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Note 14 - Convertible Notes Payable
3 Months Ended
Mar. 31, 2021
Notes to Financial Statements  
Debt Disclosure [Text Block]
14.
CONVERTIBLE NOTES PAYABLE
 
There was
no
balance outstanding for convertible notes payable as of
March 31, 2021
and
December 31, 2020.
Details for Notes that were either converted or redeemed during the
2020
fiscal year were as follows:
 
Securities Purchase Agreement dated
July 10, 2019
 
On
July 10, 2019,
the Company issued a
$3,060,000
principal amount senior secured convertible note (the “Original Note”). At closing, a total of
$2,550,000
was funded. The original issue discount was
$510,000.
The principal amount due of the Original Note was due and payable as follows:
$918,000
was due
180
days after funding,
$1,071,000
was due
270
days after funding, and the remaining balance due
12
months after the date of funding.
 
The Original Note was secured by a lien on substantially all of the Company's assets and properties and was convertible at the option of the Investor in shares of common stock at a fixed conversion price of
$12.00
per share.
 
In connection with the closing of the Original Note, the Company issued a
five
-year warrant to the Investor to purchase
250,000
shares of common stock at a fixed exercise price of
$12.00
per share, paid a
$50,000
commitment fee, and issued
33,334
shares of common stock in payment of a
$400,000
due diligence fee. The Company also paid banker fees of
$193,500
and legal fees of
$71,330.
The valuation of the warrant of
$595,662
was recorded to debt discount and was amortized over the life of the Original Note. The fees associated with the agreement were allocated to debt issuance costs and additional paid-in capital based on the respective ratio of the valuation of the note and warrant. Amortization of the debt issuance costs and debt discount are included in interest expense on the statement of operations.
 
On
March 12, 2020,
the Company issued a
$3,789,000
principal amount senior secured convertible note (the “Amended Note”), which replaced the Original Note and included an additional
$729,000
in interest due to the debt restructuring. The principal amount was due and payable in full on
April 13, 2020.
The Amended Note was secured by a lien on substantially all of the Company's assets and properties and was convertible at the option of the Investor into shares of common stock at a fixed conversion price of
$5.20
per share. The Company accounted for the transaction as a debt extinguishment and, therefore, the balance of the fees and unamortized discount associated with the Original Note were written off and included as loss on extinguishment of debt. On the day of the amendment, the closing stock price for the day was
$6.08,
which resulted in a beneficial conversion of
$0.88
per share outstanding or
$641,215
to be amortized to interest expense over the term of the Amended Note, as adjusted for any debt conversion.
 
On
April 12, 2020,
and
May 6, 2020,
the Company entered into amendments (the “Amendments”) to the Amended Note. The Amendments extended the maturity date to
June 12, 2020
and extended the Investor's right to convert the Amended Note into shares of the Company's common stock at a price of
$5.20
per share through
June 12, 2020.
All other provisions of the Amended Note remained the same.
 
Until the
second
anniversary of the closing, the investor had the right to purchase up to
20%
of the securities the Company issues in any future private placement, subject to certain exceptions for, among other things, strategic investments.
 
On
June 10, 2020,
the investor converted the last of the remaining principal into shares of common stock for payment in full, and the remaining principal balance was
$0.
The Amended Note amount of
$3,789,000
was converted into
728,654
shares of common stock in
2020.
 
January 2020
Note
 
On
January 13, 2020,
the Company issued a
$157,000
principal amount secured
10%
convertible redeemable note (the
“January 2020
Note”) to an institutional investor with a maturity date of
June 13, 2020
which was convertible into common stock at a conversion price of
$12.00
per share. At the closing, the Company agreed to issue
81,250
shares of common stock in lieu of payment of a
$75,000
commitment fee which was reduced to
6,250
shares as the
January 2020
Note was repaid prior to the maturity date.
 
On
June 12, 2020,
the
January 2020
Note was paid in full by payment of
$211,984.
The
75,000
shares were returned to the Company in
July 2020.
 
February 2020
Note
 
On
February 13, 2020,
the Company issued a
$126,000
principal amount secured
10%
convertible redeemable note (the
“February 2020
Note”) to an institutional investor with a maturity date of
July 13, 2020
which was convertible into common stock at a conversion price of
$9.20
per share.  On
March 12, 2020,
the Original Note was amended to reduce the conversion price to
$5.20
per share, which reduced the conversion price of the
February
Note to
$5.20
and resulted in a deemed dividend of
$70,998.
 The
February 2020
Note was redeemable at any time by payment of a premium to the principal balance starting at
10%
and increasing to
30%.
   The Company issued
6,250
shares of common stock to the investor in lieu of payment of a
$57,500
commitment fee. The Company paid
$6,000
of legal fees in connection with the issuance of
February 2020
Note.
 
The
February 2020
Note was paid in full on
July 10, 2020
by payment of
$170,442.
 
May 2020
Note
 
On
May 6, 2020,
the Company issued a
$2,415,000
principal amount senior secured convertible note (the
“May 2020
Note”). At closing,
$2,100,000
was funded. The principal amount was due and payable in
five
equal monthly installments of
$268,333
beginning
seven
months after the funding date with the remaining balance due on the
twelfth
month after the date of funding. The
May 2020
Note was convertible at a fixed convertible price of
$9.28
per share. In connection with the issuance of the
May 2020
Note, the Company paid a
$133,333
due diligence fee by issuing
14,368
shares of common stock to the Investor priced at
$9.28
per share. The Company also paid a placement fee of
7%
of the gross proceeds to a placement agent. In connection with the closing of the
May 2020
Note, the Company issued a
five
-year warrant to the investor to purchase 
237,500
shares of common stock at a fixed exercise price of
$9.28
and was immediately exercisable. The valuation of the warrant of
$876,937
was recorded to debt discount and was amortized over the life of the
May 2020
Note. The fees associated with the agreement were allocated to debt issuance costs and additional paid-in-capital based on the respective ratio of the valuation of the note and warrant. Amortization of the debt issuance costs and debt discount were included in the interest expense on the statement of operations.
 
Following the completion of the underwritten offering in
July 2020,
the principal balance of
$2,415,000
was paid in full during the
third
quarter of
2020.
  As a result of the repayment, the Company expensed the remaining debt discounts and issuance costs of
$1,218,163
 in
July 2020.
 
June 2020
Note
 
On
June 29, 2020,
the Company issued a
$1,811,250
principal amount senior secured convertible note (the
“June 2020
Note”).  At closing,
$1,575,000
was funded. The principal amount was due and payable in
nine
equal monthly installments of
$201,250
beginning
four
months after the funding date with the remaining balance due on the
twelfth
month after the date of funding. The
June 2020
Note was convertible at a fixed convertible price of
$9.28
per share. In connection with the issuance of the
June 2020
Note, the Company paid a
$100,000
due diligence fee by issuing
17,071
shares to the Investor priced at
$5.86
per share. The Company also paid a placement fee of
7%
of the gross proceeds to a placement agent.
 
In connection with the closing of the
June 2020
Note, the Company issued a
five
-year warrant to the Investor to purchase
178,125
shares of common stock at a fixed exercise price of
$9.28
per share and was immediately exercisable. The fees associated with the agreement were allocated to debt issuance costs and additional paid-in capital based on the respective ratio of the valuation of the note and warrant. Amortization of the debt issuance costs and debt discount are included in interest expense on the statement of operations.
 
Following the completion of the underwritten offering in
July 2020,
the principal balance of
$1,811,250
was paid in full during the
third
quarter of
2020.
As a result of the repayment, the Company expensed the remaining debt discounts and issuance costs of
$957,919
in
July 2020.