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Re: None

Friday, 11/16/2018 10:01:35 AM

Friday, November 16, 2018 10:01:35 AM

Post# of 43042
Q is out.

Sales $77,631

Operating expenses continue to be a problem. Mostly salary/compensation related.

Total expenses $2,888,262

Net loss for the period $5,701,936

The operations of the business are carried on by a 100% owned subsidiary, I8 Interactive Corporation, a company incorporated under the laws of Canada.

This is the company I told people was Elituv and was paying $30K a pop to promote the company.

Everyone can decide for themselves the implications of this continuing situation.

NOTE 3 – NON-REDEEMABLE CONVERTIBLE NOTES

On June 10, 2014, the Company agreed to amend and add certain terms to unsecured, non-interest bearing, due on demand notes payable issued to The Cellular Connection Ltd. during the period from February 22, 2013 to June 10, 2014 with a total carrying value $42,189. The issue price of the Note is $42,189 with a face value of $54,193 and the Note has a maturity date of December 31, 2014. At the option of the Company, the Company may convert principal and interest at a fixed conversion price of $200.00 per share of the Company’s common stock. The Note allows for the lender to secure a portion of the Company assets up to 200% of the face value of the Note. On June 20 and 26, 2014 the Company elected to convert $5,500 of principal into 27.5 shares of the Company's common stock. In accordance with the original terms of the Side Letter Agreement, the non-redeemable convertible note was renewed on January 1, 2015, the face value increased by 20% and the maturity date was extended to December 31, 2015. From January 1 to December 31, 2015, the Company elected to convert $31,932 of principal and interest of a non-redeemable convertible note due to The Cellular Connection Ltd. into 319.32 shares of common stock of the Company at a fixed conversion price of $100.00 per share. In accordance with the original terms of the Side Letter Agreement, the non-redeemable convertible note was renewed on January 1, 2016, the face value increased by 20% and the maturity date was extended to December 31, 2016. On March 21, 2016 the Company elected to convert $16,750 of principal and interest of a non-redeemable convertible note due to The Cellular Connection Ltd. into 167.5 shares of common stock of the Company at a fixed conversion price of $100.00 per share. On September 1, 2016 the Company elected to convert $2,000 of principal and interest of a non-redeemable convertible note due to The Cellular Connection Ltd. into 40,000 shares of common stock of the Company at a fixed conversion price of $0.05 per share. In accordance with the original terms of the Side Letter Agreement, the non-redeemable convertible note was renewed on January 1, 2017, the face value increased by 20% and the maturity date was extended to December 31, 2017. In accordance with the original terms of the Side Letter Agreement, the non-redeemable convertible note was renewed on January 1, 2018, the face value increased by 20% and the maturity date was extended to December 31, 2018. On February 7, 2018 the Company elected to convert $2,000 of principal and interest of a non-redeemable convertible note due to The Cellular Connection Ltd. into 40,000 shares of common stock of the Company at a fixed conversion price of $0.05 per share. This conversion resulted in a loss on debt settlement of $150,000 due to the requirement to record the share issuance at fair value on the date the shares were issued (February 7, 2018). On May 22, 2018 the Company elected to convert $2,600 of principal and interest of a non-redeemable convertible note due to The Cellular Connection Ltd. into 52,000 shares of common stock of the Company at a fixed conversion price of $0.05 per share. This conversion resulted in a loss on debt settlement of $114,400 due to the requirement to record the share issuance at fair value on the date the shares were issued (May 22, 2018). On September 10, 2018 the Company elected to convert $1,100 of principal and interest of a non-redeemable convertible note due to The Cellular Connection Ltd. into 11,000,000 shares of common stock of the Company at a fixed conversion price of $0.0001 per share. This conversion resulted in a loss on debt settlement of $330,000 due to the requirement to record the share issuance at fair value on the date the shares were issued (September 10, 2018). On September 25, 2018 the Company elected to convert $500 of principal and interest of a non-redeemable convertible note due to The Cellular Connection Ltd. into 5,000,000 shares of common stock of the Company at a fixed conversion price of $0.0001 per share. This conversion resulted in a loss on debt settlement of $1,249,500 due to the requirement to record the share issuance at fair value on the date the shares were issued (September 25, 2018).The condensed consolidated statement of operations includes interest expense of $789 and $2,343 for the three and nine months ended September 30, 2018, respectively. At September 30, 2018 and December 31, 2017 the carrying amount of the Note is $11,803 (face value of $12,592 less $789 unamortized discount) and $15,660 (face value of $15,660 less $0 unamortized discount), respectively.

On September 1, 2016, Doug Clark, former Chief Executive Officer and related party, assigned the Side Letter Agreement (“Note”) dated June 10, 2014 with a total carrying value $382,016 to DC Design Inc. (“DC Design”). In addition on September 1, 2016, the Company entered into an amended Side Letter Agreement with DC Design to amend and add certain terms to the Side Letter Agreement and advances from the period from June 25, 2014 to December 24, 2014. Under the terms of the amended Side Letter Agreement, the issue price of the Note is $174,252 with an interest rate 20% per annum and maturity date of December 31, 2017. At the option of the Company, the Company may convert principal and interest at a fixed conversion price of $1.50 per share of the Company’s common stock. The modification of the Note has been accounted for as debt extinguishment and the issuance of a new debt instrument. Accordingly, in connection with extinguishment of the original debt, the Company recognized a $207,764 gain with a related party as an increase in additional paid-in capital in the condensed consolidated statement of equity. The Note allows for the lender to secure a portion of the Company assets up to 200% of the face value of the note. On September 1, 2016 the Company elected to convert $60,000 of principal and interest of the non-redeemable convertible note due to DC Design into 40,000 shares of common stock of the Company at a fixed conversion price of $1.50 per share. In accordance with the original terms of the Side Letter Agreement, the non-redeemable convertible note was renewed on January 1, 2018, the face value increased by 20% and the maturity date was extended to December 31, 2018. On May 22, 2018 the Company elected to convert $120,000 of principal and interest of a non-redeemable convertible note due to DC Design into 80,000 shares of common stock of the Company at a fixed conversion price of $1.50 per share. This conversion resulted in a loss on debt settlement of $60,000 due to the requirement to record the share issuance at fair value on the date the shares were issued (May 22, 2018). On September 10, 2018 the Company elected to convert $36,000 of principal and interest of a non-redeemable convertible note due to DC Design into 12,000,000 shares of common stock of the Company at a fixed conversion price of $0.003 per share. This conversion resulted in a loss on debt settlement of $325,200 due to the requirement to record the share issuance at fair value on the date the shares were issued (September 10, 2018).The condensed consolidated statement of operations includes interest expense of $7,516 and $22,304 for the three and nine months ended September 30, 2018, respectively. At September 30, 2018 and December 31, 2017 the carrying amount of the Note is $15,407 (face value of $22,923 less $7,516 unamortized discount) and $149,103 (face value of $149,103 less $0 unamortized discount), respectively.

On January 8, 2018, the Company entered into a Side Letter Agreement (“Note”) with The Cellular Connection Ltd., to amend and add certain terms to unsecured, non-interest bearing, due on demand notes payable totaling $14,930 issued by the Company during the period of June 2014 and December 2017. The issue price of the Note is $14,930 with a face value of $17,916 and the Note has a maturity date of December 31, 2018. At the option of the Company, the Company may convert principal and interest at a fixed conversion price of $0.0001 per share of the Company’s common stock. The Note allows for the lender to secure a portion of the Company assets up to 200% of the face value of the Note. If the Note is not paid on the maturity date, the outstanding face amount of the Note shall increase by 20% on January 1, 2019. The outstanding face value of the Note shall increase by another 20% on January 1, 2020 and again on each one year anniversary of the Note until the Note has been paid in full. The condensed consolidated statement of operations includes interest expense of $767 and $2,219 for the three and nine months ended September 30, 2018, respectively. At September 30, 2018 and December 31, 2017 the carrying amount of the Note is $17,149 (face value of $17,916 less $767 unamortized discount) and $0, respectively.

On January 8, 2018, the Company entered into a Side Letter Agreement (“Note”) with Stuart Turk, to amend and add certain terms to unsecured, non-interest bearing, due on demand notes payable totaling $244,065 issued by the Company during the period of July 2014 and December 2017. The issue price of the Note is $244,065 with a face value of $292,878 and the Note has a maturity date of December 31, 2018. At the option of the Company, the Company may convert principal and interest at a fixed conversion price of $0.0001 per share of the Company’s common stock. The Note allows for the lender to secure a portion of the Company assets up to 200% of the face value of the Note. If the Note is not paid on the maturity date, the outstanding face amount of the Note shall increase by 20% on January 1, 2019. The outstanding face value of the Note shall increase by another 20% on January 1, 2020 and again on each one year anniversary of the Note until the Note has been paid in full. The condensed consolidated statement of operations includes interest expense of $12,544 and $36,269 for the three and nine months ended September 30, 2018, respectively. At September 30, 2018 and December 31, 2017 the carrying amount of the Note is $280,335 (face value of $292,879 less $12,544 unamortized discount) and $0, respectively.

On April 12, 2018, the Company entered into a Side Letter Agreement (“Note”) with Jordan Turk to amend and add certain terms to unsecured, non-interest bearing, due on demand notes payable totaling $45,000 issued by the Company during the period of March 19, 2018 to April 12, 2018. The issue price of the Note is $45,000 with a face value of $54,000 and the Note has a maturity date of December 31, 2018. At the option of the Company, the Company may convert principal and interest at a fixed conversion price of $0.0001 per share of the Company’s common stock. The Note allows for the lender to secure a portion of the Company assets up to 200% of the face value of the Note. If the Note is not paid on the maturity date, the outstanding face amount of the Note shall increase by 20% on January 1, 2019. The outstanding face value of the Note shall increase by another 20% on January 1, 2020 and again on each one year anniversary of the Note until the Note has been paid in full. The condensed consolidated statement of operations includes interest expense of $3,149 and $5,851 for the three and nine months ended September 30, 2018, respectively. At September 30, 2018 and December 31, 2017 the carrying amount of the Note is $50,851 (face value of $54,000 less $3,149 unamortized discount) and $0, respectively.

On May 10, 2018, the Company entered into a Side Letter Agreement (“Note”) with Jordan Turk to amend and add certain terms to unsecured, non-interest bearing, due on demand notes payable totaling $35,000 issued by the Company on May 9, 2018. The issue price of the Note is $35,000 with a face value of $42,000 and the Note has a maturity date of December 31, 2018. At the option of the Company, the Company may convert principal and interest at a fixed conversion price of $0.0001 per share of the Company’s common stock. The Note allows for the lender to secure a portion of the Company assets up to 200% of the face value of the Note. If the Note is not paid on the maturity date, the outstanding face amount of the Note shall increase by 20% on January 1, 2019. The outstanding face value of the Note shall increase by another 20% on January 1, 2020 and again on each one year anniversary of the Note until the Note has been paid in full. The condensed consolidated statement of operations includes interest expense of $2,741 and $4,259 for the three and nine months ended September 30, 2018, respectively. At September 30, 2018 and December 31, 2017 the carrying amount of the Note is $39,259 (face value of $42,000 less $2,741 unamortized discount) and $0, respectively.

On September 13, 2018, the Company entered into a Side Letter Agreement (“Note”) with Jordan Turk to amend and add certain terms to unsecured, non-interest bearing, due on demand notes payable totaling $40,000 issued by the Company during the period of July 10 to September 13, 2018. The issue price of the Note is $40,000 with a face value of $48,000 and the Note has a maturity date of December 31, 2018. At the option of the Company, the Company may convert principal and interest at a fixed conversion price of $0.0001 per share of the Company’s common stock. The Note allows for the lender to secure a portion of the Company assets up to 200% of the face value of the Note. If the Note is not paid on the maturity date, the outstanding face amount of the Note shall increase by 20% on January 1, 2019. The outstanding face value of the Note shall increase by another 20% on January 1, 2020 and again on each one year anniversary of the Note until the Note has been paid in full. The condensed consolidated statement of operations includes interest expense of $1,248 and $1,248 for the three and nine months ended September 30, 2018, respectively. At September 30, 2018 and December 31, 2017 the carrying amount of the Note is $41,247 (face value of $48,000 less $6,753 unamortized discount) and $0, respectively.


You can lead a horse to water. But you can't make him get down on one knee and do an Al Jolson impression!