Note 1 – Organization and Basis of Financial Statement Presentation
Business Description
Green Endeavors, Inc., (“Green”) owns and operates two hair salons carrying the Aveda™ product line through its wholly-owned subsidiaries Landis Salons, Inc. (“Landis”) and Landis Salons II, Inc. (“Landis II”) in Salt Lake City, Utah. Green also owns and operates Landis Experience Center LLC (“LEC”), an Aveda retail store in Salt Lake City, Utah.
Organization
Green Endeavors, Inc. was incorporated under the laws of the State of Delaware on April 25, 2002 as Jasper Holdings.com, Inc. During the year ended December 2004, Green changed its name to Net2Auction, Inc. In July of 2007, Green changed its name to Green Endeavors, Ltd. On August 23, 2010, Green changed its name to Green Endeavors, Inc. and moved the corporate domicile from Delaware to Utah. Green has four classes of stock as follows: common with 2,000,000,000 shares authorized; preferred with 3,000,000 shares authorized; convertible preferred with 2,000,000 shares authorized; and, convertible super voting preferred with 10,000,000 shares authorized. Green is quoted on the Pink Sheets as an OTCQB issuer under the symbol GRNE.
Green is a more than 50% controlled subsidiary of Sack Lunch Productions, Inc. (“SAKL”). Sack Lunch Productions, Inc. is listed at OTC Markets trading under the symbol SAKL and is not currently a reporting company. Previous to April 15, 2015, SAKL was known as Nexia Holdings, Inc. and was trading under its symbol NXHD.
Landis Salons, Inc., a Utah corporation, was organized on May 4, 2005 for the purpose of operating an Aveda Lifestyle Salon. Landis Salons, Inc. is a wholly-owned subsidiary of Green.
Landis Salons II, Inc., a Utah corporation was organized on March 17, 2010 as a wholly-owned subsidiary of Green for the purpose of opening a second Aveda Lifestyle Salon.
Landis Experience Center, LLC (“LEC”), a Utah limited liability company, was organized on January 23, 2012 as a wholly-owned subsidiary of Green for the purpose of operating an Aveda retail store in the City Creek Mall in Salt Lake City, Utah. LEC opened its doors August 16, 2012.
26
Green Endeavors, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
December 31, 2016 and 2015
Note 2 – Summary of Significant Accounting Policies
Principles of Consolidation
The accompanying consolidated financial statements include the accounts of Green and its subsidiaries after elimination of intercompany accounts and transactions. All consolidated subsidiaries are wholly-owned by Green.
Use of Estimates in the Preparation of the Financial Statements
The consolidated financial statements are prepared in conformity with U.S. GAAP, which requires the use of estimates, judgments and assumptions that affect the amounts of assets and liabilities at the reporting date and the amounts of revenue and expenses in the periods presented. We believe that the accounting estimates employed are appropriate and the resulting balances are reasonable; however, due to the inherent uncertainties in making estimates actual results could differ from the original estimates, requiring adjustments to these balances in future periods.
Cash and Cash Equivalents
Investments with original maturities of three months or less at the time of purchase are considered cash equivalents. As of December 31, 2016 and 2015, Green had no cash equivalents.
Concentration of Credit Risk and Accounts Receivable
Our cash balances are maintained in accounts held by major banks and financial institutions located in the United States. The Company occasionally maintains amounts on deposit with a financial institution that are in excess of the federally insured limit of $250,000. The risk is managed by maintaining all deposits in high quality financial institutions. The company had no deposits in excess of federally insured limits at December, 2016 and 2015. Accounts receivable represents the balance owed to LEC by Aveda as a rebate owed to LEC for inventory purchases. The Company has experienced no credit write-offs to this account and no allowance has been provided.
Inventory
Inventories consist of hair care products used in our salon operations and are stated at the lower of cost or market. Cost is principally determined using the first-in, first-out (FIFO) method.
Property, Plant, and Equipment
Property, plant, and equipment is stated at historical cost. Depreciation is generally provided over the estimated useful lives, using the straight-line method, as follows:
Leasehold improvements
|
Shorter of the lease term or the estimated useful life
|
Computer equipment and related software
|
3 years
|
Furniture and fixtures
|
3-10 years
|
Equipment
|
3-10 years
|
Vehicle
|
7 years
|
Signage
|
10 years
|
Long-Lived Assets
We periodically review the carrying amount of our long-lived assets for impairment. An asset is considered impaired when estimated future cash flows are less than the carrying amount of the asset. In the event the carrying amount of such asset is not considered recoverable, the asset is adjusted to its fair value. Fair value is generally determined based on discounted future cash flows. There were no impairments of long-lived assets during the years ended December 31, 2016 and 2015.
27
Green Endeavors, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
December 31, 2016 and 2015
Fair Value Measurements
The fair value of a financial instrument is the amount that could be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Financial assets are marked to bid prices and financial liabilities are marked to offer prices. Fair value measurements do not include transaction costs. A fair value hierarchy is used to prioritize the quality and reliability of the information used to determine fair values. Categorization within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fair value hierarchy is defined into the following three categories:
Level 1: Quoted market prices in active markets for identical assets or liabilities.
|
Level 2: Observable market-based inputs or inputs that are corroborated by market data.
|
Level 3: Unobservable inputs that are not corroborated by market data.
|
|
Revenue Recognition
There are two primary types of revenue for the Company: 1) providing hair salon services, and 2) selling hair salon products. Revenue is recognized at the time the service is performed or the product is delivered. All revenue sources are domestic. In some cases, such as the sale of gift cards, revenue is deferred until the gift card is redeemed. Staff Accounting Bulletin (“SAB”) No. 104, “Revenue Recognition” summarizes the SEC’s views in applying generally accepted accounting principles to revenue recognition in financial statements. SAB No. 104 establishes the SEC’s view that it is not appropriate to recognize revenue until all of the following criteria are met: persuasive evidence that an arrangement exists; delivery has occurred or services have been rendered; the seller’s price to the buyer is fixed or determinable; and collectability is reasonably assured. Further, SAB No. 104 requires that both title and the risks and rewards of ownership be transferred to the buyer before revenue can be recognized. We believe that our revenue recognition policies are in compliance with SAB No. 104.
Deferred Revenue
Deferred revenue arises when customers pay for products and/or services in advance of revenue recognition. Green’s deferred revenue consists solely of unearned revenue associated with the purchase of gift certificates for which revenue is recognized only when the service is performed or the product is delivered.
Advertising
The Company expenses advertising production costs as they are incurred and advertising communication costs the first time the advertising takes place. For the years ended December 31, 2016 and 2015, advertising costs amounted to $95,214 and $165,302, respectively.
Stock-Based Compensation
Green recognizes the cost of employee and non-employee services received in exchange for awards of equity instruments as stock-based compensation expense. Stock-based compensation expense is measured at the grant date based on the fair value of the restricted stock award, option, or purchase right and is recognized as expense, less expected forfeitures, over the requisite service period, which typically equals the vesting period. Because the employee is expected to and has historically received shares of common stock on or about the date of the employee stock option grant date as part of the exercise process, the fair value of each stock issuance is determined using the fair value of Green’s common stock on the grant date.
Income Taxes
The Company has adopted the ASC 740 “Income Taxes” as of its inception. The Company recognizes deferred tax assets and liabilities based on differences between the financial reporting and tax bases of assets and liabilities using the enacted tax rates and laws that are expected to be in effect when the differences are expected to be recovered. The Company provides a valuation allowance for deferred tax assets for which it does not consider realization of such assets to be more likely than not.
28
Green Endeavors, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
December 31, 2016 and 2015
Earnings (Loss) Per Share
Net income (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the specified period. Diluted earnings per common share is computed by dividing net income by the weighted average number of common shares and potential common shares during the specified period. Because the effects of these conversions would be anti-dilutive we do not include this in our calculation of earnings per share.
The following table shows the calculation of diluted common shares.
|
|
|
Diluted Shares
|
|
|
2016
|
|
|
|
Potential shares issued due to conversion of Series B Preferred Stock
|
9,949,168
|
Potential shares issued due to conversion of convertible debt
|
445,213
|
Potential shares issued due to conversion of Super voting shares
|
1,000,000,000
|
|
Total potentially dilutive shares
|
1,010,394,381
|
Common diluted shares outstanding
|
1,809,602
|
|
Total diluted shares
|
1,012,203,983
|
Recent Accounting Pronouncements
Management believes the impact of recently issued standards and updates, which are not yet effective, will not have a material impact on Green’s consolidated financial position, results of operations or cash flows upon adoption.
In February 2016, the FASB issued an ASU amending the accounting for leases. The new guidance requires the recognition of lease assets and liabilities for operating leases with terms of more than 12 months, in addition to those currently recorded, on our consolidated balance sheets. Presentation of leases within the consolidated statements of operations and consolidated statements of cash flows will be generally consistent with the current lease accounting guidance. The ASU is effective for reporting periods beginning after December 15, 2018, with early adoption permitted. We are currently evaluating the impact and expect the ASU will not have a material impact on our consolidated financial statements.
In March 2016, the FASB issued an ASU amending the accounting for stock-based compensation and requiring excess tax benefits and deficiencies to be recognized as a component of income tax expense rather than equity. This guidance also requires excess tax benefits and deficiencies to be presented as an operating activity on the statement of cash flows and allows an entity to make an accounting policy election to either estimate expected forfeitures or to account for them as they occur. The ASU is effective for reporting periods beginning after December 15, 2016, with early adoption permitted. We will adopt this ASU in the first quarter of 2017 by incorporating it into our stock-based compensation plan. As we do not currently have any outstanding potential forfeitures this change will not retroactively affect our financial statements.
In October 2016, the FASB issued an ASU amending the accounting for income taxes. The new guidance requires the recognition of the income tax consequences of an intercompany asset transfer, other than transfers of inventory, when the transfer occurs. For intercompany transfers of inventory, the income tax effects will continue to be deferred until the inventory has been sold to a third party. The ASU is effective for reporting periods beginning after December 15, 2017, with early adoption permitted. We are currently evaluating the impact and expect the ASU will not have a material impact on our consolidated financial statements.
Reclassification of Financial Statement Accounts
Certain amounts in the December 31, 2015 financial statements have been reclassified to conform to the presentation in the December 31, 2016 financial statements. In 2015 the Gain on settlement of debt and the loss on stock subscription receivable were presented as a net number on the face of the statement of operations. In 2016 this has been revised to show each separately.
Note 3 – Inventory
Green’s inventory consists of finished good products that are held for resale at all locations or that are used for the services provided by the two salons. Inventory is carried at the lower of cost or market. Market is determined based on the estimated net realizable value, which generally is the merchandise selling price plus a reasonable margin. Inventory levels are reviewed to identify slow-moving merchandise and damaged items. Mark downs are used to clear merchandise. As of December 31, 2016 and 2015, inventory amounted to $152,790 and $138,928, respectively.
29
Green Endeavors, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
December 31, 2016 and 2015
Note 4 – Property, Plant, and Equipment
The following is a summary of Green’s Property, plant, and equipment by major category as of December 31, 2016:
|
|
|
Cost
|
Accumulated Depreciation
|
Net
|
Computer equipment and related software
|
$
44,401
|
$
36,333
|
$ 8,068
|
Construction in process
|
|
-
|
-
|
-
|
Leasehold improvements
|
|
732,690
|
530,039
|
202,651
|
Furniture and fixtures
|
|
27,201
|
25,650
|
1,551
|
Equipment
|
|
|
362,126
|
315,227
|
46,899
|
Vehicle
|
|
|
48,193
|
46,472
|
1,721
|
Signage
|
|
|
25,154
|
16,213
|
8,941
|
|
|
|
$
1,239,765
|
$
969,934
|
$ 269,831
|
The following is a summary of Green’s Property, plant, and equipment by major category as of December 31, 2015:
|
|
|
Cost
|
Accumulated Depreciation
|
Net
|
Computer equipment and related software
|
$39,247
|
$29,401
|
$ 9,846
|
Construction in process
|
|
12,000
|
-
|
12,000
|
Leasehold improvements
|
|
639,253
|
476,652
|
162,601
|
Furniture and fixtures
|
|
27,201
|
24,661
|
2,540
|
Equipment
|
|
|
359,256
|
273,132
|
86,124
|
Vehicle
|
|
|
48,193
|
39,587
|
8,606
|
Signage
|
|
|
25,155
|
13,803
|
11,352
|
|
|
|
$1,150,304
|
$857,236
|
$ 293,068
|
For the years ended December 31, 2016 and 2015, Green recorded depreciation expense of $112,698 and $129,909, respectively. Maintenance and repair costs are expensed as incurred.
Note 5 – Other Assets
The following table shows other assets as of December 31, 2016 and 2015:
|
|
December 31,
|
|
|
2016
|
2015
|
Lease and utility deposits
|
|
$ 17,844
|
$ 20,914
|
Other Intangible Assets
|
|
3,561
|
3,561
|
Total other assets
|
|
$ 21,405
|
$ 24,475
|
Note 6 – Fair Value Measurements
Our financial assets and liabilities carried at fair value measured on a recurring basis as of December 31, 2016 and 2015, consisted of the following:
30
Green Endeavors, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
December 31, 2016 and 2015
|
|
|
|
Total fair
|
Quoted prices
|
Significant other
|
Significant
|
|
|
|
|
value at
|
in active
|
observable
|
unobservable
|
|
|
|
|
December 31,
|
markets
|
inputs
|
inputs
|
Description
|
|
|
2016
|
(Level)
|
(Level 2)
|
(Level)
|
Derivative liability (1)
|
|
$108,297
|
$ -
|
$108,297
|
$ -
|
|
|
|
|
|
|
|
|
|
|
|
|
Total fair
|
Quoted prices
|
Significant other
|
Significant
|
|
|
|
|
value at
|
in active
|
observable
|
unobservable
|
|
|
|
|
December 31,
|
markets
|
inputs
|
inputs
|
Description
|
|
|
2015
|
(Level)
|
(Level 2)
|
(Level)
|
Derivative liability (2)
|
|
$209,610
|
$ -
|
$209,610
|
$ -
|
(1)
The Company has estimated the fair value of these embedded derivatives for convertible debenture using a multinomial lattice model.
(2)
The Company has estimated the fair value of these embedded derivatives for convertible debenture using Black Scholes.
Note 7 – Derivative Liability
The Company has three convertible notes that could be considered derivatives or contain embedded features subject to derivative accounting.
The notes convert into shares of the Company's common stock (the "Common Stock") using a calculation of lowest prices over a period of time and some at a discount. The notes also contain a ratchet provision. Because the terms do not dictate a maximum numbers of convertible shares, the ability to settle these obligations with shares would be unavailable causing these obligations to potentially be settled in cash. This condition creates a derivative liability Under ASC 815-40. The Company evaluates embedded conversion features within convertible debt under ASC 815 "Derivatives and Hedging" to determine whether the embedded conversion feature(s) should be bifurcated from the host instrument and accounted for as a derivative at fair value with changes in fair value recorded in earnings. If the conversion feature does not require derivative treatment under ASC 815, the instrument is evaluated under ASC 470-20 "Debt with Conversion and Other Options" for consideration of any beneficial conversion feature.
Embedded derivatives are valued separately from the host instrument and are recognized as derivative liabilities in the Company’s balance sheet. The Company measures these instruments at their estimated fair value and recognizes changes in their estimated fair value in results of operations during the period of change. The Company has estimated the fair value of these embedded derivatives for convertible debentures using a multinomial lattice model. As of December 31, 2016, the fair market value of the derivatives aggregated $108,297, and we recorded a gain on mark to market of $51,314, using the following assumptions: estimated 0.75 to 1.50 -year term, estimated volatility of 347.03% to 636.47%, and a discount rate of 0.45% to 0.71%. During 2016 two of the notes were converted. The following table summarizes the derivative activity.
Derivative Liability 2016
|
Beginning balance
|
$
209,610
|
Conversions
|
(152,627)
|
Gain/(loss) net
|
51,314
|
Ending balance
|
$
108,297
|
Prior to December 31, 2016, the Black-Scholes model was used to determine the fair value of derivative liabilities recognized in the financial statements. The fair value of derivatives as of December 31, 2016 were estimated using a multinomial lattice model. The Company made this change because lattice models produce more accurate derivative values due to the ability to incorporate more instrument specific assumptions into the open-form binomial model. In addition, lattice models allow for changes in critical assumptions over the life of the option in comparison to closed-form models like Black-Scholes, which require single-value assumptions at the time of grant. The change of a valuation model is considered a change in accounting estimates.
31
Green Endeavors, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
December 31, 2016 and 2015
Note 8 – Income Taxes
The Company is a subsidiary of Sack Lunch Productions, Inc. that files a consolidated income tax return. The Company follows ASC 740, under which deferred income taxes reflect the net effect of (a) temporary difference between carrying amounts of assets and liabilities for financial purposes and the amounts used for income tax reporting purposes, and (b) net operating loss carry-forwards. No net provision for refundable Federal income tax has been made in the accompanying statement of loss because no recoverable taxes were paid previously. Similarly, no deferred tax asset attributable to the net operating loss carry-forward has been recognized, as it is not deemed likely to be realized. The cumulative net operating loss and the cumulative tax effect at the expected composite rate of 39 percent of significant items comprising our net deferred tax amount is as follows:
The cumulative net operating loss and the cumulative tax effect at the expected composite rate of 39 percent of significant items comprising our net deferred tax amount is as follows:
|
|
|
|
December 31,
|
|
|
|
|
2016
|
2015
|
|
|
|
|
|
|
Cumulative net operating loss
|
|
(3,791,881)
|
(3,831,190)
|
|
|
|
|
|
|
|
|
|
|
December 31,
|
|
|
|
|
2016
|
2015
|
Deferred Tax assets:
|
|
|
|
Net operating loss carry forwards
|
|
(1,478,834)
|
(1,494,163)
|
Valuation allowance
|
|
|
1,478,834
|
1,494,163
|
|
|
|
|
-
|
-
|
|
|
|
|
|
|
|
|
|
|
December 31,
|
|
|
|
|
2016
|
2015
|
Book (loss) from operations
|
(298,460)
|
(344,972)
|
Meals and Entertainment
|
|
4,725
|
3,290
|
Donations
|
|
|
10,451
|
3,237
|
Change in derivative liability
|
|
(51,314)
|
33,927
|
Stock options issued for services
|
|
-
|
54,718
|
Accrued expenses- officer
|
|
8,750
|
-
|
Change in valuation allowance
|
|
325,848
|
249,800
|
|
|
|
|
-
|
-
|
Note 9 – Related Party Transactions
A summary of the related party note payable as of December 31, 2016 and 2015 is as follows:
32
Green Endeavors, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
December 31, 2016 and 2015
|
|
Interest
|
|
Maturity
|
|
December 31,
|
|
|
Rate
|
|
Date
|
|
2016
|
|
2015
|
Note Payable to Richard Surber. President and CEO of SAKL
|
(1)
|
20.00%
|
|
11/6/2017
|
|
25,000
|
|
25,000
|
Note Payable to Sack Lunch Inc.
|
(2)
|
10.00%
|
|
4/15/2015
|
|
27,250
|
|
27,250
|
Note Payable to Richard Surber. President and CEO of SAKL
|
(3)
|
18.00%
|
|
3/12/2018
|
|
-
|
|
20,820
|
Note Payable to a Corporation
|
(4)
|
18.00%
|
|
5/6/2016
|
|
9,309
|
|
9,309
|
Total Related Party Notes
|
|
|
|
|
|
61,559
|
|
82,379
|
Less Current portion
|
|
|
|
|
|
61,559
|
|
67,990
|
Long Term Related Party Notes
|
|
|
|
|
|
$ -
|
|
$ 14,389
|
(1)
On November 6, 2012, Landis Salons II, Inc. entered into a promissory note with Richard Surber, President, CEO, and Director of Green, for the sum of $25,000 for funds loaned. The note bears interest at the rate of 20% per annum, with a term of five years and monthly payments of $662 and a demand feature by which the note can be called upon the demand of Mr. Surber. As security for the note, Landis Salons II pledged all of its assets, stock in trade, inventory, furniture, fixtures, supplies, any intangible property and all tangible personal property of Landis Salons II and all and any other assets to which Landis Salons II holds title or claims ownership or that is hereafter acquired by Landis Salons II, subject only to purchase money liens held by sellers or grantors.
(2)
On April 15, 2013, Green entered into a promissory note with its parent company, Sack Lunch Productions Inc., in the amount of $37,400 for cash advanced to Green. Interest on the note is 10% per annum, monthly payments are $1,726 and the note was due 24 months from signing. As of December 31, 2016, the note is in default.
(3)
On March 24, 2015, Landis Salons, Inc. entered into a promissory note with Richard Surber, President, CEO, and Director of Green, for the sum of $25,082 for funds loaned. The note bears interest at the rate of 18% per annum, with a term of five years and monthly payments of $806 and a demand feature by which the note can be called upon the demand of Mr. Surber. As security for the note, Landis Salons pledged all of its assets, stock in trade, inventory, furniture, fixtures, supplies, any intangible property and all tangible personal property of Landis Salons and all and any other assets to which Landis Salons holds title or claims ownership or that is hereafter acquired by Landis Salons, subject only to purchase money liens held by sellers or grantors. During 2016 the debt was settled by paying the remainder of the principle and interest of the note.
(4)
On May 6, 2015 Landis salons Inc. entered into a promissory note with Diversified Holdings X Inc. for the sum of $10,000. The interest rate on this loan is 18% per annum. There was to be a lump sum payment made 12 months after the origination date. The note is still outstanding. As of December 31, 2016, the note is in default.
On April 30, 2008, Green entered into a stock transfer agreement with its parent company Sack Lunch Productions Inc. and Sack Lunch’s wholly-owned subsidiary DHI whereby they would each sell their holdings in Landis and Newby in exchange for an 8% Series A Senior Subordinated Convertible Debenture with a face amount of $3,000,000. Interest on the debenture commenced on December 30, 2008. DHI has the option, at any time, to convert all or any amount over $10,000 of principal face amount and accrued interest into shares of Common stock, $0.0001 par value per share, at a conversion price of 95% of the average closing bid price of the Common stock three days prior to the date notice is received by Green. On December 11, 2015, the Company amended the conversion terms of the note to include a floor to the conversion price. The note holder can convert all or any amount over $10,000 of the principal face amount of the debenture into shares of Common stock, $0.0001 par value per share, at a conversion price for each share of Common stock at the greater of $0.0001 or equal to 95% of the average closing bid price of the common stock three days prior to the date we receive notice. On September 30, 2016 the Company issued 230,621 shares of Series B and 3,843,686 shares of common stock in exchange for converting the note and accrued interest in the amount of $2,190,896.
|
|
|
|
December 31,
|
|
|
|
|
2016
|
|
2015
|
Convertible Debenture - Related Party
|
|
|
|
|
|
|
Principal amount
|
|
|
$ -
|
|
$2,147,591
|
Debt discount
|
|
|
-
|
|
(29,218)
|
Convertible debenture, net of debt discount
|
$ -
|
|
$2,118,373
|
33
Green Endeavors, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
December 31, 2016 and 2015
As of December 31, 2016 and 2015, amounts payable to related parties are $632,802 and $424,804, respectively. The December 31, 2016 balance of $632,802 consists of $5,000 of accrued interest for the note payable to Richard Surber and $627,802 from various amounts owed to Sack Lunch's subsidiaries. The December 31, 2015 balance of $424,804 consists of $6,852 of accrued interest for the note payable to Richard Surber and $417,952 from various amounts owed to Sack Lunch's subsidiaries.
Effective October 16, 2015, Sack Lunch Productions, Inc. (Green’s parent corporation “SAKL”) closed a Credit Agreement (the “
Credit Agreement
”) with SAKL, as borrower, and the Company’s subsidiaries as joint and several guarantors and TCA Global Credit Master Fund, LP, (“
TCA
”). Pursuant to the Credit Agreement, TCA loaned SAKL an initial amount of $1,800,000. The amounts borrowed pursuant to the Credit Agreement are evidenced by a Convertible Promissory Note (the “
Note
”) and the repayment of the Note is secured by a first position security interest in substantially all of SAKL’s assets in favor of TCA, as evidenced by a Security Agreement by and between SAKL and TCA (the “
Company Security Agreement
”) and a first position security interest in substantially all of the Subsidiaries’ assets, including Green Endeavors, in favor of TCA. The Note is due and payable, along with interest thereon, fifteen months following the effective date of the Note, and bears interest at the rate of 12% per annum. On November 23, 2016 TCA gave SAKL a Notice of Default that SAKL is in default for 3 months payments that were due in accordance with the terms and provisions of the Senior Secured Credit Facility Agreement effective between the parties as of October 31, 2015. Failure to cure the default may lead to further collection efforts by TCA. Discussions to resolve the default are ongoing.
As of December 31, 2016, Mr. Surber is a personal guarantor to various notes payable by the Company. Subsequent to December 31, 2016, Mr. Surber continues to provide his personal guaranty for several lines of credit, credit cards, and loans that are being utilized by the Company and its subsidiaries. The total amount of these credit obligations could exceed the amount of $600,000 from time to time.
Note 10 – Notes Payable
A summary of notes payable as of December 31, 2016 and 2015 is as follows:
|
|
Interest
|
|
Maturity
|
|
December 31,
|
|
|
Rate
|
|
Date
|
|
2016
|
|
2015
|
To an Individual
|
(1)
|
11.00%
|
|
2/27/2016
|
|
-
|
|
14,844
|
To a Corporation
|
(2)
|
5.00%
|
|
9/1/2017
|
|
-
|
|
18,935
|
To a Corporation
|
(3)
|
24.33%
|
|
10/25/2017
|
|
83,333
|
|
-
|
To a Bank
|
(4)
|
6.00%
|
|
3/1/2017
|
|
14,317
|
|
-
|
To a Bank
|
(5)
|
12.00%
|
|
11/19/2017
|
|
-
|
|
261,806
|
To a Bank
|
(6)
|
6.00%
|
|
12/11/2017
|
|
322,927
|
|
-
|
To a Partnership
|
(7)
|
8.00%
|
|
3/3/2019
|
|
6,206
|
|
8,532
|
To a Bank
|
(8)
|
|
|
6/17/2021
|
|
58,309
|
|
-
|
Total Notes Payable
|
|
|
|
|
|
485,092
|
|
304,117
|
Less Current portion
|
|
|
|
|
|
434,695
|
|
152,089
|
Long Term Notes Payable
|
|
|
|
|
|
$ 50,397
|
|
$ 152,028
|
(1)
On February 27, 2012, Green and Landis Experience Center, LLC issued an 11% note payable in the principal face amount of $50,000 to an individual in exchange for a cash payment of the same amount. The note provides for monthly payments in the amount of $1,292 of principal and interest. As of December 31, 2016 the full balance of the note and accrued interest was paid off.
(2)
On August 20, 2012, the Board of Directors of LEC approved that LEC enter into a loan agreement with a Corporation in the amount of $50,000. Pursuant to the board approval, a note in the amount of $50,000 was issued on August 21, 2012. The note bears interest at 5% per annum and requires 60 monthly installments of $944 commencing October 1, 2012. As of December 31, 2016 the full balance of the note and accrued interest was paid off.
(3)
On October 17, 2016 Landis Salons, Inc. issued a 24.33%, 12 month note in the amount of $100,000 to a corporation in exchange for cash of the same amount. The note provides for 6 monthly payments of $10,833 of principal and interest and then 6 monthly payments of $9,333 of principal and interest for the remainder of the note.
34
Green Endeavors, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
December 31, 2016 and 2015
(4)
On March 1, 2016, the Company entered into a loan agreement with a bank in the amount of $62,000. The note provides for daily payments of $263. In addition to the merchant account receivables, collateral for the loan includes all receivables, financial instruments, equipment assets, inventories, intangibles, deposits, and other assets as applicable. The loan requires a prepaid interest charge that is 6% ($3,720) of the $62,000 loan amount. These financing costs are being amortized monthly to interest expense during the one year term of the loan. The total amount due at the inception date is $65,720.
(5)
On November 20, 2015, the Company entered into a loan agreement with a bank in the amount of $250,000. The note is a merchant account financing arrangement wherein Landis repays the loan at the rate of 31% of the American Express credit card sales receipts that are collected each month. In addition to the merchant account receivables, collateral for the loan includes all receivables, financial instruments, equipment assets, inventories, intangibles, deposits, and other assets as applicable. The loan requires a prepaid interest charge that is 12% ($30,000) of the $250,000 loan amount. These financing costs are being amortized monthly to interest expense during the two year term of the loan. The total amount due at the inception date is $280,000.
(6)
On November 5, 2016, the Company entered into a loan agreement with a bank in the amount of $346,000. The note is a merchant account financing arrangement wherein Landis repays the loan at the rate of 75% of the American Express credit card sales receipts that are collected each month. In addition to the merchant account receivables, collateral for the loan includes all receivables, financial instruments, equipment assets, inventories, intangibles, deposits, and other assets as applicable. The loan requires a prepaid interest charge that is 6% ($20,760) of the $346,000 loan amount. These financing costs are being amortized monthly to interest expense during the one year term of the loan. The total amount due at the inception date is $366,760.
(7)
On March 3, 2014, Landis Salons, Inc. entered into a loan agreement with a partnership in the amount of $12,021 for the financing of professional laundry equipment. The note calls for 60 monthly payments of $244 commencing when the equipment is delivered for installment. In addition to corporate guarantees, Richard Surber, President, CEO, and Director of Landis is a personal guarantor and the note is secured by the equipment.
(8)
On August 17, 2016, Landis Salons, Inc. entered into a loan agreement with a bank in the principal amount of $69,495 with an interest rate of 24%. The loan agreement requires 60 monthly payments of principal and interest in the amount of $1,242. The maturity date is June 17, 2021.
A summary of convertible notes payable as of December 31, 2016 and 2015 is as follows:
|
|
Interest
|
|
Maturity
|
|
December 31,
|
|
|
Rate
|
|
Date
|
|
2016
|
|
2015
|
To a Corporation
|
(9)
|
8.00%
|
|
8/17/2014
|
|
35,000
|
|
35,000
|
To a Corporation
|
(10)
|
8.00%
|
|
3/26/2016
|
|
-
|
|
14,983
|
To a Corporation
|
(11)
|
12.00%
|
|
7/30/2017
|
|
-
|
|
38,500
|
Less Debt Discount
|
|
|
|
|
|
-
|
|
(36,279)
|
Total Convertible Notes Payable
|
|
|
|
|
|
35,000
|
|
52,204
|
Less Current portion
|
|
|
|
|
|
35,000
|
|
44,094
|
Long Term Convertible Notes Payable
|
|
|
|
|
|
$ -
|
|
$ 8,110
|
35
Green Endeavors, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
December 31, 2016 and 2015
(9)
On August 17, 2012, Green issued a $35,000 convertible promissory note to a corporation Green converted $15,000 of accounts payable to the corporation to the note and also received $20,000 in cash for the loan. The transaction has been handled as a private sale exempt from registration under Rule 506 of the Securities Act of 1933. The note matures on August 17, 2014 and bear interest at a rate of 8% per annum. After one year from issuance, the note can be convertible into Green’s common shares at the conversion rate of 54% of the market price of the lowest price of Green’s common shares during the ten-day period ending one trading day prior to the date of the conversion. As of December 31, 2016, none of the note had been converted into shares of common stock.
(10)
On March 25, 2015, Green issued a $34,000 Convertible Promissory Note to LG Capital Funding, LLC (“LGCF Note”) that matured March 26, 2016. The LGCF Note bears interest at a rate of 8% per annum and can be convertible into Green’s common shares, at the holder’s option, at the conversion rate of 58% of the market price (a 42% discount) of an average of the three lowest trading price of Green’s common shares during the eighteen-day period ending on the date of the conversion. Green analyzed the conversion feature of the agreement for derivative accounting consideration under ASC 815-15 “Derivatives and Hedging” and determined that the embedded conversion features should be classified as a derivative because the exercise price of these convertible notes are subject to “reset” provisions in the event the Company subsequently issues common stock, stock warrants, stock options or convertible debt with a stock price, exercise price or conversion price lower than conversion price of these notes. If these provisions are triggered, the conversion price of the note will be reduced. The Company has determined that the conversion feature is not considered to be solely indexed to the Company’s own stock and is therefore not afforded equity treatment. In accordance with AC 815, the Company has bifurcated the conversion feature of the note and recorded a derivative liability. On March 29, 2016 Green settled the LGCF note for a payment of the remaining balance of principle and interest owed.
(11)
On July 30, 2015, Green issued a $38,500 Convertible Promissory Note to JMJ. The JMJ Note can be convertible into Green’s common shares, at the holder’s option, at the conversion rate of 60% of the market price (a 40% discount) of an average of the three lowest trading price of Green’s common shares during the eighteen-day period ending on the date of the conversion. Green analyzed the conversion feature of the agreement for derivative accounting consideration under ASC 815-15 “Derivatives and Hedging” and determined that the embedded conversion features should be classified as a derivative because the exercise price of these convertible notes are subject to “reset” provisions in the event the Company subsequently issues common stock, stock warrants, stock options or convertible debt with a stock price, exercise price or conversion price lower than conversion price of these notes. If these provisions are triggered, the conversion price of the note will be reduced. The Company has determined that the conversion feature is not considered to be solely indexed to the Company’s own stock and is therefore not afforded equity treatment. In accordance with AC 815, the Company has bifurcated the conversion feature of the note and recorded a derivative liability. On March 24, 2016 Green settled the JMJ Note for a payment of the remaining balance of principle and interest owed.
(12)
A summary of capital leases payable as of December 31, 2016 and 2015 is as follows:
|
|
Interest
|
|
Maturity
|
|
Monthly
|
|
December 31,
|
|
|
Rate
|
|
Date
|
|
Payment
|
|
2016
|
|
2015
|
Capitalized lease for equipment
|
(12)
|
16.96%
|
|
4/23/2016
|
|
1,535
|
|
-
|
|
5,929
|
Capitalized lease for equipment
|
(13)
|
17.75%
|
|
9/5/2016
|
|
485
|
|
-
|
|
4,110
|
Total Capital Leases Payable all Current
|
|
|
|
|
|
$ 2,020
|
|
-
|
|
10,038
|
(13)
On April 23, 2012, Landis Salons, Inc. entered into a capital lease financing agreement in the principal amount of $53,230 with a corporation. The lease agreement requires 48 monthly payments of principal and interest in the amount of $1,535. Interest is at the rate of 16.96% per year and the maturity date is April 23, 2016. During 2016 Green settled this lease by paying the scheduled payments of principle and interest and exercising the bargain purchase option. The Company applied the guidance of ASC 840 in its determination of the lease being a capital lease. In addition to the Company’s guarantee for the debt, Richard Surber is personal guarantor to the lease.
36
Green Endeavors, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
December 31, 2016 and 2015
(14)
On July 26, 2012, Landis Salons II, Inc. entered into a capital lease financing agreement in the principal amount of $16,826 with a corporation. The lease agreement requires 48 monthly payments of principal and interest in the amount of $485. During 2016 Green settled this lease by paying the scheduled payments of principle and interest and exercising the bargain purchase option. . The Company applied the guidance of ASC 840 in its determination of the lease being a capital lease. In addition to the Company’s guarantee for the debt, Richard Surber is personal guarantor to the lease.
37
Green Endeavors, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
December 31, 2016 and 2015
Note 11 – Lease Commitments
Operating Leases
We lease three facilities for our salons and experience center operations in Salt Lake City, UT. We believe that these facilities are sufficient for our current needs and that suitable additional or substitute space will be available as needed to accommodate any expansion of our operations. Facilities are leased under operating leases expiring at various dates through 2020. Certain of these leases contain renewal options. For the years ended December 31, 2016 and 2015, rent expense was $173,140 and $187,214, respectively.
As of December 31, 2016, future minimum lease payments under non-cancelable operating leases were as follows:
For the year ended December 31,
|
|
Operating Leases
|
2017
|
|
$ 220,292
|
2018
|
|
230,129
|
2019
|
|
206,732
|
2020
|
|
128,525
|
Total operating lease payments
|
|
$ 785,678
|
Contingent Deferred Rents
The Landis Experience Center, (LEC), retail outlet has entered into various lease modification agreements with its landlord. The landlord has agreed to monthly lease payment reductions through December 31, 2016 which total $94,500. Under the terms of the modification agreements, these deferred payments will be cancelled if LEC fulfills its lease term commitment.
Note 12 – Stockholders’ Deficit
Preferred Stock
Green is authorized to issue 15,000,000 shares of preferred stock (par value $.001 per share). Green’s preferred stock may be divided into such series as may be established by the Board of Directors. As of December 31, 2016 and 2015, Green has designated 12,000,000 of the preferred stock into two series as follows: 2,000,000 shares of Convertible Series B Preferred and 10,000,000 shares of Convertible Super voting Preferred.
The Preferred Stock is classified as equity as long as there are sufficient shares available to effect the conversion. In some instances certain contracts may pass the option to receive cash or common stock to the shareholder. In this case, it is assumed that a cash settlement will occur and balance sheet classification of the affected Preferred Stock and related preferred paid-in capital as a liability.
Convertible Super voting Preferred Stock
Each share of the Convertible Super voting Preferred Stock is convertible into 100 shares of Green’s Common stock and has the voting rights equal to 100 shares of Common stock.
During the years ended December 31, 2016 and 2015, there were no issuances or conversions of Convertible Super voting Preferred shares.
As of December 31, 2016 and 2015, Green had 10,000,000 shares of Convertible Super voting Preferred stock issued and outstanding.
Convertible Series B Preferred Stock
Each share of Green’s Convertible Series B Preferred Stock, (Series B) has one vote per share and is convertible into $5.00 worth of common stock. The number of common shares received is based on the average closing bid market price of Green's common stock for the five days before conversion notice date by the shareholder. Convertible Series B Preferred Stock shareholders, at the option of Green, can receive cash or common stock upon conversion.
2016
On August 29, 2016 the Company approved the conversion of 1,781 Series B shares into 44,062 shares of common stock.
38
Green Endeavors, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
December 31, 2016 and 2015
On May 22, 2016 the Company approved the conversion of 7,000 Series B shares into 41,667 shares of common stock.
On September 30, 2016, the Company authorized the issuance of 3,843,686 shares of Common Stock and 230,621 Shares of Series B Preferred Stock to Sack Lunch Productions, Inc. in exchange for the satisfaction and settlement of $2,190,895.52 in debenture principle and accrued interest owed to Sack Lunch by the Company that will be removed from the Company’s liabilities. The shares will be issued with a restrictive legend to Sack Lunch. The share values were discounted to 95%, which was greater than the $.0001 floor, based upon the amended conversion provisions of the Debenture, dated December 21, 2015.
2015
On January 15, 2015 the Board of Directors approved the return and cancellation of 14,205 shares of Series B shares in conjunction with an issuance of common stock for the cancellation of debt. (See Common Stock below)
On January 23, 2015, the Board of Directors approved the conversion of 3,900 shares of Series B held by an investor into 2,462 shares of Common Stock. The shares were converted at $7.92 per share based on the conversion provisions for the Series B Preferred Stock designation.
On July 8, 2015, the Board of Directors approved the conversions of 5,076 shares of Series B into 6,750 shares of Common Stock. The shares were converted at prices per share of approximately $3.76 based on the conversion provisions for the Convertible Series B Preferred Stock designation.
On November 16, 2015 The Board of Directors approved the payment of $2,500 to an investor for the return of 2,700 shares of Series B.
Common Stock
Green is authorized to issue 2,000,000,000 shares of common stock (par value $0.0001 per share). On July 20, 2016 the Company effected a 2000:1 reverse split. Share amounts have been retroactively restated where applicable.
2016
On January 12, 2016, LG Capital Funding LLC, subject to the terms of the convertible note, converted $1,711 of convertible debt, principle and interest, into 14,746 shares of the Company’s common stock.
On February 11, 2016, LG Capital Funding LLC, subject to the terms of the convertible note, converted $1,712.22 of convertible debt, principle and interest, into 14,761 shares of the Company’s common stock.
On February 19, 2016, LG Capital Funding LLC, subject to the terms of the convertible note, converted $2,036.59 of convertible debt, principle and interest, into 17,557 shares of the Company’s common stock.
On February 19, 2016, JMJ Financial, subject to the terms of the convertible note, converted $1,775 of convertible debt into 17,750 shares of the Company’s common stock.
On February 25, 2016, JMJ Financial, subject to the terms of the convertible note, converted $1,995 of convertible debt into 19,550 shares of the Company’s common stock.
On February 29, 2016, JMJ Financial, subject to the terms of the convertible note, converted $2,053 of convertible debt into 20,525 shares of the Company’s common stock.
On March 8, 2016, JMJ Financial, subject to the terms of the convertible note, converted $2,155 of convertible debt into 21,550 shares of the Company’s common stock.
On March 15, 2016, JMJ Financial, subject to the terms of the convertible note, converted $2,262.50 of convertible debt into 22,625 shares of the Company’s common stock.
On March 18, 2016, JMJ Financial, subject to the terms of the convertible note, converted $2,375 of convertible debt into 23,750 shares of the Company’s common stock.
39
Green Endeavors, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
December 31, 2016 and 2015
On April 26, 2016, the Board of Directors approved a settlement on a $38,500 subscription receivable for payments of $5,020 as satisfaction in full.
On May 22, 2016, 7,000 shares of Series B Preferred stock were converted into 41,667 shares of common stock.
On September 30, 2016, the Company authorized the issuance of 3,843,686 shares of Common Stock and 230,621 Shares of Series B Preferred Stock to Sack Lunch Productions, Inc. in exchange for the satisfaction and settlement of $2,190,895.52 in debenture principle and accrued interest owed to Sack Lunch by the Company that will be removed from the Company’s liabilities. The shares have been issued with a restrictive legend to Sack Lunch. The share values were discounted to 95%, which was greater than the $.0001 floor, based upon the conversion provisions of the Debenture, dated December 28, 2011 in the original amount of $2,359,800 and as amended on December 11, 2015.
On October 24, 2016 the Company entered into a marketing agreement to receive six months services for 350,000 shares of the Company’s common stock.
2015
On January 23, 2015, the Board of Directors approved the conversion of 3,900 shares of Series B held by an investor into 2,462 shares of Common Stock. The shares were converted at $7.92 per share based on the conversion provisions for the Series B Preferred Stock designation.
On July 8, 2015, the Board of Directors approved the conversions of 5,076 shares of Series B into 6,750 shares of Common Stock. The shares were converted at prices per share of approximately $3.76 based on the conversion provisions for the Convertible Series B Preferred Stock designation.
On December 23, 2015 the Board of Directors approved a partial settlement where $44,635.69 of interest and $66,000 of principle of the debenture held by Sack Lunch Productions Inc. was settled and paid through the issuance of 291,147 restricted shares of the Company’s common stock.
During the year ended December 31, 2015 the Board of Directors approved grants totaling 36,750 shares of common stock pursuant to the S-8 Registration Statement and 2015 Benefit Plan of Green Endeavors, Inc. to certain employees and consultants to the Company.
During the year ended December 31, 2015, subject to the terms of certain Convertible Promissory Notes, $66,102 of convertible debt principle was converted into 178,244 share of common stock. (See detailed description of these transactions under Note 7, Derivative Liability, in the footnotes to the financial statements.)
As of December 31, 2016 and 2015, Green had 5,127,408 and 618,174 shares of common stock issued and outstanding, respectively.
Note 13 – Stock-Based Compensation
On January 21, 2015, the Board of Directors approved a stock-based compensation program entitled The 2015 Benefit Plan of Green Endeavors, Inc. (the “Plan”) wherein common stock options are granted to employees. A total of 40,000 shares of the Green’s common stock (par value $0.0001) are authorized to be issued or granted to employees (“Employees”) under the Plan. Employees include actual employees or certain non-employee, consultants and advisors of Green, its subsidiaries, and parent company. The Plan is designed to attract and retain employees. Under the Plan, the Company has granted stock options to three employees during 2015 from January 27, 2015 to March 3, 2015 at option prices ranging from $9.00 to $12.00 per share for an aggregate of 18,000 shares. Each of the three employees exercised the options on the same day they were granted by each issuing a promissory notes to the Company in the aggregate amount of $198,000. The promissory notes mature in 12 months from their issuance date and the Company is entitled to 4% interest per annum.
On July 9, 2015, the Board of Directors approved an amendment to the stock-based compensation plan entitled The 2015 Benefit Plan of Green Endeavors Inc. (the “2015 Plan”) wherein common stock options are granted to employees of the Company. A total of 50,000 additional shares of the Company’s common stock (par value $0.0001) are authorized to be issued or granted to employees under the Amendment to the 2015 Plan.
40
Green Endeavors, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
December 31, 2016 and 2015
On July 9, 2015 the Board of Directors approved a grant of 6,750 shares pursuant to the S-8 Registration Statement and 2015 Benefit Plan of Green Endeavors Inc. The shares were issued based on an option price of $3.00 per share. The employee exercised the options on the same day they were granted by issuing a promissory note to the Company that will appear on the balance sheet as a subscription receivable. The promissory note matures 12 months from its issuance date and the Company is entitled to 4% interest per annum. On March 7, 2017 the Company entered into a note extension agreement with the holder of a promissory note related to a stock subscription. The due date was extended to June 30, 2017 and any interest owing was waived.
Note 14 – Options and Warrants
For the periods ended December 31, 2016 and 2015 Green did not have any options or warrants outstanding.
Note 15 – Litigation
From time to time, we are involved in various disputes and litigation that arise in the ordinary course of business. If the potential loss from any claim or legal proceeding is considered probable and the amount or the range of loss can be estimated, we accrue a liability for the estimated loss. Legal proceedings are subject to uncertainties, and the outcomes are difficult to predict. Because of such uncertainties, accruals are based only on the best information available at the time. As additional information becomes available, we reassess the potential liability related to pending claims and litigation matters and may revise estimates.
Effective October 16, 2015, Sack Lunch Productions, Inc. (Green’s parent corporation “SAKL”) closed a Credit Agreement (the “
Credit Agreement
”) with SAKL, as borrower, and the Company’s subsidiaries as joint and several guarantors and TCA Global Credit Master Fund, LP, (“
TCA
”). Pursuant to the Credit Agreement, TCA loaned SAKL an initial amount of $1,800,000. The amounts borrowed pursuant to the Credit Agreement are evidenced by a Convertible Promissory Note (the “
Note
”) and the repayment of the Note is secured by a first position security interest in substantially all of SAKL’s assets in favor of TCA, as evidenced by a Security Agreement by and between SAKL and TCA (the “
Company Security Agreement
”) and a first position security interest in substantially all of the Subsidiaries’ assets, including Green Endeavors, in favor of TCA. The Note is due and payable, along with interest thereon, fifteen months following the effective date of the Note, and bears interest at the rate of 12% per annum. On November 23, 2016 TCA gave SAKL a Notice of Default that SAKL is in default for 3 months payments that were due in accordance with the terms and provisions of the Senior Secured Credit Facility Agreement effective between the parties as of October 31, 2015. Failure to cure the default may lead to further collection efforts by TCA. Discussions to resolve the default are ongoing.
While the outcome of disputes and litigation matters cannot be predicted with any certainty, management does not believe that the outcome of any current matters will have a material adverse effect on our consolidated financial position, liquidity or results of operations.
At the current time there are no additional material pending legal proceedings to which Green or its subsidiaries are parties.
Note 16 – Concentration of Risk
Supplier Concentrations
The Company purchases most of its salon inventory that is used for service and product sales from Aveda. Aveda product purchases for the years ended December 31, 2016 and 2015 accounted for approximately 99% of salon products purchased.
Market or Geographic Area Concentrations
100% of the Company's sales are in the salon services and products market and are concentrated in the Salt Lake City, Utah geographic area.
Note 17 – Going Concern
The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America, which contemplate the continuation of Green as a going concern. However, as of and for the year ended December 31, 2016, Green had negative working capital of $907,871 and an accumulated deficit of $4,385,323, which raises substantial doubt about Green’s ability to continue as a going concern. Green’s ability to continue as a going concern is contingent upon the successful completion of additional financing arrangements and its ability to successfully fulfill its business plan. Management plans to attempt to raise additional funds to finance the operating and capital requirements of Green through a combination of equity and debt financings. While Green is making its best efforts to achieve the above plans, there is no assurance that any such activity will generate funds that will be sufficient for operations.
41
Green Endeavors, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
December 31, 2016 and 2015
Note 18 – Subsequent Events
On January 24, 2017 the Board of Directors approved Employment Agreements with Richard Surber and Logan C. Fast, the term of employment to start January 1, 2017 and ending on December 31, 2021. Mr. Surber is to serve as the President of Green and his compensation will be $150,000 per year and Mr. Fast is to serve as the Vice President of Green and his compensation will be $60,000 per year.
42
Item 6. Exhibits
(a) The following exhibits are filed herewith or incorporated by reference as indicated in the table below:
|
|
Incorporated by Reference
|
|
Exhibit Number
|
Description
|
Form
|
File Number
|
Exhibit Number
|
Filing Date
|
Provided Herewith
|
|
|
|
|
|
|
|
3(i)
|
Amended and Restated Certificate of Incorporation
|
10-12G/A
|
000-54018
|
3(i)
|
8/23/2010
|
|
3(ii)
|
Bylaws
|
10-12G/A
|
000-54018
|
3(ii)
|
8/23/2010
|
|
3(iii)
|
Plan of Merger
|
8-K
|
000-54018
|
3(iii)
|
8/26/2010
|
|
3(iv)
|
Plan of Merger and Share Exchange
|
8-K
|
000-54018
|
3(iv)
|
8/31/2010
|
|
3(v)
|
Utah Articles of Incorporation
|
8-K
|
000-54018
|
3(v)
|
8/31/2010
|
|
4(i)
|
Certificate of Designation for Series B Preferred Stock.
|
10-12G/A
|
000-54018
|
4(i)
|
8/23/2010
|
|
4(ii)
|
8% Series A Senior Subordinated Convertible Redeemable Debenture issued to DHI dated April 30, 2008.
|
10-12G/A
|
000-54018
|
4(ii)
|
8/23/2010
|
|
4(iii)
|
Amended Certificate of Designation for Series B Preferred Stock.
|
10-12G/A
|
000-54018
|
4(viii)
|
9/22/2010
|
|
4(iv)
|
Entry into a Material Definitive Contract.
|
8-K
|
000-54018
|
4(iv)
|
10/21/2015
|
|
10(i)
|
Securities to be offered to employee benefit plans pursuant to The 2015 Benefit Plan of the Company, January 21, 2015.
|
S-8
|
|
|
1/26/2015
|
|
Subsequent Events for 2016-Material Contracts
|
10(i)
|
Employment Agreement with Richard Surber, January 1, 2017
|
|
|
|
|
X
|
10(ii)
|
Employment Agreement with Logan C. Fast, January 1, 2017
|
|
|
|
|
X
|
31.010
|
Certification of the Registrant’s Chief Executive Officer, Richard D. Surber, pursuant to Rule 13a-14 of the Securities Exchange Act of 1934.
|
|
|
|
|
X
|
31.020
|
Certification of the Registrant’s Chief Financial Officer, Richard D. Surber, pursuant to Rule 13a-14 of the Securities Exchange Act of 1934.
|
|
|
|
|
X
|
32.010
|
Certification of the Registrant’s Chief Executive Officer, Richard D. Surber, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
X
|
32.020
|
Certification of the Registrant’s Chief Financial Officer, Richard D. Surber, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
X
|
43