Annual report pursuant to Section 13 and 15(d)

Debt (Tables)

v3.20.1
Debt (Tables)
12 Months Ended
Dec. 31, 2019
Debt Disclosure [Abstract]  
Schedule of Short Term Notes

Debt as of December 31, 2019 and 2018 was comprised of the following:

 

    December 31,     December 31,  
    2019     2018  
             
SHORT TERM NOTES                
                 
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. For the year ended December 31, 2018, the Company recorded 2,300,000 shares of its common stock as issuable under the terms of this agreement, valued at $667,800 and recorded as interest expense. For the quarter ended March 31, 2019, the Company recorded an additional 200,000 shares of its common stock under the terms of this agreement, valued at $19,000 and recorded as interest expense. This note was converted to minority investment in new subsidiary in February 2019.   $          -     $ 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 and was recorded as interest. 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 for the years ended December 31, 2019 and 2018, however, the debt holder agreed to a reduction and a fixed amount of penalty shares in 2018, and the Company recorded 0 shares and 350,000 shares of its common stock, respectively, as issuable under the terms of this agreement. The shares were valued at $0 and $137,500 for the years ended December 31, 2019 and 2018, 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 2018.     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 and was recorded as interest. 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 December 31, 2018, however, the debt holder agreed to a reduced and fixed amount of penalty shares during 2018. During the year ended December 31, 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 2018.     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. 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. The Company made interest payments totaling $84,100 of which $37,726 of interest and principal reduction of $1,900 was paid by the issuance of 140,000 shares of common stock during 2018 and the note holder has continued to extend the due date. Unpaid interest at December 31, 2019 is approximately $107,200.     298,100       298,100  
                 
Secured short term note payable dated February 1, 2019 with principal and interest due 90 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 3-12) a fee of $1,500 shall be due and owing accruing on the first day of the week. The total one-time fee totals $30,000 and was recorded as interest. 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 4 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 any and all PelleChar products and a personal guarantee of an officer of the Company. The penalty period for shares to be issued has been reached. For the period ended December 31, 2019, the Company recorded 650,000 shares of its common stock as issuable under the terms of this agreement value at $49,200 and recorded as interest expense. Unpaid one-time fees at December 31, 2019 is approximately $30,000.     500,000       -  
                 
Secured short term note payable dated July 2, 2019 with principal and interest due 60 days from issuance. The note requires a one-time issuance of 500,000 options, which the company recorded the fair value of $37,300 as debt discount, amortized over the life of the note. The note accrues interest at 12% annually. The note is past due as the date of this filing. The Company has not received notice from the lender and continue to accrue interest. For the year ended December 31, 2019, the Company recorded interest expense of $6,000, and $37,300 of interest related to debt discount. Unpaid interest at December 31, 2019 is approximately $6,000.     100,000       -  

 

Secured short term note payable dated July 18, 2019 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 3-12) a fee of $500 shall be due and owing accruing on the first day of the week and was recorded as interest. A fee of 15,000 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 30,000 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 any and all MV Technology, LLC products. The penalty period for shares to be issued has been reached. For the period ended December 31, 2019, the Company recorded 37,500 shares of its common stock as issuable under the terms of this agreement value at $2,300 and recorded as interest expense. For the year ended December 31, 2019, the Company recorded interest expense of $12,300, which included the $5,000 up front fee. Unpaid interest at December 31, 2019 is approximately $10,000.     150,000       -  
                 
Secured short term note payable dated October 1, 2019 with principal and interest due 6 months from issuance. On April 24, 2020, this note was extended to October 15, 2020. The note requires a one-time issuance of 200,000 common shares of the Company upon the maturity date of the note, which the company recorded the fair value of $13,000 as debt discount, amortized over the life of the note. The note accrues interest at 15% annually. For the year ended December 31, 2019, the Company recorded interest expense of $9,400, and $5,400 of interest related to debt discount. Unpaid interest at December 31, 2019 is approximately $5,400.     300,000       -  
                 
Secured short term note payable dated December 14, 2019 with principal and interest due 6 months from issuance. The note requires a one-time issuance of 250,000 common shares of the Company upon the maturity date of the note, which the company recorded the fair value of $16,300 as debt discount, amortized over the life of the note. The note accrues interest at 15% annually. For the year ended December 31, 2019, the Company recorded interest expense of $3,100, and $1,400 of interest related to debt discount. Unpaid interest at December 31, 2019 is approximately $3,100.     450,000       -  
                 
Secured short term note payable dated September 18, 2019 with no stated maturity date. The note accrues interest at 6% annually for the first 18 months, and 12% thereafter if not paid in full. Payments will be offset by SEER building and delivering 20 kilns for BIOCHAR to the debtor. For the year ended December 31, 2019, the Company recorded interest expense of $5,200. Unpaid interest at December 31, 2019 is approximately $5,200.     300,000       -  
                 
Secured short term note payable dated October 1, 2019 with no stated maturity date. The note accrues interest at 6% annually for the first 18 months, and 12% thereafter if not paid in full. Payments will be offset by SEER building and delivering 20 kilns for BIOCHAR to the debtor. For the year ended December 31, 2019, the Company recorded interest expense of $1,300. Unpaid interest at December 31, 2019 is approximately $1,300.     85,000       -  
                 
Total Short-term notes     2,408,100       823,100  
                 
Unsecured short term note payable dated August 21, 2019 with principal and interest due 60 days from issuance. The note requires a one-time fee in the amount of $500 to compensate for the first two weeks of the term and each week thereafter (weeks 3-8) a fee of $50 shall be due and owing accruing on the first day of the week, after which the fee is $75 per week, which is recorded as interest expense. The note is from the CEO, and thus classified as a related party note. For the year ended December 31, 2019, the Company recorded interest expense of $1,600, which included the $500 upfront fee. Unpaid interest at December 31, 2019 is approximately $1,600.     15,000       -  
                 
Unsecured short term note payable dated August 21, 2019 with principal and interest due 60 days from issuance. The note requires a one-time fee in the amount of $4,150 to compensate for the first two weeks of the term and each week thereafter (weeks 3-8) a fee of $415 shall be due and owing accruing on the first day of the week, after which the fee is $600 per week, which is recorded as interest expense. The note is from a family member of the CEO, and thus classified as a related party note. For the year ended December 31, 2019, the Company recorded interest expense of $12,600, which included the $4,150 up front fee. Unpaid interest at September 30, 2019 is approximately $12,600.     125,000       -  
                 
Unsecured short term note payable dated October 7, 2019 with principal and interest due 60 days from issuance. The note requires a one-time fee in the amount of $500 to compensate for the first two weeks of the term and each week thereafter (weeks 3-8) a fee of $50 shall be due and owing accruing on the first day of the week, after which the fee is $75 per week, which is recorded as interest expense. The note is from the CEO, and thus classified as a related party note. For the year ended December 31, 2019, the Company recorded interest expense of $1,600, which included the $500 upfront fee. Unpaid interest at December 31, 2019 is approximately $1,600.     15,000       -  
                 
                 
Total short-term notes - related party   $ 155,000     $ -  

Schedule of Convertible Notes

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, all other terms remained the same. The note that matured November 2018 was subsequently extended to May 2019 and the interest rate increased to 13% per annum. No default notice has been received from the noteholders. Unpaid interest at December 31, 2019 is approximately $262,200.   $ 1,605,000     $ 1,605,000  
                 
Debt discount     -       (1,400 )
Total convertible notes     1,605,000       1,603,600  
Less: current portion     (1,605,000 )     (1,603,600 )
Long term convertible notes, including debt discount   $ -     $ -  

Schedule of Long Term Notes and Capital Lease Obligations

LONG TERM NOTES AND CAPITAL LEASE OBLIGATIONS

 

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. Monthly payments of principal and accrued interest did not commence in 2019. 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 year ended December 31, 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 December 31, 2019 was approximately $153,600.   $ 500,000     $ 500,000  
                 
Debt discount     (45,700 )     (37,900 )
                 
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.     43,700       92,000  
                 
Capital lease obligations, secured by certain assets, maturing through Nov 2020     28,500       57,900  
Total long-term notes and capital lease obligations     526,500       612,000  
Less: current portion     (258,100 )     (179,200 )
Long term notes and capital lease obligations, long-term, including debt discount   $ 268,400     $ 432,800  

Schedule of Debt Maturities

Debt maturities as of December 31, 2019 are as follows:

 

Year Ending December 31,      
2019 (Past due)   $ 1,600,500  
2020     2,821,200  
2021     314,100  
2022     -  
2023     -  
Thereafter     -  
         
    $ 4,735,800  

Schedule of Future Minimum Lease Payments

Future minimum lease payments under capital leases, which include bargain purchase options, are as follows at December 31, 2019:

 

Year Ending December 31,      
2020   $ 29,300  
2021     4,800  
         
      34,100  
         
Amount representing interest     (5,500 )
         
Present value of lease payments     28,600  
         
Less current portion     23,000  
Non-current portion   $ 5,600