Quarterly report pursuant to Section 13 or 15(d)

Convertible Note Receivable - Related Party

Convertible Note Receivable - Related Party
9 Months Ended
Mar. 31, 2020
Receivables [Abstract]  
Convertible Note Receivable - Related Party



The Company entered into an agreement with WRLD3D, whereby the Company was issued a Convertible Promissory Note (the “August 2019 Note”) which was fully executed on August 19, 2019. The maximum principal amount of $400,000 was paid on September 9, 2019. The August 2019 Note bears interest at 10% per annum and all unpaid interest and principal is due and payable upon request on or after March 31, 2020. The Company has a security interest in all of WRLD3D’s personal property, inventory, equipment, general intangibles, financial assets, investment property, securities, deposit accounts, and the proceeds thereof.


The August 2019 Note is convertible upon the occurrence of the following events:


  1. Conversion upon a qualified financing which is an equity financing of at least $1,000,000.
  2. Optional conversion upon an equity financing less than $1,000,000.
  3. Optional conversion after the maturity date.
  4. Change of control.


If the Company converts the August 2019 Note upon the occurrence of a financing, then the conversion price will be equal to the product of: (A) the price paid per share for the equity securities by the investors multiplied by (B) a calculated conversion rate which is determined based on the amount of the principal and interest outstanding and the Company’s ownership percentage.


If the Company converts the August 2019 Note either as an optional conversion after the maturity date or due to a change of control, then the conversion price is equal to $0.6788 per share (adjusted for any stock dividends, combinations, splits, recapitalizations or the like with respect to WRLD3D’s Series BB Preferred Stock after the date of the August 2019 Note).


The following table summarizes the convertible notes receivable from WRLD3D.


Agreement   Interest     Maturity   Note  
Date   Rate     Date   Amount  
May 25, 2017   5 %   On Demand   $ 750,000  
February 9, 2018   10 %   On Demand     2,500,000  
April 1, 2019   10 %   March 31, 2020     600,000  
August 19, 2019   10 %   March 31, 2020     400,000  
              $ 4,250,000  


The Company has accrued interest of $604,452 and $328,748 at March 31, 2020 and June 30, 2019, respectively, which is included in “Other current assets.