CLEAN ENERGY TECHNOLOGIES, INC. (OTCMKTS:CETY) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Definitive Material Agreement
On August 18, 2020, Clean Energy Technologies, Inc. (the “Company) entered into a securities purchase agreement (the “Securities Purchase Agreement”) with LGH Investments, LLC (the “Investor”), to which the Company issued to the Investor a convertible promissory note (the “Note”) in the original principal amount of $103,000, a 2 year Warrant (the “Warrant”) to purchase 1,500,000 shares of the Company’s common stock, par value $.001 per share (the “Common Stock”) and one million (1,000,000) restricted shares of Common Stock (“Inducement Shares”). The Note carried an original issue discount of $3,000 with interest of 8% per annum payable at maturity. The Note matures 8 months from the issue date and is convertible at any time into the Common Stock at a conversion price equal to $0.02 per share, subject to adjustment. The conversion of the Note is limited to 4.99% of the issued and outstanding shares of the Common Stock unless the market capitalization falls below $2,000,000 in which case the limitation is increased to 9.99%. If an event of default occurs, the conversion price changes to the lesser of (a). $0.02 (two) cents or (b) 70% of the lowest traded price in the prior fifteen trading days immediately preceding a notice of conversion. In the event that the Company issues a convertible note on more favorable terms the terms of the Note will be revised to reflect such terms. The Note has amortization payments of $15,143.50 commencing 60 days after the Issue Date and each 30 days thereafter.
The Warrant has an exercise price of $0.04 per share, have a term of two years, and may be exercised on a cashless basis. The exercise price and number of shares subject to purchase under the Warrant are subject to adjustment for certain corporate actions.
The foregoing descriptions of the terms of the Securities Purchase Agreement, Note and Warrant does not purport to be complete and are qualified in their entirety by reference to the full text of the Securities Purchase Agreement, Note and Warrant attached hereto as Exhibits 10.114, 10.115 and 10.116, respectively.
On July 15, 2020 Clean Energy Technologies, Inc. (the “Company”) entered into a Securities Purchase Agreement with PowerUp Lending Group Ltd. (“PowerUp”) for the purchase of a Convertible Promissory Note in the aggregate principal amount of $128,000 (the “PowerUp Note”) carrying an interest rate of 11% and due on July 15, 2021. The purchase price on the PowerUp Note was $128,000 with the Company paying for expenses of $3,000. The funds received by the Company on October 30, 2019.
The PowerUp Note may be converted at any time after 180 days from the issue date into shares of Company’s Common Stock at a price equal to 65% of the lowest two day average closing bid price of the Company’s Common Stock during the 15 consecutive Trading Days prior to the date on which Holder elects to convert all or part of the Power Up Note, subject to adjustment for certain penalties. The PowerUp Note may be converted to up to a maximum of 4.99% of the issued and outstanding Common Stock of the Company and permits the Company to pre-pay its obligations at a premium prior to maturity.
The Company is required to reserve six times the number of shares of its Common Stock issuable on full conversion of the Power Up Note (initially 58,783,008 shares).
The foregoing description of the terms of the foregoing transactions does not purport to be complete and is qualified in its entirety by the complete text of the documents attached as, respectively, Exhibits 10.117 through 10.118 to this Current Report on Form 8-K.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth above in Item 1.01 is hereby incorporated by reference into this Item 2.03.
Item 3.02. Unregistered Sale of Equity Securities.
The information contained in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 3.02. The securities were were offered and sold in a transaction exempt from registration under the Securities Act of 1933, as amended, in reliance on Section 4(a)(2) thereof.
Item 8.01 Other.
The proceeds received by the Company from the Note issued to the Investor will be used to pay off the Company’s obligations under the $75,000 Note previously issued to Power Up Lending Group, Ltd. and for general working capital purposes.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Form of Common Stock Purchase Warrant, dated August 18, 2020, issued by Clean Energy Technologies, Inc. to LGH Investments, LLC | |
| 10.117 | Form of Securities Purchase Agreement between PowerUp Lending Group Ltd. and Clean Energy Technologies, Inc., dated July 15, 2020. |
| 10.118 | Form of Convertible $128,000 Promissory Note between PowerUp Lending Group Ltd. and Clean Energy Technologies, Inc., dated July 15, 2020. |
Clean Energy Technologies, Inc. Exhibit
EX-10.114 2 ex10-114.htm Exhibit 10.114 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (this “Agreement”),…
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About CLEAN ENERGY TECHNOLOGIES, INC. (OTCMKTS:CETY)
Clean Energy Technologies, Inc., formerly Probe Manufacturing, Inc., designs, builds and markets clean energy products focused on energy efficiency and environmentally sustainable technologies. The Company’s principal product is the Clean Cycle generator, offered by its subsidiary Heat Recovery Solutions. The Heat Recovery Solutions system captures waste heat from various sources and turns it into electricity that users can use or sell back to the grid. The Company’s engineering and manufacturing resources support its heat recovery solutions business, as well as continuing to support other clean energy companies with their technologies. Its core technology is a magnetic lev bearing generator, which requires no oil or lubricant and has no gear box. It serves various markets, including industrial, aerospace, military, instrumentation and medical. It offers services, such as engineering, supply chain management, manufacturing and program management.