MusclePharm Corporation (OTCMKTS:MSLP) Files An 8-K Unregistered Sales of Equity SecuritiesItem 3.02 Unregistered Sales of Equity Securities.
On November 30, 2018, MusclePharm Corporation (the “Company”) entered into an Agreement for Equity in Exchange for Services (the “Agreement”) with American Media, LLC (the “Investor”). to the Agreement, the Company agreed to issue to the Investor 928,572 restricted shares of its common stock, par value $0.001 per share (the “Shares”), at $3.23 per share in exchange for $3,000,000 worth of professional media support and advertising services. The Shares, which will be issued to the Investor on January 1, 2019, will vest on a quarterly basis in an amount equal to the greater of (i) the actual value of advertising placed by the Company in a quarter during the two-year period commencing on January 1, 2019 and ending on December 31, 2020, subject to a total cap of $3,000,000, and (ii) $375,000. No underwriters or private placement agents were involved in this transaction.
The Company is issuing the Shares to the Investor in reliance upon the exemption from registration under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), for private offerings not involving a public distribution.
About MusclePharm Corporation (OTCMKTS:MSLP)
MusclePharm Corporation is a performance lifestyle company. The Company develops, manufactures, markets and distributes branded nutritional supplements. The Company offers a range of powders, capsules, tablets and gels. The Company’s portfolio of brands targets various types of fitness enthusiasts, including professional, combat sport, weight training, bodybuilding, running, basketball, soccer, cross fit, golf, tennis, volleyball and other active lifestyle activities. The MusclePharm Sport Series includes supplements that cover the needs of athletes, including their workout needs. MusclePharm Hybrid Series products include Assault, Amino1 and Combat Protein Powder. FitMiss products are designed and formulated for the active woman’s lifestyle utilizing ingredients that cover the range of busy women’s needs, including weight loss, multi-vitamins, protein shakes, detox, skin care and pre-workout energy mixes. MusclePharm Core products include BCAA 3:1:2, CLA Core and Fish Oil.
