Note 5 – Secured Promissory Notes and Other Obligations

Secured Promissory Notes

On March 29, 2017, in connection with the sale of the Cold-EEZE^® Business, we paid in full the remaining principal and accrued interest due under certain 12% Secured Promissory Notes – Series A that were issued in December 2015 (the “Notes”), in the total amount of $1.5 million. Of the $1.5 million paid to the Investors of the Notes (the “Investors”), $69,000 was netted against the aggregate exercise price of the warrants held by these Investors, which were simultaneously exercised by the Investors.

In connection with the issuance of the Notes, the Company entered into a security agreement with John E. Ligums, Jr., as collateral agent for the Investors (the “Security Agreement”), to secure the timely payment and performance in full of the Company’s obligations under the Notes. Under the Security Agreement, we granted to the collateral agent, for the benefit of the Investors a lien upon and security interest in the property and assets listed as collateral in the Security Agreement, including without limitation, all of our personal property, inventory, equipment, general intangibles, cash and cash equivalents, and proceeds. In connection with the payoff of the Notes, the Security Agreement was terminated.