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SUBSEQUENT EVENTS
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9 Months Ended |
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Sep. 30, 2014
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| Notes to Financial Statements | |
| Note 14 - SUBSEQUENT EVENTS | On October 20, 2014, we issued a 25 shares of restricted Series D Preferred Stock to Sageborne, LLC, a related party, for gross proceeds of $25,000, in accordance of the terms of that certain Securities Purchase Agreement. As part of the transaction, we also issued 25 Series A and 25 Series B five-year warrants to purchase an aggregate total of 100,000 shares of common stock at an initial exercise price of $0.50.
On November 24, 2014, we issued 25 shares of restricted Series D Preferred Stock to Pinewood Trading Fund, LLC, a related party, for gross proceeds of $25,000 in accordance of the terms of that certain Securities Purchase Agreement. As part of the transaction, we also issued 25 Series A and 25 Series B five-year warrants to purchase an aggregate total of 100,000 shares of common stock at an initial exercise price of $0.50.
On December 18, 2014, the Company issued $172,400 in convertible debentures due June 18, 2015 to Hillair Capital Investments, LP with an original conversion price of $1.00. The debentures are convertible into 172,400 shares of the Companys common stock.
On February 6, 2015, we issued 600,000 shares of restricted common stock to Pinewood Trading Fund, LP, a related party, as consideration for the commercial guarantee on the Companys accounts receivable revolving line of credit with Third Coast Bank.
On March 3, 2015, the Company issued $129,600 in convertible debentures due September 3, 2015 to Hillair Capital Investments, L.P. with an original conversion price of $1.00. The debentures are convertible into a total of 129,600 shares of the Companys common stock.
On March 5, 2015 (Petition Date), Assured Pharmacy, Inc. (the Company) and its subsidiaries Assured Pharmacy Management, Inc., Assured Pharmacy Dallas, Inc., Assured Pharmacy Boston, Inc., Assured Pharmacy Denver, Inc., Assured Pharmacies, Inc., Assured Pharmacy Gresham, Inc., Assured Pharmacy Kansas, Inc., Assured Pharmacies Northwest, Inc., and CS Compliance Group, Inc., (collectively, the Debtors) filed voluntary petitions in the United States Bankruptcy Court for the Eastern District of Texas (the Bankruptcy Court) for reorganization relief under the provisions of Chapter 11 of Title 11 of the United States Code (the Bankruptcy Code). The Company has requested that the Chapter 11 cases be jointly administered and styled as In re Assured Pharmacy, Inc., et al., Case No. 15-40389 (the Chapter 11 Cases). The Debtors will continue to operate their businesses and manage their properties as debtors in possession under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court.
The commencement of the Chapter 11 Cases described above constitutes an event of default under the various agreements. As of the Petition Date, there was a total of $3,443,166 in principal payable under these agreements. As a result of the filing of Chapter 11 Case, the Company believes that the ability of the lenders/creditors to seek remedies to enforce their rights against the Company under these and other agreements are stayed and creditor rights of enforcement against the Debtors are subject to the applicable provisions of the Bankruptcy Code.
On March 6, 2015, in conjunction with the filing of the Chapter 11 Cases (defined above) and the execution of the Equity Purchase Agreement, we entered into a Debtor in Possession loan agreement in the amount of $1,500,000 with Precise Analytical, LLC due June 5, 2015. The note bears an interest rate of 10% per annum. As of April 16, 2015, the outstanding balance on the loan was $0.00.
On April 14, 2015, we received an order approving Disclosure Statement, on a final basis, and confirming Joint Chapter 11 Plan of Reorganization from the United States Bankruptcy Court for the Eastern District of Texas Sherman Division.
On April 16, 2015, the Company completed the equity sale of 100 % of the post bankruptcy common stock to Precise Analytical, LLC ., in accordance with the terms of the Equity Purchase Agreement and as a result of the transaction became a private company. |