CYBER APPS WORLD INC. (OTCMKTS:CYAP) Files An 8-K Unregistered Sales of Equity Securities
Item 3.02 Unregistered Sales of Equity Securities
On December 13, 2019, we completed a securities purchase agreement (“SPA”) with Power Up Lending Group Ltd. (“Power Up”) whereby the Company issued a convertible promissory note in the principal amount of up to $925,000 (the “Note”) to Power Up. The Company has received proceeds of $58,000 in cash from Power Up. Interest accrues on the outstanding principal amount of the Note at the rate of 12% per year. The Note is due and payable on December 13, 2020 with respect to the $58,000 advanced. The Note is convertible into common stock at any time 180 days after the issue date at 61% multiplied by the lowest trading price during the twenty trading day prior to the conversion date. Power Up does not have the right to convert the Note to the extent that it would beneficially own in excess of 4.99% of our outstanding common stock. The Company shall have the right, exercisable on not less than three trading days’ prior written notice to Power Up, to prepay the outstanding balance on this Note for (i) 120% of all unpaid principal and interest if paid within 60 days of the issue date; (ii) 125% of all unpaid principal and interest if paid between 61 and 90 days of the issue date; (iii) 130% of all unpaid principal and interest if paid between 91 and 120 days of the issue date; and (iv) 135% of all unpaid principal and interest if paid between 121 and 150 days of the issue date; and (v) 139% of all unpaid principal and interest if paid between 151 and 180 days of the issue date.
The foregoing descriptions of the Note and warrant are qualified in their entirety by reference to the Securities Purchase Agreement and Convertible Promissory, which are filed as exhibits to this current report and are incorporated herein by reference.
We completed this offering to Rule 506 of Regulation D of the Securities Act.
Regulation D and Rule 506 Compliance
No advertising or general solicitation was employed in offering the securities. The offer and sales were made to an accredited investor and we have restricted transfer of the securities in accordance with the requirements of the Securities Act of 1933, as amended.
to the limitations on resale contained in Regulation D, we exercised reasonable care to assure that purchasers were not underwriters within the meaning of section 2(11) of the Act by inquiring of the purchaser the following: (1) that the purchaser was purchasing the securities for the purchaser\’s own account for investment purposes and not with a view towards distribution, and (2) that the purchaser had no arrangement or intention to sell the securities. Further, written disclosure was provided to each purchaser prior to the sale that the securities have not been registered under the Act and, therefore, cannot be resold unless the securities are registered under the Act or unless an exemption from registration is available.
Item 9.01 Financial Statements and Exhibits
| Exhibit No. | Description |
| 10.1 | Securities Purchase Agreement between Cyber Apps World Inc. and Power Up Lending Group Ltd. dated for reference November 27, 2019 |
| 10.2 | Convertible Promissory Note executed by Cyber Apps World Inc. dated for reference November 27, 2019 |
Cyber Apps World Exhibit
EX-10.1 2 ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”),…
To view the full exhibit click here
About CYBER APPS WORLD INC. (OTCMKTS:CYAP)
Cyber Apps World, Inc. is engaged in developing mobile applications, which would be available to subscribers for various programs. The Company is engaged in licensing an e-commerce Internet platform for the purchase and sale of products and services by way of mobile/computer applications. The Company offers Savinst Application (App), which is an e-commerce platform that will allow consumers and businesses around the world to purchase and sell products and services. Savinst App provides coupons and deals for in-store and online shopping. The Company also engaged in developing an application, News My Way, which is a customizable personal news gathering application. All News My Way enables users to consolidate and view customized news items and topics of interest from around the world in real-time and is displayed for viewing on various devices and platforms using the embedded and customizable user portal.
