Debt Financing

9 Months Ended

Sep. 30, 2022

Debt Financing

Debt Financing

Note 2. Debt Financing

Certain principal shareholders have granted the Company secured convertible notes (in accordance with the Uniform Commercial Code in the State of Delaware), short term convertible notes and other short-term notes, which have a total carrying value of €71,066 including interest due to date. Interest incurred on these notes since inception has been added to the principal amounts.

The details of the convertible notes and loans are as follows at September 30, 2022:

										Fixed
								Conversion		Rate
Lender	1st-Issue	Principal		Duration			Interest	Price		EUR/USD
Price	Date	Amount		(Note)			Rate	(stated)		Conversion
Eardley Holding A.G. (1)	06/23/2006	€	194		(2	)	10% pa	$	0.10		N/A
Anglo Irish Bank S.A.(3)	10/21/2007	€	500		(2	)	10% pa	$	0.50		1.4090
Round Enterprises Ltd.	12/10/2007	€	1,500		(2	)	10% pa	$	0.50		1.4429
Round Enterprises Ltd.	01/22/2008	€	1,500		(2	)	10% pa	$	0.50		1.4629
Round Enterprises Ltd.	04/25/2008	€	2,000		(2	)	10% pa	$	0.50		1.5889
Round Enterprises Ltd.	06/30/2008	€	1,500		(2	)	10% pa	$	0.50		1.5380
Round Enterprises Ltd.	11/18/2008	€	1,200		(2	)	10% pa	$	0.50		1.2650
Round Enterprises Ltd.	02/09/2009	€	1,500		(2	)	10% pa	$	0.50		1.2940
Round Enterprises Ltd.	06/15/2009	€	5,500		(2,4	)	10% pa	$	0.80		1.4045
Eardley Holding A.G.	06/15/2009	€	100		(2,4	)	10% pa	$	0.80		1.4300
Von Meyenburg	08/03/2009	€	200		(2	)	10% pa	$	0.80		1.4400
Round Enterprises Ltd.	10/13/2009	€	2,000		(2	)	5% pa	$	0.25		1.4854
Round Enterprises Ltd.	12/18/2009	€	2,200		(2	)	5% pa	$	0.25		1.4338
Round Enterprises Ltd.	08/04/2011	€	1,225		(5,6	)	10% pa	$	0.034		N/A
Eardley Holding A.G.	08/04/2011	€	306		(5,6	)	10% pa	$	0.034		N/A
Round Enterprises Ltd.	11/08/2011	€	400		(6	)	10% pa	$	0.034		1.3787
Eardley Holding A.G.	11/08/2011	€	100		(6	)	10% pa	$	0.034		1.3787
Round Enterprises Ltd.	02/10/2012	€	1,000		(6	)	10% pa	$	0.034		1.3260
Eardley Holding A.G.	02/14/2012	€	200		(6	)	10% pa	$	0.034		1.3260
Round Enterprises Ltd.	04/19/2012	€	322		(6	)	10% pa	$	0.034		1.3100
Eardley Holding A.G.	04/19/2012	€	80		(6	)	10% pa	$	0.034		1.3100
Round Enterprises Ltd.	05/04/2012	€	480		(6	)	10% pa	$	0.034		1.3152
Eardley Holding A.G.	05/04/2012	€	120		(6	)	10% pa	$	0.034		1.3152
Round Enterprises Ltd.	09/03/2012	€	200		(6	)	10% pa	$	0.034		1.2576
Eardley Holding A.G.	09/03/2012	€	50		(6	)	10% pa	$	0.034		1.2576
Round Enterprises Ltd.	11/14/2012	€	500		(6	)	10% pa	$	0.034		1.2718
Eardley Holding A.G.	12/06/2012	€	125		(6	)	10% pa	$	0.034		1.3070
Round Enterprises Ltd.	01/16/2013	€	240		(6	)	10% pa	$	0.034		1.3318
Eardley Holding A.G.	01/16/2013	€	60		(6	)	10% pa	$	0.034		1.3318
Round Enterprises Ltd.	03/25/2013	€	400		(6	)	10% pa	$	0.037		1.2915
Eardley Holding A.G.	04/14/2013	€	150		(6	)	10% pa	$	0.034		1.3056
Round Enterprises Ltd.	04/14/2013	€	600		(6	)	10% pa	$	0.034		1.3056
Eardley Holding A.G.	05/15/2013	€	170		(6	)	10% pa	$	0.037		1.2938
Round Enterprises Ltd.	05/15/2013	€	680		(6	)	10% pa	$	0.037		1.2938
Eardley Holding A.G.	06/24/2013	€	60		(6	)	10% pa	$	0.025		1.3340
Round Enterprises Ltd.	06/24/2013	€	240		(6	)	10% pa	$	0.025		1.3340
Eardley Holding A.G.	08/05/2013	€	80		(6	)	10% pa	$	0.018		1.3283
Round Enterprises Ltd.	08/05/2013	€	320		(6	)	10% pa	$	0.018		1.3283
Eardley Holding A.G.	03/01/2017	€	230		(7	)	2.5% pa		N/A		N/A
Round Enterprises Ltd.	03/01/2017	€	920		(7	)	2.5% pa		N/A		N/A
Eardley Holding A.G.	10/18/2017	€	230		(7	)	2.5% pa		N/A		N/A
Round Enterprises Ltd.	10/18/2017	€	920		(7	)	2.5% pa		N/A		N/A
Eardley Holding A.G.	06/01/2018	€	160		(8	)	2.5% pa		N/A		N/A
Round Enterprises Ltd.	06/01/2018	€	640		(8	)	2.5% pa		N/A		N/A
Eardley Holding A.G.	11/10/2018	€	160		(8	)	2.5% pa		N/A		N/A
Round Enterprises Ltd.	11/10/2018	€	640		(8	)	2.5% pa		N/A		N/A
Eardley Holding A.G.	06/15/2019	€	120		(9	)	2.5% pa		N/A		N/A
Round Enterprises Ltd.	06/15/2019	€	480		(9	)	2.5% pa		N/A		N/A
Eardley Holding A.G.	12/20/2019	€	120		(10	)	2.5% pa		N/A		N/A
Round Enterprises Ltd.	12/20/2019	€	480		(10	)	2.5% pa		N/A		N/A
Eardley Holding AG	06/15/2020	€	220		(11	)	2.5% pa		N/A		N/A
Round Enterprises Ltd.	06/15/2020	€	880		(11	)	2.5% pa		N/A		N/A
Eardley Holding AG	12/15/2020	€	170		(12	)	2.5% pa		N/A		N/A
Round Enterprises Ltd.	12/15/2020	€	680		(12	)	2.5% pa		N/A		N/A
Eardley Holding AG	08/15/2021	€	240		(13	)	2.5% pa		N/A		N/A
Round Enterprises Ltd.	08/15/2021	€	960		(13	)	2.5% pa		N/A		N/A
Eardley Holding AG	04/30/2022	€	120		(14	)	2.5% pa		N/A		N/A
Round Enterprises Ltd.	04/30/2022	€	480		(14	)	2.5% pa		N/A		N/A
Eardley Holding AG	08/15/2022	€	120		(14	)	2.5% pa		N/A		N/A
Round Enterprises Ltd.	08/15/2022	€	480		(14	)	2.5% pa		N/A		N/A
Total Short Term Principal Amounts		€	37,452
Accrued Interest		€	33,614
TOTAL LOANS AND NOTES		€	71,066

(1) Private investment company of Dr. Thomas Staehelin, member of the Board of Directors and of the Audit Committee of the Company. Face value is stated in U.S. dollars at $190.

(2) This maturity date is automatically prolonged for periods of three months, unless called for repayment.

(3) Renamed Hyposwiss Private Bank Genève S.A. and acting on behalf of Round Enterprises Ltd. which is a major shareholder.

(4) The loan is secured against 2/3rds of the IP assets of Bestewil Holding BV and against all property of the Company.

(5) The face values of the loans are stated in U.S. dollars at $1,200 and $300, respectively.

(6) This maturity date is automatically prolonged for periods of three months, unless called for repayment. The conversion price per   share is determined by the lower of (i) reducing by 10% the price per share of the Company’s common stock paid by the investors in connection with an investment in the Company of not less than US$20,000, or (ii) at the fixed conversion price using a fixed exchange rate which are noted in the table above. The convertible note holder has the right to convert at any time prior to the maturity date, at the convertible note holder’s option, prior to the repayment of the outstanding balance under the note by the Company, to convert the unpaid outstanding principal balance and accrued interest, in whole or in part, into common stock at the fixed conversion price as stated in the contract.

(7) On March 1, 2017, Round Enterprises Ltd. and Eardley Holding AG each provided two promissory Notes for a total of €1,840 and €460, respectively, with a 2.5% interest per annum and a maturity date of March 1, 2018. The first 50% of the promissory Notes of €920 and €230, respectively, were provided immediately. The second 50% of the promissory notes of €920 and €230, respectively, were provided on October 18, 2017, with a 2.5% interest per annum and a maturity date of October 18, 2018. Both Round Enterprises Ltd. And Eardley Holding AG have agreed to amend the maturity date of these promissory notes to follow the same terms of the other convertible loans. Therefore, the maturity date of the promissory notes is amended to be the later of (i) June 30, 2018, or (ii) the end of a subsequent calendar quarter in which the Company receives a written request from the lender for repayment of the unpaid principal and accrued interest due under the Notes. The amendments were accounted for as modifications in the consolidated financial statements.

(8) On June 1, 2018, Round Enterprises Ltd. and Eardley Holding AG each provided two promissory Notes for a total of €1,280 and €320 in two tranches, respectively, with a 2.5% interest per annum. The first tranche of the promissory Notes of €640 and €160, respectively, were provided immediately. The second tranche of the promissory notes of €640 and €160, respectively, were provided on November 10, 2018, with a 2.5% interest per annum. The maturity date of these promissory notes to follow the same terms of other convertible loans and is the later of (i) June 30, 2019, or (ii) the end of a subsequent calendar quarter in which the Company receives a written request from the lender for repayment of the unpaid principal and accrued interest due under the Notes.

(9) On June 15, 2019, Round Enterprises Ltd. and Eardley Holding AG each provided promissory Notes for a total of €600 with a 2.5% interest per annum. The promissory Notes of €480 and €120, respectively, were provided immediately. The maturity date of these promissory notes to follow the same terms of other convertible loans and is the later of (i) December 31, 2020, or (ii) the end of a subsequent calendar quarter in which the Company receives a written request from the lender for repayment of the unpaid principal and accrued interest due under the Notes.

(10) On December 20, 2019, Round Enterprises Ltd. and Eardley Holding AG each provided promissory Notes for a total of €600 with a 2.5% interest per annum. The promissory Notes of €480 and €120, respectively, were provided immediately. The maturity date of these promissory notes to follow the same terms of other convertible loans and is the later of (i) June 30, 2020, or (ii) the end of a subsequent calendar quarter in which the Company receives a written request from the lender for repayment of the unpaid principal and accrued interest due under the Notes.

(11) On June 15, 2020, Round Enterprises Ltd. and Eardley Holding AG each provided promissory Notes for a total of €1,100 with a 2.5% interest per annum. The promissory Notes of €880 and €220, respectively, were provided immediately. The maturity date of these promissory notes to follow the same terms of other convertible loans and is the later of (i) September 30, 2020, or (ii) the end of a subsequent calendar quarter in which the Company receives a written request from the lender for repayment of the unpaid principal and accrued interest due under the Notes.

(12) On December 15, 2020, Round Enterprises Ltd. and Eardley Holding AG each provided promissory Notes for a total of €850 with a 2.5% interest per annum. The promissory Notes of €680 and €170, respectively, were provided immediately. The maturity date of these promissory notes to follow the same terms of other convertible loans and is the later of (i) March 31, 2021, or (ii) the end of a subsequent calendar quarter in which the Company receives a written request from the lender for repayment of the unpaid principal and accrued interest due under the Notes.

(13) On August 15, 2021, Round Enterprises Ltd. and Eardley Holding AG each provided promissory Notes for a total of €1,200 with a 2.5% interest per annum. The promissory Notes of €960 and €240, respectively, were provided immediately. The maturity date of these promissory notes to follow the same terms of other convertible loans and is the later of (i) December 31, 2021, or (ii) the end of a subsequent calendar quarter in which the Company receives a written request from the lender for repayment of the unpaid principal and accrued interest due under the Notes.

(14) On April 30, 2022, Round Enterprises Ltd. and Eardley Holding AG each provided two promissory Notes for a total of €960 and €240 in two tranches, respectively, with a 2.5% interest per annum. The first tranche of the promissory Notes of €480 and €120, respectively, were provided immediately. The second tranche of the promissory notes of €480 and €120, respectively, has been provided on August 15, 2022, with a 2.5% interest per annum. The maturity date of these promissory notes to follow the same terms of other convertible loans and is the later of (i) September 30, 2022, or (ii) the end of a subsequent calendar quarter in which the Company receives a written request from the lender for repayment of the unpaid principal and accrued interest due under the Notes.

On April 2, 2020, the Swiss entity, Mymetics SA, received a federal credit line of Chf168 (€156) in relation with the Covid-19 pandemic. This credit line applies for five years and is fully guaranteed by the Swiss Confederation via guaranteed organizations. The interest rate is currently at 0 percent until March 31, 2021. The Swiss Confederation has the right to adjust the interest rate to the market rate. The first revision took place as of April 1, 2021, but no modification was applied. A first amortization installment of €14 is due on October 3, 2022. The next amortization of €14 will be due on March 31, 2023. The entire loan should be fully amortized by September 30, 2027.

Certain of the secured convertible notes have conversion features that should be bifurcated from the debt and recorded at fair value; however, as of September 30, 2022, and December 31, 2021, the probability of the conversion features being exercised was zero. For this reason, the conversion features are not required to be bifurcated from the debt as the fair value is zero at September 30, 2022, and December 31, 2021.