Quarterly report pursuant to Section 13 or 15(d)

Debentures and Notes Payable

v3.7.0.1
Debentures and Notes Payable
9 Months Ended
Sep. 30, 2016
Debt Disclosure [Abstract]  
Debentures and Notes Payable
Note 5 – Debentures and Notes Payable
 
 
 
September 30,
 
December 31,
 
 
 
2016
 
2015
 
Notes and debentures payable:
 
 
 
 
 
 
 
9% Promissory note due June 2017
 
$
25,341
 
$
-
 
4.75% Convertible debenture due June 2017
 
 
64,124
 
 
-
 
 
 
 
 
 
 
 
 
Total notes and debentures payable
 
$
89,465
 
$
-
 
 
 
 
 
 
 
 
 
Notes payable - related party:
 
 
 
 
 
 
 
14% Term loan due June 2018
 
$
103,993
 
$
-
 
14% Term loan due June 2018
 
 
300,500
 
 
-
 
14% Term loan due June 2018
 
 
395,961
 
 
130,572
 
 
 
 
 
 
 
 
 
Total notes payable - related party
 
$
800,454
 
$
130,572
 
 
9% Promissory note due June 2017
 
On April 26, 2016, 3DIcon signed a 9% Promissory Note with Golden State in the amount of $40,000. Interest is due monthly in the amount of $300. Golden State advanced the $40,000 on the note and, on June 16, 2016, applied $14,659 to fund the exercise of warrants under the terms of the 4.75% Convertible debenture (described below) held by Golden State, leaving $25,341 outstanding on the 9% Promissory note. Subsequent to September 30, 2016, Golden Gate extended the maturity date of their 9% promissory note payable to June 1, 2017.
 
4.75% Convertible debenture due June 2017
 
On November 3, 2006, 3DIcon issued to Golden State a 4.75% convertible debenture in a principal amount of $100,000, due December 31, 2014, subsequently extended to December 31, 2016 and most recently, June 1, 2017, and warrants to buy 28,571 shares of the common stock at an exercise price of $381.50 per share. In connection with each conversion, Golden State is expected to simultaneously exercise a percentage of warrants equal to the percentage of the principal being converted.
 
The conversion price for the 4.75% $100,000 convertible debenture is the lesser of (i) $4.00 or (ii) 80% of the average of the five lowest volume weighted average prices (“VWAP”) during the twenty (20) trading days prior to the conversion. If Golden State elects to convert a portion of the debenture and, on the day that the election is made, the volume weighted average pre-split price is below $0.70, the Company shall have the right to prepay that portion of the debenture that Golden State elected to convert, plus any accrued and unpaid interest, at 135% of such amount. 
 
14% Term loan due June 2018, related party
 
On April, 18, 2016, 3DIcon entered into an unsecured loan agreement whereby Carlton James North Dakota Limited ("CJNDL”) agreed to provide 3DIcon a loan facility of up to $100,000. Under the terms of the agreement, 3DIcon shall pay interest on the outstanding unpaid balance at the rate of 1.167% per month. The interest is due quarterly and the principal is due June 29, 2018. CJNDL has advanced $103,993 ($3,993 in excess of the facility) on the loan. Subsequent to September 30, 2016, CJND agreed that the excess amount funded to date and any future funding under the loan will be done on the same terms and conditions as the original note. CJNDL is a party to the Share Exchange Agreement discussed in Note 2.
 
14% Term loan due June 2018, related party
 
On April, 18, 2016, 3DIcon entered into an unsecured loan agreement whereby Victor Keen, former CEO of 3DIcon (“Keen”) agreed to provide 3DIcon a loan facility of up to $300,000. Under the terms of the agreement, 3DIcon shall pay interest on the outstanding unpaid balance at the rate of 1.167% per month. The interest is due quarterly and the principal is due June 29, 2018. Keen has advanced $300,500 ($500 in excess of the facility) on the loan. Subsequent to September 30, 2016, Keen agreed that the excess amount funded to date and any future funding under the loan will be done on the same terms and conditions as the original note. Keen is a party to the Share Exchange Agreement discussed in Note 2.
 
14% Term loan due June 2018, related party
 
In June 2015, Coretec obtained a $500,000 revolving note agreement with CJNDL. The total amount of borrowings by Coretec shall not exceed $500,000. Coretec pays interest on the outstanding balance at the rate of 1.167% per month, payable on a quarterly basis. CJNDL has advanced $395,961 on the loan. Outstanding borrowings are secured by substantially all assets of the Company. The Note is due on June 29, 2018.