PCS EDVENTURES!.COM, INC. (OTCMKTS:PCSV) Files An 8-K Unregistered Sales of Equity Securities
Item 3.02 Unregistered Sales of Equity Securities.
On December 13, 2016, the Company completed the offer and sale of
5,000,000 shares of its common stock comprised of restricted
securities as defined under Rule 144 of the Securities and
Exchange Commission (the SEC) for $250,000.00, to an accredited
investor. The purchase price was $0.05 per share. Prior to the
completion of this private offering, there were 95,308,372 shares
of the Companys common stock outstanding, and when these
5,000,000 shares are issued of record, there will be 100,308,372
outstanding shares. The 5,000,000 shares offered and sold will
represent approximately five percent of the outstanding
securities of the Company.
The issuance of these shares was exempt from registration under
Section 5 of the Securities Act of 1933, as amended (the
Securities Act), to Section 4(a)(2) of the Securities Act, as a
transaction not involving a public offering.
Item 7.01 Regulation FD Disclosure.
See Item 9.01, Exhibit 99, regarding a Press Release
disseminated on December 19, 2016, referencing the private sale
of the 5,000,000 shares outlined in Item 3.02.
The information contained in this Item 7.01 and 9.01 inExhibit
99is being furnished, and shall not be deemed to be filed for
purposes of Section 18 of the Securities Exchange Act of 1934, as
amended (the Exchange Act), or otherwise subject to liability
under such Section 18. Furthermore, the information contained in
this Item 7.01 and 9.01 inExhibit 99shall not be deemed to
be incorporated by reference into our filings under the
Securities Act or the Exchange Act.
Item 9.01 Financial Statements and Exhibits.
(b) Exhibits.
| Exhibit No. | Exhibit Description | |
| Press Release dated December 19, 2016 |
About PCS EDVENTURES!.COM, INC. (OTCMKTS:PCSV)
PCS Edventures!.com, Inc. (PCS) specializes in experiential, hands-on, K12 education and drone technology. PCS has experience and intellectual property (IP) that includes robotics software, hardware, product designs, and K12 content, as well as turn-key lab packages that teach topics of science, technology, engineering, and math (STEM). PCS educational solutions are implemented through the development, marketing and distribution of educational products and services that target the pre-kindergarten through university (PreK-12) market and are marketed through reseller channels, direct sales efforts, and through STEM Learning Centers called Edventures! Labs. The Company’s Thrust UAV drone division is building a distribution and reseller network for the sale of its retail drone products. It serves markets, such as Afterschool, K6, Technical Education, and Parents and Home Educators. It also offers PCS BrickLab system, PCS Academy of Engineering Lab and PCS Discover STEM Lab. PCS EDVENTURES!.COM, INC. (OTCMKTS:PCSV) Recent Trading Information
PCS EDVENTURES!.COM, INC. (OTCMKTS:PCSV) closed its last trading session 00.0000 at 0.0550 with 43,778 shares trading hands.