HELIX TCS, INC. (OTCMKTS:HLIX) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement.
On August 15, 2019, Helix TCS, Inc. (the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with an investor (the “Purchaser”) in connection with the issuance of a 10% fixed convertible promissory note (the “Convertible Note”) and a common stock purchase warrant (the “Warrant”) in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act and/or Rule 506(b) thereunder.
The Convertible Note has a principal amount of $400,000, with an original issue discount of $20,000, bears a fixed ten percent (10%) interest rate and is convertible into shares of the Company’s common stock (the “Common Stock”) at a conversion price of $0.90 per share (the “Conversion Shares”), subject to certain adjustments, and matures on May 15, 2020. The Convertible Note contains customary default provisions related to the payment of principal and interest and bankruptcy and creditor assignment. In the event of default, penalties, as provided in the Convertible Note, shall be added to the outstanding balance of the Convertible Note.
In connection with the issuance of the Convertible Note, the Company issued the Warrant to the Purchaser to purchase 25,000 shares of Common Stock to the terms and provisions thereunder. The Warrant is exercisable at any time within five (5) years of issuance and entitles the Purchaser to purchase 25,000 shares of the Common Stock at an exercise price of $1.00.
The foregoing descriptions of the Purchase Agreement, Convertible Note and Warrant (collectively, the “Transaction Documents”) do not purport to be complete and are qualified in their entirety by reference to the complete texts of the form documents attached as exhibits hereto.
Item 2.03. Creation of Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
Item 3.02. Unregistered Sales of Equity Securities.
The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 3.02.
The Purchaser is an accredited investor (as that term is defined in Regulation D of the Securities Act), and in issuing the above securities to the Purchaser, we relied on the exemption from the registration requirements of the Securities Act provided by Section 4(a)(2) of the Securities Act and/or Rule 506(b) thereunder because the securities were issued in transactions not involving a public offering.
| 4.1 | Form of Convertible Promissory Note |
| 10.1 | Form of Securities Purchase Agreement |
| 10.2 | Form of Common Stock Purchase Warrant |
Helix TCS, Inc. Exhibit
EX-4.1 2 f8k081519ex4-1_helixtcs.htm FORM OF CONVERTIBLE PROMISSORY NOTE Exhibit 4.1 NEITHER THESE SECURITIES NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933,…
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About HELIX TCS, INC. (OTCMKTS:HLIX)
Helix TCS, Inc. is a provider of integrated operating environment solutions for the legal cannabis industry. The Company provides security, compliance, and technology services to the legal cannabis industry. Its technology service offers clients a technology platform, allowing clients to manage inventory and supply costs through Cannabase, as well as bespoke monitoring and transport solutions. It focuses on utilizing technology as an operations multiplier, bringing in and managing a range of partnerships across the technology spectrum to give desired outcomes for its clients. The Company develops a range of compliance services to firms in the cannabis industry. It safeguards the clients’ ability to operate while increasing their access to services. The Company delivers a range of security operations, such as transport, armed and unarmed guarding, training, investigation and special services. Its include Cannabase, BOSS Security Solutions, Helix TCS LLC and Security Consultants LLC.
