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NOTE 8 - CONVERTIBLE LOANS
12 Months Ended
Dec. 31, 2018
Notes  
NOTE 8 - CONVERTIBLE LOANS

NOTE 8 - CONVERTIBLE LOANS

 

At December 31, 2018 and 2017, convertible loans consisted of the following:

 

 

 

December 31,

 

 

December 31,

 

 

2018

 

 

2017

July 16, 2018 Note

$

 

25,000

 

$

 

-

August 16, 2018 Note

 

 

55,130

 

 

 

-

October 1, 2018 Note

 

 

33,021

 

 

 

-

December 4, 2018 Note

 

 

78,750

 

 

 

-

December 5, 2018 Note

 

 

30,000

 

 

 

-

Total convertible notes payable

 

 

221,901

 

 

 

-

Less: Unamortized debt discount

 

 

(158,696)

 

 

 

-

Total convertible notes

 

 

63,205

 

 

 

-

 

 

 

 

 

 

 

 

Less: current portion of convertible notes

 

 

-

 

 

 

-

Long-term convertible notes

$

 

63,205

 

$

 

-

 

During the year ended December 31, 2018 and 2017, the Company recorded interest expense of $4,906 and recognized amortization of discount, included in interest expense, of $55,054 and $0, respectively.

 

Notes in Default

 

Certain convertible notes held by the company were in default. During the period ended December 31, 2018, the Company did not maintain the covenant requiring the Company to be current with all financial filings. As a result of the breach, the company recorded a penalty of $8,151 as principal amount.

 

Promissory Notes - Issued in fiscal year 2018

 

During the year ended December 31, 2018, the Company issued a total of $213,750 notes with the following terms:

 

·        Terms ranging from 9 months to 12 months.

·        Annual interest rates ranging from of 10% to 12%.

·        Convertible at the option of the holders at issuance.

·        Conversion prices are typically based on the discounted (50% discount) lowest trading prices of the Company’s shares during various periods prior to conversion.

 

Certain notes allow the Company to redeem the notes at rates ranging from 130% to 150% depending on the redemption date provided that no redemption is allowed after the 180th day. Likewise, the notes include financing costs totaling to $12,250 and the Company received cash of $201,500.

 

Derivative liabilities

 

The Company determined that the conversion option in the note met the definition of a liability in accordance with ASC Topic No. 815 - 40, Derivatives and Hedging - Contracts in Entity’s Own Stock. The Company will bifurcate the embedded conversion option in the note once the note becomes convertible and account for it as a derivative liability.

 

The Company valued the conversion features using the Black Scholes valuation model. The fair value of the derivative liability for all the note and warrants that became convertible for the year ended December 31, 2018 amounted to $896,593. $201,500 of the value assigned to the derivative liability was recognized as a debt discount to the notes while the balance of $695,093 was recognized as a “day 1” derivative loss.