Quarterly report pursuant to Section 13 or 15(d)

Subsequent Events

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Subsequent Events
9 Months Ended
Sep. 30, 2018
Subsequent Events [Abstract]  
Subsequent Events

  8) Subsequent Events

 

On October 1, 2018, we received a 4% one-year, convertible loan of $118,800 from an accredited investor. The note is convertible on issuance date at $7.50 per share and after 180 days to be 60% of the lowest trading price for the common stock during the 20-trading day period prior to conversion. The loan includes an original issue discount of $8,800 and $3,000 in fees.

 

On October 3, 2018, we paid $75,000 towards principal with $22,500 interest on our June 26, 2018 5% three-month, convertible loan of $150,000. Our lender agreed to extend the maturity date for the outstanding loan of $75,000 to December 26, 2018. In connection with the extension, we agreed to issue 1,000 shares monthly for a total fair value of $10,800 while the note is outstanding and will continue to pay 5% monthly. All other terms remain the same.

 

On October 12, 2018, we paid $24,000 in interest and fees on our April 11, 2018 15% six-month, convertible loan of $100,000. Our lender agreed to extend the maturity date for the outstanding loan of $100,000 to April 11, 2019. In connection with the extension, we agreed to issue 1,500 shares monthly for a total fair value of $29,250 while the note is outstanding and will continue to pay 4% monthly. All other terms remain the same.

 

On October 17, 2018, we paid $15,000 interest on our July 17, 2018 5% three-month, convertible loan of $100,000. We extended the maturity date for the outstanding loan of $100,000 to April 17, 2019. In connection with the extension, we agreed to issue 1,500 shares monthly for a total fair value of $28,800 while the note is outstanding and will continue to pay 5% monthly. All other terms remain the same.

 

On October 18, 2018, a shareholder converted 44 shares of Series AA Convertible Preferred Stock into 44,000 shares of common stock.

 

On October 18, 2018 we signed a Merchant Agreement with a lender. Under the agreement we received $550,000, of which approximately $175,000 was used to pay off the outstanding balances on previous loans dated May 10, 2018 and June 27, 2018 from this lender, in exchange for rights to all customer receipts until the lender is paid $726,000, which is collected at the rate of $3,630.00 per business day. The $176,000 imputed interest will be recorded as interest expense when paid each day. Fees of $5,500 were deducted from the initial advance. The payments were secured by first position rights to all customer receipts until the loan has been paid in full. We accounted for the Merchant Agreement as a secured loan under ASC 860 because while we provided rights to current and future receipts, we still had control over the receipts.

 

On October 19, 2018, we received a six-month, convertible loan of $100,000 with an accredited investor. The loan includes an interest rate of 5% per month earned on the first day of each month. The loan can be extended a month up to three times for a $5,000 fee for each one-month extension.

 

On October 22, 2018 we paid off the outstanding balances of approximately $195,000 on merchant loans dated May 15, 2018 and July 16, 2018.

 

On October 22, 2018, we paid off the April 23, 2018 12% one-year, convertible loan of $103,000 with an accredited investor. We paid $47,194 in interest and fees on the April 23, 2018 loan.

 

On October 23, 2018, we refinanced the April 23, 2018 12% one-year, convertible loan of $77,000 with an accredited investor. The refinanced loan will now be due on October 23, 2019. We paid $35,407 in interest and fees on the April 23, 2018 loan in connection with the refinancing.

 

On October 23, 2018, we received a 8% nine-month, convertible loan of $103,000 from an accredited investor. The loan can be converted into common stock after 180 calendar days at a discount of 42% of the average of the lowest two trading prices for the common stock during the 15-trading day period prior to conversion. The loan includes $3,000 in fees.

 

On October 23, 2018, we received a 4% one-year, convertible loan of $105,000 from an accredited investor. The note is convertible on issuance date at $7.50 per share and after 180 days to be 60% of the lowest trading price for the common stock during the 20-trading day period prior to conversion. The loan includes $5,000 in fees. We issued the investor 1,150 shares of restricted common stock with a relative fair value of $3,930 recorded as a debt discount to be amortized over the one-year term.

 

On October 25, 2018, we paid off the April 25, 2018 4% one-year, convertible loan of $105,000 with an accredited investor. We paid $38,856 in interest and fees on the April 25, 2018 loan.

 

On October 25, 2018, we paid off the April 25, 2018 6% one-year, convertible loan of $130,000 with an accredited investor. We paid $49,411 in interest and fees on the April 25, 2018 loan.

 

On October 26, 2018, we paid $45,859 which includes a $7,000 extension fee to extend the conversion period at a conversion price of $7.50 on the April 25, 2018 convertible loan of $105,000 to November 21, 2018. The loan will become convertible on November 22, 2018 at a conversion price of 60% of the lowest trading price for the common stock during the 20-trading day period prior to conversion.

 

On October 26, 2018, we paid off the April 23, 2018 5% one-year, convertible loan of $65,000 with an accredited investor. We paid $21,129 in interest and fees on the April 23, 2018 loan.

 

On October 29, 2018, we received a 6% one-year, convertible loan of $77,000 from an accredited investor. The note is convertible on issuance date at $7.50 per share and after 180 calendar days at a discount of 40% of the average of the lowest two trading prices for the common stock during the 10-trading day period prior to conversion. The loan includes $2,000 in fees.

 

On October 29, 2018, we signed a six-month agreement with a firm to provide consulting services. We issued 20,000 shares of restricted common stock at inception of contract. The stock’s fair value of $64,600 based on the trading stock price on contract date will be amortized to expense over 6 months.

 

In October 2018, the Company entered into a Securities Purchase Agreement to which the Company sold an aggregate of 220 shares of Series AA Convertible Preferred Stock for an aggregate Purchase Price of $550,000. We issued to the shareholder a new warrant to purchase 220,000 shares of common stock with an exercise price of $3.50 per share. We analyzed these warrants and determined that they were not considered derivatives and therefore recorded the aggregate relative fair value of $385,128 into equity relating to the 220,000 warrants and 22,000 broker warrants issued. The adjusted BCF value of $546,059 was accounted for as a deemed dividend within equity.

 

On November 1, 2018, the Company entered into a Securities Purchase Agreement to which the Company sold an aggregate of 75.2 shares of Series AA Convertible Preferred Stock for an aggregate Purchase Price of $188,000. We issued to the shareholder a new warrant to purchase 75,200 shares of common stock with an exercise price of $3.50 per share. We analyzed these warrants and determined that they were not considered derivatives and therefore recorded the aggregate relative fair value of $130,051 into equity relating to the 75,200 warrants and 7,520 broker warrants issued. The adjusted BCF value of $181,035 was accounted for as a deemed dividend within equity.

 

On November 2, 2018, we paid $18,000 in interest on the July 31, 2018 loan.

 

On November 2, 2018, we received a 4% one-year, convertible loan of $105,000 from an accredited investor. The note is convertible on issuance date at $7.50 per share and after 180 days to be 60% of the lowest trading price for the common stock during the 20-trading day period prior to conversion. The loan includes $5,000 in fees. We issued the investor 1,200 shares of restricted common stock with a relative fair value of $3,872 recorded as a debt discount to be amortized over the one-year term.

 

On November 2, 2018, we received a 6% one-year, convertible loan of $130,000 from an accredited investor. The note is convertible on issuance date at $7.50 per share and after 180 days to be 60% of the lowest trading price for the common stock during the 15-trading day period prior to conversion. The loan includes $6,500 in fees.

 

On November 5, 2018, we received a 4% one-year, convertible loan of $205,000 from an accredited investor. The note is convertible on issuance date at $7.50 per share and after 180 days to be 60% of the lowest trading price for the common stock during the 20-trading day period prior to conversion. The loan includes $5,000 in fees. We issued the investor 6,000 shares of restricted common stock with a relative fair value of $17,906 recorded as a debt discount to be amortized over the one-year term.

 

On November 8, 2018, our lender agreed to extend the prepayment period of our May 9, 2018 5% nine-month, convertible loan of $161,250 to December 21, 2018. In connection with the extension, we agreed to pay $12,900 (8% of the outstanding balance) on November 13, 2018. All other terms remain the same.

 

On November 9, 2018, we paid off the May 9, 2018 six-month, convertible loan of $250,000 with an accredited investor. We paid $62,500 in interest and fees on the May 9, 2018 loan.

 

On November 9, 2018, we received a 5% one-year, convertible loan of $75,000 from an accredited investor. The note is convertible on issuance date at $7.50 per share and after 180 days to be 60% of the lowest trading price for the common stock during the 20-trading day period prior to conversion. The loan includes $9,500 in fees which include a $7,500 original issue discount and $2,000 legal fees. We issued the investor 1,360 shares of restricted common stock with a relative fair value of $4,656 recorded as a debt discount to be amortized over the one-year term.