Any thoughts on this?
Form 8-K for GLOBETEL COMMUNICATIONS CORP
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12-Sep-2006
Entry into a Material Definitive Agreement, Unregistered Sale of Equ
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
See Item 3.02 below. GlobeTel Communications Corp. (the "Company" or the "Registrant") and the several investors (the "Investors") have entered into Subscription Agreements as further described in Item 3.02 below. The identity of the Investors and the dollar amount of their Subscriptions (as hereinafter defined) is set forth below:
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Investor Subscription Amount
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Hudson Bay Overseas Fund Ltd $60,000
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Hudson Bay Fund LP $140,000
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Nite Capital LP $250,000
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Castle Creek Technology Partners $300,000
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The Nutmeg Group $100,000
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Brio Capital LP $125,000
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Double U Master Fund $100,000
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ITEM 3.02 UNREGISTERED SALES OF EQUITY SECURITIES
Beginning on September 6, 2006, Globetel Communications Corp. (the "Registrant") entered into subscription agreements with Hudson Bay Overseas Fund Ltd, Hudson Bay Fund LP, Nite Capital LP, Castle Creek Technology, Double U Master Funder, The Nutmeg Group and Brio Capital LP whereby these investors are purchasing a total $1,075,000 in 7% convertible notes, and were issued the Class A and Class B Warrants described below. The common shares underlying the notes and the warrants carry with them registration rights that obligate the Registrant to register such shares within 30 days.
Under the funding arrangement, the notes are convertible into common stock of the Registrant at $0.36939 per share. Prior to any notice of conversion the Registrant has the right, under certain circumstances, to redeem the notes at a premium for cash, subject to a right to convert by the investor.
The investors will receive one Class A Warrant to purchase one share of common stock for every two shares that the notes were convertible into on the closing date as well as one Class B Warrant to purchase the identical number of shares. The Class A Warrants are exercisable for a purchase price equal to 150% of the market price on the day prior to closing and the Class B Warrants are exercisable for a purchase price equal to 200% of the market price on the day prior to closing. The Warrants have a 5 year term
The Placement Agent for the transaction, Westor Capital Group, has the right to raise up to $3 million for the Registrant under the terms and conditions set forth above.
Exhibits.
Exhibits included are set forth in the Exhibit Index pursuant to Item 601 of Regulation S-K.
Does this explain closing at the low?
