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12. RELATED PARTY TRANSACTIONS
9 Months Ended
Sep. 30, 2016
Related Party Transactions [Abstract]  
RELATED PARTY TRANSACTIONS

In 2009, the Company executed a 10% convertible note payable in the amount of $102,236 originally due December 31, 2010 to John Evey for amounts loaned to the Company. Mr. Evey joined the Board of Directors on April 27, 2010. Through a series of extensions, the note due date was extended to December 31, 2016. During the nine months ended September 30, 2016, the Company made principal payments totaling $9,000 on this note. The balance of the note as of September 30, 2016 is $77,616 with accrued interest amounting to $45,967 (See Note 6).

 

In June 2015, Gemini Master Fund Ltd sold a 70.0066819% stake in its’ note to Robert Noble, our former Chairman in a private transaction. The Company issued two replacement notes for their respective ownership values based on this transaction. In regards to the note for Mr. Noble, during the twelve months ended December 31, 2015, the Company made a $100,000 payment to Mr. Noble to pay down the accrued interest on this note. Effective January 20, 2016, Mr. Noble entered into a Purchase Option Agreement with a firm affiliated with Jay S. Potter, a director of the Company (the “Optionee”), pursuant to which the Optionee has the right to purchase or arrange for the purchase of the Note from Mr. Noble and all of Mr. Noble’s shares in the Company (the “Option”), at any time prior to March 31, 2016. This date was subsequently amended and remains in effect as of the filing of this report. The Company has consented to the Purchase Option Agreement. Under a Note Settlement and General Release Agreement, provided that the Option is fully exercised and honored, the Company agreed to grant Mr. Noble the right to acquire, for one dollar, at any time until June 30, 2017, a worldwide, perpetual, irrevocable, nonexclusive, royalty-free license to utilize all of the Company’s intellectual property developed prior to January 1, 2011, except for the following: (i) EV ARC™ and (ii) EnvisionTrak™. Further, provided the Option is exercised in full and Mr. Noble complies with it, the Company will extend the expiration date of the 1,138,120 warrants to purchase 1,138,120 shares of the Company’s common stock owned by Mr. Noble (the “Warrants”) from December 31, 2016 to December 31, 2017, and will reduce the exercise price of such Warrants from $0.24 to $0.20 per share. As of September 30, 2016, the Company has been notified that the note was acquired by GreenCore. As Jay Potter, our director, is the managing member of GreenCore, and GreenCore is the acting agent, the note is classified as Convertible Notes Payable- Related Parties in the accompanying balance sheets (See Note 6). GreenCore has agreed to an extension of the note until December 31, 2016. At September 30, 2016, the remaining note had a balance of $600,000, and accrued interest of $79,009 which is included in accrued expenses.

 

As partial payment for professional services provided by GreenCore during the nine months ended September 30, 2016, the Company made cash payments amounting to $62,500, and has recorded additional payments owed amounting to $34,000 in accounts payable. Further, the Company issued 464,115 shares of the Company’s common stock with a per share fair value of $0.15 (based on contemporaneous cash sales prices) or $69,604 and expensed the payments at issuance. The Company recorded a gain on debt settlement of $2,396 on this transaction. Jay Potter, our director, is the managing member of GreenCore and the primary individual performing the services (See Note 10).

 

During the nine months ended September 30, 2016, the Company released 923,608 shares of common stock with a per share fair value of $0.15, or $138,541 (based on the market price at the time of the agreements), to five directors for their service as defined in their respective Restricted Stock Grant Agreements. The payments were expensed at issuance (See Note 10).