NOTES TO THE CONDENSED INTERIM CONSOLIDATED
FINANCIAL STATEMENTS
For the three and six months ended December 31, 2015
(Unaudited)
Stated in Canadian dollars
Note 1 – Nature and Continuance
of Operations
Golden Global Corp. (“the Company”),
incorporated in the State of Nevada, USA on December 10, 2009, and its wholly-owned subsidiary are engaged in the acquisition,
exploration and development of precious metal properties. The Company’s wholly owned subsidiary is Golden Global Mining Corporation
which was incorporated in the Province of Alberta, Canada on January 10, 2010. The Company is an exploration stage company in the
process of exploring its mineral properties in British Columbia, Canada, and has not yet determined whether these properties contain
reserves that are economically recoverable.
These condensed interim consolidated financial
statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern, which
assumes that the Company will be able to meet its obligations and continue its operations for its next fiscal year. Realization
values may be substantially different from carrying values as shown and these financial statements do not give effect to adjustments
that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue
as a going concern. At December 31, 2015, the Company had not yet achieved profitable operations and has accumulated losses of
$2,947,946 since its inception. The Company expects to incur further losses in the development of its business, all of which casts
substantial doubt about the Company’s ability to continue as a going concern. The Company’s ability to continue as
a going concern is dependent upon its ability to generate future profitable operations and/or to obtain the necessary financing
to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management anticipates
that additional funding will be in the form of equity financing from the sale of common stock. Management may also seek to obtain
short-term loans from the directors of the Company. There are no current arrangements in place for equity funding or short-term
loans.
The unaudited condensed interim consolidated
financial statements included herein have been prepared by the Company pursuant to the rules and regulations of the Securities
and Exchange Commission (the “SEC”). The condensed interim consolidated financial statements reflect all adjustments
that are, in the opinion of management, necessary for a fair statement of such information. All such adjustments are of a normal
recurring nature. Although the Company believes that the disclosures are adequate to make the information presented not misleading,
certain information and footnote disclosures, including a description of significant accounting policies normally included in financial
statements prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”),
have been condensed or omitted pursuant to such rules and regulations. These condensed interim consolidated financial statements
should be read in conjunction with the financial statements and the notes thereto included in the Company’s Annual Report
on Form 10-K for the year ended June 30, 2015 filed with the SEC.
Note 2 – Summary of Significant Accounting
Policies
This summary of significant accounting
policies is presented to assist in understanding the unaudited condensed interim consolidated financial statements. The financial
statements and notes are the representations of the Company’s management, who is responsible for their integrity and objectivity.
These condensed interim consolidated financial statements have been prepared in accordance with the instructions to form 10-Q,
and therefore, do not included all the information necessary for a fair presentation of financial position, results of operations
and cash flows in conformity with generally accepted accounting principles.
GOLDEN GLOBAL CORP.
(An Exploration Stage Company)
NOTES TO THE CONDENSED INTERIM CONSOLIDATED
FINANCIAL STATEMENTS
For the three and six months ended December 31, 2015
(Unaudited)
Stated in Canadian dollars
Note 2 – Summary of Significant
Accounting Policies (Continued)
Basis of Presentation
The Company’s condensed interim consolidated
financial statements included herein are prepared under the accrual basis of accounting in accordance with accounting principles
generally accepted in the United States of America. These interim consolidated financial statements include the Company’s
subsidiary, Golden Global Mining Corporation, and 100 percent of its assets, liabilities and net income or loss. All inter-company
accounts and transactions have been eliminated.
Functional Currency change
As a result of recent operational development,
the Company has changed its functional currency to US Dollars (US$) effective on July 1, 2015. The functional currency of the Company’s
subsidiary remains in Canadian dollars (“C$”). The Company maintains its financial statements in Canadian dollars (C$).
All assets and liabilities of the Company are translated into Canadian dollars at the exchange rate prevailing at the balance sheet
date. Revenue and expenses are translated at the weighted average exchange rates during the reporting period. The resulting translation
adjustments are included in accumulated other comprehensive income.
Gains or losses resulting from transactions
denominated in foreign currencies are included in net loss on the statement of operations as incurred. Exchange gains or losses
arising from foreign currency transactions are included in the determination of other comprehensive income for the respective periods.
Note 3 – Property and Equipment
As at December 31, 2015
|
|
Cost
|
|
|
Accumulated
Depreciation
|
|
|
Net Book
Value
|
|
Furniture and fixtures
|
|
$
|
2,345
|
|
|
$
|
2,226
|
|
|
$
|
119
|
|
Mining equipment (Note 6)
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Computers
|
|
|
1,464
|
|
|
|
1,163
|
|
|
|
301
|
|
|
|
$
|
3,809
|
|
|
$
|
3,389
|
|
|
$
|
420
|
|
As at June 30, 2015
|
|
Cost
|
|
|
Accumulated
Depreciation
|
|
|
Net Book
Value
|
|
Furniture and fixtures
|
|
$
|
2,345
|
|
|
$
|
1,991
|
|
|
$
|
354
|
|
Mining equipment
|
|
|
258,938
|
|
|
|
173,600
|
|
|
|
85,338
|
|
Computers
|
|
|
1,464
|
|
|
|
1,123
|
|
|
|
341
|
|
|
|
$
|
262,747
|
|
|
$
|
176,714
|
|
|
$
|
86,033
|
|
GOLDEN GLOBAL CORP.
(An Exploration Stage Company)
NOTES TO THE CONDENSED INTERIM CONSOLIDATED
FINANCIAL STATEMENTS
For the three and six months ended December 31, 2015
(Unaudited)
Stated in Canadian dollars
Note 4 – Mineral Properties
During the period ended December 31, 2015,
the Company did not make any payment in relations to mineral claims (2014 - $Nil). The mineral properties were transferred to a
lender as part of a settlement of the Company’s note payable (Note 6).
Note 5 – Due to Related Parties
During the quarter ended December 31, 2015,
the Company incurred $29,970 (US$22,500) in consulting fees to related parties and issued 150,000,000 common shares for settlement
of $19,830 (US$15,000) consulting fees payable to related parties.
During the quarter ended September 30,
2015, the Company incurred $58,892 (US$45,000) in consulting fees to related parties and issued 300,000,000 common shares for $79,320
(US$60,000) for consulting fees payable to related parties.
During the quarter ended September 30,
2014, the Company issued 1,686,364 common shares for $164,366 (US$154,000) previously accrued consulting fees. Additionally, the
Company incurred $32,676 (US$30,000) in consulting fees to related parties.
On December 8, 2014, the Company issued
6,150,000 common shares in lieu of payment for consulting fee of $70,553 (US$61,500) payable to related parties at US $0.01 per
common share. At the time of issuance, the Company’s share was traded at US $0.03. As a result, an additional $141,106 (US$123,000)
has been recorded as stock-based compensation.
As of December 31, 2015, there was a balance
of $149,810 payable to related parties (June 30, 2015 - $215,891).
Amounts due to related parties are non-interest
bearing, unsecured and due on demand.
Note 6 –Note payable
On April 28, 2014, the Company entered
into a loan agreement for $150,000 with $100,000 to be used towards the purchase of equipment and the balance towards operations.
The loan bears interest at an annual rate of 12% and matures on November 30, 2014.
GOLDEN GLOBAL CORP.
(An Exploration Stage Company)
NOTES TO THE CONDENSED INTERIM CONSOLIDATED
FINANCIAL STATEMENTS
For the three and six months ended December 31, 2015
(Unaudited)
Stated in Canadian dollars
Note 6 –Note payable
(continued)
The terms of repayments
are as follows:
|
a)
|
10% of the gold recovered from the operation up to a value of $1,500 per month will be applied towards interest and the remaining towards the principal.
|
|
b)
|
The Company issued 30,000 restricted common shares on May 1, 2014 to the lender which became free trading on November 1, 2014. As the shares at the time of becoming free trading are not $0.06 or greater, the repayment process will be as followed:
|
|
·
|
Proceeds from mining operations.
|
|
·
|
If the proceeds from the mining operations are not sufficient then repayment will come from the proceeds from the issuance of free trading shares to raise capital.
|
|
·
|
Proceeds from additional financing.
|
|
c)
|
If the above repayment process cannot be followed equipment will be used to fulfill the repayment obligation.
|
Due to the Company’s inability to
repay the loan, the collateral has been foreclosed by the lender on October 7, 2015. The title to the Company’s placer gold
claims at its McDame property were transferred to the note payable holder, including all assets, equipment, machinery, vehicles
and ancillary buildings to process the claims. Accrued interest settled on the foreclosure totaled $11,212.
Note 7 – Convertible Promissory
Notes
On February 6, 2014, the Company entered
into a securities purchase agreement to issue an unsecured convertible promissory note with a principal amount of US$16,500 (C$18,259).
This promissory note bears interest at an annual rate of 8% which is to be paid with principal in full on the maturity date of
November 10, 2014. The principal amount of the Note together with interest may be converted into shares of common stock, par value
of $0.0001 at the option of the lender at a conversion price equal to thirty five percent at the market price, calculated as the
average of the lowest three trading prices during the 10 trading days prior to the conversion. As the note was not repaid on November
10, 2014, a penalty of US$5,473 (C$6,211) has been added to the principal balance of the note. As of September 30, 2015, conversions
totaling US$21,113 (C$25,707) have been recorded and 26,828,386 shares of the Company’s common stock have been issued as
a result of the conversion.
On April 7, 2014, the Company entered into
a securities purchase agreement to issue an unsecured convertible promissory note with a principal amount of US$32,500 (C$35,656).
This promissory note bears interest at an annual rate of 8% which is to be paid with principal in full and interest on the maturity
date of January 9, 2015. The principal amount of the note together with interest may be converted into shares of common stock,
at the par value of $0.0001 at the option of the lender at a conversion price equal to forty one percent at the market price, which
is the average of the lowest three trading prices during the 10 days prior to the conversion. The note has matured unpaid. As a
result, a penalty of US$16,250 (C$18,445) has been added to the principal balance of the note.
GOLDEN GLOBAL CORP.
(An Exploration Stage Company)
NOTES TO THE CONDENSED INTERIM CONSOLIDATED
FINANCIAL STATEMENTS
For the three and six months ended December 31, 2015
(Unaudited)
Stated in Canadian dollars
Note 7 – Convertible Promissory
Notes
(continued)
On April 9, 2014, the Company entered into
a securities purchase agreement to issue an unsecured convertible promissory note with a principal amount of US$42,000 (C$45,793).
This promissory note bears interest at an annual rate of 8% which is to be paid with principal in full on the maturity date of
April 9, 2015. The principal amount of the note together with interest may be converted into shares of common stock, at the par
value of $0.00001 at the option of the lender at a conversion price equal to fifty percent of the lowest closing price bid during
the 18 days prior to the conversion. As the note was not repaid on April 9, 2015, a penalty of US$4,240 (C$5,334) has been added
to the principal balance of the note. As of December 31, 2015, conversions totaling US$30,425 (C$39,316) have been recorded and
470,745,097 shares of the Company’s common stock have been issued as a result of the conversion.
On May 27, 2014, the Company entered into
a securities purchase agreement to issue two unsecured convertible promissory notes with a principal amount of US$25,000 (C$27,173)
each. These promissory notes bear interest at an annual rate of 8% which is to be paid with principal and interest on the maturity
date of May 27, 2015. The principal amount of the note together with interest may be converted into shares of common stock, at
the par value of $0.00001 at the option of the lender at a conversion price equal to fifty percent of the lowest closing price
bid during the 18 days prior to the conversion. As of September 30, 2015, conversions totaling US$2,423 (C$3,114) have been recorded
and 5,246,000 shares of the Company’s common stock have been issued as a result of the conversion.
On August 1, 2014, the Company entered
into a securities purchase agreement to issue an unsecured convertible promissory note with a principal amount of US$147,500 (C$161,055).
This promissory note represents consulting fees paid for investor relation services up to July 31, 2014 and has been recorded as
consulting expense. This promissory note bears interest at an annual rate of 8% which is to be paid with principal in full and
interest on the maturity date of August 1, 2015. The principal amount of the note together with interest may be converted into
shares of common stock at the lower of (i) fifty percent of the lowest market price during the 20 days prior to the conversion
or (ii) US$0.00005 per share if the stock trades below US$0.001. On August 20, 2015, a principal amount of US$25,000 was transferred
to another holder (See August 20, 2015 note). Additional transfers of US$19,500 and US$105,500 were made on December 31, 2015 (See
December 3, 2015 notes). As of December 31, 2015, all principle of the note has been converted or transferred and 57,134,375 shares
of the Company’s common stock have been issued as a result of the conversion.
On November 18, 2014, the Company entered
into a securities purchase agreement to issue an unsecured convertible promissory note with a principal amount of US$18,000 (C$20,362).
This promissory note bears interest at an annual rate of 8% which is to be paid with principal in full on the maturity date of
November 18, 2015. The principal amount of the note together with interest may be converted into shares of common stock, at the
par value of $0.001 at the option of the lender.
On February 20, 2015, the Company issued
a convertible debenture for the gross proceed of US$25,000 (C$31,265). The debenture matures on February 20, 2016. The terms of
the debenture requires the Company to pay the debenture investor a principal sum of US$37,500 with 8% annual interest upon maturity.
The principal amount of the debenture together with interest may be converted into shares of common stock at the lower of (i) fifty
percent of the lowest market price during the 20 days prior to the conversion or (ii) US$0.00005 per share if the stock trades
below US$0.001.
GOLDEN GLOBAL CORP.
(An Exploration Stage Company)
NOTES TO THE CONDENSED INTERIM CONSOLIDATED
FINANCIAL STATEMENTS
For the three and six months ended December 31, 2015
(Unaudited)
Stated in Canadian dollars
Note 7 – Convertible Promissory
Notes
(continued)
On March 16, 2015, the Company issued a
convertible debenture for the gross proceed of US$15,000 (C$19,157). The debenture matures on March 16, 2016. The terms of the
debenture requires the Company to pay the debenture investor a principal sum of US$22,500 with 8% annual interest upon maturity.
The principal amount of the debenture together with interest may be converted into shares of common stock at the lower of (i) fifty
percent of the lowest market price during the 20 days prior to the conversion or (ii) US$0.00005 per share if the stock trades
below US$0.001.
On May 28, 2015, the Company issued a convertible
debenture for the gross proceed of US$25,000 (C$31,193). The debenture matures on May 28, 2016. The terms of the debenture requires
the Company to pay the debenture investor a principal sum of US$25,000 with 5% annual interest upon maturity. The principal amount
of the debenture together with interest may be converted into shares of common stock equal to fifty percent of the lowest closing
price during the 15 days prior to the conversion. As of December 31, 2015, conversions totaling US$18,500 (C$24,085) have been
recorded and 249,461,538 shares of the Company’s common stock have been issued as a result of the conversion.
On August 20, 2015, the Company issued
a convertible debenture of US$25,000 (C$32,700) as a result of a partial transfer of the August 1, 2014 note to a new holder. The
debenture matures on August 20, 2016. The terms of the debenture requires the Company to pay the debenture investor a principal
sum of US$25,000 with 8% annual interest upon maturity. The principal amount of the note together with interest may be converted
into shares of common stock at the lower of (i) fifty percent of the lowest market price during the 20 days prior to the conversion
or (ii) US$0.00005 per share if the stock trades below US$0.001. As of September 30, 2015, conversions totaling US$16,913 (C$22,464)
have been recorded and 374,885,000 shares of the Company’s common stock have been issued as a result of the conversion.
On October 19, 2015, the Company issued
a convertible debenture of US$250,000 (C$324,950) in lieu of payment for consulting services. The debenture matures on May 19,
2016. The terms of the debenture requires the Company to pay the debenture investor a principal sum of US$250,000 with 2% annual
interest upon maturity. The principal amount of the note together with interest may be converted into shares of common stock at
the eighty-seven point five percent of the lowest market price during the 40 days prior to the conversion.
On November 5, 2015, the Company issued
a convertible debenture for the gross proceed of US$30,000 (C$39,501). The debenture matures on June 5, 2016. The terms of the
debenture requires the Company to pay the debenture investor a principal sum of US$40,000 with 5% annual interest upon maturity.
The principal amount of the debenture together with interest may be converted into shares of common stock equal to fifty percent
of the lowest closing price during the 40 days prior to the conversion.
On December 3, 2015, the Company issued
a convertible debenture of US$19,500 (C$26,118) as a result of a partial transfer of the August 1, 2014 note to a new holder. The
debenture matures on June 3, 2016. The terms of the debenture requires the Company to pay the debenture investor a principal sum
of US$19,500 with 5% annual interest upon maturity. The principal amount of the note together with interest may be converted into
shares of common stock at thirty percent of the lowest market price during the 30 days prior to the conversion. As of December
31, 2015, conversions totaling US$4,221 (C$5,741) have been recorded and 100,000,000 shares of the Company’s common stock
have been issued as a result of the conversion.
GOLDEN GLOBAL CORP.
(An Exploration Stage Company)
NOTES TO THE CONDENSED INTERIM CONSOLIDATED
FINANCIAL STATEMENTS
For the three and six months ended December 31, 2015
(Unaudited)
Stated in Canadian dollars
Note 7 – Convertible Promissory
Notes
(continued)
On December 3, 2015, the Company issued
a convertible debenture of US$105,000 (C$141,309) as a result of a transfer of the August 1, 2014 note to a new holder. The debenture
matures on July 3, 2016. The terms of the debenture requires the Company to pay the debenture investor a principal sum of US$105,000
with 5% annual interest upon maturity. The principal amount of the note together with interest may be converted into shares of
common stock at fifty percent of the lowest market price during the 40 days prior to the conversion. As of December 31, 2015, conversions
totaling US$7,500 (C$10,195) have been recorded and 150,000,000 shares of the Company’s common stock have been issued as
a result of the conversion.
On December 30, 2015, the Company issued
a convertible debenture for the gross proceed of US$5,000 (C$6,942). The debenture matures on June 30, 2016. The terms of the debenture
requires the Company to pay the debenture investor a principal sum of US$7,500 with 5% annual interest upon maturity. The principal
amount of the debenture together with interest may be converted into shares of common stock equal to fifty percent of the lowest
closing price during the 40 days prior to the conversion.
On December 31, 2015, the Company issued
a convertible debenture for the gross proceed of US$10,000 (C$13,840). The debenture matures on July 1, 2016. The terms of the
debenture requires the Company to pay the debenture investor a principal sum of US$13,000 with 5% annual interest upon maturity.
The principal amount of the debenture together with interest may be converted into shares of common stock equal to fifty percent
of the lowest closing price during the 30 days prior to the conversion.
The above notes include certain embedded
features related to the embedded conversion option being exercisable into a variable number of shares and the strike price being
dominated in a currency other than the Company’s functional currency. These features qualify as derivatives and are bundled
as a compound embedded derivative that is measured at fair value. The fair value of the derivatives as at December 31, 2015 was
$1,120,067 (June 30, 2015 - $1,089,160). As the fair value of the embedded conversion features exceeded the principle value of
the promissory notes, the entire amount of the debt has been classified as an embedded derivative on the consolidated balance sheet.
To calculate the fair value of the embedded derivative the following assumptions were made using the Black-Scholes pricing model:
|
December 30, 2015
|
|
June 30, 2015
|
Risk-free interest rate
|
0.49-0.65%
|
|
0.49%
|
Expected life
|
0.50-1 years
|
|
1-2 years
|
Share price
|
0.0001
|
|
$0.003
|
Volatility
|
535%
|
|
519 %
|
Forfeiture rate
|
0%
|
|
0%
|
As at December 31, 2015, accrued interest
recorded in accounts payable and accrued liabilities relating to the convertible promissory notes totaled $37,290 (June 30, 2015
- $31,174). As at December 31, 2015, accrued interest relating to the notes that were converted during the quarter totaled $15,878.
GOLDEN GLOBAL CORP.
(An Exploration Stage Company)
NOTES TO THE CONDENSED INTERIM CONSOLIDATED
FINANCIAL STATEMENTS
For the three and six months ended December 31, 2015
(Unaudited)
Stated in Canadian dollars
Note 8 - Capital Stock
During the quarter ended September 30,
2014, the Company issued 2,506,109 common stocks as a result of the conversion of US$45,065 of unsecured promissory notes dated
May 2, 2012, November 2, 2012, and October 25, 2013. During the same quarter, the Company issued 1,686,364 common shares for $164,366
(US$154,000) previously accrued consulting fee payable to related parties. Of the share issued, 1,050,000 were issued at US$0.08
per common share and 636,364 were issued at US$0.11 per common share.
On December 8, 2014, the Company issued
6,150,000 common shares in lieu of payment for consulting fee of $70,553 (US$61,500) payable to related parties at US$0.01 per
common share. At the time of issuance, the Company’s share was traded at US$0.03. As a result, an additional $141,106 (US$123,000)
has been recorded as stock-based compensation.
On December 8, 2014, the Company issued
150,000 common shares in lieu of payment for investor relations and marketing services of US$5,162 (C$4,500) at US$0.03 per common
share.
On December 10, 2014, the Company’s
shareholders issue a written consent to approve, effective on December 10, 2014, the reverse split of the Company’s common
stock on a ratio of 1 new share for each 100 old shares. Subsequent to the reverse split, the Company had 14,873,382 common shares
outstanding on December 10, 2014.
During the quarter ended December 31, 2014,
the Company issued 2,940,255 common stocks as a result of the conversion of US$45,065 of unsecured promissory notes dated October
25, 2013, February 6, 2014, and April 9, 2014.
On April 21, 2015, the Company issued 12,500,000
common shares in lieu of payment for consulting fee of US$50,000 (C$61,405) payable to related parties at US$0.004 (C$0.005) per
common share.
During the quarter ended June 30, 2015,
the Company issued 16,280,071 common stocks as a result of the conversion of US$20,685 (C$25,434) of unsecured promissory notes
dated February 6, 2014, and April 9, 2014, August 1, 2014, and May 28, 2015.
On September 30, 2015, the Company issued
300,000,000 common shares in lieu of payment for consulting fee of US$60,000 (C$78,522) payable to related parties at US$0.0002
(C$0.0002) per common share.
During the quarter ended September 30,
2015, the Company issued 81,470,604 common stocks as a result of the conversion of US$15,652 (C$20,484) of unsecured promissory
notes dated February 6, 2014, April 9, 2014, May 27, 2014, May 28, 2015, and August 20, 2015.
On October 20, 2015, the Company issued
150,000,000 common shares in lieu of payment for consulting fee of US$15,000 (C$19,830) payable to related parties at US$0.0001
(C$0.0001) per common share.
During the quarter ended December 31, 2015,
the Company issued 1,330,834,667 common stocks as a result of the conversion of US$63,984 (C$84,586) of unsecured promissory notes
dated April 9, 2014, August 1, 2014, May 28, 2015, August 20, 2015, and December 3, 2015.
As of December 31, 2015, there are no share
options or warrants outstanding.
GOLDEN GLOBAL CORP.
(An Exploration Stage Company)
NOTES TO THE CONDENSED INTERIM CONSOLIDATED
FINANCIAL STATEMENTS
For the three and six months ended December 31, 2015
(Unaudited)
Stated in Canadian dollars
Note 9 – Shares to be Issued
For consideration of ongoing investor relations
and marketing service the Company has agreed to issue shares in lieu for services. The Company has agreed that this vendor will
remain the owners of at least 3% of the Company’s outstanding common shares as at June 5, 2015 and June 5, 2016. At December
31, 2015, the Company has recorded shares to be issued of US$5,151 (C$7,129), which represents 1,471,812 shares.
Note 10 – Subsequent Event
On April 18, 2016, the Company entered
into a Rescission Agreement and Mutual Release (the “
Unwinding Agreement
”) with
Corpaycar, LLC,
a
Minnesota limited liability company (
“CPC”
), Combo Hitter, LLC, an Ohio limited liability company (
“Combo”)
and
Brad Kohler, the sole member of CPC (the
“Member
,
”
and together with CPC and Combo, collectively,
the
“CPC Parties”
). Pursuant to the Unwinding Agreement, the Company and the CPC Parties agreed to rescind
that certain Acquisition Agreement dated October 30, 2015 (the “
Acquisition Agreement
”) by and among the Company,
CPC and the Member, and the acquisition of all of the outstanding limited liability company membership interests of CPC (the “
CPC
Interests
”) from the Member (the “
Acquisition
”) contemplated by the Acquisition Agreement. Pursuant
to the Unwinding Agreement, among other matters:
|
·
|
The Acquisition Agreement and the Acquisition
were rescinded
ab initio
, as of October 30, 2015;
|
|
·
|
The CPC Parties, jointly and severally
waived (i) any ownership right in and to the shares of the Company’s Series B Preferred Stock, which was to be issued to
the Member pursuant to the Acquisition Agreement in exchange for the CPC Interests; and (ii) any right to receive compensation
of any type and any other benefit from the Company pursuant to the Acquisition Agreement or otherwise in connection with the Acquisition;
|
|
·
|
The Company waived (i) any ownership right
in and to the CPC Interests which were to be conveyed by the Member to the Company pursuant to the Acquisition Agreement or otherwise
in connection with the Acquisition; and (ii) any ownership rights in the intellectual property or other assets of CPC or Combo;
|
|
·
|
The CPC Parties were relived of any obligation
to repay the Company for any funds advanced by the Company to the CPC Parties to fund the operations of CPC and Combo between October
30, 2015 and April 18, 2016; and
|
|
·
|
The parties exchanged mutual releases
and agreed to a mutual non-disparagement covenant.
|