Quarterly report pursuant to Section 13 or 15(d)

Subsequent Events

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Subsequent Events
6 Months Ended
Jun. 30, 2017
Subsequent Events [Abstract]  
Subsequent Events

10. SUBSEQUENT EVENTS

 

COMMON STOCK

 

Issuances

 

Subsequent to June 30, 2017 the Company appointed Robert Schweitzer as a new member of the Board of Directors. Pursuant to Mr. Schweitzer’s offer agreement, the Company issued 500,000 shares of common stock to him.

 

CONVERTIBLE NOTES

 

Amendment of Promissory Note

 

With respect to the securities and purchase agreement dated October 7, 2016, as amended on March 23, 2017 and May 15, 2017, on July 20, 2017, the parties agreed to amend the terms of the securities and purchase agreement and promissory note as follows:

 

The maturity date of the note is the earlier of August 20, 2017 or third business day after the closing of the Public Offering.

 

Issuances

 

With respect to the securities and purchase agreement dated October 7, 2016, as amended on March 23, 2017, May 15, 2017 and July 20, 2017, on July 23, 2017, the Company received an additional advance of $50,000 under the note. Pursuant to the terms of the note, the Company issued a warrant to purchase 71,429 shares of the Company’s common stock.

 

NON-CONVERTIBLE NOTES - RELATED PARTY

 

Issuances

 

Subsequent to June 30, 2017, the Company issued promissory notes in the aggregate principal amount of $135,078 to a company in which the Company’s Executive Chairman has a controlling interest. The notes bear interest at a rate of 10% per annum, which is payable upon maturity. The notes are payable on the earlier of October 17, 2017 or the closing date of a public offering of the Company’s securities which raises gross proceeds of at least $2,500,000. These notes may be prepaid in whole or in part at any time without penalty or premium.

 

STOCK WARRANTS

 

Issuance

 

On August 4, 2017, the Company issued five-year warrants to purchase an aggregate of 2,401,135 shares of common stock to our Chief Executive Officer in connection with his employment agreement. The warrants vest immediately and have exercise prices ranging from $0.70 to $3.00 per share.

 

Exchange

 

On August 14, 2017, the Company entered into a warrant exchange agreement with a warrant holder whereby the holder agreed to exchange warrants to purchase an aggregate of 2,500,000 shares of common stock for 2,500,000 shares of common stock.