REMSleep Holdings, Inc. announced that it has entered into a Purchase Agreement with returning investor, JanBella Group, LLC pursuant to which investor has agreed to purchase from the company up to 300,000,000 shares of the company?s common stock, par value $0.001 per share subject to certain limitations, from time-to-time during the term of the Purchase Agreement on September 18, 2023. The term of investor?s obligation to purchase the common stock commences on the effectiveness of a registration statement on Form S-1, to be filed by the company and ends on the earlier of (i) an event of default under the Purchase Agreement; or, (ii) 15-days written notice from one party to the other. Pursuant to the terms of the Purchase Agreement, the company issued a three year warrant to purchase 15,000,000 shares of company common stock to investor, at a purchase price of $0.012 per share, as additional consideration for its commitment to purchase shares of the company?s common stock under the Purchase Agreement.

The warrant is fully earned upon the delivery of the first put notice from the Company to investor. The warrant provides for certain adjustments that may be made to the exercise price and the number of shares issuable upon exercise due to future corporate events. The warrant also contains a cashless exercise feature.