SUBSEQUENT EVENT

3 Months Ended

Mar. 31, 2019

Notes to Financial Statements

NOTE 10. SUBSEQUENT EVENT

SUBSEQUENT EVENT DISCLOSURE

Amendment No. 4 to the Definitive Agreement

On or about June 7, 2019, the Company, WOD MARKET LLC, a Colorado limited liability company (“WOD”), and WOD Holdings Inc., a Delaware corporation (“WODH”) executed amendment No. 4 to the definitive agreement (the “Definitive Amendment No. 4”), pursuant to which the parties agreed to the following amended terms:

1. Amendments; Extensions. The date of the Final Closing shall be amended to reflect a one (1) year period extension to December 31, 2019 (the “Extended Closing Date”), including, but not limited to, applicable amendments to certain provisions set forth in the Original Agreement and the prior Amendments which may be effected by this Amendment, thus extending the compliance of such provisions to the Extended Closing Date, with any and all other terms of the Original Agreement and the prior Amendments remaining in full force and effect.

The Definitive Amendment No. 4 contained other terms and conditions and customary provisions not referenced in the above description.

The foregoing description of the Definitive Amendment No. 4 is qualified in its entirety by reference to the Definitive Amendment No. 4 filed as Exhibit 10.99 to this report and incorporated herein by reference.

Amendment No. 2 to Joint Venture Agreement to Exhibit I of Amendment No. 4 to the Definitive Agreement

On or about June 7, 2019, the Company and WOD Holdings Inc., a Delaware corporation (“WODH”) executed amendment No. 2 to the Joint Venture Agreement (the “JV Amendment No. 2”), pursuant to which the parties agreed to the following amended terms:

1. Amendments; Extensions. The date of the Final Closing shall be amended to reflect a one (1) year period extension to December 31, 2019 (the “Extended Closing Date”), including, but not limited to, applicable amendments to certain provisions set forth in the Original Agreement and the prior Amendments which may be effected by this Amendment, thus extending the compliance of such provisions to the Extended Closing Date, with any and all other terms of the Original Agreement and the prior Amendments remaining in full force and effect.

The JV Amendment No. 2 contained other terms and conditions and customary provisions not referenced in the above description.

The foregoing description of the JV Amendment No. 2 is qualified in its entirety by reference to the JV Amendment No. 2 filed as Exhibit 10.100 to this report and incorporated herein by reference.

Line of Credit –$8,000,000 – Loan Agreement Exhibit A to Amendment No. 2 to the Joint Venture Agreement

On or about June 7, 2019, the Company (the “Lender”) and WOD Market LLC, a Colorado limited liability company (the “Borrower”) executed amendment No. 2 to Loan Agreement (the “Loan Amendment No. 2”), pursuant to which the parties agreed to the following amended terms:

1.	Amendment to Section 1 of the Loan Agreement. Pursuant to Section 1 of the Original Loan Agreement, the Due Date is hereby amended to reflect a one (1) year period extension to December 31, 2019:
2.	Amendment to Section (b) of the Convertible Promissory Note. Pursuant to Section (b) of the Convertible Promissory Note, the Due Date is hereby amended to reflect a one (1) year period extension to December 31, 2019:

The Loan Amendment No. 2 contained other terms and conditions and customary provisions not referenced in the above description.

The foregoing description of the Loan Amendment No. 2 is qualified in its entirety by reference to the Loan Amendment No. 2 filed as Exhibit 10.101 to this report and incorporated herein by reference.

Amendment No. 2 to Voting Trust Agreement

On or about June 7, 2019, the Company and Eliers Law Group, P.A., a Florida corporation (the “Voting Trustee”) executed Amendment No. 2 to the Voting Trust Agreement (the “Trust Amendment No. 2”), pursuant to which the parties agreed to the following amended terms:

1. Amendment to Section 10 of the Original Trust Agreement. Pursuant to Section 10(b), the term of the Original Trust Agreement is hereby amended to reflect a one (1) year period extension to December 31, 2019:

The Trust Amendment No. 2 contained other terms and conditions and customary provisions not referenced in the above description.

The foregoing description of the Trust Amendment No. 2 is qualified in its entirety by reference to the Trust Amendment No. 2 filed as Exhibit 10.102 to this report and incorporated herein by reference.