Consulting Agreement with Del Mar Consulting Group, Inc and Alex Partners, LLC.
On November 30, 2012 the Company entered into 12 month consulting
agreements with Del Mar Consulting, Inc and Alex Partners, LLC to
provide investor relations and investor awareness consultancy
services. Under these agreements, Del Mar and Alex Partners received
shares Common Shares valued at $157,500 and $105,000 respectively.
11. RELATED PARTY TRANSACTIONS
During January to March 2013, the Company issued unsecured,
subordinated loan notes to: Fountainhead for a total of $189,000; and
to Peter Zachariou, a director of the Company, for a total of
$145,000. During April, the Company issued unsecured, subordinated
loan notes to: Fountainhead for a total of $29,000; and to Peter
Zachariou, a director of the Company, for a total of $45,000. The
loan notes are subordinated to the Company's secured debentures and
Preferred C Stock of the Company, bear interest at a rate of 6% are
due on demand or by their one-year anniversary.
In March 2013, Fountainhead and Peter Zachariou, a director of the
Company, extended the maturity of secured loans totaling $1,016,362
and $300,000 respectively from March 31, 2013 to December 31, 2013.
In April 2013, in connection with her departure from the Board of
Directors, the Company and Heather Vinas entered into a Warrant
Exercise and Share Sales Agreement (the "Agreement"). Under the terms
of the Agreement Mrs. Vinas agreed to exercise her warrants to
purchase 54,834 shares of Common Stock, which are exercisable on a
cashless basis, at a price of $2.60 per share and receive 32,152
shares of Common Stock. Following this exercise, Mrs Vinas holds an
aggregate of 66,272 shares of Common Stock. The Agreement also
requires Mrs Vinas not to sell more than 16,000 shares in any 30-day
period.
During April and May 2013, Fountainhead Capital Management sold
warrants to purchase 124,375 shares of Vycor Common Stock at an
exercise price of $1.88 per share. These warrants were granted to
Fountainhead by the Company in February 2010 and were sold by
Fountainhead to investors at a price of $0.10 per warrant share. The
warrants were immediately exercised by the investors.
There were no other related party transactions during the three
months ended March 31, 2013 other than the payment or accrual of fees
under the Fountainhead Consulting agreement described in 10 above.
12. SUBSEQUENT EVENTS
The Company evaluated subsequent events through the date the
financial statements were issued and filed with this Form 10Q.
Share Issuance
During April and May 2013, the Company issued 668 and 1,335 shares of
Common Stock respectively (valued at $1,563 and $3,125 respectively)
to Alvaro Pascual-Leone and Josef Zihl in respect of their roles as
members of the NovaVision, Inc. Scientific Advisory Board; and 2,632
shares of Common Stock (valued at $5,000) to Steve Girgenti in
consideration for services provided to the Board of Directors.
During April and May 2013, the Company issued 31,727 and 32,152
shares of Common Stock respectively on exercise of warrants by
Kenneth Coviello and Heather Vinas. The warrants had an exercise
price of $1.08 and were exercisable on a cashless basis.
During April and May 2013, the Company issued 124,375 shares of
Common Stock in respect of the exercise of warrants to purchase
124,375 shares by 4 investors. The exercise price of the warrants was
$1.88 per share and the Company received cash proceeds of $233,335.
Conversion of Preferred Shares
During April and May 2013, the Company issued a total of 198,521
shares of Common Stock in respect of conversion of Series C Preferred
Stock.
Warrant Sale
During April and May 2013, Fountainhead Capital Management sold
124,375 warrants to purchase Vycor Common Stock at an exercise price
of $1.88 per share. These warrants were granted to Fountainhead by
the Company in February 2010 and were sold by Fountainhead to
investors at a price of $0.10 per warrant. The warrants were
immediately exercised by the investors.