Item 1.01. Entry into a Material Definitive Agreement.

On August 18, 2020 the Company entered into a Loan Agreement with an unrelated third party. The Loan Agreement provides the Company with the option, subject to certain conditions, to borrow up to $4,000,000 under the Loan Agreement. As of August 19, 2020 the Company had borrowed $2,096,250 pursuant to the Loan Agreement, which amount includes $146,250 which the Company will use to pay the first six month's interest on the borrowed funds. The Company used $1,000,000 of the initial advance to repay a $1,000,000 loan described in the Company's 8-K report filed on July 17, 2020. The funds remaining from the initial advance will be used to purchase raw materials for the Company's products and for general corporate purposes.

All funds borrowed bear interest at 15% per year, are secured by substantially all of the Company's assets, and are due and payable on August 18, 2023.

The Lender will receive two shares of the Company's restricted common stock for every $1.00 loaned to the Company.

At the option of the Lender, the amounts loaned to the Company may be converted into shares of the Company's common stock. The number of shares to be issued will be determined by dividing the amount to be converted by the Conversion Price. The Conversion Price is the lessor of: (1) $2.00 or (2) 75% of the average closing price of the Company's common stock for the 30 consecutive trading days ending on the last business day immediately prior to the conversion date.




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

      See item 1.01 of this report.

Item 3.02. Unregistered Sale of Equity Securities.

The Company relied upon the exemption provided by Section 4(a)(2) of the Securities Act of 1933 in connection with issuance of the securities described in Item 1.01 of this report. The person who acquired these securities was a sophisticated investor and was provided full information regarding the Company's business and operations. There was no general solicitation in connection with the issuance of these securities. The person who acquired these securities acquired them for its own account. The certificates representing the shares of common stock will bear a restricted legend providing that they cannot be sold except pursuant to an effective registration statement or an exemption from registration. No commission was paid to any person in connection with the issuance of these securities.

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