Get Started for Free Contexxia identifies hard-to-find pieces of information in SEC filings. No more highlighters, no more redlining, no more poring over huge documents. ENDEAVOR IP, INC. (1511261) 10-Q published on Sep 19, 2016 at 4:18 pm
Reporting Period: Jul 30, 2016
In April 2016, the FASB issued ASU No. 2016-10, “Revenue from Contracts with Customers: Identifying Performance Obligations and Licensing” (topic 606). In March 2016, the FASB issued ASU No. 2016-08, “Revenue from Contracts with Customers: Principal versus Agent Considerations (Reporting Revenue Gross verses Net)” (topic 606). These amendments provide additional clarification and implementation guidance on the previously issued ASU 2014-09, “Revenue from Contracts with Customers”. The amendments in ASU 2016-10 provide clarifying guidance on materiality of performance obligations; evaluating distinct performance obligations; treatment of shipping and handling costs; and determining whether an entity's promise to grant a license provides a customer with either a right to use an entity's intellectual property or a right to access an entity's intellectual property. The amendments in ASU 2016-08 clarify how an entity should identify the specified good or service for the principal versus agent evaluation and how it should apply the control principle to certain types of arrangements. The adoption of ASU 2016-10 and ASU 2016-08 is to coincide with an entity's adoption of ASU 2014-09, which we intend to adopt for interim and annual reporting periods beginning after December 15, 2017. The Company is currently evaluating the impact of the new standard.
There were no other new accounting pronouncements that were issued or became effective since the issuance of our 2015 Annual Report on Form 10-K that had, or are expected to have, a material impact on our condensed consolidated financial position, results of operations or cash flows.
On July 31, 2016, the Company’s Board of Directors appointed Peter Charles as the Company’s Interim Chief Executive Officer. Mr. Charles will be employed on an at-will basis and will receive a salary of $2,000 per week while he holds the position of Interim Chief Executive Officer. Other than with respect to the payment of salary on a weekly basis, no compensatory arrangements have been entered into with Mr. Charles in connection with his appointment as Interim Chief Executive Officer.
On July 31, 2016, Franciscus Diaba, the Chief Executive Officer, President and General Counsel of the Company, resigned from all positions he held as an officer or employee of the Company or any of its subsidiaries, including his positions as the Company’s Chief Executive Officer, President and General Counsel. Mr. Diaba’s resignation was effective July 31, 2016.
On July 31, 2016, the Company entered into a Separation Agreement and Release (the “Separation Agreement”) with Mr. Diaba that provided for the following: (i) payment of Mr. Diaba’s base salary through July 31, 2016; (ii) Mr. Diaba’s entitlement to receive any payments pursuant to Section 4(d) of his Employment Agreement, dated as of November 7, 2014, as amended to date (the “Diaba Employment Agreement”) for so long as Mr. Diaba remains a director of the Company; (iii) Mr. Diaba’s entitlement to receive any payments pursuant to Sections 4(e) and (f) of the Diaba Employment Agreement through July 31, 2016 and for a period of 90 days thereafter should such rights to compensation occur; (iv) voluntary waiver in full of the fiscal 2016 bonus payment (the “Bonus Waiver”); (v) voluntary waiver in full of all payments in respect of accrued and unused vacation time (the “Vacation Payment Waiver”); and (vi) waiver of all equity grants made to Mr. Diaba which have not vested as of July 31, 2016 (the “Unvested Equity Waiver”). The Separation Agreement also provides that except with respect to the Bonus Waiver, the Vacation Payment Waiver and the Unvested Equity Waiver, nothing in the Separation Agreement shall be deemed to constitute a waiver of any compensation or amounts that (x) were owed to Mr. Diaba as of July 31, 2016 and (y) had not been paid to Mr. Diaba as of July 31, 2016. Mr. Diaba did not forfeit any vested equity grants pursuant to the Separation Agreement.
On July 31, 2016, Franciscus Diaba, the Chief Executive Officer, President and General Counsel of the Company, resigned from all positions he held as an officer or employee of the Company or any of its subsidiaries, including his positions as the Company’s Chief Executive Officer, President and General Counsel. Mr. Diaba’s resignation was effective July 31, 2016. On August 18, 2016, Mr. Diaba resigned from the Board of Directors of the Company, effective immediately.
There were no changes in our internal control over financial reporting during the last fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. On July 31, 2016, Franciscus Diaba, the Chief Executive Officer, President and General Counsel of the Company, resigned from all positions he held as an officer or employee of the Company or any of its subsidiaries, including his positions as the Company’s Chief Executive Officer, President and General Counsel. Mr. Diaba’s resignation did not have an impact on our internal control over financial reporting.