GALA GLOBAL INC. (OTCMKTS:GLAG) Files An 8-K Entry into a Material Definitive Agreement
ITEM 1.01
| Entry into a Material Definitive Agreement |
Convertible Note
On or about May 22, 2017, St. George Investments LLC, a Utah
limited liability company, funded Gala Global Inc. $280,000.00.
The funds were received June 1, 2017. The balance plus any
interest, fees, charges, and late fees matures on the date that
is six (6) months after the funding or December 1, 2017 (Purchase
Price Date) and to pay interest on the Outstanding Balance at the
rate of ten percent (10%) per annum from the Purchase Price Date
until the same is paid in full. This Convertible Promissory Note
is issued and made effective as of May 15, 2017.
The purchase price for this Note and the Warrant shall be
$250,000.00 (the Purchase Price), computed as
follows: $280,000.00 original principal balance, less the $25,000
OID, less the $5,000 transaction expense amount.
The conversion price for each Conversion shall be the lesser of:
(a) the Fixed Price, and (b) the Market Price; provided, however,
in no event shall the Conversion Price be less than the
Conversion Floor.
The Conversion Floor means $0.05.
Warrants:
St. George Investments LLC, (Investor), is
hereby granted the right to purchase at any time on or after the
issue date until the date which is the last calendar day of the
month in which the fifth anniversary of the issue date occurs,
486,873 fully paid and non-assessable shares (the Warrant
Shares) of Companys common stock, par value $0.001 per
share (the Common Stock), as such number may be
adjusted from time to time to the terms and conditions of this
Warrant to Purchase Shares of Common Stock (this
Warrant).
Redemption Option. At any time during the period beginning
on the issue date and ending on the date that is one (1) year
from the Issue Date, Company shall have the option to redeem this
Warrant by exchanging it ( to Section 3(a)(9) of the 1933 Act (as
defined below)) for 400,000 shares of Companys Common Stock (the
Redemption Option). If Company elects to
exercise its Redemption Option, any outstanding Notice of
Exercise will be cancelled and this Warrant will be deemed
satisfied in full upon delivery of the 400,000 shares of Common
Stock.
| ITEM 3.02 | Unregistered Sales of Equity Securities |
The following restricted shares were issued to agreements:
| 1) |
On or about March 24, 2017, Greengro Technologies Inc. converted a note payable into 1,387,970 restricted shares. The shares were issued as follows: Greengro Technologies Inc. 462,657 shares, Haas Inc. – 462,657 shares, Owen Naccarato 462,656 shares. |
| 2) |
On or about March 24. 2017 Owen Naccarato converted a note payable into 490,742 restricted shares. The shares were issued as follows: Greengro Technologies Inc. 163,580 shares, Haas Inc. 163,581 shares, Owen Naccarato 163,581 shares. |
| 3) |
On or about March 30, 2017, Haas, Inc. was issued 10,000,000 restricted shares to a four year consulting agreement. |
| 4) |
On or about March 30, 2017, Owen Naccarato was issued 10,000,000 restricted shares to a four year consulting agreement. |
| 5) |
On or about March 30, 2017, Romina Martinez was issued 1,500,000 restricted shares to a consulting agreement. |
| 6) |
On or about May 5, 2017, Allison HEss was issued 1,500,000 restricted shares to a consulting agreement |
| 7) |
On or about May 17, 2017 Timothy Madden was issued 5,000,000 restricted shares to a consulting agreement. |
| ITEM 9.01 | FINANCIAL STATEMENTS AND EXHIBITS |
(D) Exhibits
| 10.1 | Consulting Agreement Hass Inc. |
| 10.2 | Consulting Agreement Owen Naccarato |
| 10.3 | Consulting Agreement – Romina Martinez |
| 10.4 | Consulting Agreement Allison Hess |
| 10.5 | Consulting Agreement – Timothy Madden |
| 10.6 | Convertible Note |
| 10.7 | Warrant Agreement |
| 10.8 | Stock Purchase Agreement |
About GALA GLOBAL INC. (OTCMKTS:GLAG)
Gala Global Inc. is involved in the Hemp and Cannabidiol (CBD) industry. The Company is focused on the development, research and commercialization of products derived from the Hemp and Cannabis Plant. The Company focuses on a CBD flavored thin-film strip. The film strip delivery system uses a dissolving film strip that is absorbed in the mouth. The Company is engaged in seeking acquisition candidates in this area of interest in the nutraceutical and pharmaceutical industries. The Company also intends to enter into the medical marijuana cultivation industry as approved in the United States and Canada to build legalized cultivation operations. The Company’s services include the development of cannabinoid-based health and wellness products; the development of medical grade compounds, and the licensing of testing, genetics, labeling and packaging, tracking, production and standardization methods for the medicinal herb industry. The Company is also involved in the sale of Vape Mods.
