Item 1.01. Entry into a Material Definitive Agreement

On June 9, 2022, HCyte, Inc. (the "Company") entered into a securities purchase agreement for a total of $272,500 with two accredited investors. The notes issued are convertible into common stock at a 35% discount to the lowest trading price in the 20 day period prior to conversion. The notes bear interest at 10% and are due one year from issuance. For the first six (6) months, the Company has the right to prepay the notes at a premium of between 25% and 35% depending on when it is repaid.

The Company also issued a promissory note for $100,000 to another accredited investor. This note bears interest at 15% (no matter when repaid) and converts at a discount of 25% of the price of a public offering or a 25% discount to the vwap of the five (5) days prior to conversion.

The foregoing summary of the Securities Purchase Agreements and Notes are qualified in their entirety by reference to the full text of the Agreements, copies of which are attached as Exhibits to this Current Report on Form 8-K and are incorporated herein by reference.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

The incorporation set forth in Item 1.01 is incorporated by reference herein.

Item 5.03 Amendment to Articles of Incorporation

On June 10, 2022, the Company amended (the "Amendment") its Articles of Incorporation to effectuate a 1,000-1 reverse stock split (the "Reverse Split") of its common stock. The Reverse Split was approved by FINRA on June 10, 2022 and effectuated on June 13, 2022. Pursuant to the Amendment, the Company also reduced the authorized shares of common stock to 500,000,000. As a result of the Reverse Split, the Company now has approximately 255,246 shares of common stock outstanding and 494,579,117 shares of Series A Preferred Stock outstanding. As a result of the Reverse Stock Split, the Series A Preferred Stock conversion ratio is now 1,000 shares of Series A Preferred Stock converts into 1 share of common stock. Accordingly, the 494,579,117 outstanding shares of Series A Preferred Stock are now convertible into an aggregate of 494,579 shares of common stock.

Item 9.01. Financial Statements and Exhibits





(d) Exhibits.


The following exhibit is filed as part of this report:





Item 9.01 Exhibits



Exhibit No.   Description
   10.1         Securities Purchase Agreement between H-Cyte, Inc. and Fast
              Capital, LLC dated June 7, 2022
   10.2         Securities Purchase Agreement between H-Cyte, Inc. and One44
              Capital LLC dated June 8, 2022
   10.3         Securities Purchase Agreement between H-Cyte, Inc. and an
              individual investor dated June 8, 2022
   10.4         Redeemable Note dated June 7, 2022 in favor of Fast Capital LLC
   10.5         Redeemable Note dated June 8, 2022 in favor of One44 Capital LLC
   10.6         Redeemable Note dated June 8, 2021 in favor individual investor
    104       Cover Page Interactive Data File (embedded within the Inline XBRL
              document)

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