Quarterly report pursuant to Section 13 or 15(d)

Note Exchange Agreement

v3.19.2
Note Exchange Agreement
6 Months Ended
Jun. 30, 2019
Note Exchange Agreement  
Note Exchange Agreement

NOTE 8 – NOTE EXCHANGE AGREEMENT

 

On April 30, 2019, the Company entered into a Shares for Note Exchange Agreement (each, an “Agreement” and collectively, the “Agreements”) with certain holders of the Company’s preferred stock (the “Converting Stockholders”). Pursuant to the terms of the Agreements, the Company agreed to exchange the preferred shares held by the respective Converting Stockholders for promissory notes as follows:

 

Series of
Preferred
Stock
  No. of
Converting
Holders of
Preferred
Stock
    Aggregate
No. of
Shares Held
by
Converting
Stockholders
    Aggregate
Principal
Amount of
Notes into
which
Shares
Converted
 
B     1       3,333     $ 11  
C     1       1,852,894     $ 12,353  
D     3       2,213,660     $ 29,516  
E               $  
F     1       349,999     $ 233  
G     2       5,202,602     $ 3,468  
H     3       13,741     $ 916  
I     3       48,610     $ 3,241  
J     5       64,442     $ 42,961  
K     7       1,058,569     $ 70,571  
L     3       20,000     $ 5,000  
      TOTAL:       10,827,850     $ 168,270  

 

In exchange for the above-referenced shares of preferred stock, the Company issued a promissory note (each, a “Note” and collectively, the “Notes”) to each of the Converting Stockholders on April 30, 2019. Each Note bears interest at a rate of 6% per annum and is due on the second anniversary of the issuance date. Interest accrues on a simple interest, non-compounded basis and will be added to the principal amount on the maturity date. In the event that any amount due under a Note is not paid as and when due, such amounts will accrue interest at the rate of 12% per year, simple interest, non-compounding, until paid. The Company may prepay the Notes at any time.

 

For the six months ended June 30, 2019, the Company repaid $46,422 of the notes, leaving a balance of $121,848 as long-term notes payable. For the six months ended June 30, 2019, the Company recorded $1,329 interest in relation to the note.