As previously disclosed, on September 9, 2020, the Company entered into a securities exchange agreement with Global Ichiban Limited, a British Virgin Islands corporation (“GI”). Pursuant to the terms of such exchange agreement, GI agreed to surrender and exchange all of its existing outstanding promissory notes with an aggregate principal balance of $6,374,666.57 (including accrued interest). In exchange, the Company issued to GI a secured convertible promissory note with a principal amount of $6,400,000.00 (“GI Secured Note”).
On March 9, 2021, the Company entered into a settlement agreement (“GI Settlement Agreement”) with GI regarding the GI Secured Note. Pursuant to the terms of the GI Settlement Agreement, GI agreed to surrender and cancel the GI Secured Note (current principal balance of $5,800,000) in exchange for 168,000,000 shares of the Company’s Common Stock.
In connection with the GI Settlement Agreement, the lien and security agreement on substantially all of the Company’s assets securing the GI Secured Note was terminated and cancelled.
In the GI Settlement Agreement, the Company has agreed to make commercially reasonable best efforts to register such 168,000,000 common shares (and certain other shares held by GI and its transferees) on a resale registration statement. The Company expects that such resale registration statement would be filed by the Company shortly after the filing of the Company’s Annual Report on Form 10-K for the year ended December 31, 2020.
this translates to a $0.035/share for the 168M shares....
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