CELL MEDX CORP. (OTCMKTS:CMXC) Files An 8-K Entry into a Material Definitive Agreement
ITEM 1.01
ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On December 27, 2018, Cell MedX Corp. (“Cell MedX” or the “Company”) entered into an Agreement with Mr. Richard Jeffs (the “Lender”), the Company’s major shareholder (the “Agreement”), for an unsecured line of credit of up to USD$250,000 (the “Credit Line”) of which USD$100,000 was advanced to the Company on December 20, 2018. to the Agreement the Company may borrow against the Credit Line and repay any portion of the amount borrowed at any time. The funds advanced under the Credit Line accumulate interest at a rate of 6% per annum.
In consideration for the Credit Line the Company issued to the Lender non-transferable share purchase warrants (the “Warrants”) to purchase up to 5,000,000 shares of Cell MedX’s common stock exercisable at USD$0.05 per share and expiring on December 27, 2021. The Warrants vest at a rate of 20 warrants for every USD$1 drawn on the Credit Line, with 2,000,000 warrants having vested on the grant date of the Warrants on account of USD$100,000 advance noted above.
In addition, in recognition of USD$124,128 previously advanced by the Lender in series of separate loan agreements, the Company issued to the Lender non-transferable share purchase warrants (the “Additional Warrants”) to purchase up to 2,482,960 shares exercisable at USD$0.05 per share and expiring on December 27, 2021. The Additional Warrants vested at the time of grant.
ITEM 3.02
UNREGISTERED SALES OF EQUITY SECURITIES.
The Warrants and Additional Warrants described in Item 1.01 were issued to the Lender in reliance upon the exemption from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), provided by Regulation S of the Securities Act, on the basis of representations made by the Lender that he is not a “US Person” (as that term is defined in Regulation S) and was not in the United States at the time the Lender acquired the Warrants and Additional Warrants. The Company did not engage in any form of “directed selling efforts” (as that term is defined in Regulation S) in connection with the offering of the Warrants and Additional Warrants to the Lender.
The foregoing description of the Agreement with the Lender does not purport to be complete and is qualified in its entirety by reference to the complete text of the Loan Agreement attached as Exhibit 10.1 hereto.
ITEM 9.01
FINANCIAL STATEMENTS AND EXHIBITS.
(d)
Exhibits
The following exhibits are either provided with this Current Report:
Cell MedX Corp. Exhibit
EX-10.1 2 cmxc_ex101.htm CREDIT LINE AGREEMENT DATED DECEMBER 27,…
To view the full exhibit click here
About CELL MEDX CORP. (OTCMKTS:CMXC)
Cell MedX Corp. is a development-stage company focused on the discovery, development and commercialization of therapeutic products for patients with diseases, such as diabetes, by developing technologies to help manage the illness and related complications. The Company, through its subsidiary, Avyonce Cosmedics Inc. (Avyonce), is engaged in reselling and marketing spa technology and equipment to the beauty and wellness industry. Avyonce is involved in carrying out observational studies using eBalance Technology. The eBalance Technology is used for the use of micro currents for the treatment of diabetes and related ailments. Avyonce also provides continuing education to the estheticians and healthcare professionals in the field of medical aesthetics. The Company is engaged in developing a family of devices based on the eBalance Technology.