Quarterly report pursuant to Section 13 or 15(d)

Loans from Parent and Other Related Party Transactions

v3.23.3
Loans from Parent and Other Related Party Transactions
9 Months Ended
Sep. 30, 2023
Loans From Parent And Other Related Party Transactions  
Loans from Parent and Other Related Party Transactions

Note 8 – Loans from Parent and Other Related Party Transactions

 

To fund the Company’s operations for the nine months ended September 30, 2023, the former Parent advanced funds and paid expenses of InnovaQor and the Group in the amount of $1,008,832 (Non-interest bearing). The amounts as of September 30, 2023 are included in Due to Former Parent in the accompanying Consolidated Balance Sheets.

 

The Company has a loan payable to its former Parent in the amount of $1,457,253 at September 30, 2023. The loan had a 10% Original Issue Discount in the amount of $132,498 which is fully amortized as of September 30, 2023, the original due date of the loan. The loan has a default interest rate of 18%. On August 9, 2023 the due date of the loan was extended to December 31, 2023 with no charge for default interest from the original due date of the loan to the date of the extension. Also, the extension calls for interest at 5% from the date of the extension to the new due date of the loan.

 

During the year ended December 31, 2022, Ms. Hollis, the former Chief Executive Officer of the Company, loaned the Company $96,100. The Company entered into promissory notes in the amount of $105,710, representing a 10% original issue discount. During the year ended December 31, 2022, $13,000 of these loans was repaid. A payment of $93,010, representing full payment of the loans including interest outstanding, was made by the Company on May 12, 2023. In addition, the Company issued Ms. Hollis 25 shares of Series C-1 Preferred Stock on March 31, 2022, in connection with one of these loans. These shares of Series C-1 Preferred Stock were valued at $15,250 using the Option Price Method and the same assumptions as used to value the prior issuance of Series C-1 Preferred Stock.

 

During the year ended December 31, 2022, Alcimede Limited loaned the Company $32,500. Seamus Lagan, the Chief Executive Officer of the Company’s former parent, is the sole director of Alcimede Limited. This amount was due on demand. The Company entered into a promissory note in the amount of $35,750, representing a 10% original issue discount. The note was due on December 5, 2022, and is currently in default. The note provides for default interest at 18% per annum on any balance outstanding. During the year ended December 31, 2022, $12,554 of this note was repaid. The note balance was reduced by $10,000 in May 2023 for the purchase of 100 shares of Series D Non-Convertible Preferred Stock by Alcimede Limited. A balance of $15,789 remained outstanding on this note at September 30, 2023. In May 2023 Alcimede Limited separately made a payment of $25,000 on behalf of the Company. This payment is reimbursable to Alcimede Limited and remains outstanding in full at September 30, 2023. Other expenses of approximately $3,338 remained outstanding to Alcimede Limited at September 30, 2023. Alcimede Limited has a consulting contract with the Company as described in Note 11.

 

The above amounts are not indicative of what third parties would have agreed to.

 

Related Parties Transactions

 

Included in net revenues for the three months ended September 30, 2023 and 2022 is $102,149 and $33,498, respectively, of related party revenue with Rennova (the former parent).

 

Included in net revenues for the nine months ended September 30, 2023 and 2022 is $283,728 and $135,291, respectively, of related party revenue with Rennova (the former parent).

 

The Group has incurred certain costs that have been allocated from Rennova. Included in the Consolidated Statements of Operations are the following allocated costs:

 

 

   

Three Months Ended

September 30,

   

Three Months Ended

September 30,

 
    2023     2022  
             
Rent and utilities   $ 30,187     $ 19,676  
Total allocated costs   $ 30,187     $ 19,676  

 

     

Nine Months Ended

September 30,

     

Nine Months Ended

September 30,

 
      2023       2022  
                 
Health insurance   $ 4,838     $  
Rent and utilities     91,146       81,799  
                 
Total allocated costs   $ 96,984     $ 81,799  

 

See Note 11 for additional related party transactions.