Friday, November 16, 2018 2:44:22 PM
Re: Jessmess post# 18211
Post # of 18302
So. Let's get to the relevant part of that financing agreement:
Following effectiveness of the Registration Statement, the Company shall have the discretion to deliver put notices to L2 and L2 will be obligated to purchase shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”) based on the investment amount specified in each put notice, subject to certain equity conditions set forth in the Equity Purchase Agreement. The maximum amount that the Company shall be entitled to put to L2 in each put notice shall not exceed the lesser of $500,000 or two hundred percent (200%) of the average daily trading dollar volume of the Company’s Common Stock during the ten (10) trading days preceding the put. Pursuant to the Equity Purchase Agreement, L2 and its affiliates will not be permitted to purchase and the Company may not put shares of the Company’s Common Stock to L2 that would result in L2’s beneficial ownership of the Company’s outstanding Common Stock exceeding 9.99%. The price of each put share shall be equal to ninety percent (90%) of the Market Price (as defined in the Equity Purchase Agreement). Puts may be delivered by the Company to L2 until the earlier of (i) the date on which L2 has purchased an aggregate of $3,000,000 worth of Common Stock under the terms of the Equity Purchase Agreement, (ii) October 29, 2020, or (iii) written notice of termination delivered by the Company to L2, subject to certain equity conditions set forth in the Equity Purchase Agreement.
https://www.sec.gov/Archives/edgar/data/1569568/000149315218015147/form8-k.htm
What does "]par value $0.001 per share (the “Common Stock”) based on the investment amount specified in each put notice, subject to certain equity conditions set forth in the Equity Purchase Agreement." Not much. The par value is just the par value of the stock, not its price.
Here's the actual minimum price:
(p) MINIMUM PRICING. The lowest traded price of the Common Stock in the five (5) Trading Days immediately preceding the respective Put Date must exceed $0.0001 per share.
https://www.sec.gov/Archives/edgar/data/1569568/000149315218015147/ex10-1.htm
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