Inventergy Global, Inc. (fka INVT)

[SilverBack]

This one is done and next month should hit .0001 based on the notes that can convert in the millions.

Item 1.01 Entry into a Material Definitive Agreement.



On December 29, 2017 (the “ Closing Date ”), Inventergy Global, Inc. (the “ Company ”) entered into a Securities Purchase Agreement (the “ Agreement ”) with TCA Global Credit Master Fund, LP (“ TCA ”). Pursuant to the Agreement, the Company issued $2.4 million in senior secured convertible redeemable debentures (the “ Debentures ”) to TCA. The Agreement also contemplates the sale of up to an additional $1.6 million principal amount of Debentures by the Company to TCA, based upon the performance of the Company. The unpaid principal amount of the Debentures bears cash interest equal to 17% per annum, with such interest payable monthly beginning on January 29, 2018. Upon and during the continuance of an Event of Default (as defined in the Debentures), the cash interest rate will increase by an additional 7% per annum, subject to the maximum interest rate permitted by applicable law.



Principal repayment of the Debentures will be made in 18 monthly payments beginning on July 28, 2018 (11 monthly payments of $100,000 and 7 monthly payments that increase up to $250,000). The Company may prepay the Debentures in whole or in part without penalty or premium. TCA may purchase up to additional $4,000,000 of Debentures, subject to the mutual agreement of the parties.



In addition, the Company issued to TCA a Fee Debenture (as defined in the Agreement) in the amount of $3,500,000. The Fee Debenture will bear interest at 8% per annum, with interest payable in cash on a monthly basis beginning on January 29, 2018. The principal amount of the Fee Debenture is to be repaid in 30 monthly installments beginning on July 28, 2018 (such principal installment amounts starting at $105,776 per month and increasing to $128,254 per month).



Upon the occurrence of an Event of Default, TCA may convert all or any portion of the outstanding amounts (the “ Conversion Amount ”) of the Debentures, the Fee Debenture or any other transaction documents, into the Company’s common stock (the “ Conversion Shares ”) in an amount of shares equal to: (i) the Conversion Amount (the numerator); divided by (ii) eighty-five percent (85%) of the lowest volume weighted average price of the Company’s common stock during the five trading days immediately prior to the conversion date (the denominator), subject to a 4.99% beneficial ownership limitation.