Quarterly report pursuant to Section 13 or 15(d)

Subsequent Events

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Subsequent Events
6 Months Ended
Jun. 30, 2018
Subsequent Events [Abstract]  
Subsequent Events

Note 12 – Subsequent Events

 

Extension of Debt Maturity

 

13.5% unsecured note payable due September 8, 2017

 

The Company and Profit Well are in ongoing discussions to extend the term of this note, and the Company believes it will either extend, rework or repay the obligation to the satisfaction of Profit Well. On July 29, 2018, as partial consideration for the deferral, the Company agreed to issue Profit Well 100,000 shares of its restricted common stock.

 

13.5% unsecured note payable due June 30, 2018

 

On August 22, 2017, the Note Holder agreed to defer repayment of this note to a later date and acknowledged that the Company is not in default regarding this Debenture. As partial consideration for the deferment, the Company agreed to issue the Note Holder 60,000 shares of its restricted common stock.

 

8% convertible promissory note due August 17, 2018

 

The Company and FirstFire Global Opportunities Fund, LLC, agreed to amend the terms and maturity date of the convertible note and as consideration the Company agreed to issue FirstFire 100,000 shares of the Company’s restricted common stock.

 

Extension of Debt Maturity – Related Party

 

13.25% unsecured note payable due May 5, 2017

 

The Company and Berwin are in ongoing discussions to extend the term of this Note and the Company believes it will either extend, rework or repay the obligation to the satisfaction of Berwin. On July 29, 2018, as partial consideration for the deferral, the Company agreed to issue Berwin 100,000 shares of its restricted common stock.

 

Extension of New Credit

 

0% unsecured note with 6.3% original issue discount due August 6, 2018

 

On July 19, 2018, the Company issued to an unaffiliated investor a promissory note in the principal amount of $35,000.00, with an original issue discount of $2,207.08 and a funding amount of $32,792.92. The Note has a maturity date of August 6, 2018. Upon any default in payment of principal hereunder, the Company shall pay interest on the principal balance of this Note then outstanding and on the accrued but unpaid interest from the date of such default until such default is cured and the Note paid in full at the rate of Ten Percent (10%), compounded annually. The Company agreed to issue the investor 100,000 shares of the Company’s free trading (unrestricted) common stock in the event the Company did not file its 10-K/A Report with the SEC on or before July 27, 2018. The Company also agreed to issue the investor 200,000 shares of the Company’s free trading (unrestricted) common stock if the Company did not file its 10-Q Report for Q1 2018 with the SEC on or before August 3, 2018. Pursuant to this Note, the investor shall be assigned an undivided one and one-half percent (1.5%) overriding royalty of all oil, gas, and other minerals and hydrocarbons produced, saved, and sold from each well now or hereinafter located on certain leases and wells owned by the Company.

 

13.5% senior convertible note due January 11, 2020

 

On August 11, 2018, the Company signed a term sheet with an unaffiliated investor for a Senior Convertible Note in the principal amount of $36,250.00 bearing 13.5% annual interest payable at maturity or conversion. In the event of default, the Company shall pay a penalty payment of $3,625.00. The Note and outstanding accrued unpaid interest are convertible at any time, in whole or in part, subject to Rule 144 or any other registration or exemption rights. The Company may, at any time within 12 months of funding date, prepay the outstanding principal and accrued unpaid interest upon providing investor with written notice of the Company’s intent to pay. Investor shall be provided seven (7) days within which to elect to convert or receive cash payment. The Company agreed to issue the investor 4,000 shares of its restricted common stock as additional consideration for entering into the Note. In addition, the Company agreed to issue investor 100,000 warrants at a strike price of $0.665 per share, with an exercise term of 24 months and without cashless exercise provision. If the company enters into a subsequent financing with another individual or entity (a third party) on terms that are more favorable to the third party, the agreements between the company and the investor shall be amended to include such better terms so long as the Note is outstanding.