Item 1.01 Entry into a Material Definitive Agreement.
On June 8, 2023, NovAccess Global Inc. entered into a letter agreement (the
"letter agreement") with AJB Capital Investments, LLC ("AJB"). In connection
with loans previously provided to us by AJB, we issued two promissory notes to
AJB dated February 15, 2022 and May 5, 2022 (both as amended by a February 9,
2023 letter agreement with AJB) that were both due on May 9, 2023 for a total of
$1,515,000 (the "loans"). The letter agreement extended the due date of these
loans to June 30, 2023.
Pursuant to the letter agreement, on June 8, 2023 NovAccess also issued to AJB a
common stock purchase warrant (the "warrant") to purchase 1.0 million shares of
the company's common stock for $0.20 a share. The warrant expires on June 8,
2028. The letter agreement provides that if we do not repay the loans in full by
June 15, 2023, we must issue to AJB another warrant to purchase 500,000 shares
of common stock, and that if we do not repay the loans by June 30, 2023, we must
issue to AJB a warrant to purchase 500,000 more shares, both on the same terms
as the June 8 warrant.
The AJB letter agreement and warrant are filed as exhibits to this Current
Report on Form 8-K. The descriptions above are qualified in their entirety by
reference to the full text of these documents.
Item 3.02 Unregistered Sales of Equity Securities.
The disclosure included under Item 1.01 above is incorporated by reference to
this Item 3.02. The issuances of the warrants to AJB are exempt from
registration under Section 4(a)(2) of the Securities Act of 1933.
Item 9.01 Financial Statements and Exhibits.
Exhibit 10.1 Letter Agreement dated June 8, 2023 between NovAccess Global Inc.
and AJB Capital Investments, LLC
Exhibit 10.2 Common Stock Purchase Warrant dated June 8, 2023 for 1,000,000
shares issued by NovAccess Global Inc. to AJB Capital Investments, LLC
Exhibit 104 Cover Page Interactive Data File (formatted as Inline XBRL)
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