Schedule of convertable debt |
The
below table sets forth details regarding the shares issued to certain related parties upon the Company's exercise of the Mandatory
Conversion:
Note
Issuance and Conversion Table:
Note Holder |
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Principal Amount |
|
|
2015 Discount |
|
|
Carrying Value September 30, 2015 |
|
|
Accrued Interest at Conversion |
|
|
Shares issued on Conversion |
|
Original
Note Purchase Agreement |
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Note
Date Range Sept 22, 2014 to July 20, 2015 |
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|
RSJ
Private Equity |
|
(1) |
|
$ |
750,000 |
|
|
$ |
21,300 |
|
|
$ |
728,700 |
|
|
$ |
76,200 |
|
|
|
165,246 |
|
John
Pappajohn |
|
(2) |
|
|
200,000 |
|
|
|
8,100 |
|
|
|
191,900 |
|
|
|
20,400 |
|
|
|
44,089 |
|
John
Pappajohn |
|
(5) |
|
|
200,000 |
|
|
|
3,000 |
|
|
|
197,000 |
|
|
|
14,200 |
|
|
|
42,820 |
|
Tierney
Family Trust |
|
(3) |
|
|
540,000 |
|
|
|
16,000 |
|
|
|
524,000 |
|
|
|
46,000 |
|
|
|
117,199 |
|
Follman
Family Trust |
|
(4) |
|
|
100,000 |
|
|
|
3,000 |
|
|
|
97,000 |
|
|
|
7,700 |
|
|
|
21,538 |
|
Oman
Ventures |
|
(6) |
|
|
200,000 |
|
|
|
8,100 |
|
|
|
191,900 |
|
|
|
20,400 |
|
|
|
44,089 |
|
4
Accredited Investors |
|
|
|
|
300,000 |
|
|
|
9,100 |
|
|
|
290,900 |
|
|
|
30,600 |
|
|
|
66,112 |
|
Subtotal
for First Round |
|
|
|
$ |
2,290,000 |
|
|
$ |
68,600 |
|
|
$ |
2,221,400 |
|
|
|
|
|
|
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|
Omnibus
Amendment Sept 14, 2015 |
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Note
Date Range Sept 14, 2015 to September 24, 2015 |
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|
RSJ
Private Equity |
|
(1) |
|
$ |
350,000 |
|
|
$ |
85,400 |
|
|
$ |
264,600 |
|
|
|
17,300 |
|
|
|
73,462 |
|
Robin
Smith |
|
(2) |
|
|
60,000 |
|
|
|
7,100 |
|
|
|
52,900 |
|
|
|
3,100 |
|
|
|
12,611 |
|
John
Pappajohn |
|
(2) |
|
|
100,000 |
|
|
|
24,400 |
|
|
|
75,600 |
|
|
|
5,100 |
|
|
|
21,015 |
|
Follman
Family Trust |
|
(4) |
|
|
150,000 |
|
|
|
36,500 |
|
|
|
113,500 |
|
|
|
7,600 |
|
|
|
31,522 |
|
2
Accredited Investors |
|
|
|
|
50,000 |
|
|
|
12,200 |
|
|
|
37,800 |
|
|
|
2,500 |
|
|
|
10,508 |
|
Subtotal
for Second Round |
|
|
|
$ |
710,000 |
|
|
$ |
165,600 |
|
|
$ |
544,400 |
|
|
|
|
|
|
|
|
|
Balances
at September 30, 2015 |
|
|
|
$ |
3,000,000 |
|
|
$ |
234,200 |
|
|
$ |
2,765,800 |
|
|
|
|
|
|
|
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|
Second Amended
Note December 23 & 28, 2015 |
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|
|
RSJ
Private Equity |
|
(1) |
|
$ |
750,000 |
|
|
|
|
|
|
|
|
|
|
|
27,300 |
|
|
|
155,465 |
|
John
Pappajohn |
|
(2) |
|
|
250,000 |
|
|
|
|
|
|
|
|
|
|
|
9,300 |
|
|
|
51,856 |
|
Subtotal
for Third Round |
|
|
|
$ |
1,000,000 |
|
|
|
|
|
|
|
|
|
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|
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|
Note Date Range
Feb 23, 2016 to August 16, 2016 |
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|
RSJ
Private Equity |
|
(1) |
|
$ |
250,000 |
|
|
|
|
|
|
|
|
|
|
|
1,400 |
|
|
|
50,281 |
|
Robin
Smith |
|
(2) |
|
|
40,000 |
|
|
|
|
|
|
|
|
|
|
|
800 |
|
|
|
8,165 |
|
John
Pappajohn |
|
(2) |
|
|
850,000 |
|
|
|
|
|
|
|
|
|
|
|
14,000 |
|
|
|
172,802 |
|
Tierney
Family Trust |
|
(3) |
|
|
100,000 |
|
|
|
|
|
|
|
|
|
|
|
600 |
|
|
|
20,129 |
|
Follman
Family Trust |
|
(4) |
|
|
300,000 |
|
|
|
|
|
|
|
|
|
|
|
5,100 |
|
|
|
61,014 |
|
Carpenter,
George & Jill |
|
(7) |
|
|
100,000 |
|
|
|
|
|
|
|
|
|
|
|
1,300 |
|
|
|
20,254 |
|
Harris,
Geoffrey |
|
(2) |
|
|
10,000 |
|
|
|
|
|
|
|
|
|
|
|
300 |
|
|
|
2,058 |
|
2
Accredited Investors |
|
|
|
|
300,000 |
|
|
|
|
|
|
|
|
|
|
|
5,600 |
|
|
|
61,124 |
|
Brandt
Ventures |
|
(8) |
|
|
50,000 |
|
|
|
|
|
|
|
|
|
|
|
200 |
|
|
|
10,047 |
|
Subtotal
for Final Round |
|
|
|
$ |
2,000,000 |
|
|
|
|
|
|
|
|
|
|
|
|
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|
Balances
Converted September 19, 2016 |
|
|
|
$ |
6,000,000 |
|
|
|
|
|
|
|
|
|
|
$ |
317,000 |
|
|
|
1,263,406 |
|
|
(1) |
RSJ PE is a greater
than 5% shareholder. Michal Votruba, a Director for Life Sciences for the RSJ/Gradus Fund, subsequently joined our Board on
July 30, 2015. |
|
(3) |
Thomas Tierney is
a trustee of the Tierney Family Trust. Mr. Tierney originally joined the Board in February 25, 2013 and served as Chairman
of the Board from March 26, 2013 till May 22, 2015 when he resigned from the Board. On September 29, 2016 Mr. Tierney rejoined
the Board. The Tierney Family Trust is a greater than 5% shareholder of the Company. |
|
(4) |
Robert Follman is
a trustee of the Follman Family Trust and is a member of the Board. |
|
(5) |
John Pappajohn is
a member of the Board. He purchased $200,000 of Notes, which on September 6, 2015, were assigned to four accredited investors.
Approximately $10,400 of interest was attributable to such transferred Notes, resulting in an aggregate of 42,084 shares being
issued upon the Mandatory Conversion of such transferred Notes. |
|
(6) |
Mark & Jill
Oman are the beneficial owners of Oman Ventures and were greater than 5% shareholders of the Company. |
|
(7) |
George Carpenter
is the CEO of the Company. |
|
(8) |
Brandt Ventures
was issued this note as part of the Company’s settlement of its litigation with Leonard Brandt and Brandt Ventures (refer
to Note 9. Commitments and Contingent Liabilities). |
|