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SUBSEQUENT EVENTS
6 Months Ended
Jun. 30, 2020
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

25. SUBSEQUENT EVENTS 

 

In accordance with FASB ASC 855-10, the Company has analyzed its operations subsequent to June 30, 2020, and thru the date of this report being issued and has determined that it does not have any material subsequent events to disclose in these financial statements except for the following.

  

Esousa short-term promissory notes

  

On July 24, 2020, the Company issued to Esousa a 12% short-term promissory note in the aggregate principal amount of $1,125,000. The note has a term of two weeks.

  

August '20 short-term promissory notes

  

On August 5, 2020, the Company issued to Esousa a secured 13% short-term promissory note in the aggregate principal amount of $2,000,000 and eighteen month warrants to purchase an aggregate of 729,927 shares of the Company’s common stock at an exercise price of $3.01 per share of common stock. These notes have a term of three months. The Warrants are immediately exercisable once the Company obtains approval thereof by the NYSE American. The Warrants may be exercised via cashless exercise at the option of the Investor. These warrants to purchase common stock do not qualify to be treated as equity, and accordingly, shall be recorded as a liability. The Company is required to present these instruments at fair value at each reporting date and any changes in fair values shall be recorded as an adjustment to earnings.

  

Issuances of Common Stock for exchange of Debt

  

Between July 2020 and August 5, 2020 the Company issued to Esousa 4,910,000 shares of the Company’s common stock pursuant to the terms of the Master Exchange Agreement.

  

Issuances of Common Stock for Services

  

During August 2020, the Company issued 37,500 shares of its common stock as payment for services to its consultants. The shares were valued at $100,965, an average of $2.69 per share.

  

Failure to Satisfy a Continued Listing Rule

  

On July 24, 2020, the Company was notified by the NYSE American (the “Exchange”) that the Company has failed to comply with Section 1003(a)(ii) and (iii) of the Exchange’s Company Guide (the “Listing Standards”), which require that the Company maintain stockholders’ equity of no less than $6,000,000 because the Company has reported losses from continuing operations and/or net losses in five of its most recent fiscal years ended December 31, 2019. The Company had disclosed in its Form 10-Q filed for the fiscal period ended March 31, 2020 that its stockholders’ equity was approximately $2.5 million. Under the applicable NYSE American listing rules, the Company must by August 23, 2020 submit a compliance plan that demonstrates how it intends to regain compliance with the Listing Standards within 18 months of the receipt of the notice, or January 24, 2022.