Nutranomics Inc (NNRX)

[justatrader]

NUTRANOMICS, INC. A Nevada Corporation 605 PORTLAND AVENUE #154 GLADSTONE, OREGON 97027 [phone] Website: www.nutranomics.com Email: [e-mail] SIC Code: 2020

CURRENT REPORT OF

NUTRANOMICS, INC.

JULY 12, 2019 FOR NOVEMBER 28, 2018


Entry into a Material Definitive Agreement.
On November 28, 2018 the COMPANY entered into a settlement agreement and stipulation (“Settlement Agreement”) with Livingston Asset Management LLC (“Livingston”), as later amended on March 28, 2019, in connection with the settlement of $950,769 of bona fide obligations the Company owed to certain of its creditors. The settlement agreement was subject to Federal court fairness hearing, and on January 3, 2019 a Federal court granted approval of the Settlement Agreement. If satisfied in full, pursuant to the Settlement Agreement the Company shall be able to reduce the Company’s debt obligations in exchange for the issuance of shares of Company’s common stock to Livingston at a 50% discount to the market price, in one or more tranches, pursuant to the terms of section 3(a)(10) of the Securities Act of 1933, as amended. In connection with the transaction, the Company issued to Livingston a convertible promissory note in the principal amount of $50,000 bearing interest of 10% per year to cover legal fees and other expenses, The Note is convertible into shares of the Company’s common stock at 75% of the lowest closing bid price for 30 trading days prior to the date of conversion. At no time may Livingston beneficially own more than 9.99% of the Company’s outstanding common stock. Under the terms of a separate engagement letter, in connection with the settlement agreement, the Company is to pay a registered placement agent ten percent (10%) of the dollar amount of creditor obligations extinguished pursuant to the settlement agreement
The foregoing is a summary of the terms of the Settlement Agreement and is qualified in its entirety by the Settlement Agreement attached hereto and incorporated herein as Exhibit 1.