Annual report pursuant to Section 13 and 15(d)

Related Party Transactions

v3.3.1.900
Related Party Transactions
12 Months Ended
Dec. 31, 2015
Related Party Transactions [Abstract]  
Related Party Transactions

Note 16 - Related Party Transactions

 

On January 12, 2011, the Company entered into a consulting agreement with Nicolette Consulting Group Limited (NCG) for a period of three years for the services of Mr. Nicolette as President and Chief Executive Officer of the Company. The consulting agreement was extended through February 11, 2014 on December 23, 2013 and extended through March 31, 2014 on March 15, 2014. Mr. Nicolette resigned from the Company effective March 28, 2014.

 

On June 19, 2012, the Company entered into a 3 year exclusive License & Supply Agreement with ChubeWorkx Guernsey Limited (as successor to SONO International Limited) (“ChubeWorkx”) for the purchase and distribution of ABI’s proprietary breathalyzers outside North America. ChubeWorkx is the 80% shareholder in en(10) Guernsey Limited, described above. ChubeWorkx paid a licensing fee of $1,000,000, of which $333,333 was recognized as income for the years ended December 31, 2014 and 2013, with the deferral to be recognized over the remaining term of the agreement (Note 11).

 

On June 13, 2013, the Company announced an extension of the License and Supply Agreement with ChubeWorkx to include worldwide marketing and distribution of the “Be CHUBE” program using the Company’s breathalyzer.

 

On August 5, 2013, the Board of Directors appointed Gary M. Rauch, the principal of DataSys Solutions, LLC (DS), as the Corporate Treasurer. The Company entered into a consulting agreement with DS on January 1, 2011, with a term of three years, under which the Company agreed to pay $5,625 per month for Mr. Rauch’s services as Controller of the Company. On March 18, 2014, the Board of Directors approved the appointment of Mr. Rauch as Vice President of Finance, retroactive to February 2, 2014, and he became an employee of the Company.

 

On December 23, 2013, the Company entered into a short-term bridge loan with Nicolette Consulting Group for $307,500, payable on January 15, 2014 with a 5% per annum interest rate. The transaction was recorded as a Short-Term Notes Payable – Related Party. The loan, with interest amounting to $969, was paid in full on January 15, 2014.

 

On June 30, 2014, the Company recorded a sale of $864,000 to Thirty Six Strategies General Trading LLC (“36S”). Gavin Moran, a former member of the Company’s Board of Directors, has beneficial ownership in 36S. The trade receivable – related party as of December 31, 2014 is due from the sale (Note 5).

 

Trade receivables – related party as of December 31, 2015 are amounts due from Hainan Savy Akers Biosciences Co, a joint venture partner of the Company of $31,512. As of December 31, 2015, the amount due was non-interest bearing, unsecured and had a term of 90 days generally.

 

Notes receivable – related party as of December 31, 2015 and 2014 are amounts due from ChubeWorkx Guernsey Limited, a major shareholder of the Company of $1,299,609 and $1,475,766.

 

Product revenue – related parties for the years ended December 31, 2015 and 2014 are $36,512 from Hainan Savy Akers Biosciences, a joint venture partner for the year ended December 31, 2015 and $1,630,379 from ChubeWorkx Guernsey Limited, a major shareholder of the Company and 36S, where a former member of the Company’s Board of Directors has beneficial ownership, for the year ended December 31, 2014.

 

Administrative expenses – related parties for the year ended December 31, 2015 are $- and for the year ended December 31, 2014 were $183,752 for Nicolette Consulting Group and $11,250 for DataSys Solutions.