FROM THE LAST 10Q from JUNE 30, 2107 page 11
8.
CONVERTIBLE
DEBT
On
April 28, 2017, the Company entered into a Note Purchase Agreement with Santiago Business Co. International Ltd, (“
Santiago
”),
regarding its 10% Senior
Secured Convertible Note due April 28, 2018, in an aggregate principal amount of $6,200,000 (the “
Note
”)
and Santiago transferred to the Company certain
shares of capital stock of a subsidiary of Santiago, Bluebell Business Limited,
a company limited by shares organized and existing under the laws of the British
Virgin Islands (“
Bluebell
”).
Interest payments on the Note are due quarterly until repayment of the principal amount, which is due April 28, 2018. The Note
is
convertible by the holder into 77,500,000 shares of common stock of the Company (conversion price of $0.08 per share).
If
the Note is fully converted by the
holder, the holder would receive shares representing 82.3% of the Company’s share capital
outstanding as of June 30, 2017 (taking into account the shares issued
upon conversion of the Note).
