Quarterly report pursuant to Section 13 or 15(d)

SUBSEQUENT EVENTS

v3.19.2
SUBSEQUENT EVENTS
6 Months Ended
Jun. 30, 2019
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS
16 SUBSEQUENT EVENTS

 

Conversion of convertible notes into equity

 

On July 10, 2019, the Company received a notice of conversion from GS Capital Partners, converting $12,000 of capital and $768 of interest into 3,777,514 shares of common stock at a conversion price of $0.00338 per share. The Company incurred a loss on conversion of $8,424.

 

On July 16, 2019, Boba Management Corp entered into a debt purchase agreement with JSJ Investments, Inc., whereby the remaining balance of the October 8, 2018 convertible note in the aggregate principal amount of $12,000 plus accrued interest thereon of $4,862, was acquired for gross proceeds of $16,862. In addition to this Boba Management Corp paid additional settlement costs of $6,800 including an early settlement penalty to JSJ Investments, Inc.

 

On July 16, 2019, the Company issued Boba Management Corp a Convertible Promissory Note in the aggregate principal amount of $6,800. The note had a maturity date of July 26, 2020 and a coupon of 8% per annum. The Company has the right to prepay the note provided it makes a prepayment penalty as set forth in the note. The outstanding principal amount of the note is convertible at any time into shares of the Company's common stock at a conversion price equal to 60% of the average of the lowest three trading bid prices during the previous ten (10) trading days, including the date the notice of conversion is received.

 

On July 30, 2019, the Company received notices of conversion from Boba Management Corp, converting the following: (i) the convertible note acquired from JSJ Investments, Inc. in the aggregate principal amount of $12,000 plus accrued interest thereon of $4,911 into 5,752,981 shares of common stock at a conversion price of $0.003 per share; and (ii) the convertible promissory note in the aggregate principal amount of $6,800 plus accrued interest thereon of $19 into 2,319,982 shares of common stock at a conversion price of $0.003 per share, thereby extinguishing both notes.

 

On July 24, 2019, the Company received a notice of conversion from Alex Pereira, converting $10,692 into 3,414,786 shares of common stock at a conversion price of $0.003131 per share. The Company incurred a loss on conversion of $9,797.

 

On July 30, 2019, the Company received a notice of conversion from Global Consulting Alliance, converting $87,565 into 28,823,153 shares of common stock at a conversion price of $0.00304 per share. The Company incurred a loss on conversion of $88,256.

 

On July 30, 2019, the Company received a notice of conversion from Global Consulting Alliance, converting $35,016 into 12,158,241 shares of common stock at a conversion price of $0.00288 per share. The Company incurred a loss on conversion of $39,150.

 

On July 30, 2019, the Company received a notice of conversion from Boba Management Corp, converting $96,710 into 32,894,528 shares of common stock at a conversion price of $0.003 per share. The Company incurred a loss on conversion of $103,947.

 

On July 30, 2019, the Company received a notice of conversion from Strategic IR, converting $108,882 of the April 25, 2018 convertible note acquired from Labrys Fund LP, into 37,034,605 shares of common stock at a conversion price of $0.003 per share.

 

On July 31, 2019, the Company received a notice of conversion from GS Capital Investments, converting $18,000 of principal and $1,215 of interest into 6,158,692 shares of common stock at a conversion price of $0.00312 per share. The Company incurred a loss on conversion of $19,585.

 

Conversion of convertible notes into equity (continued)

 

On August 7, 2019, the Company received a notice of conversion from Crown Bridge Partners converting $9,750 of principal into 5,000,000 shares of common stock at a conversion price of $0.00205 per share. The Company incurred a loss on conversion of $18,750.

 

On August 12, 2019, the Company received a notice of conversion from GS Capital Partners converting $25,000 of principal and $1,972.60 of interest into 7,699,857 shares of common stock at a conversion price of $0.003503 per share. The Company incurred a loss on conversion of $34,626.

  

Settlement of loans payable

 

On July 15, 2019, the Company entered into Securities Purchase Agreements with Boba Management Corp whereby $65,000 previously advanced to the Company during the period April 12 to May 23, 2019, was converted into 6,500,000 shares of common stock at a conversion price of $0.01 per share.

 

On July 30, 2019, the holders of loans payable by the Company, entered into debt exchange agreements, whereby the aggregate principal amount of the loans payable, together with accrued interest thereon until July 30, 2019 were exchanged for shares of common stock at an exchange price of $0.0063 per share.

 

In terms of settlement agreements entered into, the following loans payable are to be settled by the issuance of shares of common stock:

 

Description   Interest rate     Maturity Date   Principal     Accrued interest      Amount settled     Common Shares issued  
                                   
Strategic IR     15   February 10, 2020     168,000       28,307       196,307       31,662,395  
                                             
Viktoria Akhmetova     15 %   January 11, 2020     50,000       10,425       60,425       9,745,913  
                                             
Boba Management Corporation     10 %   February 20, 2020     20,000       866       20,866       3,365,444  
      10 %   March 1, 2020     20,000       827       20,827       3,359,258  
      10 %   March 26, 2020     20,000       690       20,690       3,337,163   
                                             
Vladimir Skigin     36 %   On Demand     55,296       19,366       74,662       12,042,335  
      15 %   January 11, 2020     49,491       10,319       59,810       9,646,698  

 

Settlement of fixed price convertible notes

 

On July 30, 2019, the holders of convertible notes with a $0.20 fixed price conversion feature, entered into debt exchange agreements with the Company, whereby the aggregate principal amount of the convertible notes, together with accrued interest thereon until July 30, 2019 were exchanged for shares of common stock at an exchange price of $0.0063 per share.

In terms of agreements entered into, the following fixed price convertible notes are to be settled by the issuance of shares of common stock:

 

Description   Interest rate     Maturity Date   Principal     Accrued interest      Amount settled     Common Shares issued  
                                   
Strategic IR     15   December 8, 2019     10,000       3,060       13,060       2,106,452  
      15 %   December 8, 2019     20,164       6,157       26,321       4,245,391  
      15   December 26, 2019     53,740       16,011       69,751       11,250,198  
      15 %   December 26, 2019     115,535       34,423       149,958       24,186,730  
                                             
Viktoria Akhmetova     15 %   December 8, 2019     20,164       6,157       26,321       4,245,391  
                                             
Joseph W and Patricia G Abrams     15 %   December 10, 2019     26,247       7,992       34,239       5,522,496  
      15 %   January 27, 2019     3,753       1,069       4,822       777,759  
                                             
Roman Shefer     15 %   December 24, 2019     10,000       2,988       12,988       2,094,786  
                                             
Gibbs International Holdings     15 %   December 16, 2019     52,494       15,856       68,350       11,024,118  
                                             
Delinvest Commercial, LTD     15 %   December 16, 2019     20,000       6,041       26,041       4,200,177  
      15 %   December 26, 2019     54,123       16,126       70,249       11,330,494  
                                             
Cobbolo Limited     15 %   December 26, 2019     53,438       15,922       69,360       11,187,107  
      15 %   December 26, 2019     52,959       15,779       68,738       11,086,734  

 

Settlement of other payables

 

Between June 18 and July 12, 2019, Strategic IR has advanced the Company $35,400 in funds to pay certain liabilities. On August 8, 2019, the Company entered into Securities Purchase Agreements with Strategic IR whereby it settled the amount outstanding of $35,400 by the issuance of 6,103,448 shares at an issue price of $0.0058 per share.

 

Proposed Sale of Qpagos Corporation to Vivi Holdings, Inc.

 

On August 5, 2019, the Company entered into a Stock Purchase Agreement ("SPA") with Vivi Holdings, Inc., a Delaware corporation ("Vivi Holdings"), to sell Qpagos Corporation, a Delaware corporation ("QPAG Sub"), which operates the Company's business in Mexico as the holding company for QPagos, S.A.P.I. de C.V. and Redpag Electrónicos S.A.P.I. de C.V., to Vivi Holdings for 2,250,000 shares of common stock of Vivi Holdings (the "Stock Sale") "), of which nine percent (9%) is to be allocated to Gaston Pereira (5%), Andrey Novikov (2.5%), Joseph Abrams (1.5%). The SPA provides that the Stock Sale is subject to customary conditions, including the Company's receipt of a final fairness opinion and the approval of the Company's shareholders. Upon consummation of the Stock Sale, the Company will no longer have any business operations in Mexico. The Company will retain its U.S. operations based in Calabasas, California

 

Other than disclosed above, The Company has evaluated subsequent events through the date of the unaudited condensed consolidated financial statements were available to be issued and has concluded that no such events or transactions took place that would require disclosure herein.