VIASPACE Inc. (OTCMKTS:VSPC) Files An 8-K Entry into a Material Definitive AgreementItem 1.01 Entry into a Material Definitive Agreement.
Loan Agreement Dated May 24, 2018
Effective as of May 24, 2018, the Registrant and Kevin Schewe, Director of the Registrant, entered into a Loan Agreement to which Schewe agreed, subject to satisfaction of certain conditions, including among other things, Schewe’s satisfaction with the use proceeds of past loans, to provide loans of up to $100,000 as required by the Company for a two-year period. The loans would be evidenced by a Convertible Note. The Note (as with all subsequent notes) accrued interest at 8% per annum, and would be convertible into shares of Registrant common stock at a price equal to 20% of the average closing price for the 20 trading days prior to the issuance of the loan. Each note would mature on the first anniversary of the issuance date of such note.
The Loan Agreement and the Form of Senior Convertible Promissory Note are attached hereto as Exhibits 10.1 and 10.2.
Kevin Schewe Senior Convertible Promissory Note Dated May 24, 2018
On May 24, 2018, Kevin Schewe, CEO and Director of the Registrant, made a $7,000 loan to the Registrant in conjunction with the Loan Agreement entered into with the Registrant on May 24, 2018. In the Loan Agreement, Schewe agreed, subject to satisfaction of certain conditions, including among other things, Schewe’s satisfaction with the use of proceeds of past loans, to provide loans of up to $100,000 as required by the Registrant for a two-year period. The loans would be evidenced by a Convertible Note. The loans accrue interest at 8% per annum. At Schewe's election, the notes are convertible into shares of Registrant common stock at a price equal to 20% of the average closing price of the Registrant's common stock for the 20 trading days immediately preceeding the date of the loan. Each note matures on the first anniversary of the issuance date of such note. If Schewe chooses to convert, the $7,000 loan made on May 24, 2018 would convert into 58,626,466 shares of Registrant common stock at a common stock price of $0.0001194 per share.
This is the first loan Schewe has made to the Registrant since the execution of the Loan Agreement.
The Note for the loan on May 24, 2018 is attached hereto as Exhibit 10.3.
Notice of Conversion of May 24, 2018 Kevin Schewe Loan
On May 24, 2018, Kevin Schewe, CEO and Director of the Registrant, in conjunction with the Loan Agreement entered into with the Registrant on May 24, 2018 converted $7,000 of loans that he previously made to the Registrant into shares of Registrant common stock.
Schewe had made a $7,000 loan to the Registrant on May 24, 2018. The $7,000 loan owed to him converted into 58,626,466 shares of Registrant common stock at a conversion price of $0.0001194 per common share.
Item 3.02 Unregistered Sales of Equity Securities.
On May 24, 2018, the Registrant issued 58,626,466 shares of Registrant common stock to Kevin Schewe, CEO and Director of the Registrant, related to a loan on My 24, 2018. The shares were issued related to the conversion by Schewe of one convertible note as discussed in detail in Item 1.01. The Registrant relied upon Section 4(2) of the Securities Act of 1933, as amended, for the offer and sale of its stock. It believed that Section 4(2) was available because the offer and sale was not a public offering of its securities and there was no general solicitation or general advertising involved in the offer or sale.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
VIASPACE Inc. ExhibitEX-10.1 2 vspc-ex101_8.htm EX-10.1 vspc-ex101_8.htm EX. 10.1 LOAN AGREEMENT THIS LOAN AGREEMENT (this “Agreement”),…To view the full exhibit click here
About VIASPACE Inc. (OTCMKTS:VSPC)
VIASPACE Inc. (VIASPACE) is a renewable energy company. The Company’s renewable energy is based on biomass in particular its license to an energy crop, Giant King Grass (GKG), which the Company is able to commercialize across the world, except for the People’s Republic of China (China) and the Republic of China (Taiwan). It focuses on GKG, a natural hybrid, non-genetically modified perennial grass which the Company is growing as an energy crop that can be used to generate low carbon and renewable electricity by direct burning in a biomass power plant, and can be made into pellets that can replace some of the coal in existing power plants. GKG may also be used to produce bio methane through anaerobic digestion and as a feedstock for non-food liquid biofuels, such as bio ethanol and bio butanol. It can also be used as a feedstock for biochemicals and bio plastics. GKG can also be used as a feedstock to make cellulosic biofuels, such as bio ethanol, bio butane and green gasoline.
