FREEZE TAG, INC. (OTCMKTS:FRZT) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement
On January 18, 2017, we amended a Convertible Promissory Note
(the Note) with an accredited investor. We agreed to amend the
Note to increase the principal sum in the amount of $100,000, to
a total principal sum of $600,000. As of the note amendment date,
consideration paid on the note was $554,000. All other terms of
the Note remain the same.
Section 3 – Securities and Trading Markets
Item 3.02 Unregistered Sales of Equity
Securities.
On January 24, 2017, we received a notice of conversion to issue
30,458,849 shares of our common stock to a non-affiliate holder
of one of our outstanding convertible promissory notes. The
holder notified us of their election to convert $1,522.94 of
principal and interest due under the promissory note into the
shares. The shares will be issued within 5 business days, to the
terms of the agreement, and dependent on the timing of the
transfer agent. Due to the length of time since the holder lent
us the funds and that the holder has held the note, the shares
will be issued without a standard Rule 144 restrictive legend.
Based on the representations of the investor in the Convertible
Promissory Note and the Notice of Conversion, the issuance of the
shares will be exempt from registration to Section 4(a)(2) of the
Securities Act of 1933. The investor was accredited and
sophisticated, familiar with our operations, and there was no
solicitation.
About FREEZE TAG, INC. (OTCMKTS:FRZT)
Freeze Tag, Inc. is engaged in creating mobile social games that are fun and engaging for all ages. Players can download the games for free or they can purchase virtual items and additional features within the game to increase the fun factor. The Company’s games encourage players to compete and engage with their friends on social networks, such as Facebook and Twitter. Its mobile games include Victorian MysteriesO and Unsolved Mystery ClubO, as well as digital entertainment, such as Etch A SketchO. The Company markets, sells and distributes its games primarily through direct-to-consumer digital storefronts, such as Apple’s Application (App) Store, the Google Play Store and Amazon’s App store. In addition to publishing its smartphone games on direct-to-consumer digital storefronts, the Company also publishes some of its titles on other platforms, such as the Facebook App Store, the Mac App Store and personal computer (PC) Download portals, such as Big Fish Games and Gamehouse. FREEZE TAG, INC. (OTCMKTS:FRZT) Recent Trading Information
FREEZE TAG, INC. (OTCMKTS:FRZT) closed its last trading session 00.00000 at 0.00020 with 5,748,468 shares trading hands.
