Item 1.01 Entry into a Material Definitive Agreement.
On
Pursuant to the Financing, upon filing and effectiveness of a Registration
Statement on Form S-1, and provided that certain other closing conditions are
met, the Company shall have the right, but not the obligation, to direct the
Investor to purchase shares of the Company's common stock (the "Put Shares") as
follows: (i) in a minimum amount of not less than
At any time, and from time to time, during the term of the Purchase Agreement
(the "Commitment Period"), the Company may deliver a notice to Investor (the
"Put Notice") of its election to direct the Investor to purchase Put Shares, and
the Company shall deliver such Put Shares to Investor via DWAC within two
trading days thereafter. The Purchase Price of the Put Shares shall be 87.5% of
the lowest traded price (as reported by
The right of the Company to issue and sell the Put Shares to the Investor is
subject to the satisfaction of certain closing conditions, including, but not
limited to, (i) an effective Registration Statement on Form S-1 for resale by
Investor of the Put Shares, (ii) accuracy of the Company's representations and
warranties, (iii) the Company's performance under the Purchase Agreement in all
material respects, (iv) no suspension of trading or delisting of the Company's
common stock, (v) limitation of the Investor's beneficial ownership to no more
than 4.99% of the Company's issued and outstanding shares of common stock, (vi)
the Company maintaining its DWAC-eligible status, (vii) the Company maintaining
a sufficient share reserve, and (viii) the minimum pricing for the Put Shares
must exceed
Pursuant to the terms of the Purchase Agreement, by
The foregoing summary description of the terms of the Purchase Agreement does not purport to be complete, and is qualified in its entirety by reference to the complete text of the Purchase Agreement, a copy of which is attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits Exhibit Number Description Equity Purchase Agreement, datedMay 14, 2021 , by and between the 10.1 Company and Investor.
© Edgar Online, source