CurAegis Technologies, Inc. (OTCMKTS:CRGS) Files An 8-K Entry into a Material Definitive AgreementItem 1.01
Entry into a Material Definitive Agreement
Item 2.03
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
Item 3.02
Unregistered Sales of Equity Securities
This Current Report on Form 8-K of CurAegis Technologies, Inc. (the "Company”) reports the October 12, 2018 investment made by Richard A. Kaplan, the Company’s Chief Executive Officer and a director.
The Company is currently offeringup to $2.5 million in non-interest bearing Senior Convertible Promissory Notes and Warrants (the "JULY 2018 Convertible Notes”) in a private placement. During the period from July 24, 2018 to October 12, 2018, the Company issued $575,000 aggregate principal amount ofJULY 2018 Convertible Notes, and warrants to purchase 350,00 shares of common stock in connection with the JULY 2018 Convertible Notes.
On October 12, 2018, Mr. Kaplan, purchased$50,000 principal amountofthe JULY 2018 Convertible Notes and received the corresponding warrants.
The JULY 2018 Convertible Notes and Warrants are included in a private placement exempt from registration under Section 4(a)(2) of the Securities Act of 1933 (“Securities Act”), as amended, and Rule 506 thereunder. Each purchaser is an accredited investor. Such securities will not be registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. This report does not constitute an offer for the sale of any securities. The descriptions of the JULY 2018 ConvertibleNotes, the warrants, and the securities purchase agreement to which the JULY 2018 Convertible Notes are offered, are qualified in their entirety by reference to Exhibits 4.1, 4.2, and 4.3 hereto, which are incorporated by reference herein.
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Item 9.01 |
Financial Statements and Exhibits |
About CurAegis Technologies, Inc. (OTCMKTS:CRGS)
CurAegis Technologies Inc., formerly Torvec, Inc., develops and markets technologies in the areas of power, safety and wellness. The Company is focused on technologies, such as the Circadian User Risk Assessment (CURA) system and the Aegis hydraulic pump. The Company’s divisions include CURA Division and Aegis Division. The CURA division is engaged in the fatigue management business. The CURA system consists of individual elements, including the myCadian watch; panic-button and man-down system; CURA software, and the Z-Coach wellness program. The myCadian watch, a wearable device paired with the CURA system, is a real time alertness and emergency monitoring system that addresses sleep and fatigue management solutions. The Z-Coach e-learning module includes Z-Coach Aviation, which is designed for aviation professionals, from flight and ground crews, to scheduling, dispatch, administration and management. The Company’s Aegis division is engaged in the power and hydraulic business.