Notes Payable | (5) Notes Payable Notes payable at December 31, 2016 and 2015 as detailed below, is summarized as follows: December 31, 2016 December 31, 2015 Convertible promissory notes – accrued expenses - 391,025 Revolving credit - 190,232 Acquisition debt 30,000 30,000 Note payable – equipment 11,752 - Note payable - individual 200,000 - 241,752 611,257 Less current maturities (241,752 ) (311,257 ) $ - $ 300,000 Conversion of Accrued Expenses. On March 8, 2011, BlastGard’s Board of Directors ratified, adopted and approved that James F. Gordon’s accrued salary of $160,000 (20 months at $8,000 per month covering May-December 2009, January-October 2010 and January-February 2011); Michael J. Gordon’s accrued salary of $160,000 (20 months at $8,000 per month covering May-December 2009, January-October 2010 and January-February 2011); and Morse & Morse, PLLC’s accrued legal bill of $67,025 be converted into a Convertible Non-Interest Bearing Demand Note, convertible into Common Shares of BlastGard at $.05 per share at the noteholder(s) discretion. On May 3, 2011, BlastGard’s Board of Directors ratified, adopted and approved $100,000 in additional compensation to Michael J. Gordon as CEO, of which $50,000 could be converted into a Convertible Non-Interest Bearing Demand Note, convertible into Common Shares of BlastGard at $.05 per share at the noteholder(s) discretion and $50,000 issued in Common Stock at $.05 per share. On November 11, 2013, the Board of Directors approved the lowering the conversion price for $.05 per share to $.01 per share on these notes. These notes were paid off in January 2016 through a conversion of $300,000 into 30,000,000 shares of Common Stock, and the balance being paid in cash. The 2011 convertible promissory notes consisted of the following at December 31, 2016 and 2015: December 31, 2016 December 31, 2015 Convertible promissory note, $210,000, issued January 31, 2011, due on September 30, 2011, 6% interest rate $ - $ 180,000 Convertible promissory note, $160,000, issued January 31, 2011, due on January 31, 2012, 6% interest rate - 144,000 Convertible promissory note, $67,025, issued January 31, 2011, due on September 30, 2011, 6% interest rate - 67,025 - 391,025 Less: current maturities - (91,025 ) $ - $ 300,000 Revolving Credit Facilities The Company also acquired various revolving credit facilities in the acquisition of HighCom Security, Inc. HighCom had been paying interest only on the loans. These loans were paid in full during 2016, and the credit lines were closed. The revolving credit facilities consisted of the following at December 31, 2016 and 2015: December 31, 2016 December 31, 2015 Line of credit from Regions Bank, $100,000, interest only at 8% annually, due on demand $ - $ 53,649 Revolving credit card facility with Wells Fargo Bank, $150,000, interest only at 7.5% annually, due on demand, unsecured - 136,583 - 190,232 Less: current maturities - (190,232 ) $ - $ - Acquisition Debt On March 4, 2011, the Company issued a note payable in association with the purchase of HighCom Security Inc. and on March 31, 2011, the Company issued a note payable in association with the purchase of Acer product designs. These acquisition notes have the following balances at December 31, 2016 and 2015: December 31, 2016 December 31, 2015 Acquisition note for the purchase of Acer product designs, original amount $30,000, no interest 30,000 30,000 30,000 30,000 Less: current maturities (30,000 ) (30,000 ) $ - $ - Note payable – Related Party During the year ended December 31, 2016, the Company’s CEO, Michael Gordon incurred expenses on behalf of, and made advances to the Company in order to provide the Company with funds to carry on its operations. These advances are pursuant to Mr. Gordon obtaining a personal demand promissory note at a rate of 5.54% per annum. During 2016, Mr. Gordon advanced approximately $703,200 to the Company. As of December 31, 2016, all amounts due for these expenses and advances on behalf of the Company have been fully paid back. Note payable - Equipment The Company financed the acquisition of certain equipment through a promissory note. The note is payable in monthly installments of $2,350, is non-interest bearing, and has a maturity date of May 17, 2017. The note is secured by equipment. As of December 31, 2016, the balance of this note was $11,752. Interest has not been imputed on this balance as management has deemed it to be immaterial. Notes payable – Individuals On September 8, 2016, the Company issued a demand promissory note to an individual in the amount of $200,000 at a rate of 18% per annum. Principal and accrued interest is payable no sooner than 90 days and no later than 120 days from issuance. This note was paid in full on December 23, 2016. On November 4, 2016, the Company issued a demand promissory note to an individual in the amount of $200,000 at a rate of 18% per annum. Principal and accrued interest are payable no sooner than 60 days and no later than 90 days from issuance. This note was paid in full on January 7, 2017. Credit card payable – American Express The Company utilizes an American Express credit card to facilitate short term cash flow demands. Off Balance Sheet Arrangements We currently have no off-balance sheet arrangements. Canadian corporation has the right to nominate and appoint at least 50% of the Board Members. In 2013, in connection with 8464091 Canada Inc. acquiring a majority control of the Company’s Common Stock from a former affiliated third party, the Company agreed that the Canadian corporation has the right to nominate and appoint to the Board at least 50% of the Board members. Pursuant to this right, 8464091 Canada has nominated and the Board has appointed to the Board four members, which include, Paul Sparkes, Craig Campbell, Andrew Griffith and David Frum. Subsequently in September 2016, Craig Campbell, for personal reasons, resigned from the board. Also, the Canadian corporation has the right to participate in future financings up to its pro rata share of Common Stock of the Company. |