| Convertible Notes Payable |
| 5. |
CONVERTIBLE NOTES PAYABLE |
The Company has the following
convertible notes payable:
| Note |
|
Issuance
Date
|
|
Maturity
Date
|
|
Interest Rate |
|
|
Original Borrowing |
|
|
Balance at
September 30, 2016
|
|
|
Balance at
December 31, 2015
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Note 1 |
|
April 4, 2016 |
|
August 4, 2017 |
|
|
12.0 |
% |
|
$ |
343,326 |
|
|
$ |
343,326 |
|
|
$ |
- |
|
| Note 2 |
|
April 4, 2016 |
|
August 4, 2017 |
|
|
12.0 |
% |
|
|
121,875 |
|
|
|
121,875 |
|
|
|
- |
|
| Note 3 |
|
April 4, 2016 |
|
December 4, 2016 |
|
|
12.0 |
% |
|
|
680,268 |
|
|
|
680,268 |
|
|
|
- |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,145,469 |
|
|
|
- |
|
| Debt discount |
|
|
|
|
|
|
|
|
|
|
|
|
(210,822 |
) |
|
|
- |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total convertible notes payable, net of debt discount |
|
|
|
|
|
|
$ |
934,647 |
|
|
$ |
- |
|
The Company has the following
convertible notes payable as of September 30, 2016:
| |
● |
Note 1 (April 4, 2016) The Company issued a secured convertible note to the Chief Executive Officer (CEO) and a director of the Company, in the amount of $343,325.56, which represents additional sums that the CEO advanced to the Company during the period from December 2015 through March 2016, and is in addition to all pre-existing loans made by, and notes held by the CEO. This note bears interest at the rate of 12% per annum, compounded annually. In consideration for this agreement to extend the repayment date to August 4, 2017, the Company granted to the CEO the right to convert up to 30% of the amount of the such note into shares of the Companys common stock at $0.07 per share and issued 2,452,325 share purchase warrants, exercisable at $0.07 per share until April 4, 2019, which warrants represent 50% of the amount of such note. |
| |
|
|
| |
● |
Note 2 (April 4, 2016) The Company issued an unsecured convertible note payable to the CEO in the amount of $121,875, which represents the amount of the accrued but unpaid salary owed to the CEO for the period from December 2015 through March 2016. In consideration for this agreement to extend the payment date to August 4, 2017, the Company granted to the CEO the right to convert the amount of the such note into shares of the Companys common stock at $0.07 per share. This note bears interest at the rate of 12% per annum, compounded annually. |
| |
|
|
| |
● |
Note 3 (April 3, 2016) The Company issued an unsecured convertible note payable to Oceanside Strategies, Inc. (Oceanside) in the amount of $680,268. This note supersedes and replaces all previous notes and current liabilities due to Oceanside for sums Oceanside loaned to the Company in 2014 and 2015. This note bears interest at the rate of 12% per annum, compounded annually. In consideration for Oceansides agreement to convert the prior notes from current demand notes and extend the maturity date to December 4, 2016, we granted Oceanside the right to convert up to 30% of the amount of such note into shares of the Companys common stock at $0.07 per share and issued 2,429,530 share purchase warrants, exercisable at $0.07 per share until April 4, 2019 (see note 3). |
The warrants issued as part
of issuances of convertible notes payable was valued using the Black-Scholes method and amounted to $252,987. The Company recorded
this amount as an off-set to convertible debt as a debt discount and is amortized over the life of the convertible notes payable
as interest expense. The Company had $21,082 of interest expense for the three and nine months ended September 30, 2016 as a result
of amortization of debt discount related to convertible notes payable.
The Company incurred additional
$68,916 and $34,647 of interest expense from convertible notes payable for the nine and three months ended September 30, 2016,
respectively.
|