NOTE 18 – SUBSEQUENT EVENTS

The Company evaluated all material events through the date the financials were ready for issuance and identified the following for additional disclosure.

Note payable

On October 8, 2020, the Company fully repaid the $25,000 promissory note issued June 29, 2020.

On November 6, 2020, the Company issued a related party note payable in the amount $94,000. The note holder is a current stockholder that beneficially owns more than 5% of the Company’s common stock. The note had an issuance fee of $4,000 and a one-time interest charge of $2,000, which are due and payable upon the maturity date of December 6, 2020.

Convertible notes payable

On October 8, 2020, the Company issued a convertible note payable in the amount $60,000. This note accrues interest at 8% per annum, payable monthly, and matures on September 30, 2021. This note and accrued interest may convert into shares of common stock any time at the holder’s option at a conversion price of $4.50 per share. The Company has the right to prepay this note without penalty or premium. If this note has not been repaid or converted in full on or prior to the maturity date, then repayment of the unpaid principal balance shall be amortized over the following thirty-six (36) months. This note also contains a detachable warrant exercisable for 5 years to purchase 13,333 shares of common stock at $4.50 per share.

On October 8, 2020, the Company issued a convertible note payable in the amount $20,000. This note accrues interest at 8% per annum, payable monthly, and matures on September 30, 2021. This note and accrued interest may convert into shares of common stock any time at the holder’s option at a conversion price of $4.50 per share. The Company has the right to prepay this note without penalty or premium. If this note has not been repaid or converted in full on or prior to the maturity date, then repayment of the unpaid principal balance shall be amortized over the following thirty-six (36) months. This note also contains a detachable warrant exercisable for 5 years to purchase 4,444 shares of common stock at $4.50 per share.

On November 4, 2020, an amendment to the convertible note payable issued May 14, 2020, in the original principal amount of $500,000, extended the period before the conversion price adjusts from a fixed price to a variable price at a discount to market and the period the Company may prepay the note without penalty or premium, to seven (7) months following issuance (December 14, 2020), with payment of an extension fee of $25,000 on November 9, 2020, and to eight (8) months following issuance (January 14, 2021), with payment of an additional extension fee of $25,000 by December 14, 2020. All other terms remain unchanged. The amendment to this note was not considered a material modification under ASC 470-50-40, and as a result, is not considered an accounting extinguishment in the period the note was modified.

On November 10, 2020, an amendment to the convertible note payable issued January 21, 2020, in the original principal amount of $262,500, extended the maturity date to December 15, 2020. The note holder also agreed not to exercise its conversion rights, provided the note is fully repaid by December 15, 2020. As consideration for the extension, the Company paid an extension fee of $25,000. All other terms remain unchanged. The amendment to this note was considered a material modification under ASC 470-50-40, and as a result, is considered an accounting extinguishment in the period the note was modified.

On November 11, 2020, an amendment to the convertible note payable issued March 16, 2020, in the original principal amount of $250,000, extended the maturity date to December 31, 2020. The amendment also provided that the 27,777 shares of common stock issued in connection with the purchase of the note shall be subject to return if the note is fully repaid by December 31, 2020. As consideration for the extension, the Company agreed to pay an extension fee of $15,000 ($7,500 by November 13, 2020, and $7,500 by December 1, 2020). All other terms remain unchanged. The amendment to this note was not considered a material modification under ASC 470-50-40, and as a result, is not considered an accounting extinguishment in the period the note was modified.