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DEBT
3 Months Ended
Mar. 31, 2017
Notes to Financial Statements  
Note 8 - DEBT

On March 4, 2015, the Company entered into a $9,000 Loan Agreement with Mr. Angelo Drakopoulos, pursuant to which Mr. Drakopoulos paid a $9,000 outstanding bill on behalf of the Company. The loan bears an interest rate of 8% per annum and was due and payable in full on May 5, 2016. As of March 31, 2017, the Company has an outstanding principal balance under this note of $9,000 and accrued interest expense of $991.

 

On November 5, 2015, the Company entered into a Loan Agreement pursuant to which the Company borrowed €20,000 ($21,812), of which proceeds of €10,000 ($10,906) have been received as of December 31 2016. The loan bears an interest rate of 1% per annum and was due and payable in full on November 5, 2016. The Company has repaid €2,000 ($2,110) as of December 31, 2016. The Company has repaid an additional €4,000 ($4,279) as of March 31, 2017. The Company has accrued interest expense of €433 ($463) and an outstanding balance under this note of €14,000 ($14,977) as of March 31, 2017.

 

On November 5, 2015, the Company entered into a Loan Agreement pursuant to which the Company borrowed €80,000 ($87,248) of which proceeds of €70,000 ($76,342) have been received as of December 31, 2016. The loan bears an interest rate of 5% per annum and was due and payable in full on November 5, 2016. As of December 31, 2016, the outstanding balance was €65,000 ($68,588). During the three months ended March 31, 2017, the Company repaid €55,000 ($58,839) and reversed the €10,000 ($10,698) receivable that was never received.

 

On November 16, 2015, the Company entered into a Loan Agreement with Panagiotis Drakopoulos, former Director and former Chief Executive Officer, pursuant to which the Company borrowed €40,000 ($43,624) as a note payable from Mr. Drakopoulos. The note bears an interest rate of 6% per annum and was due and payable in full on November 15, 2016. As of March 31, 2017, the Company has an outstanding principal balance under this note of €40,000 ($42,792) and accrued interest expense of €2,942 ($3,832).

 

During the year ended December 31, 2015, the Company borrowed €30,000 ($32,718) as a loan payable from Mr. Panagiotis Drakopoulos, former Director and former Chief Executive Officer. The loan has no formal agreement and bears no interest. During the year ended December 31, 2016, the Company repaid €13,000 ($13,718) of the loan. During the three months ended March 31, 2017 the Company repaid an additional €6,000 ($6,419). As of March 31, 2017, the Company has an outstanding principal balance under this loan of €11,000 ($11,768).

 

On February 5, 2016, the Company entered into a Loan Agreement pursuant to which the Company borrowed €20,000 ($21,104). The loan bears an interest rate of 6% and has no maturity date. During the three months ended March 31, 2017, the Company repaid the loan and accrued interest of €1,020 ($1,091) in full.

 

On March 4, 2016, the Company entered into a Loan Agreement pursuant to which the Company borrowed €50,000 ($52,760) from a third party. On May 04, 2016, the Company entered into a Loan Agreement pursuant to which the Company borrowed an additional €50,000 ($52,760). The loans bear an interest rate of 6% and a maturity date of March 4, 2017 and May 4, 2017, respectively. During the three months ended March 31, 2017, the Company repaid both loans and accrued interest of €750 ($802) in full.

 

On April 19, 2016, the Company entered into a Loan Agreement pursuant to which the Company borrowed €100,000 ($105,520). The loan bears an interest rate of 6% and will mature on April 19, 2017. During the three months ended March 31, 2017, the Company repaid the loan and accrued interest of €2,000 ($2,140) in full.

 

On April 22, 2016, the Company entered into a Loan Agreement pursuant to which the Company borrowed €38,000 ($40,098). The loan bears an interest rate of 6% and will mature on April 22, 2017. During the three months ended March 31, 2017, the Company repaid the loan and accrued interest of €1,777 ($2,901) in full. 

  

On May 24, 2016, the Company entered into a Loan Agreement pursuant to which the Company borrowed €50,000 ($52,760). The loan bears an interest rate of 6% and will mature on May 24, 2017. The Company has accrued interest expense of €1,930 ($2,064) as of March 31, 2017. The outstanding balance under this note was €50,000 ($53,490) as of March 31, 2017.

 

On October 18, 2016, the Company entered into a Loan Agreement pursuant to which the Company borrowed €10,000 ($10,552). The loan bears an interest rate of 10% and will mature on October 18, 2017. The Company has accrued interest expense of €238 ($254) as of March 31, 2017. The outstanding balance under this note was €10,000 ($10,698) as of March 31, 2017.

 

Loan Facility Agreement

 

On August 4, 2016, the Company's wholly owned subsidiary SkyPharm entered into a Loan Facility Agreement, guaranteed by Grigorios Siokas, with Synthesis Peer-To Peer-Income Fund (the "Loan Facility" the “Lender”). The Loan Facility initially provided SkyPharm with a credit facility of up to $1,292,769 (€1,225,141). Any advance under the Loan Facility accrues interest at a rate of 10% per annum and requires quarterly interest payments commencing on September 30, 2016. The amounts owed under the Loan Facility shall be repayable upon the earlier of (i) three months following the demand of the lender; or (ii) August 31, 2018. No prepayment is permitted pursuant to the terms of the Loan Facility. The Synthesis Facility Agreement is secured by a personal guaranty of Grigorios Siokas, which is secured by a pledge of 10,000,000 shares of common stock of the Company owned by Mr. Siokas. See Note 11 - Subsequent Events with respect to further financings obtained by SkyPharm.

 

On September 13, 2016, Sky Pharm entered into a First Deed of Amendment with the Loan Facility increasing the maximum loan amount to $1,533,020 as a result of the lender having advanced $240,251 (€227,629) to SkyPharm.

 

On March 23, 2017, SkyPharm entered into an Amended and Restated Loan Facility Agreement (the “A&R Loan Facility”), with the Loan facility which increased the loan amount to an aggregate total of $2,664,960 (€2,491,083) as a result of the lender having advanced $174,000 (€164,898) in September, $100,000 (€94,769) in October 2016, $250,000 (€236,922) in November 2016, $452,471 (€428,800) in December 2016 and $155,516 (€145,369) in January 2017. The A&R Loan Facility amends and restates certain provisions of the Loan Facility Agreement, dated as of August 4, 2016, by and among the same parties. Advances under the A&R Loan Facility continue to accrue interest at a rate of 10% per annum from the applicable date of each drawdown and require quarterly interest payments. The A&R Facility now permits prepayments at any time. The amounts owed under the A&R Loan Facility shall be repayable upon the earlier of (i) seventy five days following the demand of the Lender; or (ii) August 31, 2018. The A&R Loan Facility is secured by a personal guaranty of Grigorios Siokas, which is secured by a pledge of 10,000,000 shares of common stock of the Company owned by Mr. Siokas (the “Pledged Shares”). The A&R Loan Facility was also amended to provide additional affirmative and negative covenants of Sky Pharm and the Guarantor during the term of loans remain outstanding, including, but not limited to, the consent of the Lender in connection with (i) the Company or any of its subsidiaries incurring any additional indebtedness; or (ii) in the event of any increase in the Company’s issued and outstanding shares of Common Stock, the Pledged Shares shall be increased to an amount equal to a minimum of ten percent (10%) of the issued and outstanding shares of the Company.

 

As of March 31, 2017, the outstanding balance under this note was $2,664,960 (€2,491,083) and accrued interest expense of $64,533 (€60,323) has been recorded.

 

The Company recorded €120,000 ($128,376) in debt discounts related to this note. The debt discounts are being amortized over the term of the debt. During the year ended December 31, 2016 the Company amortized a total of $14,507 (€13,748). Amortization of the debt discounts for the three months ended March 31, 2017 was $15,616 (€14,597).

 

Bridge Loans

 

On March 16, 2017 and March 20, 2017, SkyPharm entered into loan agreements with the Synthesis Peer-To Peer-Income Fund (the “Bridge Loans”). The Bridge Loans provided to SkyPharm loans of $50,000 (€46,738) and €100,000 ($106,980), respectively. The Bridge Loans accrue interest at a rate of 10% per annum and were repayable on April 16, 2017 and April 20, 2017, respectively together with all other amounts then accrued and unpaid. On April 16, 2017, the maturity dates were amended for no additional consideration of change in terms and conditions. The maturity dates of both loans were amended and matured on May 16, 2017 and May 20, 2017, respectively. The Company has accrued interest expense of an aggregate total of $570 (€610) for both loans and the outstanding balances of these loans was $50,000 (€46,738) and €100,000 ($106,980), respectively as of March 31, 2017. See Note 11- Subsequent Events for further financings obtained by SkyPharm.

 

None of the above loans were made by any related parties.