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Subsequent Events
3 Months Ended
Mar. 31, 2023
Subsequent Events [Abstract]  
Subsequent Events [Text Block]

Note 15: Subsequent Events

 

Issuance of Common Stock

 

On April 4, 2023, the Company issued 2,952 shares of common stock at a price of $1.05 per share to a service provider.

 

On April 5, 2023, the Company issued 94,738 shares of common stock to an investor at a price of $1.32 per share pursuant to a true-up agreement.

 

On May 5, 2023, the Company issued 2,552 shares of common stock to an investor at a price of $1.05 per share for satisfaction of accounts payable.

 

On May 9, 2023, the Company issued 19,622 shares of common stock to Michael C. Howe, a related party, at a price of $0.94 per share to reimburse Mr. Howe for costs incurred in connection with a settlement agreement with a vendor.

 

On June 9, 2023, the Company issued 20,212 shares of common stock as dividends on its Series X Preferred Stock at a price of $1.25 per share, including 1,670 to an officer, 1,003 to an ex-director, and 10,426 to a related party shareholder.

 

On June 29, 2023, the Company issued 131,362 shares of common stock at a price of $0.80 per share to a vendor in satisfaction of accounts payable in the amount of $105,089.

 

On August 29, 2023, the Company issued 43,750 shares of common stock at a price of $0.80 per share to a vendor in satisfaction of accounts payable in the amount of $35,000.

 

PPP Loan Payment Plan

 

On July 12, 2023, the Company entered into a payment plan arrangement with the U.S. Small Business Administration regarding PPP Loan. The terms of the payment plan call for monthly payments of approximately $2,595 for 180 months beginning July 1, 2023 resulting in total payments in the amount of $467,116.

 

Issuance of Series F Preferred Stock

 

Sale of Series F Preferred Stock Sold for Cash

 

On April 11, 2023, the Company entered into securities purchase agreements (each a “Purchase Agreement”) with investors providing for the sale and issuance of (i) Series F 12% PIK Convertible Perpetual Preferred Stock, par value $0.01 per share (the “Series F Shares”) and (ii) warrants to purchase shares of Common Stock (the “Warrants,” and together with the Series F Shares, the “Securities”). The Warrants have an initial exercise price of $2.50 per share and the final number of shares of Common Stock the warrant is exercisable for will equal the number of shares of Common Stock into which the Series F Shares convert divided by 2.

 

On April 11, 2023, the Company entered into a Purchase Agreement for the sale of 863 Securities at a price of $1,000 per Security for cash in the amount of $375,000 plus incentives in the amount of $487,500.

 

On April 11, 2023, the Company entered into a Purchase Agreement for the sale of 288 Securities at a price of $1,000 per Security for cash in the amount of $125,000 plus incentives in the amount of $162,500.

 

On April 11, 2023, the Company entered into a Purchase Agreement for the sale of 345 Securities at a price of $1,000 per Security for cash in the amount of $150,000 plus incentives in the amount of $195,000.

 

On June 30, 2023, the Company entered into a Purchase Agreement for the sale of 250 Securities at a price of $1,000 per Security for cash in the amount of $250,000.

 

Series F Preferred Stock Issued for Conversion of Debt

 

Also in connection with the Purchase Agreements, the Company entered into separate exchange agreements pursuant to which the investors in the Series F Preferred Stock exchanged certain securities, as defined in each individual Exchange Agreement, for a number Series F Shares (based on their liquidation preference of $1,000) equal to 120%, 165% or 230%, depending on whether the investor invested additional funds into the bridge financing, of the “Principal Amount,” “Stated Value” and/or liquidation preference of the Exchange Securities (including any payoff bonus, accrued dividends or interest).

 

On April 11, 2023, in transactions with nine investors, the Company issued an aggregate 8,023 shares of Series F Preferred Stock at a price of $1,000 per share in exchange for debt and accrued interest, including payoff bonuses, in the aggregate amount of $8,018,293.

 

Series F Preferred Stock Issued for Conversion of Series C and Series D Preferred Stock

 

On April 11, 2023, in transactions with two investors, the Company issued an aggregate 2,051 shares of Series F Preferred Stock at a price of $1,000 per share in exchange for Series C Preferred Stock and accrued dividends and payoff bonuses in the aggregate amount of $2,050,165.

 

On April 11, 2023, in transactions with five investors, the Company issued an aggregate 3,884 shares of Series F Preferred Stock at a price of $1,000 per share in exchange for Series D Preferred Stock and accrued dividends and payoff bonuses in the aggregate amount of $3,883,524.

 

Series F Preferred Stock Issued for Conversion of Accounts Payable

 

On June 29, 2023, the Company issued an aggregate 147 shares of Series F Preferred Stock to two creditors in satisfaction of accounts payable in the aggregate amount of $146,214.

 

Appointment of Ms. Sheila Schweitzer as Chairperson of the Board of Directors and President, Chief Operating Officer

 

Effective June 1, 2023, the Board of Directors appointed Ms. Sheila Schweitzer to the position of Chief Operating Officer. Ms. Schweitzer will receive a salary in the amount of $200,000 per year. Her employment agreement is for a period of one year.

 

Effective June 6, 2023, the Board of Directors of the Company appointed Ms. Schweitzer, who has been a member of the Board of Directors since 2021, to the position of Chairperson, replacing Mr. Tom Brodmerkel, who has completed his term as Chair. Mr. Brodmerkel will remain as Chief Financial Officer and continue to serve as a member of the Company’s Board of Directors.

 

Appointment of Mr. Allen Plunk to the Board of Directors

 

On July 18, 2023 the Company appointed Mr. Allen Plunk to its Board of Directors. This follows a recent assessment of its healthcare operations and coincides with its decision to place new emphasis on building out its acquisition of healthcare technology and services entities. Mr. Plunk will receive compensation commensurate with that of all other members of the Board of Directors.