| Related Party Convertible Notes Payable |
NOTE 8 – RELATED PARTY CONVERTIBLE NOTES
PAYABLE
Related party convertible notes
payable consisted of the following as of:
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September 30,
2020
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December 31,
2019
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|
| |
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(Unaudited) |
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| Convertible note 2019-02. On July 19, 2019, the Company issued a convertible note payable in the amount $815,217, with an original issue discount of $65,217 in exchange for $750,000. This note accrues interest at 8% per annum, payable monthly, and was originally due June 30, 2020, but the maturity date was extended to June 30, 2021. This note and accrued interest may convert into shares of common stock at the conversion price then in effect (initially $24 per share, subject to adjustment) any time at the holder’s option or automatically upon a qualified financing of at least $5 million at the lower of the conversion price then in effect or a 25% discount to the offering price. The conversion price is subject to adjustment upon the issuance of the Company’s common stock or securities convertible into common stock at a price per share less than the then prevailing conversion price, other than specified exempt issuances; accordingly, the adjusted conversion price was equal to $4.27 per share as of September 30, 2020, and $14 per share as of December 31, 2019. A beneficial conversion feature was recognized as a result of the conversion price upon issuance and adjustment being less than fair market value. This note was also issued with a detachable warrant to purchase 7,500 shares of stock at $24 per share, which is subject to adjustment in accordance with any adjustment to the conversion price of this note; accordingly, the adjusted exercise price was equal to $4.27 per share as of September 30, 2020, and $14 per share as of December 31, 2019. The valuation of the conversion feature and detachable warrant and intrinsic value of the beneficial conversion feature resulted in the recognition of discounts on this note equal to $234,300 and $582,533 as of September 30, 2020, and December 31, 2019, respectively, wherein the difference was due to the revaluation of such features upon adjustment of the conversion price in February 2020. |
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$ |
815,217 |
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$ |
815,217 |
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September 30,
2020
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|
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December 31,
2019
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|
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(Unaudited) |
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| Convertible note 2019-07. On October 16, 2019, the Company issued a convertible note payable in the amount $217,391, with an original issue discount of $17,391 in exchange for $200,000. This note accrues interest at 8% per annum, payable monthly, and was originally due June 30, 2020, but the maturity date was extended to June 30, 2021. This note and accrued interest may convert into shares of common stock at the conversion price then in effect (initially $24 per share, subject to adjustment) any time at the holder’s option or automatically upon a qualified financing of at least $5 million at the lower of the conversion price then in effect or a 25% discount to the offering price. The conversion price is subject to adjustment upon the issuance of the Company’s common stock or securities convertible into common stock at a price per share less than the then prevailing conversion price, other than specified exempt issuances; accordingly, the adjusted conversion price was equal to $4.27 per share as of September 30, 2020, and $14 per share as of December 31, 2019. A beneficial conversion feature was recognized as a result of the conversion price upon adjustment being less than fair market value. This note was also issued with a detachable warrant to purchase 2,000 shares of stock at $24 per share, which is subject to adjustment in accordance with any adjustment to the conversion price of this note; accordingly, the adjusted conversion price was equal to $4.27 per share as of September 30, 2020, and $14 per share as of December 31, 2019. The valuation of the conversion feature and detachable warrant and intrinsic value of the beneficial conversion feature resulted in the recognition of discounts on this note equal to $63,060 and $110,783 as of September 30, 2020, and December 31, 2019, respectively, wherein the difference was due to the revaluation of such features upon adjustment of the conversion price in February 2020. |
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217,391 |
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217,391 |
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| Officer convertible note. On November 15, 2019, the Company issued a convertible note payable in the amount $100,000. This note accrues interest at 14% per annum, payable monthly, and was originally due June 30, 2020, but the maturity date was extended to June 30, 2021. This note and accrued interest may convert into shares of common stock at the conversion price of $20 per share. |
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100,000 |
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100,000 |
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| Convertible note 2020-11. On September 17, 2020, the Company issued a convertible note payable in the amount $271,739, with an original issue discount of $21,739 in exchange for $250,000. This note accrues interest at 8% per annum, payable monthly, and has a maturity of June 30, 2021. This note and accrued interest may convert into shares of common stock at the conversion price then in effect (initially $4.50 per share, subject to adjustment) any time at the holder’s option or automatically upon a qualified financing of at least $5 million at the lower of the conversion price then in effect or a 25% discount to the offering price. The conversion price is subject to adjustment upon the issuance of the Company’s common stock or securities convertible into common stock at a price per share less than the then prevailing conversion price, other than specified exempt issuances. This note was also issued with a detachable warrant to purchase 13,333 shares of stock at $4.50 per share, which is subject to adjustment in accordance with any adjustment to the conversion price of this note. The valuation of the conversion feature and detachable warrant resulted in the recognition of discounts on this note equal to $88,950 as of September 30, 2020. |
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|
271,739 |
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- |
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Related party convertible notes
payable consisted of the following as of:
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|
September 30,
2020
|
|
|
December 31,
2019
|
|
| |
|
(Unaudited) |
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|
|
|
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| Total related party convertible notes payable |
|
|
1,404,348 |
|
|
|
1,132,608 |
|
| |
|
|
|
|
|
|
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| Less original issue discounts |
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(104,348 |
) |
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(82,608 |
) |
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| Related party convertible notes payable, net |
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|
1,300,000 |
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|
|
1,050,000 |
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| Less discounts for conversion rights, beneficial conversion features, and detachable warrants |
|
|
(386,310 |
) |
|
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(693,316 |
) |
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|
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| Plus amortization of discounts |
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384,999 |
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|
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295,037 |
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| Total related party convertible notes payable, net |
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$ |
1,298,689 |
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|
$ |
651,721 |
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Discounts
Total discounts (original issue
discounts plus discounts for conversion rights, beneficial conversion features, and detachable warrants) of $490,658 are amortized
using the interest method, which resulted in amortization recorded as interest expense of $5,030 and $348,865 for the three and
nine-months ended September 30, 2020, with total accumulated amortization equal to $384,999 as of September 30, 2020.
Modifications
In February 2020, the Company adjusted
the conversion price of certain related party convertible notes payable in accordance with their terms, which triggered modification
accounting and resulted in a gain of $258,903.
On June 30, 2020, the Company extended
the maturity dates of the related party convertible notes payable as described in the table above. In conjunction with these extensions,
management compared the present values of these notes prior to the extension and after the extension in accordance with FASB ASC
No. 470-50, Debt Modifications and Extinguishments, noting that the change in present value was less than 10%. As such, these notes
were determined to not be substantially different and no changes in values were recognized.
Interest expense
The Company incurred interest charges
on these related party convertible notes payable of $25,116 and $13,222 during the three-months ended September 30, 2020 and 2019,
respectively. The Company incurred interest charges on these related party convertible notes payable of $73,156 and $13,222 during
the nine-months ended September 30, 2020, respectively. The aggregate amount of accrued and unpaid interest on these related party
convertible notes payable was $8,750 and $5,360 as of September 30, 2020 and 2019, respectively.
Maturities
Future maturities of these related
party convertible notes payable are as follows as of September 30:
| 2021 |
|
$ |
1,404,348 |
|
| |
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$ |
1,404,348 |
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