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NOTES PAYABLE TO RELATED AND UNRELATED PARTIES
9 Months Ended
Sep. 30, 2022
Related Party Transactions [Abstract]  
NOTES PAYABLE TO RELATED AND UNRELATED PARTIES

NOTE 3 – NOTES PAYABLE TO RELATED AND UNRELATED PARTIES

 

On January 4, 2021, the Company entered a $750,000 working capital loan agreement with Directors, Stewart Wallach and Jeffrey Postal (the “Lenders). There were no borrowings on this working capital loan. The short-term facility ended June 30, 2021.

 

In consideration for the Lenders providing the loan under this agreement and agreeing to a below market rate of interest, and as payment of a finance fee for the loan on an unsecured basis, the Company issued to the Lenders 7,500 shares of the Company’s Series B-1 Convertible Preferred Stock (“Preferred Shares) Each Preferred Share converts into 66.66 shares of common stock at option of Lender . The Preferred Shares and any shares of Common Stock issued under the loan agreement are “restricted securities under Rule 144 of the Securities Act of 1933, as amended. The Preferred Shares have no further rights, preferences, or privileges. The fair value of the Preferred Shares was determined to be $48,996 based on the number of shares of Common Stock to be issued upon conversion and the market price of the Common Stock on the date the working capital loan agreement was executed. The Company amortized the $48,996 into interest expense over the six months of the agreement and included in interest expense on the consolidated statements of operations.

 

On July 2, 2021, the Board of Directors (“Board) resolved that the Company required a purchase order funding facility to procure additional inventory to support the online Smart Mirror business. The Board resolved that certain Directors could negotiate the terms of such a funding facility for up to $1,020,000 with Directors S. Wallach and J. Postal and E. Fleisig, a natural person who is not affiliated with the Company. This agreement was finalized on October 18, 2021, and the Company received the funding of $1,020,000 on October 18, 2021 which is due 18 months from receipt of the funds. Under this agreement, the interest terms are 5% based on a 365- day year. This agreement shall continue in full force for 18 months from the start date. As of September 30, 2022, the note balance of $1,068,484 includes accrued interest of $48,484, and $712,323 of principal and accrued interest due to related parties which has been presented separately on the unaudited condensed balance sheet. As of September 30, 2022, the entire principal and accrued interest has been classified as a current liability due to the maturity in April 2023.

 

 On May 1, 2022 the Company negotiated three separate $200,000 Working Capital Funding agreements, to provide funding for daily operations (the “Working Capital Funding Agreements”). The Board resolved that certain Directors could negotiate the terms of a working capital funding agreement for up to a total of $600,000, with Directors S. Wallach (through Group Nexus, a company controlled by Mr. Wallach), J. Postal and Mouhaned Khoury. The term of each agreement is 18 months or November 2023 with principal accruing simple interest at a rate of 5 percent per annum. The loans may be prepaid in full or partially without any penalty. The Company received the $600,000 of funding under the Working Capital Funding Agreement on various dates during the quarter ended June 30, 2022. As of September 30, 2022, the balance outstanding was $612,575 which includes an accrued interest of $12,575, and $408,384 of principal and accrued interest due to related parties which has been presented separately on the unaudited condensed balance sheet