Notes to the Consolidated Financial Statements
(unaudited)
1.
Nature of Operations and Continuance of Business
OneLife Technologies Corp. (formerly Oculus Inc.) (the “Company”)
was incorporated in the State of Nevada on January 9, 2014. The Company was in the business of selling and providing services for GPS tracking devices which will be marketed in the United States, Canada and Europe.
On May 8, 2017, the Company entered into a share exchange agreement with One Media Enterprises Limited (“OME”), a company incorporated in England and Wales, to acquire its business operations. OME is a medical mobile software/data collection company that sells health and smart watches operated through its wholly-owned subsidiary, One Media Partners Inc. (“OMP”), a company incorporated in the State of Delaware. The share exchange was completed on December 4, 2017. The acquisition of OME and its subsidiary are considered common control transactions because Mr. Robert Wagner, Chief Executive Officer of the Company, controlled both the Company and OME at the date of the acquisition. The transaction was accounted for as if the transfer had occurred at the beginning of the period of transfer, with prior periods retrospectively adjusted to furnish comparative information. Accordingly, the accompanying financial statements and related notes have been retrospectively adjusted to include the historical results and financial position of the acquired entities prior to the effective dates of such acquisitions. The financial information for OME and its subsidiary has been included in the Company’s consolidated financial statements beginning on April 30, 2017 as OME only had nominal activities from April 21, 2017, when Mr. Wagner acquired control of the Company, to April 30, 2017.
Going Concern
These financial statements have been prepared on a going concern basis, which implies that the Company will continue to realize its assets and discharge its liabilities in the normal course of business. As of September 30, 2018, the Company has not recognized significant revenue, has a working capital deficit of $3,275,344, and has an accumulated deficit of $9,147,298. The continuation of the Company as a going concern is dependent upon the continued financial support from its management, and its ability to identify future investment opportunities and obtain the necessary debt or equity financing, and generating profitable operations from the Company’s future operations. There is no assurance that the Company will be successful on financing or on terms acceptable to us. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.
2.
Summary of Significant Accounting Policies
a)
Basis of Presentation
The accompanying unaudited interim condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) and the rules of the Securities and Exchange Commission (“SEC”) and are expressed in U.S. dollars.
b)
Principles of Consolidation
These condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, OME and OMP from April 30, 2017. All inter-company transactions and balances have been eliminated on consolidation.
On March 16, 2018, the Board of Directors approved changing the Company’s fiscal year from a fiscal year ending on April 30 to a fiscal year ending on December 31, beginning with the period ended December 31, 2017.
6
ONELIFE TECHNOLOGIES CORP.
Notes to the Consolidated Financial Statements
(unaudited)
2.
Summary of Significant Accounting Policies (Continued)
c)
Interim Financial Statements
The accompanying unaudited financial statements of the Company have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In management’s opinion, the financial statements include all adjustments (consisting of normal recurring accruals) necessary in order to make the financial statements not misleading. Operating results for the three and nine months ended September 30, 2018 are not necessarily indicative of the results that may be expected for the year ended December 31, 2018. For more complete financial information, these unaudited financial statements should be read in conjunction with the audited financial statements for the period from May 1, 2017 to December 31, 2017 included in our Form 10-KT filed with the SEC.
d)
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions related to the fair value and estimated useful life of intangible assets, variables used in the calculation of derivative liability, fair value of stock-based compensation, and deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.
e)
Embedded Conversion Feature
The Company evaluates embedded conversion features within convertible debt under ASC 815, Derivatives and Hedging, to determine whether the embedded conversion features should be bifurcated from the host instrument and accounted for as a derivative at fair value with changes in fair value recorded in income (loss). If the conversion feature does not require derivative treatment under ASC 815, the instrument is evaluated under ASC 470-20, Debt with Conversion and Other Options, for consideration of any beneficial conversion feature. For embed conversion feature that is accounted for as derivative liabilities, the liability is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported as charges or credits to income (loss).
f)
Earnings (Loss) Per Share (“EPS”)
Basic EPS is computed by dividing net loss available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti-dilutive. As of September 30, 2018, and 2017, the Company’s potentially dilutive shares have not been included in the computation of diluted net loss per share as the result would have been anti-dilutive. Details of the potentially dilutive shares are as follows:
|
|
|
September 30,
|
|
September 30,
|
|
|
|
2018
|
|
2017
|
|
Convertible notes payable
|
$
|
1,686,186
|
$
|
-
|
|
Warrants
|
|
6,200,000
|
|
-
|
|
Common stock issuable
|
|
10,000
|
|
-
|
|
Total
|
$
|
7,896,186
|
$
|
-
|
7
ONELIFE TECHNOLOGIES CORP.
Notes to the Consolidated Financial Statements
(unaudited)
2.
Summary of Significant Accounting Policies (Continued)
g)
Reclassification
Certain prior year balances have been reclassified to conform with current period presentation.
h)
Foreign Currency Translation
The Company’s functional and reporting currency is the United States dollar. Foreign currency transactions are primarily undertaken in British Pounds. Foreign currency transactions are translated to United States dollars in accordance with ASC 830,
Foreign Currency Translation Matters
, using the exchange rate prevailing at the balance sheet date. Gains and losses arising on translation or settlement of foreign currency denominated transactions or balances are included in the determination of income.
i)
Recent Accounting Standards
In July 2017, the Financial Accounting Standard Board (“FASB”) issued ASU No. 2017-11, Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features. These amendments simplify the accounting for certain financial instruments with down round features. The amendments require companies to disregard the down round feature when assessing whether the instrument is indexed to its own stock, for purposes of determining liability or equity classification. The guidance was adopted as of July 1, 2018.
The Company has implemented all new accounting standards that are required to be in effect. These standards did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.
j)
Subsequent Events
The Company evaluated subsequent events through the date when the financial statements were issued for disclosure consideration.
3.
Intangible Assets
Intangible assets consisted of the following as of September 30, 2018 and December 31, 2017:
|
|
|
September 30,
|
|
December 31,
|
|
2018
|
2017
|
|
Cost
|
$
|
7,125,000
|
$
|
500,000
|
|
Accumulated amortization
|
|
(335,702)
|
|
(219,452)
|
|
Impairment
|
|
(4,975,000)
|
|
–
|
|
Intangible assets, net
|
$
|
1,814,298
|
$
|
280,548
|
On October 22, 2015, the Company entered into an investment agreement with Shenzhen Yinuo Technologies Ltd. (“Yinuo”), a China company, where the Company acquired a 50% ownership of all intellectual property developed by Yinuo in exchange for $500,000 which was settled through the issuance of a promissory note.
On August 23, 2018, pursuant to an Asset Purchase Agreement with Yinuo Technologies LTD, the Company acquired the remaining 50% ownership of the intellectual property with a fair value of $1,650,000 by issuing 26,500,000 common shares with a fair value of $6,625,000, resulting in an impairment loss of $4,975,000.
8
ONELIFE TECHNOLOGIES CORP.
Notes to the Consolidated Financial Statements
(unaudited)
4.
Related Party Transactions
As of September 30, 2018 and December 31, 2017, the Company owed an aggregate of $47,428 and $40,793, respectively, to the CEO and Director of the Company for advances to fund the Company’s operations.
5.
Loans Payable
At September 30, 2018 and December 31, 2017, the Company owed $1,228,467 and $861,467, respectively, of loans payable to various investors for financing the Company’s operations. These amounts include $6,880 and $11,880 payable to the Company’s CFO as of September 30, 2018 and December 31, 2017, respectively. The amounts are unsecured, non-interest bearing, and due on demand.
The loans payable include $1,000,000 payable to Angelfish Investments Plc (“Angelfish”), a third party. The amounts owing are secured by the assets of the Company. On December 3, 2017, the Company entered into a termination agreement with Angelfish that resulted in the settlement of $466,044 of notes payable and $241,946 of accrued interest and management fees in exchange for $1,000,000 of new loan payable, and the issuance of 200,000 common shares of the Company with a fair value of $438,000 and warrants to purchase an additional 200,000 common shares of the Company with a fair value of $411,165. The loan payable bears no interest. If any amounts due are not paid pursuant to the agreement, all outstanding balance bears interest thereafter at an annual rate of 12%. $966,667 of the loan is due within twelve months (June 30, 2019) and the remaining is due after twelve months. As part of the loan settlement, the Company recorded a loss on extinguishment of debt of $1,141,175 during the year ended December 31, 2017.
6.
Notes Payable
On March 15, 2015, the Company entered into a loan agreement in which the note holder agreed to provide a loan to the Company in the principal amount of up to $25,000. On March 30, 2017, the loan was amended to increase the principal amount up to $90,000 and extend the payable date to December 31, 2017. The loan accrues interest at 7.5% per annum. As of September 30, 2018, and December 31, 2017, the outstanding balance of the note was $56,157. This note is currently in default.
On March 15, 2017, the Company entered into a loan agreement in which the note holder agreed to provide a loan to the Company in the principal amount of up to $75,000. The loan is unsecured, bears interest at 8.5% per annum and payable on December 31, 2017. As of September 30, 2018, and December 31, 2017, the outstanding principal balance was $5,595 and is currently in default.
Since 2014, the Company issued Angelfish various notes that were due on demand. During the period from May 1, 2017 to December 31, 2017, notes with a total principal amount of $35,729 were issued. On December 3, 2017, all notes payable and related accrued interest was settled. Refer to Note 5.
On December 29, 2015, the Company issued Yinuo a note of $500,000 to acquire intangible assets. The note is unsecured, non-interest bearing, and is due on demand. As of September 30, 2018 and December 31, 2017, the outstanding balance of the note was $500,000.
7.
Convertible Notes Payable and Convertible Notes Payable – Related Party
In March 2015, OMP entered into a convertible note agreement of $200,000 with John Muchnicki (“Muchnicki”). The note was unsecured, and subsequently amended, upon mutual agreement between Muchnicki and the Company, to become due on demand and non-interest bearing. The notes conversion terms are as follows: (i) outstanding principal of $60,000 is convertible into OMP’s shares representing 5% of OMP (ii) outstanding principal of $140,000 is convertible into OMP’s shares representing 10% of OMP. In March 2018, Mr. Muchnicki was appointed as the Company’s CFO. On August 15, 2018, pursuant to an assignment agreement, the note was assigned to the CEO of the Company in exchange for 6,000,000 shares of common stock that was previously held by the CEO. As of September 30, 2018 and December 31, 2017, outstanding balance of this convertible note was $176,500 and $200,000, respectively.
9
ONELIFE TECHNOLOGIES CORP.
Notes to the Consolidated Financial Statements
(unaudited)
7.
Convertible Notes Payable and Convertible Notes Payable – Related Party (Continued)
In March 2016, the OMP entered into a convertible note agreement in the principal amount of $20,000 with a non-related party. The amount is unsecured, bears interest at 15% per annum, and was due on March 3, 2018. The principal amount and accrued interest would be automatically converted into OMP’s common shares at a rate of 50% of the market price of the OMP’s common shares upon the completion of an initial public offering (“IPO”) of OMP’s common shares or other common qualified financing prior to March 3, 2018. OMP did not have an IPO or qualified financing event prior to nonpayment and continues to accrue interest at 15% per annum.
In August 2016, OMP entered into a convertible note agreement in the principal amount of $10,000 with a non-related party. The amount is unsecured, bears interest at 30% per annum, and is due on August 12, 2018. The principal amount and accrued interest shall be automatically converted into OMP’s common shares at a rate of 50% of the market price of OMP’s common shares upon the completion of an IPO or other qualified financing. The note is currently in default.
On February 27, 2018, the Company issued a convertible note to a non-related party for $153,000. The promissory note is unsecured, bears interest of 14% per annum, and is due on May 27, 2019. The note is convertible into common shares of the Company at 55% of the average two lowest trading prices in the 15 trading days preceding the notice of conversion.
On May 6, 2018, the Company issued a convertible loan agreement to a non-related party for proceeds of $100,000. The loan bears no interest and is due on December 31, 2018. The note is convertible at a 25% discount to the average trading price for the last 20 days prior to the date of conversion.
On May 11, 2018, the Company entered into a convertible promissory note agreement with a non-related party for proceeds of $100,000. The amount is unsecured, non-interest bearing and due on December 31, 2018. The note is convertible at a 25% discount to the average trading price for the last 20 days prior to the date of conversion.
On June 12, 2018, the Company entered into a convertible promissory note agreement with a non-related party for proceeds of $100,000. The amount is unsecured, non-interest bearing, due on December 31, 2018, and is convertible into common shares at $0.08 per share. The Company recorded debt discount of $75,000 for a beneficial conversion feature.
On July 26, 2018, the Company issued a convertible note agreement to a non-related party for $100,000. The note bears no interest, is due on December 31, 2018, and is convertible into common shares at a 25% discount to the average trading price for the last 20 days preceding the conversion date.
On August 24, 2018, the Company entered into a convertible promissory note agreement with a non-related party for proceeds of $225,000. The loan bears no interest, is due on May 30, 2019, and is convertible into common shares at $0.10 per share. The Company recorded debt discount of $225,000 for a beneficial conversion feature.
On September 21, 2018, the Company entered into a convertible note agreement with a non-related party for proceeds of $153,000, with an original issuance discount of $3,000. The promissory note is unsecured, bears interest at 10% per annum, and is due on September 21, 2019. The note is convertible into common shares of the Company at 65% of the average of the two lowest trading prices in the 15 days preceding the notice of conversion.
The embedded conversion feature for the notes issued on February 27, 2018, May 6, 2018, May 11, 2018, July 26, 2018, and September 21, 2018 qualifies for derivative accounting under ASC 815-15, Derivatives and Hedging. The fair value of the derivative liability resulted in a discount of the principal of $599,494. See Note 8. The carrying value of the convertible debenture will be accreted over the term of the convertible debenture up to the face value of $606,000.
As of September 30, 2018, the carrying value of the convertible debenture was $491,374 and the unamortized discount on the convertible debenture was $646,126.
10
ONELIFE TECHNOLOGIES CORP.
Notes to the Consolidated Financial Statements
(unaudited)
8.
Derivative Liability
The Company records the fair value of the conversion price of the convertible debentures, as disclosed in Note 7, in accordance with ASC 815,
Derivatives and Hedging
. The fair value of the derivative liability is revalued on each balance sheet date or upon conversion of the underlying convertible debenture into equity with corresponding gains and losses recorded in the consolidated statement of operations. The aggregate fair value of the derivative as of various note issuance dates was $1,049,244 calculated using a binomial option pricing model. $599,494 was applied against the proceeds received from the convertible notes as a debt discount and the remaining excess of $449,750 was charged to interest expense.
As at September 30, 2018, the Company had a derivative liability of $1,074,397. Activities during the nine months ended September 30, 2018 are as follows:
|
Balance, December 31, 2017
|
$
|
–
|
|
Derivative liability on inception
|
|
1,049,244
|
|
Change in fair value
|
|
25,153
|
|
Balance, September 30, 2018
|
$
|
1,074,397
|
Variables used in the Black-Scholes option-pricing model include: (1) expected volatility based on the historical volatility of the Company' common stock, (2) risk-free interest rate based on the daily yield curve rates for U.S. Treasury obligations, (2) expected life based on the remaining term of the notes, (4) no expected dividends. The following inputs and assumptions were used to value the convertible debentures outstanding during the nine months ended September 30, 2018:
|
|
Expected Volatility
|
|
Risk-free Interest Rate
|
|
Expected Dividend Yield
|
|
Expected Life
(in years)
|
|
|
|
|
|
|
|
|
|
|
February 27, 2018 convertible debenture:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at February 27, 2018 (date of issuance)
|
471%
|
|
2.08%
|
|
0%
|
|
1.25
|
|
As at September 30, 2018 (mark-to-market)
|
317%
|
|
2.36%
|
|
0%
|
|
0.66
|
|
|
|
|
|
|
|
|
|
|
May 6, 2018 convertible debenture
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at May 6, 2018 (date of issuance)
|
315%
|
|
2.03%
|
|
0%
|
|
0.65
|
|
As at September 30, 2018 (mark-to-market)
|
207%
|
|
2.19%
|
|
0%
|
|
0.25
|
|
|
|
|
|
|
|
|
|
|
May 11, 2018 convertible debenture
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at May 11, 2018 (date of issuance)
|
320%
|
|
2.06%
|
|
0%
|
|
0.64
|
|
As at September 30, 2018 (mark-to-market)
|
207%
|
|
2.19%
|
|
0%
|
|
0.25
|
|
|
|
|
|
|
|
|
|
|
July 26, 2018 convertible debenture
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at July 26, 2018 (date of issuance)
|
364%
|
|
2.19%
|
|
0%
|
|
0.43
|
|
As at September 30, 2018 (mark-to-market)
|
207%
|
|
2.19%
|
|
0%
|
|
0.25
|
|
|
|
|
|
|
|
|
|
|
September 21, 2018 convertible debenture
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at September 21, 2018 (date of issuance)
|
291%
|
|
2.36%
|
|
0%
|
|
1.00
|
|
As at September 30, 2018 (mark-to-market)
|
295%
|
|
2.36%
|
|
0%
|
|
0.98
|
11
ONELIFE TECHNOLOGIES CORP.
Notes to the Consolidated Financial Statements
(unaudited)
9.
Commitments and Contingencies
On December 22, 2017, the Company entered into a stock purchase agreement with Yinuo’s sole shareholder where the Company agreed to issue 40 million common shares and pay $500,000 to acquire all of Yinuo’s outstanding shares. The transaction will close upon the completion of a formal appraisal report for Yinuo’s value and 2-year audited financial statements of Yinuo. The Company will enter into employment agreements with six of Yinuo’s management and employees and appoint Yinuo’s sole shareholder as a director of the Company upon the closing. Yinuo’s sole shareholder agreed to invest up to $3 million of working capital to Yinuo over 6 months following the closing. The 40 million common shares were reduced to 13.5 million shares as a result of the issuance of 26.5 million shares to acquire intellectual property from Yinuo in August 2018. See Note 3.
On March 1, 2018, the Company entered into a consulting agreement with Anthony Driscoll (“Driscoll”) where the Company agreed to issue 75,000 fully vested shares to Driscoll on the date of the agreement and Driscoll agreed to be the Company’s Chief Marketing Officer. The Company also agreed to issue 5,000 shares per month beginning March 1, 2018 for six months for Driscoll’s services. The agreement will automatically renew for a 6-month period until termination. The Company also agreed to issue Driscoll equity securities with a value of 3% of the funds the Company receives. During the nine months ended September 30, 2018, the Company issued 100,000 common shares to Driscoll pursuant to the agreement. At September 30, 2018, 10,000 common shares were issuable pursuant to the agreement. Stock-based compensation of $112,500 was recorded based on the fair value of the 110,000 common shares.
On March 17, 2018, the Company entered into an agreement with National Securities whereby National Securities agreed to provide financial advisory services to the Company for one year. Pursuant to the agreement, the Company paid a $5,000 non-refundable fee in May 2018 and issued 375,000 common shares in April 2018. The shares had a fair value of $30,000 on the date of issuance which was recorded as stock-based compensation upon issuance. National will be paid a cash fee for a certain percentage of the total amount received by the Company upon sales of the Company's securities. National Securities will also receive warrants to purchase 8% of shares of securities issued in a private placement during the term of this agreement.
10.
Shareholders’ Equity
During the nine months ended September 30, 2018, the Company issued 250,000 common shares to Crown Bridge Partners, LLC (“Crown Bridge”) for $5,000 pursuant to a security purchase agreement entered on February 7, 2018. Pursuant to the security purchase agreement, the Company has reserved 22,500,000 common shares for future issuance to Crown Bridge and granted Crown Bridge certain registration rights.
In April 2018, the Company issued 375,000 common shares to National Securities pursuant to the service agreement dated March 17, 2018. See Note 9.
On August 16, 2018, the Company issued 200,000 common shares to Angelfish with a fair value of $438,000 as part of the termination agreement signed in December 2017.
On August 16, 2018, the Company issued 100,000 common shares with a fair value of $110,075 to Driscoll as part of the consulting agreement. As of September 30, 2018, the Company is due to issue an additional 10,000 common shares with a fair value of $2,425. During the nine months ended September 30, 2018, the Company recorded $112,500 of stock-based compensation as part of the consulting agreement. See Note 9.
On August 16, 2018, the Company issued 112,000 common shares with a fair value of $17,696 for consulting services to a non-related party.
On August 16, 2018, the Company issued 26,500,000 common shares with a fair value of $6,625,000 for the acquisition of intangible assets pursuant to an asset purchase agreement. See Note 3.
12
ONELIFE TECHNOLOGIES CORP.
Notes to the Consolidated Financial Statements
(unaudited)
11.
Share Purchase Warrants
On July 24, 2018, the Company entered into a consulting agreement with Glaser Partners LLC whereby Glaser Partners agreed to provide consulting services to assist the Company in the growth of its business for one year. Pursuant to the agreement, the Company issued warrants to purchase 5,000,000 common shares of the Company at an exercise price of $0.15 per share for a period of three years. The fair value of the share purchase warrants was $723,540 calculated using a Black-Scholes option pricing model assuming volatility of 356%, risk free rate of 2.74%, expected life of 3 years, and no expected dividends. On August 22, 2018, pursuant to an amendment to the agreement, the Company issued an additional 1,000,000 share purchase warrants exercisable into 1,000,000 shares of common stock of the Company at an exercise price of $0.15 per share for a period of three years. The fair value of the share purchase warrants was $159,653 calculated using the Black-Scholes option pricing model assuming volatility of 352%, risk free rate of 2.65%, expected life of 3 years, and no expected dividends.
The agreement includes an anti-dilution provision for the warrants that provides for a reduction to the exercise price if the Company issues equity or equity-linked instruments in the future at an effective price per share less than the exercise price then in effect for the warrants (“down round provision”). The warrant holders have agreed to waive a reduction of the exercise price triggered by the issuance of notes on August 24, 2018 and September 21, 2018. As of July 1, 2018, the Company early adopted ASU 2017-11, which provides a new guidance for instruments with down-round provisions. As such, the Company treats outstanding warrants as free-standing equity-linked instruments that are recorded to equity.
12.
Subsequent Events
On October 1, 2018, the Company and Angelfish amended the termination agreement dated December 3, 2017. Pursuant to the amended agreement, $700,000 of the $1,000,000 payable is due by September 30, 2019 and the remaining $300,000 is payable by installments of $25,000 each payable by the 15
th
day of each month starting from October 2019.
In October 2018, the Company repaid the entire $153,000 convertible note issued in September 2018.
13