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Re: Shinook99 post# 86811

Wednesday, 05/08/2019 1:26:52 PM

Wednesday, May 08, 2019 1:26:52 PM

Post# of 186029
From 2/11/19.
It's technically not delayed.

"On February 8, 2019 (the “First Closing Date”), Verus International, Inc. (the “Corporation”) entered into a securities purchase agreement (the “First Securities Purchase Agreement”) with an accredited investor (the “First Investor”), whereby the Corporation agreed to issue and sell: (i) an 8% convertible promissory note in the original principal amount of $1,250,000 (the “First Note”) and (ii) a three-year warrant to purchase up to 925,925,925 shares of the Corporation’s common stock, $0.001 per share (the “Common Stock”) (the “First Warrant”).

In connection with the First Securities Purchase Agreement, the Corporation also entered into a Registration Rights Agreement with the First Investor (the “First Registration Rights Agreement”), pursuant to which the Corporation is required to file a Registration Statement on Form S-1 (or Form S-3, if available) (the “Registration Statement”) covering the resale of the Registrable Securities (as defined in the First Registration Rights Agreement) within 60 days of the First Closing Date. The Corporation is further required to use its best efforts to have the Registration Statement declared effective by the SEC as soon as practicable, but in no event later than the earlier of: (x) (i) in the event that the Registration Statement is not subject to a review by the U.S. Securities and Exchange Commission (the “SEC”), 120 calendar days after the First Closing Date or (ii) in the event that the Registration Statement is subject to a limited or full review by the SEC, 140 calendar days after the First Closing Date; and (y) the 5 th business day after the date the Corporation is notified (orally or in writing, whichever is earlier) by the SEC that such Registration Statement will not be reviewed or will not be subject to further review."