REALBIZ MEDIA GROUP, INC. (OTCMKTS:RBIZ) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.
On February 27, 2017, RealBiz Media Group, Inc. (the Company)
entered into a Securities Purchase Agreement with Power Up
Lending Group Ltd. (Power Up) to which Power Up purchased a
convertible note. On February 27, 2017, the Company issued Power
Up a convertible note with an aggregate principal amount of
$78,500 (the Note). The Note accrues interest rate at a rate of
8% per annum and matures on November 30, 2017 (the Maturity
Date). Power Up may convert the Note into shares of the Companys
common stock at a price equal to 61% of the average of the lowest
three closing bid prices during the 15 trading day period ending
on the last complete trading date prior to the date of
conversion. Power Up may convert the Note at any time during the
period beginning on the date which is 180 days following the date
of the Note and ending on the later of (i) the Maturity Date and
(ii) the date of payment of the Default Amount (as defined in the
Note); provided, however, that Power Up may not convert
the Note to the extent that such conversion would result in Power
Ups beneficial ownership being in excess of 4.99% of the Companys
issued and outstanding common stock together with all shares
owned by Power Up and its affiliates (the Beneficial Ownership
Limit). Power Up may, on not less than 61 days prior notice to
the Company, waive the Beneficial Ownership Limit. to the terms
of the Note, the Company may, at any time, prior to conversion,
prepay the principal amount of the Note together with interest
accrued thereon.
The Note has not been registered under the Securities Act of
1933, as amended (the Securities Act), or the securities laws of
any state, and was offered and issued in reliance on the
exemption from registration under the Securities Act, afforded by
Section 4(a)(2).
The foregoing descriptions of the Securities Purchase Agreement
and Note is not complete and is qualified in its entirety by
reference to the full text of the form of Securities Purchase
Agreement and Note, a copy of which is filed as Exhibit 10.1 and
10.2, respectively, to this report and is incorporated by
reference herein.
Item 2.03 Creation of a Direct Financial Obligation or an
Obligation under an Off-Balance Sheet Arrangement of a
Registrant.
Reference is made to the disclosure set forth under Item 1.01 of
this Current Report on Form 8-K, which disclosure is incorporated
herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| 10.1 |
Securities Purchase Agreement dated February 27, 2017 by and between the Company and Power Up Lending Group Ltd. |
| 10.2 | Form of Convertible Promissory Note |
About REALBIZ MEDIA GROUP, INC. (OTCMKTS:RBIZ)
RealBiz Media Group, Inc. is a real estate digital media and technology company. The Company is engaged in the business of providing digital media and marketing services for the real estate industry. It operates in real estate, primarily through Web-assisted services segment. The Company, through its HomeTourNetwork operation provides a television video-on-demand network, a MicroVideo App network and an existing Virtual Tour network. It provides video search, storage and marketing capabilities on multiple platform dynamics for Web, mobile and television. It offers products and services, including enterprise video production, Nestbuilder Agent 2.0, The Virtual Tour (VT) and Microvideo App (MVA), ReachFactor, NestBuilder Website Portal, Nestbuilder Agent and Ezflix Mobile App. It offers services to franchisor accounts in the North America real estate market for compiling listings into a video format and distributing to franchisor’s Websites, brokers and agents, and platforms. REALBIZ MEDIA GROUP, INC. (OTCMKTS:RBIZ) Recent Trading Information
REALBIZ MEDIA GROUP, INC. (OTCMKTS:RBIZ) closed its last trading session down -0.0005 at 0.0245 with 6,590 shares trading hands.
