GREY CLOAK TECH INC. (OTCMKTS:GRCK) Files An 8-K Entry into a Material Definitive AgreementItem 1.01
Acquisition of Domain Name
On November 15, 2017, Grey Cloak Tech Inc. (the “Company” also referred to herein as “us,” “we” and “our”), entered into a Domain Name Purchase Agreement by and among the Company, Patrick Stiles, and William Bossung, whereby we purchased the domain name “cbd.co” for $3,000 and 45,601 shares of our Series A Convertible Preferred Stock, of which 23,601 shares were issued to Patrick Stiles and 22,000 shares were issued to William Bossung. Each Share of our Series A Convertible Preferred Stock is convertible into 0.00006% of our outstanding common stock as of the date of conversion. The shares of Series A Convertible Preferred Stock issued in this transaction are convertible into an aggregate number of shares that would equal 2.74% of our outstanding common stock after conversion.
The Domain Name Purchase Agreement contains other certain terms and conditions which are common in such agreements, and reference is made herein to the text of the Domain Name Purchase Agreement which will be filed in our next Annual Report on Form 10-K.
Section 3 – Securities and Trading Markets
| Item 3.02 | Unregistered Sale of Equity Securities. |
The disclosure in Item 1.01 above regarding the issuance of Series A Convertible Preferred Stock is incorporated herein by reference.
The shares of preferred stock issued to the Domain Name Purchase Agreement were offered and sold in reliance on an exemption from registration to Section 4(a)(2) of the Securities Act of 1933, as amended, and Rule 506 of Regulation D. The investors have represented that each is an accredited investor, as defined in Regulation D, and has acquired the securities for investment purposes only and not with a view to, or for sale in connection with, any distribution thereof. The securities were not issued through any general solicitation or advertisement.
Section 8 – Other Events
On November 15, 2017, the Company issued a press release announcing the purchase of the domain name “cbd.co.” A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by this reference.
Section 9 – Financial Statements and Exhibits
| Item 9.01 | Financial Statements and Exhibits. |
(d)Exhibits
GREY CLOAK TECH INC. ExhibitEX-99.1 2 grck-20171117_8kex99z1.htm EXHIBIT 99.1 Grey Cloak Tech,…To view the full exhibit click here
About GREY CLOAK TECH INC. (OTCMKTS:GRCK)
Grey Cloak Tech Inc. is engaged in developing a cloud-based software to detect advertising fraud on the Internet. The Company’s cloud-based product, Fraudlytic, is a secure platform that detects, analyzes and destroys bots while allowing consumer traffic to click and view digital advertisements. Fraudlytic’s suite of filters detects various permutations of digital advertising fraud, including cookie stuffing, advertisement stacking, and domain spoofing to allow advertisers to regain control of their advertising budget. Its software application has been uploaded to the Amazon cloud and the overall system runs over My Structured Query Language (MySql) instances using the Amazon storage area network (SAN) for storage of the data. Its TrueClick Compliance product includes the features of the basic TrueClick package with the addition of a selective online marketing feature, which is useful for regulated industries in state or federal compliance.
