ITEM 3.02 UNREGISTERED SALES OF EQUITY SECURITIES
On June 12, 2020, Genius Brands International, Inc., a Nevada corporation (the
"Company"), issued to Oak Productions, Inc. a warrant (the "Schwarzenegger
Warrant") to purchase 2,158,273 shares of the Company's common stock at an
exercise price equal to $1.39 per share (the "Exercise Price"). The
Schwarzenegger Warrant will be a non-refundable recoupable advance on Mr.
Schwarzenegger's one-third (1/3) participation in the animated television series
currently entitled "Stan Lee's Superhero Kindergarten" (the "Show"). MSA
Advisors, LLC ("MSA") will also receive a warrant (the "MSA Warrant" and,
together with the Schwarzenegger Warrant, the "Warrants") to purchase 125,899
shares of the Company's common stock at the Exercise Price as compensation for
MSA's role as an advisor to the Show.
The Warrants are exercisable upon the earlier of (i) May 25, 2021 and (ii) the
first date that an episode of the Show is exhibited on television or is
otherwise available for viewing through a streaming service or otherwise on the
Internet, through May 25, 2030.
The foregoing summary of the Warrants does not purport to be complete and is
subject to, and qualified in its entirety by, such document attached as Exhibit
4.1 to this Current Report on Form 8-K, which is incorporated herein by
reference.
The issuance of the Warrants was exempt from registration under Section 4(a)(2)
of the Securities Act. The holders are sophisticated and represented in writing
that they acquired the Warrants for their own accounts for investment purposes.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits.
The exhibits listed in the following Exhibit Index are filed as part of this
Current Report on Form 8-K.
Exhibit No. Description
4.1 Form of Warrant.
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