NOTE 8 - DEBT | On March 4, 2015, the Company entered into a $9,000 Loan Agreement with Mr. Angelo Drakopoulos, pursuant to which Mr. Drakopoulos paid a $9,000 outstanding bill on behalf of the Company. The loan bears an interest rate of 8% per annum and was due and payable in full on May 5, 2016. As of December 31, 2017, the Company has repaid the principal balance under this note of $9,000 and the related accrued interest expense of $1,463 in full. On November 5, 2015, the Company entered into a Loan Agreement pursuant to which the Company borrowed 20,000 ($21,812), of which proceeds of 10,000 ($10,906) have been received as of December 31 2016. The loan bears an interest rate of 1% per annum and was due and payable in full on November 5, 2016. The Company repaid 2,000 ($2,110) as of December 31, 2016. During the year ended December 31, 2017, the Company repaid the outstanding balance of 8,000 ($9,618) and accrued interest of 115 ($138) in full and reversed the 10,000 ($12,022) receivable that was never received. On November 5, 2015, the Company entered into a Loan Agreement pursuant to which the Company borrowed 80,000 ($87,248) of which proceeds of 70,000 ($76,342) have been received as of December 31, 2016. The loan bears an interest rate of 5% per annum and was due and payable in full on November 5, 2016. As of December 31, 2016, the outstanding balance was 65,000 ($68,588). During the year ended December 31, 2017, the Company repaid 55,000 ($66,121) of principal and 3,400 ($4,087) in accrued interest in full and also reversed the 10,000 ($12,022) receivable that was never received. On November 16, 2015, the Company entered into a Loan Agreement with Panagiotis Drakopoulos, former Director and former Chief Executive Officer, pursuant to which the Company borrowed 40,000 ($43,624) as a note payable from Mr. Drakopoulos. The note bears an interest rate of 6% per annum and was due and payable in full on November 15, 2016. During the year ended December 31, 2017, the Company repaid 17,000 ($20,437) of principal and 2,060 ($2,477) of accrued interest in full. During the year ended December 31, 2015, the Company borrowed 30,000 ($32,718) as a loan payable from Mr. Panagiotis Drakopoulos, former Director and former Chief Executive Officer. The loan had no formal agreement and bore no interest. During the year ended December 31, 2016, the Company repaid 13,000 ($13,718) of the loan. During the year ended December 31, 2017 the Company repaid the remaining 17,000 ($20,437) in full. During the year ended December 31, 2015, the Company borrowed 30,000 ($32,718) from a third party. There was no formal agreement and the loan bore no interest. During the year ended December 31, 2016 the Company repaid the 30,000 ($31,656) loan in full. On January 6, 2016, the Company entered into a Loan Agreement pursuant to which the Company borrowed 150,000 ($158,280). The loan bore an interest rate of 1% per annum and is due and payable in full on February 6, 2016. As of December 31, 2016, the Company repaid the loan in the amount of 150,000 ($158,280) and accrued interest of 458 ($483) in full. On February 5, 2016, the Company entered into a Loan Agreement pursuant to which the Company borrowed 20,000 ($21,104). The loan bore an interest rate of 6% and had no maturity date. During the year ended December 31, 2017, the Company repaid the 20,000 ($24,044) loan and accrued interest of 1,020 ($1,226) in full. On March 4, 2016, the Company entered into a Loan Agreement pursuant to which the Company borrowed 50,000 ($52,760) from a third party. On May 04, 2016, the Company entered into a Loan Agreement pursuant to which the Company borrowed an additional 50,000 ($52,760). The loans bore an interest rate of 6% and a maturity date of March 4, 2017 and May 4, 2017, respectively. During the year ended December 31, 2017, the Company repaid both loans in the amount of 100,000 ($120,220) and accrued interest of 1,175 ($1,413) in full. On April 19, 2016, the Company entered into a Loan Agreement pursuant to which the Company borrowed 100,000 ($105,520). The loan bore an interest rate of 6% and matured on April 19, 2017. During the year ended December 31, 2017, the Company repaid the loan in the amount of 100,000 ($120,220) and accrued interest of 3,100 ($3,727) in full. On April 22, 2016, the Company entered into a Loan Agreement pursuant to which the Company borrowed 38,000 ($40,098). The loan bore an interest rate of 6% and matured on April 22, 2017. During the year ended December 31, 2017, the Company repaid the loan in the amount of 38,000 ($45,684) and accrued interest of 1,777 ($2,136) in full. On May 24, 2016, the Company entered into a Loan Agreement pursuant to which the Company borrowed 50,000 ($52,760). The loan bore an interest rate of 6% and matured on May 24, 2017. During the year ended December 31, 2017, the Company repaid the principal balance of 50,000 ($60,110) and accrued interest of 1,275 ($1,533) in full. On October 18, 2016, the Company entered into a Loan Agreement pursuant to which the Company borrowed 10,000 ($10,552). The loan bore an interest rate of 10% and will mature on October 18, 2017. During the year ended December 31, 2017, the Company repaid the principal balance of 10,000 ($12,022) and accrued interest of 545 ($655) in full. Loan Facility Agreement On August 4, 2016, the Companys wholly owned subsidiary SkyPharm entered into a Loan Facility Agreement, guaranteed by Grigorios Siokas, with Synthesis Peer-To Peer-Income Fund (the Loan Facility the Lender). The Loan Facility initially provided SkyPharm with a credit facility of up to $1,292,769 (1,225,141). Any advance under the Loan Facility accrues interest at a rate of 10% per annum and requires quarterly interest payments commencing on September 30, 2016. The amounts owed under the Loan Facility shall be repayable upon the earlier of (i) three months following the demand of the Lender; or (ii) August 31, 2018. No prepayment is permitted pursuant to the terms of the Loan Facility. The Synthesis Facility Agreement as amended is secured by a personal guaranty of Grigorios Siokas, which is secured by a pledge of 1,000,000 shares of common stock of the Company owned by Mr. Siokas. On September 13, 2016, SkyPharm entered into a First Deed of Amendment with the Loan Facility increasing the maximum loan amount to $1,533,020 as a result of the Lender having advanced $240,251 (227,629) to SkyPharm. On March 23, 2017, SkyPharm entered into an Amended and Restated Loan Facility Agreement (the A&R Loan Facility), with the Loan Facility which increased the loan amount to an aggregate total of $2,664,960 (2,216,736) as a result of the lender having advanced $174,000 (164,898) in September 2016, $100,000 (94,769) in October 2016, $250,000 (236,922) in November 2016, $452,471 (428,800) in December 2016, $155,516 (129,360) in January 2017, $382,327 (318,023) in July 2017 and $70,000 (58,227) in December 2017. The A&R Loan Facility amends and restates certain provisions of the Loan Facility Agreement, dated as of August 4, 2016, by and among the same parties. Advances under the A&R Loan Facility continue to accrue interest at a rate of 10% per annum from the applicable date of each drawdown and require quarterly interest payments. The A&R Facility now permits prepayments at any time. The amounts owed under the A&R Loan Facility shall be repayable upon the earlier of (i) seventy five days following the demand of the Lender; or (ii) August 31, 2018. The A&R Loan Facility is secured by a personal guaranty of Grigorios Siokas, which is secured by a pledge of 1,000,000 shares of common stock of the Company owned by Mr. Siokas (the Pledged Shares). The A&R Loan Facility was also amended to provide additional affirmative and negative covenants of Sky Pharm and the Guarantor during the term of loans remain outstanding, including, but not limited to, the consent of the Lender in connection with (i) the Company or any of its subsidiaries incurring any additional indebtedness; or (ii) in the event of any increase in the Companys issued and outstanding shares of Common Stock, the Pledged Shares shall be increased to an amount equal to a minimum of ten percent (10%) of the issued and outstanding shares of the Company. As of December 31, 2017, the outstanding balance under this note was $3,117,287 (2,592,986) and accrued interest expense of $221,657 (184,376) has been recorded. As of December 31, 2017 and 2016, the Company recorded 35,060 ($42,149) and 120,000 ($126,624) in debt discounts, respectively, related to this note. The debt discounts are being amortized over the term of the debt. During the year ended December 31, 2016 the Company amortized a total of 13,103 ($14,507). Amortization of the debt discounts for the year ended December 31, 2017 was 78,154 ($88,322). Bridge Loans On March 16, 2017 and March 20, 2017, SkyPharm entered into loan agreements with the Synthesis Peer-To Peer-Income Fund (the Bridge Loans). The Bridge Loans provided to SkyPharm loans of 41,590 ($50,000) and 100,000 ($120,220), respectively. The Bridge Loans accrue interest at a rate of 10% per annum and were repayable on April 16, 2017 and April 20, 2017, respectively, together with all other amounts then accrued and unpaid. On April 16, 2017, the maturity dates were amended for no additional consideration or change in terms and conditions. The maturity dates of both loans were amended, and they matured on May 16, 2017 and May 20, 2017, respectively. The Company has accrued interest expense of an aggregate total of 10,690 ($12,851) for both loans and the outstanding balances of these loans was 41,590 ($50,000) and 100,000 ($120,220), respectively, as of December 31, 2017. On May 5, 2017, SkyPharm entered into a loan agreement with Synthesis Peer-To-Peer Income Fund for 28,901 ($34,745). The loan accrues interest at a rate of 10% per annum and matured on September 30, 2017. The Company has accrued interest expense of 1,908 ($2,294) and the outstanding balance on this loan was 28,901 ($34,745) as of December 31, 2017. Trade Facility Agreements On April 10, 2017, Decahedron entered into a Trade Finance Facility Agreement (the Decahedron Facility) with Synthesis Structured Commodity Trade Finance Limited (the Lender). The Decahedron Facility provides the following material terms: · The Lender will provide Decahedron a facility of up to 2,750,000 ($3,306,050) secured against Decahedrons receivables from the sale of branded and generic pharmaceutical sales. · The total facility will be calculated as 95% of the agreed upon value of Decahedrons receivables. · The term of the Decahedron Facility will be for 12 months. · The obligations of Decahedron are guaranteed by the Company pursuant to a Cross Guarantee and Indemnity Agreement. · The Lender has the right to make payments directly to Decahedrons suppliers. · The following fees should be paid in connection with the Decahedron Facility: o 2% of the maximum principal amount as an origination fee. o A one percent (1%) monthly fee. The current draw on the Decahedron Facility is $0. On May 12, 2017, SkyPharm entered into a Trade Finance Facility Agreement (the SkyPharm Facility) with Synthesis Structured Commodity Trade Finance Limited (the Lender). The SkyPharm Facility provides the following material terms: · The Lender will provide SkyPharm a facility of up to 2,000,000 ($2,404,400) secured against SkyPharms receivables from the sale of branded and generic pharmaceutical sales. In the event that accounts receivable becomes uncollectible, the Company will be obligated to pay back the notes in full. · The total facility will be calculated as 95% of the agreed upon value of Decahedrons receivables. · The term of the SkyPharm Facility will be for 12 months. · The obligations of SkyPharm are guaranteed by the Company pursuant to a Cross Guarantee and Indemnity Agreement. · The Lender has the right to make payments directly to SkyPharms suppliers. · The following fees should be paid in connection with the SkyPharm Facility: o 2% of the maximum principal amount as an origination fee. o A one percent (1%) monthly fee. The current draw on the SkyPharm Facility is 5,596,910 ($6,728,606) and the Company has accrued 312,828 ($376,082) in monthly fees related to this agreement. The Company obtained consents from Synthesis Peer-to-Peer Income Fund in connection with obtaining the Lender. On November 16, 2017, SkyPharm signed an amended agreement with Synthesis Structured Commodity Trade Finance Limited that increased the maximum aggregate facility limit from 2,000,000 ($2,404,400) to 6,000,000 ($7,213,200). All other terms of the original agreement remain the same. The Company has recorded a total debt discount of 104,338 ($125,435) in origination fees associated with these loans, which will be amortized over the term of the agreements. Amortization of debt discount for year ended December 31, 2017 was 61,295 ($69,269). None of the above loans were made by any related parties. |