CAPITAL STRUCTURE	3 Months Ended
Mar. 31, 2019
Notes to Financial Statements
NOTE 8 - CAPITAL STRUCTURE	Preferred Stock The Company is authorized to issue 100 million shares of preferred stock, which have a liquidation preference over the common stock and are non-voting. As of March 31, 2019, no preferred shares have been issued. Common Stock The Company is authorized to issue 300 million shares of common stock and had issued 10,000,000 in connection with the merger and had 2,558,553 shares issued prior to the merger with Amplerissimo. On September 27, 2013, the Company completed the acquisition of Amplerissimo through the issuance of 10,000,000 shares of common stock to Dimitrios Goulielmos, the sole shareholder of Amplerissimo, the Company then had 12,558,553 shares of Common Stock issued and outstanding. On February 10, 2017, the Company and Decahedron consummated the acquisition of Decahedron SPA. Pursuant to the terms of the Decahedron SPA, the shareholders of Decahedron received an aggregate of 170,000 shares of common stock of the Company, which were delivered at closing in exchange for all of the Ordinary Shares of Decahedron for the Stock Consideration. On January 7, 2019 and February 5, 2019, 465,325 and 108,417 shares of common stock were cancelled, these shares were the remaining pre-delivery shares related to the convertible notes in Note 10. On February 5, 2019, the Company entered into a Stock Purchase Agreement (the “SPA”). The SPA provides for the Company’s purchase of 193,408 shares of the Company’s common stock at $3.00 per share or an aggregate of $580,224. Payment is scheduled over a five-month period, subject to acceleration if the Company effects an eligible equity offering. As of March 31, 2019, the Company had made $49,998 in payments, but as of the date of filing the 16,666 shares had not yet been transferred back to the Company. Upon transfer of the shares, the shares will be cancelled. On February 18, 2019, the Company entered into a Stock Purchase Agreement (the “SPA”). The SPA provides for the Company’s purchase of 83,341 shares of the Company’s common stock at $3.00 per share or an aggregate of $250,023. Payment is scheduled over a five-month period, subject to acceleration if the Company effects an eligible equity offering. As of March 31, 2019, the Company had made $21,543 in payments but as of the date of filing the 7,181 shares had not yet been transferred back to the Company. Upon transfer of the shares, the shares will be cancelled. Purchase of Treasury Shares On June 18, 2018, the Company entered into a stock purchase agreement with an officer and director of the Company, whereby for consideration of €60,000 ($69,612) the Company repurchased 15,000 shares of its common stock. As per the agreement, the sale and transfer of the shares occurred on June 18, 2018, the date of signing, however the Company is entitled to pay the full consideration in tranches until November 2018. During the year ended December 31, 2018, the Company paid consideration of €60,000 ($69,178). The Company recorded a loss of $434 for the change in foreign currency related to this transaction. On November 30, 2018, the Company entered into a stock purchase agreement with an officer and director of the Company, whereby for consideration of $60,000, the Company repurchased 20,000 shares of its common stock. As per the agreement, the sale and transfer of the shares occurred on November 30, 2018, the date of signing, however the Company is entitled to pay the full consideration in tranches until August 2019. During the year ended December 31, 2018, the Company paid consideration of $11,317 and had a related party payable of $48,683. Potentially Dilutive Securities As of March 31, 2019, and December 31, 2018, the Company had 13,305,015 and 13,878,772 shares of common stock issued, respectively, and 13,087,478 and 13,685,082 shares of common stock outstanding, respectively. No options, warrants or other potentially dilutive securities other than those disclosed above have been issued as of March 31, 2019.

CAPITAL STRUCTURE

3 Months Ended

Mar. 31, 2019

Preferred Stock

The Company is authorized to issue 100 million shares of preferred stock, which have a liquidation preference over the common stock and are non-voting. As of March 31, 2019, no preferred shares have been issued.

Common Stock

The Company is authorized to issue 300 million shares of common stock and had issued 10,000,000 in connection with the merger and had 2,558,553 shares issued prior to the merger with Amplerissimo.

On September 27, 2013, the Company completed the acquisition of Amplerissimo through the issuance of 10,000,000 shares of common stock to Dimitrios Goulielmos, the sole shareholder of Amplerissimo, the Company then had 12,558,553 shares of Common Stock issued and outstanding.

On February 10, 2017, the Company and Decahedron consummated the acquisition of Decahedron SPA. Pursuant to the terms of the Decahedron SPA, the shareholders of Decahedron received an aggregate of 170,000 shares of common stock of the Company, which were delivered at closing in exchange for all of the Ordinary Shares of Decahedron for the Stock Consideration.

On January 7, 2019 and February 5, 2019, 465,325 and 108,417 shares of common stock were cancelled, these shares were the remaining pre-delivery shares related to the convertible notes in Note 10.

On February 5, 2019, the Company entered into a Stock Purchase Agreement (the “SPA”). The SPA provides for the Company’s purchase of 193,408 shares of the Company’s common stock at $3.00 per share or an aggregate of $580,224. Payment is scheduled over a five-month period, subject to acceleration if the Company effects an eligible equity offering. As of March 31, 2019, the Company had made $49,998 in payments, but as of the date of filing the 16,666 shares had not yet been transferred back to the Company. Upon transfer of the shares, the shares will be cancelled.

On February 18, 2019, the Company entered into a Stock Purchase Agreement (the “SPA”). The SPA provides for the Company’s purchase of 83,341 shares of the Company’s common stock at $3.00 per share or an aggregate of $250,023. Payment is scheduled over a five-month period, subject to acceleration if the Company effects an eligible equity offering. As of March 31, 2019, the Company had made $21,543 in payments but as of the date of filing the 7,181 shares had not yet been transferred back to the Company. Upon transfer of the shares, the shares will be cancelled.

Purchase of Treasury Shares

On June 18, 2018, the Company entered into a stock purchase agreement with an officer and director of the Company, whereby for consideration of €60,000 ($69,612) the Company repurchased 15,000 shares of its common stock. As per the agreement, the sale and transfer of the shares occurred on June 18, 2018, the date of signing, however the Company is entitled to pay the full consideration in tranches until November 2018. During the year ended December 31, 2018, the Company paid consideration of €60,000 ($69,178). The Company recorded a loss of $434 for the change in foreign currency related to this transaction.

On November 30, 2018, the Company entered into a stock purchase agreement with an officer and director of the Company, whereby for consideration of $60,000, the Company repurchased 20,000 shares of its common stock. As per the agreement, the sale and transfer of the shares occurred on November 30, 2018, the date of signing, however the Company is entitled to pay the full consideration in tranches until August 2019. During the year ended December 31, 2018, the Company paid consideration of $11,317 and had a related party payable of $48,683.

Potentially Dilutive Securities

As of March 31, 2019, and December 31, 2018, the Company had 13,305,015 and 13,878,772 shares of common stock issued, respectively, and 13,087,478 and 13,685,082 shares of common stock outstanding, respectively.

No options, warrants or other potentially dilutive securities other than those disclosed above have been issued as of March 31, 2019.