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MarketScreener Homepage  >  Equities  >  OTC Bulletin Board - Other OTC  >  Parallax Health Sciences Inc    PRLX

PARALLAX HEALTH SCIENCES INC

(PRLX)
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PARALLAX HEALTH SCIENCES, INC. : Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Unregistered Sale of Equity Securities, Financial Statements and Exhibits (form 8-K)

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07/12/2019 | 06:06am EDT

ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

The disclosures set forth in Item 2.03 are incorporated by into this Item 1.01 by reference.

ITEM 2.03 CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT

On July 5, 2019, Parallax Health Sciences, Inc., a Nevada corporation (the "Company"), executed an 8% Senior Secured Note (the "Note") in the principal sum of $220,000, pursuant to that certain Note and Purchase Agreement (the "Purchase Agreement") executed the same date. The Note bears interest at 8% per annum, and matures 180 days from the issuance date ("Maturity Date"). As additional consideration for entering into the Purchase Agreement, 400,000 shares of the Company's restricted common stock is being issued to the note holder.

A form of the Note and the Purchase Agreement are attached to this Current Report as exhibits 4.1 , and 10.1 , respectively, and incorporated herein by reference. The disclosure set forth in this Section 2.03 is intended to be a summary only and is qualified in its entirety by reference to the exhibits.

ITEM 3.02 UNREGISTERED SALES OF EQUITY SECURITIES

The disclosures set forth in Item 2.03 are incorporated by into this Item 3.02 by reference. The issuance of the Notes and Warrants were made in reliance on exemption from registration pursuant to Section 4(2) of the Securities Act of 1933, as amended, on the basis that the Registrant had a pre-existing relationship with the investor and there was no public offering.

ITEM 9.01FINANCIAL STATEMENTS AND EXHIBITS




(d) Exhibits



Exhibit
Number   Description of Exhibit                                   Filing Reference
  4.1      Form of 8% Senior Secured Note dated July 3, 2019      Filed herewith
  10.1     Form of Note and Purchase Agreement dated July 3,      Filed herewith
         2019

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© Edgar Online, source Glimpses

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