MoneyOnMobile, Inc. (OTCMKTS:MOMT) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01Entry into Material Definitive Agreement.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

Item 3.02Unregistered Sales of Equity Securities.

On December 27, 2017, MoneyOnMobile, Inc. (the “Company”) received from various accredited investors aggregate gross proceeds of $3,372,500 in consideration for the issuance of 3,372.5 shares of the Company’s Series F Preferred Stock (“Series F Preferred”), the rights and preferences of which were described in the Company’s Current Report on Form 8-K filed on December 22, 2017, which description is incorporated herein by reference to such Current Report and exhibits thereto. In addition, the Company issued 2,329.6 shares of Series F Preferred in connection with the automatic conversion of the Notes (as defined below) having outstanding aggregate principal and interest equal to $2,329,600.

In December, 2017, the Company issued to various accredited investors convertible promissory notes (the “Notes”) in an aggregate principal amount equal to $2,080,000. The Notes bear interest at a rate of twelve percent (12%) per annum and has a maturity date five years after the issuance date, which interest is payable in cash in shares of the Series F Preferred at a conversion price of $1,000 per share (the “Conversion Price”). The principal and accrued interest, but in no event less than one year’s worth of interest, shall automatically convert into shares of Series F Preferred at the Conversion Price simultaneously with the aggregate sale of Series F Preferred equal to $5,000,000, which $5,000,000 shall include the aggregate principal of the Notes to be automatically converted into Series F Preferred. Upon the occurrence of an event of default, the outstanding balance of the Notes shall immediately increase to 120% of the outstanding balance immediately prior to the occurrence of the event of default.

The offer and sale of the securities discussed above were made in reliance on an exemption from registration under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). The information contained in this Current Report on Form 8-K does not constitute an offer to sell or solicitation of an offer to buy any securities of the Company, and it shall not constitute an offer, solicitation or sale in any jurisdiction in which, or to any persons to whom, such an offer, solicitation or sale is unlawful. The information contained in this Current Report on Form 8-K is being disclosed to and in accordance with Rule 135 under the Securities Act.

About MoneyOnMobile, Inc. (OTCMKTS:MOMT)

MoneyOnMobile, Inc., formerly Calpian, Inc., is an early-stage company. The Company operates through the MoneyOnMobile segment, which is a mobile wallet service used to pay for goods and services from a mobile phone and to make other financial transactions. MoneyOnMobile allows consumers, to deposit funds into their mobile wallet or to perform a financial transaction through its agent network of approximately 313,541 retail locations as of April 30, 2016. Consumers use their mobile phones to make certain routine payments for utilities or to transfer currency to other consumers using text-messaging and mobile application technology. MoneyOnMobile offers electronic wallet services (M-wallet), similar to carrying a prepaid debit card, however using the consumer’s mobile phone. MoneyOnMobile has a multi-lingual application. By using this application, customers, through its agent network, can pay for goods and services and send money anytime and anywhere.