Next 1 Interactive, Inc. Just Filed Its Annual Report: Note 20 – Subsequ...

Note 20 – Subsequent Events
 
The Company has evaluated subsequent events occurring after the balance sheet date and has identified the following:
 
From March 2015 through June 2015, the Company:
 
received $10,000 in proceeds and issued 2,000 shares of Series C Preferred stock and 100,000 one year common stock warrants with an exercise price of $0.05.
 
received $75,000 in proceeds and issued 100,000 shares of Series D Preferred stock.
 
received $115,000 in proceeds and issued 4,600,000 shares of common stock and 4,600,000 one year common stock warrants with an exercise price of $0.025.
 
in connection with a Note modification and interest owed, $3,100,000 of promissory notes were converted into 6,200,000 shares of common stock at $0.05. The Company also issued 1,500,000 one year warrants with an exercise price of $0.01 and 24,800,000 shares of common stock valued at $0.03. The company also issued 15,000 shares of Series B Preferred stock at $5.
 
there were $15,000 of a promissory note converted into 1,500,000 shares of common stock at $0.01 at the contractual rate.
 
there were 13,000 shares of Preferred C stock, valued at $65,000, and 300,000 one year warrants with an exercise price of $0.01 issued for consulting services.
 
there were 60,000 shares of Preferred D stock, valued at $300,000, issued per the Asset Purchase Agreement purchasing Stingy Travel, Inc., a travel website.
 
converted 331,403 shares of Series A preferred stock, 11,000 shares of RealBiz Series B preferred stock, and $55,000 of Notes, Shareholder Loans and interest, for 5,514,030 shares of RealBiz common stock.
 
On April 20, 2015, Next 1 and Jasper Group Holdings, Inc. finalized a Joint Venture Agreement to create a new Company called Name Your Fee, LLC to utilize the Next 1 technology in the Employment Industry. Next 1 Interactive, Inc. will have a 51% interest in NameYourFee.com website’s technology and staff as part of an ongoing partnership with the Jasper Group. The Company will split profits of the venture.
 
On April 28, 2015, the Company and RealBiz entered into a Services Agreement whereby RealBiz agreed to provide the following services to the Company: processing of pictures to videos; processing of Ez Flix videos for the employment search industry, and other services as may be requested from time to time (the “Services”). The Company is to receive favored nation pricing for the services and the Company agreed to make a prepayment of $75,000 in cash and the balance in forgiveness of debt as a set up of the Services with additional fees paid to RealBiz as approved by the Company.  RealBiz agreed to grant to the Company a non-exclusive, irrevocable, royalty free license to use, copy and modify any elements of the materials used to provide the Services not specifically created for the Company as part of the Services. The Services Agreement is effective beginning on April 28, 2015 and shall continue, unless terminated unless either party gives 90 days notice of termination or unless an event as described below occurs.  Either party may terminate the agreement upon notice in writing if: the other is in breach of any material obligation contained in the agreement, which is not remedied (if the same is capable of being remedied) within 30 days of written notice from the other party so to do; or a voluntary arrangement is approved, a bankruptcy or an administration order is made or a receiver or administrative receiver is appointed over any of the other party’s assets or an undertaking or a resolution or petition to wind up the other Party is passed or presented (other than for the purposes of amalgamation or reconstruction) or any analogous procedure in the country of incorporation of either party or if any circumstances arise which entitle the Court or a creditor to appoint a receiver, administrative receiver or administrator or to present a winding-up petition or make a winding-up order in respect of the other party.
 
On April 28, 2015, the Company and RealBiz entered into a Code Purchase Agreement whereby RealBiz agreed to sell to the Company a copy of the code (the “Code”) for the Ez Flix desktop and mobile application software currently used for real estate agents (the “Software”) and all future modifications thereof and granted the Company a perpetual right (the “Code Purchase Perpetual Right”) to use the Code and Software for commercial exploitation in the Industry (as defined below), and to obtain certain other rights as set forth therein. Industry means travel related services, employment search related and any other solution or product that competes or is competitive to a software solution or product that the Company now provides or hereafter may provide. Industry shall specifically exclude real estate, real estate marketing to real estate brokers and real estate marketing to real estate agents or any other industry in which RealBiz hereafter may provide a software solution.
 
The Code Purchase Perpetual Right grants the Company the right to commercially exploit the Code in any manner in the Industry so long as its use is not in competition with RealBiz areas of business interest, including but not limited to the real estate industry and that it is an integrated product of the Company or to an existing customer of the Company utilizing a product of the Company, including but not limited to the right (a) to use, market, license, distribute for commercial exploitation; (b) to use the Code to assist Next 1 in connection with licensing and; and (c) to make modifications to the Code as set forth in the agreement.
 
In consideration of the rights granted to the Company under the Code Purchase Agreement, the Company agreed to pay RealBiz $100,000 payable in one or a combination of the following forms:  (a) forgiveness of debt due to the Company by RealBiz; and (b) offset of distributions due to the Company by RealBiz. The method of payment will be agreed upon by both parties. In addition, the Company agreed to pay an annual software maintenance fee of $20,000 and a source code access fee for major enhancements. The Code Purchase Agreement commenced on April 28, 2015 and shall continue in perpetuity unless the agreement is rightfully terminated by either party.  Either party may terminate the agreement if (a) the other party materially breaches any representation, warranty or covenant of such party in the agreement or the related rights agreement, which breach is not cured within thirty (30) days of the receipt of written notice of breach specifically identifying the breach on which termination is based, or (b) upon receipt of notice in the event of the insolvency, bankruptcy, or inability of the other party to pay debts as and when due, or an assignment for the benefit of creditors, or the appointment of a receiver for all or a substantial part of the other party’s business or property, or an attachment of any assets lasting more than sixty (60) days or the other party ceases to conduct its business operations in the ordinary course of business.
 
On April 28, 2015, the Company and RealBiz 360, Inc. entered into a License Agreement whereby Realbiz 360, Inc. agreed to (a) sell to the Company a copy of the code for video processing software currently used for real estate agents for commercial exploitation in the Industry (which includes future modifications thereto); and (b) grant to the Company, an irrevocable, worldwide, perpetual right and license to forever retain and use the code for commercial exploitation by the Company without restriction in the Industry (such rights to forever retain, use and commercially exploit the Code shall be referred to as the “License Agreement Perpetual Right”). The License Agreement Perpetual Right grants the Company the right to commercially exploit the code in any manner in the Industry so long as it is an integrated product of the Company or to an existing customer of the Company or solution including but not limited to the right (a) to use, market, license, distribute for commercial exploitation; (b) to use the code to assist the Company in connection with licensing and; and (c) to make modifications to the code as set forth in the agreement.
 
In consideration of the License Agreement Perpetual Right and the other rights granted to the Company, the Company shall pay RealBiz $500,000 payable in one or a combination of the following forms: (a) forgiveness of debt due to the Company by RealBiz; and (b) offset of distributions due to the Company by RealBiz. The method of payment shall be agreed upon by both parties. In addition, at any time after the execution of this agreement, the Company has the right to purchase the code, all modifications currently in production, and all work-in-process modifications for the purchase price of one dollar ($1.00) should any of the qualifying events listed in the License Agreement occur.  This right shall remain in effect for five years (5 years) from the execution date of the agreement.
 
The License Agreement commence on April 28, 2015 and shall continue in perpetuity unless this agreement is rightfully terminated by either party.  Either party may terminate the agreement if (a) the other party materially breaches any representation, warranty or covenant of such party in the agreement or related rights agreement which breach is not cured within thirty (30) days of the receipt of written notice of breach specifically identifying the breach on which termination is based, or (b) upon receipt of notice in the event of the insolvency, bankruptcy, or inability of the other party to pay debts as and when due, or an assignment for the benefit of creditors, or the appointment of a receiver for all or a substantial part of the other party’s business or property, or an attachment of any assets lasting more than sixty (60) days or the other party ceases to conduct its business operations in the ordinary course of business.
 
On May 12, 2015, Next 1 and Launch 360 Media, Inc entered into an Acquisition Agreement and a Joint Marketing Agreement whereby Next 1 agreed to sell its assets in the R&R Television Network to Launch 360 Media, Inc. in exchange for a 10% minority interest in Launch 360 Media, Inc., with the remaining 90% retained and owned by Cherokee Black Entertainment, Inc. Additionally Next 1 will receive the rights to limited daily advertising time to promote its Travel, Real Estate and Employment platforms to Launch 360’s viewing audience.

The above information was disclosed in a filing to the SEC. To see this filing in its entirety, click here.

To receive a free e-mail notification whenever Next 1 Interactive, Inc. makes a similar move, sign up!

Other recent filings from the company include the following:

Next 1 Interactive, Inc. director just picked up 87,500 shares - Aug. 18, 2017
Next 1 Interactive, Inc. director just picked up 5,000 shares - Aug. 16, 2017
Major owner of Next 1 Interactive, Inc. just picked up 2,237,500 shares - Aug. 15, 2017
Donald P. Monaco just provided an update on activist position in Next 1 Interactive, Inc. - Aug. 15, 2017
William Kerby just provided an update on activist position in Next 1 Interactive, Inc. - Aug. 15, 2017

Auto Refresh

Feedback