Convertible Notes Payable
The film rights and the non-exclusive access rights have been fully impaired. The terms of the conversion provisions of the agreement are “At any time within 5 years of the date of the Note, the Noteholder may by notice in writing to the principal place of business of the Issuer demand repayment or conversion into shares of common stock in the Issuer having a par value of US$0.01 each of the entire principal amount of the Note. Unless the Issuer and the Noteholder agree in their absolute discretion to repayment of the Note, within 10 business days of receipt of a duly signed Notice, the Issuer shall issue and allot Shares in the name of the Noteholder or its nominee as identified in the Notice.” The two note payables do not provide for interest nor do they provide for any repayment terms other than by conversion into common stock.
The two convertible note payables also contain a contingency to issue additional common shares if the market value stock price is below $11.466 per share when the converted shares are subsequently sold. When the contingency is triggered, the Issuer shall issue such number of additional common shares equal to Z based on the following formula:
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