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NOTE 7. SHORT TERM BORROWINGS
12 Months Ended
Dec. 31, 2019
Debt Disclosure [Abstract]  
NOTE 7. SHORT TERM BORROWINGS

NOTE 7.  SHORT AND LONG TERM BORROWINGS

 

Short-term and Long-term borrowings, consist of the following:   December 31,     December 31,  
 Short term debt;   2019     2018  
Convertible Promissory Notes, bearing an annual interest rate of 15% secured, due 02/14/2019     50,000          50,000     
Convertible Promissory Notes, bearing an annual interest rate of 12% secured, due 08/27/2019     199,181          250,000     
Convertible Promissory Notes, bearing an annual interest rate of 8% secured, due 08/07/2020     1,467,869          -     
Total short term debt     1,712,050          300,000     
                 
Long term debt;                
Convertible Promissory Notes, bearing an annual interest rate of 5.0%, due 12/31/22     350,000          -     
Senior Secured Redeemable Debenture, bearing an annual interest rate of 16%, due 12/31/2021     900,000            -
Convertible Promissory Notes, bearing an annual interest rate of 15% secured, due 08/07/2020     -          717,391     
Total short-term and long-term borrowings, before debt discount     2,957,050          1,017,391     
Less debt discount     (594,202    )     (792,777    )
Total short-term and long-term borrowings, net   $ 2,372,848        $ 224,614     

 

Short-term and Long-term borrowings, acquisition related, consist of the following:                
Short-term borrowings – net of discount – acquisition related     1,591,914          81,136     
Long-term borrowings – net of discount – acquisition related     1,869,785          143,478     
Total short-term and long-term borrowings – acquisition related   $ 3,461,699        $ 224,614     
                 
Total short-term and long-term borrowings – net of discount     2,372,848          224,614     
Total short-term and long-term borrowings – Acquisition related     3,461,699          -     
Total short-term and long-term borrowings   $ 5,834,547        $ 224,614     

 

On August 7, 2018, we entered into a securities purchase agreement (“SPA”) with Discover Growth Fund, LLC (“Discover”), pursuant to which we issued a senior secured redeemable convertible debenture in the principal amount of $2,717,391 (of which $217,391 was retained by Discover as an original issue discount) (the “Debenture”), in exchange for $500,000 cash consideration and a promissory note issued to BYOC in the amount of $2,000,000 (the “Note”).

 

 Pursuant to the terms of the SPA, we issued to Discover a warrant to purchase up to 16,666,667 shares of our common stock, exercisable beginning on the six (6) month anniversary from the date of issuance for a period of three (3) years at an exercise price of $0.15 per share (the “Warrant”).  

 

The Debenture is subject to interest at a rate of 8.0% per annum and can be converted into shares of the Company’s common stock at a price equal to the lower of (i) $0.15 per share of common stock, and (ii) if there has never been a trigger event (as defined in the Debenture), (A) the average of the 5 lowest individual trades of the shares of common stock, less $0.01 per share, or following any such trigger event, (B) 60% of the foregoing. However, at no time can the debenture be converted at a price below $0.001 per share.

 

During the first quarter 2019 Discover Growth Fund LLC issued the additional $2,000,000 to the Company and converted $1,060,486 of the aggregate debt. During the current quarter Discover Growth Fund LLC converted $61,000 of their outstanding debt and interest.

 

 

On September 14, 2018, the Company issued a short-term convertible note payable for $50,000.  The note was originally due on February 14, 2019 and bears interest at a rate of 15% per annum.  The note is convertible into shares of common stock at $0.10 per share. The company is currently negotiating an extension with the noteholder, and has paid $5,000 for accrued interest during the third quarter. This note is currently past due and is being negotiated to cure, nevertheless this note has no default provisions.

 

On November 27, 2018, the Company received funding in conjunction with a convertible promissory note and a security purchase agreement dated November 27, 2018, in the amount of $250,000. The lender was Auctus Fund LLC. The notes have a maturity of August 27, 2019 and interest rate of 12% per annum and are convertible at a price of 60% of the lowest trading price on the primary trading market on which the Company’s Common Stock is then listed for the twenty-five (25) trading days immediately prior to conversion. The note may be prepaid, but carries a penalty in association with the remittance amount, as there is an accretion component to satisfy the note with cash. The Company is currently negotiating an extension with the noteholder as it is currently past due. As a result of a default provision, the interest rate has increased to 24%. The Company during 2019 issued 112,829,802 shares of its common stock which reduced the principal by 50,819 and paid interest of $25,035.

 

On December 31, 2019, Beyond Commerce, Inc., a Nevada corporation (the “Company”), entered into a securities purchase agreement (the “Securities Purchase Agreement”) with TCA Special Situations Credit Strategies ICAV, an Irish collective asset vehicle (the “Buyer” or “TCA ICAV”), and TCA Beyond Commerce, LLC, a Wyoming limited liability company (“TCA Beyond Commerce”), pursuant to which the Buyer purchased from the Company a senior secured redeemable debenture having an initial principal amount of $900,000 and an interest rate of 16% per annum (the “Initial Debenture”). The Initial Debenture, and any future debentures that may be purchased by Buyer pursuant to the Securities Purchase Agreement (the “Additional Debentures”), is secured through an unconditional and continuing security interest in all of the assets and properties, including after acquired assets, of the Company and each of its subsidiaries, which are acting as guarantors with respect to the Company’s obligations under the Initial Debenture and any Additional Debentures, pursuant to that certain Security Agreement, dated December 31, 2019, entered into by the Company and TCA Beyond Commerce in favor of the Buyer (the “Security Agreement”).In addition, Geordan Pursglove, the Company’s CEO, delivered a personal guaranty with respect to the Company’s obligations under the Securities Purchase Agreement. The maturity date on this security is December 31, 2021.

 

 TCA Beyond Commerce entered into a Membership Interest Purchase Agreement (the “Membership Interest Purchase Agreement”), whereby TCA Beyond Commerce acquired 100% of the authorized and issued membership interests of CCS from its sole member (the “CCS Seller”). TCA Beyond Commerce acquired the membership interests for a purchase price $525,000 (the “CCS Purchase Price”), with $175,000 to be paid in cash and the remaining $350,000 to be paid through TCA Beyond Commerce’s issuance of a convertible promissory note with an original principal of $350,000 and a conversion feature that provides the CCS Seller with the right to convert outstanding principal and accrued interest into shares of the Company’s common stock at a price based on the 10-day trailing average price of the Company’s stock. The cash maturity date is December 31, 2022.