RumbleON, Inc. (OTCMKTS:RMBL) Files An 8-K Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

ME Staff 8-k
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RumbleON, Inc. (OTCMKTS:RMBL) Files An 8-K Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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

The disclosure included in Item 3.02 below is incorporated in
this Item 2.03 by reference.
Item 3.02. Unregistered Sales of Equity Securities.
On March31, 2017, RumbleON, Inc., a Nevada corporation
(“RumbleON” or the “Company”), completed a private placement
of 620,000 shares of the Company’s Class B common stock, par
value $0.001 (the “Common Stock”), at a price of $4.00 per
share for aggregate proceeds of $2.48 million. Proceeds from the
private placement will be used to complete the launch of our
website, rumbleON.com, acquire vehicle inventory, continue
development of our platform, and for working capital purposes.
The Company intends to file a Registration Statement on Form S-1
covering the resale of such shares during the second quarter of
2017.
The following directors and officers of RumbleON participated in
the offering:
Name
Position
Shares

Purchase Price

Marshall Chesrown
Chairman and CEO
62,500
$250,000
Steven Berrard(1)
Director and CFO
62,500
250,000
Mitch Pierce
Director
37,500
150,000
Kevin Westfall
Director
12,500
50,000
Total
175,000
$700,000
(1) Through Berrard Holdings Limited Partnership.
Also on March 31, 2017, the Company completed funding of the
second tranche of the November 2016 private placement (the 2016
Private Placement) to which purchasers in the 2016 Private
Placement each received their pro rata share of (1) 1,161,920
shares of Common Stock and (2) a promissory note in the aggregate
principal amount of $667,000, in consideration of cancellation of
loan agreements having an aggregate principal amount committed by
the purchasers of $1.35 million. A form of the promissory note is
attached as Exhibit 10.1 to this report.
Also on March 31, 2017, the Company issued 275,312 shares of
Common Stock upon conversion of a promissory note held by Berrard
Holdings Limited Partnership, having an aggregate principal
amount, including accrued interest, of $206,484 and a conversion
price of $0.75 per share.
The shares issued in the foregoing transactions were issued in
reliance on the exemption from registration provided by Section
4(a)(2) under the Securities Act of 1933, as amended, or
Regulation D thereunder, as a sale not involving any public
offering.
Item 9.01.
Financial Statements and Exhibits.

(d) Exhibits
Exhibit No.
Description
10.1
Form of Promissory Note.


About RumbleON, Inc. (OTCMKTS:RMBL)

RumbleON, Inc. (RumbleON), formerly Smart Server Inc., is a development-stage company. The Company focuses on creating an e-commerce platform facilitating the ability of both consumers and dealers to Buy-Sell-Trade-Finance pre-owned recreation vehicles (RV). Serving both consumers and dealers, RumbleON makes such consumers or dealers a cash offer for the purchase of their vehicle. In addition, RumbleON offers an inventory of vehicles for sale on its Website and offers financing and associated products. RumbleON utilizes partner dealers in the acquisition of motorcycles, as well as to provide inspection, reconditioning and distribution services. Its product suite has modules supporting the motorcycle, RV, and marine and auto segments. As of December 31, 2016, the Company had not generated any revenue.

RumbleON, Inc. (OTCMKTS:RMBL) Recent Trading Information

RumbleON, Inc. (OTCMKTS:RMBL) closed its last trading session 00.00 at 3.50 with shares trading hands.