| DEBT |
NOTE
10 – DEBT
Debt
as of September 30, 2018 and December 31, 2017, was comprised of the following:
| |
|
2018 |
|
2017 |
| Convertible
notes payable, interest at 8% per annum, unpaid principal and interest maturing 3 years from note date between August 2018
and October 2019, convertible into common stock at the option of the lenders at a rate of $0.70 per share; one convertible
note for $250,000 has a personal guarantee of an officer of the Company. The notes that matured in August 2018,
were subsequently extended by one year to August 2019. |
|
|
1,605,000 |
|
|
|
1,605,000 |
|
| |
|
|
|
|
|
|
|
|
| Debt
discount |
|
|
(1,200 |
) |
|
|
(7,200 |
) |
| |
|
|
|
|
|
|
|
|
| Secured
short term note payable dated September 13, 2017 with principal and interest due 60 days from issuance. The note
requires a one-time fee in the amount of $15,000 to compensate for the first two weeks of the term and each week thereafter
(weeks 3-8) a fee of $1,500 shall be due and owing accruing on the first day of the week. The total one time fee
paid was $24,000. A fee of 100,000 shares of restricted common stock shall be issued as a penalty for each month or prorated
for any two-week portion of any month the note is outstanding past the original maturity date for months 3 through 6, and
a fee of 200,000 shares of restricted common stock shall be issued to lender for each month or prorated for each two-week
portion of any month the note is outstanding past the original maturity date beginning in month 7 until paid in full. The
note is secured by the future sale of CoronaLux™ units and a personal guarantee of an officer of the Company. The penalty
period for shares to be issued has been reached and for the nine months ended September 30, 2018 and the year ended December
31, 2017, the Company recorded 1,550,000 shares and 150,000 shares of its common stock as issuable under the terms of this
agreement, respectively. The shares were valued at $509,400 and $100,000 for the nine months ended September 30,
2018 and the year ended December 31, 2017, respectively, and were recorded as interest expense in the applicable period. Additional
shares will be issued by the Company under the terms of the agreement (see Note 19). |
|
|
300,000 |
|
|
|
300,000 |
|
| |
|
|
|
|
|
|
|
|
| Secured
short term note payable dated October 13, 2017 with principal and interest due 60 days from issuance. The note
requires a one-time fee in the amount of $4,000 to compensate for the first two weeks of the term and each week thereafter
(weeks 3-8) a fee of $400 shall be due and owing accruing on the first day of the week. The total one time fee
paid was $6,400. A fee of 40,000 shares of restricted common stock shall be issued as a penalty for each month or prorated
for any two-week portion of any month the note is outstanding past the original maturity date for months 3 through 6, and
a fee of 80,000 shares of restricted common stock shall be issued to lender for each month or prorated for each two-week
portion of any month the note is outstanding past the original maturity date beginning in month 7 until paid in full.
The note is secured by the future sale of CoronaLux™ units and a personal guarantee of an officer of the
Company. The penalty period for shares to be issued has been reached and for the nine months ended September 30,
2018 and the year ended December 31, 2017, however, the debt holder agreed to a reduced and fixed amount of
penalty shares as of September 30, 2018, and the Company recorded 310,000 shares and 40,000 shares of its common
stock, respectively, as issuable under the terms of this agreement. The shares were valued at
$137,500 and $30,000 for the nine months ended September 30, 2018 and the year ended December 31, 2017,
respectively, and were recorded as interest expense in the applicable period. No additional shares
will be issued by the Company. The reduction of penalty shares was accounted for as debt extinguishment and
a gain was recorded in the period. |
|
|
100,000 |
|
|
|
100,000 |
|
| Secured
short term note payable dated November 6, 2017 with principal and interest due 60 days from issuance. The note
requires a one-time fee in the amount of $5,000 to compensate for the first two weeks of the term and each week thereafter
(weeks 3-8) a fee of $400 shall be due and owing accruing on the first day of the week. The total one time fee
paid was $7,400. A fee of 50,000 shares of restricted common stock shall be issued as a penalty for each month or prorated
for any two-week portion of any month the note is outstanding past the original maturity date for months 3 through 6, and
a fee of 100,000 shares of restricted common stock shall be issued to lender for each month or prorated for each two-week
portion of any month the note is outstanding past the original maturity date beginning in month 7 until paid in full. The
note is secured by the future sale of CoronaLux™ units and a personal guarantee of an officer of the Company. The
penalty period for shares to be issued had not been reached as of December 31, 2017 but was reached as of September 30,
2018, however, the debt holder agreed to a reduced and fixed amount of penalty shares as of September 30,
2018. During the nine months ended September 30, 2018, the Company recorded 350,000 shares of its common
stock as issuable under the terms of this agreement. The shares were valued at $153,900 recorded as
interest expense. No additional shares will be issued by the Company. The reduction of penalty shares was
accounted for as debt extinguishment and a gain was recorded in the period. |
|
|
125,000 |
|
|
|
125,000 |
|
| |
|
|
|
|
|
|
|
|
| Note
payable dated November 20, 2017, interest at 30% per annum, principal and accrued interest due on or before February 28, 2018. Unpaid
interest at September 30, 2018 is approximately $14,900. The note is unsecured. During 2018, a verbal agreement
was made to allow month-to-month extension of the due date as long as interest payments were made monthly. |
|
|
300,000 |
|
|
|
300,000 |
|
| |
|
|
|
|
|
|
|
|
| Secured
short term note payable dated January 26, 2018 with principal and interest due 60 days from issuance. The note
requires a one-time fee in the amount of $12,500 to compensate for the first two weeks of the term and each week thereafter
(weeks 3-8) a fee of $1,250 shall be due and owing accruing on the first day of the week. The total one time fee
paid was $17,500. A fee of 100,000 shares of restricted common stock shall be issued as a penalty for each month or prorated
for any two-week portion of any month the note is outstanding past the original maturity date for months 3 through 6, and
a fee of 200,000 shares of restricted common stock shall be issued to lender for each month or prorated for each two-week
portion of any month the note is outstanding past the original maturity date beginning in month 7 until paid in full. The
note is secured by the future sale of CoronaLux™ units and a personal guarantee of an officer of the Company. The penalty
period for shares to be issued had not been reached as of December 31, 2017 but was reached as of September 30, 2018. This
note was paid in full during the quarter ended September 30, 2018 and 700,000 of penalty shares were issued, valued at $200,000
recorded as interest. |
|
|
— |
|
|
|
— |
|
| |
|
|
|
|
|
|
|
|
| Note
payable dated February 27, 2018 due on or before May 31, 2018 requiring a one-time fee in the amount of $25,000 to be paid
as interest along with the principal in the due date. Because the note and interest were not paid on or before June 1, 2018,
a fee of $5,000 is due and owing accruing on the first day of each month commencing June 1, 2018. The note is secured
by all of the proceeds from the sale of SEM’s BioActive Media paid to or received by SEM or MV. This note
was paid in full during the quarter ended September 30, 2018. Unpaid interest at September 30, 2018 is approximately
$40,000. |
|
|
— |
|
|
|
— |
|
| |
|
|
|
|
|
|
|
|
| Note
payable dated October 13, 2015, interest at 8% per annum, payable in 60 monthly installments of principal and interest $4,562,
due October 1, 2020. Secured by real estate and other assets of SEM and guaranteed by SEER and MV. |
|
|
103,800 |
|
|
|
137,900 |
|
| |
|
|
|
|
|
|
|
|
| Note
payable insurance premium financing, interest at 4.56% per annum, payable in 10 installments of $37,833, due November 1, 2018. |
|
|
37,100 |
|
|
|
— |
|
| Note
payable dated July 13, 2018, interest at 20% per annum, payable July 13, 2021. No monthly payments are due for
the first six months, commencing in month seven, principal and accrued interest will be amortized and payable over the remaining
30 months. The note is secured by all assets of SEM and personally guaranteed by an officer of the Company. A
fee of 200,000 shares of restricted common stock was issuable at the time of funding. During the nine months ended
September 30, 2018, the Company recorded 200,000 shares of its common stock as issuable under the terms of this agreement. The
shares were valued at $44,000 recorded as debt discount. Unpaid interest at September 30, 2018 was approximately
$21,600. |
|
|
500,000 |
|
|
|
— |
|
| |
|
|
|
|
|
|
|
|
| Debt
discount |
|
|
(41,600 |
) |
|
|
— |
|
| |
|
|
|
|
|
|
|
|
| Capital
lease obligations, secured by certain assets, maturing through Nov 2020 |
|
|
66,300 |
|
|
|
109,900 |
|
| Total
notes payable and capital lease obligations |
|
|
3,094,400 |
|
|
|
2,670,600 |
|
| Less: current
portion |
|
|
(2,434,600 |
) |
|
|
(2,166,300 |
) |
| Notes
payable and capital lease obligations, long-term, including debt discount |
|
$ |
659,800 |
|
|
$ |
504,300 |
|
|