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RELATED PARTY TRANSACTIONS
3 Months Ended
Mar. 31, 2019
Notes to Financial Statements  
NOTE 9 - RELATED PARTY TRANSACTIONS

On the date of our inception, we issued 20 million shares of our common stock to our three officers and directors which were recorded at no value (offsetting increases and decreases in common stock and additional paid-in capital).

 

DOC Pharma S.A.

 

As of March 31, 2019, the Company has a prepaid balance of €1,772,154 ($1,989,775) and an accounts payable balance of €48,678 ($54,656) resulting in a net prepaid balance of €1,723,476 ($1,935,119) to Doc Pharma S.A. (“Doc Pharma”), related to purchases of inventory. Additionally, the Company has a receivable balance of €207,245 ($232,694). As of March 31, 2018, the Company had a prepaid balance of €1,373,975 ($1,692,737) and an accounts payable balance of €122,928 ($151,447), resulting in a net prepaid balance of €1,251,047 ($1,541,290) to Doc Pharma, related to purchases of inventory. During the three months ended March 31, 2019 and 2018, the Company purchased a total of €507,389 ($576,089) and €1,257,618 ($1,545,486) of products from Doc Pharma, respectively. During the three months ended March 31, 2019 and 2018, the Company had revenue of €158,828 ($180,333) and €12,090 (14,857) from Doc Pharma, respectively.

 

On November 1, 2015, the Company entered into a €12,000 ($13,202) Loan Agreement with DOC Pharma S.A., pursuant to which DOC Pharma, paid existing bills of the Company in the amount of €12,000 ($13,202), excluding the Vendor Bills. The loan bears an interest rate of 2% per annum and was due and payable in full on October 31, 2016. As of March 31, 2019, the Company has an outstanding principal balance under this note of €12,000 ($13,474) and accrued interest expense of $902.

 

Doc Pharma S.A is considered a related party to the Company due to the fact that the CEO of Doc Pharma is the wife of Grigorios Siokas, the Company’s CEO and principal shareholder, who also served as a principal of Doc Pharma SA in the past.

 

Medihelm S.A

 

As of March 31, 2019, the Company has a prepaid balance of €2,671,048 ($2,999,053) and an accounts payable balance of £41,745 ($52,434), resulting in a net prepaid balance of $2,946,619 to Medihelm related to purchases of inventory. Additionally, the Company has a receivable balance of €201,739 ($226,513). As of March 31, 2018, the Company had a prepaid balance of €1,865,555 ($2,298,364) and an accounts payable balance of £539,607 ($756,907), resulting in a net prepaid balance of $1,541,457 related to purchases of inventory. Additionally, the Company had a receivable balance of €436,934 ($538,303). During the three months ended March 31, 2019 and 2018, the Company purchased €951,406 ($1,080,226) and $4,089,539 of products from Medihelm, respectively. During the three months ended March 31, 2019 and 2018, the Company had revenue of €60,038 (68,167) and €386,111 ($474,492) from Medihelm, respectively.

 

Medihelm S.A. is considered a related party to the Company due to the fact that the managing director of Medihelm is the mother of Nicholaos Lazarou, the managing director of the Company’s UK subsidiary, Decahedron.

 

Grigorios Siokas

 

As of December 31, 2018, the Company had an outstanding principal balance of $3,496,199, consisting of €2,853,700 ($3,269,199) and $227,000, in loans payable to Grigorios Siokas. During the three months ended March 31, 2019, the Company repaid €34,000 ($38,175) of these loans. These loans are non-interest bearing and have no maturity dates. As of March 31, 2019, the Company has an outstanding principal balance under these loans of $3,392,959, consisting of €2,819,700 ($3,165,959) and $227,000, in loans payable to Grigorios Siokas.

 

On December 20, 2018, the €1,500,000 ($1,718,400) note payable, originally borrowed pursuant to a Loan Agreement with a third party lender, dated March 16, 2018, was transferred to Grigorios Siokas. The note bears an interest rate of 4.7% per annum and has a maturity date of March 18, 2019. As of March 31 2019, the Company has an outstanding principal balance of €1,500,000 ($1,684,200) and accrued interest of €73,015 ($81,981). The principal balance of €1,500,000 under this loan is incorporated in the €2,819,700 of loans payable as of March 31, 2019.

 

Grigorios Siokas is the Company’s CEO and principal shareholder and is hence considered a related party to the Company.

 

Dimitrios Goulielmos

 

As of December 31, 2018, the Company had a principal balance due to Dimitrios Goulielmos, director and former CEO, of €53,500 ($61,290) related to a loan agreement dated November 21, 2014 and amended on November 4, 2015. The loan is non-interest bearing. During the three months ended March 31, 2019, the Company repaid €12,500 ($14,035) and a principal balance of €41,000 ($46,035) remains as of March 31, 2019.

 

Nicholaos Lazarou

 

In connection with the Decahedron SPA, on February 9, 2017, Decahedron, Medihelm S.A. and Nicholaos Lazarou, managing director of Decahedon, entered into a liability transfer agreement whereby the loan provided from Decahedron to Nicholaos Lazarou prior to the acquisition would be cancelled in exchange for Nicholaos Lazarou’s personal assumption of £172,310 ($233,118) owed to Medihelm S.A., a related party creditor of Decahedron.

 

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. As of December 31, 2018, the Company had an amount due to related party of $48,683. During the three months ended March 31, 2019, the Company paid consideration of $28,372 and has an amount due to related party of $20,311 recorded as accounts payable related party as of March 31, 2019.

 

Except as set forth above, we have not entered into any material transactions with any director, executive officer, and promoter, beneficial owner of five percent or more of our common stock, or family members of such persons.