EXACTUS, INC. (OTCMKTS:EXDI) Files An 8-K Entry into a Material Definitive AgreementItem 1.01.
Entry into a Material Definitive Agreement
On March 22, 2018, Exactus, Inc., a Nevada corporation (the “Company”), entered into a securities purchase agreement, effective March 16, 2018, with an investor to which the Company issued and sold a convertible promissory note (the “Note”) to the investor in the aggregate principal amount of $58,500 original issue discount of 10%, and received gross proceeds of $52,650. The Note matures on the earlier of (i) December 16, 2018, or (ii) the date in which a registration statement for the shares underlying the Note is declared effective (either the “Maturity Date”). The Note bears interest at 9% per annum.Beginning June 16, 2018, the investor may elect to convert the Note into shares of common stock of the Company at the lower of (i) $0.25 per share or (ii) 51% of the lowest trading price of the Company’s common stock during the 25 day period prior to the conversion, subject to adjustment (the “Conversion Price”).
Item 2.03.
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
The information provided in Item 1.01 is incorporated herein by reference.
Item 3.02.
Unregistered Sales of Equity Securities.
The information disclosed in Item 1.01 and item 2.03 is incorporated herein by reference. The Note was sold in a transaction exempt from registration under section 4(a)(2) of the Securities Act of 1933 and Rule 506(b) thereunder as a transaction not involving a public offering. The investor acquired the Note for investment and without a view to distribution and the Company reasonably believed the investor was an accredited investor.
About EXACTUS, INC. (OTCMKTS:EXDI)
Exactus, Inc. (Exactus), formerly Spiral Energy Tech, Inc., is a life science company. The Company will develop and commercialize Point-of-Care (POC) diagnostics for measuring proteolytic enzymes in the blood based on a detection platform. The Company’s primary business focus will be the development and commercialization of the FibriLyzer and related technology licensed by Exactus. The Company’s products will employ a disposable test biosensor strip combined with a portable hand held detection unit that provides a result in approximately 30 seconds. The Company intends to file to gain regulatory approval and launch its products in the United States and Europe.
