Quarterly report pursuant to Section 13 or 15(d)

Convertible notes receivable

v3.21.2
Convertible notes receivable
 6 Months Ended
Jun. 30, 2021
Debt Disclosure [Abstract]  
Convertible notes receivable

Note 7 – Convertible notes receivable

 

Convertible notes receivable consists of the following:

 

    June 30, 2021     December 31, 2020  
             
November 22, 2017, NeuCourt, Inc. convertible note receivable including accrued interest of $2,102 and $1,454 at June 30, 2021 and December 31, 2020. The note bears interest at 5% per annum, originally matured November 22, 2019, and was extended to mature November 22, 2021. Principal and accrued interest are due at maturity. Upon extension, the Company received a cash payment of $2,496 for interest accrued through November 4, 2019. Principal and unpaid interest may be converted into a blend of shares of a to-be-created series of Preferred Stock and Common Stock of NeuCourt (i) on closing of a future financing round of at least $750,000, (ii) on the election of NeuCourt on maturity of the Note, or (iii) on election of Mentor following NeuCourt’s election to prepay the Note. *   $ 27,102     $ 26,454  
                 
October 31, 2018, NeuCourt, Inc. convertible note receivable including accrued interest of $6,945 and $5,584 at June 30, 2021 and December 31, 2020. The note bears interest at 5% per annum and matures October 31, 2022. Principal and accrued interest are due at maturity. Principal and unpaid interest may be converted into a blend of shares of a to-be-created series of Preferred Stock and Common Stock of NeuCourt (i) on closing of a future financing round of at least $750,000, (ii) on the election of NeuCourt on the maturity of the Note, or (iii) on the election of Mentor following NeuCourt’s election to prepay the Note. *     56,945       55,584  
                 
Total convertible notes receivable     84,047       82,038  
                 
Less current portion     (27,102 )     (26,454 )
                 
Long term portion   $ 56,945     $ 55,584  

 

* The Conversion Price for each Note is the lower of (i) 75% of the price paid in the Next Equity Financing, or the price obtained by dividing a $3,000,000 valuation cap by the fully diluted number of shares. The number of Conversion Shares issued on conversion shall be the quotient obtained by dividing the outstanding principal and unpaid accrued interest on a Note to be converted on the date of conversion by the Conversion Price (the “Total Number of Shares”), The Total Number of Shares shall consist of Preferred Stock and Common Stock as follows: (i) That number of shares of Preferred Stock obtained by dividing (a) the principal amount of each Note and all accrued and unpaid interest thereunder by (b) the price per share paid by other purchasers of Preferred Stock in the Next Equity Financing (such number of shares, the “Number of Preferred Stock”) and (ii) that number of shares of Common Stock equal to the Total Number of Shares minus the Number of Preferred Stock. Using the valuation cap of $3,000,000, the November 22, 2017 Note would convert into 101,182 Conversion Shares and the October 31, 2018 Note would convert into 212,597 Conversion Shares at June 30, 2021. In the event of a Corporate Transaction prior to repayment or conversion of the Note, the Company shall receive back two times the outstanding principal on the Note, plus all accrued unpaid interest.