NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
April 30, 2017
(Unaudited)
NOTE 1.
CONDENSED FINANCIAL STATEMENTS
The accompanying condensed financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows at April 30, 2017 and for all periods presented have been made.
Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company's July 31, 2016 audited financial statements. The results of operations for the period ended April 30, 2017 are not necessarily indicative of the operating results for the full year.
The consolidated financial statements include the accounts of the Company and its wholly owned subsidiary, ECA360 Corp.
NOTE 2.
RECENT DEVELOPMENTS
AGREEMENT AND PLAN OF MERGER WITH ALL SCREENS MEDIA, LLC
On May 21, 2015, the Company entered into an Agreement and Plan of Merger (the "Merger Agreement"), with All Screens Media, LLC, and the holders of 100% of the membership interests of ASM (the ASM Members). Subject to the terms and conditions of the Merger Agreement, MeeMee shall establish a wholly-owned subsidiary (the Merger Sub) prior to closing which shall be merged with and into ASM (the Merger) and ASM shall be the surviving company in the Merger and shall continue its limited liability company existence under the laws of the State of Nevada and shall succeed to and assume all of the rights and obligations of ASM and Merger Sub in accordance with the NRS and shall become, as a result of the Merger, a direct wholly-owned subsidiary of MeeMee.
In connection with the Merger Agreement, the Company and ASM entered into a Secured Promissory Note dated May 19, 2015 (the Promissory Note). The Promissory Note provides that the Company will fund ASM a total of up to $900,000 in increments of no less than $225,000 on or earlier than each of June 15, 2015, July 15, 2015 and August 15, 2015, and September 15, 2015.
Upon the closing of the Merger Agreement, the Company shall issue 10,000,000 restricted shares of common stock to the ASM Members, and up to an additional 5,000,000 restricted shares of common stock to the ASM Members subject the achievement of certain 12 and 24 month EBITDA thresholds to be mutually agreed upon prior to the closing. The Merger Agreement is subject to several closing conditions, including, without limitation: (i) the Companys completion of the funding in the total amount of $900,000 Promissory Note; (ii) the Companys issuance of an aggregate of 3,000,000 Stock Options to the ASM Members at the per share price of $0.12; and (iii) ASM completing an audit and delivering to the Company financial statements prepared in compliance with GAAP. The parties objective is to close the Merger on a date to be specified by the parties which shall be no later than the second business day after satisfaction or waiver of the closing conditions set forth in the Merger Agreement.
8
MEEMEE MEDIA INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
April 30, 2017
(Unaudited)
NOTE 2.
RECENT DEVELOPMENTS (continued)
AGREEMENT AND PLAN OF MERGER WITH ALL SCREENS MEDIA, LLC (continued)
On May 2, 2016, we entered into an amendment to the Agreement and Plan of Merger and the Security Promissory Note with ASM and the ASM Members such that the Principal Amount of the Note was amended from $900,000 to $675,000 and to be paid on or before May 6, 2016. On May 6, 2016 the full amount of $675,000 has been advanced such that the Funding Requirement condition has been met.
Upon the closing of the Merger Agreement, we shall issue 17,500,000 restricted shares of common stock to the ASM Members, and up to an additional 17,500,000 restricted shares of common stock to ASM Members subject to certain criteria. The Amendment amended the Merger Agreement to a Closing Date of August 31, 2016.
On September 28, 2016, we entered into a Second Amendment to the Agreement and Plan of Merger amending the ASM Financial Statements required to be delivered for the Closing and extending the Closing Date to April 30, 2017. All other terms and conditions remains in effect. ASM is working on the accounting for the Financial Statements. In April 2018, the Company and All Screens Media, LLC agreed to extend the closing date to December 31, 2018. Currently, the Company is negotitating a separation agreement with All Screens Media, LLC.
As of April 30, 2017, the total amount advanced to ASM is $911,500.
EXCLUSIVE LICENSE AGREEMENT WITH ECA WORLD FITNESS ALLIANCE
On July 17, 2015, the Company entered into an Exclusive License Agreement (the Agreement) with ECA World Fitness Alliance, (ECA) and the sole owner of ECA granting the Company an exclusive and perpetual right and license to the Marks and Intellectual Property of ECA. In connection with the Agreement, (i) MeeMee issued the sole owner of ECA an initial royalty payment in the form of One Million (1,000,000) shares of restricted common stock of the Company; (ii) MeeMee shall further issue to the sole owner of ECA additional royalties in the amounts of up to 300,000 shares of restricted common stock of the Company per year for the first two years from the effective date in the event certain revenue milestones are achieved; (iii) MeeMee will arrange for payment in the outstanding amount of $89,913 owed by ECA to the Marriott Marquis Hotel in New York, New York; and (iv) pursuant to the terms of the Agreement, MeeMee has the right to purchase any and all assets, intellectual property, inventory, products and business of ECA worldwide at a purchase price of $1.00 pursuant to a mutually agreeable form of purchase agreement.
On October 14, 2016, the Company through its wholly owned subsidiary ECA360 entered into an Asset Assignment and Termination Agreement with the sole shareholder of ECA World Fitness Alliance (ECA) whereby the License Agreement and all the intellectual properties used in the operations of the License was assigned to ECA360 for $1.00 and the assumption of the current liability of $51,198 to the Marriott Marquis Hotel in New York, New York. All other liabilities of ECA remained with the sole shareholder of ECA and all other obligation or commitment to the sole shareholder was terminated.
NOTE 3.
GOING CONCERN
These financial statements have been prepared on a going concern basis, which implies the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The Company has generated minimal revenues since inception and has never paid any dividends and is unlikely to pay dividends or generate earnings in the immediate or foreseeable future.
9
MEEMEE MEDIA INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
April 30, 2017
(Unaudited)
NOTE 3.
GOING CONCERN (continued)
At April 30, 2017 the Company has limited cash resources and will likely require new financing, either through loans from officers, debt financing, equity offerings or business combinations to continue the development of its business; however, there can be no assurance that management will be successful in raising the funds necessary to maintain operations, or that a self-supporting level of operations will ever be achieved. The likely outcome of these future events is indeterminable. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain necessary equity financing to continue operations and the attainment of profitable operations.
As of April 30, 2017, the Company has generated minimal revenues and has accumulated losses of ($5,289,324) since inception. 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. These factors raise substantial doubt regarding the Companys ability to continue as a going concern.
NOTE 4.
RECENT PRONOUNCEMENTS
In accordance with ASC 855-10, the Company has analyzed its operations subsequent to September 30, 2017 to the date these financial statements were issued, and has determined that it does not have any material subsequent events to disclose in these financial statements.
NOTE 5.
STOCKHOLDERS' EQUITY
Common Stock
The Company is authorized to issue 150,000,000 common shares with a par value of $0.001 per share. No preferred shares have been authorized or issued.
| |
Opening Balance, July 31, 2016
|
43,075,000
|
|
|
Common shares issued during the period
|
nil
|
|
|
Closing Balance, April 30, 2017
|
43,075,000
|
10
MEEMEE MEDIA INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
April 30, 2017
(Unaudited)
NOTE 5.
STOCKHOLDERS' EQUITY (continued)
Warrants
On February 3, 2014 the Company entered into a Secured Promissory Note, a Security Agreement and a Common Stock Purchase Warrant (the February 2014 Warrant) with an accredited investor. The February 2014 Warrant provides for the grant of warrants to purchase up to 3,000,000 shares of the Companys common stock to the Holder with a 5 year term at an exercise price of $0.50 per share. The fair value of the warrants granted was estimated at the date of granting using the Black-Scholes option pricing model with the following assumptions: risk free interest rate of 0.07%, volatility factor of 506.18%, and a weighted average expected life of 5 years. The Company assigned a relative fair market value to the February 2014 Warrants in the amount of $107,144, which was recorded as a discount and amortized over the life of the Note. On April 6, 2016, the Company and the Holder agreed to reduce the exercise price of the warrants to $0.06 while the rest of the terms remained the same. The Company recorded the incremental value for the modification of the award and recorded an expense of $741.
Effective October 9, 2014, the Company amended the Secured Promissory Note and the February 2014 Warrant (the First Amendment) so that (i) the exercise price under the February 2014 Warrant was reduced from $0.50 per share to $0.25 per share, and (ii) the exercise price under the February 2014 Warrant may be further reduced to a reset price as follows: if the average of the closing prices of the Company common stock for the fifteen trading days after October 31, 2014 is less than $0.25 per share, than the exercise price shall be reset to such less price. On April 6, 2016, the Company and the Holder agreed to reduce the exercise price of the warrants to $0.06 while the rest of the terms remained the same. The Company recorded the incremental value for the modification of the award and recorded an expense of $606.
Furthermore on October 9, 2014, in connection with the First Amendment, the Company issued the Holder an additional Common Stock Purchase Warrant dated October 9, 2014 (the October 2014 Warrant) to purchase up to 5,000,000 shares of Company common stock. The October 2014 Warrant has a term of 5 years and an exercise price of $0.25 per share, subject to a reduction under the same reset conditions as provided in the February 2014 Warrant. The fair value of the October 2014 Warrants granted was estimated at the date of granting using the Black-Scholes option pricing model with the following assumptions: risk free interest rate of 0.10%, volatility factor of 711.94%, and a weighted average expected life of 5 years. The Company assigned a relative fair market value to the October 2014 Warrants in the amount of $24,424, which was recorded as a discount and amortized over the life of the Note.
On March 5, 2015, the Company entered into a second amendment (the Second Amendment) to the Secured Promissory Note of February 3, 2014 (the Note) and Common Stock Purchase Warrants dated February 3, 2014 and October 9, 2014 (the Warrants) with an accredited investor (the Holder). The Second Amendment amended the Note and the first amendment to the Note of October 9, 2014 (the First Amendment) to include a section allowing for the conversion of the Note by the Holder. The conversion feature in the Second Amendment grants the Holder the option to convert all or a portion of the outstanding principal and interest due and owing under the Note at any time or times by delivering to the Company a duly executed facsimile copy of a notice of conversion. The conversion price per share of the Common Stock under the Second Amendment is ten cents ($0.10), subject to a downward adjustment in the event of certain lower price issuances of Common Stock by the Company.
11
MEEMEE MEDIA INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
April 30, 2017
(Unaudited)
NOTE 5.
STOCKHOLDERS' EQUITY (continued)
Warrants (continued)
On April 6, 2016, the Company and the Holder agreed to reduce the exercise price of the warrants to $0.06 while the rest of the terms remained the same. The Company recorded the incremental value for the modification of the award and recorded an expense of $242.
The Second Amendment also provides for the amendment and restatement of the February 2014 Warrant and the October 2014 Warrant such that the exercise price of the Warrants is adjusted to ten cents ($0.10) per common share, subject to a downward adjustment in the event of certain lower price issuances of Common Stock by the Company. The fair value of the amended February and October 2014 Warrants was estimated at the date of the amendment using the Black-Scholes option pricing model with the following assumptions: risk free interest rate of 0.25%, volatility factor of 242.10%, and a weighted average expected life of 5 years. The Company assigned an incremental relative fair market value to the amended February 2014 Warrants in the amount of $124,854 (for an updated fair market value of $231,998) and an incremental relative fair market value to the amended October 2014 Warrants of $313,004 (for an updated fair market value of $337,428) which was recorded as a discount and amortized over the life of the Note.
Furthermore, the Second Amendment also provided for the issuance to of an additional Common Stock Purchase Warrant dated March 5, 2015 (the March 2015 Warrant) to purchase up to 2,000,000 shares of the Companys common stock at an exercise price of $0.10 per share (subject to a downward adjustment in the event of certain lower price issuances of Common Stock by the Company) with a five (5) year term pursuant to a Warrant Agreement. The fair value of the March 2015 Warrants granted was estimated at the date of granting using the Black-Scholes option pricing model with the following assumptions: risk free interest rate of 0.25%, volatility factor of 242.10%, and a weighted average expected life of 5 years. The Company assigned a relative fair market value to the Warrants in the amount of $166,836, which was recorded as a discount and amortized over the life of the Note.
On April 6, 2016, the Company entered into a third amendment (the Third Amendment) to the Secured Promissory Note of February 3, 2014 (the Note) so that the maturity date of the Note was extended from August 3, 2015 to December 31, 2017 and all interest due under the Note as of August 3, 2015 was capitalized.
The Third Amendment amended the Note, the first amendment to the Note dated October 9, 2014 (the First Amendment) and the second amendment to the Note of March 5, 2015 (the Second Amendment) to include a section allowing for the adjustment of the conversion price granting the Holder the option to convert all or a portion of the outstanding principal and interest due and owing under the Note at any time or times at a conversion price per share of six cents ($0.06) per Common Share, subject to adjustment as provided in the Second Amendment. The amount of outstanding principal under the Note continues to bear interest at a rate of one percent (1%) per month and the Company and the Holder agree that all accrued interest shall be added to the principal balance of the secured Note such that the principal amount of the secured Note as of the date of the Third Amendment is US $1,282,176. The maturity date of the note is December 31, 2017.
12
MEEMEE MEDIA INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
April 30, 2017
(Unaudited)
NOTE 5.
STOCKHOLDERS' EQUITY (continued)
Warrants (continued)
Furthermore, the Third Amendment also provided for the issuance of an additional Common Stock Purchase Warrant dated April 6, 2016 (the April 2016 Warrant) to purchase up to 2,000,000 shares of the Companys common stock at an exercise price of $0.06 per share with a five (5) year term pursuant to a Warrant Agreement as well as the issuance of 2,000,000 common shares as an inducement fee for the extension. The fair value of the April 2016 Warrants granted was estimated at the date of granting using the Black-Scholes option pricing model with the following assumptions: risk free interest rate of 1.22%, volatility factor of 276%, and a weighted average expected life of 5 years. The Company assigned a relative fair market value to the April 2016 Warrants in the amount of $69,822, which was recorded as a discount and amortized over the remaining life of the Note.
On September 2, 2016, the Company entered into a $550,000 Secured Convertible Grid Promissory Note. The $550,000 Note provided for the advancement of funds to the Company pursuant to the following schedule and amounts: $200,000 on August 31, 2016; $200,000 on September 27, 2016; $100,000 on October 27, 2016; and $50,000 on November 25, 2016. The $550,000 Note will accrue interest at the rate of 12% per annum and provides for the issuance of 20 Share Purchase Warrants (the September 2016 Warrants) for every $1.00 drawn against the $550,000 Note to a maximum of 11,000,000 Warrants and will mature on December 31, 2018. The $550,000 Note also provides that all unpaid principal, together with the then accrued interest may be converted in whole or in part, at the option of the Holder, at a price of $0.05 per share. As at January 31, 2017, $550,000 have been drawn against the Promissory Note and 11,000,000 Share Purchase Warrants have been issued.
Also on September 2, 2016, the Company entered into an Omnibus Amendment to the Secured Promissory Note dated February 3, 2014, the $175,000 Note dated April 6, 2016, the $25,000 Note dated April 6, 2016 and the $250,000 Note dated May 6, 2016 (the Notes) and Common Stock Purchase Warrants dated February 3, 2014, October 9, 2014, March 5, 2015 and April 6, 2016 (the Amended and Restated Warrants). The Omnibus Amendment amended the Notes to reduce the conversion price per share of the Common Stock to five cents ($0.05), subject to a downward adjustment in the event of certain lower price issuances of Common Stock by the Company, and also provided for the amendment of the Warrants such that the exercise price of the Warrants is adjusted to five cents ($0.05) per common share, subject to a downward adjustment in the event of certain lower price issuances of Common Stock by the Company.
NOTE 6.
RELATED PARTY TRANSACTIONS
As at April 30, 2017, an aggregate of $720,206 (July 31, 2016 - $658,791) is owed to related parties. $194,485 is owed to a former director and officer for unpaid salary, $463,253 is owed to a current director and officer for unpaid salary and $62,467 is owed to a company controlled by a current officer and director for funds advanced and a payment made to a creditor on behalf of the Company. As at April 30, 2017, an aggregate of $67,500 (July 31, 2016 - $90,000) was recorded as consulting fees for consulting services rendered by the officers of the Company.
13
MEEMEE MEDIA INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
April 30, 2017
(Unaudited)
NOTE 7.
CONVERTIBLE NOTES PAYABLE
On February 3, 2014, the Company entered into a Secured Promissory Note in the principal amount of $1,000,000 (the Note), a Security Agreement and Common Stock Purchase Warrant (the February 2014 Warrant) with an accredited investor (the Holder).
The Note provides that all unpaid principal, together with the then accrued interest and any other amounts payable thereunder, shall be due and payable on the date which is the first to occur between (i) the closing of the Companys previously announced acquisition of a Latin American mobile services target (the Acquisition); or (ii) six (6) months after the date of the Note.
The amount of outstanding principal under the Note bears interest at a rate of one percent (1%) per month; provided, however, upon the occurrence of an uncured event of default under the Note, the outstanding principal at the time of such uncured event of default shall accrue at the rate of seventeen percent (17%) per annum during the period of time which the event of default is continuing and not cured, and the amount of any and all such default interest shall be payable on demand by the Holder. The obligations of the Company under the Note are secured pursuant to the terms of the Security Agreement, which grants the Holder a first-priority security interest and lien against the Companys assets.
On October 9, 2014, the Company amended the Secured Promissory Note so that (i) the maturity date of the Note was extended from August 3, 2014 to August 3, 2015 and (ii) all interest due under the Note as of August 3, 2014 was capitalized.
On March 5, 2015, the Company entered into a second amendment (the Second Amendment) to the Secured Promissory Note of February 3, 2014 (the Note). The Second Amendment amended the Note and the first amendment to the Note of October 9, 2014 (the First Amendment) to include a section allowing for the conversion of the Note by the Holder. The conversion feature in the Second Amendment grants the Holder the option to convert all or a portion of the outstanding principal and interest due and owing under the Note at any time or times by delivering to the Company a duly executed facsimile copy of a notice of conversion. The conversion price per share of the Common Stock under the Second Amendment is ten cents ($0.10), subject to a downward adjustment in the event of certain lower price issuances of Common Stock by the Company. On the maturity date, all interest due under the Note as of August 3, 2015 was capitalized and all terms under the Note continue to remained in effect with the same conditions as contemplated under the Second Amendment.
On April 6, 2016, the Company entered into a third amendment (the Third Amendment) to the Secured Promissory Note of February 3, 2014 (the Note) so that the maturity date of the Note was extended from August 3, 2015 to December 31, 2017 and all interest due under the Note as of August 3, 2015 was capitalized.
14
MEEMEE MEDIA INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
April 30, 2017
(Unaudited)
NOTE 7.
CONVERTIBLE NOTES PAYABLE (continued)
The Third Amendment amended the Note, the first amendment to the Note dated October 9, 2014 (the First Amendment) and the second amendment to the Note of March 5, 2015 (the Second Amendment) to include a section allowing for the adjustment of the conversion price granting the Holder the option to convert all or a portion of the outstanding principal and interest due and owing under the Note at any time or times at a conversion price per share of six cents ($0.06) per Common Share, subject to adjustment as provided in the Second Amendment. The amount of outstanding principal under the Note continues to bear interest at a rate of one percent (1%) per month and the Company and the Holder agree that all accrued interest shall be added to the principal balance of the secured Note such that the principal amount of the secured Note as of the date of the Third Amendment is US $1,282,176.
On April 6, 2016, the Company entered into a second Secured Promissory Note (the Second Note) in the amount of $175,000 with the same Accredited Investor as the Note dated February 3, 2014. The Second Note provides that all unpaid principal, together with the then accrued interest and any other amounts payable thereunder, shall be due and payable on December 31, 2017. The amount of outstanding principal under the Second Note bears interest at a rate of ten percent (10%) per annum; provided, however, upon the occurrence of an uncured event of default under the Second Note, the outstanding principal at the time of such uncured event of default shall accrue at the rate of seventeen percent (17%) per annum during the period of time which the event of default is continuing and not cured, and the amount of any and all such default interest shall be payable on demand by the Holder. The obligations of the Company under the Second Note are secured pursuant to the terms of the Security Agreement dated February 3, 2014 between the Holder and the Company. The Second Note includes a section allowing for the conversion of the Second Note by the Holder granting the Holder the option to convert all or a portion of the outstanding principal and interest due and owing under the Second Note at any time or times by delivering to the Company a duly executed facsimile copy of a notice of conversion. The conversion price per share of the Common Stock under the Second Note is six cents ($0.06), subject to a downward adjustment in the event of certain lower price issuances of Common Stock by the Company.
On April 6, 2016, the Company also entered into an additional Secured Promissory note in the principal amount of $ $25,000. The note will accrue interest at the rate of 10% per annum and will mature on December 31, 2017. The Note also provides that all unpaid principal, together with the then accrued interest may be converted in whole or in part, at the option of the Holder, at a price of $0.06 per share.
On May 12, 2016 the Company entered into a Secured Promissory note in the principal amount of $250,000. The $250,000 Note will accrue interest at the rate of 10% per annum and will mature on December 31, 2017 and also provides that all unpaid principal, together with the then accrued interest may be converted in whole or in part, at the option of the Holder, at a price of $0.06 per share.
On September 2, 2016, the Company entered into a $550,000 Secured Convertible Grid Promissory Note. The $550,000 Note provided for the advancement of funds to the Company pursuant to the following schedule and amounts: $200,000 on August 31, 2016; $200,000 on September 27, 2016; $100,000 on October 27, 2016; and $50,000 on November 25, 2016. The $550,000 Note will accrue interest at the rate of 12% per annum and provides for the issuance of 20 Share Purchase Warrants (the September 2016 Warrants) for every $1.00 drawn against the $550,000 Note to a maximum of 11,000,000 Warrants and will mature on December 31, 2018. The $550,000 Note also provides that all unpaid principal, together with the then accrued interest may be converted in whole or in part, at the option of the Holder, at a price of $0.05 per share. As at April 30, 2017, the Company had drawn $550,000 and 11,000,000 Warrants have been issued.
15
MEEMEE MEDIA INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
April 30, 2017
(Unaudited)
NOTE 7.
CONVERTIBLE NOTES PAYABLE (continued)
Also on September 2, 2016, the Company entered into an Omnibus Amendment to the Secured Promissory Note dated February 3, 2014, the $175,000 Note dated April 6, 2016, the $25,000 Note dated April 6, 2016 and the $250,000 Note dated May 6, 2016 (the Notes) and Common Stock Purchase Warrants dated February 3, 2014, October 9, 2014, March 5, 2015 and April 6, 2016 (the Amended and Restated Warrants). The Omnibus Amendment amended the Notes to reduce the conversion price per share of the Common Stock to five cents ($0.05), subject to a downward adjustment in the event of certain lower price issuances of Common Stock by the Company, and also provided for the amendment of the Warrants such that the exercise price of the Warrants is adjusted to five cents ($0.05) per common share, subject to a downward adjustment in the event of certain lower price issuances of Common Stock by the Company. As at April 30, 2017, the Company had drawn $450,000.
NOTE 8.
SUBSEQUENT EVENTS
On August 23, 2017, the Company entered into a Second Omnibus Amendment to the Secured Promissory Note dated February 3, 2014, the $175,000 Note dated April 6, 2016, the $25,000 Note dated April 6, 2016 and the $250,000 Note dated May 6, 2016 (the Notes) and Common Stock Purchase Warrants dated February 3, 2014, October 9, 2014, March 5, 2015 and April 6, 2016 (the Amended and Restated Warrants). The Second Omnibus Amendment extends the maturity date for each of the Secured Notes, the $175,000 Note, the $25,000 Note and the $250,000 note shall be extended to December 31, 2018. As consideration for entering into this Amendment, the Company issued 5,000,000 warrants with an exercise price of five cents ($0.05) and expires on December 31, 2022. In addition, the Company will capitalize interest through December 31, 2016 and add it to the principal balance on January 1, 2017. The interest for the year ended December 31, 2017 will be capitalized as of January 1, 2018. Finally, on the July and August 2015 warrants the expiration date will be extended to December 31, 2019.
In April 2018, the Company and All Screens Media, LLC agreed to extend the closing date to December 31, 2018. Currently, the Company is negotiating the terms for a separation agreement with All Screens Media, LLC.
On January 24, 2019, the Company entered into an agreement to purchase 100% of AMCO INVEST, a France corporation in exchange for approximately $3,500,000. The Company purchased a portion of the shares from a related party. Currently, the Company is renegotiating certain terms of the agreement.
16
ITEM 2.