INCEPTION MINING INC. (OTCMKTS:IMII) Files An 8-K Entry into a Material Definitive Agreement

INCEPTION MINING INC. (OTCMKTS:IMII) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement

On May 20, 2019, the Company entered into a Note Purchase Agreement (the “Agreement”) with an investor (the “Investor”) through which the Investor purchased (i) a Senior Secured Redeemable Convertible Note (“Note”) with a face value of $4,250,000 that is convertible into shares of common stock of the Company and (ii) a warrant (“Warrant”) to purchase 9,250,000 shares of common stock of the Company. The purchase price for both the Note and the Warrant paid by the Investor to the Company is $3,000,000.

The Note bears interest at the rate of 10% per annum and is subject to an additional 10% increase to the interest rate upon the occurrence of each “Trigger Event” (as defined with the Note). All or any portion of the Note may be converted, in whole or in part, into shares of common stock of the Company at a conversion price equal to 100% of the average of the five (5) lowest individual daily volume weighted average prices of the Company’s common stock between the issuance date and maturity date of the Note, less $0.01. For each Trigger Event that occurs, the discount to the conversion price will be reduced by 10%.

The Warrants shall have an exercise price of $0.40 with respect to 3,750,000 shares of the Company’s common stock, $0.50 with respect to 3,000,000 shares of the Company’s common stock, and $0.60 with respect to 2,500,000 shares of the Company’s common stock.

The foregoing information is a summary of the Agreement, the Note, and the Warrant described above, is not complete, and is qualified in its entirely by reference to the full text of the Agreement, the Note, and the Warrant, which are attached as Exhibits 10.1, 10.2, and 10.3 to this Current Report on Form 8-K. Readers should review the Agreement, the Note, and the Warrant for a complete understanding of the terms and conditions of the transaction described above.

Item 9.01 Financial Statements and Exhibits.

The exhibit listed in the following Exhibit Index is filed as part of this report:


INCEPTION MINING INC. Exhibit
EX-10.1 2 ex10-1.htm   Ex. 10.1   NOTE PURCHASE AGREEMENT   This Note Purchase Agreement (“Agreement”) is made and entered into on May 20,…
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About INCEPTION MINING INC. (OTCMKTS:IMII)

Inception Mining, Inc. is a mining exploration-stage company. The Company is engaged in the acquisition, exploration, and development of mineral properties, primarily for gold, from owned mining properties. The Company is in the exploration stage at U.P. and Burlington Gold Mine (UP & Burlington). UP & Burlington consists of approximately two Federal patented mining claims located near Salmon, Idaho. The Company is focused on an exploration project in Northern Nevada. In addition, the Company owns and operates the Clavo Rico mine. The Clavo Rico mine is located on approximately 200 hectares Clavo Rico Concession, located in southern Honduras.

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