Subsequent Events | NOTE 13. SUBSEQUENT EVENTS In October 2015, the Company entered into an agreement for a $1,000,000 bridge loan with Holotrack AG, which bears interest at 7% each year. Interest will be payable at the end of each calendar year and calculated on a pro rata basis. All unpaid principal plus accrued interest is due at the earliest of the Companys receipt of a certain type of proceeds or on the first anniversary of the note. In November 2015, the Company entered into an Associate Producer agreement with Holotrack AG to provide financing and production support for The King. In conjunction with this agreement, the Company will issue 12,000,000 shares of Series A Preferred Stock. The Board has approved a change to the Companys charter to accordingly increase the authorized capital Series A Preferred Stock. As of August 13, 2015, the Company had 100,000,000 shares of capital stock authorized, of which 18,848,184 were designated as Series A convertible preferred stock. As of August 13, 2015, 18,848,184 shares of Series A convertible preferred stock issued and outstanding, representing 100% of the authorized Series A convertible preferred stock. On August 13, 2015 and November 1, 2015, the Company agreed to issue 280,726 and 12,000,000, respectively, shares of Series A convertible preferred stock. Such amounts represented an over issue of an aggregate of 12,280,726 shares of Series A convertible preferred stock. In order to correct the error, in July 2016 the Company filed an amended certificate of designation with the Nevada Secretary of State, which had the effect of increasing the number of authorized Series A preferred shares from 18,848,184 shares to 31,128,910 shares. In November 2015, the Board of Directors approved a limited share repurchase program for the Company to repurchase up to $5,000,000 of Common Stock of the Company from the public float though June 30, 2016. Through June 24, 2016, the Company repurchased 479,000 shares at a cost of $687,000, an average of $1.44 per share. In December 2015, the Company entered into an agreement for a $1,000,000 bridge loan with Mr Bernhard Burgener, a board member, which bears interest at 7% each year. Interest will be payable at the end of each calendar year and calculated on a pro rata basis. All unpaid principal plus accrued interest is due at the earliest of the completion of the Elvis Presley theatrical concert production (The King) or 18 months. In December 2015, the Company entered into an agreement for a $500,000 bridge loan with a Third Party which bears interest at 10% each year along with equity coverage of 1,000,000 shares of the Companys Common Stock. The loan plus accrued interest was repaid in February 2016. In December 2015, the Company entered into an Executive Producer agreement with Mr Bernhard Burgener for The King and committed to issue Mr Burgener 12,000,000 common shares. In January 2016, the Company entered into amendments with Authentic Brands Group to extend the rights of exclusivity for Marilyn Monroe and Elvis Presley through the end of the agreements (December 2021). In January 2016, the Company entered into a Stock Purchase Agreement with Original Force and U9. The parties purchased a total of 14,760,000 Common Shares for $10,000,000 and received an initial 50% share in the production vehicle for Elvis Presley theatrical concert. In addition, the parties entered into a 3 year technology license agreement for certain rights to use the Companys Digital Human Animation technology. In January 2016, the Board approved a stock option plan providing for a pool of up 25,000,000 shares of common stock. On January 28, 2016, the Company entered into an agreement with XIX Entertainment and Simon Fuller to be the Executive Producer of The King. The agreement includes a cash payment over the course of the production and a share of the off the top profits of the show. In addition, XIX Entertainment was issued a warrant to purchase approximately 36,678,000 shares of Common Stock in the Company at $1 a share, with cashless exercise rights and certain anti-dilution protections. On February 26, 2016, the Company entered into an agreement to purchase 100% of the share capital of Float Hybrid Entertainment, Inc. (Float), a developer of interactive experiences for brands such as Pepsi, Microsoft, GE, AKQA, Ericsson, XBOX and Anheuser-Busch. Float was also a founding developer of the Kinect depth sensor platform and has deep experience of development for a number of yet-to-be-released Virtual and Augmented Reality Platforms. The Company will issue to the shareholders of Float, 7,250,000 common shares and will pay up to $1,000,000 in a cash-based earn out over a period of 36 months. The Company anticipates the closing to occur in the first quarter of the year ended June 30, 2017. On February 27, 2016, the Company entered into merger agreement with After August, Inc., a California based animation technology company, primarily to acquire ownership of certain technologies and software tools that we believe will support the Companys continuing strategy to be the worlds leading developer of hyper-realistic digital humans. As consideration, the Company paid $300,000 in cash at closing, issued a 3-year, $2,700,000 promissory note, secured specifically by the acquired technology assets, and is committed to issue 4.8 million shares of the Companys common stock. The transaction was closed on April 20, 2016. In March 2016, the Company entered into an amicable settlement agreement with Hologram USA, Inc., MDH Hologram Ltd., and Pulse Evolution Corporation reached an amicable resolution of the litigation related to the 2014 Billboard Music Awards. Costs associated with the litigation have been accrued during the period ended June 30, 2015. The Company also committed to issue 1,000,000 shares of Common Stock to a professional services firm in connection with the legal services relating to this settlement. In March 2016, the Company entered into a 2 year contract with Driftwood Invest Corporation, a company related to our Vice Chairman in connection with his provision of consulting services to the Company. The contract provides for a 2 year consulting contract with a monthly retainer of $41,666.67 with either party able to terminate the contract with 3 months notice. The contract also granted 6,000,000 shares to Driftwood Invest Corporation from its stock option pool. In April 2016, the Company issued 1,033,200 warrants, with an exercise price of $0.75, to an advisor in relation to the Original Force/U9 investment. The warrant agreement allows for the right of cashless exercise. In May 2016, the Company entered into a contract with an Agency to provide pre-sale and marketing services for our shows. The contract provides for a fixed monthly fee of $65,000 per month and the grant of 1,000,000 shares of common stock. In addition, the Agency may earn a commission on sales and sponsorship revenues and addition equity of up to 1,500,000 shares of Common Stock based on revenue targets. Mr Burgener, one of our Directors, is an investor in the Agency. On June 2, 2016, the Company entered into a term sheet with an investor for the sale of 55,000,000 shares of Series B Preferred Stock for a total investment of $50 million, payable in three tranches, a convertible bridge note and two direct investments. The shares will be issued upon the completion of the investment. The bridge note, payable upon signature of the agreement, is a convertible promissory note of $2.5 million that shall be converted into Series B Stock upon completion of the direct investment or into common stock if the direct investment does not occur. The direct investment is anticipated to close in two tranches: during the quarter ended September 30, 2016 and December 31, 2016. The agreement is non-binding, except for a no shop/exclusivity period that ends on December 31, 2016. In June 2016, Authentic Brand Group notified the Company that it wished to execute its put right, requiring the Company to purchase from it 3,800,000 shares for a total cash price of $1,350,000 no later than June 22, 2016. As of July 26, 2016, $500,000 has been paid to Authentic Brands Group. In July 2016 the Company entered into a Joint Venture agreement with a third party to act as co-production partners on one of our live shows. Under this agreement, the third party will receive 15% of the participation earned by the Joint Venture from the live show. In addition, the third party will pay to the Company an advance of $1,500,000 against the Companys participation from the Joint Venture. |