Debt & Accounts Payables | Note 7 Debt & Accounts payables (A) Accounts payable and accrued liabilities The following table represents breakdown of accounts payable and accrued liabilities as of March 31, 2016 and December 31, 2015, respectively: 3/31/2016 12/31/2015 Accrued salaries and benefits $ 89,788 $ 79,386 Other payables & accrued liabilities 343,217 293,607 $ 433,005 $ 372,993 (B) Accounts payable and accrued liabilities related parties The following table represents the accounts payable to related parties as of March 31, 2016 and December 31, 2015, respectively: 3/31/2016 12/31/2015 Salaries $ 319,308 $ 152,875 Expenses 58,137 50,734 $ 377,445 $ 203,609 (C) Related party short term loans payable The Company received loans from two of its officers and directors. The loans are non-interest bearing, unsecured and due on demand. The following table represents the loans payable activity as of March 31, 2016: Short term loans payable related party December 31, 2015 $ - Proceeds from loans 5,724 Repayments (700 ) Converted to common stock - Short term loans payable related party March 31, 2016 $ 5,024 (D) Notes payable Following is the summary of all non-convertible notes, net of debt discount, including the accrued interest as at March 31, 2016: Date of Note Principal Accrued Interest Total payable October 9, 2013 $ 120,420 $ 106,196 $ 226,616 October 17, 2013 319,598 160,402 480,000 November 26, 2013 - 37,971 37,971 Balance at March 31, 2016 $ 440,018 $ 304,569 $ 744,587 ● On October 9, 2013, the Company secured a two month loan for GBP 75,000 (equivalent to $120,420) with the un Loan granted in 2013 $ 120,420 Interest accrued in 2013 56,196 Balance at December 31, 2013 $ 176,616 Interest accrued in 2014 50,000 Balance at December 31, 2014 $ 226,616 Interest accrued in 2015 - Potential damages accrued in 2015 184,656 Balance at December 31, 2015 $ 411,272 Interest accrued in Q1 2016 - Balance at March 31, 2016 $ 411,272 ● On October 17, 2013, the Company secured a three-month bridge loan for 200,000 GBP (equivalent to $319,598) with the agreement to repay the principal plus 5% per month interest on or before January 18, 2014. The note holder received, as a form of guarantee, 1,600,000 shares of Direct Security Integration Inc. and the note holder is currently trying to sell these shares. The shares used as a form of guarantee formed part of the assets of our Company. On September 18, 2015, the Company and the note holder agreed to amend the previous terms of the agreement and both parties agreed on the new terms whereby the company is now liable to pay $500,000 as full and final payment of the October 17, 2013 loan principal, accrued interest, and all other related penalties. This repayment will not accrue any further interest or penalties. As a result, the Company has reversed the excess accrued interest and monitoring fee payable amounting to $660,578 recognized as a gain on settlement; leaving the principal loan balance of $319,598 and accrued interest balance $180,402 of as on September 30, 2015. On December 21, 2015, the company repaid first installment of the accrued interest amounting to $20,000; leaving the accrued interest balance of $160,402 and principal loan balance $319,598 of as on December 31, 2015. The next two quarterly installments of $50,000 each, as per the amended agreement, have not been paid as of March 31, 2016 and the total outstanding balance owed to the lender is $480,000 as of March 31, 2016. Loan granted in 2013 $ 319,598 Interest accrued in 2013 39,602 Balance at December 31, 2013 $ 359,200 Interest accrued in 2014 390,197 Balance at December 31, 2014 $ 749,397 Monitoring fee accrual 124,175 Interest accrued in 2015 287,006 Interest repayment (20,000 ) Excess interest and monitoring fee gain (660,578 ) Balance at December 31, 2015 $ 480,000 Interest accrued in Q1 2016 - Balance at March 31, 2016 $ 480,000 (E) Fixed price convertible note payable On August 27, 2015, the Company secured a six month non-convertible loan for $135,000 carrying an original issue discount of $30,000. In addition, the company agreed to pay $5,000 to the note holder to cover their legal costs and the interest will not be accrued o During the three months ended March 31, 2016, $1,667 of the debt issuance costs and $10,000 of the debt discount balance was amortized to interest expense, leaving an unamortized issue cost and discount balance of $0. On March 18, 2016, the Company entered into an exchange agreement with the same lender whereby original purchase agreement dated August 27, 2015 was exchanged with the new agreement to extend the loan repayment term until April 17, 2016. The total exchange price for $135,000 of principal of the Old Note was as follows: ● $135,000 principal of New Note, and ● an issuance of 1,000,000 common shares to the lender as exchange shares. Also, in the new note, there was an addition of a conversion option that the lender has right at any time after the exchange date until the outstanding balance has been paid in full, to convert all or any part of the outstanding balance into common shares of the Company at a fixed conversion price of $0.025. There is no beneficial conversion feature as the conversion price is higher than the current market value of the GEQU stock. Since a conversion option was added to the note in the March 18, 20 16 modification, this modification is accounted for as a debt extinguishment on that date and $25,200 was recognized as loss on debt extinguishment. (See Note 8) Subsequent to the three months ended March 31, 2016, on April 28, 2016, St. George decided not to opt for converting the principal loan to common shares. Instead, on April 28, 2016, the Company renegotiated the loan terms, further extending the repayment to July 1, 2016. The terms of this further extension were a one-off 10% interest payment of $13,500 to be added to the principal of $135,000 and the issuance of 3,000,000 common shares. The Company accounted for this further extension as a debt extinguishment of previous extension dated March 18, 2016 and $58,200 was recognized as loss on debt extinguishment comprising of $13,500 of interest payment and $44,700 for issuance of 3,000,000 common shares of the Company valued at a fair value of $0.0149 on the date of new exchange. |