Quarterly report pursuant to Section 13 or 15(d)

Subsequent Events

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Subsequent Events
3 Months Ended
Jan. 31, 2011
Subsequent Events [Abstract]  
Subsequent Events

NOTE 15 – SUBSEQUENT EVENTS

 

Set out below are the significant subsequent events which have occurred since February 1, 2011 through to and including the date of this report;

 

The Cash Control Framework Agreement referred to in Note 2 and 13 of the Unaudited Condensed Consolidated Financial Statement and elsewhere in this quarterly report was terminated on or around March 28, 2011 as a consequence we no longer hold any Restricted cash and to this extent Note 4 and elsewhere in this quarterly report is to be read as nil as of the date of this report for Restricted Cash.

 

Short Term Investment referred to in Note 4 of the Unaudited Consolidated Financial Statement and elsewhere in this quarterly report is written down to nil in fiscal year 2014.

 

The business operations of Dragon Design Limited referred to in Note 7 of the Unaudited Condensed Consolidated Financial Statement and elsewhere in this quarterly report were transferred to Coda Octopus Martech Limited in the fiscal year 2011 and this trading entity was dissolved in the said fiscal year.

 

The business operations of Tactical Intelligence LLC referred to in Note 7 of the Unaudited Condensed Consolidated Financial Statement ceased in the fiscal year 2011 and the trading name Tactical Intelligence LLC was transferred to the original seller on or around the said fiscal year.

 

The business operations of Innalogic ceased in the fiscal year of 2011.

 

The Series A Preferred Stock referred to in Note 8 of the Unaudited Condensed Consolidated Financial Statement was on June 30, 2015 exchanged for Series C pursuant to the terms of an Exchange Agreement entered into between the Company and the Holder of the Series A. Under the terms of the Exchange Agreement it was agreed to exchange 6,087 units of Series A Preferred Stock issued and outstanding (and which under the Certificate of Designation provided for dividends and voting rights) for 1,100 units of Series C Preferred Stock. These shares of Series C Preferred Stock each have a nominal value of $0.001 and a stated value of $1,000. The Certificate of Designation for the newly created class of Series C Preferred Stock does not provide for dividends or voting rights. The 6,087 units of Series A Preferred Stock were surrendered and cancelled by the Company. The Series A Preferred Stock was eliminated as a class on or around January 5, 2016.

 

On December 15, 2015 the Company repurchased the remaining issued and outstanding 200 shares of Series A Preferred Stock and these have been surrendered and retired. The Series A Preferred Stock was subsequently eliminated.

 

The Series B Preferred Stock referred to in Note 8 of the Unaudited Condensed Consolidated Financial Statement was also eliminated as a class on or around August 2016.

 

All Warrants and Stock Options referred to in Notes 9 and 10 of the Unaudited Condensed Consolidated Financial Statement have either been exchanged for Common Stock or expired by their terms. At the date of this quarterly report there are no warrants or options outstanding and as a consequence Warrant Liability in Note 4 of Consolidated Financial Statement and elsewhere in the annual report this should be read as nil at the date of this report.

 

The CVA mentioned in Note 12 of the Unaudited Consolidated Financial Statement and elsewhere in this quarterly report was discharged in full on March 26, 2014.

 

All litigation referred to in Note 12 of the Unaudited Condensed Consolidated Financial Statement were settled in full and at the date of this quarterly report there are no litigations against the Company.

 

This information is current as of the date of this quarterly report and supersedes the information set out in Note 13 of the Unaudited Condensed Consolidated Financial Statement (and elsewhere in this quarterly report).

 

The term of the secured convertible debentures referred to in Note 13 of the Unaudited Condensed Consolidated Financial Statement (Notes and Loans Payable) has been extended to November 1, 2017.

 

Pursuant to an agreement between the Company and Noteholder, the Debentures were restructured as follows:

 

  The maturity date of the Notes was extended to November 1, 2017;
     
  The Company has agreed to reduce the principal amount outstanding under the Notes by $2,000,000 payable in 10 equal monthly payments commencing March 31, 2016. The Company is current in fulfilling this obligation;
     
  On March 1, 2016, the Company issued 32,346,682 shares of its common stock in extinguishment of $3,558,136 (the redemption premium accrued under the terms of the debentures) due under the Notes at an effective price per share of $0.11; and
     
  The Company has agreed to return to filing reports under the Securities Exchange Act of 1934 before March 1, 2017.

 

As a result of the restructuring, as of April 30, 2016, the total balance outstanding under the Notes had been reduced to $11,180,706. This amount includes principal and interest.

 

No event of default subsists in respect of the secured convertible debentures as of the date of this quarterly report.

 

All loans excepting the senior convertible debentures shown in Note 13 of the Unaudited Condensed Consolidated Financial Statement have been settled in full.

 

In October 2013 we took out a 10 year mortgage in the amount of $530,701 for our business premises located in Portland, United Kingdom. The borrower and owner of these premises is our wholly owned Subsidiary Coda Octopus Products Limited. Our Repayment for this is $4,422 per month which includes repayment of capital and interest payment. As of the April 30, 2016 the outstanding amount on the mortgage is $361,627.

 

Share Issuances

 

In the fiscal year 2011 we retired 207 shares of common stock. These were repurchased by the Company.

 

On May 4, 2011, the Company issued 300,000 shares of common stock to an advisor for services rendered.

 

On February 21, 2012, the Company issued 100,000 shares of common stock to one of its directors as compensation for director services performed.

 

On July 26, 2012, the Company issued 15,315,316 shares of common stock to Solidor Investments Limited (the, then debenture holder (now transferred to CCM Holdings LLC) in consideration for the restructuring of the obligations under the Senior Debentures (postponing coupon and forgiving default interest obligations) and in exchange for the settlement of outstanding interest on the Debentures of $1,020,000.

 

On March 5, 2013, the Company issued 4,021,380 shares to CCM LLC in full and final satisfaction of an amount of $571,036 (which formed part of a series of small loans which CCM had made available as working capital to the business in March 2011) and in consideration for postponing a portion of the interest payments due. CCM are an affiliate of the Company.

 

On July 24, 2014 the Company issued 142,857 shares of common stock to Core Fund LLP in return for the surrender of warrants to purchase shares of common stock of the Company. These warrants were issued to Core Fund in a financing transaction completed in May 2007. The warrants should have been exchanged for shares in October 2010 as part of the Company’s restructuring efforts. As a result of administrative oversight, these shares were not issued until July 2014.

 

On October 26, 2015 the Company issued 100,000 shares of common stock to one of its directors, Robert Ethrington, in accordance with the terms of his election which provided for these shares of common stock to be issued subject to serving at least one year on the Company’s board.

 

On March 1, 2016, the Company issued 32,346,682 shares of its common stock to CCM Holdings, LLC in extinguishment of $3,558,136 (the redemption premium which accrued under the senior secured debentures).

 

During May through to August 2016, the Company issued 100,000 to each of six members of the Board of Directors for their services performed as directors.

 

In June 2016, the Company issued an aggregate of 112,500 shares valued at $0.093 per share to two individuals for services rendered.

 

As of the date of this quarterly report, the Company has 127,078,395 shares of common stock in issue.