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Share Name | Share Symbol | Market | Type |
---|---|---|---|
1933 Industries Inc (QB) | USOTC:TGIFF | OTCMarkets | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 0.0085 | 0.0081 | 0.0137 | 0.00 | 13:03:34 |
Oklahoma
|
26-3090646
|
|
(State or Other Jurisdiction of
Incorporation or Organization)
|
(I.R.S. Employer
Identification No.)
|
515 Chalette Drive, Beverly Hills, CA
|
90210
|
|
(Address of Principal Executive Offices)
|
(Zip Code)
|
468 N. Camden Drive, Suite 200, Beverly Hills, CA
|
90210
|
|
(Former Address of Principal Executive Offices)
|
(Zip Code)
|
o
Large Accelerated Filer
|
o
Accelerated Filer
|
o
Non-accelerated Filer (do not check if smaller reporting company)
|
x
Smaller Reporting Company
|
●
|
occasional scheduled maintenance;
|
●
|
equipment failure;
|
●
|
traffic volume to our websites that exceed our infrastructure’s capacity; and
|
●
|
natural disasters, telecommunications failures, power failures, other system failures, maintenance, viruses, hacking or other events outside of our control.
|
●
|
During the twelve months ended March 31, 2014, the Company charged to operations $365,375 as fair value of 10,196,193 shares of common stock issued or to be issued to consultants for services. Of this amount, 596,921 shares, valued at $16,250, have not yet been issued for services already provided.
|
●
|
During September 2013, we granted 2,506,685 warrants as compensation for consulting services with an initial exercise price of $0.05 per share and a term of three years. Due to price reset features, the number of warrants has increased to a total of 6,266,713 and an exercise price of $0.02.
|
●
|
On September 10, 2013 we issued to accredited investors, 25,066,850 common stock purchase warrants to investors pursuant to the sale of $501,337 in principal of 12% convertible debentures in exchange for $400,000 in cash and the exchange of a debenture in principal and interest of $101,337 previously issued on July 26, 2013. The warrants had an exercise price of $0.05 and a term of 3 years. The debentures are convertible 180 days from issuance at a price per share of $0.02, or if more than 181 days from issuance, the lesser of $0.02 or 65% of the average of the lowest three closing bid prices of the common stock for the ten days immediately preceding conversion. As a result of default under these debentures, (i) the principal and accrued interest balance on the debentures increased to 150%, and (ii) the interest rate increased to 18% (commencing 5 days after the event of default). Additionally, due to the subsequent issuance of debt, the warrants issued in connection with the debentures have increased to an aggregate of 62,667,125 with an exercise price of $0.02.
|
●
|
On August 28, 2013, October 2, 2013, November 7, 2013 we issued to an accredited investor, an aggregate of $117,500 in 8% convertible notes. As of March 31, 2014, the Company has issued 900,901 shares of common stock as a result of the conversion of $10,000 in principal of the 8% convertible notes at a conversion price of 55% of the average three (3) lowest per share market values during the ten trading days preceding conversion.
|
●
|
On July 26, 2013, the Company issued 500,000 common stock purchase warrants in connection with the sale to an accredited investor of $100,000 of 8% convertible debentures. The warrants had a term of three years and a price per share of $0.04. The debenture is convertible into common stock at a conversion price equal to 65% of the average of the lowest three closing bid prices for the ten days prior to a conversion. The debenture was exchanged in connection with the convertible debenture financing of September 10, 2013 and the 500,000 warrants were cancelled.
|
●
|
Company Overview — Discussion of our business plan and strategy in order to provide context for the remainder of MD&A.
|
●
|
Critical Accounting Policies — Accounting policies that we believe are important to understanding the assumptions and judgments incorporated in our reported financial results and forecasts.
|
●
|
Results of Operations — Analysis of our financial results comparing the year ended March 31, 2014 to 2013.
|
●
|
Liquidity and Capital Resources — Analysis of changes in our cash flows, and discussion of our financial condition and potential sources of liquidity.
|
Year Ended
|
Change in 2014
|
|||||||||||||||
March 31,
|
Versus 2013
|
|||||||||||||||
2014
|
2013
|
$ | % | |||||||||||||
|
||||||||||||||||
Interest expense
|
$ | (3,848,094 | ) | $ | (60,137 | ) | $ | (3,787,957 | ) | 6,399 | % | |||||
gain on change in fair value of warrant derivative liability
|
1,576,393 | - | 1,576,393 | - | % | |||||||||||
Loss on debt conversion
|
(791 | ) | - | (791 | ) | - | % | |||||||||
Loss on default
|
(250,669 | ) | - | (250,669 | ) | - | % | |||||||||
Total other income (expense)
|
$ | (2,523,161 | ) | $ | (60,137 | ) | $ | (2,463,024 | ) | 4,096 | % |
Year Ended
|
||||||||
Ended March 31,
|
||||||||
2014
|
2013
|
|||||||
Cash at beginning of period
|
$ | 1,296 | $ | 0 | ||||
Net cash used in operating activities
|
(612,551 | ) | (237,179 | ) | ||||
Net cash provided by financing activities
|
615,504 | 238,475 | ||||||
Cash at end of period
|
$ | 4,249 | $ | 1,296 |
●
|
pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets;
|
●
|
provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with authorizations of our management and directors; and
|
●
|
provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements.
|
Name
|
Age
|
Position(s)
|
||
Michael Jay Solomon
|
76 |
President, Chief Executive Officer, Chief Financial Officer, Chairman of the Board of Directors, Principal Executive Officer and Principal Financial Officer
|
||
Marty Pompadur
|
79 |
Director
|
||
Dr. Varun Soni*
|
40 |
Director
|
Name of Reporting Person
|
Type of Report and Number Filed Late
|
No. of
Transactions
Reported Late
|
||||
Varun Soni
|
Form 3 – 1 filed late
|
1 | ||||
Michael Solomon
|
Form 3 --- 1 filed late
|
1 | ||||
Martin Pompadur
|
Form 3 --- 1 filed late
|
1 |
Position
|
Year Ended
|
Salary
($)
|
Bonus
($)
|
Stock
($)
|
All Other
($)
|
Total
($)
|
|||||||||||||||
Michael Jay Solomon (CEO)
|
March 31, 2014
|
*
|
--
|
--
|
--
|
--
|
|||||||||||||||
March 31, 2013
|
*
|
--
|
--
|
--
|
--
|
●
|
Each person, or group of affiliated persons, known by us to be the beneficial owners of 5% or more of any class of our voting securities;
|
●
|
Each person who beneficially owns outstanding shares of our preferred stock;
|
●
|
Each of our current directors and nominees;
|
●
|
Each named executive officer; and
|
Common Stock
|
||||||||||||||||
Shares
|
||||||||||||||||
Underlying
|
||||||||||||||||
Convertible
|
Percent of
|
|||||||||||||||
Name and Address of Beneficial Owner(1)
|
Shares
|
Securities (2)
|
Total
|
Class (2)
|
||||||||||||
Directors and named Executive Officers
|
||||||||||||||||
Michael Jay Solomon
|
65,443,847
|
(3)
|
--
|
65,443,847
|
68.1
|
%
|
||||||||||
Martin Pompadur
|
--
|
180,000
|
150,000
|
*
|
||||||||||||
Varun Soni (4)
|
--
|
216,000
|
180,000
|
*
|
||||||||||||
All directors and executive officers as a group (3 persons)
|
65,443,847
|
396,000
|
65,839,847
|
68.2
|
%
|
(1)
|
Except as otherwise indicated, the persons named in this table have sole voting and investment power with respect to all shares of common stock shown as beneficially owned by them, subject to community property laws where applicable and to the information contained in the footnotes to this table. Unless otherwise indicated, the address of the beneficial owner is Truli Media Group, Inc., 515 Chalette Drive, Beverly Hills, CA 90210.
|
(2)
|
Pursuant to Rules 13d-3 and 13d-5 of the Exchange Act, beneficial ownership includes any shares as to which a shareholder has sole or shared voting power or investment power, and also any shares which the shareholder has the right to acquire within 60 days, including upon exercise of common shares purchase options or warrants. There are 96,151,666 shares of common stock issued and outstanding as of July 9, 2014.
|
(3)
|
Includes 43,243,847 shares owned directly by Michael Jay Solomon and 22,200,000 shares owned by Solomon Family Trust dated December 21, 1989.
|
(4)
|
Dr. Soni resigned from the board of directors effective January 1, 2014.
|
●
|
The Company currently is in debt to its founder and Chief Executive Officer, principal and interest of $722,732 pursuant to a 4% unsecured term note representing advances. The note, which may be increased as additional funds may be advanced to the Company by the Company’s Chief Executive Officer, bears interest at 4% per annum commencing from September 30, 2012. As per ASC 835-30 “Imputation of Interest’, the Company has imputed interest at 4% p.a. on the average balance of the notes payable and recorded $34,203 as interest expense and credited additional paid in capital until September 29, 2012. Since that time, the Company has accrued the interest liability. The Company charged to operations interest expense of $23,721 and $47,494 for the fiscal years ended March 31, 2014 and 2013, respectively. Accrued interest payable is $49,123 and $25,401 at March 31, 2014 and 2013, respectively.
|
●
|
The Company and its Founder and Chief Executive Officer previously settled $1,200,000 of this note payable together with accrued interest into 22,153,847 shares of common stock valued at $0.054 per share.
|
Year Ended
March 31,
2014
|
Year Ended
March 31,
2013
|
|||||||
Audit fees
|
$
|
35,000 |
$
|
32,500
|
||||
Audit related fees
|
-
|
-
|
||||||
Tax fees
|
-
|
-
|
||||||
All other fees
|
-
|
-
|
||||||
Total
|
$
|
35,000 |
$
|
32,500
|
1.
|
Financial Statements: See “Index to Financial Statements” in Part II, Item 8 of this Form 10-K.
|
2.
|
Exhibits: The exhibits listed in the accompanying index to exhibits are filed or incorporated by reference as part of this Form 10-K.
|
●
|
may have been qualified by disclosures that were made to the other parties in connection with the negotiation of the agreements, which disclosures are not necessarily reflected in the agreements;
|
●
|
may apply standards of materiality that differ from those of a reasonable investor;
|
●
|
and were made only as of specified dates contained in the agreements and are subject to later developments.
|
Dated: July [*], 2014
|
TRULI MEDIA GROUP, INC.
|
||
By:
|
/s/ Michael Solomon
|
||
Michael Solomon
|
|||
Chief Executive Officer (Principal Executive Officer and Principal Financial Officer)
|
SIGNATURE
|
TITLE
|
DATE
|
/s/ Michael Jay Solomon
|
Chief Executive Officer, President, Chief Financial Officer and Chairman (Principal Executive Officer, Principal Financial and Accounting Officer)
|
July 15, 2014
|
||
Michael Jay Solomon
|
||||
/s/ Martin Pompadur
|
Director
|
July 15, 2014
|
Report of RBSM LLP., Independent Registered Public Accounting Firm
|
F-1
|
|
Consolidated Balance Sheets
|
F-2
|
|
Consolidated Statements of Operations
|
F-3
|
|
Consolidated Statements of Stockholders’ Deficit
|
F-4
|
|
Consolidated Statements of Cash Flows
|
F-5
|
|
Notes to Consolidated Financial Statements
|
F-6
|
/s/ RBSM LLP
|
|
New York, New York
|
|
July 14, 2014 |
Truli Media Group, Inc.
|
||||||||
Consolidated Balance Sheets
|
||||||||
March 31, 2014
|
March 31, 2013
|
|||||||
Assets
|
||||||||
Current Assets
|
||||||||
Cash and cash equivalents
|
$ | 4,249 | $ | 1,296 | ||||
Prepaid expenses
|
- | 77,033 | ||||||
Total Current Assets
|
4,249 | 78,329 | ||||||
Total Assets
|
$ | 4,249 | $ | 78,329 | ||||
Liabilities and Stockholders’ Deficit
|
||||||||
Current Liabilities:
|
||||||||
Accounts payable and accrued liabilities
|
$ | 311,089 | $ | 116,057 | ||||
Accrued interest, related party
|
49,123 | 25,401 | ||||||
Notes payable - officers
|
673,609 | 536,542 | ||||||
Notes payable, other
|
82,975 | - | ||||||
Convertible note, net of unamortized debt discount of $38,881
|
780,625 | - | ||||||
Derivative liability
|
2,075,434 | - | ||||||
Total Current Liabilities
|
3,972,855 | 678,000 | ||||||
Long-Term Liabilities:
|
||||||||
Long-term notes payable
|
- | 42,975 | ||||||
Total Liabilities
|
3,972,855 | 720,975 | ||||||
Commitments and Contingencies
|
||||||||
Stockholders’ Deficit:
|
||||||||
Preferred stock, $0.0001 par value; 5,000,000 shares authorized; no shares issued and outstanding as of March 31, 2014 and 2013
|
- | - | ||||||
Common stock, $0.001 par value; 495,000,000 shares authorized; 94,151,666 and 83,651,493 shares issued and outstanding as of March 31, 2014 and 2013, respectively
|
94,152 | 83,652 | ||||||
Additional paid in capital
|
2,034,949 | 1,444,412 | ||||||
Common stock to be issued
|
16,250 | - | ||||||
Accumulated deficit
|
(6,113,957 | ) | (2,170,710 | ) | ||||
Total stockholders’ deficit
|
(3,968,606 | ) | (642,646 | ) | ||||
Total Liabilities and Stockholders’ Deficit
|
$ | 4,249 | $ | 78,329 |
Truli Media Group, Inc.
|
||||||||
Consolidated Statements of Operations
|
||||||||
Year ended March 31,
|
Year ended March 31,
|
|||||||
2014
|
2013
|
|||||||
Operating expenses:
|
||||||||
Selling, general and administrative
|
$ | 1,420,086 | $ | 1,054,286 | ||||
Total operating expenses
|
1,420,086 | 1,054,286 | ||||||
Loss from operations
|
(1,420,086 | ) | (1,054,286 | ) | ||||
Other income (expenses):
|
||||||||
Interest expense
|
(3,848,094 | ) | (60,137 | ) | ||||
Gain on change in fair value of derivative liability
|
1,576,393 | - | ||||||
Loss on debt conversion
|
(791 | ) | - | |||||
Loss on default
|
(250,669 | ) | - | |||||
Total other expenses
|
(2,523,161 | ) | (60,137 | ) | ||||
Loss from operations before income taxes
|
(3,943,247 | ) | (1,114,423 | ) | ||||
Provision for income taxes
|
- | - | ||||||
Net loss
|
$ | (3,943,247 | ) | $ | (1,114,423 | ) | ||
Net loss per share – basic and diluted
|
$ | (0.04 | ) | $ | (0.02 | ) | ||
Weighted average common shares – basic and diluted
|
88,379,004 | 55,903,130 |
Truli Media Group, Inc.
|
||||||||||||||||||||||||||||||||||||
Consolidated Statement of Stockholders' Deficit
|
||||||||||||||||||||||||||||||||||||
For the Two Years ended March 31, 2014
|
||||||||||||||||||||||||||||||||||||
Common stock
|
Common stock
to be issued
|
Common stock
to be cancelled
|
Additional
Paid in
|
Accumulated
|
Total
Stockholders'
|
|||||||||||||||||||||||||||||||
Stock
|
Amount
|
Stock
|
Amount
|
Stock
|
Amount
|
Capital
|
Deficit
|
Deficit
|
||||||||||||||||||||||||||||
Balance as of March 31, 2012
|
- | $ | - | 44,400,000 | $ | 44,400 | (58,976,400 | ) | $ | (58,976 | ) | $ | 8,502 | $ | (1,025,213 | ) | $ | (1,031,287 | ) | |||||||||||||||||
Common stock issued in connection with the share exchange transaction on June 13, 2012, effect of recapitalization
|
74,576,623 | 74,577 | - | - | - | - | (43,503 | ) | (31,074 | ) | - | |||||||||||||||||||||||||
Common stock issued for services
|
1,500,000 | 1,500 | - | - | - | - | 103,700 | - | 105,200 | |||||||||||||||||||||||||||
Fair value of vested stock options
|
- | - | - | - | - | - | 163,661 | - | 163,661 | |||||||||||||||||||||||||||
Debt Conversion
|
22,153,847 | 22,154 | - | - | - | - | 1,177,846 | - | 1,200,000 | |||||||||||||||||||||||||||
Common stock to be issued now issued
|
44,400,000 | 44,400 | (44,400,000 | ) | (44,400 | ) | - | - | - | - | ||||||||||||||||||||||||||
Common stock canceled
|
(58,976,400 | ) | (58,976 | ) | - | - | 58,976,400 | 58,976 | - | - | - | |||||||||||||||||||||||||
Rounding off adjustment on forward stock split of 1:1
|
(2,248 | ) | (2 | ) | - | - | - | - | 2 | - | - | |||||||||||||||||||||||||
Rounding off adjustment on forward stock split of 1.2:1
|
(329 | ) | (1 | ) | - | - | - | - | 1 | - | - | |||||||||||||||||||||||||
Imputed interest on related party notes
|
- | - | - | - | - | - | 34,203 | - | 34,203 | |||||||||||||||||||||||||||
Net loss
|
- | - | - | - | - | - | - | (1,114,423 | ) | (1,114,423 | ) | |||||||||||||||||||||||||
Balance as of March 31, 2013
|
83,651,493 | 83,652 | - | - | - | - | 1,444,412 | (2,170,710 | ) | (642,646 | ) | |||||||||||||||||||||||||
Common stock to be issued for services
|
- | - | 596,921 | 16,250 | - | - | - | - | 16,250 | |||||||||||||||||||||||||||
Common stock issued for services
|
9,599,272 | 9,599 | - | - | - | - | 339,526 | - | 349,125 | |||||||||||||||||||||||||||
Common stock issued upon debt conversion
|
900,901 | 901 | - | - | - | - | 17,118 | 18,019 | ||||||||||||||||||||||||||||
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 loss
|
- | - | - | - | - | - | - | (3,943,247 | ) | (3,943,247 | ) | |||||||||||||||||||||||||
Balance as of March 31, 2014
|
94,151,666 | $ | 94,152 | 596,921 | $ | 16,250 | - | $ | - | $ | 2,034,949 | $ | (6,113,957 | ) | $ | (3,968,606 | ) |
Truli Media Group, Inc.
|
||||||||
Consolidated Statements of Cash Flows
|
||||||||
Year ended March 31,
|
Year ended March 31,
|
|||||||
2014
|
2013
|
|||||||
Cash Flows from Operating Activities
|
||||||||
Net loss
|
$ | (3,943,247 | ) | $ | (1,114,423 | ) | ||
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 | 597,968 | ||||||
Operating expenses paid directly through financings
|
114,160 | - | ||||||
Imputed interest on related party notes
|
- | 34,203 | ||||||
Amortization of discount on convertible debt
|
676,647 | - | ||||||
Equity based compensation expense
|
479,359 | 268,861 | ||||||
Change in fair market value of derivative liability
|
(1,576,393 | ) | - | |||||
Loss on excess fair value of derivative liability at inception
|
3,063,436 | - | ||||||
Loss on debt conversion
|
791 | - | ||||||
Loss on default of convertible note
|
250,669 | - | ||||||
Changes in operating assets and liabilities:
|
||||||||
Increase in prepaid expenses
|
77,033 | (77,033 | ) | |||||
Increase in accounts payable and accrued liabilities
|
220,091 | 53,245 | ||||||
Net cash used in operating activities
|
(612,551 | ) | (237,179 | ) | ||||
Cash Flows from Investing Activities
|
- | - | ||||||
Cash Flows from Financing Activities
|
||||||||
Proceeds from notes payable, long term
|
40,000 | 42,975 | ||||||
Proceeds from notes payable, related party
|
112,164 | 195,500 | ||||||
Proceeds from convertible notes
|
503,340 | - | ||||||
Repayments of convertible notes
|
(40,000 | ) | - | |||||
Net cash provided by financing activities
|
615,504 | 238,475 | ||||||
Net increase in cash and cash equivalents
|
2,953 | 1,296 | ||||||
Cash and Cash Equivalents, beginning of period
|
1,296 | - | ||||||
Cash and Cash Equivalents, end of period
|
$ | 4,249 | $ | 1,296 | ||||
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:
|
||||||||
Recapitalization effect on reverse acquisition
|
$ | - | $ | 25,000 | ||||
Issuance of common stock from common stock to be issued
|
$ | - | $ | 44,000 | ||||
Cancelation of common stock
|
$ | - | $ | 58,976 | ||||
Common stock issued upon conversion of debt
|
$ | 18,019 | $ | 1,200,000 | ||||
Derivative liability at inception
|
$ | 2,298,167 | $ | - | ||||
Extinguished derivative liability
|
$ | 210,095 | $ | - | ||||
Conversion of accrued interest into convertible note payable
|
$ | 1,337 | $ | - |
Assets:
|
$
|
-
|
||
Liabilities:
|
||||
Net liabilities assumed
|
$
|
-
|
||
Total consideration:
|
$
|
-
|
March 31,
|
March 31,
|
|||||||
2014
|
2013
|
|||||||
Options
|
3,738,000
|
3,738,000
|
||||||
Warrants
|
68,939,238
|
-
|
||||||
Convertible notes payable
|
72,177,484
|
-
|
||||||
144,854,722
|
3,738,000
|
March 31,
2014
|
March 31,
2013
|
|||||||
Convertible notes payable
|
$
|
819,506
|
$
|
-
|
||||
Unamortized debt discount
|
(38,881
|
)
|
-
|
|||||
Carrying amount
|
$
|
780,625
|
$
|
-
|
Fair Value Measurements at
March 31, 2014 using:
|
||||||||||||||||
March 31,
2014
|
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
|
Significant
Other
Observable
Inputs (Level 2)
|
Significant
Unobservable
Inputs
(Level 3)
|
|||||||||||||
Liabilities:
|
||||||||||||||||
Debt and Warrant Derivative Liabilities
|
$
|
2,075,434
|
-
|
-
|
$
|
2,075,434
|
Debt Derivative
Liability
|
||||
Balance, March 31, 2013
|
$
|
-
|
||
Additions
|
3,861,922
|
|||
Extinguished derivative liability
|
(210,095
|
)
|
||
Change in fair value of derivative liabilities
|
(1,576,393
|
)
|
||
Balance, March 31, 2014
|
$
|
2,075,434
|
Options Outstanding
|
Options Exercisable
|
|||||||||||||
Exercise
Prices ($)
|
Number
Outstanding
|
Weighted
Average
Remaining
Contractual Life
(Years)
|
Weighted
Average
Exercise
Price ($)
|
Number
Exercisable
|
Weighted
Average
Exercise
Price
|
|||||||||
$
|
0.17
|
3,738,000
|
3.69
|
$
|
0.17
|
2,298,000
|
$
|
0.17
|
Options
Outstanding
|
Weighted
Average
Exercise Price
|
|||||||
Outstanding at March 31, 2013
|
3,738,000
|
$
|
0.17
|
|||||
Granted
|
-
|
-
|
||||||
Exercised
|
-
|
-
|
||||||
Expired or canceled
|
-
|
-
|
||||||
Outstanding at March 31, 2014
|
3,738,000
|
$
|
0.17
|
Exercise
Price
|
Number
Outstanding
|
Warrants
Outstanding
Weighted Average
Remaining
Contractual
Life
(years)
|
Weighted
Average
Exercise price
|
Number
Exercisable
|
Warrants
Exercisable
Weighted
Average
Exercise Price
|
|||||||||
$
|
0.01-0.02
|
68,939,238
|
2.4
|
$
|
0.02
|
68,939,238
|
$
|
0.02
|
Number of
Shares
|
Weighted
Average
Price Per
Share
|
|||||||
Outstanding at March 31, 2013
|
-
|
$
|
-
|
|||||
Issued
|
28,078,935
|
0.05
|
||||||
Modifications
|
41,360,303
|
0.02
|
||||||
Exercised
|
-
|
-
|
||||||
Expired or cancelled
|
(500,000
|
)
|
(0.04
|
)
|
||||
Outstanding at March 31, 2014
|
68,939,238
|
$
|
0.02
|
March 31,
|
March 31,
|
|||||||
2014
|
2013
|
|||||||
Legal and professional fees payable
|
$
|
133,534
|
$
|
78,074
|
||||
Consulting fees payable
|
52,500
|
10,200
|
||||||
Advertising and promotion payable
|
-
|
13,926
|
||||||
Accrued interest
|
82,551
|
532
|
||||||
Other payables
|
42,504
|
13,325
|
||||||
$
|
311,089
|
$
|
116,057
|
2014
|
2013
|
|||||||
Deferred tax assets:
|
||||||||
Net operating loss carryover
|
$ | 1,086,000 | $ | 557,000 | ||||
Valuation allowance
|
(1,086,000 | ) | (557,000 | ) | ||||
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 | % |
Incorporated by Reference
|
||||||||||||
Exhibit
No.
|
Description
|
Filed/Furnished
Herewith
|
Form
|
Exhibit
No.
|
File
No.
|
Filing
Date
|
||||||
3.01
|
Certificate of Incorporation dated 6/13/12
|
*
|
||||||||||
3.02
|
Bylaws of SA Recovery Corp
|
*
|
||||||||||
4.01
|
Form of 12% Convertible Debenture issued September 10, 2013
|
8-K
|
4.01
|
000-53641
|
9/16/13
|
|||||||
4.02
|
Form of Common Stock Warrant issued to investors and placement agent September 10, 2013
|
8-K
|
4.02
|
000-53641
|
9/16/13
|
|||||||
4.03
|
Form of Securities Purchase Agreement – September 10, 2013
|
8-K
|
99.01
|
000-53641
|
9/16/13
|
|||||||
4.04
|
Subsidiary Guarantee – September 10, 2013
|
8-K
|
9.02
|
000-53641
|
9/16/13
|
|||||||
4.05
|
Form of 8.0% convertible debenture issued to investor on August 28, 2013, October 2, 2013, November 7, 2013
|
8-K
|
4.1
|
000-53641
|
11/27/13
|
|||||||
4.06
|
Form of Securities Purchase Agreement – August 28, 2013, October 2, 2013, November 7, 2013
|
8-K
|
4.2
|
000-53641
|
11/27/13
|
|||||||
10.01**
|
Employment Agreement of Michael Jay Solomon
|
*
|
||||||||||
21.01
|
List of Subsidiaries
|
*
|
||||||||||
31.1
|
Certification of the Principal Executive Officer of Truli Media Group, Inc. pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (Rule 13a-14(a) or Rule 15d-14(a))
|
*
|
||||||||||
31.2
|
Certification of the Principal Financial Officer of Truli Media Group, Inc. pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (Rule 13a-14(a) or Rule 15d-14(a))
|
*
|
||||||||||
32.1
|
Certification of the Principal Executive Officer of Truli Media Group, Inc. pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350)
|
*
|
||||||||||
32.2
|
Certification of the Principal Financial Officer of Truli Media Group, Inc. pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350)
|
*
|
||||||||||
101.INS
|
XBRL Instance Document
|
***
|
||||||||||
101.SCH
|
XBRL Taxonomy Extension Schema
|
***
|
||||||||||
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase
|
***
|
||||||||||
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase
|
***
|
||||||||||
101.LAB
|
XBRL Taxonomy Extension Label Linkbase
|
***
|
||||||||||
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase
|
***
|
*
|
Filed Herein
|
**
|
Management contracts or compensation plans or arrangements in which directors or executive officers are eligible to participate.
|
***
|
Furnished herein
|
1 Year 1933 Industries (QB) Chart |
1 Month 1933 Industries (QB) Chart |
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