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Re: None

Friday, 06/30/2017 4:08:50 PM

Friday, June 30, 2017 4:08:50 PM

Post# of 39825
8K filed, at close. Convertible notes. Not $2 mil. (Yet):

Item 1.01 Entry into a Material Definitive Agreement

On June 27, 2017, Max Sound Corporation (the “Company”) entered into a series of transactions (the “Funding Transactions”) in order to increase their liquidity. In connection with the Funding Transactions, the Company issued Bellridge Capital (“Bellridge”) an 8% convertible note in the principal amount of $171, 250 due on June 27, 2018. The note is convertible into common stock at 65% of the lowest trading price for the Company’s common stock during the ten trading days immediately preceding the date of conversion. The note is pre-payable by the Company, as provided therein. Bellridge paid an aggregate of $157,550 to Power Up Lending LLC and Eagle Equities LLC and the note contains an 8% original issue discount bringing the total to a $171,250 principal amount. The Company’s obligations to Power Up Lending LLC and Eagle Equities LLC are now owed to Bellridge.

In addition, pursuant to a Securities Purchase Agreement dated June 27, 2017, the Company issued Bellridge an 8% promissory note due June 27, 2018 in the principal amount of $ 268,000 . The note is convertible into common stock at 65% of the lowest trading price for the Company’s common stock during the ten trading days prior to the date of conversion. The note is prepayable by the Company as provided therein. The note contains an 8% original issue discount. Pursuant to the SPA, the proceeds of the loan are to be used by the Company to pay off its obligation to GS Capital and Crownbridge LLC.