,300 | ) | |||||||||||||||||||||||||
Commissions and legal fees paid in connection with the sale of
|
|||||||||||||||||||||||||||||||
equity units on August 6, 2012
|
(52,500 | ) | (52,500 | ) | (52,500 | ) | |||||||||||||||||||||||||
Warrants issued to placement agent in connection with the sale of
|
|||||||||||||||||||||||||||||||
equity units on August 6, 2012 classified as derivative liability
|
(30,504 | ) | (30,504 | ) | (30,504 | ) | |||||||||||||||||||||||||
Issuance of warrants in connection with
|
|||||||||||||||||||||||||||||||
convertible note payable issued in February and March 2013
|
220,438 | 220,438 | 220,438 | ||||||||||||||||||||||||||||
Beneficial conversion feature in connection with
|
|||||||||||||||||||||||||||||||
convertible note payable issued in February and March 2013
|
224,350 | 224,350 | 224,350 | ||||||||||||||||||||||||||||
Common shares issued for future director
services on October 4, 2011
|
|||||||||||||||||||||||||||||||
earned during the period
|
375,000 | 375,000 | 375,000 | ||||||||||||||||||||||||||||
Net loss
|
(2,035,864 | ) | (2,035,864 | ) | (214,158 | ) | (2,250,022 | ) | |||||||||||||||||||||||
Balance, March 31, 2013
|
63,555,635 | 63,556 | 4,760,624 | (4,359,415 | ) | 464,765 | (214,158 | ) | 250,607 | ||||||||||||||||||||||
Common shares issued for consulting services
|
|||||||||||||||||||||||||||||||
valued at $0.20 per share on April 30, 2013
|
500,000 | 500 | 99,500 | 100,000 | 100,000 | ||||||||||||||||||||||||||
Exercise of warrant with exercise price adjusted
|
|||||||||||||||||||||||||||||||
to $0.20 per share on May 6, 2013
|
853,333 | 853 | 169,813 | 170,666 | 170,666 | ||||||||||||||||||||||||||
Commissions and legal fees paid in connection with the exercise of
|
|||||||||||||||||||||||||||||||
warrants on May 6, 2013
|
(18,653 | ) | (18,653 | ) | (18,653 | ) | |||||||||||||||||||||||||
Reclassification of derivative liability to additional paid-in capital
|
|||||||||||||||||||||||||||||||
associated with the exercise of warrants
|
595,852 | 595,852 | 595,852 | ||||||||||||||||||||||||||||
Warrants issued to investors in connection with warrants
|
|||||||||||||||||||||||||||||||
exercised on May 6, 2013 classified as derivative liability
|
(833,106 | ) | (833,106 | ) | (833,106 | ) | |||||||||||||||||||||||||
Make good shares released to officer for achieving
|
|||||||||||||||||||||||||||||||
the second and third milestones on June 21, 2013
|
3,000,000 | 3,000 | 597,000 | 600,000 | 600,000 | ||||||||||||||||||||||||||
Common shares issued for future director
services on October 4, 2011
|
|||||||||||||||||||||||||||||||
earned during the period endng June 30,2013
|
93,750 | 93,750 | 93,750 | ||||||||||||||||||||||||||||
Reclassification to derivative liability for warrants
|
|||||||||||||||||||||||||||||||
that became derivatives
|
(167,949 | ) | (167,949 | ) | (167,949 | ) | |||||||||||||||||||||||||
Common shares issued for future director
services on October 4, 2011
|
|||||||||||||||||||||||||||||||
earned during the period endng September 30, 2013
|
93,750 | 93,750 | 93,750 | ||||||||||||||||||||||||||||
Anti-dilution shares issued in accordance with the Security Purchase
|
|||||||||||||||||||||||||||||||
Agreement dated August 1, 2012 on October 1, 2013
|
286,666 | 286 | (286 | ) | - | - | |||||||||||||||||||||||||
Common shares issued for future director service
|
|||||||||||||||||||||||||||||||
on December 4, 2013
|
1,500,000 | 1,500 | 186,000 | 187,500 | 187,500 | ||||||||||||||||||||||||||
Common shares issued for future director service
|
|||||||||||||||||||||||||||||||
on December 4, 2013
|
(187,500 | ) | (187,500 | ) | (187,500 | ) | |||||||||||||||||||||||||
Common shares issued per debt settlement agreement
|
|||||||||||||||||||||||||||||||
for past due accounts payable and related settlement costs
|
13,000,000 | 13,000 | 1,416,715 | 279,222 | 1,708,937 | 1,708,937 | |||||||||||||||||||||||||
Common shares issued for future director service on December 4, 2013
|
|||||||||||||||||||||||||||||||
earned during the period endng December 31, 2013
|
7,811 | 7,811 | 7,811 | ||||||||||||||||||||||||||||
Common shares issued per debt settlement agreement
|
|||||||||||||||||||||||||||||||
for past due accounts payable and related settlement costs
|
2,538,882 | 2,539 | 276,683 | (279,222 | ) | - | - | ||||||||||||||||||||||||
Exercise of warrants with exercise price reset
|
|||||||||||||||||||||||||||||||
to $0.0585 per share on February 13, 2014
|
1,877,333 | 1,877 | 107,947 | 109,824 | 109,824 | ||||||||||||||||||||||||||
Exercise of warrants with exercise price reset
|
|||||||||||||||||||||||||||||||
to $0.053365 per share on February and March, 2014
|
4,096,534 | 4,097 | 214,515 | 218,612 | 218,612 | ||||||||||||||||||||||||||
Commissions paid in connection with the exercise of
|
|||||||||||||||||||||||||||||||
warrants on during the quarter ending March 31, 2014
|
(26,275 | ) | (26,275 | ) | (26,275 | ) | |||||||||||||||||||||||||
Reclassification of derivative liability to additional paid-in capital
|
|||||||||||||||||||||||||||||||
associated with the exercise of warrants
|
943,456 | 943,456 | 943,456 | ||||||||||||||||||||||||||||
Cashless exercise of warrants with exercise price reset
|
|||||||||||||||||||||||||||||||
to $0.053365 per share on March 11, 2014
|
3,438,181 | 3,438 | 180,040 | 183,478 | 183,478 | ||||||||||||||||||||||||||
Cashless exercise of warrants on March 11, 2014
|
(611,391 | ) | (611 | ) | (182,867 | ) | (183,478 | ) | (183,478 | ) | |||||||||||||||||||||
Reclassification of derivative liability to additional paid-in capital
|
|||||||||||||||||||||||||||||||
associated with the cashless exercise of warrants
|
145,612 | 145,612 | 145,612 | ||||||||||||||||||||||||||||
Common shares issued for notes and accrued interest conversion
|
|||||||||||||||||||||||||||||||
at $0.1194 per share on March 11, 2014
|
1,973,337 | 1,973 | 233,643 | 235,616 | 235,616 | ||||||||||||||||||||||||||
Common shares issued for notes and accrued interest conversion
|
|||||||||||||||||||||||||||||||
at $0.25 per share on March 11 ,2014
|
1,124,274 | 1,124 | 279,945 | 281,069 | 281,069 | ||||||||||||||||||||||||||
Common shares issued for notes conversion
|
|||||||||||||||||||||||||||||||
at $0.0585 per share on January 21 and February 04 ,2014
|
850,000 | 850 | 48,875 | 49,725 | 49,725 | ||||||||||||||||||||||||||
Common shares issued for notes and accrued interest conversion
|
|||||||||||||||||||||||||||||||
at $0.053365 per share on February 19 and 27 ,2014
|
1,400,158 | 1,400 | 73,319 | 74,719 | 74,719 | ||||||||||||||||||||||||||
Common shares issued for notes conversion
|
|||||||||||||||||||||||||||||||
at $0.0555 per share on March 3, 2014
|
630,631 | 631 | 34,369 | 35,000 | 35,000 | ||||||||||||||||||||||||||
Common shares issued for notes and accrued interest conversion
|
|||||||||||||||||||||||||||||||
at $0.0551per share on February 28 and March 5 ,2014
|
2,262,069 | 2,262 | 122,378 | 124,640 | 124,640 | ||||||||||||||||||||||||||
Common shares issued for notes and accrued interest conversion
|
|||||||||||||||||||||||||||||||
at $0.0559 per share on March 26 and 27 ,2014
|
1,669,648 | 1,670 | 91,663 | 93,333 | 93,333 | ||||||||||||||||||||||||||
Common shares issued for notes and accrued interest conversion
|
|||||||||||||||||||||||||||||||
at $0.057 per share on March 31 ,2014
|
1,119,299 | 1,119 | 62,681 | 63,800 | 63,800 | ||||||||||||||||||||||||||
Reclassification of derivative liability to additional paid-in capital
|
|||||||||||||||||||||||||||||||
associated with the notes and accrued interest conversion
|
627,333 | 627,333 | 627,333 | ||||||||||||||||||||||||||||
Warrants issued to the placement agent in connection with
|
|||||||||||||||||||||||||||||||
issuance and conversion of convertible notes
|
(139,223 | ) | (139,223 | ) | (139,223 | ) | |||||||||||||||||||||||||
Common shares issued for consulting services
|
|||||||||||||||||||||||||||||||
valued at $0.053365 per share on February 24, 2014
|
7,300,000 | 7,300 | 382,265 | 389,565 | 389,565 | ||||||||||||||||||||||||||
Common shares issued for officer's service
|
|||||||||||||||||||||||||||||||
valued at $0.053365 per share on February 24, 2014
|
20,000,000 | 20,000 | 1,047,300 | 1,067,300 | 1,067,300 | ||||||||||||||||||||||||||
Common shares issued for officer's service
|
|||||||||||||||||||||||||||||||
valued at $0.053365 per share on February 24, 2014
|
(1,067,300 | ) | (1,067,300 | ) | (1,067,300 | ) | |||||||||||||||||||||||||
Common shares issued for officer's service
|
|||||||||||||||||||||||||||||||
valued at $0.053365 per share on February 24, 2014
|
213,460 | 213,460 | 213,460 | ||||||||||||||||||||||||||||
Common shares issued per the debt conversion Agreement
|
|||||||||||||||||||||||||||||||
valued at $0.053365 per share on February 26, 2014
|
9,339,348 | 9,339 | 489,055 | 498,394 | 498,394 | ||||||||||||||||||||||||||
Common shares issued for the subsidiary's Debt Conversion
|
|||||||||||||||||||||||||||||||
valued at $0.053365 per share on February 26, 2014
|
7,405,334 | 7,405 | 387,781 | 395,186 | 395,186 | ||||||||||||||||||||||||||
Common shares issued for future director service on December 4, 2013
|
|||||||||||||||||||||||||||||||
earned during the period endng March 31, 2014
|
23,439 | 23,439 | 23,439 | ||||||||||||||||||||||||||||
Net loss
|
(9,238,526 | ) | (9,238,526 | ) | (78,595 | ) | (9,317,121 | ) | |||||||||||||||||||||||
Balance, March 31, 2014
|
149,109,271 | $ | 149,108 | $ | 11,383,415 | $ | - | $ | (13,597,941 | ) | $ | (2,065,418 | ) | $ | (292,753 | ) | $ | (2,358,171 | ) |
For the Fiscal Year
|
For the Fiscal Year
|
|||||||
Ended
|
Ended
|
|||||||
March 31, 2014
|
March 31, 2013
|
|||||||
Cash flows from operating activities:
|
||||||||
Net loss before non-controlling interest
|
$ | (9,317,121 | ) | $ | (2,250,022 | ) | ||
Adjustments to reconcile net loss to net cash used in operating activities
|
||||||||
Depreciation expense
|
4,393 | 1,234 | ||||||
Amortization expense - acquired technology
|
109,020 | 81,765 | ||||||
Amortization expense - website development costs
|
1,068 | 1,068 | ||||||
Amortization of discount on convertible notes payable
|
773,305 | (412,738 | ) | |||||
Original issue discount | 27,908 | - | ||||||
Debt settlement loss
|
561,077 | - | ||||||
Excess of fair value of warrants over notes, net of OID
|
38,075 | - | ||||||
Change in fair value of derivative liability
|
5,290,703 | 74,308 | ||||||
Common shares issued for compensation
|
- | - | ||||||
Common shares issued for director services earned during the period
|
218,750 | 375,000 | ||||||
Common shares issued for services-related party
|
813,460 | 272,550 | ||||||
Common shares issued for outside services
|
595,425 | - | ||||||
Changes in operating assets and liabilities:
|
||||||||
Accounts receivable
|
(515,031 | ) | (158,008 | ) | ||||
Prepaid fertizer
|
(456,008 | ) | - | |||||
Other current assets
|
31,055 | 135,778 | ||||||
Accounts payable
|
485,651 | 690,565 | ||||||
Accounts payable - president and CEO
|
163,293 | 89,193 | ||||||
Accrued expenses
|
(2,200 | ) | 14,300 | |||||
Accrued interest
|
169,821 | 54,284 | ||||||
Net cash used in operating activities
|
(1,007,356 | ) | (1,030,723 | ) | ||||
Cash flows from investing activities:
|
||||||||
Purchases of property and equipment
|
(16,475 | ) | (4,889 | ) | ||||
Website development costs
|
(888 | ) | - | |||||
Net cash used in investing activities
|
(17,363 | ) | (4,889 | ) | ||||
Cash flows from financing activities:
|
||||||||
Advances from (repayments to) president and significant stockholder
|
(20,386 | ) | 2,100 | |||||
Proceeds from issuance of convertible notes, net of costs
|
901,500 | 550,000 | ||||||
Proceeds from sale of common stock, net of costs
|
- | 892,289 | ||||||
Proceeds from exercise of warrants, net of costs
|
454,174 | - | ||||||
Net cash provided by financing activities
|
1,335,288 | 1,444,389 | ||||||
Net change in cash
|
310,569 | 408,777 | ||||||
Cash at beginning of reporting period
|
424,475 | 15,698 | ||||||
Cash at end of reporting period
|
$ | 735,044 | $ | 424,475 | ||||
Supplemental disclosure of cash flows information:
|
||||||||
Interest paid
|
$ | - | $ | - | ||||
Income tax paid
|
$ | - | $ | - | ||||
Non-cash investing and financing activities:
|
||||||||
Issuance of common stock for past due payables
|
$ | 1,042,000 | $ | - | ||||
Issuance of common stock for conversion of convertible notes
|
$ | - | $ | 500,000 | ||||
Issuance of common stock for conversion of accrued interest
|
$ | - | $ | 27,740 |
(i)
|
Assumption as a going concern
:
Management assumes that the Company will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business
.
|
(ii)
|
Allowance for doubtful accounts
:
Management’s
estimate of the allowance for doubtful accounts is based on historical sales, historical loss levels, and an analysis of the collectability of individual accounts;
and general economic conditions that may affect a client’s ability to pay
. The Company evaluated the key factors and assumptions used to develop the allowance in determining that it is reasonable in relation to the financial statements taken as a whole.
|
(iii)
|
Fair value of long-lived assets
:
Fair value is generally determined using the asset’s expected future discounted cash flows or market value, if readily determinable. If long-lived assets are determined to be recoverable, but the newly determined remaining estimated useful lives are shorter than originally estimated, the net book values of the long-lived assets are depreciated over the newly determined remaining estimated useful lives. The Company considers the following to be some examples of important indicators that may trigger an impairment review: (i) significant under-performance or losses of assets relative to expected historical or projected future operating results; (ii) significant changes in the manner or use of assets or in the Company’s overall strategy with respect to the manner or use of the acquired assets or changes in the Company’s overall business strategy; (iii) significant negative industry or economic trends; (iv) increased competitive pressures; (v) a significant decline in the Company’s stock price for a sustained period of time; and (vi) regulatory changes. The Company evaluates acquired assets for potential impairment indicators at least annually and more frequently upon the occurrence of such events.
|
(iv)
|
Valuation allowance for deferred tax assets
:
Management assumes that the realization of the Company’s net deferred tax assets resulting from its net operating loss (“NOL”) carry–forwards for Federal income tax purposes that may be offset against future taxable income was not considered more likely than not and accordingly, the potential tax benefits of the net loss carry-forwards are offset by a full valuation allowance. Management made this assumption based on (a) the Company has incurred recurring losses, (b) general economic conditions, and (c) its ability to raise additional funds to support its daily operations by way of a public or private offering, among other factors.
|
(v)
|
Estimates and assumptions used in valuation of equity instruments
: Management estimates
expected term of share options and similar instruments, expected volatility of the Company’s common shares and the method used to estimate it, expected annual rate of quarterly dividends, and risk free rate(s) to value share options and similar instruments.
|
Name of consolidated
subsidiary or entity
|
State or other jurisdiction of
incorporation or organization
|
Date of incorporation or formation
(date of acquisition, if applicable)
|
Attributable interest
|
|||
Stevia Ventures International Ltd.
|
The Territory of the British Virgin Islands
|
April 11, 2011
|
100%
|
|||
Stevia Asia Limited
|
Hong Kong SAR
|
March 19, 2012
|
100%
|
|||
Stevia Technew Limited
|
Hong Kong SAR
|
April 28, 2012
|
70%
|
|||
SC Brands Pte Ltd
|
Singapore
|
October 1, 2013
|
70%
|
|||
Real Hemp, LLC
|
State of Indiana
|
February 24, 2014
|
100%
|
Level 1
|
Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.
|
|
Level 2
|
Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.
|
|
Level 3
|
Pricing inputs that are generally observable inputs and not corroborated by market data.
|
Estimated Useful
Life (Years)
|
||||
Acquired technology
|
15
|
|||
Website development costs
|
5
|
·
|
Expected term of share options and similar instruments: The expected life of options and similar instruments represents the period of time the option and/or warrant are expected to be outstanding. Pursuant to Paragraph 718-10-50-2(f)(2)(i) of the FASB Accounting Standards Codification the expected term of share options and similar instruments represents the period of time the options and similar instruments are expected to be outstanding taking into consideration of the contractual term of the instruments and employees’ expected exercise and post-vesting employment termination behavior into the fair value (or calculated value) of the instruments. Pursuant to paragraph 718-10-S99-1, it may be appropriate to use the
simplified method
,
i.e.,
expected term = ((vesting term + original contractual term) / 2)
, if (i) A company does not have sufficient historical exercise data to provide a reasonable basis upon which to estimate expected term due to the limited period of time its equity shares have been publicly traded; (ii) A company significantly changes the terms of its share option grants or the types of employees that receive share option grants such that its historical exercise data may no longer provide a reasonable basis upon which to estimate expected term; or (iii) A company has or expects to have significant structural changes in its business such that its historical exercise data may no longer provide a reasonable basis upon which to estimate expected term. The Company uses the simplified method to calculate expected term of share options and similar instruments as the company does not have sufficient historical exercise data to provide a reasonable basis upon which to estimate expected term.
|
·
|
Expected annual rate of quarterly dividends. An entity that uses a method that employs different dividend rates during the contractual term shall disclose the range of expected dividends used and the weighted-average expected dividends. The expected dividend yield is based on the Company’s current dividend yield as the best estimate of projected dividend yield for periods within the expected term of the share options and similar instruments.
|
·
|
Risk-free rate(s). An entity that uses a method that employs different risk-free rates shall disclose the range of risk-free rates used. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for periods within the expected term of the share options and similar instruments.
|
·
|
Expected term of share options and similar instruments: Pursuant to Paragraph 718-10-50-2 of the FASB Accounting Standards Codification the expected term of share options and similar instruments represents the period of time the options and similar instruments are expected to be outstanding taking into consideration of the contractual term of the instruments and holder’s expected exercise behavior into the fair value (or calculated value) of the instruments. The Company uses historical data to estimate holder’s expected exercise behavior. If the Company is a newly formed corporation or shares of the Company are thinly traded the contractual term of the share options and similar instruments is used as the expected term of share options and similar instruments as the Company does not have sufficient historical exercise data to provide a reasonable basis upon which to estimate expected term.
|
·
|
Expected volatility of the entity’s shares and the method used to estimate it. An entity that uses a method that employs different volatilities during the contractual term shall disclose the range of expected volatilities used and the weighted-average expected volatility. A thinly-traded or nonpublic entity that uses the calculated value method shall disclose the reasons why it is not practicable for the Company to estimate the expected volatility of its share price, the appropriate industry sector index that it has selected, the reasons for selecting that particular index, and how it has calculated historical volatility using that index. The Company uses the average historical volatility of the comparable companies over the expected contractual life of the share options or similar instruments as its expected volatility. If shares of a company are thinly traded the use of weekly or monthly price observations would generally be more appropriate than the use of daily price observations as the volatility calculation using daily observations for such shares could be artificially inflated due to a larger spread between the bid and asked quotes and lack of consistent trading in the market.
|
·
|
Expected annual rate of quarterly dividends. An entity that uses a method that employs different dividend rates during the contractual term shall disclose the range of expected dividends used and the weighted-average expected dividends. The expected dividend yield is based on the Company’s current dividend yield as the best estimate of projected dividend yield for periods within the expected contractual life of the option and similar instruments.
|
·
|
Risk-free rate(s). An entity that uses a method that employs different risk-free rates shall disclose the range of risk-free rates used. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for periods within the contractual life of the option and similar instruments.
|
Potentially Outstanding Dilutive Common Shares
|
||||||||
For Fiscal Year Ended
March 31, 2014
|
For Fiscal Year Ended
March 31, 2013
|
|||||||
Make Good Escrow Shares
|
||||||||
Make Good Escrow Agreement shares issued and held with the escrow agent in connection with the Share Exchange Agreement consummated on June 23, 2011 pending the achievement by the Company of certain post-Closing business milestones (the “Milestones”).
|
- | 3,000,000 | ||||||
Sub-total Make Good Escrow Shares
|
- | 3,000,000 |
Convertible Note Shares
|
||||||||
On March 7, 2012, the Company issued a convertible note in the principal amount of $200,000 with interest at 10% per annum due one (1) year from the date of issuance with the conversion price to be the same as the next private placement price on a per share basis, provided that the Company completes a private placement with gross proceeds of at least $100,000. On August 6, 2012, the Company completed the very next private placement at $0.46875 per share with gross proceeds of at least $100,000. On March 15, 2013, the above note was cancelled and reissued with a new convertible note consisting of the prior principal amount and the entire accrued unpaid interest for the total amount of $220,438 with interest at 12% per annum convertible at $0.25 per share due on September 30, 2013. The note is currently past due with no penalty and the Company continues to accrue the interest at 12% per annum.
|
881,752
|
881,572
|
||||||
On May 30, 2012, the Company issued a convertible note in the principal amount of $200,000 with interest at 10% per annum due one (1) year from the date of issuance convertible at the lower of (a) the price per share at which shares of capital stock issued in the Financing or (b) the average closing bid price over the thirty (30) day period prior to the Conversion Date. The note with accrued interest of $235,616 was converted to 1,973,337 shares on March 11, 2014
|
-
|
426,667
|
||||||
On February 26, 2013, the Company issued two (2) convertible notes in the principal amount of $250,000 and $100,000, respectively, convertible at $0.25 per share, with interest at 12% per annum due on September 30, 2013. The Convertible Note in the principal amount of $250,000 with the accrued interest was of $29,945 converted to 1,124,274 shares on March 11, 2014. The Convertible Note in the principal amount of $100,000 is currently past due with no penalty and the Company continues to accrue the interest at 12% per annum.
|
400,000
|
1,400,000
|
||||||
On November 21, 2013, the Company issued a convertible note in the principal amount of $53,000, convertible at 65% of the three lowest bids for 30 trading days before the conversion date with interest at 8% per annum, due on August 25, 2014.
|
993,160
|
-
|
||||||
On February 7, 2014, the Company issued a convertible notes in the principal amount of $80,000 convertible at $0.10 per share, with interest at 8% per annum due on February 6, 2015.
|
800,000
|
-
|
||||||
On February 20, 2014 the Company issued a convertible note in the principal amount of $55,556 with a 10% Original Issuance Discount ("OID") and 12% one time interest. The note is due February 20, 2015, one (1) year from the date of issuance, convertible at 65% of the lowest trade price for the 25 trade day period before the conversion date.
|
1,041,057
|
-
|
||||||
On March 3, 2014 the Company issued a convertible note in the principal amount of $500,000 with a 32% Original Issuance Discount ("OID") that is to be waived upon filing a registration report and convertible at 60% of the two lowest bids for 10 trading days before the conversion date with interest at 8% per annum, due on December 17, 2014.
|
6,371,217
|
-
|
||||||
Sub-total Convertible Note Shares
|
10,487,186
|
2,708,419
|
Warrant Shares
|
||||||||
On August 6, 2012, the Company issued (i) warrants to purchase 1,066,667 shares, in the aggregate, of the Company’s common stock to investors (the “investor warrants”) and (ii) warrants to purchase 85,333 shares of the Company's common stock to the placement agent (the "agent warrants") with an exercise price of $0.6405 per share, subject to certain adjustments pursuant to Section 3(b) Subsequent Equity Sales of the SPA, expiring five (5) years from the date of issuance. On February 26, 2013, warrants
issued subsequent to these warrants
triggered a reset of these warrants exercise price to $0.25 per share and the shares to be issued under the warrants were adjusted to 2,951,424 shares accordingly. On May 8, 2013, the Company completed a private placement at $0.20 per share with gross proceeds more than $100,000; this event triggered the reset of the conversion price of the convertible note to $0.20 per share and the shares to be issued under the warrants were adjusted to 3,689,280 shares accordingly. On May 8, 2013, investors exercised the warrants to purchase 2,732,799 shares (853,333 original shares) at $0.20 per share. On February 7, 2014, the number of shares and exercise price of the remaining unexercised warrants were reset to 11,093,791 shares and $0.053365 per share.
|
11,093,791
|
2,951,424
|
||||||
On February 26, 2013, the Company issued warrants to purchase 1,000,000 and 400,000 shares respectively, or 1,400,000 shares in aggregate, of the Company’s common stock to two (2) note holders in connection with the issuance of convertible notes.
|
1,400,000
|
1,400,000
|
||||||
On March 15, 2013, the Company issued a warrant to purchase 881,753 shares of the Company’s common stock to the note holder in connection with the issuance of the convertible note.
|
881,753
|
881,753
|
||||||
On May 6, 2013, the Company issued three (3) series of warrants:
Series A warrants include (i) warrants to purchase 1,877,333 shares of the Company’s common stock to the investor and (ii) warrants to purchase 150,187 shares of the Company's common stock to the placement agent (the "agent warrants") with an exercise price of $0.20 per share and full reset feature expiring five (5) years from the date of issuance, which was subsequently reset to 7,035,821 and 562,866 with exercise price being reset to $0.053365 per share. In February 2014, the warrant holders exercised certain warrants and acquired 1,877,333 shares at $0.053365 per share in February 2014.
|
5,721,354
|
-
|
Series B warrants include (i) warrants to purchase 1,066,666 shares of the Company’s common stock to the investor and (ii) warrants to purchase 85,333 shares of the Company's common stock to the placement agent (the "agent warrants") with an exercise price of $0.25 per share and full reset feature expiring five (5) years from the date of issuance, which was subsequently reset to 4,997,030 and 399,762 with exercise price being reset to $0.053365 per share. In February 2014, the warrant holders exercised certain warrants and acquired 4,096,534 shares at $0.053365 per share in February 2014.
|
1,300,258
|
-
|
||||||
Series C warrants include (i) warrants to purchase 2,346,666 shares of the Company’s common stock to the investor and (ii) warrants to purchase 187,733 shares of the Company's common stock to the placement agent (the "agent warrants") with an exercise price of $0.25 per share and full reset feature expiring five (5) years from the date of issuance. The warrants are exercisable under the condition of Series A warrants are exercised, which was subsequently reset to 10,997,430 and 879,478 with exercise price being reset to $0.053365 per share. In February 2014, the warrant holders exercised certain warrants and acquired 3,438,181 shares at $0.053365 per share in February 2014.
|
8,434,767
|
-
|
||||||
On October 15, 2013, the Company issued warrants to purchase 1,000,000 shares of the Company’s common stock to a note holder with an exercise price of $0.25 per share and full reset feature in connection with the issuance of convertible note, which was subsequently reset to 4,684,718 with exercise price being reset to $0.053365 per share in February 2014.
|
4,684,718
|
-
|
||||||
On February 7, 2014, the Company issued warrants to purchase 1,000,000 shares of the Company’s common stock to a note holder with an exercise price of $0.10 per share and full reset feature in connection with the issuance of convertible note, which was subsequently reset to 1,873,887 with exercise price being reset to $0.053365 per share in February 2014.
|
1,873,887
|
-
|
||||||
On February 15, 2014, the Company issued warrants to purchase 563,874 shares of the Company’s common stock to the placement agent with an exercise price between $0.053365 and $0.30 per share as commission for the issuance of convertible note and conversion.
|
563,874
|
-
|
||||||
On February 20, 2014, the Company issued warrants to purchase 683,202 shares of the Company’s common stock to a note holder with an exercise price of $0.053365 per share as replacement warrant.
|
683,202
|
-
|
||||||
Sub-total Warrant Shares
|
36,637,604
|
5,233,177
|
||||||
Total potentially outstanding dilutive common shares
|
47,124,790
|
10,941,596
|
1.
|
Identify the contract(s) with the customer
|
2.
|
Identify the performance obligations in the contract
|
3.
|
Determine the transaction price
|
4.
|
Allocate the transaction price to the performance obligations in the contract
|
5.
|
Recognize revenue when (or as) the entity satisfies a performance obligations
|
1.
|
Contracts with customers
– including revenue and impairments recognized, disaggregation of revenue, and information about contract balances and performance obligations (including the transaction price allocated to the remaining performance obligations)
|
2.
|
Significant judgments and changes in judgments
– determining the timing of satisfaction of performance obligations (over time or at a point in time), and determining the transaction price and amounts allocated to performance obligations
|
3.
|
Assets recognized from the costs to obtain or fulfill a contract.
|
March 31, 2014
|
March 31, 2013
|
|||||||
Prepaid fertilizer (*)
|
$
|
1,498,008
|
$
|
-
|
||||
$
|
1,498,008
|
$
|
-
|
*
|
The company acquired certain fertilizer in the amount of $
1,498,008
in aggregate which was used for preparation of the fall planting for the spring harvest which will start from the second half of February, 2015 and last through April, 2015.
|
Related Parties
|
Relationship
|
|
George Blankenbaker
|
President and significant stockholder of the Company
|
|
Leverage Investments, LLC
|
An entity owned and controlled by the president and significant stockholder of the Company
|
|
Technew Technology Limited
|
Non-controlling interest holder
|
|
Growers Synergy Pte Ltd.
|
An entity owned and controlled by the president and significant stockholder of the Company
|
|
Guangzhou Health Technology Development Company Limited
|
An entity owned and controlled by Non-controlling interest holder
|
For the reporting
period ended
March 31, 2014
|
For the reporting
period ended
March 31, 2013
|
|||||||
Farm management services – related parties
|
$
|
240,000
|
$
|
240,000
|
||||
$
|
240,000
|
$
|
240,000
|
Expected option life (year)
|
3.00
|
|||
Expected volatility
|
74.53
|
%
|
||
Risk-free interest rate
|
0.37
|
%
|
||
Dividend yield
|
0.00
|
%
|
Expected option life (year)
|
3.00
|
|||
Expected volatility
|
75.11
|
%
|
||
Risk-free interest rate
|
0.40
|
%
|
||
Dividend yield
|
0.00
|
%
|
On October 15, 2013, the Company issued a convertible note in the principal amount of $58,000 convertible at $0.20 per share, with an $8,000 Original Issue Discount ("OID") and interest at 10% per annum maturing on May 1, 2014. The Debenture is secured by 1,250,000 restricted common shares of the Company. In connection with the issuance of the convertible note, the Company granted the note holder a warrant to purchase 1,000,000 common shares with an exercise price of $0.25 per share, subject to certain adjustments pursuant to Section 3(b) Subsequent Equity Sales and Section 3(c) Subsequent Rights Offerings of the warrant ("full price and share reset provisions") expiring five (5) years from the date of issuance. The note and accrued interest of $63,800 in aggregate was converted to 1,119,299 shares on March 31, 2014.
|
- | - | ||||||
On November 21, 2013, the Company issued a convertible note in the principal amount of $53,000, convertible at 65% of the three lowest bids for 30 trading days before the conversion date, with interest at 8% per annum, due on August 25, 2014.
|
53,000 | - | ||||||
On December 9, 2013, the Company issued a convertible note in the principal amount of $55,556 with a 10% Original Issuance Discount ("OID") and a one-time interest charge of 12%. The note is due one (1) year from the date of issuance with the conversion price at 65% of the lowest trade price for the 25 trade day period before the conversion date . The note and accrued interest of $62,222 in aggregate was converted to 1,113,099 shares on March 27, 2014.
|
- | - | ||||||
On February 7, 2014, the Company issued a convertible notes in the principal amount of $80,000 convertible at $0.10 per share, with interest at 8% per annum due on February 6, 2015.
|
80,000 | - | ||||||
On February 20, 2014 the Company issued a convertible note in the principal amount of $55,556 with a 10% Original Issuance Discount ("OID") and 12% one time interest. The note is due on February 20, 2015, one (1) year from the date of issuance with the conversion price at 65% of the lowest trade price for the 25 trade day period before the conversion date.
|
55,556 | - | ||||||
On March 3, 2014 the Company issued a convertible note in the principal amount of $500,000 with a 32% Original Issuance Discount ("OID") that is to be waived upon filing registration report and convertible at 60% of the two lowest bids for 10 trading days before the conversion date with interest at 8% per annum, due on December 17, 2014.
|
340,000 | - | ||||||
Sub-total: convertible notes payable
|
848,994 | 770,438 | ||||||
Discount representing (i) the relative fair value of the warrants issued, (ii) the beneficial conversion features and (iii) the derivative liability on conversion features
|
(860,701 | ) | (444,788 | ) | ||||
Accumulated amortization of discount of convertible notes payable
|
467,468 | 32,050 | ||||||
Remaining discount
|
(393,233 | ) | (412,738 | ) | ||||
$ | 455,761 | $ | 357,700 |
·
|
The stock price would fluctuate with the Company projected volatility.
|
·
|
The stock price would fluctuate with an annual volatility. The projected volatility curve was based on historical volatilities of the Company for the valuation periods.
|
·
|
The Holder would exercise the warrant as they become exercisable (effective registration is projected 4 months from issuance and the earliest exercise is projected 180 days from issuance) at target prices of 2 times the higher of the projected reset price or stock price.
|
·
|
The Holder would exercise the warrant at maturity if the stock price was above the project reset prices.
|
·
|
A 100% probability of a reset event and a projected financing each quarter for 3 years at prices approximating 93% of market
|
·
|
The Warrants with an exercise price of $0.25 exercise price is projected to reset to $0.047 at maturity; the Warrants with an exercise price of $0.20 per share is projected to reset to $0.043 at maturity
|
·
|
The Company had no reset event during this quarter period ending 12/31/2013. Prior reset events occurred on 2/26/2013 to $0.25 and 5/6/2013 to $0.20.
|
·
|
No warrants have expired. Warrants with full reset feature issued during this quarter period ending 12/31/2013
|
·
|
The projected volatility curve for the valuation dates was:
|
|
1 Year
|
2 Year
|
3 Year
|
4 Year
|
5 Year
|
|||||||||
August 6, 2012
|
129%
|
178%
|
218%
|
252%
|
281%
|
|||||||||
September 30, 2012
|
127%
|
173%
|
211%
|
244%
|
272%
|
|||||||||
March 31, 2013
|
122%
|
167%
|
205%
|
236%
|
264%
|
|||||||||
March 31, 2014
|
104%
|
168%
|
202%
|
233%
|
261%
|
Fair Value Measurement Using Level 3 Inputs
|
||||||||
Derivative Warrants
Assets (Liability)
|
Total
|
|||||||
Balance, September 30, 2012
|
$
|
(180,284
|
)
|
$
|
(180,284
|
)
|
||
Total gains or losses (realized/unrealized) included in:
|
||||||||
Net income (loss)
|
(305,829
|
)
|
(305,829
|
)
|
||||
Other comprehensive income (loss)
|
-
|
-
|
||||||
Purchases, issuances and settlements
|
-
|
-
|
||||||
Transfers in and/or out of Level 3
|
-
|
-
|
||||||
Balance, March 31, 2013
|
(486,113
|
)
|
(486,113
|
)
|
||||
Total gains or losses (realized/unrealized) included in:
|
||||||||
Net income (loss)
|
(5,290,703
|
) |
(5,290,703
|
) | ||||
Other comprehensive income (loss)
|
-
|
-
|
||||||
Purchases, issuances and settlements
|
385,192
|
|
385,192
|
|
||||
Transfers in and/or out of Level 3
|
-
|
-
|
||||||
Balance, March 31, 2014
|
$
|
(5,391,624
|
)
|
$
|
(5,391,624
|
)
|
Warrant Activities
|
APIC
|
(Gain) Loss
|
|||||||||||||||||
Derivative
Shares
|
Non-derivative
Shares
|
Total Warrant
Shares
|
Fair Value of
Derivative Warrants
|
Reclassification of Derivative Liability
|
Change in Fair Value
of Derivative Liability
|
||||||||||||||
Derivative warrant at March 31, 2013
|
2,951,424
|
2,281,753
|
5,233,177
|
(486,113
|
)
|
||||||||||||||
Issuance of warrants
|
42,302,198
|
1,247,076
|
42,549,274
|
(472,374
|
)
|
-
|
-
|
||||||||||||
Exercise of warrants
|
(12,144,847
|
)
|
-
|
(12,144,847
|
)
|
857,566
|
-
|
-
|
|||||||||||
Mark to market
|
(5,290,703
|
)
|
5,290,703
|
||||||||||||||||
Derivative warrant at March 31, 2014
|
33,108,775
|
3,528,829
|
36,637,604
|
(5,391,624
|
)
|
Number of
Warrant Shares
|
Exercise Price
Range
Per Share
|
Weighted Average
Exercise Price
|
Fair Value at
Date of Issuance
|
Aggregate
Intrinsic
Value
|
||||||||||||||||
Balance, March 31, 2013
|
5,233,177 | $ | 0.20 | $ | 0.20 | $ | 620,325 | $ | - | |||||||||||
Granted
|
43,549,274 | 0.053365 - 0.30 | 0.053365 | 472,374 | - | |||||||||||||||
Canceled
|
- | - | - | - | - | |||||||||||||||
Exercised
|
(12,144,847 | ) | 0.053365 - 0.20 | 0.053365 | (411,805 | ) | - | |||||||||||||
Expired
|
- | - | - | - | ||||||||||||||||
Balance, March 31, 2014
|
36,637,604 | $ | 0.053365 - 0.30 | $ | 0.05436 | $ | 680,894 | $ | - | |||||||||||
Earned and exercisable, March 31, 2014
|
36,637,604 | $ | 0.053365 - 0.30 | $ | 0.05436 | $ | 680,894 | $ | - | |||||||||||
Unvested, March 31, 2014
|
- | $ | - | $ | - | $ | - | $ | - |
·
|
On December 23, 2011, 3,000,000 out of the 6,000,000 Escrow Shares have been earned by and released to Ventures stockholder upon achievement of the First Milestone within 180 days of June 23, 2011, the Closing Date associated with the First Milestone. These shares were valued at $0.25 per share or $750,000 on the date of release and recorded as salary and compensation - officer.
|
·
|
On June 23, 2013, the remaining 3,000,000 Escrow Shares have been earned by and released to Ventures stockholder upon achievement of the Second and the Third Milestones within two (2) years of June 23, 2011, the Closing Date associated with the Milestones. These shares were valued at $0.20 per share or $600,000 on June 23, 2013 and recorded as salary and compensation - officer.
|
Fiscal Year Ending March 31:
|
||||
2015
|
30,000
|
|||
2016
|
30,000
|
|||
$
|
60,000
|
March 31, 2014
|
March 31, 2013
|
|||||||
Net deferred tax assets – Non-current:
|
||||||||
Expected income tax benefit from NOL carry-forwards
|
2,279,101
|
1,275,390
|
||||||
Less valuation allowance
|
(2,279,101
|
)
|
(1,275,390
|
)
|
||||
Deferred tax assets, net of valuation allowance
|
$
|
-
|
$
|
-
|
For the
Fiscal Year
Ended
March 31, 2014
|
For the Fiscal Year
Ended
March 31, 2013
|
|||||||
Federal statutory income tax rate
|
34.0
|
%
|
34.0
|
%
|
||||
Change in valuation allowance on net operating loss carry-forwards
|
(34.0
|
)
|
(34.0
|
)
|
||||
Effective income tax rate
|
0.0
|
%
|
0.0
|
%
|
Accounts Payable at
|
Net Purchases
|
|||||||||||||||
March 31, 2014
|
March 31, 2013
|
For the Reporting
Period Ended
March 31, 2014
|
For the Reporting
Period Ended
March 31, 2013
|
|||||||||||||
Growers Synergy Pte. Ltd. – related party
|
4.1 | % | 50.1 | % | 3.6 | % | 26.4 | % | ||||||||
Stevia Ventures Corporation
|
48.5 | % | 16. 9 | % | 52.5 | % | 55.7 | % | ||||||||
SG Agro Tech Pte Ltd
|
- | % | - | % | 33.5 | % | - | % | ||||||||
52.6 | % | 67.0 | % | 89.6 | % | 82.1 | % |
Exhibit No.
|
Description
|
|
2.1
|
Share Exchange Agreement dated June 23, 2011 (incorporated by reference to Exhibit 2.1 of the Registrant’s Current Report on Form 8-K filed on June 29, 2011)
|
|
3.1
|
Articles of Incorporation of the Registrant, dated May 18, 2007, including all amendments to date (incorporated by reference to the Registrant’s Quarterly Report on Form 10-Q filed November 20, 2013)
|
|
3.2
|
Amended and Restated Bylaws of the Registrant, as amended, dated March 18, 2011 (incorporated by reference to Exhibit 3.2 of the Registrant’s Current Report on Form 8-K filed on March 22, 2011)
|
|
10.1
|
Supply Agreement with Asia Stevia Investment Development Company Ltd, dated April 12, 2011 (incorporated by reference to the Registrant’s Current Report on Form 8-K filed on June 29, 2011)
|
|
10.2
|
Supply Agreement with Stevia Ventures Corporation, dated April 12, 2011 (incorporated by reference to the Registrant’s Current Report on Form 8-K filed on June 29, 2011)
|
|
10.3
|
Convertible Promissory Note, with Vantage Associates SA, dated February 14, 2011 (incorporated by reference to the Registrant’s Current Report on Form 8-K filed on June 29, 2011)
|
|
10.4
|
Convertible Promissory Note, with Vantage Associates SA, dated June 23, 2011 (incorporated by reference to the Registrant’s Current Report on Form 8-K filed on June 29, 2011)
|
|
10.5
|
Form of Convertible Promissory Note (incorporated by reference to the Registrant’s Quarterly Report on Form 10-Q filed on November 21, 2011)
|
|
10.6
|
Stock Purchase Agreement (incorporated by reference to the Registrant’s Quarterly Report on Form 10-Q filed on November 21, 2011)
|
|
10.7
|
Management and Off-Take Agreement with Growers Synergy Pte Ltd., effective November 1, 2011 (incorporated by reference to the Registrant’s Current Report on Form 8-K filed on October 31, 2011)
|
|
10.8
|
The Minutes for Land Transferring Agreement for New Crop Plants Variety, dated December 14, 2011 (incorporated by reference to the Registrant’s Quarterly Report on Form 10-Q filed on February 17, 2012)
|
|
10.9
|
Supply Agreement with Guangzhou Health China Technology Development Company Limited, dated February 21, 2012 (incorporated by reference to the Registrant’s Current Report on Form 8-K filed on February 27, 2012)
|
|
10.10
|
Cooperative Agreement (incorporated by reference to the Registrant’s Current Report on Form 8-K filed on July 11, 2012)
|
|
10.11
|
Technology Acquisition Agreement (incorporated by reference to the Registrant’s Current Report on Form 8-K filed on July 11, 2012)
|
|
10.12
|
Securities Purchase Agreement (incorporated by reference to the Registrant’s Current Report on Form 8-K filed on August 7, 2012)
|
10.13
|
Registration Rights Agreement (incorporated by reference to the Registrant’s Current Report on Form 8-K filed on August 7, 2012)
|
|
10.14
|
Form of Warrant (incorporated by reference to the Registrant’s Current Report on Form 8-K filed on August 7, 2012)
|
|
10.15
|
Reset Letter with Anson Investments Master Fund LP, dated May 1, 2013 (incorporated by reference to the Registrant’s Current Report on Form 8-K filed on May 6, 2013)
|
|
10.16
|
Form of Warrant (incorporated by reference to the Registrant’s Current Report on Form 8-K filed on May 6, 2013)
|
|
10.17
|
Stipulation of Settlement with Hanover Holdings I, LLC, dated July 16, 2013 (incorporated by reference to the Registrant’s Current Report on Form 8-K filed on July 29, 2013)
|
|
10.18
|
$400,000 Promissory Note, dated July 16, 2013 (incorporated by reference to the Registrant’s Quarterly Report on Form 10-Q filed August 19, 2013)
|
|
10.19
|
Form of Senior Convertible Note (incorporated by reference to the Registrant’s Current Report on Form 8-K filed March 4, 2014)
|
|
10.20
|
Securities Purchase Agreement, dated as of March 3, 2014, by and between Nomis Bay Ltd. and Stevia Corp. (incorporated by reference to the Registrant’s Current Report on Form 8-K filed March 4, 2014)
|
|
10.21
|
Registration Rights Agreement, dated as of March 3, 2014, by and between Nomis Bay Ltd. and Stevia Corp. (incorporated by reference to the Registrant’s Current Report on Form 8-K filed March 4, 2014)
|
|
10.22
|
Note Purchase Agreement, dated as of April 2, 2014, by and between Stevia Corp. and YOPCP, LLC (incorporated by reference to the Registrant’s Current Report on Form 8-K filed April 3, 2014)
|
|
10.23
|
Form of Senior Secured Convertible Promissory Note (incorporated by reference to the Registrant’s Current Report on Form 8-K filed April 3, 2014)
|
|
10.24
|
Security Agreement, dated as of April 2, 2014, by and between Stevia Corp. and YOPCP, LLC (incorporated by reference to the Registrant’s Current Report on Form 8-K filed April 3, 2014)
|
|
14.1
|
Code of Ethics (incorporated by reference to the Registrant’s Current Report on Form 8-K filed October 31, 2011)
|
|
21
|
List of Subsidiaries*
|
|
31
|
Rule 13(a) — 14(a)/15(d) — 14(a) Certification (Principal Executive Officer and Principal Financial Officer)*
|
|
32
|
Section 1350 Certifications*
|
|
101
|
Interactive Data Files pursuant to Rule 405 of Regulation S-T*
|
/s/ George Blankenbaker
|
|
By: George Blankenbaker
|
|
Its: President
|
|
(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)
|
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
Date: July 15, 2014
|
||
/s/ George Blankenbaker
|
||
Name:
|
George Blankenbaker
|
|
Title:
|
President
|
|
(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)
|
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