Convertible Senior Notes Payable | Note 9—Convertible Senior Notes Payable Convertible Senior Notes payable consisted of the following as of December 31, 2016 Principal Debt Discount Offering Costs Net Total Senior Notes $ 9,302,000 $ (8,558,000 ) $ (433,000 ) $ 311,000 Amortization of Debt Discount and Offering Costs — 304,000 18,000 322,000 Conversion (111,111 ) 102,000 6,000 (3,000 ) Balance, December 31, 2016 9,191,000 (8,152,000 ) (409,000 ) 630,000 Less: Current Portion — — — — Long Term Portion $ 9,191,000 $ (8,152,000 ) $ (409,000 ) $ 630,000 In the fourth quarter of 2016, the Company entered into a securities purchase agreement pursuant to which it issued a new series of convertible senior secured notes (collectively the “2016 Senior Notes”) and related warrants, and entered into amendment agreements related to its 2015 Senior Notes and the convertible unsecured promissory notes of the Company issued in September 2016 (the “Convertible Unsecured Notes”), as described in Note 10 below. The Company issued and sold new 2016 Senior Notes with a face value of $3,747,000 and an original issue discount of $375,000 for gross cash proceeds of $3,372,000. Additionally, the Company amended and restated the 2015 Senior Notes, the aggregate principal amount of which was $5,000,000 prior to such amendment and restatement. Upon the amendment and restatement of the 2015 Senior Notes, the face value of such 2015 Senior Notes was $5,556,000 with an original issue discount of $556,000. The Company refers to the 2016 Senior Notes and the amended and restated 2015 Senior Notes, collectively, as the “Senior Notes”. The Senior Notes are fully secured by all assets of the Company and the Company’s subsidiaries. The Senior Notes are convertible at a price per share of $2.50, which is adjustable upon a Company stock split, reverse split, or common share dividend. In conjunction with the issuance and/or amendment and restatement, as applicable, of the aggregate face value of $9,302,000 of the Senior Notes, we issued five-year warrants to purchase up to 3,720,839 shares of the Company’s common stock at $3.00 per share, which were valued using Black-Scholes option pricing model at $6,003,000. We allocated the fair value of these warrants and the conversion feature of the Senior Notes to debt discount as follows: $3,495,000 allocated to detachable warrants and $4,133,000 allocated to the conversion feature. We recorded an additional debt discount of $930,000 for the original issue discount, resulting in a debt discount recorded at issuance of $8,558,000. We will amortize this discount to interest expense over the expected remaining life of the Senior Notes, which mature on December 31, 2018. We incurred $479,000 of offering costs in conjunction with the issuance and sale of the 2016 Senior Notes and amendment and restatement of the 2015 Senior Notes, consisting of $298,000 of placement agent fees and costs and $181,000 of legal and professional fees. We will amortize the offering costs to interest expense over the expected remaining life of the Senior Notes. Upon an Event of Default, the Senior Notes will bear interest at a rate of 10% per annum. The Senior Notes will mature on December 31, 2018 and rank senior to the Convertible Unsecured Notes. The Senior Notes are convertible at the option of the holder into the Company’s common stock at an exercise price of $2.50 (as subject to adjustment therein) and will automatically convert into shares of the Company’s common stock on the fifth trading day immediately following the issuance date of the Senior Notes on which (i) the Weighted Average Price (as defined in the Senior Notes) of the Company’s common stock for each trading day during a twenty trading day period equals or exceeds $5.00 (as adjusted for any stock dividend, stock split, stock combination, reclassification or similar transaction) and no Equity Conditions Failure (as defined in the Senior Notes) has occurred. The Senior Notes also contain a blocker provision that prevents the Company from effecting a conversion in the event that the holder, together with certain affiliated parties, would beneficially own in excess of either 4.99% or 9.99%, with such threshold determined by the holder prior to issuance, of the shares of the Company’s common stock outstanding immediately after giving effect to such conversion. Upon an Event of Default and delivery to the holder of the Senior Note of notice thereof, such holder may require the Company to redeem all or any portion of its Senior Note at a price equal to 115% of the Conversion Amount (as defined in the Senior Notes) being redeemed. Additionally, upon a Change of Control and delivery to the holder of the Senior Note of notice thereof, such holder may also require the Company to redeem all or any portion of its Senior Note at a price equal to 115% of the Conversion Amount being redeemed. Further, at any time from and after January 1, 2018 and provided that the Company has not received either (i) initial deposits for at least eight 2 MW Power Oxidizer units or (ii) firm purchase orders totaling not less than $3,500,000 and initial payment collections of at least $1,600,000, in each case during the period commencing on the issuance date of the 2016 Senior Notes and ending on December 31, 2017, the holder of the Senior Note may require the Company to redeem all or any portion of its Senior Note at a price equal to 100% of the Conversion Amount being redeemed. At any time after the issuance date of the Senior Notes, the Company may redeem all or any portion of the then outstanding principal and accrued and unpaid interest with respect to such principal, at 100% of such aggregate amount; provided, however, that the aggregate Conversion Amount to be redeemed pursuant to all Senior Notes must be at least $500,000, or such lesser amount as is then outstanding. The portion of the Senior Note(s) to be redeemed shall be redeemed at a price equal to the greater of (i) 110% of the Conversion Amount of the Senior Note being redeems and (ii) the product of (A) the Conversion Amount being redeemed and (B) the quotient determined by dividing (I) the greatest Weighted Average Price (as defined in the Senior Notes) of the shares of the Company’s common stock during the period beginning on the date immediately preceding the date of the notice of such redemption by the Company and ending on the date on which the redemption by the Company occurs by (II) the lowest Conversion Price (as defined in the Senior Notes) in effect during such period. The Senior Notes will contain a provision that prevents the Company from entering into or becoming party to a Fundamental Transaction (as defined in the Senior Notes) unless the Company’s successor entity assumes all of the Company’s obligations under the Senior Notes and the related transaction documents (the “Transaction Documents”) pursuant to written agreements in form and substance satisfactory to at least a certain number of holders of the Senior Notes. In connection with foregoing, Ener-Core Power, Inc., the Company’s wholly-owned subsidiary, entered into a Guaranty, pursuant to which it agreed to guarantee all of the obligations of the Company under the securities purchase agreement for the 2016 Senior Notes, the Senior Notes and the Transaction Documents. In connection with the issuance and sale of the 2016 Senior Notes, the Company entered into a Registration Rights Agreement with the investors (the “Registration Rights Agreement”), pursuant to which the Company is required to file one or more registration statements with the Securities and Exchange Commission (the “SEC”) to register for resale by the investors the shares issuable upon conversion of the 2016 Senior Notes (the “Conversion Shares”) and shares underlying certain warrants issued to the holders of the 2016 Senior Notes (the “Warrant Shares”), and use its best efforts to maintain the effectiveness of such registration statement(s). The Company was required to file the first such registration statement promptly following the initial closing date under the securities purchase agreement for the 2016 Senior Notes, which occurred on December 2, 2016, but in no event later than the date that is forty-five (45) days after such initial closing date. The Registration Rights Agreement required the Company to obtain effectiveness of the required registration statement by specified deadlines contained in the Registration Rights Agreement. The Company complied with its obligation to file such registration statement on January 17, 2017 and the SEC declared such registration statement effective on February 21, 2017. If the Company fails to register the required number of securities, including the Conversion Shares and Warrant Shares, pursuant to the terms of the Registration Rights Agreement, or is unable to maintain a registration statement pursuant to the terms thereof, the Company is obligated to pay to each holder of securities registrable under such Registration Rights Agreement a cash amount equal to two percent of the aggregate purchase price of such investor’s registrable securities, in the manner and subject to the conditions set forth in such Registration Rights Agreement. 2015 Senior Notes As described below, on December 2, 2016, the Company amended and restated all outstanding 2015 Senior Notes and recorded the transaction as a debt extinguishment. The Company recorded a loss on debt extinguishment of $262,000 representing the combined unamortized debt discount and unamortized offering costs. The following table provides a reconciliation of the 2015 Senior Notes Payable activity during the year ended December 31, 2016: Notes Debt Discount Offering Costs Net Total Ending balance—December 31, 2015 $ 5,000,000 $ (791,000 ) $ (99,000 ) $ 4,110,000 Amortization of debt discount and deferred financing costs — 2,498,000 91,000 2,2,589,000 Additional debt discount—March 2016 warrants — (1,497,000 ) — (1,497,000 ) Additional debt discount—February 2016 warrants — (148,000 ) — (148,000 ) Additional debt discount—warrant modification — (316,000 ) — (316,000 ) Balance—December 2, 2016 $ 5,000,000 (254,000 ) (8,000 ) 4,738,000 Loss on debt extinguishment — (254,000 ) (8,000 ) (262,000 ) Amendment and restatement of 2015 Senior Notes Payable on December 2, 2016 $ (5,000,000 ) $ — $ — $ (5,000,000 ) Balance—December 31, 2016 $ — $ — $ — $ — During the year ended December 31, 2015, the Company issued and sold the 2015 Senior Notes, which had an aggregate principal amount of $5.0 million, in two separate tranches. The two tranches of the 2015 Senior Notes were identical, other than the issuance date and the term of the respective 2015 Senior Note tranches and the term of the related detachable warrants, described in greater detail below. On April 23, 2015, the Company closed the first tranche, representing $3.1 million in aggregate principal amount of 2015 Senior Notes issued in a private placement to seven institutional investors and on May 7, 2015, the Company closed the second tranche, representing $1.9 million in aggregate principal amount of 2015 Senior Notes to four institutional investors. The Company received total gross proceeds of $5.0 million, less transaction expenses of $0.3 million consisting of legal costs and placement agent fees. The 2015 Senior Notes bore interest at a rate of 12% per year, payable monthly, and were set to mature on the two-year anniversary of the issuance dates of the 2015 Senior Notes on April 23, 2017 and May 7, 2017 for the first and second tranches, respectively. Upon issuance of the 2015 Senior Notes, each investor, at its discretion, was entitled to convert up to 50% of the balance outstanding under the 2015 Senior Notes. Upon the execution of the December Amendments (as defined below), however, each investor became entitled to fully convert 100% of the balance outstanding under the 2015 Senior Notes into shares of the Company’s common stock. The 2015 Senior Notes permitted the Company to repay the outstanding balance at any time unless the 2015 Senior Notes were in default. The 2015 Senior Notes were secured by substantially all assets of the Company and provide for specified events of default, including: (i) failure to pay principal and interest when due, and (ii) failure to effectuate a reverse stock split on or prior to the three-month anniversary of the first tranche of 2015 Senior Notes, which the Company effectuated in July 2015. The 2015 Senior Notes previously required the Company to consummate a Qualified Public Offering on or prior to the six-month anniversary of the first tranche of 2015 Senior Notes. This default condition, however, was amended as described in greater detail below. Any event of default may be waived by the holders of at least a majority of the aggregate principal amount of 2015 Senior Notes, which must include a specified holder under specified circumstances. Upon the occurrence of an event of default, the interest rate immediately increases to 18% per annum and the 2015 Senior Notes become convertible at a price per share equal to 85% of the average of the five lowest volume weighted average prices of the Company’s common stock during a 15 consecutive trading day period immediately prior to the applicable conversion date. The 2015 Senior Notes were originally issued with detachable warrants to purchase 219,785 shares of the Company’s common stock, exercisable for five years with an exercise price of $12.50 per share (the “April and May 2015 Warrants”). In August 2016, the Company adjusted the exercise price of such April and May 2015 Warrants to $4.00 per share. The Company evaluated the accounting of the April and May 2015 Warrants and determined that such warrants should not be accounted for as derivative liabilities. Between May 2015 and December 2015, the Company and certain investors holding the requisite number of conversion shares and warrant shares underlying the 2015 Senior Notes and April and May 2015 Warrants executed several amendments to the Securities Purchase Agreements dated April 22, 2015 and May 7, 2015, respectively, related to the extension or modification of the debt covenants. Effective as of December 30, 2015, the Company executed a Fourth Amendment to Securities Purchase Agreement dated April 22, 2015, and a Third Amendment to Securities Purchase Agreement dated May 7, 2015 (collectively, the “December Amendments”), each with certain investors holding the requisite number of conversion shares and warrant shares underlying the 2015 Senior Notes and April and May 2015 Warrants pursuant to the referenced Securities Purchase Agreements. The December Amendments (i) extended the deadline to March 31, 2016 for the Company’s consummation of a firm commitment underwritten public offering registered under the Securities Act and related listing of its common stock on a national securities exchange, (ii) provided for the issuance of additional five-year warrants (the “Additional Warrants”), exercisable for ten shares of the Company’s common stock per $1,000 of outstanding principal of the 2015 Senior Notes held by each buyer pursuant to the April 2015 and May 2015 Securities Purchase Agreements, each with an exercise price of $12.50 per share, subject to adjustment as set forth within the Additional Warrants, issuable in tranches triggered by certain Company actions as set forth in the December Amendments and (iii) authorized the Company, prior to January 31, 2016, to issue to one or more investors up to an aggregate of $1,000,000 principal amount of senior secured notes, on the terms and subject to the restrictions set forth in the December Amendments. An initial tranche of Additional Warrants to purchase up to 50,000 shares of the Company’s common stock were issued in conjunction with the execution of the 2015 December Amendments (the “2015 December Warrants”). The 2015 December Amendments also amended the terms of the 2015 Senior Notes to allow for 100% of the balance outstanding under the 2015 Senior Notes to be converted into shares of the Company’s common stock. The modification for the additional conversion feature was accounted for as a debt extinguishment. The Company accelerated the original debt discount to “other expense—debt extinguishment” and recorded additional debt discounts consisting of $609,000 for the fair value of the beneficial conversion feature and $182,000 for the fair value of the 2015 December Warrants issued. On February 2, 2016, due to the Company’s failure to conclude its public offering, the Company issued Additional Warrants to purchase an aggregate of up to 50,000 shares of the Company’s common stock on the same terms as the 2016 December Warrants (the “February Warrants”). On March 31, 2016, the Company executed amendments to the 2015 Senior Notes and related Securities Purchase Agreements (collectively, the “March 2016 Amendments”), each with certain investors holding the requisite number of conversion shares and warrant shares underlying the 2015 Senior Notes and April and May 2015 Warrants pursuant to the referenced Securities Purchase Agreements. The March 2016 Amendments (i) removed the requirement that the Company consummate a “Qualified Public Offering”; (ii) extended the deadline for the Company to commence trading on a Qualified Eligible Market (as defined in the March Amendments) to no later than April 14, 2016; provided that if the Company consummated a private offering of its securities resulting in gross proceeds to the Company of at least $3,000,000 after March 31, 2016 and prior to or on April 14, 2016 (a “Qualified Private Offering”), such deadline would be automatically extended to October 15, 2016; (iii) provided for the issuance of warrants to purchase up to 500,000 shares of the Company’s common stock, each with an exercise price of $5.00 per share, subject to adjustment as set forth within the warrants (the “March 2016 Warrants”); and (iv) added an additional covenant on behalf of the Company that, on or prior to April 14, 2016, it would cause its net monthly cash flow directly associated with the CLA, taken together with its monthly capital expenditure spending associated with the CLA, and excluding expenditures associated with the FSAT requirements defined in the CLA, to be neutral or positive, to be accomplished by re-negotiation or termination of such CLA. On April 11, 2016, the Company consummated a $3 million private offering and thereby satisfied condition (ii) above. On March 31, 2016 the Company issued the March 2016 Warrants and remained in compliance with the net monthly cash flow covenant listed in (iv) above during all relevant times. On June 29, 2016, the Company entered into the CMLA with Dresser-Rand, which both companies intended would supersede and replace the CLA. In April 2017, we amended the terms of the CMLA to make the CMLA effective as of January 1, 2017, at which time it superseded and replaced the CLA. Additionally, upon execution of the September 2016 Amendments (as defined below), the monthly cash flow covenant listed in (iv) above was removed. In connection with the issuance of the March 2016 Warrants, the exercise price of certain warrants issued in December 2015 (the “December 2015 Warrants”) and February 2016 (the “February 2016 Warrants”) was reduced to $5.00 per share. The Company evaluated the February 2016 Warrants and the March 2016 Warrants and determined that both issuances should be accounted for as derivative liabilities on the date of issuance. The Company recorded an additional $148,000 of debt discount upon the issuance of the February 2016 Warrants and $1,497,000 of debt discount upon the issuance of the March 2016 Warrants. The December 31, 2015 debt discount and the additional discounts recorded in February 2016 and March 2016 were amortized over the expected remaining life of the debt. On August 24, 2016, the April and May 2015 Warrants, December 2015 Warrants, February 2016 Warrants and March 2016 Warrants were all amended to (i) reduce the exercise price of such warrants to $4.00 per share and (ii) remove the net cash settlement option which had given rise to derivative accounting. The warrants accounted for as derivative liabilities were marked to market at the $5.00 exercise price immediately prior to the amendment with any change in value recorded to income. The warrants with price adjustment from $12.50 per share to $4.00 per share were not previously accounted for as derivative liabilities. The foregoing warrants were then revalued with an amended exercise price of $4.00 and the difference in fair value resulting from an exercise price reduction of $12.50 per share to $4.00 per share, in the case of the April and May 2015 Warrants, and from $5.00 per share to $4.00 per share, in the case of the December 2015 Warrants, February 2016 Warrants and March 2016 Warrants, was recorded as an additional debt discount of $206,000, which will be amortized over the expected remaining life of the 2015 Senior Notes, as amended and restated. Effective as of September 1, 2016, the Company executed amendments to the 2015 Senior Notes and related Securities Purchase Agreements (collectively, the “September 2016 Amendments”), which are binding upon all of the holders of the 2015 Senior Notes. The September 2016 Amendments (i) extended the deadline for the Company to commence trading on a Qualified Eligible Market (as defined in the September Amendments) to no later than December 31, 2016; (ii) provided that the Company may, on or prior to September 1, 2016, issue to one or more investors up to an aggregate of $1,500,000 principal amount of one-year term unsecured notes, as described in Note 10 below, and related warrants, and approve the forms of agreements to be executed in connection with the issuance of such unsecured notes and warrants; (iii) removed the covenant on behalf of the Company related to net monthly cash flow directly associated with the CLA, as described above; (iv) extended the earliest date on which the holders of the 2015 Senior Notes may require the Company to redeem all or any portion of such 2015 Senior Notes until December 31, 2016; and (v) extended the deadline for the Company to consummate a Further Private Offering (as defined in the 2015 Senior Notes) to December 31, 2016. Effective as of October 21, 2016, the Company executed amendments to the 2015 Senior Notes to clarify and conform the terms of such 2015 Senior Notes to the terms of previous amendments to such 2015 Senior Notes and the related Securities Purchase Agreements. On December 2, 2016, the 2015 Senior Notes were amended and restated such that they rank pari passu with the 2016 Senior Notes. In addition, on December 2, 2016, the April and May 2015 Warrants, December 2015 Warrants, February 2016 Warrants and March 2016 Warrants were all amended to reduce the exercise price of such warrants to $3.00 per share. The foregoing warrants were then revalued with an amended exercise price of $3.00 and the difference in fair value resulting from an exercise price reduction of $4.00 per share to $3.00 per share was recorded as an additional debt discount of $110,000. Since the 2015 Senior Notes were subsequently amended and restated to reflect the terms of the 2016 Senior Notes, the additional discount was incorporated into the residual unamortized debt discount used to calculate the loss on debt extinguishment of $262,000 consisting of the remaining unamortized debt discount of $254,000 and unamortized financing costs of $8,000. Derivative Liabilities We evaluate any freestanding financial instruments or embedded features that have the characteristics of a derivative, and to any freestanding financial instruments that are potentially settled in an entity’s own common stock to determine if they are indexed to an entity’s own stock. During the fiscal year ended December 31, 2015, we determined that the issuance of the 2015 Senior Notes contained an embedded note conversion feature that is required to be accounted for as a derivative. In December 2015, we modified the conversion feature which gave rise to additional derivative liabilities and issued to the debt holders the December 2015 Warrants that included a price reset provision and net cash settlement option. The inclusion of the price reset provision and contingent net cash settlement provision required us to treat the December 2015 Warrants as derivative liabilities and increase the debt discount for the initial value of the derivative liability. Also, in December 2015, we issued warrants to purchase an aggregate of up to 312,500 shares of the Company’s common stock to the investors in the December 2015 equity offering (the “December Offering Warrants”). The December Offering Warrants included limited price reset and net cash settlement provisions, until the earlier of June 30, 2016 or upon the registration of the December 2015 equity securities. This price protection clause expired on June 30, 2016. We recorded the fair value of the December Offering Warrants issued as a derivative liability with a corresponding decrease in additional paid-in capital. In the first quarter of 2016, we issued the February 2016 Warrants and March 2016 Warrants to the holders of the 2015 Senior Notes in exchange for the waiver of certain debt covenants. The February 2016 Warrants and March 2016 Warrants were in substantially identical form to the December Offering Warrants and December 2015 Warrants. We recorded the fair value of the February 2016 Warrants and March 2016 Warrants issued as a derivative liability with a corresponding increase in debt discount. In September 2016, we issued Convertible Unsecured Notes with an embedded conversion feature that is required to be accounted for as a derivative. In December 2016, we modified the Convertible Unsecured Notes conversion feature to a fixed price conversion feature and determined that after the modification, the Convertible Unsecured Note embedded conversion feature no longer was required to be accounted for as a derivative. In August 2016, we amended the terms of all warrants accounted for as derivatives to eliminate the potential net settlement and price adjustment provisions which gave rise to derivative accounting treatment. In December 2016, we extinguished the 2015 Senior Notes upon the amendment and restatement thereof and thereby eliminated the embedded conversion feature associated with the 2015 Senior Notes. For all such changes in accounting from derivative treatment to non-derivative treatment, we marked the warrants to market immediately prior to the amendments in question and reclassified the residual and remaining fair value to paid-in capital. The embedded conversion features and common stock purchase warrants do not trade in an active securities market, and as such, we estimate the fair value of these warrants and embedded conversion features using the Black-Scholes pricing model using the following assumptions: 2016 Annual dividend yield — Expected life (years) 0.1–5 years Risk-free interest rate 0.5–0.9 % Expected volatility 67–107 % Expected volatility is based primarily on historical volatility of us and our peer group. Historical volatility was computed using weekly pricing observations for us and daily pricing observations for our peer group for recent periods that correspond to the expected term. We believe this method produces an estimate that is representative of our expectations of future volatility over the expected term of these warrants. We currently have no reason to believe future volatility over the expected remaining life of these warrants is likely to differ materially from historical volatility. The expected life is based on the remaining term of the warrants. The risk-free interest rate is based on one-year to five-year U.S. Treasury securities consistent with the remaining term of the warrants. Derivative liabilities consisted of the following: Warrants Liability Embedded Note Conversion Feature Total Value as of December 31, 2015 $ 1,297,000 $ 1,213,000 $ 2,510,000 Adjustment to fair value (1,223,000 ) (2,871,000 ) (4,094,000 ) Additional warrants issued for debt amendment 1,645,000 — 1,645,000 Modification of conversion feature—debt amendment — 1,429,000 1,429,000 Warrant amendment—August 24, 2016 (1,719,000 ) — (1,719,000 ) Issuance of Convertible Unsecured Notes—September 1, 2016 — 282,000 282,000 Amendment of conversion feature—Convertible Unsecured Notes — (53,000 ) (53,000 ) Ending balance—December 31, 2016 $ — $ — $ — The Company evaluated the February 2016 Warrants to purchase up to 50,000 shares of the Company’s common stock and the March 2016 Warrants to purchase up to 500,000 shares of the Company’s common stock and determined that both issuances should be accounted for as derivative liabilities. The Company recorded an additional $148,000 of debt discount upon the issuance of the February Warrants and $1,497,000 of debt discount upon the issuance of the March 2016 Warrants. The December 31, 2015 debt discount and the additional discounts recorded in February 2016 and March 2016 were amortized over the expected remaining life of the debt. On August 24, 2016, we amended the terms of all warrants that had been previously accounted for as derivative liabilities. The amendments reduced the exercise price of each warrant series to $4.00 per share and removed net cash settlement language, and any price reset provisions had since lapsed. After the execution of the amendments, we determined that the December Offering Warrants, December 2015 Warrants, February 2016 Warrants and March 2016 Warrants were no longer required to be accounted for as derivative liabilities. We marked each warrant to market immediately prior to the execution of the amendments and reduced the derivative liability associated with each warrant to zero with a corresponding increase to paid-in capital. On September 1, 2016, we issued $1,250,000 principal amount of Convertible Unsecured Notes, as described in Note 10. The Convertible Unsecured Notes include an embedded conversion feature that is required to be accounted for as a derivative valued at $282,000 on the date of issuance. On December 2, 2016, we marked the embedded conversion feature of the 2015 Senior Notes to market immediately prior to the amendment and restatement that gave rise to the extinguishment, which reduced the value to below $1,000. Also on December 2, 2016, we modified the Convertible Unsecured Notes to change the conversion feature from a variable conversion price to a fixed conversion price. The change in conversion was evaluated and the Company determined that the revised conversion price should not be accounted for as a derivative liability. We marked the conversion features to market immediately prior to the execution of the amendment or the extinguishment and reduced the derivative liability associated with each instrument to zero with a corresponding increase to paid-in capital. |